REPORTING RESOLUTION OF EXTRAORDINARY MEETING, #2/2543
31 มีนาคม 2543
Ref. TP-MT/058/43(FC054/43)
March 30, 2000
Subject : Reporting Resolutions of Extraordinary Meeting of Shareholders,
no.2/2543
Attention : Managing Director, SET
According to Thantawan Industry Public Co.,Ltd. (THIP) had held an
extraordinary meeting of shareholders, session no.2/2543 on Thursday, 30
March 2000 at 10.50 a.m. at Meeting Room B1 at Suntowers B Bldg., 11th Fl.,
123 Vibhavadi-rangsit Road, Lardyao, Jatujak, Bangkok 10900 having total 32
attendants holding total shares of 5,900,500 or accounted for 73.76 % which
comprised of total shareholders having involved interest equaled 4,536,000
shares or accounted for 76.87 % and total shareholders having no involved
interest equaled 1,364,500 shares or accounted for 23.13% which met the
quorum requirement, the meeting had considered and voted for the following
resolutions :
Agenda 1: Considering for approval of the report on minutes of the
extraordinary shareholders' meeting, session no. 1/2000 held on 28 February
2000.
Resolution: The meeting considered and unanimously approved the report of
the extraordinary meeting, session no.1/2000 as proposed by Chairman of
the meeting.
Agenda 2: Considering for relocation of THIP's factory to Prachinburi province
Resolution : The meeting considered and voted with the below resolution:
Number of Shares as 5,900,500 shares = 100.00 %
Total Yes 87,300 shares = 1.48 %
Total No 5,813,200 shares = 98.52 %
Consequently, the meeting had disapproved on relocating of THIP's factory to
Prachinburi province.
Agenda 3: Considering on the entering into cross-related transaction with
Sunflower Enterprise Co.,Ltd. (SE)
Sub-agenda 3.1 Considering payment of compensation and leasing of land plot
with building and land plots.
Resolution: The meeting considered and voted with the below resolution:
Number of Shares as 5,900,500 shares = 100.00 %
Total Yes 5,713,700 shares = 96.83 %
Total No 186,800 shares = 3.17 %
Total shareholders having no involved interest in the transaction 1,364,500
shares = 100%
Total Yes 1,177,700 shares = 86.31%
Total No 186,800 shares = 13.69%
Consequently, the meeting had approved on entering into the cross-related
transaction.
Sub-agenda 3.2: Considering for approval of entering into two memorandum of
agreements dated 25 November 1999 with SE on allowing for keeping the
advance payment of land plot purchasing.
Resolution: The meeting considered and voted with the below resolution:
Number of Shares as 5,900,500 shares = 100.00 %
Total Yes 5,706,200 shares = 96.71 %
Total No 194,300 shares = 3.29 %
Total shareholders having no involved interest in the transaction 1,364,500
shares = 100%
Total Yes 1,170,200 shares = 85.76%
Total No 194,300 shares = 14.24%
Consequently, the meeting had approved on entering into the cross-related
transaction.
Sub-agenda 3.3: Considering for approval on purchasing of land plot with
building and vacant land plots.
Resolution: The meeting considered and voted with the below resolution:
Number of Shares as 5,900,500 shares = 100.00 %
Total Yes 5,706,200 shares = 96.71 %
Total No 194,300 shares = 3.29 %
Total shareholders having no involved interest in the transaction 1,364,500
shares = 100%
Total Yes 1,170,200 shares = 85.76%
Total No 194,300 shares = 14.24%
Consequently, the meeting had approved on entering into the cross-related
transaction.
Please be informed accordingly,
Sincerely yours,
(Mr.Phietoon Trivijitkasem) (Mr.Pichai Tangvithetjit)
Director Director