76 food capitals public company limited annual report

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76 Food Capitals Public Company Limited ANNUAL REPORT 2016
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The Board of Directors’ Responsibilities • To perform its duties in compliance with the law, the Company’s objectives and Articles of Association, in- cluding resolutions of the shareholders’ meetings, with honesty, integrity and prudence while protecting the Company’s interest. • To set up vision, policies and the direction of the Company’s business operations and monitor the implemen- tation of the Company policies by management to ensure efficiency, effectiveness and maximum value to the Company and its shareholders. • To evaluate performance and determine remuneration for the Company’s management. • To consider and approve material issues as stipulated by law. • To establish reliable systems of accounting, financial reporting and auditing. This includes evaluating procedures in internal control assessment and follow-up processes, and ensuring the efficiency and effectiveness of internal audits, risk management, and financial reports. • To ensure that no conflicts of interest occur among stakeholders. • To monitor business operations with the aim of ensuring ethical work standards. Shareholders’ Meeting Distribution of meeting notices Ahead of each Shareholder meeting, the Company sends out invitation letters which state the agenda of the meeting and information relating to each agenda item, both in Thai and English. The letter reaches shareholders seven working days prior to the meeting. The Company advertises the date of the meeting in the press for at least three consecutive days, at least three days prior to the meeting. Assigning a proxy to vote on their behalf in the meeting Shareholders can exercise their rights to vote either in person or in absentia with equal rights. By com- pleting a proxy form and including the notice of the meeting, Independent Directors grant permission to a shareholder to use him as their proxy. Meeting attendance and registration To attend the shareholders’ meeting, shareholders must present documents to verify their identity, such as an identification card or passport. A proxy must provide evidence such as the completed proxy form along with a copy of an identification card or the pass - port of the shareholder. Where a proxy is assigned by a juridical person, he/she must bring proxy evidence, such as the proxy form, along with a certified copy of business registration certificate. Shareholders present - ing an identification card can pre-register two hours prior to the AGM. The Company organises a system- atic and effective registration process to facilitate the shareholders attending the meeting. Board of Directors attendance at shareholder meetings The Company recognises the importance of share- holders’ meetings. Therefore the meeting is attended by the Board of Directors. Moreover, the Chief Execu- tive Officer, Chairman of each Board Committee and the external auditor or a representative also attend 77 Food Capitals Public Company Limited ANNUAL REPORT 2016
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the meetings to listen to opinions and answer questions raised by shareholders.
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  • Spring '14
  • Capitals Public Company Limited, Capitals Public Company

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