Amata Corporation Public Company Limited 2009
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New Director Orientation
In carrying out his/her duties as part of the Board, a Director needs to understand the nature of the company’s business operations,
especially when the Director is first elected. The company will arrange for an orientation to introduce the new Director to the overall nature of the company’s operations, impart him/her with important information and crucial to conducting his/her duties and guidelines for good corporate governance. The Company Secretary is responsible for arrangement of the orientation. Meeting of Board of Directors
It is an important duty of the Directors to regularly attend the meetings of Board of Directors to be informed and to collectively
make a decision upon the operation of the company. There must be at least five meetings of Board of Directors a year. Each meeting must have a set of meeting agendas circulated to the Directors prior to the meeting date. Special board meeting can be arranged for an urgent issue. Non Executive Directors may convene among themselves to discuss current issues related to management without the participation of the management and report the result of the meeting to the Chief Executive Officer.
The Chairman and the Chief Executive Officer work together to set the meeting’s agenda items and to consider proposals and
opinions of Directors to be included as meeting’s agenda items.
In 2009 there were five regular meetings of the Board of Directors. All meetings were set in advance. The Company sent out all
documents for the meeting to the Directors in advance of the meeting date with sufficient time to review the documents for the meeting.
At the meeting, the Chairman as the chair of the meeting ensures the open discussion on the agendas among the directors. A
resolution must be passed by the majority of the meeting attendents. Each director has one vote. Any director that has a vested interest on the issue will not attend the meeting or will not vote on that issue. The chairman of the board has an extra vote when there are an equal number of votes cast for a resolution.
Company Executives may attend the meeting of the Board of Directors to inform the board relevant information and to be informed
by the meeting the company’s policies. However, to ensure the autonomy of the board in making decision, the Company Executives and/or the Executive Directors as Directors of the Board may not be allowed to attend such meetings.