Date/Time 17 Mar 2025 08:42:00
Headline
Notification of the Resolutions of the Board of Directors' Meeting regarding the Omission of the Dividend Payment, and Schedule for the 2025 Annual General Meeting of Shareholders via electronics (e-AGM) (Revised)
Schedule of Shareholders' meeting Subject : Schedule of Annual General Meeting of Shareholders Date of Board resolution : 21-Feb-2025 Shareholder's meeting date : 26-Apr-2025 Beginning time of meeting (hh:mm) : 14 : 00 Record date for the right to attend the : 18-Mar-2025 meeting Ex-meeting date : 17-Mar-2025 Significant agenda item : - Omitted dividend payment - Changing / renewal of the term of the director(s) Venue of the meeting : via electronics meeting Agenda Item : 1 Agenda Detail : To consider and adopt the minutes of the Annual General Meeting of Shareholders 2024 Type : To Consider and approve Board's Resolution : The Board of Directors has recommended the Meeting of Shareholders certify the Minutes of the 2024 Annual General Shareholders' Meeting held on 27 April 2024 as it was accurately recorded. Agenda Item : 2 Agenda Detail : To acknowledge the reports of board of directors and operating results for the year ended 31 December 2024 Type : To acknowledge Board's Resolution : The Board of Directors has agreed to propose the report on the result of business operation of the Company ended on 31 December 2024 in form of 56-1 One Report to the Meeting of Shareholders for acknowledgement. Agenda Item : 3 Agenda Detail : To consider and approve the financial statements for the year ended 31 December 2024 Type : To Consider and approve Board's Resolution : The Board of Directors has recommended the Meeting of Shareholders consider and approve the Company's audited Financial Position and the Statements of Income for the year ended 31 December 2024, which have been reviewed by the Company's audit committee and audited by Certified Public Account. Agenda Item : 4 Agenda Detail : To consider the approval for omitted the allocation as a legal reserve and omitted dividend payment Type : To Consider and approve Board's Resolution : The Board of Directors recommended the Meeting of Shareholders to consider and approve for omitted the allocation as a legal reserve and omitted the dividend payment for the operating result of the year 2024. Agenda Item : 5 Agenda Detail : To consider and approve the appointment of directors in replacement of those who must retire by rotation Type : To consider and approve the appointment of directors Board's Resolution : The Board of Directors excluded the Directors who have the conflict of interest has made a resolution concurring with the proposal made by the Nomination Remuneration Corporate Governance and Sustainable Development Committee to recommend the Meeting of Shareholders consider and approve the reappointment of three directors listed above who are due to retire by rotation in 2025. Agenda Item : 6 Agenda Detail (Update) : To consider and approve the directors' remuneration for the year 2025 Type : To Consider and approve Board's Resolution : The Board of Directors has made a resolution concurring with the proposal made by the Nomination Remuneration Corporate Governance and Sustainable Development Committee to recommend the Meeting of Shareholders consider and approve the directors' remuneration for the year 2025 which the remunerations are appropriate, commensurate with the directors' duties and responsibilities, based on appropriate level comparable to the market and industry. More detail : For more information regarding this agenda, please read the Full Detailed News file. Agenda Item : 7 Agenda Detail (Update) : To consider and approve the appointment of auditor and fix his/her remuneration for the year 2025 Type : To Consider and approve Board's Resolution : The Board of Directors has made a resolution concurring with the proposal made by the Audit Committee to recommend the Meeting of Shareholders consider and approve the appointment of auditors from SAM NAK-NGAN A.M.C. Co, Ltd. is an auditor with professional knowledge and ability with independence also for the continuation of auditing, due to SAM NAK-NGAN A.M.C. Co., Ltd. has audited T.M.C. Industrial Public Company Limited for 8 years in 2017-2024 so that the Audit Committee agreed SAM NAK-NGAN A.M.C. Co., Ltd. is auditor for 2025 auditing fee is 1,215,000 Baht More detail : For more information regarding this agenda, please read the Full Detailed News file. Agenda Item : 8 Agenda Detail : To consider other agenda Type : To Consider and approve ______________________________________________________________________ Dividend payment / Omitted dividend payment Subject : Omitted dividend payment Date of Board resolution : 21-Feb-2025 Omitted dividend payment from : Operating period from 01-Jan-2024 to 31-Dec-2024 Remark : For the result of business operation of the Company ended on 31 December 2024 as shown in the Statements of Financial Position and the Statements of Income for the Year ended 31 December 2024 that the Company had net loss. ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. MANU LEOPAIROTE Position in company (1) : CHAIRMAN OF THE BOARD OF DIRECTORS Effective Date (1) : 07-Mar-2011 Position in company (2) : INDEPENDENT DIRECTOR Effective Date (2) : 07-Mar-2011 Position in company (3) : AUDIT COMMITTEE Effective Date (3) : 01-Jun-2018 ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. BOONLERD IEWPORNCHAI Position in company (1) : DIRECTOR Effective Date (1) : 14-Dec-2022 Position in company (2) : Nomination Remuneration Corporate Governance and Sustainable Development Committee ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. PANOM RATANARAT Position in company (1) : DIRECTOR Effective Date (1) : 01-Jun-2018 Position in company (2) : Risk Management Committee Executive Director ______________________________________________________________________ Auditors Appointment No : 1 Auditor Name : MR. AMPOL CHAMNONGWAT CPA License No. : 4663 Accounting and Audit firm : SAMNAK-NGAN A.M.C. CO., LTD. Audit End Date : 31-Dec-2025 No : 2 Auditor Name : MISS PRAPHASRI LEELASUPHA CPA License No. : 4664 Accounting and Audit firm : SAMNAK-NGAN A.M.C. CO., LTD. Audit End Date : 31-Dec-2025 No : 3 Auditor Name : Ms. GUNYANUN PUNYAVIWAT CPA License No. : 12733 Accounting and Audit firm : SAMNAK-NGAN A.M.C. CO., LTD. Audit End Date : 31-Dec-2025 No : 4 Auditor Name : Mr. BURIN PRASONGSAMRIT CPA License No. : 12879 Accounting and Audit firm : SAMNAK-NGAN A.M.C. CO., LTD. Audit End Date : 31-Dec-2025 No : 5 Auditor Name : Ms. PIMJAI KERNKUMRAI CPA License No. : 13975 Accounting and Audit firm : SAMNAK-NGAN A.M.C. CO., LTD. Audit End Date : 31-Dec-2025 ______________________________________________________________________ More detail : The schedule of the 2025 Annual General Meeting of Shareholders to be held on April 26, 2025, at 2.00 a.m. Guideline and procedures of attending the Shareholders Meeting via electronic according to Emergency Decree on Electronic Meetings. In this regard, the method shall be announced in Invitation to attend the Annual General Meeting of Shareholders and the Company's website. ______________________________________________________________________ The company hereby certifies that the information above is correct and complete. Signature _________________ ( MR.Warin Phadungsinth ) MAnaging 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. If you would like to see the full details of this information, please click view "full details" in attached file.