The voting is based on the principle of one share equals one vote. For each agenda item, each shareholder is eligible to cast his/her vote to either approve, disapprove, or abstain from voting. Split votes in other ways are disallowed. Exceptions are made for proxy holders for foreign investors who appoint custodians in Thailand to safe-keep their clients' securities.
In voting for each agenda item, shareholders who wish to disapprove or abstain from voting on any agenda item should indicate their votes on the ballots; then relevant officers will take the barcode reader to record the votes at their seats and collect the ballots for verification. For the agenda item regarding the election of directors, shareholders are required to cast their votes on the ballots for the election of individual directors. Shareholders who approve or do not cast votes on the ballots will be assumed to have approved the agenda item as proposed. They are, therefore, not required to submit them for vote counting during the Meeting. Shareholders are required to submit the remaining ballots to the Bank's staff at the end of the Meeting. Shareholders who left before the meeting ended must return their ballots to officers subsequently for record.
In the vote-counting process, a resolution will require a majority of votes at the Meeting. An exception is made for the agenda item concerning the remuneration of directors, wherein a resolution will require not less than two-thirds of all votes from shareholders who are in attendance at the Meeting, as well as the agenda items concerning the amendment of the Bank's Articles of Association, wherein a resolution will require not less than three-fourths of all votes from shareholders who are in attendance and eligible to vote at the Meeting.
The Bank is using the barcode system in the registration and vote-counting processes for the convenience of shareholders.
To count the votes in approval for each agenda item, the Bank will deduct the total votes cast as disapproval and abstention, as well as the number of invalid ballots, from the total number of shareholders who are in attendance at the Meeting and those who have entrusted proxies to vote on their behalf. Shareholders who cast votes in advance or entrusted the Bank's directors as their proxies to attend the Meeting and cast their votes on their behalf will have their votes cast in accordance with their wishes.
After the vote counting for each agenda item, the Bank will announce the voting results as approval, disapproval, abstention, invalid ballots and votes of shareholders who are not entitled to vote as a percentage of the total votes of shareholders, according to the required proportion of votes. For the agenda item concerning the election of directors, the Bank will announce the voting results for individual directors. However, the number of votes of shareholders or proxies may vary for each agenda item because there were additional shareholders attending the Meeting and some may leave the Meeting before casting votes.
Regarding invalid ballots, the ballots are considered invalid when there is more than one box marked or there are cancellation marks on the ballots or there are split votes (except for the case of custodian).
