1. Rights of Shareholders
PTT Public Company Limited
Annual Report 2011
1.2 Delivering Meeting Notices
When the Board decides on calling a shareholders’ meeting, As the owners, the shareholders are entitled to dictate it will disclose its decision, meeting date, and meeting agendas ? Q in details ahead of time by announcing on SET’s website to impacts on the Company. Shareholders’ meetings therefore alert the shareholders before sending meeting notices. PTT assigned Thailand Securities Depository Co., Ltd. serve as their key forums for the expression of views, asking of questions, and voting, apart from election of directors to (TSD), its securities registrar, to mail meeting notices together supervise Company operation on behalf of the shareholders. with details of the agenda and accompanying documents, Shareholders are entitled to attend shareholders’ meetings, take supplementary and supporting information for decisionadequate deliberation time, and acknowledge meeting minutes. making, opinions of the Board, complete minutes of the past meeting, the annual report, meeting documents, proxy forms with complete instruction, to the shareholders more than 14 days ahead of each meeting date. Similarly, at least three days ahead of each meeting, the invitation was announced through one Thai and one English newspaper, each for three days, to allow the shareholders enough time to prepare themselves for the meeting. The AGM meeting notices were made available at PTT’s website (http://www.pttplc.com) at least 30 days ahead of the meeting date. 1.3 On the Meeting Date
1.1 Shareholders’ Meetings
As a rule, PTT schedules an annual general meeting of shareholders (AGM) within four months of the annual closing date of its accounting books. For urgent matters that affect or involve the shareholders’ interests or involve conditions, regulations and laws that require the shareholders’ approval, it calls an extraordinary meeting of the shareholders. In 2011, the AGM fell on April 20 with the venue being Queen Sirikit National Convention Center (Plenary Halls 1-3) in Bangkok. No extraordinary meeting was held this year.
Before each meeting, the chairman introduces directors, management team members, the external auditor and the legal adviser who acts as a moderator. After explaining the Company’s rules on voting and vote counting for individual agenda items, the chairman of the meeting must clearly address how to vote on each agenda item. Once information
„ to all attendants to express opinions or recommendations and ask questions, giving adequate time for debate. The chairman and the management are to address and answer all questions clearly and precisely, treating all questions with due respect. For the election of directors, individual votes are required. The chairman ensures that the meeting proceeds according to the order of the agenda and does not add an item without notifying shareholders in advance. If the meeting decided to change the order of the agenda, it would need at least two-thirds of the vote of the shareholders in attendance. Alternatively, the shareholders with at least one-third of