Ratchaburi Electricity Generating Holding PCL.
91
delivered to the shareholders upon
request. A total number of 132
shareholders requested the print version
of the annual report.
(5) Profile and brief information of nominees
for director election and definition of
the Company’s independent directors.
(6) The Company p r ov i ded p r ox y
appointment, all three types as designed
by the Department of Business
Development, Commerce Ministry, as
well as a list and information about
independent directors and the CEO for
alternative of proxy appointment.
(7) Individual shareholder’s registration
form with barcode for convenience and
speed registration. The Company informed
the shareholders in the meeting invitation
and on its website that they were
encouraged to ask questions or ask formore
information about the topics stated in
the meeting agenda, and/or provided
advices and opinions that are useful for
the Company’s operation prior to the
meeting date through post or fax to the
Company’s Secretary or email to
corpor a tesec r et a r y@r a t ch . co . th .
TheCompanywould then clarify or provide
additional information at themeeting. In the
2013 annual general shareholders’meeting,
noshareholdersentinquestionorsuggestion
to the Company prior to the meeting.
•
During the meeting:
Before the 2013
shareholders’ meeting began, the chairman of the
meeting announced the quorum, assigned the
Company Secretary to take minute and prepare
the meeting report, and introduced the directors,
Management, auditors and legal advisors attending
the meeting. The meeting chairman also declared
all the meeting procedures including voting rules
for each agenda and vote counting to meet with
the shareholders meeting regulations of listed
companies designed by the SET and to ensure that
all shareholders clearly understand all the details
as earlier informed in the meeting invitation. The
chairman also announced the resolution of each
agenda right after discussion.
•
Voting :
The Company prepared separate
ballots for each agenda for each shareholder that
each shareholder already received when register.
Voting process was made simple. The chairman
asked the meeting to raise hands if disagree or do
not wish to vote in order that the Company’s staff
members would collect their ballots. Computerized
and barcode systems were used in vote counting.
•
Checking for transparency, accuracy and
completeness:
The Company invited a representative
from its legal advisor toact asan independent inspector
to check on crucial areas, including document
required to be presented by the shareholders or
their proxies, the quorum, stakeholders who do not
exercise their voting rights and vote counting to ensure
that the vote counting process comply with the
Company’s Articles of Association and the meeting
rules announced by the Chairman. The inspector
also ensured that all ballots were collected from
all shareholders attending the meeting, especially
for director appointment session, and that meeting
resolutions and vote counting were correct.
•
Running the meeting according to agenda:
The Company realized the necessity for the
shareholders to study the information beforemaking
decision and strictly adheres to a principle of not
taking any action that will infringe or derogate the right
of the shareholders. In all shareholders’ meeting, the
Company has never abruptly informed themeeting of
additional significant information, added new agenda
for approval, or changed significant information
without prior notice. All the matters proposed to the
2013 annual general shareholders’meeting complied
with the legal requirement. The Chairman of the
Board who acted as the chairman of the meeting
controlled the meeting process in the same order as
informed in the meeting notice without no agenda
switching.
•
Running themeeting on each agenda:
After
providing sufficient and complete background,
details, full information for each agenda and
