NOTIFICATION ON RESOLUTIONS OF AGM NO. 10
25 เมษายน 2546
(Translation)
April 24, 2003
Subject : Notification on Resolutions of Annual General
Shareholders' Meeting No.10 (after conversion into a
public company limited)
To : Director and Manager
Stock Exchange of Thailand
Pursuant to Annual General Shareholders' Meeting No.10
(after conversion into a public company limited) of Siam Makro
Public Company Limited held on April 24, 2003 during 3.00 - 4.30 p.m.,
at Monthathip Room of Radisson Hotel Bangkok, No. 92 Rama 9 Road,
Bangkapi Subdistrict, Huay Kwang District, Bangkok Metropolis,
Thailand, the following resolutions have been adopted:
1. Confirmation of the Minutes of Annual General
Shareholders' Meeting No. 9 (after conversion into a public company
limited) held on April 29, 2002.
2. Approval of the audited balance sheets, statements
of income, statements of changes in shareholders' equity, statements
of cash flows and the report of the auditor of Siam Makro Public
Company Limited and its subsidiaries as of December 31, 2002.
3. Confirmation of the report of the Company's Management
regarding the Company's business activities and the payment of
interim dividend on 8 July 2002.
4. Re-election of Mr. Prasert Jarupanich, Mr. Francisco
Henrique Passos Fernandes, Mr. Chavalit Uttasart and Mrs. Boonsin
Srilertchaipanich as the Directors for another term and Mr. Chavalit
Uttasart remain in the position of the Audit Committee in the
appointment term, and fix of the remuneration of the Company's
Directors for the year 2003 except Mr. Antonio Carlos Pereira Melo,
Mrs. Suchada Ithijarukul, Mrs. Boonsin Srilertchaipanich,
Mr. Francisco Henrique Passos Fernandes and Mr. Eric Felix Maria
Van Peer in the amount of not exceeding Baht 5,000,000 per year.
5. Approval on the declaration of the dividend payment
being Baht 3.50 per share, totalling 240,000,000 shares in the
amount of Baht 840,000,000 and the dividend payment date is on
May 20, 2003. The reserve fund as at 31 December 2002 is up to
Baht 240,000,000 being equal to 10% of registered capital, the
Company, therefore, is not required to set aside more legal reserve.
6. Appointment of Mr. Prasan Chuaphanich, Certified Public
Accountant (Thailand) No. 3051, Ms. Nangnoi Charoenthaveesub,
Certified Public Accountant (Thailand) No. 3044, and Mr. Somchai
Jinnovart, Certified Public Accountant (Thailand) No. 3271 of
PricewaterhouseCoopers ABAS Limited as the Company's auditors, any
one being authorized to conduct the audit and express an opinion
on the annual financial statements of the Company for the fiscal
year ended on December 31, 2003. In the absence of the above-named
auditors, PricewaterhouseCoopers ABAS Limited is authorized to
identify the other Certified Public Accountant with
PricewaterhouseCoopers ABAS Limited to carry out the work and the
auditing fee to be determined by the Audit Committee.
7. Approval of the amendment of Clause 3 of the Company's
Memorandum of Association from having the objectives in the number
of 30 clauses to be 32 clauses. Details of the proposed increase
of the 2 new objectives are as follows:
"(31) To engage in the business of trading of scale,
balance, measure equipments including parts and
apparatus of such goods.
(32) To engage in the business of the bakery factory."
There is no further business.
Please be informed accordingly.
Very truly yours,
Siam Makro Public Company Limited
Signature
(Charoen Assawajarukasem)