Decrease of registered capital & set date extraordinary


Sor.Kor. 0493/2008 September 11, 2008 Subject : Inform BOD'S Resolution and set Date of the Extraordinary Meeting of Shareholders No.1/2008 To : Managing and Director, The Stock Exchange of Thailand The Board of Directors's meeting No.9/2008 held on Thursday, September 11,2008 has passed resolution to set date of the Extraordinary meeting of shareholders No.1/2008 should be held on October 9,2008 from 9.00 a.m. at the meeting room,2nd floor,Sikarin Hospital which located at 4/29 moo 10 Srinakarin Road, Bangna District ,Bangkok. The agendas for the meeting are as follows : Agenda 1. Comments from the Chairman, Agenda 2: To consider and approve the Minutes of the Annual General Meeting of Shareholders No. 30 Facts and reasons: The Annual General Meeting of Shareholders No. 30 was held on Friday, April 10, 2008, shown in the minutes of the meeting sent to shareholders along with the notification of this meeting. Board's opinions: The Board feels appropriate to put forward the minutes to shareholders for their approval. Agenda 3. To consider and approve the decrease of registered capital and paid-up capital of Sikarin Public Co., Ltd. Facts and reasons: Sikarin's operating results in the past years showed continuous profits and its financial stances was quite strong. At the end of the accounting cycle 2007, Sikarin had an accumulated loss of Bt714,820,865 (seven hundred and fourteen million eight hundred and twenty thousand eight hundred and sixty-five Baht) and an amount excessive to the common share value by Bt365,053,350 (three hundred and sixty-five million fifty-three thousand three hundred and fifty Baht). If Sikarin reduces its registered capital by reducing the par value from Bt10 per share to Bt6.50 per share, Sikarin may reconcile the amount excessive to the par value from the par value reduction of Bt350,000,000 (three hundred and fifty million Baht) and the amount excessive to the common share value by Bt365,053,350 (three hundred and sixty-five million fifty-three thousand three hundred and fifty Baht) with the accumulated loss. By doing so, the number of shares held by each shareholder and the Company's total book value won't be affected, thus enabling Sikarin, if the operating results in the future are as good as those in the past, to pay dividend to shareholders Board's opinions: The Board feels appropriate to put forward to shareholders this proposal of reducing the Company's registered capital by reducing the value of the 140,000,000 common shares and 100,000,000 paid-up shares - reducing the par value from Bt10 per share to Bt6.50 per share (number of shares unchanged). Agenda 4. To consider and approve Sikarin Public Co., Ltd.'s Section 4 in the Memorandum of Association Facts and reasons: Due to the reduction of the registered capital and paid-up capital by reducing the par value, it's necessary to amend Section 4 in the Memorandum of Association in line with the par value reduction as follows: Current version "Section 4. Registered capital, Bt1,400,000,000 (one billion four hundred million Baht) Divided into 140,000,000 shares (one hundred and forty million shares) Valued at Bt10 per share (ten Baht) Comprising 140,000,000 common shares (one hundred and forty million common shares) - preferred shares (.....)" Amended version "Section 4. Registered capital, Bt910,000,000 (nine hundred and ten million Baht) Divided into 140,000,000 shares (one hundred and forty million shares) Valued at Bt6.50 per share (six point five Baht) Comprising 140,000,000 common shares (one hundred and forty million common shares) - preferred shares (.....)" Board's opinions: The Board feels appropriate to put forward to shareholders this proposal to amend Section 4 in the Memorandum of Association. Agenda 5. Others (if any) Shareholders entitled to attend the meeting and cast votes in the meeting shall be those listed in the Shareholders' Registry of the Stock Exchange of Thailand as of September 25,2008. Also, September 26,2008 shall be the book closing date on which the shareholders list as specified in section 225 of the Securities and Exchange Act. Please notify to investor. Yours faithfully, (Mr.Sompol Wongurai) Director