3. The Corporate Governance and Sustainability Committee The Corporate Governance and Sustainability Committee shall consist of a minimum of three directors, with at least one of them an independent director. Its role shall be to formulate corporate governance guidelines and provide advice to the Board. Its current members are: The Committee shall also consider finding candidate for independent director in the event that one of the company’s current independent directors was disqualified to make sure the Board structure and composition is in accordance with the policy set by the Board. 6. Take into consideration the term of office of independent directors (3-year term). In the case of a former independent director returning to office for another term, the Committee must make sure that the new term of office be considered as a continuation of the previous term. This is to ascertain that the rule limiting a director serving up to 3 consecutive terms, or a combined total of nine years, is followed. 7. Proceed to approach the individual who has qualifications according to the criteria to ensure that the said person is willing and available to accept the position of director of the company if appointed. 8. Propose a list of individuals whose qualifications have been vetted together with reasons to justify their nomination to the Board for a decision whether to endorse the nomination before it goes before the shareholders’ meeting for approval. In the case of nomination of a replacement director to fill vacancy due to resignation during the year, the Board is authorized to appoint the new director in accordance with the company’s Articles of Association and the Public Company Act. 9. As for the appointment of members of the Nomination and Remuneration Committee, the Committee shall take into consideration candidates that have suitable skills and knowledge, the composition of the Board’s committee and apply the Board skills matrix/Board diversity framework and characteristics of independence before submitting the nomination to the Board of Directors for approval. 1) Mr. Supot Laosuarpha (deceased December 26, 2023) Chairman of the Good Corporate Governance and Sustainability Committee 2) Asst. Prof. Dr. Chaiyaporn Puprasert (Independent Director) Member of the Corporate Governance and Sustainability Committee 3) Mrs. Pranot Tirasai Member of the Corporate Governance and Sustainability Committee Miss Arisara Suthasut, Executive Vice President, Office of Corporate Affairs and company secretary, acting as secretary to the Corporate Governance and Sustainability Committee October 1, 2019 – Present. 1) 2) 3) 235 Corporate Governance Structure and Important Information about the Board of Directors, Board’s Committees, Executives and Employees 56-1 ONE REPORT 2023
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