Page 408 - BAM ONE REPORT 2565 (ENGLISH VERSION)
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                6.  Appointment and Term of Office
                6.1  Board of Directors appoint the chairman and members of the Nomination Committee

                6.2  A Nomination Committee member who is a director of the Company shall hold office according to the
         directorship term. In case of an independent director, the term of office shall not exceed nine consecutive years from
         the date of appointment by the Board of Directors. A Nomination Committee member who is an outsider shall hold
         office for a term of two years but not more than three consecutive terms.
     Bangkok Commercial Asset Management Public Co., Ltd.

                The Nomination Committee whose term expires may be reappointed at the next time as the Board of Directors
         deems appropriate.
                6.3  Member of the Nomination Committee will retire when
                    (1)  Completing full term of rotation
                    (2)  Resignation
                    (3)  Death
                    (4)  The Board of Directors resolves to vacate office.
                6.4  When the Nomination Committee member completes the term of office or there is any reason the

         Nomination Committee member cannot stay until the end of his/her term, which results in the number of members
         being fewer than the specified number, the Board of Directors shall appoint a new Nomination Committee member
         within three months from the date of such circumstance to ensure the continuity in the performance of the Nomination
         Committee.


                7.  Duties and Responsibilities
                Nomination Committee has duties and responsibilities as follows:
                7.1  Determine guidelines and criteria for recruiting and screening qualified individuals and present to the Board
         of Directors to be considered for the following positions:

                     7.1.1  Company Directors
                     7.1.2  Director of the Company to replace the director who vacates office
                     7.1.3  Members in various sub-committees who are assigned powers, duties and responsibilities from the
         Board of Directors.
                     7.1.4 Top management
                7.2  Consider and determine the annual remuneration of the Company’s directors, including rules or procedures
         for payment of such remuneration that is fair and reasonable. Propose to the Board of Directors to propose to the
         shareholders’ meeting
                7.3  Propose criteria about how to evaluate performance and consider evaluating the performance, including
         setting the remuneration rate of the Chief Executive Officer and Senior Executive Vice Presidents to present to the Board
         of Directors for consideration

                7.4  Consider various conditions when the company offers new securities (or share warrants) to Directors and
         employees
                7.5  Review the succession plan and plans to develop the potential of senior executives to prepare as a
         continuous plan to have successors and present to the Board of Directors for approval
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