Shares held by the Board of Directors under SEC’s definition, their spouses, and their minors as of February 15, 2024: Name Number of Shares As of January 1, 2023 As of December 31, 2023 Increase/Decrease of Shares during the Year (Shares) 1. Mr. Predee Daochai N/A -None- -No change2. Mr. Thanwa Laohasiriwong N/A -None- -No change3. Mr. Pakorn Nilprapunt -None- -None- -No change4. Professor Somkit Lertpaithoon -None- -None- -No change5. Mr. Grisada Boonrach -None- -None- -No change6. Lieutenant General Nimit Suwannarat -None- -None- -No change7. Mr. Somkiat Prajamwong -None- -None- -No change8. Mr. Surachai Achalaboon N/A -None- -No change9. Police Colonel Dusadee Aryawuit N/A -None- -No change10. Mr. Patchara Anuntasilpa N/A -None- -No change11. Mr. Chadil Chavanalikikorn -None- -None- -No change12. Mr. Petai Mudtham N/A -None- -No change13. Mr. Noppadol Pinsupa N/A -None- -No change14. Mr. Cherdchai Boonchoochauy -None- -None- -No change15. Mr. Kongkrapan Intarajang -None- -None- -No changeComposition of the Board of Directors GC’s Articles of Association mandate that the Board of Directors be composed of no fewer than five but no more than 15 Directors. Each Director is to serve a three-year term. At least one-third and no fewer than three Directors on the entire Board must be Independent Directors. According to good corporate governance principles, more than half of the Board of Directors must be Independent Directors. Furthermore, GC’s good corporate governance principles prescribe that at least half of the Board of Directors must be residents of the Kingdom of Thailand. These Directors must also have the legally required qualifications, not possess any attributes prohibited by law and not be over the age of 70. The composition of the Board of Directors and its members’ qualifications comply with its Articles of Association, good corporate governance principles, and legal regulations. In addition, the Company’s policy protects Directors from any form of gender discrimination. The Board of Directors comprises individuals from diverse fields of knowledge, skills, expertise, and professional experience which are beneficial to the Company’s strategic direction and business practices. Furthermore, each Director may hold a directorship at no more than five companies listed with the Stock Exchange of Thailand (SET) and at no more than three state enterprises or juristic persons whose shares are held by state enterprises, according to a resolution passed by the cabinet. As of February 15, 2024, the Company’s Board of Directors comprises a total of 15 Directors, which is a number appropriate for its business size and type. These Directors are divided into the following categories: (1) 14 Non-Executive Directors. (2) 1 Executive Director, namely the Chief Executive Officer and President. (3) 9 Independent Directors (over half the number of the Board’s total). Authority and Responsibilities of the Board of Directors The Board of Directors governs the Company’s operations and ensures strict compliance with applicable laws, GC’s objectives and Articles of Association, and shareholder resolutions, as well as good corporate governance principles and the Code of Best Practices of Directors of Listed Companies set forth by SET. All Directors possess the knowledge and capability needed 152
RkJQdWJsaXNoZXIy ODg4NTI=