Shareholder's Rights
The Company has a policy to proceed in a fair manner on the preservation of fundamental and equitable rights of all shareholders as required by the law. As the owners, the shareholders are entitled to attend shareholders’meeting, take adequate deliberation time, and acknowledge meeting minutes.
The Company has set a requirement for the Annual General Shareholders’ Meeting to be held one time per year, and within 4 months after the end of the Company’s accounting period. In case of urgent matters that may impact or relate to the benefits of the shareholders or to the terms and conditions or requirements or law enforcement that require approval from the shareholders, the Company shall call for the Extraordinary Shareholders’ Meeting on a case-by-case basis.
For the year 2019, the Annual General Shareholders’ Meeting was held on 24th April 2019 at 14.30 hrs. at Ballroom 2, 5th Floor, S31 Sukhumvit Hotel, 545 Sukhumvit 31, Klong Toey Nua, Wattana, Bangkok.
And the Extraordinary General Shareholders’ Meeting 1/2019 was held on 21st October 2019 at 14.30 hrs. at Ballroom 2, 5th Floor, S31 Sukhumvit Hotel, 545 Sukhumvit 31, Klong Toey Nua, Wattana, Bangkok, in order to consider and approve the Employee Stock Option Program by the name of HTC ESOP Program.
The Company has appointed Thailand Securities Depository Co., Ltd. (TSD), its securities registrar, to send out invitation letters to the shareholders. Each Letter of Invitation shall contain the meeting agendas in detail, supporting documents, copy of the previous meeting, Annual Report and proxy form, to be sent out to shareholders at least 14 days prior to the meeting date. Advertisement shall also be placed in newspapers for 3 consecutive days and at least 3 days prior to the meeting in order to allow ample time for shareholders to prepare for the meeting.
For the Annual General Shareholders’ Meeting / the Extraordinary General Shareholders’ Meeting, the Company has disclosed the information on the Letter of Invitation and supporting documents on the Company’s website at www.haadthip.com at least 30 days prior to the Meeting date.
The Company has prepared to facilitate all shareholders in an equitable manner at the Annual General Shareholders’ Meeting, by arranging for adequate number of staffs to welcome and assist the shareholders to ensure convenience; and to check documents. The Barcode system will be used for providing convenience and accuracy in counting of votes with the Registration opened at 13.00 hrs, and registration time extended to the period before the last agenda is being considered. Appropriate snacks will also be prepared for all attending shareholders.
As for shareholders appointing proxy, the Company has prepared the stamp duty to be affixed on the proxy form.
Prior to commencement of each of the Annual General Shareholders’ Meeting, the Chairman of the meeting shall introduce the Board of Directors, Management and Auditor of the Company to the meeting, then inform the meeting of all the rules, inclusive of the ballot counting method for the shareholders’ votes in each agenda of the meeting, as per the Articles of Association, including how to exercise the rights to vote in each of the agenda in an explicit manner. Once the information on each agenda has been provided, the Chairman shall provide the opportunity for meeting attendees to express their opinions, suggestions or ask questions on each agenda; and provide an appropriate amount of time for discussions. Thenafter, the Chairman and Management shall provide answers to the questions, clearly and to the point; and give precedence to every question. Then the meeting shall be asked to cast a vote to pass a resolution for such agenda. For the agenda on the appointment of directors, the Chairman shall ask the shareholders to cast a vote for each director individually.
The Board of Directors has established operational guidelines for the Annual Shareholders’ Meeting. If a director becomes aware that he/she may be a stakeholder or may have an interest that conflicts with the interests of the Company in an agenda, the mentioned director must declare his/her concern to the meeting and withdraw him/herself from the meeting and abstained from the voting procedure of such agenda.
Following the Meeting date, the Company shall send the summary of the resolutions passed by the Shareholders’ Meeting to the Stock Exchange of Thailand no later than 9.00 hrs the next day. The Company shall also send the report of the Shareholders’ Meeting comprising of the Minutes of the Meeting, the votes recorded as well as questions raised by the shareholders in each agenda (if any) to the Stock Exchange of Thailand within 14 days as required; and disclose the Minutes of the Meeting via the Company’s website at www.haadthip.com with in 14 days.