28 Feb 2025 08:09
Notification of Resolutions of the Board of Directors' Meeting No.2/2025 and the schedule of 2025 Annual General Meeting of Shareholders (e-AGM)
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Letter No. : 036/2025 To : President, The Stock Exchange of Thailand ______________________________________________________________________ Schedule of Shareholders' meeting Subject : Schedule of Annual General Meeting of Shareholders Date of Board resolution : 27-Feb-2025 Shareholder's meeting date : 24-Apr-2025 Beginning time of meeting (hh:mm) : 10 : 00 Record date for the right to attend the : 17-Mar-2025 meeting Ex-meeting date : 14-Mar-2025 Significant agenda item : - Cash dividend payment - Changing / renewal of the term of the director(s) Venue of the meeting : The meeting will be held in the form of e-AGM Agenda Item : 1 Agenda Detail : To consider and approve the Company's financial statements for the fiscal year ended December 31, 2024 which have been audited by the certified public accountant. Type : To Consider and approve Board's Resolution : Approved to propose the financial statements for the year ended December 31, 2024 to the Shareholders' meeting for approval. Agenda Item : 2 Agenda Detail : To consider and approve the dividend payment for the year 2024. Type : To Consider and approve Board's Resolution : Approved to propose to the Shareholders' meeting for the approval of dividend payment from 2024's operating result, by cash dividend at the rate of Baht 0.40 per share, in the amount of Baht 997.50 million. The Company has paid an interim cash dividend at the rate of Baht 0.12 per share, in the amount of Baht 299.25 million in September 2024. Thus, the remaining cash dividend payment is Baht 0.28 per share, totaling Baht 698.25 million. Agenda Item : 3 Agenda Detail : To consider and approve the appointment of directors replacing those retired by rotation. Type : To consider and approve the appointment of directors Board's Resolution : Approved to propose to the Shareholders' meeting for the approval of re-appointment of the four directors who retire by rotation this year to be appointed as a director of the Company for another term. Agenda Item : 4 Agenda Detail : To consider and approve the directors' remuneration for the year 2025. Type : To Consider and approve Board's Resolution : The Board of Directors has considered and approved to propose to the Shareholders' meeting for the approval of remuneration for directors for the year 2025 in the amount not exceeding Baht 9,000,000 (Nine Million Baht). Agenda Item : 5 Agenda Detail : To consider and approve the directors' pension. Type : To Consider and approve Board's Resolution : The Board of Directors has considered and approved to propose to the Shareholders' meeting for the approval of pension for directors in the amount not exceeding Baht 7,000,000 (Seven Million Baht). Agenda Item : 6 Agenda Detail : To consider and approve the appointment of auditors and to determine auditors' remuneration for the year 2025. Type : To Consider and approve Board's Resolution : Approved to propose to the Shareholders' meeting which the annual audit fees and quarterly review fees for the year 2025 (excluding disbursements) totaling Baht 3,200,000 (Three Million Two Hundred Thousand Baht). Agenda Item : 7 Agenda Detail : To consider other agenda Type : To Consider and approve ______________________________________________________________________ Dividend payment / Omitted dividend payment Subject : Cash dividend payment Date of Board resolution : 27-Feb-2025 Type of dividend payment : Cash dividend payment Record date for the right to receive : 06-May-2025 dividends Ex-dividend date : 02-May-2025 Payment for : Common shareholders Cash dividend payment (baht per share) : 0.28 Par value (baht) : 1.00 Payment date : 23-May-2025 Paid from : Operating period from 01-Jan-2024 to 31-Dec-2024 ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mrs. SOMPORN HARNPHANICH Position in company (1) : CHAIRMAN OF THE BOARD OF DIRECTORS Effective Date (1) : 10-May-2023 Position in company (2) : Member of Executive Committee, Member of Sustainability, Governance and Risk Management Committee ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. VORAVEE KIATINIYOMSAK Position in company (1) : DIRECTOR Effective Date (1) : 23-Jun-2020 Position in company (2) : Member of Executive Committee, Member of Sustainability, Governance and Risk Management Committee ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. SURAPANT TAWEEWIKAYAKARN, M.D. Position in company (1) : DIRECTOR Effective Date (1) : 28-Feb-2023 Position in company (2) : Member of Executive Committee ______________________________________________________________________ Change of director/Executive Re-election Director Name : Mr. PIPHOB VERAPHONG Position in company (1) : INDEPENDENT DIRECTOR Effective Date (1) : 15-Mar-2004 Position in company (2) : AUDIT COMMITTEE Effective Date (2) : 09-Apr-2004 ______________________________________________________________________ Auditors Appointment No : 1 Auditor Name : MISS VIPAVAN PATTAVANVIVEK CPA License No. : 4795 Accounting and Audit firm : KPMG PHOOMCHAI AUDIT LIMITED Audit End Date : 31-Dec-2025 No : 2 Auditor Name : MISS MARISA THARATHORNBUNPAKUL CPA License No. : 5752 Accounting and Audit firm : KPMG PHOOMCHAI AUDIT LIMITED Audit End Date : 31-Dec-2025 No : 3 Auditor Name : MISS VILAIVAN PHOLPRASERT CPA License No. : 8420 Accounting and Audit firm : KPMG PHOOMCHAI AUDIT LIMITED Audit End Date : 31-Dec-2025 ______________________________________________________________________ More detail : In this regard, according to compliance of the Good Corporate Governance: the Shareholders' Rights for the 2025 Annual General Meeting of Shareholders, criteria and procedures for minority shareholders to summit additional agenda items, it appears that there is no shareholder proposed any additional agenda to be considered. Authorize Chairman of Board of Directors to change the date, time, place or format of the meeting in case of force majeure under the conditions specified by law. The company will disclose the details of the 2025 Annual General Meeting of Shareholders and its agenda items online at https://www.bangkokchainhospital.com prior to the meeting date. For inquiries, please do not hesitate to contact us at Investor Relations Department at +662-836-9940 or ir@bangkokchainhospital.com. ______________________________________________________________________ The company hereby certifies that the information above is correct and complete. Signature _________________ ( Prof.Dr.Chalerm Harnphanich, M.D. ) Chief Executive Officer Authorized person to disclose information ______________________________________________________________________ 44 Moo 4 Chaengwattana Road, Pakkred, Nonthaburi 11120 Tel. +66 2836 9999 Fax. +66 2106 4858 www.bangkokchainhospital.com ______________________________________________________________________ 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. 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