Central Pattana Public Company Limited ("CPN") would like to inform that the shareholders are invited to propose the person(s) to be nominated as its director and other agendas for the 2007 Annual General Shareholders' Meeting. The shareholders can proposed those subjects until January 31, 2007.The Criteria are as per details attached.
Please be informed accordingly.
Central Pattana Public Company Limited (CPN) has operated its business under Good Corporate Governance Policy. CPN strongly believes that Good Corporate Governance is so important to the success of its operation and achievement of its objectives which is to create the highest value to all shareholders and other stakeholders equally. It will ensure that its business will be carried on a transparent and accountable manner as well as not contrary to the laws and ethical standard.
In the Annual General Shareholder's meeting, CPN has set up the standard practice to allow the minority shareholders to propose the agenda of annual general shareholders' meeting and person(s) to serve as the Company director(s) through the Nomination and Remuneration Committee prior to the meeting. The details of which shall be as follows:
1.The qualification of shareholders
The shareholders who wish to propose the person(s) to serve as the Company director(s) must have the following qualifications:
1.1 being the shareholder of the company which can be either one shareholder or combined shareholders.
1.2 holding minimum shares of not less than 100,000 shares.
1.3 having continuously held those shares in Clause 1.2 for at least one (1) year until the date of which the shareholder proposes the agenda or proposes the person(s).
2.The qualification and prohibition of the director of the Company according to the Article of Association of the Company
Subject to the Article of Association of the Company, the board of directors must consist of at least five (5) directors and not less than half of whom shall reside within the Kingdom and having the qualification and prohibition as follows:
- be natural person;
- be a shareholder of the company is not necessary;
- be sui juris;
- not be bankrupt, incompetent or quasi-incompetent;
- not have been imprisoned by a final judgment to a term of imprisonment for an offense against property with dishonest intent;
- not have been expelled or removed from the official service, a state organization or a state agency on the ground of dishonest performance of duties.
3.The evidences which must be submitted to the Company for consideration of the additional agenda and nomination of director proposed by the shareholder
The shareholder possessing the qualification in accordance with Clause 1 must submit the following supporting documents within January 31st, 2007 to be qualified for use of right to propose the additional agenda and the nomination of director:
3.1 The evidence of shares held as stipulated in Clause 1.2 and 1.3, i.e. the certified letter of the securities company or other evidences of the Stock Exchange of Thailand;
3.2 Consent from the person to be nominated as director;
3.3 Supporting documents of qualification of such person including education and work experience (Curriculum Vitae);
3.4 Other supporting documents beneficial for the board consideration (if any).
4. Venue of submission of the documents pursuant to Clause 3
Please deliver to:
Secretary to the Board of Director
Central Pattana Public Company Limited
999/9 Rama 1 Road,
Pathumwan, Bangkok
10330 Thailand
