For deliberation of Agenda item 5 : To consider and approve the appointment of directors in place of those due to complete their term in 2016
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1 For deliberation of Agenda item 5 : To consider and approve the appointment of directors in place of those due to complete their term in 2016 Profiles of the proposed persons to be the Directors 1. Mr. Suthichai Chirathivat : Chairman Age Education 5-year Past Experiences Positions in rival / in 2016 Date of being a director of the Company (Held by the proposed person to be the director and : 77 years : Diploma in Civil Engineering, Kingston College of Technology, U.K. : Year Seminar Chairman Forum 2015 (R-CF) No. 1/2015 Year Director Accreditation Program (DAP) Class 55/2006 Year Role of Chairman Program (RCP) : Year Chairman of the Supervisory Board, Central Group of Companies Co., Ltd. : Vice Chairman, Central Plaza Hotel Plc. : Chairman of the Board of Directors, Central Group of Companies Co., Ltd. : Board of Directors Meeting, 8/8 : March 28, 2000 : 17 years : Held personally 3,312,800 shares (0.0738%) Held by spouse or minor children 22,293,200 shares (0.4967%) Other information : - No legal dispute over the past 5 years - No conflict of interest transaction with the company over the past 1 year Page 1/6
2 2. Mr. Paitoon Taveebhol : Independent Director / Chairman of the Audit Committee and Chairman of the Risk Policy Committee Age : 67 years Education : B.A. (Accounting), Ramkhamhaeng University MBA, Kasetsart University Certificate in Auditing, Thammasat University (Enclosure 4) : Year Seminar CAC Conference 1/ Seminar National Director Conference 1/ Seminar Director Luncheon Briefing 2/ Seminar CG Forum 1/2016 Year Seminar Director Luncheon Briefing 1/ Seminar National Director Conference Seminar Director Luncheon Briefing 4/ Seminar CAC Conference Seminar Director Forum 2/ Seminar CG Forum 1/ Seminar Thailand CG Forum : Governance as a driving force for business sustainability - Seminar The 2015 Asian Roundtable on Corporate Governance Year Anti-Corruption for Executive Program (ACEP) Year Monitoring the Internal Audit Function (MIA) - Monitoring the System of Internal Control and Risk Management (MIR) - Monitoring the Quality of Financial Reporting (MFR) - Role of the Compensation Committee (RCC) Year Monitoring Fraud Risk Management (MFM) Year Chartered Director Class (R-CDC) Year Audit Committee Program (ACP) - Role of Chairman Program (RCP) Year Director Certification Program (DCP) - Director Accreditation Program (DAP) 5-year Past Experiences : Year Independent Director, Chairman of Audit Committee, Member of Corporate Governance Committee Big C Supercenter Plc. Year Audit, Following and Evaluation Committee, Walailak University Year President, Mater Dei Institute Parent and Teacher Association Year Vice Chairman, Mater Dei Institute Foundation Page 2/6
3 Positions in rival / in 2016 Date of being a director of the Company (Held by the proposed person to be the director and Other information Information regarding to appoint the Independent Director : Independent Director, Chairman of the Audit Committee, KCE Electronics Plc. Independent Director, Chairman of the Nomination and Remuneration Committee, Audit and CG Committee Member, Somboon Advance Technology Plc. : Chairman, Zen Corporation Group Co., Ltd. Independent Director, Audit Committee Member, EASY BUY Plc. : Board of Directors Meeting, 8/8 Audit Committee Meeting, 11/11 Risk Management Committee Meeting, 4/4 : July 10, 2002 : 14 years : Held personally (None) Held by spouse or minor children (None) : - No legal dispute over the past 5 years - No conflict of interest transaction with the company over the past 1 year : - Relationship in the Company, Subsidiary, Associated Company or other conflicted business entity in present of during the past 2 years: Not being a director who takes part in the management of the company, employee, staff member, or advisor receiving a regular salary. Not being a professional service provider. (i.e., auditor or legal advisor) Not having business relationship significantly in a way that may impact the performing task independently. (i.e., buy-sell materials/ products/services or financial support) Page 3/6
4 3. Mr. Sudhitham Chirathivat : Director / Member of the Nomination and Remuneration Committee Age Education 5-year Past Experiences Positions in rival / in Date of being a director of the Company (Held by the proposed person to be the director and Others information : 70 years : B.A. (Electrical Engineering), University of Maryland (College Park), U.S.A. MBA (Operations Research), Iona University, U.S.A. : Year Director Certification Program (DCP) National Defence College, The Joint State-Private Sectors Course, Class 13 : Year Advisory of the Nomination and Remuneration Committee, Central Pattana Plc. Year Chairman of Executive Committee, Central Group of Companies Co., Ltd. Year 2011 Director, Big C Supercenter Plc. : Independent Director, Jasmine International Plc. Vice Chairman, Robinson Department Store Plc. Director, Central Plaza Hotel Plc. : Director, Central Group of Companies Co., Ltd. Director, Central Holding Co., Ltd. Director, The Vintage Club Co., Ltd. : Board of Directors Meeting, 6/8 Nomination and Remuneration Committee Meeting, 3/3 : March 1, 1995 : 22 years : Held personally 26,764,600 shares (0.5964%) Held by spouse or minor children (None) : - No legal dispute over the past 5 years - No conflict of interest transaction with the company over the past 1 year Page 4/6
5 4. Mr. Prin Chirathivat : Director / Member of the Risk Policy Committee / Advisory of the Nomination and Remuneration Committee Age Education 5-year Past Experiences Positions in rival / in 2016 : 55 years : B.A. (Accounting), Skidmore College, U.S.A. MBA (Business Management), Sasin Graduate Institute of Business Administration, Chulalongkorn University : Year Advanced Audit Committee Program (AACP) Year Monitoring Fraud Risk Management (MFM) - Monitoring of the Quality of Financial Reporting (MFR) Year Monitoring the Internal Audit Function (MIA) - Monitoring the System of Internal Control and Risk Management (MIR) Year Chief Financial Officer (CFO) Year Director Accreditation Program (DAP) - Audit Committee Program (ACP) - Role of Chairman Program (RCP) Year Director Certification Program (DCP) Psychology Workshop, Class 73 Public Economics Management for Executives, Class 4/2005 Capital Market Academy Leadership Program 2004, Class 1 The Programmer for senior Executives on Justice Administration Batch, Class 13/2008 National Defence College, The Joint State-Private Sectors Course, Class 22 : Year Advisor, Marketing For Alternative Investment (MAI) Year Chairman of Audit Committee, Bualuang Securities Plc. Year Director, Malee Group Plc. : Director, Central Plaza Hotel Plc. Director, Robinson Department Store Plc. Member of Audit Committee, Bumrungrad Hospital Plc. : Director, Thai Chamber of Commerce Steering Support Committee, Chiangrai Rajabhat University Director, Member of Executive Committee, Deputy Group CEO, Central Group of Companies Co., Ltd. Director, Executive Director, Central Retail Corporation Co., Ltd. : Board of Directors Meeting, 7/8 Risk Management Committee Meeting, 4/4 Nomination and Remuneration Committee Meeting, 3/3 Page 5/6
6 Date of being a director of the Company (Held by the proposed person to be the director and Other information : March 1, 1995 : 22 years : Held personally 42,145,895 shares (0.9391%) Held by spouse or minor children 192,000 shares (0.0043%) : - No legal dispute over the past 5 years - No conflict of interest transaction with the company over the past 1 year Page 6/6
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