3. In the event that the President and CEO, or executive officer from the executive vice president level up, has been requested to serve as a director, member of committee, workgroup, specialist, expert, consultant, or any other position at a company or juristic entity external to the company’s affairs other than the provision under Rule 2, he or she shall seek prior approval from the Board first. For executive and employee from the manager level down, permission must be obtained from the President and CEO instead. 4. For all executive officers and employees whose outside interests fall under the provision of Rules 1 or 2, they must inform or seek permission from the President and CEO before accepting the offer, as the case may be. 5. The appointment of a director to serve in a subsidiary or joint venture, according to the shareholding ratio or agreement made between shareholders, shall be at the discretion of the Board of Directors. Policies and Practices Relating to Shareholders and Stakeholders 1. Rights of Shareholders The company respects, upholds and promotes the exercise of shareholders’ rights, from the rights to attend the general shareholders’ meetings, express opinion freely, vote, propose agendas in advance of the meeting date, appoint or dismiss directors, approve or reject director or auditor’s remunerations, approve or reject profit-sharing/dividends proposal, and right of access to adequate, timely and complete information through a variety of channels to enable shareholders time to make informed decisions. In 2021, the company promoted shareholder rights through the following activities: 1.1 Annual General Meeting (AGM) In 2021, the company held the 2021 Annual General Meeting of Shareholders on March 31, 2021, at the Bangkok Convention Center, 5th floor, Central Plaza Ladprao, strictly in compliance with preventive measures against COVID-19 in accordance with the order of the Center for COVID-19 Situation Administration (CCSA) and the Bangkok Metropolitan Administration, also ensuring full observance of other relevant laws and regulations. In addition, the company, for the ninth consecutive year, applied guidelines on Shareholders’ Meeting Quality Assessment Program of the Thai Investors Association, Association of Listed Companies, and the Securities and Exchange Commission, focusing on the Thailand Business Council for Sustainable Development (TBCSD) and Thailand Environment Institute Foundation. The main objective is to promote efficient use of resources, energy conservation and reduce impact on the environment. In addition, the meeting was a “Carbon Neutral Event” through activities to offset carbon and greenhouse gas emissions to achieve Carbon Neutral status in accordance with the guidelines of Thailand Greenhouse Gas Management Organization (TGO). For shareholders’ meeting venue, the company took into account shareholders’ travel convenience, making sure they have easy access by car, MRT, BTS, and alternative modes of public transport. 201 Corporate Governance Policy IRPC PUBLIC COMPANY LIMITED
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