22 เมษายน 2553

Inform of Resolutions Adopted of the 43 rd AGM of Shareholde

No. H.T./SET/008/2010 April 21st, 2010 Re: Inform of Resolutions Adopted of the 43 rd AGM of Shareholders To: President The Stock Exchange of Thailand Singer Thailand Public company Limited would like to report on the resolutions made at the shareholder's ordinary general meeting held on April 21st, 2010, at 10.00 a.m. at 72 CAT Telecom Tower, 30th Floor, Charoenkrung Road, Bangrak, Bangkok, Thailand. There are 81 shareholders and proxies holding a total of 136,691,058 Shares more than one - third of the paid up shares of the Company, therefore constituting a quorum of the meeting. The resolutions which have been passed at the Meeting are as follows: 1. Approve the Minutes of the Annual General Meeting of Shareholders No. 42, held on April 23, 2009 Approval 163,891,758 Votes equal to 100 percent Disapproval 0 Votes equal to 0 percent Abstention 0 Votes equal to 0 percent 2. Approval of the Directors' Report for the year 2009 and to approve the audited Balance Sheet and the Income Statements for the year ended December 31, 2009 Approval 185,086,996 Votes equal to 100 percent Disapproval 0 Votes equal to 0 percent Abstention 0 Votes equal to 0 percent 3. Approval of the omission of dividend payment to the shareholders Approval 185,080,236 Votes equal to 99.9963 percent Disapproval 6,760 Votes equal to 0.0037 percent Abstention 0 Votes equal to 0 percent 4. Approval of the appointment of the directors to replace those who are due to retire by rotation. - Admiral M.L. Usni Pramoj Chairman of the Board and Independent Director Approval 185,091,996 Votes equal to 100 percent Disapproval 0 Votes equal to 0 percent Abstention 0 Votes equal to 0 percent - Mr. Udom Chatiyanonda Independent Director Approval 185,091,996 Votes equal to 100 percent Disapproval 0 Votes equal to 0 percent Abstention 0 Votes equal to 0 percent - Mr. Christopher John King Independent Director Approval 185,091,996 Votes equal to 100 percent Disapproval 0 Votes equal to 0 percent Abstention 0 Votes equal to 0 percent Members of the new Board of Directors are: 1. Admiral Mom Luang Usni Pramoj 5. Mr. Tobias Josef Brown 2. Mr. Udom Chatiyanonda 6. Mr. Bibit Bijaisoradat 3. Mr. Christopher John King 7. Mr. Boonyong Tansakul 4. Mr. Gavin John Walker 8. Mr. Paitoon Sukhanaphorn 5. Approval the remuneration of the Company's Board of Directors for the year 2010 as follows: The Chairman of the Board will receive a remuneration of Baht 400,000 per year, each Director Baht 250,000 per year, the Chairman of the Audit Committee Baht 150,000 per year, each member of the Audit Committee Baht 120,000 per year Approval 185,080,736 Votes equal to 99.9939 percent Disapproval 11,260 Votes equal to 0.0061 percent Abstention 0 Votes equal to 0 percent 6. Approval of the appointment of KPMG Phoomchai Audit Ltd. to be the Company's auditor whereby any of both auditors: 1) Ms. Wilai Buranakittisopon CPA no. 3920 2) Mr. Charoen, Phosamritlert CPA no. 4068 3) Ms. Sureerat, Thongarunsang CPA no. 4409 4) Mr. Sakda, Kaothanthong CPA no. 4628 Those mentioned above are the auditors of the Company for the fiscal year ended December 31,2010. The remuneration for the auditor is Baht 1,970,000.- Approval 182,626,996 Votes equal to 98.6709 percent Disapproval 2,460,000 Votes equal to 1.3291 percent Abstention 0 Votes equal to 0 percent 7. Approve the decrease of the Company's registered capital from the Company's registered capital of Baht Two Hundred Eighty-Three Million and Five Hundred Thousand (Baht 283,500,000), which consisting of Two Hundred Eighty-Three Million and Five Hundred Thousand ordinary shares (283,500,000) with a par value of Baht One (Baht 1) per share to Baht Two Hundred and Seventy Million (Baht 270,000,000), which consisting of Two Hundred and Seventy Million ordinary shares (270,000,000) with a par value of Baht One (Baht 1) per share by reducing Thirteen Million and Five Hundred Thousand ordinary shares (13,500,000) with a par value of Baht One (Baht 1) per share Approval 185,086,096 Votes equal to 100 percent Disapproval 0 Votes equal to 0 percent Abstention 0 Votes equal to 0 percent 8. Approve the amendment to Clause 4 of the Memorandum of Association of the Company to be consistent with the decrease of the Company's registered capital, as follows: Clause 4 Registered Capital: Baht Two Hundred and Seventy Million (Baht 270,000,000) Divided into: Two Hundred and Seventy Million shares (270,000,000) shares At Par Value of: Baht One ( Baht 1) Divided into Common Two Hundred and Seventy Million shares shares: (270,000,000) shares Preferred shares: - shares (none) Approval 185,087,108 Votes equal to 100 percent Disapproval 0 Votes equal to 0 percent Abstention 0 Votes equal to 0 percent Yours Sincerely, Boonyong Tansakul Managing Director