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Notification of No Dividend Payment and the Schedule of the 2026 Annual General Meeting of Shareholders

The Stock Exchange of Thailand·03/02/2026 00:00:16
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Letter No. : 3/2026 Subject : The determination of the date of the 2026 Annual General Meeting of Shareholders to be held via electronic means (E-AGM) and the omission of dividend payment. To : Managing Director The Stock Exchange of Thailand ______________________________________________________________________ Schedule of Shareholders' meeting Subject : Schedule of Annual General Meeting of Shareholders Date of Board resolution : 27-Feb-2026 Shareholder's meeting date : 27-Apr-2026 Beginning time of meeting (hh:mm) : 14 : 00 Record date for the right to attend the : 10-Apr-2026 meeting Ex-meeting date : 09-Apr-2026 Significant agenda item : - Omitted 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 consider and certify the Minutes of the Extraordinary General Meeting of Shareholders No. 1/2025 held on 4 September 2025. Type : To Consider and approve Board's Resolution : The Board of Directors is of the opinion that the Minutes of the Extraordinary General Meeting of Shareholders No. 1/2025 held on 4 September 2025 were accurately and completely recorded. Therefore, it is deemed appropriate to propose that the Shareholders' Meeting consider and approve such Minutes. Agenda Item : 2 Agenda Detail : To consider and acknowledge the Company's operating results for the accounting period ended 31 December 2025. Type : To acknowledge Board's Resolution : The Board of Directors deems it appropriate to propose that the Shareholders' Meeting acknowledge the Company's operating results for the fiscal year ended 31 December 2025. The Board of Directors has duly considered the matter and is of the opinion that such report is accurate. Agenda Item : 3 Agenda Detail : To consider and approve the Auditor's Report and the audited financial statements for the year ended 31 December 2025. Type : To Consider and approve Board's Resolution : The Board of Directors has resolved to approve and propose to the 2026 Annual General Meeting of Shareholders for consideration and approval the Company's statement of financial position and statement of profit or loss for the fiscal year ended 31 December 2025, which have been audited by the certified public auditor and reviewed by the Audit Committee as being accurate, and have also been approved by the Board of Directors. Agenda Item : 4 Agenda Detail : To consider and approve the allocation of net profit as a legal reserve and the omission of dividend payment for the operating results of the year 2025. Type : To Consider and approve Board's Resolution : The Board of Directors has resolved to approve and propose to the 2026 Annual General Meeting of Shareholders for consideration the non-allocation of net profit as a legal reserve and the omission of dividend payment for the operating results of the year 2025. This is due to the Company having incurred a total comprehensive loss for the year 2025 in the amount of Baht (11,016,763.00), resulting in the Company being unable to pay dividends in accordance with Section 115 of the Public Limited Companies Act B.E. 2535 (1992). In addition, the Company is not required to allocate part of its annual net profit as a legal reserve pursuant to Section 116 of the Public Limited Companies Act B.E. 2535 (1992). Agenda Item : 5 Agenda Detail : To consider and appoint directors in replacement of those retiring by rotation. Type : To consider and approve the appointment of directors Board's Resolution : The Board of Directors, excluding the interested director(s), has considered and resolved to approve (with the interested director abstaining from voting) and deems it appropriate to propose to the Shareholders' Meeting for consideration and approval the re-appointment of one director retiring by rotation, namely Mr. Dan Soramanee, to serve another term. This is because he possesses the requisite qualifications, knowledge, competence, experience, and expertise, and meets all qualifications as prescribed under the Public Limited Companies Act B.E. 2535 (1992) (as amended). Agenda Item : 6 Agenda Detail : To consider and approve the reduction of the number of directors from 10 to 9 and the appointment of a new director. Type : To consider and approve the appointment of directors Board's Resolution : "The Board of Directors deems it appropriate to propose to the Shareholders' Meeting for consideration and approval the restructuring of the Board of Directors by reducing the number of directors from 10 to 9. The Board also approves the proposal to appoint Mr. Khanist Srivajiraprabha as a newly appointed director, to serve as Director and Executive Director, and Ms. Panida Rattanacharoenkul as a newly appointed director, to serve as Director, Independent Director, Audit Committee Member, and Chairman of the Risk Management Committee. Both nominees possess qualifications suitable for the Company's business operations and do not have any prohibited characteristics under the law." Agenda Item : 7 Agenda Detail : To consider and approve the determination of remuneration for the Board of Directors and the sub-committees for the year 2026. Type : To Consider and approve Board's Resolution : The Board of Directors deems it appropriate to propose that the Shareholders' Meeting consider the remuneration of the Board of Directors and the sub-committees for the year 2026. Agenda Item : 8 Agenda Detail : To consider and approve the appointment and determination of the remuneration of the auditor for the year 2026. Type : To Consider and approve Board's Resolution : The Board of Directors has considered and resolved to approve the proposal to be submitted to the 2026 Annual General Meeting of Shareholders for consideration and approval of the appointment of (1) Mr. Pornchai Kittipanyangam, Certified Public Accountant Registration No. 2778, and/or (2) Ms. Saleela Puttijarungwong, Certified Public Accountant Registration No. 6817, and/or (3) Ms. Nattramon Worathanatham, Certified Public Accountant Registration No. 13086, of Bunchikij Co., Ltd., to serve as the Company's auditors for the year 2026, and to fix the audit fee at an amount not exceeding Baht 6,970,000, The audit fee is allocated as follows: Thai Parcel Group in the amount of Baht 2,490,000.00; First Group (subsidiaries) in the amount of Baht 2,050,000.00; and Chalermpat Group (subsidiaries) in the amount of Baht 2,250,000.00, in accordance with the recommendation of the Audit Committee, which has duly reviewed and considered the matter, and as approved by the Board of Directors. Agenda Item : 9 Agenda Detail : To consider other agenda Type : To Consider and approve ______________________________________________________________________ Dividend payment / Omitted dividend payment Subject : Omitted dividend payment Date of Board resolution : 27-Feb-2026 Omitted dividend payment from : Operating period from 01-Jan-2025 to 31-Dec-2025 ______________________________________________________________________ Change of director/Executive Expired by rotation Director Name : Mrs. WARANGKANA KALAYANAPRADIT Position in company (1) : Board of Director Effective Date (1) : 13-Jul-2022 Expire Date (1) : 27-Apr-2026 Position in company (2) : Nomination and Remuneration Committee Expire Date (2) : 27-Apr-2026 Terminate Reason : Non-renewal of term (term expired) ______________________________________________________________________ Change of director/Executive Expired by rotation Director Name : Mr. PHAIRAT WATCHARASATHAPORNPHONG Position in company (1) : INDEPENDENT DIRECTOR Effective Date (1) : 03-Feb-2020 Expire Date (1) : 27-Apr-2026 Position in company (2) : AUDIT COMMITTEE Effective Date (2) : 03-Feb-2020 Expire Date (2) : 27-Apr-2026 Position in company (3) : Chairman of the Risk Management Committee Expire Date (3) : 27-Apr-2026 Terminate Reason : Non-renewal of term (term expired) ______________________________________________________________________ Change of director/Executive New election Director Name : MR. khanist Srivajiraprabha Position in company (1) : Board of Director Effective Date (1) : 27-Apr-2026 More detail : Pending approval by the shareholders' meeting. ______________________________________________________________________ Change of director/Executive New election Director Name : Mrs. phanida rattanacharoenkun Position in company (1) : Board of Director Effective Date (1) : 27-Apr-2026 Position in company (2) : Independent Director Effective Date (2) : 27-Apr-2026 Position in company (3) : Audit Committee Effective Date (3) : 27-Apr-2026 Position in company (4) : Chairman of the Risk Management Committee Effective Date (4) : 27-Apr-2026 More detail : Pending approval by the shareholders' meeting. ______________________________________________________________________ Auditors Appointment No : 1 Auditor Name : Mr. PORNCHAI KITTIPANYA-NGAM CPA License No. : 2778 Accounting and Audit firm : BUNCHIKIJ CO., LTD. Audit End Date : 31-Dec-2026 No : 2 Auditor Name : Miss SALEELA PUTTIJARUNGVONG CPA License No. : 6817 Accounting and Audit firm : BUNCHIKIJ CO., LTD. Audit End Date : 31-Dec-2026 No : 3 Auditor Name : Miss NUTHRHAMON WORATHANATHUNM CPA License No. : 13086 Accounting and Audit firm : BUNCHIKIJ CO., LTD. Audit End Date : 31-Dec-2026 ______________________________________________________________________ The company hereby certifies that the information above is correct and complete. Signature _________________ ( Mr.CHAIPIPAT KAEWTRIRAT ) Board of Director Authorized person to disclose information Signature _________________ ( MissPIMRACHADA LEELAYANA ) Board of Director Authorized person to disclose information ______________________________________________________________________ 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. 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