26 February 2010
Set the date for AGM 2010 and Dividend payment
Translation
February 26, 2010
Subject : To Inform the resolution of the Board of Directors Meeting No.
1/2010
To : Directors and Managers of the Stock Exchange of Thailand
The Board of Directors' Meeting of Dusit Thani Public Company
Limited No.1/2010 held on February 26, 2010 had significant
resolutions as follows:
1. Set the date of Annual General Shareholders Meeting No. 17/2010,
the Agenda, Record Date / Closing Book for the right to attend the
meeting and receive dividend and the date of dividend payment
Board of Directors' opinion: The Annual General Shareholders
Meeting No.17/2010 will be on April 30, 2010 at 10.00 am. at
Dusit Thani Hall, The Dusit Thani Hotel,946 Rama 4 Road, Silom,
Bangrak, Bangkok. The Record Date will be March 31,2010 which
shareholders have the right to attend the 2010 AGM and to receive
the dividend and the share registration book closing date will be
April 1, 2010 forgathering shareholders' names under the
Section 225 of the Securities and Exchange Act. B.E. 2535
(Amended B.E.2551) and will pay the dividend on May 21,2010
2. Dividend payment for the year 2009
Board of Directors' opinion: Agreed on the retained earnings
appropriation for dividend payment for the year 2009
3. The agenda for the Annual General Shareholders Meeting No.17/2010
as follows:
3.1 To approve the Minutes of the Annual General Shareholders
Meeting No. 16/2009
Board of Directors' opinion: The Minutes of the Annual General
Shareholders Meeting No.16/2009 held on April 27, 2009 have
correctly been stated and recommended the approval of the said
Minutes.
3.2 To acknowledge and certify the performance of the Company for
the year 2009
Board of Directors' opinion: The performance and the significant
changes of the Company for the year 2009 should be proposed to
Shareholders to acknowledge and certify.
3.3 To consider and approve the Audited Balance Sheets and the
Statements of Income for the year ended December 31, 2009.
Board of Directors' opinion: The Audited Balance Sheets and
Statements of Income for year ended December 31, 2009 which was
audited and certified by the auditor of PricewaterhouseCoopers
ABAS Limited and was agreed by the Audit Committee should be
proposed to Shareholders for approval.
3.4 To consider and approve the retained earnings appropriation
for dividend payment for the year 2009
Board of Directors' opinion: The retained earnings appropriation
for dividend payment for the year 2009 should be proposed to
Shareholders for approval at the rate of Baht 0.50 per share
equivalent to Baht 42.50 Million
Dusit Thani Public Company Limited has set the Record
Date on March 31, 2010 which shareholders have the right to attend
the 2010 AGM and to receive the dividend and set the share
registration book closing date on April 1, 2010 for gathering
shareholders' names under the Section 225 of the Securities and
Exchange Act B.E. 2535 (Amended B.E. 2551) and will pay the
dividend on May 21, 2010.
Provided that the payment of dividend is not certain and subject
to the approval from Annual General Meeting of Shareholders.
3.5 To appoint the Directors to replace whose tenure will end.
Board of Directors' opinion: The Board of Directors excluding the
interest Directors had discussed by applying the nomination
guideline. The Board of Directors agreed with the Nomination
Committee to propose to Shareholders that the 4 directors whose
tenure will end should be the Directors for another term as per
following list:
1. Thanpuying Chanut Piyaoui
2. Mr. Chatri Sophonpanich
3. Professor Hiran Radeesri
4. Mr. Kenneth Korsirisophon
3.6 To determine the Board of Directors' remuneration for the
year 2010
Board of Directors' opinion: The Compensation Committee Meeting
had considered the 2010 Directors' remuneration and proposed to
the Board of Directors Meeting. The Board of Directors agreed to
propose the same to the Annual General Meeting of Shareholders to
approve the 2010 remuneration to Board of Directors, Sub
Committee and others that increase from last year which not
exceed Baht 4,500,000.For the 2010 annual remuneration to the
Board of Directors would be proposed Baht 425,000.
3.7 To appoint the auditor and fix the remuneration for year 2010
Board of Directors' opinion: Agreed with the Audit Committee and
propose to the Annual General Shareholders Meeting to appoint the
auditor and fix the 2010 remuneration as follows:
1. Mrs. Nattaporn Phan-Udom, Mrs. Anothai Leekitwattana or Miss
Nangnoi Charoenthaveesub or Mrs. Unakorn Phruithithada
One of the four auditors mentioned above from
PricewaterhouseCoopers ABAS Limited has authorization to audit
and sign on the Report of Independent Certified Public
Accountants of the Company.
2. To fix an audit fee for year 2010 of Dusit Thani Public
Company Limited at totally Baht 1,665,000 same as last year.
3.8 To consider other matters. (if any)
Board of Directors' opinion: It is deemed appropriate to have this
agenda as an opportunity for the Shareholders who wish to consider
other matters apart from the agendas determined by the Board of
Directors.
Sincerely yours,
By order of Board of Directors
Mrs. Sinee Thienprasiddhi
Company Secretary