Shareholder Rights

Criteria for Shareholders to propose Agenda of Shareholder Meeting and Nominate the Director

The Steel Public Company Limited realizes the importance of shareholders’ rights and equitable treated of shareholders complying to the good corporate governance practices. The Company facilitates shareholders in nominating in advance qualified person as a candidate for the Company’ s directors for the agenda of 2021 Annual General Meeting (AGM) with below criteria.

1. The qualification of a shareholder who wishes to propose agenda or nominate a individual to serve as the company’s director is any shareholder must have continuous holding minimum share of 0.05 percent of total paid up shares capital which can be possess by one or several shareholders who have held those shares for a minimum of one year.

2. The proposal of agendas

    2.1 The following proposals will not be placed on the agenda are as follow

  • Matters proposed by shareholders who does not meet the requirements specified in criteria No.1 or do not follow set procedures set forth by the company in the criteria for shareholders to propose the agenda of AGM 2021
  • Matters as stipulated by laws for consideration at AGM, which have been pursued regularly by the company
  • Matters relating to a normal course of business of the company and matters already undertaken by the company
  • Matters under the company’s management authority except ones causing material impacts on shareholders in general
  • Matters that shareholders have been proposed in AGM within the past 12 months, as well as those under support by less than 10 percent of total voting shares, given that the factual events have not changed significantly
  • Matters unlikely to benefit the company and matters submitted previously for consideration by other shareholders
  • Matters that violate applicable laws, rules, regulations of the government agencies or regulatory or involved agencies or actions which does not comply with the objectives, Article of Association and Business Conducts of the company 
  • Matters that are beyond the authority of the Company

     2.2 The consideration Procedures

The Shareholder possessing the qualification in accordance to Clause 1 must submit the “ Form to Proposed Agenda Item of AGM for the year 2021” together with complete and accurate supporting documents to the following address within January 15, 2021

Company Secretary Department
The Steel Public Company Limited
1401 Ekachai Road Bangbon Tai
Bangbon Bangkok 10150

  • The managing director and the company secretary shall review the documents prior to proposing to the board of director. The proposal mus not be prohibited by in accordance to clause 2.1. If the shareholder is unable to deliver the complete and accurate documents within the specified date, it shall be deemed that the right to propose the agenda to the shareholders meeting is waived by the shareholder
  • The board of director shall consider the necessity and suitability of including the proposal in the agenda. Decision of the board of director is absolute and final
  • The proposal approved by the board of director shall be included in the agenda of the notice of the shareholders meeting. Shareholders will be informed of the proposal disapproved by the board of director in the shareholders meeting or by other appropriate methods.

3. The Nomination of the Director

     3.1 Requirements for the Director’s position

  • Regular human.
  • Does not need to be a shareholder
  • Has reached the age of majority or above
  • Is not bankrupt, incompetent, or has a condition that is similar to incompetence
  • Does not have a criminal record and incarcerated for an offence against property because of dishonest means.
  • Has never experienced termination of employment from governmental service, organizations, or any companies, because of dishonesty.
  • Does not have any qualities that are goes against the Public Company Law, Stock Exchange Law, as well as rules of the Company and the regulations of the relevant supervisory agencies.
  • Has knowledge and ability that is essential to continuing the business of the company, as well as passionate about their job. Must also be able to attend meetings of the board of directors and other events of the company regularly.
  • Leads a healthy life without any physical or mental deformities.

     3.2 The Consideration Procedure

Shareholders that fulfils the criteria mentioned in 3.1 will have to create and submit the “Form Nominated Qualified Candidate for Director in AGM 2021” along with accurate supporting documents to the Company Secretary within 15 January, 2021 using the following address:

Company Secretary Department
The Steel Public Company Limited
1401 Ekachai Road Bangbon Tai
Bangbon Bangkok 10150

  • The Nomination and Remuneration Committee will review the documents before passing them onto the Board of Directors. If the shareholder is unable to deliver the complete and accurate documents within the date specified, then their nomination is terminated.
  • The Board of Directors will consider the qualifications of the nominations that have been handed in on time, and will determine whether if the qualities of the nominee should be a candidate for the position of Director, and the resolution of the Board of Directors will be final. 

              Those that the Board of Directors has decided are capable will have their names listed in the agenda. Shareholders will be notified with relevant information regarding the nominees that did not receive approval from the board of director in the shareholders meeting or me appropriate methods.

1. The Qualifications of Shareholder

              Must be a shareholder of the company, which can either be one shareholder or combined shareholders holding minimum 1 share and must hold those shares on the date on which the shareholder proposes the question.

2. The Sending Procedure

                2.1 The shareholder possessing the question in accordance must submit the “Shareholders Meeting Question Proposal Form” to the Company Secretary at the following address within 15 January, 2021.  

Company Secretary 
The Steel Public Company Limited 
1401 Ekachai Road Bangbon Tai Bangbon Bangkok 10150 
Or vai: E-mail: theinfo@thesteel.co.th
Tel : 02-894-8889-90
Fax : 02-408-0272-4

              2.2 The Company Secretary shall review the questions initially prior to proposing to the Board of Directors.