Board of Directors As of 4 February 2013, the Board of Directors of Raimon Land Plc. comprises nine Directors as follows: 1. Mr. Pradit Phataraprasit(1) 2. 3. 4. 5. 6. 7. 8.
Mr. Lee Chye Tek Lionel (1) Mr. Tan Chin Kwang Johnson (1) Mr. Lee Chye Cheng Adrian (2) Ms. Nuch Kalyawongsa(2) Mr. Jason Goh Hseng Wei (2) Mr. Roland Pang Tze Vu (3) Mr. Kitti Gajanandana
9. Mr. Jirawud Kuvanant
Chairman of the Board of Directors, Independent Director and Audit Committee Member Director Director Director Director Director Director Director, Independent Director and Chairman of Audit Committee Director, Independent Director and Audit Committee Member
Attendance at Board of Directors Meetings in 2012 There were seven Board of Directors meetings in 2012. The table below gives the attendance details: Name
Number of Attendances
Number of Absences
1) Mr. Sompoch Intranukul
7
-
2) Mr. Talal J M A Al Bahar
-
7
3) Mr. Werner Johannes Burger
1
6
4) Mr. Hubert Romary Bertrand Viriot
7
-
5) Mr. Numan Mohamed Numan Mohamed
1
6
6) Mr. Roland Pang
2
-
7) Mr. Kitti Tungsriwong
7
-
8) Mr. Kitti Gajanandana
5
2
9) Mr. Jirawud Kuvanant
4
3
(1) Mr. Lionel Lee, Mr.Johnson Tan and Mr.Pradit Phataraprasit were appointed as new directors of the company according to the resolution of the Board of Directors’ meeting No.3/2013 on 1 February 2013, replacing Mr. Talal J M A Al Bahar, Mr.Werner Johannes Burger and Mr.Sompoch Intranukul. (2) Mr. Jason Goh, Mr. Adrian Lee and Ms. Nuch Kalayawongsa were appointed as new directors of the company according to the resolution of the Board of Director’s meeting No.4/2013 on 4 February 2013, replacing Mr. Kitti Tungsriwong and Mr.Hubert Romary Bertrand Viriot, acknowledged resignation of Mr.Numan Mohamed Numan Mohamed on 4 February 2013. (3) Mr. Roland Pang were appointed as new director of the company according to the resolution of the Board of Director’s meeting No.5/2012 on 15th May 2013, replacing Mr. Piaras Rodrigo Moriarty Alvarez on 16 May 2013.
Director authorisation and restriction
Two signatures of the following five directors, Mr. Lionel Lee or Mr. Johnson Tan, Mr. Adrian Lee or Mr. Jason Goh or Ms.Nuch Kalyawongsa, with the affixing of the official company seal. Scope of Authority of the Company’s Board of Directors
34
The Company’s directors are required to perform their duties in compliance with all relevant laws and regulations as well as with the Company’s objectives and articles of association and the resolutions of shareholders meetings in good faith. The Company’s directors are prohibited from carrying out any business of the same nature as and in competition with the Company’s business and from being partners or shareholders or directors of other juristic persons carrying out a similar and competitive business, unless the shareholders are informed of such in a shareholders meeting prior to his/her appointment. If a director has direct or indirect interests in any agreements to be entered into with the Company or increases or decreases his/her shareholding or debenture holding in the Company and its affiliates or debenture, the director must inform the Company without delay.