News Detail

Date/Time
05 Feb 2020 17:15:00
Headline
Report on the Board of Directors' meeting resolutions, the date of the 2020 Annual General Meeting of Shareholders and the omission of dividend payment for the year 2019
Symbol
JTS
Source
JTS
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                Schedule of Shareholders' meeting

Subject                                  : Schedule of Annual General Meeting of
 Shareholders
Date of Board resolution                 : 05-Feb-2020
Shareholder's meeting date               : 28-Apr-2020
Beginning time of meeting (h:mm)         : 10 : 00
Record date for the right to attend the  : 28-Feb-2020
meeting
Ex-meeting date                          : 27-Feb-2020
Significant agenda item                  :
  - Omitted dividend payment
  - To consider an addition of the Company's objective and an amendment to 
Clause 3 (Objective) of the Company's Memorandum of Association
Venue of the meeting                     : Auditorium, Jasmine International 
Tower, 3rd floor, No. 200, Moo 4, Chaengwatana Road, Tambon Pakkret, Amphoe
Pakkret, Nonthaburi 11120
Remark                                   :
[ TRANSLATION ]
Our Ref. JTS/CS-001/2563

February 5, 2020

Subject    :    Report on the Board of Directors' meeting resolutions, the date of the
2020 Annual General Meeting of Shareholders and the omission of dividend
payment for the year 2019
Attention    :    The President of the Stock Exchange of Thailand

The Board of Directors of Jasmine Telecom Systems Public Company Limited (the 
"Company") at the meeting No. 1/2020 convened on February 5, 2020 has passed the
 following resolutions.

1.    The meeting has deemed it appropriate to propose the shareholders' meeting to
certify the minutes of the 2019 Annual General Meeting of Shareholders, held on
 April 25, 2019.

2.    The meeting has deemed it appropriate to propose the shareholders' meeting to
approve no allotment of the net profit as legal reserve as the Company's legal
reserve has reached the minimum amount required by law (10 percent of the
registered capital). At present, the Company's legal reserve is Baht
70,645,730.00. The meeting has also deemed it appropriate to propose the
shareholders' meeting to approve the omission of the dividend payment from the
operating result of the year 2019 to retain the profit for working capital.

3.    The meeting has deemed it appropriate to propose the shareholders' meeting to
approve appointing the following persons from EY Office Limited to be the
Company's auditor for the year 2020:-

1.    Mrs.Chonlaros    Suntiasvaraporn,     Certified Public Accountant Registration No. 
4523 or
    (She signed to certify the Company's financial statements for the years 
2016-2019, totaling 4 years)
2.    Mr. Vatcharin    Pasarapongun     Certified Public Accountant Registration No. 6660
 or
    (He has never signed to certify the Company's financial statements.)
3.    Mr.Supachai    Phanyawattano    Certified Public Accountant  Registration No. 3930
    (He signed to certify the Company's financial statements for the years 
2014-2015, totaling
2 years)

In the event that those auditors are unable to perform their duties, EY Office 
Limited is authorized to assign another of its auditors to perform the audit and
 state the opinions on the Company's financial statements in their place.

The meeting has also deemed it appropriate to propose the shareholders' meeting 
to approve fixing the annual audit fee for the year 2020 at the amount of not
exceeding Baht 1,370,000.00 (One million, three hundred and seventy thousand
Baht), excluding other expenses.

4.    The meeting has approved the retirement by rotation for the year 2020 of the 
Company's 3 directors namely, Mr. Pleumjai Sinarkorn, Mrs. Nonglug
Pongsrihadulchai and Ms. Chaovana Viwatpanachati and the re-election of these
directors to directorship for another term. The meeting has deemed it
appropriate that this matter be proposed to the shareholders' meeting for
approval. As for the directors' remuneration for the year 2020, proposed at the
amount of not exceeding Baht 4,000,000.00 (Four million Baht), the meeting has
also deemed it appropriate that the matter be proposed to the shareholders'
meeting for approval.



5.    The meeting has deemed it appropriate to propose the shareholders' meeting to
approve an addition of the Company's objective and an amendment to Clause 3
(Objective) of the Memorandum of Association of the Company for the Company's
operation. Details are as follows:

"(82)    To engage in the business of cloud computing system service offering, 
consisting of Infrastructure-as-a-service and Software-as-a-service, including
but not limited to private cloud service, public cloud service and hybrid cloud
service; in addition to the provision of application services via cloud
computing system."

6.    The meeting has approved fixing the schedule for the 2020 Annual General 
Meeting of Shareholders to be on Tuesday, April 28, 2020 at 10.00 hrs. at
Auditorium, Jasmine International Tower, 3rd floor, No. 200, Moo 4, Chaengwatana
Road, Tambon Pakkret, Amphoe Pakkret, Nonthaburi 11120. The meeting agendas are
 as follows:-

Agenda 1    To consider certifying the Minutes of the 2019 Annual General Meeting 
of Shareholders, held on April 25, 2019;
Agenda 2    To acknowledge the Company's operating result for the year 2019;
Agenda 3    To consider approving the Company's financial statements, ended 
December 31, 2019;
Agenda 4    To consider the allocation of net profit as legal reserve and the 
dividend payment from the operating result for the year 2019;
Agenda 5    To consider an appointment of the auditor and to fix the audit fee for 
the year 2020;
Agenda 6    To consider the election of directors to replace those who retire by 
rotation and fix the remuneration for the year 2020;
Agenda 7    To consider an addition of the Company's objective and an amendment to 
Clause 3 (Objective) of the Company's Memorandum of Association
Agenda 8    To consider other issues (if any).

7.    The meeting has approved the Record Date to determine the names of the 
shareholders who are entitled to attend the 2020 Annual General Meeting of
Shareholders to be on Friday, February 28, 2020.


The invitation letter to the 2020 Annual General Meeting of Shareholders 
together with the documents for the meeting are posted on the Company website
(http://www.jts.co.th) on Friday, March 27, 2020.


Please be informed accordingly.

Sincerely yours,
Jasmine Telecom Systems Public Company Limited.


[Pleumjai Sinarkorn]
(Mr. Pleumjai Sinarkorn)
Chairman of the Board of Directors
______________________________________________________________________

Dividend payment / Omitted dividend payment

Subject                                  : Omitted dividend payment
Date of Board resolution                 : 05-Feb-2020
Omitted dividend payment from            :
    Operating period from 01-Jan-2019 to 31-Dec-2019
______________________________________________________________________
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