ข่าวแจ้งตลาดหลักทรัพย์
01 มีนาคม 2543
AGENDA OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS#5/2000
Enclosure (3)
The Agenda of the Annual General Meeting
of the Company's shareholders # 5/2000 with the opinion of the Board
which will be held on April 24, 2000
of
Sansiri Public Company Limited
1. To certify the minutes of the Extraordinary Shareholders Meeting # 1/1999 held on
July 29, 1999.
Opinion of the Board : The Shareholders Meeting should approve the said minutes.
2. To consider the Board of Director's annual report of the work done for the period of
1999.
Opinion of the Board : The Shareholders Meeting should approve the said report.
3. To consider and approve the Company's balance sheet and profit and loss statement
which have been audited by the auditor of the Company for period ending December 31,
1999.
Opinion of the Board : The Shareholders Meeting should approve the said balance
sheet and profit and loss statement.
4. To consider the allocation of the Company's profit for legal reserves.
Opinion of the Board : Because the Company suffered a loss in the previous
financial year, ending December 31, 1999, it cannot
pay dividends and cannot allocate net profit for legal
reserves.
5. To consider and appoint new directors to replace the directors who must retire on the
expiration of their terms.
Opinion of the Board : The Shareholders Meeting should reappoint Mr. Vasant
Chatikavanij, Mr. Visarl Chowchuvech, Mr. Merrick R.
Kleeman and Mr. Thanapol Sirithanachai, the 4 directors
who must retire on expiration of their terms as directors
of the Company.
6. To report the appointment of Audit Committee of the Company.
Opinion of the Board : The Shareholders Meeting should approve the said
appointment, the members of the Audit Committee are as
follows:
1. Mr. Kovit Poshyananda -Chairman of the Audit
Committee
2. Mr. Visarl Chowchuvech -Member of the Audit
Committee
3. Ms. Chitra Srisakorn -Member of the Audit
Committee
4. Mr. Thalin Aeimtitiwat -Secretary to the Audit
Committee
7. To consider and approve the remuneration of the directors and Audit
Committee.
Opinion of the Board : The Shareholders Meeting should fix the remuneration to
each director at the same rate which approved by the
Shareholder in the previous year and fix the remuneration
to each of Audit Committee in the amount of Baht 50,000
per month for Chairman and in the amount of Baht 30,000
per month for other members effective on January 1, 2000.
/8. To appoint.
Enclosure (3)
The Agenda of the Annual General Meeting
of the Company's shareholders # 5/2000 with the opinion of the Board
which will be held on April 24, 2000
of
Sansiri Public Company Limited
-2-
8. To appoint the auditor and fix the remuneration.
Opinion of the Board : The Shareholders Meeting should appoint Mr. Supoj
Singhsaneh , holder of auditor's license No. 2826 and/or
Miss Somboon Supasiripinyo , holder of auditor's
license No. 3731 and/or Miss Wannaporn Jongpeeradajanonda,
holder of auditor's license No. 4098 of KPMG Audit (Thailand)
Limited as the Company's auditor with the remuneration fixed
at Baht 580,000 (Five Hundred and Eighty Thousand Baht)
9. To consider and approve plan to privately issue and offer the ordinary share-purchase
warrant to directors and employees of the Company and its subsidiaries # 3.
Opinion of the Board : The Shareholders meeting should approve the plan to privately
issue and offer the ordinary share purchase warrant to directors
and employees of the Company and its subsidiaries # 3 as their
compensation and in order to improve efficiency of the work done
by them.
10. To consider and approve the amendment of the shareholders' resolution approving the
allotment of the newly issued ordinary shares in the Annual General Meeting of the
Shareholders of the Company # 4/1999 held on April 9, which is amended by the
Extraordinary Meeting of the Shareholders of the Company # 1/1999 held on July 29, 1999
by taking 641,000 shares at Baht 5.- per share (price was below the par value of the share)
formerly allotted to specific investors not more than 35 persons within each twelve month
period and/or any of 17 types of institutional investor in accordance with the SEC
Notification to be reserved for the exercising right of the warrant issued pursuant to the plan
to privately issue and offer the ordinary share-purchase warrant to the directors and the
employees of the Company and its subsidiaries # 3.
Opinion of the Board : The Shareholders meeting should approve the amendment of the
shareholders' resolution to allot newly issued share to be reserved
for the exercising right of the warrant issued pursuant to plan to
privately issue and offer the ordinary share-purchase warrant to the
directors and employees of the Company and its subsidiaries # 3.
11. Other business (if any).