Date/Time 25 Mar 2026 12:39:00
Headline
Dividend Payment, Schedule, and Agenda for the 33rd Annual General Meeting of Shareholders (the Year 2026) via Electronic Meeting (e-Meeting) and the Agenda (Revised)
Schedule of Shareholders' meeting Subject : Schedule of Annual General Meeting of Shareholders Date of Board resolution : 25-Feb-2026 Shareholder's meeting date : 03-Apr-2026 Beginning time of meeting (hh:mm) : 14 : 00 Record date for the right to attend the : 12-Mar-2026 meeting Ex-meeting date : 11-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 Agenda Item : 1 Agenda Detail : To acknowledge the Board of Directors' annual report Type : To acknowledge Board's Resolution : The General Meeting should acknowledge the Board of Directors' annual report. The financial figures and other details are disclosed in Form 56-1 One Report. Agenda Item : 2 Agenda Detail : To consider and approve the Financial Statement for the year ending 31st December 2025 Type : To Consider and approve Board's Resolution : The Board and the Audit Committee has been considered that the General Meeting should approve the Financial Statement for the year ending 31st December 2025 as which has already been certified by the Bank's auditor and has been proposed by the Board. Agenda Item : 3 Agenda Detail : To consider and approve the appropriation of the 2025 net profit and dividend payment Type : To Consider and approve Board's Resolution : The General Meeting should approve the appropriation of the 2025 net profit in the amount of Baht 44,095.59 million and dividend payment as follows: 1. The Bank has no need to allocate profit as the legal reserve by the Bank's Articles of Association and the Public Limited Companies Act B.E.2535 (1992) and its amendment as the Bank's legal reserve has completely reached the amount required. 2. The bank has approved the appropriation of the 2025 net profit and the dividend payment will be paid to preferred shareholders at a rate of 2.8245 baht per share and to ordinary shareholders at a rate of 2.6700 baht per share, equivalent to 85 percent of the Bank's net profit {77 percent of the consolidated financial statements' net profit (the Bank's attribution)}, consisting of 2.1 The dividend payment will be paid to preferred shareholders at a rate of 2.2245 baht per share and to ordinary shareholders at a rate of 2.0700 baht per share, equivalent to 66 percent of the Bank's net profit {60 percent of the consolidated financial statements' net profit (the Bank's attribution)}. 2.2 The payment of special dividends from retained earnings to preferred and ordinary shareholders at a rate of 0.60 baht per share. The payment of 2025 interim dividend paid to preferred and ordinary shareholders at a rate of 0.43 baht per share on Thursday, 27th November 2025. Therefore, the remaining dividend to be paid for this period to preferred shareholders at a rate of 2.3945 baht per share and to ordinary shareholders at a rate of 2.2400 baht per share. The Bank has gathered the Record Date on which shareholders have the right to receive the dividend on Thursday, 16th April 2026 and the dividend payment shall be made on Thursday, 30th April 2026. The annual dividends and the special dividends will be paid from the net profit for the year 2025 that the Bank paid tax at the rate of 20 percent; an individual shareholder may apply for a tax credit on the dividend at the rate of 20/80 of the amount of the dividend received. Agenda Item : 4 Agenda Detail : To consider and approve the Directors' remuneration Type : To Consider and approve Board's Resolution (Update) : The Nomination and Remuneration Committee has considered the rule of the directors' remuneration and the committee' remuneration by the structural criteria and rate of the directors' remuneration comparison. Inclusively, the Bank also considered the appropriateness of the duties and responsibilities of the Board of Directors. Thus, the remuneration shall be in line with the peer-listed companies and commercial banks. The General Meeting should approve the 2026 Directors' remuneration; same rate as 2025, and Directos' gratuity as follows: 4.1 Directors' remuneration for the year 2026 4.1.1. Monthly Remuneration (according to the tenure) -Chairman of the Board of Directors Bt 160,000 / month -Director of the Bank Bt 80,000 / month 4.1.2. Meeting Honorarium (1) The Board of Directors (For the directors who attend the meeting not more than 20 times per year) -Chairman Bt 75,000 / meeting -Director of the Bank Bt 60,000 / meeting (2) For each committees, the Labor Relations Committee, the Subcommittee, or other committees (Total not more than 2 committees and each, not over 12 times per year, except for the Executive Committee. and the Audit Committee in not more than 20 times per year) -Chairman Bt 37,500 / meeting -Director Bt 30,000 / meeting Remark - The meeting honorarium will be paid only to the Directors who attend the meeting. - If other Directors who are not the Bank's personnel attend the meeting, the Bank will pay the meeting honorarium at the same rate. Hence, the meeting attendance shall not exceed a total of 2 committees and each not over 12 times per year. 4.2) Directors' gratuity The principle for paying directors' gratuity is submitted to the General Meeting for approval in the form of criteria for calculating directors' gratuity by setting the payment at a rate of 0.39 percent of ordinary share dividend, excluding special dividends, which is the same rate as last year. The distribution of the gratuity shall be at the discretion of the Board.Directors' gratuity for the year 2025 is paid at a rate of 0.39 percent of the ordinary share dividend, excluding special dividends. The allocation shall be at the discretion of the Board.In this regard, calculate the directors' gratuity at the rate of 0.39 percent of the ordinary share dividend, excluding any special dividends, based on the ordinary share dividend as proposed by the Board of Directors, to be consistent with the payment of the ordinary share dividend. Agenda Item : 5 Agenda Detail : To consider the election of Directors to replace those who are retiring upon completion of their terms of office Type : To consider and approve the appointment of directors Board's Resolution (Update) : The Board of Directors and the Nomination and Remuneration Committee have considered recruiting individuals under the criteria for the nomination and appointment of Directors which accordance with the principles of Good Corporate Governance. By considering individuals who have knowledge, ability, mora lity, responsibility, can perform their duties with care and honesty, as well as meet all legal qualifications and not having prohibited characteristics according to the relevant laws and regulations. The Board proposes the election of Prof. Dr. Kittipong Kittayarak, Mr. Attapol Attaworadej and Mr. Payong Srivanich to con tinue serving as Directors for another term. Since in the past, these Directors has performed their duties by using knowledge, abilities, professional skills, exper tise, and experience to stipulates the policies and supporting and promoting the operations of the Bank efficiently and effectively. This includes Mr.Payong Sriva nich as Chief Executive Office who plays a key role to set the strategic directions and driving the organization to achieve goals efficiently, possessing know led ge, expertise, and deep understanding in the banking business, and being able to translate policy formulation into concrete and consistent practice throug hout the organization. Additionally, the Board proposes the election of Mr. Virasak Sutanthavibul to continue serving as Directors and Independent Directors for anot ther term. Since in the past, Mr. Virasak has performed their duties as Directors and Independent Directors with caution, honesty, integrity, and adherence to go od corporate governance principles, while also using his knowledge and experience to support policy stipulating and effectively oversee the bank's opera tions. Currently, Mr. Virasak Sutanthavibul has served as an Independent Director at Thai Plaspac PCL and Nirvana Development PCL which maintains a business relationship with the Bank in the form of loans and liabilities exceeding twenty million Baht. The Board of Directors has reviewed this relationship in accordance with the Securities and Exchange Act 1992 (B.E. 2535) and its amendments, Section 89/7, and determined that it does not compromise the nominee's ability to perform duties independently and provide impartial opinions. Both nominees meet the qualifications for Independent Directors as outlined in relevant laws, regulations, and criteria, and their appointments will be beneficial to the Bank's operations. Agenda Item : 6 Agenda Detail : To consider the election of the Bank's auditor and fix the audit fee Type : To Consider and approve Board's Resolution : The Board of Directors and the Audit Committee agreed that the auditors from EY Company Limited have experience and proficiency, which is accepted by international standards, and the audit fee is appropriate for the scope of the audit. Therefore, the Board of Directors proposed to the meeting to appoint: 1. Ms.Somjai Khunapasut, Certified Public Accountant (Thailand) No.4499 or 2. Ms.Wanwilai Phetsang, Certified Public Accountant (Thailand) No.5315 or 3. Ms. Ratchada Yongsawatwanich, Certified Public Accountant (Thailand) No. 4951 EY Company Limited is the Bank's auditor for the year 2026 and fix the audit fee for the headquarter domestic branches, is at Baht 22.8 million and foreign branches is at Baht 7.1 million, totally Baht 29.9 million. (The audit fees for foreign branches will be paid in foreign currency according to the contract of each country.) In addition, the Bank would like to report the audit fees of the 12 Bank's subsidiaries in 2026, the total amount was Baht 9.8 million which, combined with the audit fees of both domestic and foreign branches, the totals Baht 39.7 million. ______________________________________________________________________ Dividend payment / Omitted dividend payment Subject : Cash dividend payment Date of Board resolution : 25-Feb-2026 Type of dividend payment : Cash dividend payment Record date for the right to receive : 16-Apr-2026 dividends Ex-dividend date : 10-Apr-2026 Payment for : Common shareholders Cash dividend payment (baht per share) : 1.64 Special dividend (baht per share) : 0.60 Payment for : Preferred shareholders Cash dividend payment (baht per share) : 1.7945 Special dividend (baht per share) : 0.60 Par value (baht) : 5.15 Payment date : 30-Apr-2026 Paid from : Operating period from 01-Jan-2025 to 31-Dec-2025 ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. KITTIPONG KITTAYARAK Position in company (1) : DIRECTOR Effective Date (1) : 23-Jul-2023 ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. PAYONG SRIVANICH Position in company (1) : DIRECTOR Effective Date (1) : 08-Nov-2016 ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. ATTAPOL ATTAWORADEJ Position in company (1) : DIRECTOR Effective Date (1) : 07-Apr-2023 ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. VIRASAK SUTANTHAVIBUL Position in company (1) : INDEPENDENT DIRECTOR Effective Date (1) : 16-Mar-2026 ______________________________________________________________________ Auditors Appointment No : 1 Auditor Name : Miss Somjai Khunapasut CPA License No. : 4499 Accounting and Audit firm : EY OFFICE LIMITED Audit End Date : 31-Dec-2026 No : 2 Auditor Name : Miss WANWILAI PHETSANG CPA License No. : 5315 Accounting and Audit firm : EY OFFICE LIMITED Audit End Date : 31-Dec-2026 No : 3 Auditor Name : Miss RACHADA YONGSAWADVANICH CPA License No. : 4951 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.Pongsit Chaichutpornsuk ) Corporate 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.