30 April 2003
INFORM SHAREHOLDERS' RESOLUTIONS AND DIVIDEND PAYMENT
TRANSLATION
April 30, 2003
Subject : Inform Shareholders' Resolutions and Dividend Payment.
To : Directors and Managers of Stock Exchange of Thailand
Please be informed the resolutions from the Annual General Shareholders Meeting No. 10/2003 of
Dusit Thani Public Company Limited held on April 30, 2003 as follows:
1. Certified and approved the Minutes of the Annual General Shareholders Meeting No. 9/2002.
2. Acknowledged the Company's performance for 2002.
3. Approved the Audited Balance Sheets and Statements of Income for fiscal year 2002.
4. Approved the payment of dividend of fiscal year 2002 totaling Baht 2.75 per share equivalent
to Baht 233,750,000 as follows:
- The interim dividend Baht 1.25 per share amounting to Baht 106,250,000 which had paid
on September 12, 2002.
- The payment dividend for the operation period July December 2002 at the rate of Baht
1.50 per share amounting to Baht 127,500,000. The second dividend will be paid on May
13, 2003.
5. Re-elected the Directors whose tenure will be ended for another term as follows:
1. Thanpuying Chanut Piyaoui Chairperson and Managing Director
2. Professor Sansern KraichittiIndependent Director and Audit Committee Member
3. Mr. Chanin DonavanikExecutive Director
4. Mrs. Sinee Thienprasiddhi Executive Director and Secretary to the Board of
Directors
The meeting approved the resignation of Mrs. Sunong Salirathavibhaga, the director who has
authorize to sign to bind the Company, and Mrs. Rossana Gaw. The such meeting had elected
Mr. Kenneth Gaw to be Director of the Company in order to replace Mrs. Rossana Gaw.
And set the remuneration which are the remuneration for attending the meeting of Directors
and Audit Committee for the year 2003 totaling not exceed Baht 2,400,000 and Bonus for
Directors not exceed 1 % of the dividend for the year 2002.
.. / 2
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Subject : Inform Shareholders' Resolutions and Dividend Payment.
To : Directors and Managers of Stock Exchange of Thailand
6 Appointed Dr. Suphamit Techamontrikul or Ms. Somporn Dulyawit or Ms. Thanawan
Anuratbodi from Deloitte Touche Tohmatsu Jaiyos Co. as the auditor of the Company for the
year 2003. The auditor's remuneration in 2003 is Baht 1,323,000.
7. Approved the amendment of Company's Articles of Association
from
"Article 8 The Company is prohibited from owning or being pledged of its own shares"
to be
"Article 8 The Company is able to purchase its own shares by consideration from Shareholders
Meeting. Incase the share purchased is not exceed 10 % (ten percent) of paid up capital, it
shall be conducted in accordance with the resolution of the Board of Directors.
Apart from the above mentioned, the share purchased procedure of the Company which is not
specified in this Article of Association shall be in accordance with the Law"
8. Other matters.
Approved the amendment of the number and name of directors who are authorized to sign to
bind the Company
from
"Thanpuying Chanut Piyaoui or Pol. Lt. Chatrachai Bunya-Ananta or Mr. Chanin Donavanik or
Mrs. Sinee Thienprasiddhi or Mrs. Sunong Salirathavibhaga, 2 of 5 jointly sign with the
Company's seal affixed."
to be
"Thanpuying Chanut Piyaoui or Pol. Lt. Chatrachai Bunya-Ananta or Mr. Chanin Donavanik or
Mrs. Sinee Thienprasiddhi, 2 of 4 jointly sign with the Company's seal affixed."
Yours faithfully,
MRS. SINEE THIENPRASIDDHI
Director and Secretary to The Board of Directors