Shareholders' Meeting

The Grant of Those Rights to Allow Shareholders' Proposal
1. SHAREHOLDER AGENDA PROPOSAL CRITERIA FOR THE 2017 ANNUAL GENERAL MEETING

Objective:

Thai Union Group Public Company Limited ("the Company") believes that the good corporate governance is an important to bring not only success to its business but also maximum benefits to its shareholders as well as fairness to all stakeholders, The Company facilitates shareholders in proposing, in advance of the 2017 Annual General Meeting schedule, the issue, as deemed appropriate, to be considered to include in the agenda of the Annual General Meeting (AGM), with reference to the criteria below.

 

Criteria:

1. Qualification of shareholder who will have the right to propose AGM agenda
Shareholders who would like to propose an item on the agenda must be the Company's shareholder, with continuous holding of minimum shares in an amount of 0.05 percent of the Company's issued shares either by one shareholder or several shareholders combined. In addition, shareholders must have held those shares continuously for at least 12 months by the date the shareholders propose the item on the agenda and must still be holding the shares on the date the AGM takes place.


2. Proposal of the agenda
The shareholders, fully qualified as in criteria No.1, can fill out the "Proposed Agenda for 2017 Annual General Meeting Form", and submit it with other supplementary documents as required by the Company to the following address;

OFFICE OF PRESIDENT & CEO
THAI UNION GROUP PUBLIC COMPANY LIMITED
979/12, 25th Floor, S.M.Tower, Phaholyothin Road,
Samsennai, Phayathai, Bangkok 10400

In case where several shareholders would jointly propose the agenda, each of them must fill out the "Proposed Agenda for 2017 Annual General Meeting Form", and sign their names as evidence separately. Then the forms should be gathered into one set.


3. Period for receiving the Agenda Proposal

During Monday 31 October 2016 to Wednesday 1 February 2017


4. For an efficient AGM, the Company reserves its right not to include the following matters as the meeting agenda;

  1. 4.1 Matters relating to normal course of business of the Company.
  2. 4.2 Matters that are beyond authority of the Company.
  3. 4.3 Matters that shareholders already proposed in AGM within the past 12 months, and those under support by less than 10% of total voting shares, given that the factual events have not changed significantly.
  4. 4.4 Matters proposed by shareholders who are not qualified, or with incomplete, inadequate evidence documentation or after required timeline.
  5. 4.5 Matters unlike to benefit the Company.
  6. 4.6 Matters or evidence sufficed by shareholders is incomplete or untrue or ambiguous
  7. 4.7 Matters lying under management authority of the Company, except the ones causing material impacts on shareholders in general.
  8. 4.8 Matters that violates applicable laws, rules, regulations of the government agencies, or regulatory or involved agencies, or actions not in compliance with the objectives, Articles of Association, Statement of Business Conduct of the Company
  9. 4.9 Matters, as stipulated by laws, for consideration at AGM, which has been pursued regularly by the Company.
  10. 4.10 Matters already undertaken by the Company.

5. The above matters proposed by shareholders shall meet scrutiny by independent directors before further submission to the Board of Directors for consideration, and the Company will notify the Board's consideration results after the Meeting scheduled. Any matters, under approval by the Board, will be included in the AGM agenda as attached in the Notice for 2017 AGM.

Topic
Proposed Agenda for 2017 Annual General Meeting Form
2. CRITERIA FOR NOMINATION OF QUALIFIED CANDIDATES FOR DIRECTORSHIP IN THE 2017 ANNUAL GENERAL MEETING

Objective:

Recognizing the importance of shareholders and corporate governance promotion, THAI UNION GROUP PCL. facilitates shareholders in nominating, in advance of the 2017 Annual General Meeting schedule, a qualified person as candidate for the Company’s directors election in 2017 Annual General Meeting (AGM), under the criteria below.

 

Criteria:

1. Qualification of shareholder who will have the right to nominate a qualified person as candidate for the Company’s directorship election
Shareholders who would like to propose a qualified candidate for directorship must be the Company’s shareholder holding continuously minimum shares in an amount 0.05 percent of the total shares either by one or several shareholders combined. In addition, shareholders must have held those shares continuously for at least 12 months by the date the shareholders nominate qualified candidate and must still be holding the shares on the date the AGM takes place.


2. Nomination of a qualified person as candidate for directorship
The shareholders, fully qualified as in criteria No.1, can fill out the The shareholders, fully qualified as in criteria No.1, can fill out the "Nominated Qualified Candidate for Directorship in 2017 Annual General Meeting Form", together with "Bio-data of Nominated Qualified Candidate for Directorship in 2017 Annual General Meeting Form" and the "Questionnaire on Qualifications of Nominated Directorship Candidate in 2017 Annual General Meeting", both of which are completed by the nominated candidate, and other complete supplementary documents as required by the Company and post to the following address within February 1, 2017.

OFFICE OF PRESIDENT & CEO
THAI UNION GROUP PUBLIC COMPANY LIMITED

979/12, 25th Floor, S.M.Tower, Phaholyothin Road,
Samsennai, Phayathai, Bangkok 10400

3. In case where several shareholders would jointly nominate a candidate, each of them must fill out the "Nominated Qualified Candidate for Directorship in 2017 Annual General Meeting Form", and sign their names as evidence separately. Then the forms should be gathered into one set.


The above nominated candidates by shareholders, together with complete supplementary documents, as required, shall meet scrutiny by the Nomination and remuneration committee and the Board of Directors in accordance with the Company’s relevant directorship selection procedures, and the Company will notify the Board’s consideration results after the Meeting scheduled in February 2017.

Topic
Nominated Qualified Candidate for Directorship in 2017 Annual General Meeting Form
Bio-data of Nominated Qualified Candidate for Directorship in 2017 Annual General Meeting Form
Questionnaire on Qualifications of Nominated Directorship Candidate in 2017 Annual General Meeting
Annual General Meeting of Shareholders for year 2017

As the Board of Directors of Thai Union Group Public Company Limited resolved to convene the Annual General Meeting of Shareholders for year 2017 on April 5, 2017 at 2:00 p.m. at Benjapatchara Room, 2nd Floor, Royal Thai Army Radio and Television Station (TV5), Phaholyothin Road, Phayathai, Bangkok to consider the following agendas.

Agenda 1. To certify the Minutes of the Annual General Meeting of Shareholders for Year 2016.
Agenda 2. To consider and acknowledge the Company’s annual report and the operational results for year 2016.
Agenda 3. To consider and approve the financial statements for the fiscal year ended 31 December, 2016 and the report of independent auditor.
Agenda 4. To consider and approve the allocation of net profit for 2016’s operational results.
Agenda 5. To consider and approve the election of the Company’s directors.
Agenda 6. To consider and approve the remuneration of the Board members for year 2017 and the directors’ bonus based on the 2016 operational results.
Agenda 7. To consider and approve the appointment of the Company’s independent auditors and fix the auditing fee for year 2017.
Agenda 8.To consider other business (if any)

Determine the record date on which shareholders have the right to attend the shareholders’ meeting and receive dividend on March 8, 2017 and fixing the share register book closing date for collecting shareholders names under Section 225 of the Securities and Exchange Act B.E. 2535 on March 9, 2017.

Should you have any questions concerning the meeting agenda, please submit your questions in advance to the Company’s e-mail address: ruriya.benjanukorn@thaiunion.com or Fax. 0-2298-0553

Kindly attend the meeting on the date, at the time and venue mentioned above. In order to accelerate and facilitate the registration process for attending the shareholders’ Meeting, it is kindly requested that the shareholders and/or the proxies bring the Proxy Form and documents confirming the right to attend the meeting in the presence to the registration staff on the meeting date from 12.00 p.m. onwards.

Please kindly download full version of invitation letter to AGM 2017 for more information.

Topic
Invitation to the Annual General Meeting of Shareholders for year 2017
Meeting Documents
Request Annual Report and Company Visit
Profile Independent Director and Proxy
Annual General Meeting of Shareholders for year 2016
Topic
Invitation to the Annual General Meeting of Shareholders for year 2016
Meeting Documents
Profile Independent Director and Proxy
Request Annual Report and Company Visit
Annual General Meeting of Shareholders for year 2015
Topic
Invitation to the Annual General Meeting of Shareholders for year 2015
Meeting Documents
Profile Independent Director and Proxy
Request Annual Report and Company Visit
Extraordinary General Meeting of Shareholders No. 1/2558 (2015)
Topic
Invitation to the Extraordinary General Meeting of Shareholders No. 1/2558 (2015)
Annual General Meeting of Shareholders for year 2014
Topic
Invitation to the Annual General Meeting of Shareholders for year 2014
Meeting Documents
Proxy and Request Annual Report Form
Extraordinary General Meeting of Shareholders No. 1/2557 (2014)
Topic
Invitation to the Extraordinary General Meeting of Shareholders No. 1/2557 (2014)
The Articles of Association
Annual General Meeting of Shareholders for year 2013
Topic
Invitation to the Annual General Meeting of Shareholders for year 2013
Minutes of Extraordinary General Meeting of Shareholders No. 1/2013
Extraordinary General Meeting of Shareholders No. 1/2556 (2013)
Topic
Invitation to the Extraordinary General Meeting of Shareholders No. 1/2556 (2013)
The Articles of Association
Annual General Meeting of Shareholders for year 2012
Topic
Invitation to the Annual General Meeting of Shareholders for year 2012
Information for Shareholder Meeting
Proxy Type A
Extraordinary General Meeting of Shareholders No. 1/2012
Topic
Invitation to the Extraordinary General Meeting of Shareholders No. 1/2012
Report of Capital Increase
Proxy Type A
Topic
Minutes of Annual General Meeting 2017
Minutes of Annual General Meeting 2016
Minutes of Extraordinary General Meeting of Shareholders No. 1/2015
Minutes of Annual General Meeting 2015
Minutes of Extraordinary General Meeting of Shareholders No. 1/2014
Minutes of Annual General Meeting 2014
Minutes of Annual General Meeting 2013
Minutes of Extraordinary General Meeting of Shareholders No. 1/2012
Minutes of Annual General Meeting 2012
Minutes of Annual General Meeting 2011
Minutes of the Extraordinary General Meeting of Shareholders No. 1/2553 (2010)
Minutes of Annual General Meeting of Sharholders for the Year 2010
Minutes of Annual General Meeting of Sharholders for the Year 2009
Minutes of Annual General Meeting of Sharholders for the Year 2008
Minutes of Annual General Meeting of Sharholders for the Year 2007
Minutes of Annual General Meeting of Sharholders for the Year 2006