Date/Time 13 มี.ค. 2568 13:34:00

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Resolution of the Board of Directors, AGM No.2/2025 and the omission of dividend payment for the year 2024 (Revised)

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Schedule of Shareholders' meeting Subject : Schedule of Annual General Meeting of Shareholders Date of Board resolution : 12-Mar-2025 Shareholder's meeting date : 30-Apr-2025 Beginning time of meeting (hh:mm) : 10 : 00 Record date for the right to attend the : 26-Mar-2025 meeting Ex-meeting date : 25-Mar-2025 Significant agenda item : - Cash dividend payment - Changing / renewal of the term of the director(s) - To amendment the company's objectives Venue of the meeting : Meetings via electronic media only (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 recommends that the shareholders approve the minutes of the 2024 AGM held on 30th April 2024. Agenda Item : 2 Agenda Detail : To adopt the reports of board of directors and operating results for the year ended 31 December 2024 Type : To Consider and approve Board's Resolution : The Board recommends that the meeting acknowledge the performance of the Board of Directors for the past year and the 2024 Annual Registration Statement/Annual Report (Form 56-1 One Report). 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 recommends that the shareholders approve the Company's statement of financial position and comprehensive income statement for the year ended 31st December 2024, which has been audited and certified by the Company's auditors. Agenda Item : 4 Agenda Detail : To Consider and Approve Dividend Payment for the Performance of the Year 2024 Type : To Consider and approve Board's Resolution : The Board recommends that the Annual General Meeting of Shareholders consider and approve the dividend payment for the 2024 performance, as the Company has achieved profitability. The right to receive the aforementioned dividend remains uncertain until it is approved by the Annual General Meeting of Shareholders Agenda Item : 5 Agenda Detail : To Consider and Appoint New Directors in Place of Those Retiring by Rotation Type : To consider and approve the appointment of directors Board's Resolution : The Board agrees with the proposal of the Nomination and Remuneration Committee and recommends that the shareholders' meeting reappoint (1) Mr. Chaiwat Atsawintarangkun, (2) Mr. Jiramote Phahusutr, and (3) Mr. Paisan Tangyuenyong. As directors of the Company for another term. The qualifications of these individuals have been reviewed, and they are recognized as knowledgeable, capable, and experienced professionals who will benefit the Company's operations. Furthermore, they meet the qualifications of independent directors as defined by the Stock Exchange of Thailand and can provide impartial opinions in accordance with relevant guidelines. Agenda Item : 6 Agenda Detail : To consider and approve the remuneration package for the Company's Board of Directors and Subcommittees for the year 2025. Type : To Consider and approve Board's Resolution : The Board agrees with the recommendation of the Nomination and Remuneration Committee to propose that the shareholders' meeting approve the monetary remuneration for the Company's Board of Directors, Audit Committee, Nomination and Remuneration Committee, and Risk Management Committee for the year 2025 as follows: 1. Meeting Attendance Fees A meeting attendance fee of 20,000 Baht per person per meeting will be paid to the Board of Directors for each meeting they attend. This represents an increase of 2,000 Baht per person per meeting or an 11% increase from the meeting attendance fee for the year 2024. 2. Directors' Gratuity Directors' gratuity of 300,000 Baht per person per year will be paid to the Audit Committee. This gratuity remains unchanged from that of the year 2024. Agenda Item : 7 Agenda Detail : To consider and approve the appointment of auditor and fix his/her remuneration for the year 2025 Type : To Consider and approve Board's Resolution : The Board concurs with the Audit Committee's recommendation and proposes that the shareholders' meeting appoint the following auditors: (1) Mr. Gomin Linprachya, CPA Registration No. 3675, (2) Mr. Jesada Hangsapruk, CPA Registration No. 3759, (3) Mr. Wichian Prungphanich, CPA Registration No. 5851, and/or (4) Ms. Khotchamon Sunhuan, CPA Registration No. 11536, and/or other auditors assigned by Karin Audit Co., Ltd., as the auditors for the Company and its subsidiaries. Agenda Item : 8 Agenda Detail : To Consider and Approve the Amendment of the Company's Objectives and Memorandum of Association Type : To Consider and approve Board's Resolution : The Board proposes that the shareholders' meeting consider and approve the amendment of the Company's objectives and Article 3 (Objectives) of the Memorandum of Association. Agenda Item : 9 Agenda Detail : To consider other agenda Type : To Consider and approve ______________________________________________________________________ Dividend payment / Omitted dividend payment Subject : Cash dividend payment Date of Board resolution : 12-Mar-2025 Type of dividend payment : Cash dividend payment Record date for the right to receive : 26-Mar-2025 dividends Ex-dividend date : 25-Mar-2025 Payment for : Common shareholders Cash dividend payment (baht per share) : 0.06 Par value (baht) : 1.00 Payment date : 16-May-2025 Paid from : Retained Earnings ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. JIRAMOTE PHAHUSUTR Position in company (1) : DIRECTOR Effective Date (1) : 29-Apr-2013 Position in company (2) : MANAGING DIRECTOR Effective Date (2) : 16-Mar-2018 ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. CHAIWAT ATSAWINTARANGKUN Position in company (1) : INDEPENDENT DIRECTOR Effective Date (1) : 30-Oct-2003 Position in company (2) : CHAIRMAN OF THE AUDIT COMMITTEE Effective Date (2) : 14-Nov-2003 ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. PAISARN TANGYUENYONG Position in company (1) : INDEPENDENT DIRECTOR Effective Date (1) : 30-Jun-2016 ______________________________________________________________________ Auditors Appointment No : 1 Auditor Name : Mr. KOMIN LINPHRACHAYA CPA License No. : 3675 Accounting and Audit firm : KARIN AUDIT COMPANY LIMITED Audit End Date : 31-Dec-2025 No : 2 Auditor Name : MR. JADESADA HUNGSAPRUEK CPA License No. : 3759 Accounting and Audit firm : KARIN AUDIT COMPANY LIMITED Audit End Date : 31-Dec-2025 No : 3 Auditor Name : Mr. WICHIAN PROONGPANISH CPA License No. : 5851 Accounting and Audit firm : KARIN AUDIT COMPANY LIMITED Audit End Date : 31-Dec-2025 No : 4 Auditor Name : Ms. KOJCHAMON SUNHUAN CPA License No. : 11536 Accounting and Audit firm : KARIN AUDIT COMPANY LIMITED Audit End Date : 31-Dec-2025 ______________________________________________________________________ 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.