Page 167 - 56-1 One Report 2022 EN
P. 167

Part 2 Corporate Governance


                       2.  Non-monetary remuneration: The Company has implemented a project to allocate warrants to directors
                          and employees. This is a long-term policy divided into 4 projects with a period of 5 years for each
                          project. This warrant program was started in 2013 to provide employees with performance incentives
                          and already ended in 2021.

                       Remark

                       *Executives means the executives as defined by the Notification of the Securities and Exchange Commission.
                       7.4.3 Other Remuneration for Executives Remuneration

                          (A) Remuneration

                              As of December 31, 2022, the total remuneration for the 7 members of the Company’s executives
                              was Baht 45 million, consisting of salary and bonus which are based on the Company’s operations
                              and performance as well as each individual’s performance.

                          (B) Warrants program to purchase the Company’s ordinary shares for directors and employees of the
                          Company and/or its Subsidiaries (Warrants Program)
                               The Company issued and offered warrants for the purchase of the Company’s ordinary shares
                               to directors and employees of the Company and its Subsidiaries as part of a Performance Share
                               Plan to motivate employees and retain valuable personnel to ensure continued advantage and
                               sustainable growth for the Company and its Subsidiaries.

                               The program only allows designated members of the Company’s management and staff to
                               allocate a certain amount of their annual bonus to request warrants for the Company’s shares.
                               Warrants are allocated on pre-set criteria, as are bonus payments to employees, depending on
                               the conditions, criteria, and targets set by the Company. The Company has allocated warrants
                               under the aforementioned scheme 4 times since 2013, and the last program has already been
                               completed on 31 May 2021.

                         (C) Long-Term Incentive
                               In 2022, the Company is in the process of consideration to provide the new framework of Long-
                               Term Incentive for Executives in form of monetary, non-monetary or discretionary bonus as
                               appropriate in order to continuously motivate employees and retain valuable personnel for the
                               Company.

                   7.5 Personnel
               As of 31 December 2022, the Company and its affiliated companies had a total of 330 employees (Thaicom, TCB,
               and ThaiAI) as follows:











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