Page 67 - Mono Technology Public Company Limited : Annual Report 2013

Corporate Governance

Corporate Governance Policy

The Board of Directors intends to encourage the Company to perform efficient operation together with
conducting good corporate governance for best benefit of all shareholders and stakeholders. The Board of
Directors also continues to protect the rights of shareholders with their best endeavors, perform equitable treatment

of the shareholders and place emphasis on their responsibilities, transparency and disclosure. Therefore,
the best practices have been set as guidelines in compliance with the Principles of Good Corporate Governance
for Listed Companies (2006), with details divided into five core parts as follows:

1. Rights of Shareholders

In recognizing the importance on the rights of shareholders, the best practices have been defined below to

ensure that the shareholders shall be protected for their basic legitimate rights, such as right to buy-sell-transfer
shares, right to obtain adequate corporate information, right to participate in shareholders’ meeting and vote
on significant issue(s), right to obtain profit sharing and so on:

(1) According to the law, shareholders shall be provided with prior notice of shareholders’ meeting. The said
notice shall contain necessary information about the meeting agenda(s), all supporting documents including

with the Board’s opinions, proxy forms designated by the Ministry of Commerce as well as the names of
independent directors whom the shareholders can appoint as their proxy. The notice shall contain map of
the meeting venue as well as lists of required documents that must be presented by the shareholders on
the meeting date for the purpose of keeping their right to participate in the meeting. Also, the Company’s
Articles of Association relating to criteria and procedures of the meeting and voting must be specified in

the notice. Necessary information on the meeting agenda(s) shall be disseminated via corporate website
prior to the shareholders’ receipt of the aforesaid documents. In this regard, the shareholders shall be
allowed to register for the meeting at least one hour in advance.

(2) Prior to commencement of the shareholders’ meeting, the Chairman shall explain to the meeting about voting
and vote counting criteria and procedures as clearly specified in the Company’s Articles of Association.

The Company shall also clearly separate vote for each agenda in order to protect the shareholders’ right.

(3) The Chairman shall allocate the meeting time sufficiently, and conduct the meeting appropriately and
transparently. During the meeting, the shareholders shall be offered an opportunity to thoroughly express
their opinions and raise their queries prior to voting and deciding resolution. All directors and executives in
charge of core business shall attend the meeting so that the shareholders can raise any relevant questions

to them.

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