29 เมษายน 2553
Resolution of the AGM No.1/2010
April 28, 2010
Subject : Notification of Resolution of the Annual General Meeting of
Shareholder No.1/2010
To : The President
The Stock Exchange of Thailand
Central Pattana Public Company Limited would like to announce important
matters that its shareholders at the Annual General Meeting No.1/2010 held on
April 28, 2010 have resolved as follow:
1. Acknowledged the minutes of the Annual General Meeting No.1/2009 held on
April 30, 2009
2. Acknowledged the Company's operating performance for the year 2009.
3. Approved the audited financial statement for the year ended December 31,
2009 with the following voting results:
Approve 1,852,489,970 votes
Disapprove 0 votes
Abstain 231,200 votes
4. Approved the dividend payment from the operation of 2009 at 0.58 Baht per
share for 2,178,816,000 shares which amounted to Baht 1,263,713,280. The
dividends will be paid on May 27, 2010. The shareholder register book for
the right to receive dividend shall be recorded on May 12, 2010. Also, May 13,
2010 shall be the book closing date on which the shareholder list as
specified in section 225 of the Securities and Exchange Act shall be compiled.
The voting results are as follow:
Approve 1,852,641,970 votes
Disapprove 79,300 votes
Abstain 0 votes
5. Approved the appointment of the Directors to replace the Directors whose
tenure have ended for the year 2010 with the following voting results:
1) Mrs. Sunandha Tulayadhan
Approve 1,676,023,066 votes
Disapprove 89,515,177 votes
Abstain 87,188,927 votes
2) Mr. Suthikiati Chirathivat
Approve 1,676,030,066 votes
Disapprove 89,514,177 votes
Abstain 87,182,927 votes
3) Mr. Suthichart Chirathivat
Approve 1,676,030,066 votes
Disapprove 89,514,177 votes
Abstain 87,182,927 votes
4) Mr. Sudhisak Chirathivat
Approve 1,676,030,066 votes
Disapprove 89,514,177 votes
Abstain 87,182,927 votes
5) Mr. Kobchai Chirathivat
Approve 1,674,195,074 votes
Disapprove 90,779,677 votes
Abstain 87,752,419 votes
6. Approved the directors' remuneration for the year 2010 that will not exceed
Baht 10,000,000 with the following voting results:
Approve 1,840,559,670 votes
Disapprove 12,088,700 votes
Abstain 79,300 votes
The details of the directors' remuneration for the year 2010 are as follow
:
1) Quarterly remuneration consisting of:
- Chairman 120,000 Baht/Quarter
- Independent Director who serves 110,000 Baht/Quarter
as the Chairman of the Audit Committee
- Independent Director who serves 85,000 Baht/Quarter
as a member of the Audit Committee
- Independent Director and Director 70,000 Baht/Quarter
2) Meeting allowance for the Board of Directors consisting of:
- Chairman 50,000 Baht/Meeting
- Independent Director 35,000 Baht/Meeting
- Director 25,000 Baht/Meeting
3) Meeting allowance for the Audit Committee consisting of:
- The Chairman of the Audit Committee 60,000 Baht/Meeting
- Member of the Audit Committee 45,000 Baht/Meeting
4) Meeting allowance for each member of the Nomination and Remuneration
Committee included the Advisory is 20,000 Baht/Meeting.
5) Meeting allowance for each member of the Risk Management Committee
included the Advisory is 20,000 Baht/Meeting.
Note: Directors who are the Company's management and serve in any sub-
committee will not receive the remuneration.
7. Approved the appointment of the auditors of KPMG Phoomchai Audit Limited as
name listed below. Anyone of them shall be empowered to audit and express
their opinion on the financial statement for the year 2010 as follow :
1) Mr.Vichien Thamtrakul CPA No. 3183
2) Mr.Winid Silamongkol CPA No. 3378
3) Miss Boonsri Chotpaiboonpun CPA No. 3756
Audit fees for the Company and its subsidiaries are fixed at Baht 5,505,000
with the following voting results:
Approve 1,852,725,170 votes
Disapprove 2,500 votes
Abstain 0 votes
8. Approved the issuance of debentures of the amount not exceeding Bath 5,000
million with the following voting
results:
Approve 1,852,130,970 votes
Disapprove 517,400 votes
Abstain 79,300 votes
Please be informed accordingly.
Yours faithfully,
- Signature-
(Ms.Naparat Sriwanvit)
Company Secretary