21 Feb 2025 08:46
The 2025 Annual General Meeting of Shareholders Date, Its Agenda Items, and 2024 Dividend Payment (Revised)
Product PTT Source PTT
Full Detailed News
Schedule of Shareholders' meeting Subject : Schedule of Annual General Meeting of Shareholders Date of Board resolution : 20-Feb-2025 Shareholder's meeting date : 11-Apr-2025 Beginning time of meeting (hh:mm) : 13 : 30 Record date for the right to attend the : 07-Mar-2025 meeting Ex-meeting date : 06-Mar-2025 Significant agenda item : - Cash dividend payment - Changing / renewal of the term of the director(s) Venue of the meeting : Electronic Meetings Agenda Item : 1 Agenda Detail : To acknowledge the 2024 performance results Type : To acknowledge Board's Resolution : We recommend the shareholders to acknowledge the 2024 performance results and the proposed corporate strategy plan. Agenda Item : 2 Agenda Detail : To approve the financial statements for the year ended December 31, 2024 Type : To Consider and approve Board's Resolution : We recommend the shareholders to approve the financial statements for the year ended December 31, 2024 which have been audited by the auditor and reviewed by the Audit Committee. The board has also endorsed the statements. Agenda Item : 3 Agenda Detail : To approve 2024 net profit allocation and dividend payment Type : To Consider and approve Board's Resolution : After due consideration, the Board of Directors deemed it appropriate to propose shareholders to; 1. Approve 2024 net profit allocation and the dividend payment for the year 2024 performance which will be paid to the shareholders of 28,562,996,250 shares at the rate of Baht 2.10 per share, totalling Baht 59,983 million. After deduction of the interim dividend payment for the first half of 2024 performance at the rate of Baht 0.80 per share with the total amount of Baht 22,851 million, the Company will pay the remaining dividend for the second half of 2024 performance at the rate of Baht 1.30 per share, totalling Baht 37,132 million. The remaining dividend for the second half of 2024 performance will be paid from the unappropriated retained earnings which subjected to 20% corporate income tax wherein individual shareholders shall be entitled to a Dividend Tax Credit under Section 47 bis of the Revenue Code at the rate of Baht 0.82 per share, from the unappropriated retained earnings derived from Board of Investment promoted activities (BOI) during the period of being income tax exemption wherein individual shareholders shall not include the dividend as taxable income and not be entitled to a Dividend Tax Credit under Section 47 bis of the Revenue Code at the rate of Baht 0.04 per share and from the dividend received from PTT Exploration and Production Public Company Limited (PTTEP) which is subjected to 50% petroleum income tax wherein individual shareholders shall not be entitled to a Dividend Tax Credit under Section 47 bis of the Revenue Code at the rate of Baht 0.44 per share. The Board of Directors has set the Record Date on March 7, 2025 to determine the name of shareholders who are entitled to receive the dividend. The dividend for the second half of 2024 performance will be paid on April 29, 2025. 2. Acknowledge the interim dividend payment approved by the Board of Directors on August 15, 2024 at the rate of Baht 0.80 per share, totaling Baht 22,851 million, which was paid to the shareholders on September 13, 2024. Agenda Item : 4 Agenda Detail : To appoint the auditors and approve the audit fees for the year 2025 Type : To Consider and approve Board's Resolution : We recommend the shareholders to appoint Mr. Kittiphun Kiatsomphob, CPA License No. 8050 and/or Miss Kessirin Pinpuvadol, CPA License No. 7325 and/or Mr. Vorapoj Amnauypanit, CPA License No. 4640 from EY Office Limited as PTT's auditors for the year 2025 and approve the audit fees of Baht 8,000,000, as recommended by the Audit Committee and endorsed by the Board of Directors. Agenda Item : 5 Agenda Detail : To approve the 2025 directors' remuneration Type : To Consider and approve Board's Resolution : We recommend the shareholders to approve the 2025 directors' and the specific committee members' remuneration including directors' bonus package to be the same rate as the 2024 package. The package have been proposed by the Remuneration Committee and endorsed by the Board of Directors. Agenda Item : 6 Agenda Detail : To elect directors to replace those who are retired by rotation. Type : To consider and approve the appointment of directors Board's Resolution : In 2025, there are 5 directors who are due to retire by rotation, i.e., (1) General Teerawat Boonyawat, (2) Mrs.Phongsaward Neelayodhin, (3) Mr.Chansin Treenuchagron, (4) Mr.Chayatan Phromsorn and (5) Dr.Nattapon Nattasomboon. We recommend the shareholders to approve the re-appointment of 3 retiring directors to be PTT's directors for another term (directors listed in items (2), (4) and (5)) and nominate 2 qualified candidates to be appointed as directors (directors listed in items (1) and (3)) in accordance with the composition of directors of PTT, namely; (1) General Ukris Boontanondha (in replacement of General Teerawat Boonyawat); (2) Mrs.Phongsaward Neelayodhin (re-election); (3) Professor Dr. Wilert Puriwat (in replacement of Mr.Chansin Treenuchagron); (4) Mr.Chayatan Phromsorn (re-election); (5) Dr.Nattapon Nattasomboon (re-election) Agenda Item : 7 Agenda Detail : Other matters. (If any) Type : To Consider and approve ______________________________________________________________________ Dividend payment / Omitted dividend payment Subject : Cash dividend payment Date of Board resolution : 20-Feb-2025 Type of dividend payment : Cash dividend payment Record date for the right to receive : 07-Mar-2025 dividends Ex-dividend date : 06-Mar-2025 Payment for : Common shareholders Cash dividend payment (baht per share) : 1.30 Derived from profit under non-BOI : 1.26 privilege (baht per share) Derived from profit under BOI privilege : 0.04 (baht per share) Par value (baht) : 1.00 Payment date : 29-Apr-2025 Paid from : Retained Earnings ______________________________________________________________________ Auditors Appointment No : 1 Auditor Name : Mr. KITTIPHUN KIATSOMPHOB CPA License No. : 8050 Accounting and Audit firm : EY OFFICE LIMITED Audit End Date : 31-Dec-2025 No : 2 Auditor Name : Ms. KESSIRIN PINPUVADOL CPA License No. : 7325 Accounting and Audit firm : EY OFFICE LIMITED Audit End Date : 31-Dec-2025 No : 3 Auditor Name : Mr. VORAPOJ AMNAUYPANIT CPA License No. : 4640 Accounting and Audit firm : EY OFFICE LIMITED Audit End Date : 31-Dec-2025 ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. CHAYATAN PHROMSORN Position in company (1) : INDEPENDENT DIRECTOR Effective Date (1) : 15-Aug-2024 ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. NATTAPON NATTASOMBOON Position in company (1) : INDEPENDENT DIRECTOR Effective Date (1) : 21-Mar-2024 ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mrs. PHONGSAWARD NEELAYODHIN Position in company (1) : INDEPENDENT DIRECTOR Effective Date (1) : 01-Dec-2023 ______________________________________________________________________ Change of director/Executive Expired by rotation Director Name : Mr. CHANSIN TREENUCHAGRON Position in company (1) : INDEPENDENT DIRECTOR Effective Date (1) : 14-May-2022 Expire Date (1) : 11-Apr-2025 Position in company (2) : AUDIT COMMITTEE Effective Date (2) : 21-Mar-2024 Expire Date (2) : 11-Apr-2025 Terminate Reason : Retire from office at the end of the term ______________________________________________________________________ Change of director/Executive Expired by rotation Director Name : GEN. TEERAWAT BOONYAWAT Position in company (1) : INDEPENDENT DIRECTOR Effective Date (1) : 11-Apr-2019 Expire Date (1) : 11-Apr-2025 Position in company (2) : Chairman of the Remuneration Committee Expire Date (2) : 11-Apr-2025 Terminate Reason : Retire from office at the end of the term ______________________________________________________________________ Change of director/Executive New election Director Name : Professor Dr. Wilert Puriwat Position in company (1) : INDEPENDENT DIRECTOR Effective Date (1) : 11-Apr-2025 ______________________________________________________________________ Change of director/Executive New election Director Name : General Ukris Boontanondha Position in company (1) : INDEPENDENT DIRECTOR Effective Date (1) : 11-Apr-2025 ______________________________________________________________________ More detail : The Board of Directors of PTT at the meeting No.2/2025, which was held on February 20, 2025, has passed the resolution as follows: authorized the Chairman to consider altering the method of the 2025 AGM and authorize the Chief Executive Officer and President, or a person authorized by the Chief Executive Officer and President, whose position is Executive Vice President or above, to manage and finalize the details of the 2025 AGM arrangements in case of necessity, such as a new meeting date and time, venue, record date, and any other relevant and necessary actions as stipulated by law. According to PTT's Board of Directors Meeting resolution No. 8/2024 on August 15, 2024, the Board had announced criteria and procedures for minority shareholders to submit additional agenda items and nominate directorial candidates for the 2025 AGM, in compliance with the Good Corporate Governance: the Shareholders' Rights principle. Neither additional agenda item nor candidate was proposed for this year. PTT will disclose the details of the 2025 AGM and its agenda items online at http://www.pttplc.com prior to the meeting date. For inquiries, please do not hesitate to contact us at corporatesecretary@pttplc.com. Alternatively, please contact the Office of President at +66(0)2537-3855 or fax at +66(0)2537-3887 or Investor Relations Department at +66(0)2537-3518 - 9 or fax at +66(0)2537-3948. ______________________________________________________________________ The company hereby certifies that the information above is correct and complete. Signature _________________ ( MR.KONGKRAPAN INTARAJANG ) Chief Executive Officer & President Authorized person to disclose information ______________________________________________________________________ This announcement was prepared and disseminated by listed company or issuer through the electronic system which is provided for the purpose of dissemination of the information and related documents of listed company or issuer to the Stock Exchange of Thailand only. The Stock Exchange of Thailand has no responsibility for the correctness and completeness of any statements, figures, reports or opinions contained in this announcement, and has no liability for any losses and damages in any cases. In case you have any inquiries or clarification regarding this announcement, please directly contact listed company or issuer who made this announcement. If you would like to see the full details of this information, please click view "full details" in attached file.