Rights of Shareholders
Principle 8 Support Participation And Communication With Shareholders
The Board of Directors is responsible for ensuring that shareholders participate in decision-making on important matters of the Company, respecting their rights, and treating major and minor shareholders, as well as all stakeholders, fairly and transparently. The Board is also responsible for supervising processes and channels for receiving and dealing with complaints from whistleblowers or all stakeholders effectively, as well as providing opportunities for all stakeholders to contact or file complaints directly related to potential board issues.
The Company has a policy to support, promote, and facilitate every shareholder and shareholder group, including institutional shareholders, in exercising their various rights as securities investors and company owners, with accepted and reliable methods and standards. Shareholders have the right to buy, sell, and transfer their securities independently, to receive a share of profits from the Company, to attend shareholder meetings, propose agenda items in advance, nominate individuals for election as directors, express opinions independently at meetings, and participate in decision-making on important company matters, such as the election of directors, appointment of auditors, determination of audit fees, amendment of the memorandum of association and articles of association, and approval of important transactions that influence the direction of the Company’s business operations.
In addition to the basic rights mentioned above, the Company has taken action on various matters to promote and facilitate the exercise of additional rights by shareholders, as follows:
Provide important and necessary information to shareholders regarding business operations in a clear and timely manner by disclosing that information through the Company’s website and the Stock Exchange of Thailand.
To ensure that every shareholder receives sufficient, clear, and timely information to study in advance of the shareholder meeting, the Company clearly disseminates information about the date, time, place, and agenda for the meeting in both Thai and English at least 30 days in advance of the meeting date. For the shareholder meeting notice, the Company provides detailed information for each agenda item along with an explanation of the reasons and opinions of the board. The Company disseminates the meeting notice along with related documents, such as registration forms, required documents and evidence for attendees in the meeting, proxy appointment procedures, registration, and proxy forms, on the Company’s website in both Thai and English at least 30 days in advance of the shareholder meeting and sends the above documents to shareholders at least 21 days in advance of the meeting.
The Company allows shareholders to appoint independent directors or any other person as a proxy to attend the meeting on their behalf by using one of the proxy forms sent along with the meeting notice. Shareholders can determine the direction of voting according to the format mandated by the Department of Business Development, Ministry of Commerce, which includes information about the independent directors appointed by the Company to be shareholders’ proxies. For institutional investors or foreign investors who have appointed a custodian in Thailand to be the depositary and custodian of their shares, the Company has coordinated the documents and evidence that must be presented before attending the meeting in advance, to make registration on the meeting day more convenient and faster.
The Company allows shareholders to send questions or requests for information on each agenda item or other Company-related information in advance of the shareholder meeting date via email at comsec@snnp.co.th or to the Company’s address. Shareholders who wish to inquire about additional information can contact the Company Secretary’s office directly through this channel:
Address: Company Secretary Department, Srinanaporn Marketing Public Company Limited 325/6-9 Lanluang Road, Mahanak Square, Dusit, Bangkok 10300
Telephone: 02-628-0408
Email: comsec@snnp.co.th
The Company conduct the shareholder general meeting using a hybrid meeting system. Shareholders can choose between attending the meeting in person at Ratchadamnoen Hall, 1st floor, Royal Princess Larn Luang Hotel at 269 Larnluang Road, Pom Prap Sattru Phai, Bangkok, or attending via electronic media (E-AGM). For the electronic meeting option, the Company has engaged OJ International Company Limited as a service provider to manage the meeting in compliance with the Emergency Decree on Meetings via Electronic Media B.E. 2563 and relevant laws and regulations. The electronic meeting system has been reviewed and approved for security standards by the Ministry of Digital Economy and Society. This system facilitates shareholders in registering (E-Register), appointing proxies, attending the meeting, asking questions via audio-visual channels (Video Conference), voting (E-Voting), and vote counting. The Company has provided shareholders with a process guide for requesting attendance and using the electronic meeting system, which was included in the shareholder meeting notice.
For details of the vote counting results for each agenda item, the Company collects the results and informs the meeting after voting on each agenda item is completed. If some agenda items require more time than usual to count votes, the chairman of the meeting may request to proceed with considering other agenda items first to keep the meeting going. After the vote counting is completed, the meeting will be immediately informed of the details of the vote results.
The Company grants shareholders the right to attend the meeting after the meeting chairman has opened it. Shareholders can then vote on agenda items that are under consideration and have not yet been voted on. Their attendance counts towards establishing a quorum from that point onward. This may result in an unequal number of voters for each agenda item.
At the 2023 Annual General Meeting of Shareholders, the meeting considered various matters according to the agenda specified in the meeting notice sent to shareholders in advance, without changing the order of the agenda and no requests for the meeting to consider matters other than those specified in the shareholder meeting notice.