Schedule of Shareholders' meeting
Subject : Schedule of Annual General Meeting of
Shareholders
Date of Board resolution : 26-Feb-2026
Shareholder's meeting date : 23-Apr-2026
Beginning time of meeting (hh:mm) : 14 : 00
Record date for the right to attend the : 12-Mar-2026
meeting
Ex-meeting date : 11-Mar-2026
Significant agenda item :
- Cash dividend payment
- Changing / renewal of the term of the director(s)
Type of meeting : Hybrid meeting
Venue of the meeting : At the Conference Room, 12th Floor,
TISCO Tower, North Sathorn Road, Silom, Bangrak, Bangkok in the form of Hybrid
Meeting
Agenda Item : 1
Agenda Detail : To acknowledge the Board of
Directors' business activities conducted in 2025
Type : To acknowledge
Board's Resolution : The Board deemed it appropriate to
recommend the shareholders acknowledge the Board of Directors' business
activities conducted in 2025.
Agenda Item : 2
Agenda Detail : To approve the Statement of Financial
Position and Statement of Comprehensive Income for the year ended December 31,
2025 of the Company and its subsidiary companies.
Type : To Consider and approve
Board's Resolution : The Board recommends that the
shareholders approve TISCO Financial Group Public Company Limited and its
subsidiary companies' Statement of Financial Position and Statement of
Comprehensive Income for the year ended December 31, 2025.
Agenda Item : 3
Agenda Detail : To acknowledge the interim dividend
payment and approve the appropriation of profit arising from the year 2025
operations and dividend payment
Type : To Consider and approve
Board's Resolution : The Board recommends that the
shareholders acknowledge the interim dividend payment and approve the
appropriation of profit arising from the year 2025 operations and dividend
payment as follows:
- No legal reserve appropriation because the Company's reserve has reached the
amount required by laws.
- Appropriation of profit arising from the year 2025 operations and
unappropriated retained earnings as dividend payment for common shareholders and
preferred shareholders at x.xx baht per share of which the Company already paid
interim dividend at rate of 2.00 baht per share on September 25, 2025,
amounting to 1,601,306,968 baht, and will propose the remaining dividend at the
rate of 5.75 baht per share of approximately 4,603,769,027 baht, making the
total dividend of 6,205,075,995 baht, by setting the record date on April 30,
2026 to determine the list of shareholders entitled to receive dividend, and the
dividend payment shall be made on May 19, 2026. In addition, the dividends paid
from net profit are subject to a 20 percent corporate income tax, which an
individual shareholder may apply for tax credit on dividend at the rate of 2/8
of the dividend amount received.
- Appropriation of unappropriated retained earnings amounting to 650,000,000
baht as regulatory capital fund on consolidated basis, according to the
consolidated supervision regulation.
Agenda Item : 4
Agenda Detail : To approve the appointment of the
auditors and their remuneration for the year 2026
Type : To Consider and approve
Board's Resolution : The Board of Directors concurs with
the proposal of the Audit Committee and recommends that the shareholders approve
the appointment of Ms. Saranya Pludsri, CPA License No. 6768, or Ms. Bongkot
Kriangphanamorn, CPA License No. 6777, or Ms. Ployjuta Sucanthamal, CPA License
No. 10678 of EY Office Limited as the Company's auditors for the year 2026, with
remuneration of not exceeding 820,000 baht for audit fees and 400,000 baht for
special-audit fees. All nominated auditors must be approved by the Bank of
Thailand. Any one of these auditors is authorized to certify the auditor's
report.
Agenda Item : 5
Agenda Detail : To approve the amendment to the
Company's Memorandum of Association, Clause 4. Registered Capital, to align with
the Company's paid-up capital
Type : To Consider and approve
Board's Resolution (Update) : The Board recommends that the
shareholders approve the amendment to Clause 4 of the Company's Memorandum of
Association regarding registered capital in alignment with the Company's paid-up
capital, so that it reflects the current Company's Registered Capital.
To ensure the accurate completion of the registration of the amendment to the
Memorandum of Association, the Board of Directors recommends that the
shareholders empower the directors authorized, or any person designated by the
authorized directors, to have the authority to file the application for
registration of the amendment with the Department of Business Development,
Ministry of Commerce. Additionally, the authorized person will carry out any
necessary actions and/or comply with the registrar's instructions to ensure the
completion of the registration.
Agenda Item : 6
Agenda Detail : To approve the number of directors
Type : To Consider and approve
Board's Resolution : The Board concurs with the proposal
of the Nomination and Compensation Committee and recommends that the
shareholders approve the number of directors at thirteen (13).
Agenda Item : 7
Agenda Detail : To approve the election of directors
Type : To consider and approve the
appointment of directors
Board's Resolution (Update) : The Board concurs with the proposal
of the Nomination and Compensation Committee and recommends the shareholders
approve the election of the proposed director candidates. All nominated
candidates have been approved by the Bank of Thailand.
Agenda Item : 8
Agenda Detail : To approve the remuneration of
directors
Type : To Consider and approve
Board's Resolution : The Board concurs with the proposal
of the Nomination and Compensation Committee and recommends the shareholders
approve the rates of remuneration for directors and sub-committee members for
the year 2026 in the form of monthly fee and meeting fee, to remain at the same
rate as approved by the 2025 Annual General Meetings of Shareholders. Also,
non-monetary benefits offered to directors include an executive vehicle for the
Chairman of the Board and group life and accident insurance or health insurance
or travel insurance or medical benefits, as appropriate, including the Directors
& Officers Liability Insurance, to be valid until amended.
More detail : For more information regarding this agenda, please read the Full
Detailed News file.
Agenda Item : 9
Agenda Detail : Other businesses (if any)
Type : To Consider and approve
______________________________________________________________________
Dividend payment / Omitted dividend payment
Subject : Cash dividend payment
Date of Board resolution : 26-Feb-2026
Type of dividend payment : Cash dividend payment
Record date for the right to receive : 30-Apr-2026
dividends
Ex-dividend date : 29-Apr-2026
Payment for : Common shareholders
Cash dividend payment (baht per share) : 5.75
Payment for : Preferred shareholders
Cash dividend payment (baht per share) : 5.75
Par value (baht) : 10.00
Payment date : 19-May-2026
Paid from :
Operating period from 01-Jan-2025 to 31-Dec-2025
______________________________________________________________________
Auditors Appointment
No : 1
Auditor Name : Miss SARANYA PLUDSRI
CPA License No. : 6768
Accounting and Audit firm : EY OFFICE LIMITED
Audit End Date : 31-Dec-2026
No : 2
Auditor Name : Ms. BONGKOT KRIANGPHANAMORN
CPA License No. : 6777
Accounting and Audit firm : EY OFFICE LIMITED
Audit End Date : 31-Dec-2026
No : 3
Auditor Name : Ms. PLOYJUTA SUCANTHAMAL
CPA License No. : 10678
Accounting and Audit firm : EY OFFICE LIMITED
Audit End Date : 31-Dec-2026
______________________________________________________________________
Change of director/Executive
Re-election
Director Name : Mr. Pliu Mangkornkanok
Position in company (1) : Non-Executive Director
______________________________________________________________________
Change of director/Executive
Re-election
Director Name : Mr. Dung Ba Le
Position in company (1) : Non-Executive Director
______________________________________________________________________
Change of director/Executive
Expired by rotation
Director Name : Mrs. Angkarat Priebjrivat
Position in company (1) : Non-Executive Director
Expire Date (1) : 23-Apr-2026
Terminate Reason : Non-renewal of term (term expired)
______________________________________________________________________
Change of director/Executive
Re-election
Director Name : Ms. Penchun Jarikasem
Position in company (1) : Independent Director
______________________________________________________________________
Change of director/Executive
Re-election
Director Name : Mr. Kanich Punyashthiti
Position in company (1) : Independent Director
______________________________________________________________________
Change of director/Executive
Re-election
Director Name : Mrs. Pongpen Ruengvirayudh
Position in company (1) : Independent Director
______________________________________________________________________
Change of director/Executive
Re-election
Director Name : Mr. Tevin Vongvanich
Position in company (1) : Independent Director
______________________________________________________________________
Change of director/Executive
Re-election
Director Name : Mr. Sillapaporn Srijunpetch
Position in company (1) : Independent Director
______________________________________________________________________
Change of director/Executive
Re-election
Director Name : Mr. Vara Varavithya
Position in company (1) : Independent Director
______________________________________________________________________
Change of director/Executive
New election
Director Name : Ms. Sukhumarn Phanachet
Position in company (1) : Independent Director
Effective Date (1) : 23-Apr-2026
More detail : Pending approval by the shareholders'
meeting.
______________________________________________________________________
Change of director/Executive
Re-election
Director Name : Mr. Chi-Hao Sun
Position in company (1) : Non-Executive Director
______________________________________________________________________
Change of director/Executive
Re-election
Director Name : Mr. Makoto Honda
Position in company (1) : Non-Executive Director
______________________________________________________________________
Change of director/Executive
Re-election
Director Name : Mr. Sakchai Peechapat
Position in company (1) : Executive Director
______________________________________________________________________
Change of director/Executive
Re-election
Director Name : Mr. Metha Pingsuthiwong
Position in company (1) : Executive Director
______________________________________________________________________
More detail :
The Company also uploaded proxy forms (Forms A, B, and C) through the Company's
website. They are available for printing at www.tisco.co.th. Alternatively, you
may request the original proxy forms from Corporate Secretariat Office at Tel.
+66 2633 6855 or email address: tisco_cs@tisco.co.th. or Contact Center at Tel.
+66 2633 6000.
If shareholders wishes to appoint the Company's independent directors as their
proxy to attend the meeting, pleas submit the proxy form together with the
required supporting document in advance to Corporate Secretary Office, TISCO
Financial Group Public Company Limited, 7th Floor, TISCO Tower, North Sathorn
Rd., Silom, Bangrak, Bangkok 10500 or via email at tisco_cs@tisco.co.th.
The Company reserves the right to consider only those proxy forms duly delivered
to the Company at the aforementioned address no later than 5:00 p.m. on
Tuesday, 21 April 2026, whereby the postal postmark shall be deemed conclusive
evidence of the submission.
______________________________________________________________________
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"full details" in attached file.
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