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Notification of the resolution of the Board of Directors' Meeting No. 12/2025 the Appointment of the IFA and the Postponement EGM 2/2568 (Rev.1) and Notification of the resolution of the Board of Directors' Meeting No.10/2025 (Rev.3) (Revised)

The Stock Exchange of Thailand·12/09/2025 01:24:21
語音播報
Schedule of Shareholders' meeting Subject : Schedule of Extra-General Meeting of Shareholders Date of Board resolution : 28-Nov-2025 Shareholder's meeting date : 23-Jan-2026 Beginning time of meeting (hh:mm) : 13 : 00 Record date for the right to attend the : 24-Nov-2025 meeting Ex-meeting date : 21-Nov-2025 Significant agenda item : - Capital increase - Acquisition and disposition of assets Venue of the meeting : via electronic media Agenda Item : 1 Agenda Detail : Consideration of approval of the minutes of the Extraordinary General Meeting of Shareholders No. 1/2025 Type : To Consider and approve Board's Resolution : appropriate to propose to the Extraordinary General Meeting of Shareholders No. 2/2025 for consideration and approval of the minutes of the Extraordinary General Meeting of Shareholders No. 1/2025. Agenda Item : 2 Agenda Detail : Consider and approve the acquisition of common shares of Namsap Laboratories Trading Co., Ltd. by means of entire business transfer (EBT) and share trading, which is the purchase or acceptance of the transfer of the business of another company to the Company, in accordance with Section 107 of the Public Limited Companies Act B.E. 2535 (including any amendments). Type : To Consider and approve Board's Resolution : appropriate to propose to the Extraordinary General Meeting of Shareholders for consideration and approval of the purchase of common shares of Namsap Laboratories Trading Co., Ltd. by means of an Entire Business Transfer (EBT) and a share trading method, which is the purchase or acceptance of the transfer of the business of another company to the Company, in accordance with Section 107 of the Public Limited Companies Act B.E. 2535 (including any amendments). Agenda Item : 3 Agenda Detail : Consider and approve the increase of the Company's registered capital by 147,750,000 baht from the existing registered capital of 363,750,000 baht to the new registered capital of 511,500,000 baht by issuing (a) 150,000,000 new ordinary shares with a par value of 0.50 baht per share for a private placement and (b) 145,500,000 new ordinary shares with a par value of 0.50 baht per share under a general mandate for offering to existing shareholders (Right Offering). Type : To Consider and approve Board's Resolution : appropriate to propose to the Extraordinary General Meeting of Shareholders No. 2/2025 to consider and approve the increase of the Company's registered capital by 147,750,000 baht from the existing registered capital of 363,750,000 baht to the new registered capital of 511,500,000 baht by issuing (a) 150,000,000 new ordinary shares with a par value of 0.50 baht per share for a specific offering to a limited number of persons (Private Placement) and (b) 145,500,000 new ordinary shares with a par value of 0.50 baht per share under a general mandate for offering to existing shareholders (Right Offering). More detail : For more information regarding this agenda, please read the Full Detailed News file. Agenda Item : 4 Agenda Detail : Consider and approve the allocation of the Company's additional common shares to (a) support the issuance and offering of additional common shares to a limited number of persons (Private Placement) in the amount of 150,000,000 shares, with a par value of 0.50 baht per share, and (b) support the issuance and offering of additional common shares to existing shareholders in proportion to their shareholding (Rights Offering) under a general mandate in the amount of 145,500,000 shares, with a par value of 0.50 baht per share. Type : To Consider and approve Board's Resolution : appropriate to propose to the Extraordinary General Meeting of Shareholders for consideration and approval of the allocation of additional common shares of the Company to (a) support the issuance and offering of additional common shares to a limited number of persons (Private Placement) in the amount of 150,000,000 shares, with a par value of 0.50 baht per share, and (b) support the issuance and offering of additional common shares to existing shareholders in proportion to their shareholding (Rights Offering) under a general mandate in the amount of 145,500,000 shares, with a par value of 0.50 baht per share. Agenda Item : 5 Agenda Detail : To consider other agenda Type : To Consider and approve ______________________________________________________________________ Acquisition or disposition of assets Consider and approve the acquisition of common shares of Namsap Laboratories Trading Co., Ltd. by means of entire business transfer (EBT) and share trading, which is the purchase or acceptance of the transfer of the business of another company to the Company, in accordance with Section 107 of the Public Limited Companies Act B.E. 2535 (including any amendments). ______________________________________________________________________ Increasing Capital Subject : Specifying the purpose of utilizing proceeds Date of Board resolution : 07-Nov-2025 Number of additional common shares : 150,000,000 (shares) Total of additional shares (shares) : 150,000,000 Par value (baht per share) : 0.50 Type of allocated securities : Common shares Allocated to : Private placement (PP) Person(s) receiving allotment(s) : NAMSAP LABORATORIES HOLDING CO., LTD. Number of allotted shares (shares) : 150,000,000 % of Paid Up Capital after capital : 23.62 increase Subscription price (baht per share) : 1.50 Subscription period (Update) : From 24-Jan-2026 to 06-Feb-2026 Total shares allocated to Private : 150,000,000 Placement (Shares) ______________________________________________________________________ Increasing Capital Subject : Issuance of Additional Shares Under a General Mandate Date of Board resolution : 07-Nov-2025 Number of additional common shares : 145,500,000 (shares) Total of additional shares (shares) : 145,500,000 Par value (baht per share) : 0.50 Type of allocated securities : Common shares Allocated to : All Common shares' shareholders Number of allotted shares (shares) : 145,500,000 % of Paid-Up capital as of capital : 30.00 increase BOD resolution date ______________________________________________________________________ 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.