Resolutions of BOD ; call AGM,Payment Dividend
Meeting schedule of securities holders
Subject : Schedule of Annual General Meeting of
Shareholders
Date of Board resolution : 20-Feb-2014
Meeting date : 09-Apr-2014
Beginning time of meeting (h:mm) : 14 : 30
Record date for the right to attend the : 06-Mar-2014
meeting
Book closing date for collecting holders : 07-Mar-2014
names under Section 225 of the
Securities and Exchange Act
Ex-meeting date : 04-Mar-2014
Significant agenda item :
- Dividend payment
Venue of the meeting : at the company's headquarters at
325/8 Fl. 2 JMART Building, Ramkhamhaeng Rd. Saphan soong, Bangkok
Remark :
IR57/002
February 20, 2014
Subject: The notification on the Board of Directors' Resolution No. 1/2014
To: The President
The Stock Exchange of Thailand
According to the Board of Directors of JMT Network Services PLC Meeting
No.1/2014 February 20, 2014. We would like to notify the important results as
follows:
1. Resolved to propose to the General Meeting of Shareholders 2014 to approve
the Annual Report
2013 and Annual Report of the Board of Directors to propose to the general
meeting of the company's results of operations in recent years.
2. Resolved to propose to the Annual General Meeting of Shareholders 2014 to
approve the financial
statement, statement of comprehensive income year ended 31 December 2013 and the
auditor's report.
3. The Board of Directors has a resolution of the approval of the
dividend payment for the operating results of 2013 in the form of cash at Baht
0.19 per share to the Annual General Meeting of Shareholders for approval. The
dividend was paid at Baht 0.12 per share as the interim dividend on 6 September
2013 which led to the remaining of the dividend for the second half operating
results of 2013 at Baht 0.07 per share. The dividend is paid for the existing
shareholders of the common stocks with the amount of not exceeding than
300,00,000 shares, accounting for the total dividend of not exceeding than Baht
21,000,000.
Nevertheless, the above dividend payment still uncertain. It has to depend on
the resolution of the shareholders AGM.
4. The Board has resolved to propose to the Annual General Meeting of
Shareholders 2014 to consider
and approve the directors' remuneration for the year 2014 in the amount not
exceeding Baht 5,000,000. And the board of directors' remuneration will be paid
as follows.
Board of Directors. To be paid as follows.
Remuneration / person /quarter Meeting Allowance/ person / time
Chairman Baht 50,000 Baht 20,000.
Directors Baht 20,000 Baht 10,000.
Audit Committee To be paid as follows.
Remuneration / person / quarter Meeting Allowance / person / time
Committee Chairman Baht 50,000 Baht 20,000.
Audit committees Baht 30,000 Baht 15,000.
5. Resolved to propose to the General Meeting of Shareholders 2014 to consider
and approve the
re-appoint the expiring directors for directorship for another term as follow;
The expiring directors as follow;
- Mr. Adisak Sukhumvittaya
- Mr. Preecha Prakorbkij
- Mr. Kanchit Kawachart
The board agree to re-appoint the expiring directors for directorship for
another term as follow;
- Mr. Adisak Sukhumvittaya
- Mr. Preecha Prakorbkij
- Mr. Kanchit Kawachart
6. The board has resolved to propose to the Annual General Meeting of the
Shareholders 2014 to
consider and appoint auditors from Grant Thornton as the corporate auditors in
the year 2014 as follow;
1. Mrs. Sumalee Chokdeeanant Certified Public Accountant (Thailand) No.
3322 or
2. Mr. Somckid Tiatragul Certified Public Accountant (Thailand) No. 2785
or
3. Mr. Teerasak Chuasrisakul Certified Public Accountant (Thailand) No.
6624 or
4. Ms. Sansanee Poolsawat Certified Public Accountant (Thailand) No. 6977
The above corporate auditors, for the year 2014, have to review and comment on
the financial statements of the Company.
In addition, the Board of Directors has approved a quarterly audit and proof
fee for Baht 1,000,000
(Excluding the cost of quarterly audit and proof fee of the subsidiary in the
amount of Baht 1,140,000) The total audit compensation for the year 2014 is
Baht 2,140,000
7. Resolved to propose to the shareholders approval to buy distressed debt (an
acquisition of assets by the Capital market board declaration No. Tor.Jor.
20/2010 to approve without meeting resolution, if the amount not exceeding
Baht 900 million per year for 2014. And authorize the Board to consider buying
debt if the debt limit is not exceeded 100 million/time. The Board of director
has the authority to buy it.
8. The Board resolved to call for the Annual General Meeting of the Shareholders
2014 on Wednesday , April 9, 2014 at 14.30 A.M. at the company's headquarters
at 325/8 Fl. 2 JMART Building, Ramkhamhaeng Rd. Saphan soong, Bangkok. The
meeting Agendas are as follows:
Issue 1 To consider and approve the minutes of the Meeting of Shareholders
2013.
Issue 2 To consider and approve the Annual report 2013 and the report of the
Board of Directors to
propose to the meeting about the result of operations of the company during the
past year.
Issue 3 To acknowledge and approve Balance Sheet, Statements of comprehensive
income for the
year ended December 31, 2013 and report to the Auditor.
Issue 4 To acknowledge and approve dividend payment.
Issue 5 To consider and approve the Director's remuneration for the year 2014.
Issue 6 To consider and approve the election of directors whose term has ended.
Issue 7 To appoint the auditors and to approve the auditor's fee for the
financial year 2014
Issue 8 To consider and approve purchasing distressed debt (an acquisition of
assets by the Capital
market board declaration No.Tor.Jor. 20/2010 to approve without meeting
resolution, if the amount not exceeding Baht 900 million per year for 2014. And
authorize the Board to consider buying debt if the debt limit is not exceeded
100 million/time. The Board of director has the authority to buy it.
Issue 9 To consider other matters (if any).
JMT has fixed April 18, 2014 the Record Date on which Shareholders have the
right to receive dividend and fixed April 21, 2014 as the share registration
book closing date for gathering shareholder's names and fixed April 30, 2014 as
the dividend payment date
And fixed March 6, 2014 the Record Date on which shareholders have the right to
attend the Annual General Shareholders' Meeting 2014 (AGM) and collecting
shareholders' name under Section 225 of the Securities and Exchange Act of share
register book closing date on March 7, 2014
Please be informed accordingly,
We hope that the above information is useful to investors
Yours sincerely,
(Mr. Suphot Wanna)
Company Secretary
______________________________________________________________________
Dividend consideration
Subject : Cash dividend payment
Date of Board resolution : 20-Feb-2014
Type of dividend payment : Cash dividend payment
Record date for the right to receive : 18-Apr-2014
dividends
Book closing date for collecting : 21-Apr-2014
shareholders names under Section 225 of
the Securities and Exchange Act
Ex-dividend date : 16-Apr-2014
Payment for : Common shareholders
Cash dividend payment (baht per share) : 0.07
Par value (baht) : 1.00
Payment date : 30-Apr-2014
Paid from :
Operating period from 01-Jul-2013 to 31-Dec-2013
Remark :
IR57/002
February 20, 2014
Subject: The notification on the Board of Directors' Resolution No. 1/2014
To: The President
The Stock Exchange of Thailand
According to the Board of Directors of JMT Network Services PLC Meeting
No.1/2014 February 20, 2014. We would like to notify the important results as
follows:
1. Resolved to propose to the General Meeting of Shareholders 2014 to approve
the Annual Report
2013 and Annual Report of the Board of Directors to propose to the general
meeting of the company's results of operations in recent years.
2. Resolved to propose to the Annual General Meeting of Shareholders 2014 to
approve the financial
statement, statement of comprehensive income year ended 31 December 2013 and the
auditor's report.
3. The Board of Directors has a resolution of the approval of the
dividend payment for the operating results of 2013 in the form of cash at Baht
0.19 per share to the Annual General Meeting of Shareholders for approval. The
dividend was paid at Baht 0.12 per share as the interim dividend on 6 September
2013 which led to the remaining of the dividend for the second half operating
results of 2013 at Baht 0.07 per share. The dividend is paid for the existing
shareholders of the common stocks with the amount of not exceeding than
300,00,000 shares, accounting for the total dividend of not exceeding than Baht
21,000,000.
Nevertheless, the above dividend payment still uncertain. It has to depend on
the resolution of the shareholders AGM.
4. The Board has resolved to propose to the Annual General Meeting of
Shareholders 2014 to consider
and approve the directors' remuneration for the year 2014 in the amount not
exceeding Baht 5,000,000. And the board of directors' remuneration will be paid
as follows.
Board of Directors. To be paid as follows.
Remuneration / person /quarter Meeting Allowance/ person / time
Chairman Baht 50,000 Baht 20,000.
Directors Baht 20,000 Baht 10,000.
Audit Committee To be paid as follows.
Remuneration / person / quarter Meeting Allowance / person / time
Committee Chairman Baht 50,000 Baht 20,000.
Audit committees Baht 30,000 Baht 15,000.
5. Resolved to propose to the General Meeting of Shareholders 2014 to consider
and approve the
re-appoint the expiring directors for directorship for another term as follow;
The expiring directors as follow;
- Mr. Adisak Sukhumvittaya
- Mr. Preecha Prakorbkij
- Mr. Kanchit Kawachart
The board agree to re-appoint the expiring directors for directorship for
another term as follow;
- Mr. Adisak Sukhumvittaya
- Mr. Preecha Prakorbkij
- Mr. Kanchit Kawachart
6. The board has resolved to propose to the Annual General Meeting of the
Shareholders 2014 to
consider and appoint auditors from Grant Thornton as the corporate auditors in
the year 2014 as follow;
1. Mrs. Sumalee Chokdeeanant Certified Public Accountant (Thailand) No.
3322 or
2. Mr. Somckid Tiatragul Certified Public Accountant (Thailand) No. 2785
or
3. Mr. Teerasak Chuasrisakul Certified Public Accountant (Thailand) No.
6624 or
4. Ms. Sansanee Poolsawat Certified Public Accountant (Thailand) No. 6977
The above corporate auditors, for the year 2014, have to review and comment on
the financial statements of the Company.
In addition, the Board of Directors has approved a quarterly audit and proof
fee for Baht 1,000,000
(Excluding the cost of quarterly audit and proof fee of the subsidiary in the
amount of Baht 1,140,000) The total audit compensation for the year 2014 is
Baht 2,140,000
7. Resolved to propose to the shareholders approval to buy distressed debt (an
acquisition of assets by the Capital market board declaration No. Tor.Jor.
20/2010 to approve without meeting resolution, if the amount not exceeding
Baht 900 million per year for 2014. And authorize the Board to consider buying
debt if the debt limit is not exceeded 100 million/time. The Board of director
has the authority to buy it.
8. The Board resolved to call for the Annual General Meeting of the Shareholders
2014 on Wednesday , April 9, 2014 at 14.30 A.M. at the company's headquarters
at 325/8 Fl. 2 JMART Building, Ramkhamhaeng Rd. Saphan soong, Bangkok. The
meeting Agendas are as follows:
Issue 1 To consider and approve the minutes of the Meeting of Shareholders
2013.
Issue 2 To consider and approve the Annual report 2013 and the report of the
Board of Directors to
propose to the meeting about the result of operations of the company during the
past year.
Issue 3 To acknowledge and approve Balance Sheet, Statements of comprehensive
income for the
year ended December 31, 2013 and report to the Auditor.
Issue 4 To acknowledge and approve dividend payment.
Issue 5 To consider and approve the Director's remuneration for the year 2014.
Issue 6 To consider and approve the election of directors whose term has ended.
Issue 7 To appoint the auditors and to approve the auditor's fee for the
financial year 2014
Issue 8 To consider and approve purchasing distressed debt (an acquisition of
assets by the Capital
market board declaration No.Tor.Jor. 20/2010 to approve without meeting
resolution, if the amount not exceeding Baht 900 million per year for 2014. And
authorize the Board to consider buying debt if the debt limit is not exceeded
100 million/time. The Board of director has the authority to buy it.
Issue 9 To consider other matters (if any).
JMT has fixed April 18, 2014 the Record Date on which Shareholders have the
right to receive dividend and fixed April 21, 2014 as the share registration
book closing date for gathering shareholder's names and fixed April 30, 2014 as
the dividend payment date
And fixed March 6, 2014 the Record Date on which shareholders have the right to
attend the Annual General Shareholders' Meeting 2014 (AGM) and collecting
shareholders' name under Section 225 of the Securities and Exchange Act of share
register book closing date on March 7, 2014
Please be informed accordingly,
We hope that the above information is useful to investors
Yours sincerely,
(Mr. Suphot Wanna)
Company Secretary
______________________________________________________________________
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