Page 209 - BAM ONE REPORT 2565 (ENGLISH VERSION)
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                                                                                                                   Form 56-1 One Report 2022











            Report of the Nomination and Remuneration Committee
                  The Nomination and Remuneration Committee has been appointed by the Board of Directors to support the
            operation of the Board of Directors, and has the power, duties and responsibilities as specified in the Nomination and
            Remuneration Committee Charter. The Committee is composed of four members from the Board, three of whom are
            independent directors, and one member from outside the organization, totaling five members, namely:
                                                                                     No. of Attendance
                  1.  Mr. Vasant Thienhom         Chairman (independent director)          14/14
                  2.  Mrs. Maneerat Srisaovajati   Member (independent director)           14/14
                  3.  Mr. Satorn Topothai         Member                                   13/14
                  4.  Mr. Songpol Chevapanyaroj   Member (independent director)             9/9
                  5.  Mr. Sumate Maneewattana     Member (outsider)                        14/14
                  Remark: Mr. Songpol Chevapanyaroj has served as a Committee member since 6 May 2022.


                  In 2022, the Nomination and Remuneration Committee held a total of 14 meetings to fully perform its duties
            according to the scope of responsibilities as prescribed in the Nomination and Remuneration Committee Charter and
            as assigned by the Board of Directors. Salient points of the operation are as follows:
                  1.  Reviewed and established the policy and criteria for nomination of the Company’s directors and top executives
            for use as information and guidelines for recruitment of qualified personnel in response to the Company’s vision and
            strategic objectives.
                  2.  Considered the criteria for nomination and screening of qualified candidates to be proposed to the Board
            of Directors for consideration and appointment as directors to replace the vacating directors before the end of their
            term of office, prepared the nomination of independent directors and proposed to the Board of Directors for approval
            before submitting to the annual general meeting of shareholders for consideration and approval of the appointment
            of directors to replace the directors due to retire by rotation.
                  3.  Considered and reviewed the term of office of members of committees including that of the members who
            are outsiders to ensure appropriateness to the roles and duties of respective committees and the corporate governance
            principles, and proposed to the Board of Directors for consideration and approval.
                  4.  Considered and reviewed the Nomination and Remuneration Committee Charter before presenting to the
            Board of Directors for consideration and approval.
                  5.  Considered, screened and nominated candidates for appointment and rotation as top executives to ensure
            preparedness and efficient management, and nominated a candidate as Chief Human Resource Officer (CHRO) before
            presenting to the Board of Directors for consideration and approval.
                  6.  Considered, reviewed and screened the succession plan and tools to support the selection and preparation
            of individual development plan (IDP) under the succession plan to be presented to the Board of Directors for approval.
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