News Detail

Date/Time
26 Feb 2018 06:44:00
Headline
Schedule meeting of shareholder and divendend payment
Symbol
MSC
Source
MSC
Full Detailed News
Download Full Detailed News
                Dividend payment / Omitted dividend payment

Subject                                  : Cash dividend payment
Date of Board resolution                 : 23-Feb-2018
Type of dividend payment                 : Cash dividend payment
Record date for the right to receive     : 12-Mar-2018
dividends
Ex-dividend date                         : 09-Mar-2018
Payment for                              : Common shareholders
Cash dividend payment (baht per share)   : 0.43
Par value (baht)                         : 1.00
Payment date                             : 30-Apr-2018
Paid from                                :
    Operating period from 01-Jan-2017 to 31-Dec-2017
Remark                                   :
SCO 006/2018


        February 23, 2018


Subject :    Report the Resolutions of Board of Directors Meeting No. 2/2018
To :    Director and Manager
The Stock Exchange of Thailand

Whereas the Board of Directors of Metro Systems Corporation Public Company 
Limited    ("the Company") convened Board of Directors Meeting No. 2/2018 on
February 23, 2018 from 1.30 p.m. to 4.00 p.m. at the meeting room of building A
floor 2 of Metro Systems Corporation Public Company Limited, where is located at
 No. 400, Chalermprakiat Rama IX Road, Nongbon, Prawet, Bangkok.

The Company would like to report the resolutions of Board of Directors Meeting 
as follows;
1.    To consider revising the Article of Association.
Resolution
  The meeting has an opinion that the Company's regulation should be revised in 
category 5 regarding to shareholder's meeting, article 33 paragraph 2, to be
consistent with Public Limited Companies Act, B.E.2535 section 100 (revised
edition). It is accordance with Order of  the Head of National Council for Peace
and Order No 21/2017 on amendments of laws to facilitate the ease of doing
Business, article 9. The meeting then proposes the said Article of Association
to  the meeting of Annual General Meeting to consider this matter.
    
2. To consider the necessary agenda to propose in Annual General Meeting 2018
    2.1   To confirm the minutes of the Annual General Meeting No.22/2017.
    Resolution
    The meeting has an opinion that the minutes of the Annual General Meeting 
No. 22/2017 which convened on April 5, 2017 was accurate completely. The meeting
then proposes the said minutes to the meeting of Annual General Meeting to
confirm this matter.
    2.2 To acknowledge the Company's operating results for the year ending 
December 31, 2017 and Annual Report for 2017.
    Resolution
    The meeting has an opinion to propose the Company's operating results for 
the year ending December 31, 2017 and Annual Report 2017 to the meeting of
Annual General Meeting for acknowledgement.
    2.3  The Statement of Financial  Position  and Statement of Comprehensive 
Income for  the fiscal period ending December 31, 2017
    Resolution
    The meeting has an opinion to propose to the Annual General Meeting for 
approval of  the Statement of Financial Position and Statement of Comprehensive
Income for the fiscal period ending December 31, 2017 which were audited by the
Company's auditors and consent from the Audit Committee and Board of Directors.
     2.4  The profit allocation and declaration of dividend payment for 2017
     Resolution
     The meeting has an opinion to propose to the Annual General Meeting for the
profit allocation and  declaration  of dividend  payment  according to the 2017
operation results at the rate of THB 0.43 per share, amounting to THB
154,800,000 to the Company's shareholders on the date of April 30, 2018.
         However, the right to receive the said dividend is pending to shareholders 
approval at Annual General Meeting.
        2.5  The election of directors in place of those retiring by rotation
    Resolution
    The meeting acknowledged that (1) Mr. Sunpitt Sethpornpong (2) Narong 
Charuvajana (3) Dr. Virach Aphimeteetamrong will retire by rotation at the 2018
Annual General Meeting. However, the Board of Directors propose to elect these
directors at the Annual General Meeting as the directors of the Company for
another term according to the opinion of the Nominating and Remuneration
Sub-Committee.
    Nevertheless, the said three retiring directors has completely qualification
of the directors in accordance with the Articles of Association, the Public
Limited Companies Act, the Securities and Exchange Act and Company's rules. For
Dr. Virach Aphimeteetamrong, who has been elected to another term, qualified
independent directors in accordance to the definition of the independent
directors and the rule of The Securities and Exchange Commission and The Stock
Exchange of Thailand.
    2.6 The remuneration of the Board of Directors, the Audit Committee and 
other Committees for 2018
    Resolution
    The meeting has an opinion to propose to the Annual General Meeting for 
specifying  the remuneration of the Board of Directors, the Audit Committee, the
Executive Committee and the other committees for the year 2018 which was
examined by the Nominating and Remuneration  Sub-Committee as follows;
     Remuneration of Board of Directors
     - Board of Directors' Annual Remuneration      not over than 2,400,000 
THB/year
     - Directors meeting fee                                         amounting to  
     20,000 THB/person/meeting
     Remuneration of Audit Committee
     -  For the Chairman                      amounting to     130,000 THB/each quarter
                    -  For each member                amounting to       90,000 THB/each 
quarter
     Remuneration of Executive Committee
     -  For the Chairman                 amounting to      12,000     THB/person/meeting
     -  For each member                 amounting to      12,000     THB/person/meeting
     However, the Directors who take the position of Executive Director are 
unable to get                      the Board of Directors meeting fee.
     Remuneration of the other committees
     Committee/Sub-Committee                            Chairman                   each 
member
                                  (person/meeting)          (person/meeting)
     Corporate Social Responsibility Committee                15,000 THB        10,000 THB
     Corporate Governance Sub-Committee        15,000 THB        10,000 THB
     Risk Management Sub-Committee            15,000 THB        10,000 THB
     Nominating and Remuneration Sub-committee            15,000 THB        10,000 THB

2.7  The appointment of the Company's Auditor and to fix the auditor's 
remuneration for 2018
Resolution
The meeting has an opinion according to the audit committee's proposal. Then 
propose  to the Annual General Meeting to consider the appointment of Mr.
Veerachai Ratanajaratkul,  C.P.A. License No.4323 and/or Ms.Marisa
Tharathornbunpakul, C.P.A. License No.5752 and/or Ms. Patamavan Vadhanakul,
C.P.A. License No. 9832 of KPMG Phoomchai Audit Limited as auditors of the
Company for the fiscal year 2018 and to fix the auditor's remuneration for the
annual financial statement of the Company in the amount of THB 1,550,000 and the
financial statement for three quarters in the amount of THB 450,000 Therefore,
the total amount of the auditor's remuneration for the year 2018 is THB
2,000,000.

3. To specify the schedule of the Annual General Meeting No.23/2018 and specify 
 the record date as follows:
       3.1  The Annual General Meeting No. 23/2018 will be convened on April 4, 
2018 from 10.00 a.m. at Metro Systems Corporation Public Company Limited located
at No. 400, Chalermprakiat Rama IX Road, Nongbon, Prawet, Bangkok. Building G,
Floor 2. The agenda for the meeting is as follows;
 (1)    To confirm the Minutes of the Annual General Meeting No. 22/2017;
 (2)    To acknowledge the Company's operating results for the year ending December
 31, 2017 and Annual Report for 2017;
               (3)    To approve the Statement of Financial Position and Statement 
of Comprehensive  Income for the fiscal period ending December 31, 2017 ;
 (4)    To approve the profit allocation and declaration of dividend payment for 
2017;
 (5)    To consider the election of directors in place of those retiring by 
rotation;
 (6)    To consider fixing the remuneration of Directors, Audit Committee and other
 Committees for 2018;
 (7)    To consider the appointment of the Company's Auditor and fixing  the 
auditor's remuneration for 2018;
 (8)    To consider revising the Article of Association.
 (9)    Other business (if any).
                     3.2  The record date for determination of which 
shareholders are eligible to attend  the Annual General Meeting and entitled to
obtain dividend is fixed on March 12, 2018.


    Please be informed accordingly.



    Yours sincerely,
        
                      Nittaya Thanaviriyakul

      (  Mrs.Nittaya Thanaviriyakul )
    President of Corporate secretary bureau
     Metro Systems Corporation Public Company Limited


Corporate Secretary Bureau
02-089-4124, 02-089-4213
______________________________________________________________________

Schedule of Shareholders' meeting

Subject                                  : Schedule of Annual General Meeting of
 Shareholders
Date of Board resolution                 : 23-Feb-2018
Shareholder's meeting date               : 04-Apr-2018
Beginning time of meeting (h:mm)         : 10 : 00
Record date for the right to attend the  : 12-Mar-2018
meeting
Ex-meeting date                          : 09-Mar-2018
Significant agenda item                  :
  - Cash dividend payment
Venue of the meeting                     : Metro Systems Corporation Public 
Company Limited. No.400, Chalermprakiat Rama9, Nongbon, Prawet, Bangkok 10250
Remark                                   :
SCO 006/2018


        February 23, 2018


Subject :    Report the Resolutions of Board of Directors Meeting No. 2/2018
To :    Director and Manager
The Stock Exchange of Thailand

Whereas the Board of Directors of Metro Systems Corporation Public Company 
Limited    ("the Company") convened Board of Directors Meeting No. 2/2018 on
February 23, 2018 from 1.30 p.m. to 4.00 p.m. at the meeting room of building A
floor 2 of Metro Systems Corporation Public Company Limited, where is located at
 No. 400, Chalermprakiat Rama IX Road, Nongbon, Prawet, Bangkok.

The Company would like to report the resolutions of Board of Directors Meeting 
as follows;
1.    To consider revising the Article of Association.
Resolution
  The meeting has an opinion that the Company's regulation should be revised in 
category 5 regarding to shareholder's meeting, article 33 paragraph 2, to be
consistent with Public Limited Companies Act, B.E.2535 section 100 (revised
edition). It is accordance with Order of  the Head of National Council for Peace
and Order No 21/2017 on amendments of laws to facilitate the ease of doing
Business, article 9. The meeting then proposes the said Article of Association
to  the meeting of Annual General Meeting to consider this matter.
    
2. To consider the necessary agenda to propose in Annual General Meeting 2018
    2.1   To confirm the minutes of the Annual General Meeting No.22/2017.
    Resolution
    The meeting has an opinion that the minutes of the Annual General Meeting 
No. 22/2017 which convened on April 5, 2017 was accurate completely. The meeting
then proposes the said minutes to the meeting of Annual General Meeting to
confirm this matter.
    2.2 To acknowledge the Company's operating results for the year ending 
December 31, 2017 and Annual Report for 2017.
    Resolution
    The meeting has an opinion to propose the Company's operating results for 
the year ending December 31, 2017 and Annual Report 2017 to the meeting of
Annual General Meeting for acknowledgement.
    2.3  The Statement of Financial  Position  and Statement of Comprehensive 
Income for  the fiscal period ending December 31, 2017
    Resolution
    The meeting has an opinion to propose to the Annual General Meeting for 
approval of the Statement of Financial Position and Statement of Comprehensive
Income for the fiscal period ending December 31, 2017 which were audited by the
Company's auditors and consent from the Audit Committee and Board of Directors.
     2.4  The profit allocation and declaration of dividend payment for 2017
     Resolution
     The meeting has an opinion to propose to the Annual General Meeting for the
profit allocation and  declaration  of dividend  payment  according to the 2017
operation results at the rate of THB 0.43 per share, amounting to THB
154,800,000 to the Company's shareholders on the date of April 30, 2018.
         However, the right to receive the said dividend is pending to shareholders 
approval at Annual General Meeting.
        2.5  The election of directors in place of those retiring by rotation
    Resolution
    The meeting acknowledged that (1) Mr. Sunpitt Sethpornpong (2) Narong 
Charuvajana  (3) Dr. Virach Aphimeteetamrong will retire by rotation at the 2018
Annual General Meeting. However, the Board of Directors propose to elect these
directors at the Annual General Meeting as the directors of the Company for
another term according to the opinion of the Nominating and Remuneration
Sub-Committee.
    Nevertheless, the said three retiring directors has completely qualification
of the directors in accordance with the Articles of Association, the Public
Limited Companies Act, the Securities and Exchange Act and Company's rules. For
Dr. Virach Aphimeteetamrong, who has been elected to another term, qualified
independent directors in accordance to the definition of the independent
directors and the rule of The Securities and Exchange Commission and The Stock
Exchange of Thailand.
    2.6 The remuneration of the Board of Directors, the Audit Committee and 
other Committees for 2018
    Resolution
    The meeting has an opinion to propose to the Annual General Meeting for 
specifying the remuneration of the Board of Directors, the Audit Committee, the
Executive Committee and the other committees for the year 2018 which was
examined by the Nominating and Remuneration              Sub-Committee as
follows;
     Remuneration of Board of Directors
     - Board of Directors' Annual Remuneration      not over than 2,400,000 
THB/year
     - Directors meeting fee                                         amounting to  
     20,000 THB/person/meeting
     Remuneration of Audit Committee
     -  For the Chairman                      amounting to     130,000 THB/each quarter
                    -  For each member                amounting to       90,000 THB/each 
quarter
     Remuneration of Executive Committee
     -  For the Chairman                 amounting to      12,000     THB/person/meeting
     -  For each member                 amounting to      12,000     THB/person/meeting
     However, the Directors who take the position of Executive Director are 
unable to get                      the Board of Directors meeting fee.
     Remuneration of the other committees
     Committee/Sub-Committee                            Chairman                   each 
member
                                  (person/meeting)          (person/meeting)
     Corporate Social Responsibility Committee                15,000 THB        10,000 THB
     Corporate Governance Sub-Committee        15,000 THB        10,000 THB
     Risk Management Sub-Committee            15,000 THB        10,000 THB
     Nominating and Remuneration Sub-committee            15,000 THB        10,000 THB

2.7  The appointment of the Company's Auditor and to fix the auditor's 
remuneration for 2018
Resolution
The meeting has an opinion according to the audit committee's proposal. Then 
propose  to the Annual General Meeting to consider the appointment of Mr.
Veerachai Ratanajaratkul,                C.P.A. License No.4323 and/or Ms.Marisa
Tharathornbunpakul, C.P.A. License No.5752 and/or                           Ms.
Patamavan Vadhanakul, C.P.A. License No. 9832 of KPMG Phoomchai Audit Limited
as auditors of the Company for the fiscal year 2018 and to fix the auditor's
remuneration for the annual financial statement of the Company in the amount of
THB 1,550,000 and the financial statement for three quarters in the amount of
THB 450,000 Therefore, the total amount of the auditor's remuneration for the
year 2018 is THB 2,000,000.

3. To specify the schedule of the Annual General Meeting No.23/2018 and specify 
 the record date as follows:
       3.1  The Annual General Meeting No. 23/2018 will be convened on April 4, 
2018 from 10.00 a.m. at Metro Systems Corporation Public Company Limited located
at No. 400, Chalermprakiat Rama IX Road, Nongbon, Prawet, Bangkok. Building G,
Floor 2. The agenda for the meeting is as follows;
 (1)    To confirm the Minutes of the Annual General Meeting No. 22/2017;
 (2)    To acknowledge the Company's operating results for the year ending December
 31, 2017 and Annual Report for 2017;
               (3)    To approve the Statement of Financial Position and Statement 
of Comprehensive  Income for the fiscal period ending December 31, 2017 ;
 (4)    To approve the profit allocation and declaration of dividend payment for 
2017;
 (5)    To consider the election of directors in place of those retiring by 
rotation;
 (6)    To consider fixing the remuneration of Directors, Audit Committee and other
 Committees for 2018;
 (7)    To consider the appointment of the Company's Auditor and fixing  the 
auditor's remuneration for 2018;
 (8)    To consider revising the Article of Association.
 (9)    Other business (if any).
                     3.2  The record date for determination of which 
shareholders are eligible to attend  the Annual General Meeting and entitled to
obtain dividend is fixed on March 12, 2018.


    Please be informed accordingly.



    Yours sincerely,
        
                Nittaya Thanaviriyakul

      (  Mrs.Nittaya Thanaviriyakul )
    President of Corporate secretary bureau
     Metro Systems Corporation Public Company Limited


Corporate Secretary Bureau
02-089-4124, 02-089-4213
______________________________________________________________________
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.