Page 372 - 56-1 One Report 2022 EN

Attachment 5 Annual Sub-Committees Report

Nomination and Compensation Committee Report for 2022

To: Shareholders of Thaicom Public Company Limited

In 2022, The Nomination and Compensation Committee of Thaicom Public Company Limited (“the Company”)
comprises of 3 members, namely:

(1) ACM. Maanat Wongwat Chairman
(2) Mr. Somprasong Boonyachai Member
(3) Mr. Boonchai Thirati Member
With Mr. Salil Charuchinda, Senior Vice President – General Council and Company Secretary, serves as the
secretary of the committee.

The Nomination and Compensation Committee has performed its duties as stipulated in its charter in relation to
consideration on qualified candidates for positions of Directors and high-level Executives of the Company, as well
as their compensation as assigned by the Board of Directors by carried out their duties independently in
accordance with good corporate governance principles to make the nomination and compensation processes
transparent and build the confidence of shareholders and all stakeholders.

During the year 2022, the Committee held total of 4 meetings, which their significant activities have been
summarized below:

1. Nomination
(1.1) The 3 directors were considered and set to retire by rotation namely (1) Mr. Somprasong
Boonyachai, (2) Asst. Prof. Dr. Pareena Srivanit, and Suporn Luckmunkong. To which, those 3
directors were considered for reappointment. The Committee's recommendation for these
reappointments will be presented for approval to the Board of Directors and the Annual General
Meeting of Shareholders by taking into account their knowledge, ability, experience, and
professionalism, as well as the Board Diversity and Board Skills Matrix.
(1.2) Acknowledged the resignation Director i.e. Asst. Prof. Dr. Pareena Srivanit, and considered the
appointment of new Director to replace the Director who resigned i.e. Mr. Kanit Vallayapet, and
proposed for the Board’s approval.
(1.3) The succession plan and development plan were considered and reviewed for positions of Chief
Executive Officer, and high-level Executives, who report directly to the Chief Executive Officer, to
ensure on the candidate list with skills and qualifications and for the business continuity in
accordance to the Company’s growth strategy and target.
(1.4) Provided an orientation program for new director to gain a thorough understanding of the
Company’s management and business, as well as the policies related to the director’s roles and
responsibilities, and the Company’s corporate governance practice. In 2022, there was the
orientation session for new director i.e. Mr. Kanit Vallayapet on 23 May 2022.

2. Compensation
(2.1) Considered the Board’s compensation policy with an amendment to be aligned with changed of

shareholders’ structure. The Committee also considered on 2022 budget for Board’s
compensation at Baht 20 million, which same as last year. the Committee has carefully considered

Attachment 5 Page 4