Page 76 - Mono Technology Public Company Limited : Annual Report 2013
P. 76





(b) Assessment of performance of the Board of Directors overall so that the result can be discussed
in the meetings for acknowledgement and consideration which can be adopted for continuous

improvement
5.6 Remuneration for Directors and Executives

(1) Remuneration for the directors is fixed based on the level of remuneration of companies in the same
industry as well as experiences, scope of work and responsibilities of each committee. The remuneration

shall be considered appropriately at the fixed rate.

(2) Remuneration including remuneration in terms of salary, bonus and other incentives for the Chief Executive
Director and executive directors shall be in line with the criteria approved by the shareholders’ meeting.

(3) The Nomination and Remuneration Committee shall determine the remuneration and evaluate
the performance of the directors, the executive directors and the Chief Executive Director before
proposing to the Board of Directors and the shareholders’ meeting for consideration.
(4) The Chairman of the Board of Directors shall considered and reviewed the remuneration for the executives
and employees at least once a year based on the Company’s performance as well as performance,
years of employment and capability of employees. The result of consideration shall be submitted to the
Nomination and Remuneration Committee, the Executive Committee and Board of Directors for
consideration.

5.7 Professional Development for Directors, Executives and Employees

(1) The Company encourages the directors, executives and Company Secretary to attend seminars and training
programs hosted by the Thai Institute of Directors, SET, SEC and the National Corporate Governance
Committee as the knowledge gained from the seminars will beneficial and can help improve their
performances. Basically, the directors must attend all development programs as required by SET and SEC.

(2) The Company shall provide new directors with all relevant documents and information, such as
the Director’s Handbook, annual registration statements (Form 56-1), annual reports (Form 56-2), minutes
of the Board of Directors’ and shareholders’ meetings, the Company’s good corporate governance
policies and other information to support the performance of new directors.
(3) The Company shall arrange executives and employees to rotate their tasks as appropriate, based on
their abilities, work assignment and timing. The Chief Executive Officer shall determine the duration of
their assignment and evaluate their performances in preparation of the development and succession
plans. This shall increase the capabilities of the executives and employees and enable them take over
each other’s position as required.



Committees

The Company’s management structure consists of Board of Directors, Audit Committee, Executive
Committee, Nomination and Remuneration Committee and Risk Management Committee. All directors and
executives of the Company possess qualifications that meet requirements of Section 68 of Public Limited
Companies Act, B.E. 2535, Securities and Exchange Act, and relevant notifications of Capital Market
Supervisory Board (CMSB). The management structure of the Company is as follows:





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