The Board values the rights of shareholders and established a policy to ensure the equitable and fair treatment for

1. The statutory rights of shareholders including, the right to vote, the right to receive dividend, the right to sell, buy, or transfer shares, the right to attend shareholders’ meetings, and the right to receive GFPT information that is sufficient, timely, equitably and fairly.
2. The right to appoint and dismiss of directors including independent auditor.
3. The right to allocate the dividend.
4. The right to pose questions in advance for the shareholders’ meeting through the Company’s web site or e-mail to companysecretary@gfpt.co.th.
5. The right to acknowledge the opinions from the Board of Directors for each agenda, and other related document at least 30 days in advance of meeting on the Company’s website.
6. The right to receive the invitation notice for the shareholders’ meeting containing the location, date, time, and agendas of the shareholders’ meeting; conditions, criteria and procedures governing the shareholder meetings; and the voting procedure for each agenda. All information regarding shareholder meetings will be sent to all shareholders at least 14 days in advance of meetings. 8 days prior to the meeting date, the Company will published the invitation notice on the Thai newspaper for 3 days consecutively so that shareholders have appropriate time to study the information in advance.
7. The shareholders are encouraged to raise questions and provide suggestion the Board in the shareholders’ meeting.
8. The Company has set up an Investor Relation Department to communicate, provide information, and answer questions to the shareholders and investors sufficient, fairly and adequately.
9. The Company posts information for the shareholders’ meeting on the Company’s web site (www.gfpt.co.th) in both Thai and English at least 30 days in advance of the meeting date.
10. The Company uses computerize system for shareholders’ meeting registration to count number of attendances. The voting cards are used for all agenda items. The vote counting process also uses computerize system to record and count votes of each agenda to ensure accuracy and timeliness. Also, the Company records the meeting in VDO clips format and separate them into each agenda to ensure transparency and verification.
11. After the shareholders’ meeting, the Company will prepare the minutes of meeting with the resolution specified voting detail (yes, no, abstention, and incomplete), and details of important matters discussed. The minute of the meeting will be disclosed to the Stock Exchange of Thailand (SET) and the company’s website within 14 days from the shareholders’ meeting date.

In 2010, the Company held the Annual Ordinary General Meeting on April 29, 2010 at 09.30 a.m. at GFPT tower 312 Rama 2 Road, Bangmod, Jomthong, Bangkok 10150. All 9 directors and the Company’s independent auditor attended the meeting for discussion or answer questions which shareholders may have. The meeting was conducted in the sequences as given in the agenda and the voting was undertaken sequentially according to the agenda. All ballots featuring yes, no, and abstention votes are duly kept as evidence for transparency and verification. Each agenda was approved by the shareholders.

GFPT realizes the equitable fair treatment of all shareholders both majority and minority. At the Annual Ordinary General Meeting, one share was counted as one vote. The Company usually holds the Annual Ordinary General Meeting once a year within 4 months since the last day of the accounting period of the Company as follows:

1. The Company encourages the use of the proxy form by shareholders who are unable to attend the meeting to appoint a person to attend the meeting and cast votes on their behalf. Shareholders may appoint one independent director or executive director as their proxy based on their satisfaction. The Company provides the proxy in the format that the shareholders can specify the voting direction, and also clearly indicates the evidence for proxy. In addition, shareholders can download the proxy through the Company’s website.

   At the 2010 Annual Ordinary General Meeting, there are totally 120 shareholders consisting of 77 shareholders and 43 proxies attended, accounting for 89,738,474 shares or 71.57%.

2. The Company stipulates the policy on the use of Company information. It is the responsibility of the Company’s directors, executives and staffs to keep corporate information strictly confidential and it should not use the information for their own benefit or for the benefit of others so, the directors, executives and staffs including those held by their spouse and dependents to refrain from dealing in the shares of the Company for one month prior to the disclosure of such information to the public and within 24 hours after blackout period.

   In addition to prohibiting any member of the Board, senior management and staff from using information or position for personal benefits, the Company also prohibits its Board Members, senior management and staff from undertaking businesses that is construed to be in direct competition with the Company or related businesses.

3. The Company requests the directors and executives to disclose information on items likely to have a conflict of interest, related items or connected items in association with acquisition and distribution of their own assets or those of related persons. These transactions shall be in compliance with the regulations of the Stock Exchange of Thailand before reporting to Board of Directors or shareholders’ meeting, the directors who have conflict of interest will not participate in any agenda that they have conflict of interest. Moreover, any conflict of interest transactions with the connected persons will be disclosed in the Company’s Annual Report (56-2) and the Annual List of Information (56-1).
4. The Company shall not add items to the agenda of a shareholders’ meeting without giving prior notice. The Company invited two shareholders to witness the vote counting of each agenda by using the ballots and must give shareholders their rightful opportunity to vote for directors individually.

Stakeholders include the directors, executives, shareholders, customers, trading partners, and competitors. The Board of Directors has established a policy on fair treatment for each and every stakeholder according to the law or The agreement 47 with the Company. Although each group of stakeholders has different purposes and expectations toward the Company’s business, the Company gives fair treatment for each and every stakeholders. The Company has formulated ethical practices for stakeholders in the written Code of Conduct to be upheld by the guidelines and responsibilities that employees of all levels are expected to act.

In addition, The Board of Directors has developed a mechanism for the participation of stakeholders in corporate governance. Stakeholders are given the opportunity to communicate with the Board and independent directors to express their view for improving the Company’s operations including any complaint through the following channels.

Contact Independent Director
By e-mail: independentdirectors@gfpt.co.th
By fax: 0-2473-8393
By mail:Independent Director Independent Director GFPT Public Company Limited GFPT Tower, 19th Floor, No. 312 Rama II Road, Bangmod, Jomthong, Bangkok 10150

Contact Board of Directors
By e-mail: boardofdirectors@gfpt.co.th
By fax: 0-2473-8393
By mail:Board of Directors GFPT Public Company Limited GFPT Tower, 19th Floor, No. 312 Rama II Road, Bangmod, Jomthong, Bangkok 10150

The Company strictly keeps all complaints or the complainant in confidential. Acceptance of the complaint or investigation procedures is set out. The information regarding complaints is accessible only to the persons assigned and involved. The management division will collect any complaint and present to the audit committees to consider. While the employees can post comments and suggestions through e-mail of the Company directly.

For employees, the Company provides other benefits exceeding those stated by laws such as personal accident and health insurance for particular functions such as salesman, IT administrators, and provincial employees; reimbursement for uniform; and other welfare. In addition, the Company focuses on safety of its employees by having fire extinguishers checked and cooperating with the building administrator in conducting fire drill once a year. Especially, the Company provides training for new employees to improve basic knowledge for primary problem solving.

In addition, the Company realizes the importance of effective and efficient business operations based on social responsibility and environmental protection. Therefore, the Board highly participate in the environmental and social responsibility activities and encourages all staffs to make the best use of environmental resources, minimize waste, reuse resources, and act responsibly towards society by running a business and operating in accordance with governing laws; avoiding any illegal entrepreneur or affected to the environment both direct and indirect way. The Company encourages employees to join CSR activities including participation in blood donation and grant tuition assistance to its employee for child’s educational support.

In 2010, the Company provides financial support in several CSR projects including (1) the scholarship award for essay writing contest under the topic “One people, One idea, to Protect the Global Warming” to cultivate the awareness of environment conservation, (2) the Novice Ordination Charity Project, (3) the food support program for children on National Children’s Day, (4) the donation to educational purposes such as educational equipment and stationery and school maintenance, (5) the donation to support temple construction and maintenance, (6) the donation to the Alkawthar Foundation, etc. Apart from providing financial support in charity projects; the Company also encourages its employees to be part of the CSR activities and to promote the environment awareness and act responsibly towards society.

The Board of Directors discloses all important information relevant to the Company, both financial and non-financial, correctly, accurately, on a timely basis and transparently through easy-to-access channels that are fair and trustworthy e.g. the SET’s channel in form of “Annual List of Information” (Form 56-1) and “Annual Report” (Form 56-2), or the Company’s web site (www.gfpt.co.th), both Thai and English language as alternative channels for investors to have equitable access to information. The Company further reports on the responsibility of the Board of Directors for the financial statements which appear together with the audited report of the certified public accountant in the annual report.

In 2010, the Company fully complied with the disclosure rules and regulation set out by the Securities and Exchange Commission (SEC) and Stock Exchange of Thailand (SET). At present, the Company has assigned the Company Secretary and the investor relation department staffs to provide information and communicate with investors including institutional shareholders, minority shareholders, stock analysts, and relevant government agencies which can be contacted through investor relation department at telephone number 02-473-8000. For further information, please visit Company’s website. The Company also organizes Analyst Meetings twice a year to clarify and present business performance. In 2010, GFPT held 2 Analyst Meetings on 16 June 2010 and 23 November 2010. The Company also held one-on-one meetings when needed.

1. Board Structure

1.1 Structure of the Board

The Board of Directors shall comprise of not less than 5 directors and no fewer than half of these board members shall be based within the Kingdom and be qualified in accordance with the Articles of Association in compliance with the Public Company Limited and related laws and shall comprise of not less than 3 independent directors and no fewer than one-third of these board members. Thus, the Chairman of the Board of Directors shall not hold the office of Chairman or member of any sub-committees, and shall be a separate person from the President.

As of 31 December 2010, GFPT Public Company Limited has a total of 9 directors, consisting of:

1.2 Director s Qualifications

GFPT Public Company Limited has determined the minimum qualifications for a director pursuant to the Chapter 4, Article 17 of the Articles of Association in compliance with the Public Company Limited Act B.E. 2535 and the OECD Principles of Corporate Governance required by the Stock Exchange of Thailand. Therefore, the Company has set additional qualification and prohibition for directors of the GFPT Public Company Limited as follows:

Qualifications for Directors

1. Be qualified person in accordance with the Chapter 4, Article 17 of the Articles of Association, and the Public Company Limited and related laws. The Board of Directors shall comprise of not less than 5 directors and no fewer than half of these board members shall be based within the Kingdom of Thailand.
2. Be qualified person in accordance with the requirements of the Stock Exchange of Thailand and the Securities and Exchange Commission.
3. Not exceeding 70 years old. For independent directors, not exceeding 75 years old.
4. Hold minimum of bachelor degree, except for the Company’s founder.
5. Be knowledgeable and capable in business operation and industry. Have a good reputation and ethics, honest and generally accepted by others.
6. Directors must not serve on more than 5 other boards of Thai listed public companies.
7. Not holding any directorship or executive position in many companies at the same time or assuming an executive position or directorship in the same business or with competitors.

An independent director or audit committee director must have the additional qualifications:

1. Hold share in total not more than 1 percent of total voting share of GFPT or its subsidiaries or associated companies or related companies which may have conflict of interest which shall be inclusive of shares held by his/her related person (as defined by section 258 of the Securities and Exchange ACT).
2. Not participate in the management of GFPT, its subsidiaries, associated companies, or related companies which may have conflict of interest. He or she shall not be an employee or a staff member or an advisor receiving regular salary or an authority in charge at GFPT, its subsidiaries, associated companies, or related companies. The qualified independent director must not have any interest or stake as mentioned at present and prior to be nominated for at least two years.
3. Not being a related person by blood or legal registration, such as father, mother, spouse, sibling and child, including spouse of the children, to executives, major shareholders, top management or any nominator to be executive or top management of GFPT or its subsidiaries.
4. Not having any business relationship with GFPT, its subsidiaries, associated companies, related companies or major shareholders who may have conflicts of interest, in the manner that may interfere with his/her independent judgment. In addition, he or she must not be a major shareholder or an executive officer of the company that having business relationship with GFPT, its subsidiaries, associated companies, related companies at present and prior to be nominated for at least two years.

   The “business relationship” aforementioned includes any normal business transaction, rental or lease of immovable property, transaction relating to assets or services, or grant or receipt of financial assistance in the amount of 3 percent or more of the net tangible assets of the Company or more than 20 million Baht which is lower. The transaction amount shall be calculated according to the calculation method for transaction value of connected transactions under the Notification of the Board of Governors of the Stock Exchange of Thailand Re: Disclosure of Information and Act of Listed Companies concerning the Connected Transaction. The transaction amount includes any amount incurred during 1 year prior to the date on which the business relationship with the person commences.

5. Not being an auditor of GFPT, its subsidiaries, associated companies, related companies or any juristic person who may have conflicts of interest and must not be a major shareholder, executive director, top management or partner of an audit firm which employs auditors of GFPT, its subsidiaries, its associated companies or a juristic person who may have conflicts of interest unless the foregoing relationship has ended for more than 2 years.
6. Not being any professional advisor including legal advisor, financial advisor, or asset appraiser who receives an annual service fee exceeding 2 million Baht from from GFPT, its subsidiaries, associated companies, related companies or any juristic person who may have conflicts of interest and must not be a major shareholder, executive director, top management or partner of the professional advisor unless the foregoing relationship has ended for more than 2 years.
7. Must not be a director nominated to be a representative of major shareholder or a shareholder who is related to GFPT’s major shareholder.
8. Must not participate in a company operating in the same business and being a competitor of GFPT or its subsidiaries. He or she must not be partner, executive director, employee, staff member, advisor who receives regular salary or hold share more than 1% of total voting share of the company operating in the same business and being a competitor of GFPT or its subsidiaries.
9. Must not have any characteristics which make him or her incapable of expressing independent opinions with regard to GFPT’s business.

However, after being nominated to be an independent director of GFPT, he or she may be assigned by the Board of Director to take part in the business decision of GFPT, its subsidiaries, its associated companies, same-level subsidiaries, major shareholder, top management or related companies which may have conflicts of interest on the condition of collective decision.

1.3 Limitation of the Number of Companies for Directorship Position

To achieve effective performance, the Board of Directors has established the policy and procedures for directors to hold directorship positions in not more than 5 listed companies, except Chairman of Executive Committee and Managing Director, not more than 3 listed companies because the executive positions have great importance on business administration which may affect their effective performance.

1.4 Combination and Segregation of Positions

The Company has the policy to make a clear distinction between the Chairman and Managing Director. The Chairman takes the role of leader for the Board to define the policies of the directors, the direction of business operations and as support to the management to perform the duties in accordance with the Company’s policies. Meanwhile, the President enacts the policies from the Board into effective practice.

1.5 The Chairman must be an Independent Director

The Chairman should have the following qualifications

1. Be the senior member
2. Be knowledgeable and having a good understanding of the Company’s business
3. Be accepted by the other directors

1.6 Supporting Committees

The Company has set up supporting committees to assist in the study and screening of relevant issues requiring fair judgment and has defined the scope, authority and responsibility of each committee. The majority members of each committee must be independent directors and the Chairman of the committee should be an independent director.

At present, the GFPT has the following supporting committees:

1. Audit Committee
2. Nomination and Remuneration Committee

The Audit Committee

The Board of Directors has appointed the Audit Committee with a term of service of 3 years. The Audit Committee comprises 3 independent directors. At least one of the committee members must have dependable knowledge in accounting and finance. Members shall have qualifications relevant to independence pursuant to the SET notification. The qualifications and scope of performance of the Audit Committee shall allow supervision of the Company’s business operations, financial reports, internal control systems, selection of external auditors, and consideration of conflicts of interest and preparation of the Corporate Governance report. The Audit Committee has the following duties and responsibilities:

1. To review the accuracy of the Company’s financial reporting and the adequacy of disclosure.
2. To review the appropriateness and effectiveness of internal controls and the internal audit system and regulate the internal audit department and the practice of internal audit by considering the commitment, charter, independence, including the limitation and planning of internal audit of internal audit department.
3. To review the Company’s compliance with the law on securities and exchange, the Exchange’s regulations, and the laws relating to the Company’s business.
4. To review the appropriateness and effectiveness of the practice of good corporate governance.
5. To consider, select, nominate the independent person to be the Company’s auditor, and to propose such person’s remuneration, as well as, to attend a non-management meeting with the auditor at least once a year.
6. To consider the disclosure of the Company in case of the inter-transaction or the conflict of interest to be accurate, complete, and in accordance with the regulations of Stock Exchange of Thailand (SET) to ensure that the aforementioned are reasonable to the Company.
7. To review and amend the charter of audit committees to be contemporary and appropriate to the ambiance of the organization and present to the directors to approve.
8. To prepare and publish an Annual Committee Report in the Company’s Annual Report. Such Audit Committee’s report shall consist of the following information;
   • an opinion on the accuracy, completeness and creditability of the Company’s financial report,
   • an opinion on the adequacy of the Company’s internal control system,
   • an opinion on the suitability of an auditor,
   • other transactions which, according to the audit committee’s opinion, should be known to the shareholders and general investors, subject to the scope of duties and responsibilities assigned by the Company’s board of directors;
9. To perform any other duties as assigned by the Board of Directors.

The Nomination and Remuneration Committee

The Board of Directors has appointed the Nomination and Remuneration Committee with a term of service of 3 years. The Nomination and Remuneration Committee is composed of 5 directors. The Nomination and Remuneration Committee has the following duties and responsibilities:

1. To determine the qualifications of directors and the criteria for nomination of a person to such position to nominate to directors, supporting directors by considering the appropriateness of the structure and composition of the Company’s Board of Directors to nominate to directors or ask approval to the shareholders’ meeting.
2. To review and select the list of nominees for the position of director and executive who terminated or vacant position.
3. To formulate criteria for evaluating the performance of the Board of Directors annually to report to Managing Director.
4. To set out criteria and policy of the remuneration package for the directors, supporting committees, and executives in accordance with their responsibilities, comparable, and appropriate to directors’ policy to nominate to directors or ask approval to the shareholders’ meeting.
5. To propose the criteria of succession for executives for further consideration by the Board.
6. To perform any other duties in accordance with the nomination and remuneration as assigned by the Board of Directors.

2. Roles, Duties and Responsibilities of the Board

2.1 Roles of Directors and their Independence from the Management

The Board of Directors ensures a clear distinction between the Board of Directors and the Management for independence and maximum benefit of the Company and shareholders.

Duties and Responsibilities of the Board

1. To perform duties in compliance with the laws, objectives and regulations provided by the Company and take action according to the meeting’s resolutions with accountability, care, integrity, and most beneficial to the Company based on the Principle of Good Corporate Governance.
2. Set out the main policy with respect to business operation and the policies in finance, fund raising, fund management and risk management for the Company, and supervise the management to perform its duties efficiently and effectively under such policies to add value on the economic and the plenty of the shareholders.
3. To consider and approve important matters such as approving the credit line from the financial institutions, borrowing, pledging, new investment project, sale and purchase of assets, inter-transaction, and any conflicts of interest between the Company and the subsidiary companies in accordance with the regulations of the Securities and Exchange Commission (SEC), and Stock Exchange of Thailand (SET), and laws, and regulations of the Company.
4. To consider approval of the financial statements prior to submission to the Stock Exchange of Thailand.
5. To set up accounting and financial reports and trusted auditing.
6. To set up the internal audit system for the operation, financial reports and effective risk management.
7. To supervise the disclosure of financial reporting and other important information in a correct, timely and transparent manner and set up a channel of communication properly for each group of shareholders and stakeholders of the Company.
8. To consider and appoint the Audit Committee, the Executive Committee and other sub-committees in order to assist the Board of Directors in supervising the Company’s business undertaking to achieve the Company’s objectives. Majority of the sub-committees consist of independent directors, and the Chairmen of subcommittees are all independent directors.
9. To make an assessment on compliance with the supervision policy and revise such policy.
10. To set up the director and management development plan and succession plan.
11. To define and amend the list of authorized directors.
12. To authorize one or more directors, or any other persons, to take any action on their behalf within the authority approved by the Board and define the authority of the authorized person clearly.

2.2 Business Policy

The Company sets policy as the leader of the integrated further production of livestock and agriculture. The Company undertakes to provide food safety products and traceability. The Company is committed to operating the business with environmental friendliness and contributing to society at large. Therefore, the Company has assigned the management to formulate targets, strategies, plans and budgets in accordance with the set policies.

2.3 Corporate Governance Policy

GFPT Public Company Limited realizes the importance of good corporate governance, the Company has established a written manual of Corporate Governance Principles and schedules a meeting at least once a year to review these policies and observe compliance with the set policies.

2.4 Code of Conduct

With the commitment to develop its business legally and ethically, the Company has written a manual of the Code of Conduct for all level of employees to acknowledge and understand the standard of conduct according to the expectations of the Company and shareholders. The Company has also established the Code of Conduct Committee to follow up such issues and report to the Board of Directors at least once a year.

2.5 Conflict of Interest

The Company has the policy to have all levels of employees perform their duties for the maximum benefit of the Company without any related personal gain. The Board of Directors has stipulated the guidelines and code of conduct for the directors, executives and employees in Chapter 2 of the Manual of the Code of Conduct as follows:

1. If a transaction is considered as a connected transaction under the SET Notification, the directors, executives and employees must comply strictly with the rules and procedures regarding information disclosure by listed companies for such transactions.
2. If a director, executive, employee, or a member of their family, is involved with or becomes a shareholder in a business in competition with the Company or any other business that may cause a conflict of interest with the Company, they must inform the Chairman in writing.

2.6 Internal Control and Internal Audit System

The Board of Directors has appointed an Audit Committee to supervise and monitor internal audit management. The Internal Audit Department is responsible for the Company’s internal control system under the supervision of the Audit Committee.

The Board of Directors stipulates that the Internal Audit Department and the external auditor shall have a meeting with the Audit Committee at least four times a year to report the results of internal control management and the previous financial statement audited by the external auditor. The Audit Committee shall conclude the result of the audit and report to the Board of Directors.

2.7 Risk Management System

The Company has defined the risk management policy for various aspects of business in the following steps:

1. Policies and plans, objectives, scope of responsibilities and guidelines for risk management shall be established in accordance with business strategies, plans and the directors shall review them annually.
2. Risk identification is a process to identify risks that may affect the achievement of objectives and targets. Both internal and external risk, e.g. business condition and competition, law, technology, finance, information technology, human resources development, etc. shall be considered. The Company shall rank the level of risk based on analysis and assessment. Preventive and corrective measures shall be determined for high or very high risks.
3. Risk assessment is a process to assess remaining risks after the preventive and corrective measures for the existing risks are evaluated. The importance of remaining risks will be ranked. Risk treatment measures shall be determined immediately by the responsible of top management.
4. Risk treatment is a process to define methods and prepare treatment plans for significant risks ranked in the risk assessment process. There are many risk treatment approaches such as risk avoidance, risk transfer, risk mitigation, risk utilization, risk retention, etc.
5. The Audit Committee and the Internal Audit Department are responsible to monitor and review the performance of the Company in order to achieve the set objectives.

2.8 Official Performance Evaluation of the Managing Director

The Board of Directors shall evaluate the performance of the Managing Director officially at least once a year based on the evaluation criteria set by the Stock Exchange of Thailand and the Thai Institute of Directors.

3. Work Performance of the Board

3.1 Meeting Schedule

The Company schedules Board meetings on the last Thursday of every month. The meeting schedule is set out in advance and each director shall be notified of the schedule. However, the schedule of meetings can be changed based on the significance of the agenda items to be considered.

For the year 2009, the directors attended the meeting as following:

3.2 Meeting Agenda

The Chairman will determine the agenda together with the Managing Director and plans the agenda in advance to give time for production of agenda documents and to ensure that all the directors receive the documents before the meeting date so that they will have enough time to study and consider the issues on the agenda.

3.3 Meeting Documents

The Board of Directors assigns the Company Secretary to prepare and send the board documents to directors so that they will have enough time to study and consider the issues on the agenda.

3.4 Meeting

The Chairman will allocate enough time to consider the issues in each agenda point of the meeting.

3.5 Contact with the Management to the Meeting

The Board of Directors encourages inviting senior managers to attend the Board’s meetings to provide additional insights into the items being discussed because of their personal involvement in these areas and gives opportunity to the management to know the Board of Directors.

3.6 Access to Information

The Board of Directors will have access to additional necessary information from the Managing Director, the Company Secretary and any other assigned executive management.

3.7 Meeting with Non-Executive Directors

The Board of Directors encourages the directors who are not executives to hold a special meeting. This was put in place for the non-executive directors who are members of the Audit Committee and independent directors. The meeting is scheduled at least 4 times a year.

3.8 Company Secretary

The Board of Directors has arranged to have the Company Secretary take charge of consultations regarding directors’ activities in accordance with the relevant laws, rules and regulations, and monitoring the director’s activities and coordinating with directors to comply with the Board’s resolutions. At present, the Board of Directors appoints Ms. Jutamas Ingpochai as the Company Secretary.

4. Performance Evaluation

The Board of Directors shall arrange the evaluation of the Board’s performance annually through self-discussion in order to enhance the efficiency of their work. Evaluation shall be made during the Board’s first meeting in the following year.

At 20 January 2011, The Board of Directors had evaluated the performance of the whole Board of Directors of 2010 based on evaluation of SET (Stock Exchange of Thailand) that the result has reached to the satisfactory level.

5. Remuneration

The Board of Directors has set the directors’ remuneration, for which the Nomination and Remuneration Committee will screen and consider before submission to the Board for further proposal to the shareholder’s meeting for approval.

GFPT paid the remuneration for directors in 2010 as follows:

1. Monetary Remuneration

(a) Monetary Remuneration for Directors

As of 31 December 2010, the total remuneration for 9 persons is 4,225,000 baht in the form of monthly remuneration and bonus. The details are as follows:

(b) Monetary Remuneration for Executive Management

As of 31 December 2010, the company had 5 executives and paid 18,586,290 baht for salary and bonus.

2. Other Remuneration

-None-

6. Development of Directors and Executives

6.1 Orientation

The Board of Directors has assigned the Company Secretary to make orientation for new directors to be informed of their duties and responsibilities. This orientation will include presentations by senior management on the Company’s information about business operations.

6.2 Succession Plan and Knowledge Development

The Board of Directors requires the Managing Director to make available the succession plan for the Company’s uninterrupted operation. In this connection, an executive development program is arranged annually.

6.3 Training and Education

The Board of Directors has encouraged the training and provision of knowledge for directors, Audit Committee members, corporate security and other senior management to allow on-going improvement of performance of duties for a higher level of efficiency