Property Perfect : Annual Report 2007

Page 23

Property Perfect Public Company Limited

3. In selecting independent directors and the audit committee members, the committee must take into account; - The nominated individuals must hold no more than 5% of the paid-up capital of the company, affiliates or subsidiaries. The percentage is inclusive of the shareholding of related individuals - their spouses and underage children. - The nominated persons must not be related to the company’s executives or major shareholders. - The appointed persons must not have conflicts of interest, directly or indirectly, in terms of finances or management of the company and affiliates. They must not be the company’s major shareholders. 4. The appointed persons must be able to work and present their views with independence, free from the control from executives or major shareholders as well as their relatives. To present the selected persons to the board of directors, the Selection Committee must nominate only those who will fill the available director seats. Except when the committee members could not reach an agreement, they are allowed to present all the nominated names to the board for their consideration. (D) The Remuneration and Human Resources Committee The Remuneration and Human Resources Committee consisted of 3 persons as of 31 December 2007. No Name Position 1 Dr Tawatchai Nakhata Chairman of the remuneration committee 2 Mr. Vidhya Nativivat The remuneration committee 3 Mr. Somsak Toruksa The remuneration committee The Remuneration and Human Resources Committee’s scope of authority and responsibility 1. Consider the company’s policies and criteria in paying the Chief Operation Officer, directors, and the company’s advisors. 2. Consider the annual salary, annual pay increase, and the interim pay increase, as well as other benefits to award all employees. 3. Consider the employment terms, regulations, and penal clauses which should be appropriate and fair. 4. The committee will report directly to the board of directors, to whom they will explain and answer all questions regarding the pays for employees at all levels

21


Issuu converts static files into: digital portfolios, online yearbooks, online catalogs, digital photo albums and more. Sign up and create your flipbook.