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Notification of the Board of Directors' Resolutions No. 2/2026 on Dividend Payment, Appointment of Directors in Replacement of Those Retiring by Rotation and Convening of the 2026 AGM via Electronic Means (E-AGM)

The Stock Exchange of Thailand·02/16/2026 00:06:54
語音播報
Letter No. : RPH-SET 003/2026 Subject : Notification of resolutions of the Board of Directors Meeting No. 2/2026, Dividend Payment and determination of the date for the 2026 Annual General Meeting of Shareholders To : President The Stock Exchange of Thailand ______________________________________________________________________ Schedule of Shareholders' meeting Subject : Schedule of Annual General Meeting of Shareholders Date of Board resolution : 14-Feb-2026 Shareholder's meeting date : 22-Apr-2026 Beginning time of meeting (hh:mm) : 13 : 00 Record date for the right to attend the : 13-Mar-2026 meeting Ex-meeting date : 12-Mar-2026 Significant agenda item : - Cash dividend payment - Changing / renewal of the term of the director(s) Type of meeting : Electronic meeting Venue of the meeting : Electronic meeting Agenda Item : 1 Agenda Detail : To acknowledge operating results for the year 2025 Type : To acknowledge Board's Resolution : It is proposed to present to the Annual General Meeting of Shareholders for acknowledgment of the Company's performance for the year 2025 Agenda Item : 2 Agenda Detail : To consider and approve the Financial Statements for the year 2025 ended December 31, 2025. Type : To Consider and approve Board's Resolution : It is appropriate to propose for consideration and approval at the 2026 Annual General Meeting of Shareholders meeting. The financial statements, completed profit and loss accounts, and the audited financial statements for the fiscal year ended December 31, 2025. These have been audited by the auditors and have undergone examination by the audit committee, as well as receiving approval from the Company's board of directors. Agenda Item : 3 Agenda Detail : To consider and approve the allocation of the net profit as a legal reserve and dividend payment for year 2025. Type : To Consider and approve Board's Resolution : The Board of Directors has resolved the purpose to the 2026 Annual General Meeting of Shareholders for consideration and approval the allocation of net profit as legal reserve and the payment of dividends from operating results for the year 2025 as follows : 1) No allocation of net profit from the 2025 operating results to the legal reserve, as the Company has already allocated the legal reserve in an amount not less than 10% of the registered capital as required by law. 2) Approval of dividend payment for the second half of 2025 (1 July - 31 December 2025) at the rate of Baht 0.18 per share, totaling approximately Baht 95.47 million. In this regard, the Board of Directors' Meeting No. 3/2025, held on 9 August 2025, had previously resolved to approve the interim dividend payment for the first half of 2025 (1 January - 30 June 2025) at the rate Baht 0.10 per share, totaling Bath 53.04 million, which was paid on September 9, 2025 However, the entitlement to receive the aforementioned dividend remains subject to approval by the shareholders' meeting. Agenda Item : 4 Agenda Detail : To consider and approve the election of directors to replace those who are due to retire by rotation for the year 2026. Type : To consider and approve the appointment of directors Board's Resolution : The Company has not established a Nomination Committee. However the Board of Directors (excluding directors with vested interests) has carefully considered and reviewed the criteria, qualifications, knowledge, capabilities, experience, integrity, and ethical conduct, as well as the performance of each individual director. Accordingly, the Board of Directors deems it appropriate to propose to the 2026 Annual General Meeting of Shareholders the re-election of three directors who are due to retire by rotation for another term. Agenda Item : 5 Agenda Detail : To consider and approve the remuneration of the Board of Directors and all sub-committees for the year 2026 Type : To Consider and approve Board's Resolution : To consider and approve the remuneration of the Board of Directors and all sub-committees for the year 2026, with a total budget not exceeding Baht 3,500,000 (equivalent to the budget for the year 2025). More detail : For more information regarding this agenda, please read the Full Detailed News file. Agenda Item : 6 Agenda Detail : To consider the appointment of the Company's auditor and the determination of the auditor's remuneration for the year 2029 Type : To Consider and approve More detail : For more information regarding this agenda, please read the Full Detailed News file. Agenda Item : 7 Agenda Detail : To consider other agenda Type : To Consider and approve ______________________________________________________________________ Dividend payment / Omitted dividend payment Subject : Cash dividend payment Date of Board resolution : 14-Feb-2026 Type of dividend payment : Cash dividend payment Record date for the right to receive : 30-Apr-2026 dividends Ex-dividend date : 29-Apr-2026 Payment for : Common shareholders Cash dividend payment (baht per share) : 0.18 Par value (baht) : 1.00 Payment date : 19-May-2026 Paid from : Operating period from 01-Jul-2025 to 31-Dec-2025 ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. TEERAWAT SRINAKARIN Position in company (1) : DIRECTOR Effective Date (1) : 16-Apr-1993 ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. SRICHAI KRUSUN Position in company (1) : DIRECTOR Effective Date (1) : 16-Apr-1993 ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. VORATHEP RANGCHAIKUL Position in company (1) : INDEPENDENT DIRECTOR Effective Date (1) : 12-Feb-2021 Position in company (2) : AUDIT COMMITTEE Effective Date (2) : 12-Feb-2021 ______________________________________________________________________ Auditors Appointment No : 1 Auditor Name : Miss VILAIVAN PHOLPRASERT CPA License No. : 8420 Accounting and Audit firm : KPMG PHOOMCHAI AUDIT LIMITED Audit End Date : 31-Dec-2026 No : 2 Auditor Name : Miss NAWARAT NITIKEATIPONG CPA License No. : 7789 Accounting and Audit firm : KPMG PHOOMCHAI AUDIT LIMITED Audit End Date : 31-Dec-2026 No : 3 Auditor Name : Mr. SONGCHAI WONGPIRIYAPORN CPA License No. : 10996 Accounting and Audit firm : KPMG PHOOMCHAI AUDIT LIMITED Audit End Date : 31-Dec-2026 ______________________________________________________________________ The company hereby certifies that the information above is correct and complete. Signature _________________ ( MR.TEERAWAT SRINAKARIN ) DIRECTOR Authorized person to disclose information Signature _________________ ( MR.VALLOP LAOPAIBOON ) DIRECTOR Authorized person to disclose information Signature _________________ ( MR.SRICHAI KRUSUN ) DIRECTOR Authorized person to disclose information ______________________________________________________________________ Company Secretary and Investor Relations Tel.043-333 555 ext. 1401 ______________________________________________________________________ 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.