27 กุมภาพันธ์ 2547
Dividend Payement
(Translation)
H.T.003/2004
February 26th, 2004
To: Managing Director
The Stock Exchange of Thailand
Subject: Payment of Dividend and Calling of Shareholders' Meeting
The resolution of the Board of Directors adopted at 151st Board of Directors Meeting on
February 26th, 2004 are as follows:-
1. Resolved that the report of Management was approved and the audited financial statements
for fiscal year ended 31st December 2003 was acknowledged for submission to the
shareholders meeting for approval by the shareholders.
2. Resolved that the Board recommend the Shareholders Meeting to approve the final dividend
payment for the fiscal year ended December 31st, 2003 will be Baht 3.40 per share for 27
million shares at par value 10 Baht and will be paid to shareholders on May 19th, 2004.
3. That the date for closing the Company's share register for the right to attend the Ordinary
General Meeting of Shareholders will be on April 2nd, 2004 at 12.00 p.m. until the
adjournment of the Ordinary General Meeting of Shareholders and the right to receive the
dividend will be on April 2nd, 2004 at 12: 00 p.m.
4. Resolved that the Board recommend the Shareholders Meeting to approve of the change of
par value from 10 Baht To be 1 Baht by making amendment to the Memorandum of
Association Clause No. 4 in accordance with the matter of change of par value as
follows:
Clause 4. Registered capital: 270,000,000 baht
divided into 270,000,000 shares
of the par value of 1 baht each
Classified into:
Ordinary shares: 270,000,000 shares
Preferred shares: - shares
5. Resolved that the Board recommend the Shareholders Meeting to approve of the
amendments to the Articles of Association of the Company so as to comply with
the Notification of the Board of Governors of the Stock Exchange of Thailand re:
disclosure of information and actions of listed companies with respect to their
connected transactions
6. Resolved to call the Annual General Meeting of Shareholders No.37th to be held on Friday
23rd, April 2004 at 11.00 a.m. at Montathip Room, Four Seasons Hotel Bangkok
(The Regent Hotel), No 155 Rajadamri Road, Pathumwan, Bangkok, Thailand, with the following
agenda:-
1st Agenda Certify the minutes of the Annual General Meeting of Shareholders No. 36th
2nd Agenda Acknowledge the Board of Directors' report on the Company's operation
during the year 2003.
3rd Agenda Approval of balance sheet and the profit and loss statement for the year ended
December 31, 2003.
4th Agenda Consideration of final dividend payment.
5th Agenda Approval of change in the par value of the Company's shares and amendment
to Clause 4 of the Memorandum of Association of the Company.
6th Agenda Consideration of the amendments to the Articles of Association of the Company
so as to comply with the Notification of the Board of Governors of the Stock
Exchange of Thailand re: disclosure of information and actions of listed
companies with respect to their connected transactions.
7th Agenda Consideration of election of directors to replace the directors who retired by
rotation.
8th Agenda Consideration of the remuneration of the company directors.
9th Agenda Appoint auditors and fix the auditors' fee for the year 2004.
Yours sincerely,