Page 163 - BTSGroup ONE REPORT 2021/22_EN
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BTS Group Holdings Public Company Limited                                                                     5.3 Corporate Governance Perfomance Report  161
               Annual Report 2021/22




               Equitable Treatment of Shareholders                                       published the invitation and the proxy forms (Form A, Form B and Form C)

               The Company treated each and every shareholder equally, whether they are   together with the details and procedures for the appointment of proxy on the
               minority shareholders, major shareholders or institutional investors.     Company’s website.


               Proposing agenda items and nominating director candidates: The Company    Access to information: The Company favoured no particular group of
               provided the shareholders an opportunity to exercise their rights to propose   shareholders. All disclosed information is accessible to the shareholders and
               agenda items and/or nominate candidates to be elected as directors in advance   the public equally through the Company’s website or through the Investor
               in order to promote equitable treatment of shareholders. The shareholders are   Relations Department.
               entitled to propose agenda items and/or nominate candidates to be elected
               as directors at the annual general meeting of shareholders in accordance   The Company prohibits the directors, executives and employees of the Group,
               with the criteria publicised on the Company’s website, which were announced   as well as other relevant persons who are in charge of or have access to
               through the SET’s website. In 2016, the Company has amended the criteria   inside information, from using inside information for the benefit of trading the
               on the qualifications of the shareholders who are entitled to propose agenda   securities of the Company, subsidiaries, and associated companies, and also
               items and/or nominate candidates to be elected as directors at the Company’s   forbid the disclosure of inside information to outsiders or non-relevant persons
               annual general meeting of shareholders in order to be in line with the guideline   before disclosing the same through the SET’s website pursuant to the criteria
               of the SEC Office with effect from the 2017 Annual General Meeting of     and procedures specified in the policy on the protection of inside information.
               Shareholders onwards. In this regard, the shareholders who have the following
               qualifications are entitled to nominate candidates to be elected as directors   Due to the pandemic situation of COVID-19, the Company, with deep concern
               at the annual general meeting of shareholders: (1) being the shareholder(s) of   for the health and safety of all shareholders and relevant stakeholders and to
               the Company, individually or collectively, holding shares not less than 5% of   prevent the spread of the disease, decided to convene the 2021 Annual General
               the total voting rights of the Company; or (2) being the shareholder(s) of the   Meeting of Shareholders through electronic conferencing (E-AGM). Additional
               Company, individually or collectively, holding shares not less than 3% of the   information of the 2021 Annual General Meeting of Shareholders is as follows:
               total voting rights of the Company; whereby the shareholders shall continuously
               hold such shares for at least 6 months from the date of acquisition to the date          2021 Annual general meeting of shareholders
               of nominating candidates to be elected as directors.
                                                                                           Date                                        19 July 2021
               Appointment of proxies: To protect the rights of the shareholders who       Via                              Electronic conferencing (E-AGM), in
               cannot attend the shareholders’ meeting in person, the Company enclosed                                      accordance with the Emergency Decree
               a proxy form (Form B) to the invitation together with the list of documents                                  on Electronic Meetings, B.E. 2563 (2020)
                                                                                                                              and other related laws and regulations
               and evidence required for the appointment of a proxy. The shareholders may
               appoint their representative or the independent director of the Company as   E-AGM broadcasting venue        Head office of Bangkok Mass Transit System
               their proxy to attend the meeting and cast votes on their behalf. The Company                                Public Company Limited, BTS Training
               provided in the invitation the name of at least one independent director whom                                Center (Mochit). No. 1000 Phahonyathin
                                                                                                                            Road. Chomphon District. Chatuchak
               the shareholders can appoint as their proxy. In addition, the Company also                                        Subdistrict. Bangkok. 10900
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