Rights of Shareholders
MCOT Plc. realizes the importance of and respects shareholders’ right. The Articles of Association, Section 3 on Shareholders Meeting and in the Corporate Governance Policy, Section 6 on Shareholders and Stakeholders provide details and practices that ensure protection of shareholders’ basic rights, including the right to receive sufficient information from the Company, participation of the shareholders meeting, and exercises of the voting rights on significant matters.
In 2021, the Company received “100 score” from the AGM Checklist 2021 assessed by the Thai Investors Association.
The annual general meeting of shareholders of MCOT Plc. shall be convened within 4 months upon the end of each fiscal year of MCOT Plc. If any agenda items, which take effect or relates to the shareholders’ interest or conditions, rules and applicable laws, must be considered and approved by the shareholders, an extra-ordinary meeting of shareholders shall be convened case by case.
In 2021, MCOT Plc. organized online 2021 Annual General Meeting of Shareholders of MCOT Plc. on Friday, April 30, 202, via live broadcast from the Auditorium, 6th Floor, Television and Radio Operation Building, MCOT Plc.
MCOT Plc. assigned Thailand Securities Depository Co., Ltd., the share registrar of MCOT Plc., to deliver the notice to the 2021 Annual General Meeting of Shareholders, as well as other enclosures to every shareholder as listed in the book of shareholders’ registration on record date for the right to attend the 2021 Annual General Meeting of Shareholders not more than 2 months before the meeting date and not less than 14 days from the date on which the Board of Directors approves the Annual General Meeting date. The notice, prepared in both Thai and English version, contains all details, including meeting agenda items, enclosures to each agenda item, opinions of the Board of Directors, proxy forms as required by the Ministry of Commerce, a list of independent directors to be authorized to attend the meeting on behalf of the shareholders, and a map of meeting location. The notice shall inform the shareholders of documents to be declared on the meeting date to retain their right of attendance, as well as other conditions, rules and practice for the meeting. Thailand Securities Depository Co., Ltd. normally delivers the notice to every shareholder by not less than 28 days prior to the meeting date. This matter is also posted on a daily newspaper for 3 consecutive days. In addition, the shareholders may receive information about agenda items of each meeting, both in Thai and English, via MCOT Plc.’s website at “investor.mcot.net” about 30 days prior to the meeting date so that the shareholders have adequate time to study all related information before the meeting.
MCOT held online meeting according to the Emergency Decree on Electronic Meetings B.E. 2563 (2020) and the Ministry of Digital Economy and Society’s Announcement on Security of Electronic Meetings B.E. 2563 (2020) to provide shareholders with adequate and appropriate convenience on the meeting date. Shareholders can register through Quidlab E-Meeting & Voting System by Quidlab Co., Ltd., at least 3 hours and the registration continues until the meeting adjourns.
Before the meeting, the Chairman of the Board of Directors shall assign the moderator to notify the shareholders how ballots are cast and counted as clearly indicated in the Articles of Association of MCOT Plc. The Company uses Quidlab E-meeting & Voting System for vote counting and result presentation technology provided by Quidlab Co., Ltd., which has an expertise and experience in this area. The system counts the shareholders’ votes in the meeting and the votes cast in advance on every agenda, either approval, disapproval or abstention. To protect the rights of shareholders, balloting for each agenda item is separately arranged.
The Chairman shall allocate sufficient time for the meeting and conduct it appropriately and transparently in accordance with the order of agenda items notified in the notice to the meeting. No agenda items shall be added without prior notice to all shareholders. During the meeting, the shareholders are allowed to share opinions and raise queries universally and appropriately. The Company’s directors or executives shall clarify and answer all queries precisely before voting and passing the resolution of each agenda item. The shareholders arriving at the meeting late are entitled to vote or cast their votes on the agenda items being considered provided that the resolution is not yet made.
In the 2021 Annual General Meeting of Shareholders of MCOT Plc. held on April 30, 2021 at Auditorium, 6th Fl., Television and Radio Operation Building, MCOT Plc., Huaykwang, Bangkok, there were 10 Directors of MCOT Plc. present at the meeting, representing 100 percent of the total Directors in office. The Directors holding position in specific committees, especially the Chairman of the Audit Committee and the Chairman of the Nomination Committee as well as top executives and the Company’s Auditor, attended the meeting to explain issues relating to meeting agenda items and to answer the shareholders’ queries. Each director of MCOT Plc. Is normally aware of practice guideline in case that he/she is a stakeholder or has a conflict of interest in any agenda item which sets out that he/she must inform the meeting of such and request to stay outside the meeting.
In 2021, MCOG Plc. submitted the shareholders’ meeting resolution report to the Stock Exchange of Thailand and the Securities and Exchange Commission in the evening of the meeting date (Friday, April 30, 2021) and submitted the meeting minute (which was completely recorded by clearly separating agenda, presenting the number of Directors attending/not attending the meeting, queries by shareholders, clarification by the Board of Directors, vote counting methods, and the voting results of each agenda) to the Stock Exchange of Thailand and the Securities Exchange Commission within 14 days after the meeting date. Such minutes and video record of the meetings are also posted on MCOT website investor.mcot.net.