Date/Time 27 ก.พ. 2569 17:02:00
Headline
Notification of the Resolutions of the Board of Directors' Meeting, Dividend payment and Determined the date of the Annual General Meeting of Shareholders for the Year 2026
Letter No. : VIH.009/2026 Subject : Notification of the Resolutions of the Board of Directors' Meeting, Dividend payment and Determined the date of the Annual General Meeting of Shareholders for the Year 2026 To : Director and Manager The Stock Exchange of Thailand ______________________________________________________________________ Schedule of Shareholders' meeting Subject : Schedule of Annual General Meeting of Shareholders Date of Board resolution : 27-Feb-2026 Shareholder's meeting date : 24-Apr-2026 Beginning time of meeting (hh:mm) : 09 : 00 Record date for the right to attend the : 16-Mar-2026 meeting Ex-meeting date : 13-Mar-2026 Significant agenda item : - Cash dividend payment - Changing / renewal of the term of the director(s) Type of meeting : Electronic meeting Venue of the meeting : Electronic meeting (E-AGM). The Company will broadcast the meeting from Vichaivej meeting Room, building 5, Floor 4, Vichaivej International Hospital Omnoi, 74/5 Moo 4, Omnoi Sub-district, Krathumbaen District, Samutsakhon Agenda Item : 1 Agenda Detail : Matters to be informed by the Chairman of the Board; Type : To acknowledge Agenda Item : 2 Agenda Detail : To acknowledge the operating results for the year ending 31 December 2025. Type : To acknowledge Board's Resolution : After due consideration, the Board found it appropriate to propose to the AGM to acknowledge the report of the Board of Directors relating to the Company's business operation of the year 2025. Agenda Item : 3 Agenda Detail : To consider and approve financial statement for the year ended 31 December 2025 Type : To Consider and approve Board's Resolution : The Board of Directors deems it appropriate to propose to the AGM of Shareholders to consider and approve the financial statements of the company and its subsidiaries for the year ended December 31, 2025. Agenda Item : 4 Agenda Detail : To consider and approve the appropriation of the net profit as legal reserve and the dividend payment from the Company's operating results during the year 2025 Type : To Consider and approve Board's Resolution : Approved the appropriation of the net profit as legal reserve and approving to make the dividend payment from the Company's operating results during the year 2025 at the rate of baht 0.40 per share for a total of 618,242,023 shares, totaling to the dividend paid from the Company's operating results from the year 2025 of Baht 247,296,809.20 of the separate net profit and determine the dividend payment date to be on May 22, 2026 shall be made to shareholders whose names appear on the record date for determining the right to receive dividends on 16 March 2026. The Company is not required to allocate its net profit to the statutory reserve, as the statutory reserve has already been fully appropriated at 10% of the registered capital. Agenda Item : 5 Agenda Detail : To consider and approve the election of directors to replace those retiring by rotation. Type : To consider and approve the appointment of directors Board's Resolution : Which the 4 directors that candidates did not possess any qualification restriction or forbidden aspect as specified in Article 68 of The Public Company Act B.E. 2535, the requirement of The Securities and Exchange Commission , Accordingly, The Board of Directors resolved to endorse the proposal by the Nominating Committee, to nominate the 4 retiring directors to the shareholders' general meeting, for re-election to serve another term as directors, namely 1. Asst. Prof. Saisunee Vanadurongwan, M.D. 2. Porntep Siriwanarangsun MD., MPH., Ph.D 3. Nopporn Tirawattanagool 4. Tinnawat Mahatharadol to re-nominate director for another term. Agenda Item : 6 Agenda Detail : To consider and approve the remuneration of directors for the year 2026. Type : To Consider and approve Board's Resolution : Considered and deemed it appropriate to propose that the shareholders approve the directors' remuneration in the form of meeting allowances and other compensations, with a total amount not exceeding Baht 8,000,000, which is equivalent to the previous year. The remaining amount after deducting the meeting allowances and monthly remuneration for the year 2026 shall be at the discretion of the Chairman of the Board to allocate as other compensations, provided that the total amount does not exceed the approved limit of Baht 8,000,000. This shall take effect from January 1, 2026, onwards. Agenda Item : 7 Agenda Detail : To consider the appointment and the fixing of remuneration of auditor for the year 2026 Type : To Consider and approve Board's Resolution : Considered and deemed it appropriate to propose that the shareholders approve 1. Mr.Termphong Opanaphan, Certified Public Accountant No. 4501 or 2. Mrs.Poonnard Paocharoen, Certified Public Accountant No. 5238 or 3. Ms.Sineenart Jirachaikhuankhan, Certified Public Accountant No. 6287 of EY Office Limited to be the auditors of the Company for the year 2026. In the name of EY Office Limited, the firm is appointed as the Company's auditor for the year 2026. Anyone of the designated auditors shall conduct the audit and express an opinion on the Company's financial statements. If the aforementioned certified public accountants are unable to perform their duties, EY Office Limited shall appoint another certified public accountant from its firm as a replacement. It is also proposed to approve the Company's audit fee for the year 2026 in the amount of 1,450,000 Baht. Agenda Item : 8 Agenda Detail : To consider other matters (if any). Type : To Consider and approve ______________________________________________________________________ Dividend payment / Omitted dividend payment Subject : Cash dividend payment Date of Board resolution : 27-Feb-2026 Type of dividend payment : Cash dividend payment Record date for the right to receive : 16-Mar-2026 dividends Ex-dividend date : 13-Mar-2026 Payment for : Common shareholders Cash dividend payment (baht per share) : 0.40 Par value (baht) : 1.00 Payment date : 22-May-2026 Paid from : Operating period from 01-Jan-2025 to 31-Dec-2025 Remark : The right to receive dividend, as the case maybe, is uncertain as it has not yet been approved by shareholders. ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mrs. SAISUNEE VANADURONGWAN Position in company (1) : VICE CHAIRMAN Effective Date (1) : 17-Dec-1993 Position in company (2) : CHIEF EXECUTIVE OFFICER Effective Date (2) : 17-Dec-1993 Position in company (3) : Member of the Nomination and Remuneration Committee. ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. PORNTEP SIRIWANARANGSUN Position in company (1) : INDEPENDENT DIRECTOR Effective Date (1) : 19-Feb-2016 Position in company (2) : AUDIT COMMITTEE Effective Date (2) : 19-Feb-2016 Position in company (3) : Chairman of the Corporate Governance and Sustainability Committee. ______________________________________________________________________ Change of director/Executive Re-election Director Name : Miss NOPPORN TIRAWATTANAGOOL Position in company (1) : DIRECTOR Effective Date (1) : 17-Oct-2014 Position in company (2) : Member of the Working Group for Financial and Investment Planning. ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. TINNAWAT MAHATHARADOL Position in company (1) : DIRECTOR Effective Date (1) : 17-Oct-2014 Position in company (2) : Member of the Working Group for Financial and Investment Planning. ______________________________________________________________________ Auditors Appointment No : 1 Auditor Name : Mr. TERMPHONG OPANAPHAN CPA License No. : 4501 Accounting and Audit firm : EY OFFICE LIMITED Audit End Date : 31-Dec-2026 No : 2 Auditor Name : Mrs. POONNARD PAOCHAROEN CPA License No. : 5238 Accounting and Audit firm : EY OFFICE LIMITED Audit End Date : 31-Dec-2026 No : 3 Auditor Name : Ms. SINEENART JIRACHAIKHUANKHAN CPA License No. : 6287 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 _________________ ( MissChalunthorn Trakulveerasak ) Company Secretary Authorized person to disclose information ______________________________________________________________________ Company Secretary Office Tell 02 441 7899 (1707, 1708) Email : shares@vichaivej.com, cs.vichaivej@gmail.com ______________________________________________________________________ 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. 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