05 มีนาคม 2553

BOD's resolution: Appoint director,dividend, AGM (Revised)

No. IR53/004 5 March 2010 Subject Notification of Board's resolutions from the Board meeting no. 2/2010 (Revised) Attention Managing Director The Stock Exchange of Thailand Refer Company's Letter No.IR53/003 date February 24, 2010 The Company would like to make the following correction on the name list of the financial auditor that was stated on Item no. (7) of the document as referred to above. Previous Statement : (7) Resolved to propose to the 2010 general shareholders' meeting to approve appointment of the Company's accounting auditor for the accounting year 2010 from Grant Thornton Company Limited. The Board proposed following auditors to the meeting. 1. Mr. Somkid Tiatrakul, certified public accountant no. 2785 or 2. Mrs. Sumali Chokdeeanant, certified public accountant no. 3322 One of the aforementioned auditors will be appointed as the Company's accounting auditor for the accounting year 2010 to review the company's financial statements and give comments on the statements. Moreover, the Board has approved the annual and quarterly auditing fees for the Company's financial statements of Baht 1,510,000, which does not include annual and quarterly auditing fees for the subsidiaries' financial statements of Baht 600,000. The proposed total auditing fees for 2010 is at Baht 2,110,000 Corrected Statement : (7) Resolved to propose to the 2010 general shareholders' meeting to approve appointment of the Company's accounting auditor for the accounting year 2010 from Grant Thornton Company Limited. The Board proposed following auditors to the meeting. 1. Mr. Kosol yamleemul, certified public accountant no. 4575 or 2. Mrs. Sumali Chokdeeanant, certified public accountant no. 3322 One of the aforementioned auditors will be appointed as the Company's accounting auditor for the accounting year 2010 to review the company's financial statements and give comments on the statements. Moreover, the Board has approved the annual and quarterly auditing fees for the Company's financial statements of Baht 1,510,000, which does not include annual and quarterly auditing fees for the subsidiaries' financial statements of Baht 600,000. The proposed total auditing fees for 2010 is at Baht 2,110,000 And we have attached the revised information herewith. Yours faithfully, (Miss Ladda Waruntarakul) The Company's secretary No. IR53/003 24 February 2010 Subject Notification of Board's resolutions from the Board meeting no. 2/2010 Attention Managing Director The Stock Exchange of Thailand Jay Mart Public Company Limited (Company) would like to notify the Board's resolutions from the Board meeting no. 2/2010, dated 24 February 2010 as follow. 1. Resolved to approve meeting minutes of the Board meeting no. 1/2010, dated 6 January 2010. 2. Resolved to propose to the 2010 general shareholders' meeting to approve meeting minutes of the 2009 general shareholders' meeting, dated 23 April 2009. 3. Resolved to propose to the 2010 general shareholders' meeting to approve 2009 annual report and the Board of Director's operation report for the previous year. 4. Resolved to propose to the 2010 general shareholders' meeting to approve the Company's financial statements for the year ended 31 December 2009 and the auditor's report. 5. Resolved to propose to the 2010 general shareholders' meeting to approve dividend payment for the accounting year 2009 at the rate of Baht 0.23 per share. As the Company already paid Baht 0.08 per share interim dividend on 4 September 2009, the Company will pay Baht 0.15 per share final dividend for the operation in the second half of 2009. The Company determined the shareholders who are eligible for dividend payment (record date) on 11 March 2010 and will collect shareholders' names according to the Section 225 of the Securities Exchange Act. The registration book closing date will be on 12 March 2010, and the Company will pay final dividend on 30 April 2010. Moreover, the right to receive the dividend is still under uncertainty as it has to be approved by the shareholder's Meeting. 6. Resolved to propose to the 2010 general shareholders' meeting to approve appointing the directors who retired by rotation to resume the posts, to select directors to replace resigned directors and to determine 2010 director's remuneration plan, details as followed. 6.1 Directors who are due to be retired by rotation are as follow: - Miss Yuvadee Pong-acha Director - Mr. Sutee Tantivanichanon Director - Mr. Pichit Nimkul Audit Committee (Independent Director) The Board meeting resolved to propose to re-appoint Miss Yuvadee Pong-acha to resume position for another term; to appoint Mr. Pracha Tansaenee to replace Mr. Pichit Nimkul, whose position is retired by rotation; and to leave directorship position of Mr. Sutee Tantivanichanon vacant. 6.2 Resolved to propose to the 2010 general shareholders' meeting to approve 2010 directors' remuneration for the amount not more than Baht 5,000,000 (Baht 5.0 million), which is equal to the 2009 remuneration by which the Board of Directors shall receive remuneration for only one position, details as follow. Board of Director will receive monthly remuneration as follow Chairman of the Board Baht 45,000 Vice Chairman Baht 40,000 Director Baht 25,000 Audit Committee will receive monthly remuneration as follow Chairman of the Audit Committee Baht 45,000 Audit Committee Baht 25,000 7. Resolved to propose to the 2010 general shareholders' meeting to approve appointment of the Company's accounting auditor for the accounting year 2010 from Grant Thornton Company Limited. The Board proposed following auditors to the meeting. 1. Mr. Kosol Yamleemul, certified public accountant no. 4575 or 2. Mrs. Sumali Chokdeeanant, certified public accountant no. 3322 One of the aforementioned auditors will be appointed as the Company's accounting auditor for the accounting year 2010 to review the company's financial statements and give comments on the statements. Moreover, the Board has approved the annual and quarterly auditing fees for the Company's financial statements of Baht 1,510,000, which does not include annual and quarterly auditing fees for the subsidiaries' financial statements of Baht 600,000. The proposed total auditing fees for 2010 is at Baht 2,110,000. 8. Resolved to summon 2010 general shareholders' meeting on 9 April 2010, 9.30 am at the Company's head office, No. 9/121-3, 126-7 UM Tower, Meeting Room 12th floor, Ramkamheang, Suanluang, Bangkok with following meeting agendas. Agenda 1 To consider approving meeting minutes of 2009 general shareholders' meeting Agenda 2 To consider 2009 annual report and Board of Directors' operation report for the previous year Agenda 3 To consider approving financial statements for the year ended 31 December 2009 and the auditor's report. Agenda 4 To consider approving dividend payment Agenda 5 To consider 2010 directors' remuneration Agenda 6 To consider appointing directors who resigned and retired by rotation Agenda 7 To consider appointing accounting auditor and determining auditing fees for the year 2010 Agenda 8 To consider other issues (if any) The Company determined the shareholders who are eligible to participate in the general shareholders' meeting no. 1/2010 (record date) on 11 March 2010 and will collect shareholders' names according to the Section 225 of the Securities Exchange Act B.E. 2010. The registration book closing date will be on 12 March 2010.