17 มกราคม 2550
Proposal of Director Nominees and the 2007 AGM Agenda
January 16, 2007
Subject Proposal of Director Nomination and the 2007
Annual General Shareholders' Meeting Agenda
To The President,
The Stock Exchange of Thailand
Central Pattana Public Company Limited ("CPN") would like to
inform that the shareholders are invited to propose the
person(s) to be nominated as its director and other agendas
for the 2007 Annual General Shareholders' Meeting. The
shareholders can proposed those subjects until January 31,
2007.The Criteria are as per details attached.
Please be informed accordingly.
Yours faithfully,
(Mr.Naris Cheyklin)
Secretary to the Board of Director
Attachment
The Criteria for Minority Shareholders to propose the Agenda
for the Annual General Meeting and the person(s) to be
nominated as director(s) of the Company
Central Pattana Public Company Limited (CPN) has operated its
business under Good Corporate Governance Policy. CPN strongly
believes that Good Corporate Governance is so important to the
success of its operation and achievement of its objectives
which is to create the highest value to all shareholders and
other stakeholders equally. It will ensure that its business
will be carried on a transparent and accountable manner as well
as not contrary to the laws and ethical standard.
In the Annual General Shareholder's meeting, CPN has set up the
standard practice to allow the minority shareholders to propose
the agenda of annual general shareholders' meeting and
person(s) to serve as the Company director(s) through the
Nomination and Remuneration Committee prior to the meeting.
The details of which shall be as follows:
1.The qualification of shareholders
The shareholders who wish to propose the person(s) to serve as
the Company director(s) must have the following qualifications:
1.1 being the shareholder of the company which can be either
one shareholder or combined shareholders.
1.2 holding minimum shares of not less than 100,000 shares.
1.3 having continuously held those shares in Clause 1.2 for
at least one (1) year until the date of which the
shareholder proposes the agenda or proposes the
person(s).
2.The qualification and prohibition of the director of the
Company according to the Article of Association of the Company
Subject to the Article of Association of the Company, the board
of directors must consist of at least five (5) directors and
not less than half of whom shall reside within the Kingdom and
having the qualification and prohibition as follows:
- be natural person;
- be a shareholder of the company is not necessary;
- be sui juris;
- not be bankrupt, incompetent or quasi-incompetent;
- not have been imprisoned by a final judgment to a term of
imprisonment for an offense against property with dishonest
intent;
- not have been expelled or removed from the official
service, a state organization or a state agency on the
ground of dishonest performance of duties.
3.The evidences which must be submitted to the Company for
consideration of the additional agenda and nomination of
director proposed by the shareholder
The shareholder possessing the qualification in accordance with
Clause 1 must submit the following supporting documents within
January 31st, 2007 to be qualified for use of right to propose
the additional agenda and the nomination of director:
3.1 The evidence of shares held as stipulated in Clause 1.2
and 1.3, i.e. the certified letter of the securities
company or other evidences of the Stock Exchange of
Thailand;
3.2 Consent from the person to be nominated as director;
3.3 Supporting documents of qualification of such person
including education and work experience (Curriculum
Vitae);
3.4 Other supporting documents beneficial for the board
consideration (if any).
4. Venue of submission of the documents pursuant to Clause 3
Please deliver to:
Secretary to the Board of Director
Central Pattana Public Company Limited
999/9 Rama 1 Road,
Pathumwan, Bangkok
10330 Thailand