ข่าวแจ้งตลาดหลักทรัพย์

Sor.Kor. 122/2009 March 6, 2009 Subject : Notification of the Resolutions of BOD's meeting and set date of the AGM No.31st To : Managing and Director, The Stock Exchange of Thailand The Board of Directors's meeting No.3/2009 held on Thursday, March 5,2009 has passed resolution to set date of the Annual general meeting of shareholders No.31st should be held on Thursday, April 23,2009 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 Extraordinary Meeting of Shareholders No. 1/2009 Facts and reasons: The Extraordinary Meeting of Shareholders No. 1/2009 was held on Thursday, January 22, 2009, shown in the minutes of the meeting sent to shareholders along with the notification of this meeting. Board's opinions: The Board certified and approved to put forward the minutes to shareholders for their approval. Agenda3 : To ackhowledge report on operating results in fiscal year 2008. Facts and reasons: The operating results in fiscal year 2008 shown in the Annual Report 2008 which sent to shareholders along with the notification of this meeting. Board's opinions: The Board certified and approved the operating results in fiscal year 2008 to report to shareholders. Agenda 4 : To approve the company's audited financial statements for the year ended 31st December,2008. Facts and reasons: Balance Sheet and the Profit and Loss Statements for 2008 ended 31st December 2008 are considered by the Audit Committee and already certified by the company's auditor. Board's opinions: The board of directors certified and approved the company's Audited financial statements for year ended 31st December,2008 to report to shareholders. Agenda 5 : To consider and approve the appropriation of the 2008 net profit and dividend payment Facts and reasons: Under the provision of the Public Limited Companies Act B.E. 2535, The Company is required to set aside as statutory reserve at least 5% of its annual net income which equal to Bt.4,996,454 for Y2009. In addition to the resolution of the Extraordinary meeting of shareholders No.1/2009 held on Thursday January 22,2009 passed to pay interim dividend from the Company's retained earnings not yet allocated at amount of Bt.50,000000 or Bt0.50 per share paid on February 16, 2009 therefore the company able to pay annually dividend amount of Bt.10,000,000 or Bt0.10 per share from Net Profit 99,929,078 Baht for Y2008 which follow dividend policy at approximately seventy percent of Net profit Board's opinions: The Board feels appropriate to put forward to shareholders approve the statutory reserve at least 5% of its annual net income and pay dividend from the unappropiated retained earnings at the rate of Baht.0.10-per share. The Company has gathered the Record Date on which shareholders have the right to receive dividend on Wednesday 13,2009 and fixed the share registration book closing date on Thursday, May 14,2009 under the Section 225 of the Securities and Exchange Act B.E. 2535 (1992) and its amendment to the Act B.E. 2551 (2008). The dividend payment shall be made on Friday, May 22,2009. Agenda 6 : To consider and approve the appointment of auditors and fixing of audit fee for the year 2009. Facts and reasons: Under the Rules of the Securities and Exchange Commission at KorJor.39/2006 referred to Auditor rotation after 5 year Auditing. The Company could replace Mr.Pichai Dutchanapirom with a new auditor at the same company. Board's opinions:The board of directors certified to appoint Dharmniti Co.,Ltd by Miss Chandhra Wongsriudomporn ,CPA Registration No.4996 or Mr.Poj Aussawasuntichai , CPA Registration No.4891 or Miss Wannisa Ngambuathong or otherwise to be the company's auditor for the Year 2009 with their auditing fee Bt 810,000 and put forward the minutes to shareholders for their approval. Agenda 7 : To reappoint of directors whosed completing their tenure. Facts and reasons: The Nomination committee submitted to re-elect of the directors whosed completing their term which names as follows : 1) Mr. Sunya Saraudh Vice chairman 2) Mr. Atirat Charoonsri Managing Director 3) Mr. Somphol Wongurai Director 4) Mr. Banthun Junhasavasdikul Director and Chairman of Rem uneration Committee 5) Mr. Jarun Wiwatjesadawut Director and Remuneration Committee Board's opinions: The Board submitted by Nomination committee suggestion and approve to reappoint of directors whosed completing their tenure and put forward the minutes to shareholders for their approval. Agenda 8 :To consider the board of director's remuneration for Year 2009 Facts and reasons: The remuneration committee submitted to set director's remuneration for Year 2009 composed of attendance fee, committee remuneration and pension at Bt. 9,500,000 for every committees. Board's opinions: The board of directors approved the board of director's remuneration for Year 2009 is Bt. 9,500,000 presented by Remuneration Committee and put forward the minutes to shareholders for their approval. Agenda 9 :To consider other issues (if any) The shareholders register book for the right to receive for Annual general meeting of shareholders NO. 31 shall be recorded on Monday , Mar 23, 2009 Also, Tuesday ,Mar 24 , 2009 shall be the book closing date on which the shareholders list as specified in section 225 of the Securities and Exchange Act shall be complied. Please notify to investor. Yours faithfully, (Mr.Somphol Wongurai) Director