176 O N E R E P O R T 2 0 2 2 OVERVIEW BUSINESS OVERVIEW AND PERFORMANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION SUSTAINABLE BUSINESS DEVELOPMENT or other reasons and also maintain confidence from stakeholders that the operation of the Company can continue without any disruption. The Board of Directors has assigned the Nomination and Remuneration Committee to consider and specify the criteria and succession plan when the position of Chief Executive Officer and Senior Management is vacant. Revision of the succession plan shall be carried out and the Chief Executive Officer is to report to the Board of Directors regularly on the succession plan. Nomination criteria and process The People Department prepares a succession plan, endorsed the Nomination and Remuneration Committee and approved by the Company’s Board of Directors. Nomination process and succession plan for the Chief Executive Officer and the Senior Management When the Senior Management position becomes vacant or a person in position is unable to perform his or her duties in the position, the Company has a system for executives at a similar level or a deputy to act in the position until recruitment and selection of a person who meets the criteria set by the Company and he or she shall be visionary, knowledgeable, experienced and suitable for the organisational culture. The People Department will consider and present to the Nomination Committee for their endorsement before proposing to the Board of Directors for approval. The Chief Executive Officer will report results of the succession plan to the Board of Directors for their acknowledgement periodically at least once a year. The succession process is as follows: • Analyse the Company’s business situation in terms of strategies, investment plans and policies, expansion plans, and assess the readiness of manpower to be in line with the Company’s strategies in both short and long terms. • Establish a plan to build readiness of personnel by developing staff or recruiting staff to prepare to replace those who resign. • Create a recruitment plan and develop employee training within one year before the employee retires or leaves the position early. • Determine competence, which means the knowledge, skills, personality and desirable attitudes of employees in that position and made individual development plans. • Select, evaluate the performance and assess the potential of employees to determine their suitability. • Use personnel testing and assessment tools to analyse employee potential. • Identify successors from the evaluation and analysis of the performance potential of the employees. Employees must be notified in advance to prepare for the handover. • Develop and evaluate employees who are expected to be successors to see whether they can develop and create results according to the succession plan. Determine qualifications of Chief Executive Officer To establish criteria for nomination, evaluation and preparation individual development plans for the position of Chief Executive Officer, the Company has therefore defined qualifications as follows: 1. Formulate strategies to develop missions, policies and clear strategic plans that can meet the needs of shareholders, customers, employees and other stakeholders in a balanced and sustainable manner. 2. Clearly manage operations to achieve strategic success of the organisation, able to identify and analyse problems and issues that the organisation needs to address accurately and clearly, and able to forecast trends, business opportunities and business priorities that benefits prosperity, and able to adjust strategies in a timely manner and operate the Company correctly. 3. Define processes that enable performance monitoring and turnover control, able to enable the Company to achieve financial goals and market share that have been set financially, able to accurately define and assess key success factors, have good understanding of financial and market metrics relevant to the business and financial conditions of the Company, able to make good decisions in managing the financial activities and budgets of the organisation, able to determine appropriate methods and practices that are accurate, transparent, verifiable as well as compliant with the laws, rules and regulations of various organisations. 4. Have knowledge of the aviation business including the products and services that are the main factors in running the business, understand the business- industry environment, foresighted and creative and have the initiative to create new products and services. 5. Be able to accurately communicate the concept, vision, mission, strategy, goals and direction of the organisation to stakeholders, create and maintain atmosphere and culture, create environment and a sense of belonging, have regular good communication within the organisation and fair treatment of personnel, not discriminating, and provide standardised and transparent communication channels for disclosure of information. 6. Manage relationships with personnel both inside and outside the organisation, maintain high standards of ethics, honesty and respect for others to maintain a positive image for the Company and create an attitude that makes the stakeholders trust and support. 7. Manage work and assign work properly, carry out duties within the scope of responsibility and delegate duties to others in a professional manner, take appropriate measures to distribute and balance power, regularly promote and support learning and skill development in various areas that are necessary for oneself and others. The Supervision of the Subsidiary, Associated Company and Jointly-Controlled Entities Asia Aviation is the Company operating major business by holding shares in other companies (Holding Company) in which the Company has mechanism to be able to supervise the administration and to be responsible for the operation of the subsidiary, associated company or jointly-controlled entities in order to maintain the benefits of the investment of the Company as follows:
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