Resolutions of the 2009 Ordinary Shareholders' Meeting
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[Translation]
Ref. PDI/BK-BS-028/2009
23 April 2009
To : President
The Stock Exchange of Thailand
Re. : Notification of resolutions of the 2009 Ordinary Shareholders'
Meeting
This is to notify the SET that in 2009 Ordinary Shareholders'
Meeting of Padaeng Industry Public Company Limited, held on 23 April
2009, the meeting has acknowledged important news and has passed
resolutions as follows:
1. Approved the Minutes of the 2008 Ordinary Shareholders' Meeting
held on 23 April 2008.
The meeting has approved this agenda by simple majority as follows:
Approved, representing 133,741,497 votes, equivalent to 99.9679 %
Disapproved, representing - vote, equivalent to 0.0000 %
Abstained, representing 43,000 votes, equivalent to 0.0321 %
Of the total votes of shareholders attending the meeting and having
the rights to vote.
2. Noted the Company's performance result and Board of Directors'
report for the year 2008.
3. Approved the audited balance sheets and profit and loss statements
for the year ended 31 December 2008.
The meeting has approved this agenda by simple majority as follows:
Approved, representing 135,990,859 votes, equivalent to 99.9684 %
Disapproved, representing - vote, equivalent to 0.0000 %
Abstained, representing 43,000 votes, equivalent to 0.0316 %
Of the total votes of shareholders attending the meeting and having
the rights to vote.
4. Approved that 5% of the 2008 net profit in the amount of 14,041,189
Baht be appropriated for legal reserve and the dividend payment for
2008 at 0.82 Baht per share be declared to the Shareholders totaling
226 million shares amounting to 185,320,000 Baht. The Shareholders
entitled to receive the dividend shall be those listed in the
shareholders' Register of the Stock Exchange of Thailand as of
Wednesday 6 May 2009. Also, Thursday 7 May 2009 shall be the book
closing date on which the shareholders are listed as specified in
Section 225 of the Securities and Exchange Act. The receipt of such
dividend shall be within 10 years. And the dividend payment will be
made on Wednesday 20 May 2009.
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The meeting has approved this agenda by simple majority as follows:
Approved, representing 135,990,859 votes, equivalent to 99.9684 %
Disapproved, representing - vote, equivalent to 0.0000 %
Abstained, representing 43,000 votes, equivalent to 0.0316 %
Of the total votes of shareholders attending the meeting and having
the rights to vote.
5. Approved the appointment of 4 board members who retired by rotation
namely Mr. Paron Israsena, Mr. Pinit Vongmasa, Mr. Ahmad Bin Fahad and
Mr. Andre R. van der Heyden as the directors of the Company for another
term and acknowledged the appointment of Mr. Pablo Fetter to the seat
left vacant by an former director, Mr. Linley Davidson, for the
remainder of his term in accordance with Article 25 of the Company's
Articles of Association.
The meeting has approved this agenda by simple majority as follows:
To elect each director individually
1. Mr. Paron Israsena, independent director
Approved, representing 131,450,259 votes, equivalent to 96.6305 %
Disapproved, representing 4,525,400 votes, equivalent to 3.3267 %
Abstained, representing 58,200 votes, equivalent to 0.0428 %
Of the total votes of shareholders attending the meeting and having
the rights to vote.
2. Mr. Pinit Vongmasa, director
Approved, representing 135,985,659 votes, equivalent to 99.9646 %
Disapproved, representing - vote, equivalent to 0.0000 %
Abstained, representing 48,200 votes, equivalent to 0.0354 %
Of the total votes of shareholders attending the meeting and having
the rights to vote.
3. Mr. Ahmad Bin Fahad, director
Approved, representing 135,985,659 votes, equivalent to 99.9646 %
Disapproved, representing - vote, equivalent to 0.0000 %
Abstained, representing 48,200 votes, equivalent to 0.0354 %
Of the total votes of shareholders attending the meeting and having
the rights to vote.
4. Mr. Andre R. van der Heyden, Managing Director
Approved, representing 135,985,659 votes, equivalent to 99.9646 %
Disapproved, representing - vote, equivalent to 0.0000 %
Abstained, representing 48,200 votes, equivalent to 0.0354 %
Of the total votes of shareholders attending the meeting and having
the rights to vote.
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6. Approved the bonus payment for the year 2008 to the members of Board
of Directors in the amount of 215,400 Baht for each Director
(The payment of Director's bonus will be on the pro rata basis for
each director). The total amount is 1,852,860 Baht.
The meeting has approved this agenda by simple majority as follows:
Approved, representing 135,990,659 votes, equivalent to 99.9682 %
Disapproved, representing 200 votes, equivalent to 0.0001 %
Abstained, representing 43,000 votes, equivalent to 0.0316 %
Of the total votes of shareholders attending the meeting and having
the rights to vote.
7. Confirmed the appointment of Mrs.Nattaporn Phan-Udom Certified
Public Accountant (Thailand) No.3430, Ms. Nangnoi Charoenthaveesub
Certified Public Accountant (Thailand) No.3044 and Mr. Prasan
Chuaphanich Certified Public Accountant (Thailand) No.3051 of
PricewaterhouseCoopers ABAS Limited be appointed as the Company's
auditors for the year 2009. The audit fee for the year 2009 is
3,985,000 Baht.
The meeting has approved this agenda by simple majority as follows:
Approved, representing 135,990,659 votes, equivalent to 99.9682 %
Disapproved, representing - vote, equivalent to 0.0000 %
Abstained, representing 43,200 votes, equivalent to 0.0318 %
Of the total votes of shareholders attending the meeting and having
the rights to vote.
Please be notified accordingly.
Yours truly,
- Signature -
(Dr. Surin Tanticharoenkiat)
Company Secretary
Board Secretary Division
Tel. 0 2695 9499 Ext. 9335
Fax 0 2695 9493