DIVIDEND PAYMENT AND ORDINARY SHAREHOLDERS' MEETING
28 February 2003
TP-MT/013/46 (FC023/46)
February 27th, 2003.
Subject: Summary Report of Board of Directors' Meeting, no.3/2003
Attention: Managing Director, SET
As Thantawan Industry Public Co.,Ltd. (THIP) had held the Board of
Directors' meeting, no.3/2003 on Thursday, February 27th, 2003 at 03.10 p.m. at
room M, Floor 36, Suntowers B. Bldg. 123 Viphavadee-rangsit Road, Lardyao,
Jatujak, Bangkok 10900, there were essential minutes as following :
1. Approved minutes of Board of Directors' meeting, no. 2/2003
2. Approved the company's performance in 2002.
The Board of Directors approved last year's performance and forward the
matter for further consideration and approval by shareholders.
3. Approved the balance sheet and the profit and loss statement as of December
31, 2002. and forward the matter for further consideration and approval by
shareholders.
4. Allocated net profit and approved dividend payment at the rate of Bt. 1 (One
Baht) per share which proposed to be paid on Monday, April 28, 2003 and
forward the matter for further consideration and approval by shareholders.
5. Approved the date of convening for general shareholders' meeting,
no.1/2003 on Monday, April 28, 2003 at 10.00 am. at Suntowers B-11st Fl.,
123 Viphavadee-rangsit Road, Lardyao, Jatujak, Bangkok. The agenda for
the meeting are as follows :
1) Consideration of minutes of general shareholders' meeting, no. 1/2002
2) Consideration of company's performance in 2002.
3) Consideration of balance sheet and the profit and loss statement for year
ended Dec.31, 2002.
4) Consideration of dividend payment for the year 2002.
5) Consideration of the appointment of company's directors whom their
terms expired.
6) Consideration of the appointment of new company's directors replacing
the resigned director.
7) Consideration of appointing the auditor and fee for the year 2003.
8) Consideration of the approval of money loan to Sunflower Co.,Ltd.
9) Consideration of credit line to related or unrelated transaction.
10) Other matters ( if any )
6. Approved the closing date of share registration book to ascertain the rights of
shareholders entitled in attending the general shareholders' meeting,
no.1/2003 and the closing date of share registration book for dividend
payment starting from Tuesday, April 8, 2003 at 12.00 am. onward until the
closing time of the general shareholders' meeting.
7. Approved the appointment of four company's directors whose terms expired
in 2003 as following to retain the same position in next serving term:
1. Mr. Dusit Sa-Ngiamsakdi Director
2. Mrs.Pojanart Phanaskhao Director
3. Mr. Kriangsakdi Kajorn-namsong Director
4. Mr. Manop Vorajitjamnong Director
8. Approved the appointment of Mr.Apichai Sawpitiporn, as a new director
replace the resignation director and forward the matter for further
consideration and approval by shareholders.
9. Approved the appointment of auditor, Mr. Pichai Dachanapirom, CPA no.
2421 or Mr.Jetsada Hangsapruk, of Thammaniti Auditing Co.,Ltd. as auditor
in year 2003 for the amount Baht 445,000 in which the matter shall be
proposed further to the general shareholders' meeting for consideration and
approval.
10. Audit Committee evaluated company's efficiency of Internal Control by
questioning the Board of Directors. The 5-parts evaluation consists of
Organizational Control & Environment measure, Risk Management
measure, Management Control Activities, Information & Communication
measure and Monitoring. Also considered that THIP has had efficiency
enough in Internal Control to deal with major shareholders, Directors and
any related person, and also other topics of Internal Control.
11. Other matters :
Approval of appointing Integrated Business Consultants Co.,Ltd. (I-BCON),
as a Financial Advisor, detai1 as per document submitted by I-BCON, which
has been approved by Executive Board.
Please be informed accordingly.
Very truly yours,
(Mr. Huang Kuan-Chiun)(Mr. Viroon Paolinjong)
Authorized Director
