No shareholder proposed agenda items or nominated anyone to be considered for election as a director of the company. • The company proposed that the Board of Directors consider calling the 2023 Annual General Meeting of Shareholders at the Board of Directors’ meeting on February 7, 2023, and disclosed the resolutions of the Board, together with agenda for the annual general meeting of shareholders through the SET Link on the same day. Also included in the public disclosure was the announcement of February 22, 2023 as the recorded date, or book closing date, for shareholders to be eligible to attend the meeting and receive dividend payment. • The company published meeting invitation letter, along with meeting agenda, information supporting opinions of the Board of Directors on each of the proposed agenda items, meeting documents, proxy appointment form, procedures and methods for registration to attend the AGM 2023, both in Thai and English, on the company’s website 28 days in advance of the meeting date. The publication date was March 7, 2023. In addition, the company sent the meeting invitation with QR code for downloading the digital version of Form 56-1, 2023 One Report. • The company published the public announcement of AGM 2023 in daily newspapers (both Thai and English) for three consecutive days (March 15-17, 2023) as a reminder to all shareholders that the AGM had been called and for shareholders to make preparation to attend. • To facilitate shareholders wishing to appoint a proxy to attend the AGM and vote on their behalf, the company sent out proxy form that enabled shareholders to indicate their Approve or Disapprove votes on each of the agenda items. A list of independent directors on the Board were also provided to give shareholders greater options in appointing a proxy, along with detailed explanation about procedures, important documents required for proxy appointment that accompanied the invitation letters in both Thai and English. • The company delivered the meeting invitation letter to shareholders by post more than 21 days in advance of the meeting date. The invitation was delivered on March 14, 2023. • The company provided an oppor tuni ty for shareholders to send questions relating to the meeting agenda to the company in advance via QR Code or email: CG@irpc.co.th. • The company made it possible for shareholders or their proxies to register to attend the AGM electronically from March 25, 2023 until the meeting date. A call center was set up to answer questions that shareholders might have regarding how to register or attend the AGM. 1.1.2 On the Meeting Day • The company assigned call center staff and meeting system administrator to make it convenient for shareholders and their proxies to log in to the meeting platform and to answer questions regarding how to use the meeting system. Shareholders and their proxies were able to log into the meeting system more than two hours before the meeting started to ensure that all of them have received complete, accurate information and were able to ask questions and cast their votes. • On voting rights and voting procedures, the company only issues one class of shares, with one share bearing the right to one vote. All shareholders hold votes equal to the number of shares owned. Proxies can only be allowed one vote per share, with the exception of custodians who are entitled to split their votes according to applicable law. • At the 2023 Annual General Meeting of Shareholders, all 15 directors were present at the meeting (100% attendance), with the Chairperson of the Board acting as the chair of the meeting, with the chairman of every subcommittee, the President and CEO, along with members of the Executive Committee at the Executive Vice President, Assistant Managing Director levels, and members of the management were also present to provide clarification and background information as required. 201 Corporate Governance Policy 56-1 ONE REPORT 2023
RkJQdWJsaXNoZXIy ODg4NTI=