Date/Time 28 Feb 2025 17:05:00
Headline
Notification to the Resolutions of the Board of Directors' Meeting No.1/2025 regarding to omitted dividend payment and schedule and agenda items of the 2025 Annual General Meeting of Shareholders.
Letter No. : PORT-SET-109 Subject : Notification to the Resolutions of the Board of Directors' Meeting No.1/2025 regarding to omitted dividend payment and schedule and agenda items of the 2025 Annual General Meeting of Shareholders. To : The President The Stock Exchange of Thailand ______________________________________________________________________ Schedule of Shareholders' meeting Subject : Schedule of Annual General Meeting of Shareholders Date of Board resolution : 28-Feb-2025 Shareholder's meeting date : 23-Apr-2025 Beginning time of meeting (hh:mm) : 14 : 00 Record date for the right to attend the : 18-Mar-2025 meeting Ex-meeting date : 17-Mar-2025 Significant agenda item : - Omitted dividend payment - Changing / renewal of the term of the director(s) Venue of the meeting : Through electronic (E-AGM). Agenda Item : 1 Agenda Detail : To consider and adopt the minutes of the Annual General Meeting of Shareholders 2024 Type : To Consider and approve Board's Resolution : The Board of Directors approved to propose to the shareholders approved as the record had been made correctly. Agenda Item : 2 Agenda Detail : To acknowledge the reports of board of directors and operating results for the year ended 31 December 2024 Type : To acknowledge Board's Resolution : The Board of Directors opines that the Company's operating results as appeared in the Annual Report 2024 (Form 56-1 One Report) should be reported to the Shareholders' meeting for acknowledgement. Agenda Item : 3 Agenda Detail : To consider and approve the financial statements for the year ended 31 December 2024 Type : To Consider and approve Board's Resolution : The Board of Directors approved to propose to the shareholders approve on the statements of financial position and statement of comprehensive income for the year ended December 31, 2024. Agenda Item : 4 Agenda Detail : To consider the approval for omitted dividend payment Type : To Consider and approve Board's Resolution : The Board of Directors approved to propose to the shareholders approve appropriation of the net profit for the year 2024 as the legal reserve total amount THB 1,223,914 and omitted dividend payment for the year 2024 because of the Company has to maintain the cash flow for its business operation. Agenda Item : 5 Agenda Detail : To consider and approve the appointment of directors in replacement of those who must retire by rotation Type : To consider and approve the appointment of directors Board's Resolution : The Board of Directors concurs with the Nomination and Remuneration Committee's recommendation and approved approve on appointment of the directors to replace the directors whose term has expired and re-appointing them to continue another term as below: 1.) Mrs. Vilai Chattanrassamee Independent Director 2.) Mr. Chairat Chongyangyuenvong Director 3.) Mr. Auggoon Srisunthorn Director Agenda Item : 6 Agenda Detail : To consider and approve the directors' remuneration for the year ended 31 December 2024 Type : To Consider and approve Board's Resolution : The Board of Directors concurs with the Nomination and Remuneration Committee's recommendation and approved to propose to the shareholders approve the package of directors' remuneration for the year 2025 maximum limit of THB 3,500,000 same as last year. Agenda Item : 7 Agenda Detail : To consider and approve the appointment of auditor and fix his/her remuneration for the year ended 31 December 2024 Type : To Consider and approve Board's Resolution : The Board of Directors concurs with the Audit Committee's recommendation and approved to propose to the shareholders approve to appointment of the Auditors from Grant Thornton Co., Ltd as listed below: 1.) Mr. Paisan Boonsirisukapong Certified Public Accountant No. 5216 2.) Ms. Luxsamee Deetrakulwattanapol Certified Public Accountant No. 9056 3.) Ms. Kesanee Srathongphool Certified Public Accountant No. 9262 4.) Ms. Saranya Akharamahaphanit Certified Public Accountant No. 9919 whereby any one of them being authorized to conduct the audit and express an opinion on the financial statements of the Company. In the absence of the above-named auditors, Grant Thornton Co., Ltd is authorized to appoint other Certified Public Accountants of Grant Thornton Co., Ltd to carry out the work; and the audit fee for the Year 2025 at the fees of THB 1,396,500 which was equal to that of the preceding year and plus incurred expenses. Agenda Item : 8 Agenda Detail : To consider other agenda Type : To Consider and approve Board's Resolution : - ______________________________________________________________________ Dividend payment / Omitted dividend payment Subject : Omitted dividend payment Date of Board resolution : 28-Feb-2025 Omitted dividend payment from : Operating period from 01-Jan-2024 to 31-Dec-2024 ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. CHAIRAT CHONGYANGYUENVONG Position in company (1) : DIRECTOR Effective Date (1) : 30-Nov-2008 Position in company (2) : Executive Committee ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. ANGGOON SRISUNTHORN Position in company (1) : DIRECTOR Effective Date (1) : 23-Nov-2015 Position in company (2) : Executive Committee ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mrs. VILAI CHATTANRASSAMEE Position in company (1) : INDEPENDENT DIRECTOR Effective Date (1) : 30-Aug-2016 Position in company (2) : CHAIRMAN OF THE AUDIT COMMITTEE Effective Date (2) : 30-Aug-2016 Position in company (3) : Nomination and Remuneration Committee, Risk Management, Governance and Sustainability Committee ______________________________________________________________________ Auditors Appointment No : 1 Auditor Name : Mr. PAISAN BOONSIRISUKAPONG CPA License No. : 5216 Accounting and Audit firm : GRANT THORNTON CO., LTD. Audit End Date : 31-Dec-2025 No : 2 Auditor Name : Ms. LAKSHMI DEETRAKULWATTANAPHOL CPA License No. : 9056 Accounting and Audit firm : GRANT THORNTON CO., LTD. Audit End Date : 31-Dec-2025 No : 3 Auditor Name : Ms. KESANEE SRATHONGPHOOL CPA License No. : 9262 Accounting and Audit firm : GRANT THORNTON CO., LTD. Audit End Date : 31-Dec-2025 No : 4 Auditor Name : MISS SARANYA AKHARAMAHAPHANIT CPA License No. : 9919 Accounting and Audit firm : GRANT THORNTON CO., LTD. Audit End Date : 31-Dec-2025 ______________________________________________________________________ The company hereby certifies that the information above is correct and complete. Signature _________________ ( MRS.Sauwakun Karuchit ) Chief Executive Officer 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.