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BTS Group Holdings Public Company Limited 5.3 Corporate Governance Perfomance Report 171
Annual Report 2021/22
Although, Mr. Suchin Wanglee and Mr. Cheong Ying Chew, Henry had held Nomination Committees, Additional Guidelines for Remuneration Committees,
the position of independent director of the Company for 11 years, Mr. Suchin Guidelines for New Director Orientation, The Principles of Good Corporate
Wanglee had the knowledge and experience in property business, finance, Governance for Listed Companies, Criteria for the Corporate Governance Report
marketing and risk management, and Mr. Cheong Ying Chew, Henry had the of Thai Listed Companies by the Thai Institute of Directors Association (IOD),
knowledge and experience in services business, finance, marketing, IT and Rules on Acquisition or Disposal of Assets, Rules on Connected Transactions,
risk management. Both had greatly contributed their valuable knowledge, and other relevant laws and regulations, including report forms and other
competency, and experience, as well as independently providing opinions to documents for the directors. These are regularly reviewed and amended so
support the Company’s businesses during their term in the office. In addition, that the information is up to date.
they had always performed their duties with responsibility, due care, and loyalty.
In 2021/2022, directors attended the following training and seminars:
In this regard, the shareholders’ meeting approved the re-election of all 4
directors as directors and independent directors of the Company for another Name of directors Programmes
term of office. Each director was elected individually with a majority vote of
the shareholders attending the meeting and casting their votes. Mr. Keeree Kanjanapas Preparation for the Personal Data Protection Act (PDPA)
by Baker & McKenzie Ltd. (Internal Training)
Mr. Surapong Laoha-Unya
Mr. Kavin Kanjanapas
Director development: The Company encourages its directors to regularly Mr. Rangsin Kritalug
develop their knowledge and expertise. The Nomination and Remuneration Mr. Kong Chi Keung
Committee has put in place a director development plan in order to enhance Professor Charoen Wattanasin
the directors’ knowledge and understanding on the directors’ roles, duties Dr. Karoon Chandrangsu
and responsibilities, the nature of businesses of BTS Group, as well as the Mrs. Pichitra Mahaphon
Mr. Paisal Tarasansombat
relevant laws and regulations applicable to the businesses. In addition, the
directors are encouraged to enroll in training courses or seminars organised Dr. Karoon Chandrangsu Director Leadership Certification Program (DLCP),
Year 2021 by the Thai Institute of Directors
by the Thai Institute of Directors (IOD), the Capital Market Academy, and/or
other agencies to gain additional knowledge to support their performance as Mrs. Pichitra Mahaphon - Group ERM Policy & Supplemental Risk Documentation
& ERM Gap Analysis in 2020 by KPMG
directors of listed companies, including but not limited to business strategy and - Preparation after the end of the Covid-19 epidemic:
management, finance and investment, corporate governance, nomination and The crisis in 100 years, opportunities and expectations
after the Covid-19 epidemic in 2021 by EY Office Limited
remuneration, enterprise risk management, anti-corruption and sustainability - Accounting tips that AC should not miss in 2022
development, etc. by the SEC Office
In addition, the Company has prepared a Director’s Handbook, which contains New director orientations: The Company organises new director orientations
all useful information for directors of listed companies, e.g. The Listed pursuant to the director development plan developed by the Nomination and
Company Handbook, Director Fiduciary Duty Check List for Directors of Listed Remuneration Committee so that the new directors have knowledge and
Companies, The Listed Company Director’s Handbook, The Independent understanding of the Company’s historical background, business organisation
Director’s Handbook, The Audit Committee’s Handbook, Guidelines for and shareholding structure of BTS Group, organisation chart, types of business,