Date/Time 25 ก.พ. 2569 20:56:00
Headline
Notification of the Resolutions, Schedule of the 2026 Annual General Meeting of Shareholders, Omission of Dividend Payment.
Letter No. : CA 001/2026 Subject : Notification of the Resolutions, Schedule of the 2026 Annual General Meeting of Shareholders, Omission of Dividend Payment. To : President The Stock Exchange of Thailand ______________________________________________________________________ Schedule of Shareholders' meeting Subject : Schedule of Annual General Meeting of Shareholders Date of Board resolution : 25-Feb-2026 Shareholder's meeting date : 23-Apr-2026 Beginning time of meeting (hh:mm) : 13 : 30 Record date for the right to attend the : 12-Mar-2026 meeting Ex-meeting date : 11-Mar-2026 Significant agenda item : - Omitted dividend payment - Changing / renewal of the term of the director(s) Type of meeting : Physical meeting Venue of the meeting : Cafeteria Room, 1st Floor, No. 401/1 Moo 8, Phaholyothin Road, Amphur Lum Luk Ka, Pathumthani Province 12130. Agenda Item : 1 Agenda Detail : To certify the Minutes of the 2025 Annual General Meeting of Shareholders Type : To Consider and approve Board's Resolution : The Board of Directors deemed it appropriate to propose to shareholders to certify the Minutes of the 2025 Annual General Meeting of Shareholders. Agenda Item : 2 Agenda Detail : To acknowledge the report of the Company's operating results for the Year 2025 Type : To acknowledge Board's Resolution : The Board of Directors acknowledged and deemed it appropriate to report the operating results of the Company for the year 2025 to the meeting of shareholders. Agenda Item : 3 Agenda Detail : To approve the Company's audited financial statements for the year ended 31 December 2025 Type : To Consider and approve Board's Resolution : The Board of Directors deemed it appropriate to propose to shareholders to approve the audited financial statements for the year ended 31 December 2025 of the Company. Agenda Item : 4 Agenda Detail : To consider the approval for omitted dividend payment for the year 2025 Type : To Consider and approve Board's Resolution : The Board of Directors deems it appropriate to propose to shareholders to approve the dividend payment omission for the year 2025 because the company want to maintain cash flow for use in the business operation and expansion. Agenda Item : 5 Agenda Detail : To approve the appointment of the Company's directors who will retire by rotation in 2026 Type : To consider and approve the appointment of directors Board's Resolution : The Board of Directors deemed it appropriate to propose to shareholders to approve the appointment of 2 directors including Mr.Chaichat Boonyarat, Mr. Win Panitvong to be director and independent director and whom considered qualified with knowledge and experience in business relating to the Company's operation, as proposed by the Nomination and Remuneration Committee, according to the Public Company Act. B.E. 2535. The Company has invited shareholders to nominate names of qualified persons for director positions in advance during 17 October 2025 - 23 December 2025. It appeared that no non-strategic shareholder has proposed names of candidates for consideration. Directors who have interests in this matter did not cast their vote in the meeting. Agenda Item : 6 Agenda Detail : To approve the determination of director's remuneration for the year 2026 Type : To Consider and approve Board's Resolution : The Board of Directors deemed it appropriate to propose to shareholders to approve the director's remuneration as proposed by the Nomination and Remuneration Committee. The director's remuneration has been compared with others in the same business or similar industry. In conclusion, the remuneration was proposed not exceeding Baht 10,000,000 which is the same rate as the previous year. Agenda Item : 7 Agenda Detail : To approve the appointment of auditors as well as determining their remuneration for the year 2026 Type : To Consider and approve Board's Resolution : The Board of Directors deemed it appropriate to propose below auditors for shareholders' approval: 1. Miss Sutthirak Fakon, Certified Public Accountant No. 7712 and/or 2. Mr. Preecha Arunnara, Certified Public Accountant No. 5800 and/or 3. Miss. Sirirat Sricharoensup Certified Public Accountant No. 5419 In the event those auditors are unable to perform their duties, EY OFFICE LIMITED is authorized to assign another of its auditors to perform the audit and express an opinion on the company's financial statements in their place. The above auditors from EY OFFICE LIMITED were proposed by the Audit Committee to be the auditors of the Company and its subsidiaries for the year 2026, with audit fee not exceeding Baht 2,650,000 for the Company and not exceeding Baht 3,000,000 for the Company's subsidiaries. Total fees will not be exceeding Baht 5,650,000, excluding special purpose consolidates financial information (banks), 200,000 baht per quarter, not exceeding 800,000 baht per year (subject to requests from bank multi-creditors on a case-by-case basis) ,excluding out-of-pocket expenses, e.g., upcountry travelling expenses. Agenda Item : 8 Agenda Detail : To consider any other businesses (if any) Type : To Consider and approve Board's Resolution : - ______________________________________________________________________ Dividend payment / Omitted dividend payment Subject : Omitted dividend payment Date of Board resolution : 25-Feb-2026 Omitted dividend payment from : Operating period from 01-Jan-2025 to 31-Dec-2025 ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. CHAICHAT BOONYARAT Position in company (1) : VICE CHAIRMAN OF THE COMPANY Effective Date (1) : 12-May-2023 Position in company (2) : Chaiman of the Executive Committee ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. WIN PANITVONG Position in company (1) : INDEPENDENT DIRECTOR Effective Date (1) : 27-Apr-2023 Position in company (2) : AUDIT COMMITTEE Effective Date (2) : 12-May-2023 Position in company (3) : Member Risk Management Committee/ Member of the Nomination and Remuneration Committee ______________________________________________________________________ Auditors Appointment No : 1 Auditor Name : Miss SUTTHIRAK FAKON CPA License No. : 7712 Accounting and Audit firm : EY OFFICE LIMITED Audit End Date : 31-Dec-2026 No : 2 Auditor Name : Mr. PREECHA ARUNNARA CPA License No. : 5800 Accounting and Audit firm : EY OFFICE LIMITED Audit End Date : 31-Dec-2026 No : 3 Auditor Name : Miss SIRIRAT SRICHAROENSUP CPA License No. : 5419 Accounting and Audit firm : EY OFFICE LIMITED Audit End Date : 31-Dec-2026 ______________________________________________________________________ The company hereby certifies that the information above is correct and complete. Signature _________________ ( MR.Sarut Reoraksa ) Company Secretary Authorized person to disclose information ______________________________________________________________________ This announcement was prepared and disseminated by listed company or issuer through the electronic system which is provided for the purpose of dissemination of the information and related documents of listed company or issuer to the Stock Exchange of Thailand only. The Stock Exchange of Thailand has no responsibility for the correctness and completeness of any statements, figures, reports or opinions contained in this announcement, and has no liability for any losses and damages in any cases. In case you have any inquiries or clarification regarding this announcement, please directly contact listed company or issuer who made this announcement. If you would like to see the full details of this information, please click view "full details" in attached file.