Notification of Board of Directors' Resolutions on Dividend Payment and the 2026 Annual General Meeting of Shareholders
The Stock Exchange of Thailand·02/25/2026 00:00:28
Letter No. : No. OCS-SET-2026-002
Subject : Notification of Board of Directors'
Resolutions on Dividend Payment and the 2026 Annual General Meeting of
Shareholders
To : The Directors and Manager
The Stock Exchange of Thailand
______________________________________________________________________
Schedule of Shareholders' meeting
Subject : Schedule of Annual General Meeting of
Shareholders
Date of Board resolution : 24-Feb-2026
Shareholder's meeting date : 22-Apr-2026
Beginning time of meeting (hh:mm) : 10 : 00
Record date for the right to attend the : 11-Mar-2026
meeting
Ex-meeting date : 10-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 the operating results
for the year ended 31 December 2025
Type : To acknowledge
Board's Resolution : It is proposed to present to the
Annual General Meeting of Shareholders to acknowledge the operating results for
the year ended 31 December 2025
Agenda Item : 2
Agenda Detail : To consider and approve the financial
statements for the year ended 31 December 2025
Type : To Consider and approve
Board's Resolution : It is proposed to present to the
Annual General Meeting of Shareholders to consideration and approval the
financial statements, and auditors' reports for the fiscal year ended 31
December 2025. These documents have been audited by the auditors and have been
reviewed by the Audit Committee. They have also received approval from the Board
of Directors.
Agenda Item : 3
Agenda Detail : To consider and approve the
allocation of profit as legal reserve and dividend payment for the year 2025
Type : To Consider and approve
Board's Resolution : It's deemed appropriate to propose to
the Annual General Meeting of Shareholders to consider and approve the dividend
payment for the operating results of 2025 at the rate of 0.1000 Baht per share
for 618,334,317 shares, totaling 61,833,431.7 Baht, representing 95% of the
Company's net profit from the separate financial statements after deduction of
corporate income tax and after allocation to the legal reserve as required by
law and the Company's Articles of Association, in accordance with the Company's
dividend policy.
During 2025, the Board of Directors approved the payment of an interim dividend
to shareholders on September 12, 2025 at the rate of 0.0169 Baht per share,
totaling 10,449,850.0 Baht. Accordingly, the remaining dividend to be paid to
shareholders is Baht 0.0831 per share, amounting to 51,383,581.7 Baht, to be
paid from profits subject to corporate income tax at the rate of 20%. Individual
shareholders are entitled to claim a tax credit equal to the dividend
multiplied by 20/80.
In this regard, the Record Date for determining the list of shareholders
entitled to receive the dividend has been set for March 11, 2026, and the
dividend payment is scheduled to be made within May 11, 2026. However, the
entitlement to such dividend remains uncertain, as it is subject to approval by
the 2026 Annual General Meeting of Shareholders prior to the resolution to
propose the matter to the 2026 Annual General Meeting of Shareholders.
Agenda Item : 4
Agenda Detail : To consider and approve the
directors' remuneration for the year 2026
Type : To Consider and approve
Board's Resolution : The Board of Directors approved the
proposal of the Nomination, Remuneration, Corporate Governance and
Sustainability Development Committee to propose to the Annual General Meeting of
Shareholders to consider and approve of the directors' remuneration for the
year 2025, as appropriate and in alignment with the Company's operating results,
in a total amount not exceeding 1,500,000 Baht (One Million Five Hundred
Thousand Baht Only).
Agenda Item : 5
Agenda Detail : To consider and approve the
appointment of directors in replacement of those who must retire by rotation for
the year 2026
Type : To consider and approve the
appointment of directors
Board's Resolution : It is deemed appropriate to propose
to the Annual General Meeting of Shareholders for consideration and approval the
appointment of directors in replacement of those who are due to retire by
rotation at the Annual General Meeting of Shareholders for the year 2026. At the
Annual General Meeting of Shareholders for the year 2026, two directors are due
to retire by rotation, namely: Mr. Suchat Boonbanjerdsri, and Mrs. Sauwanee
Thairungroj.
The Board of Directors (excluding directors having a conflict of interest) has
considered the list of nominees who have duly passed the nomination and
screening process in accordance with the criteria proposed by the Nomination,
Remuneration, Corporate Governance and Sustainability Development Committee. The
Board has carefully and thoroughly reviewed the qualifications of each nominee
on an individual basis. In addition, the nominee proposed to serve as an
independent director is capable of providing independent opinions and possesses
qualifications in compliance with the relevant regulations and criteria. The
Board has prudently and carefully determined that all nominated persons possess
appropriate qualifications, knowledge, capability, and experience relevant to
the Company's business operations. Accordingly, the Board deems it appropriate
to propose to the Annual General Meeting of Shareholders the re-appointment of
the two directors who are due to retire by rotation, namely: Mr. Suchat
Boonbanjerdsri, and Mrs. Sauwanee Thairungroj., to serve as directors for
another term.
Agenda Item : 6
Agenda Detail : To consider and approve the
appointment of auditor and fix his/her remuneration for the year 2026
Type : To Consider and approve
Board's Resolution : The Board of Directors agreed on the
recommendation of the Audit Committee and deem it appropriate to proposes the
Annual General Meeting of Shareholders consider the following:
1. To consider and appoint the auditors from EY Office Company Limited ("EY"),
who meet the qualifications as per the SEC regulations, as the Company's
auditors for the fiscal year 2026. Any one of the following certified public
accountants or another auditor assigned by EY may be appointed to audit and sign
the Company's financial statements:
1) Miss Somjai Khunapasut Certified Public
Accountant No.4499 and/or
2) Miss Saranya Pludsri Certified Public
Accountant No.6768 and/or
3) Miss Chutiwan Chanswangphuwana Certified Public Accountant No.8265
2. To Consider approving the audit fee for the company's financial statements
for the year 2026 at 950,000 baht and acknowledge the reimbursement of actual
out-of-pocket expenses incurred during the audit, not exceeding 50,000 Baht.
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 : 24-Feb-2026
Type of dividend payment : Cash dividend payment
Record date for the right to receive : 11-Mar-2026
dividends
Ex-dividend date : 10-Mar-2026
Payment for : Common shareholders
Cash dividend payment (baht per share) : 0.0831
Par value (baht) : 0.50
Payment date : 11-May-2026
Paid from :
Operating period from 01-Jan-2025 to 31-Dec-2025
Remark :
The right to receive dividend, as the case maybe, is uncertain as it has not yet
been approved by shareholders.
______________________________________________________________________
Change of director/Executive
Re-election
Director Name : Mr. SUCHAT BOONBANJERDSRI
Position in company (1) : DIRECTOR
Effective Date (1) : 07-Aug-2023
Position in company (2) : Chairman of Executive Committee /
Member of the Nomination, Remuneration, Corporate Governance and Sustainability
Development Committee
______________________________________________________________________
Change of director/Executive
Re-election
Director Name : Mrs. SAUWANEE THAIRUNGROJ
Position in company (1) : INDEPENDENT DIRECTOR
Effective Date (1) : 07-Aug-2023
Position in company (2) : AUDIT COMMITTEE
Effective Date (2) : 08-Aug-2024
Position in company (3) : Member of the Nomination,
remuneration, Corporate Governance and Sustainability Development Committee
______________________________________________________________________
Auditors Appointment
No : 1
Auditor Name : Miss Somjai Khunapasut
CPA License No. : 4499
Accounting and Audit firm : EY OFFICE LIMITED
Audit End Date : 31-Dec-2026
No : 2
Auditor Name : Miss SARANYA PLUDSRI
CPA License No. : 6768
Accounting and Audit firm : EY OFFICE LIMITED
Audit End Date : 31-Dec-2026
No : 3
Auditor Name : Miss CHUTIWAN CHANSWANGPHUWANA
CPA License No. : 8265
Accounting and Audit firm : EY OFFICE LIMITED
Audit End Date : 31-Dec-2026
______________________________________________________________________
The company hereby certifies that the information above is correct and complete.
Signature _________________
( Mr.TAWEE KULLERTPRASERT )
DIRECTOR
Authorized person to disclose information
______________________________________________________________________
Company Secretary
02-9575600
______________________________________________________________________
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