Policy for the Development of Directors Company Secretary and Secretary to the Sub-Committees.
The Board of Directors has assigned the Nomination and Remuneration Committee (NRC) to oversee, monitor, and prepare the development plan for the directors of each board and committees according to the Skill Matrix. They are for the Board of Directors, Top-Executives including the Company Secretary to develop skills, knowledge, and related capacities regularly and every time on a change of laws, rules, and regulations related to the Company's business. The NRC should consider appropriately, in accordance with the notifications, regulations, laws, and regulations related to the business of the company. Moreover, the orientation for new directors should be provided by focusing on the performance of the directors to achieve the objectives, goals, and benefits for the organization.
Guidelines
The Directors
- The Nomination and Remuneration Committee (NRC) has governed and issued the development plan (Skill Matrix) for the Board and Committees to develop skills, knowledges and capabilities involved, including any governance agencies’ adjusting of the Laws, Rules, and Regulations which were related to the business, by focusing on the performance on the Directors’ duties to achieve the objectives, goals and the best interests of the organization, which the skill matrix were set up by the SEC, SET, the Capital Market Commission, Thai Institute of Directors and etc.
- The Board of Directors, the Nomination and Remuneration Committee, the Audit Committee, and the Executive Board should attend training courses/seminars that would be beneficial for performing duties in terms of laws, regulations or provisions organized by the Thai Institute of Directors Association (IOD), the Office of the Securities and Exchange Commission (SEC), the Stock Exchange of Thailand (SET), the Capital Market Supervisory Board (CMSB), Thai Institute of Directors Association, or any other institution, on the topic related to performing their duties regularly. The directors are required to attend the training/seminar of 3 in 4 of the entire board or more than 75 percent or combine at least 6 courses per year, to develop the potential of performing as the director. These must be done in accordance with relevant laws and regulations. The directors who attend the training/seminar must transfer such information to all directors at the board meeting in the next meeting.
The New Director
- Taking a position as new director, he/she will take an orientation to acknowledge significant information about the nature, structure and guidelines of the Company’s business, including the objectives, goals, vision, mission, corporate values as well as legal advice, rules and conditions of being a listed company director on the listed company in the SET, in which are the relevant notifications, regulations and the Public Company Act, the Company Board’s regulations, adequately before performing his/her duty. They are in accordance with the Board Orientation Guideline of the SET.
- The Board also promotes and encourages new director to attend training, seminars on the courses related to the duty, there are courses of the Thai Institute of Directors Association (IOD), especially the Director Certification Program (DCP), Director Accreditation Program (DAP), including the SEC, the SET and other related association. They are for developing knowledge, capabilities and increasing skills continuously, which are beneficial to the performance of duty of director and are in accordance with the director development plan. This is done to comply with relevant laws and regulations and report to the board of directors in the next board meeting as well. The company secretary and/or the assigned coordinator are entrusted with the responsibility of organizing the orientation program for new director.
Company Secretary and Secretary to the Sub-Committees.
The Board of Directors would encourage and support the Company Secretary and the secretary of the sub-committee to attend training / seminars continuously in the essential and relevant courses that would be beneficial to the duties Including the Certified Program, for the development of skills in performing duties on an annual basis, In terms of laws, accounting, rules or regulations organized by the IOD, SEC, TIA, CSRI, TCSC, a registered company association in the MAI (maiA) or any other institution on a related topic, regularly at least 7 courses per year The training would develop the potential to perform duties in accordance with relevant laws and regulations, as well as transferring such information to the Board of Directors, Managing Directors, Executives, Employees or related agencies.