No. 51/2017/025
Translation -
April 24, 2017
Subject: Resolutions of the 2017 Annual General Meeting of Shareholders (AGM)
To: The President
The Stock Exchange of Thailand
The resolutions of the 2017 AGM of Central Pattana Public Company Limited, held on April 24, 2017 are filed for your acknowledgment as follows:
Acknowledgment of the Minutes of 2016 Annual General Meeting of Shareholders (AGM)
Acknowledgment of the performance outcomes of 2016
Approved
3,756,290,436
votes
Disapproved
3,000
votes
Abstained Invalid ballots
989,800
-
votes votes
Approval of the audited financial statements for the year ended December 31, 2016 which have been certified by the auditor by majority vote of the shareholders who attend the Meeting and have the right to vote, with the following vote breakdown:
Approval of the dividend payment against the 2016 performance outcomes at Baht 0.83 per share for a total of 4,488,000,000 shares, or Baht 3,725,040,000 in dividend payout, to be made on May 19, 2017. For this purpose, the Company has set a record date of March 14, 2017, with the names of those eligible collected under Section 225 of the Securities and Exchange Act through the closing of the shareholder registration book to suspend share transfers on March 15, 2017 by majority vote of the shareholders who attend the Meeting and have the right to vote, with the following vote breakdown:
Approved
3,757,280,036
votes
Disapproved
3,800
votes
Abstained Invalid ballots
400
-
votes votes
Approval of the appointment of directors in place of those due to complete their terms in 2017 by majority vote of the shareholders who attend the Meeting and have the right to vote director individually. Below are vote breakdowns on the matter.
Mr. Suthichai Chirathivat
Approved 3,672,597,535 votes
Disapproved 84,672,598 votes
Abstained 19,603 votes Invalid ballots - votes
Mr. Paitoon Taveebhol
Approved 3,645,680,183 votes
Disapproved 111,569,150 votes
Abstained 40,403 votes Invalid ballots - votes
Mr. Sudhitham Chirathivat
Approved 3,670,672,534 votes
Disapproved 86,576,799 votes
Abstained 40,403 votes Invalid ballots - votes
Mr. Prin Chirathivat
Approved 3,711,712,845 votes
Disapproved 45,538,291 votes
Abstained 38,600 votes Invalid ballots - votes
Approved
3,754,427,234
votes
Disapproved
2,862,800
votes
Abstained Invalid ballots
3,803
-
votes votes
Approval of the remuneration for the Board of Directors for 2017 with a ceiling of Baht 14,000,000 by votes of not less than two-thirds of the shareholders who attend the Meeting and have the right to vote, with the following vote breakdown:
The details of Board remuneration this year are as follows:
Quarterly remuneration
Chairman Baht 165,000 per quarter
Chairman of the Audit Committee Baht 133,000 per quarter
Member of the Audit Committee Baht 103,000 per quarter
Director Baht 85,000 per quarter
Board of Director meeting allowance
Chairman Baht 60,000 per meeting
Director Baht 42,000 per meeting
Audit Committee meeting allowance
Chairman of the Audit Committee Baht 65,000 per meeting
Member of the Audit Committee Baht 50,000 per meeting
Nomination and Remuneration Committee meeting allowance
Chairman of the Nomination and
Remuneration Committee Baht 35,000 per meeting
Member and advisory of the Nomination
and Remuneration Committee Baht 30,000 per meeting
Risk Policy Committee meeting allowance
Chairman of the Risk Policy Committee Baht 35,000 per meeting
Member of the Risk Policy Committee Baht 30,000 per meeting
Note: Executive Directors and other management team members receive no compensation for their appointments on sub-committees.
Other benefits None
Approval of the appointment of the external auditor representing KPMG Phoomchai Audit Limited ("Primary External Auditor"), with any of these names undertaking the audit and expressing opinions on the consolidated financial statements for 2017:
Ms. Bongkot Amsageam CPA registration number 3684
Mrs. Wilai Buranakittisopon CPA registration number 3920
Ms. Porntip Rimdusit CPA registration number 5565
Approved | 3,756,882,434 | votes |
Disapproved | 2,103 | votes |
Abstained Invalid ballots | 409,300 - | votes votes |
and a decision on Baht 6,995,000 as the audit fee on the Company and its subsidiaries and approximately Baht 610,000 for auditing its 8 overseas subsidiaries, the external auditor of the overseas subsidiaries may be served by either Primary External Auditor or Secondary External Auditor. The AGM also delegated approval authority to the Management to appoint the external auditor and determine incidental review fees of subsidiaries, associates, joint ventures, and others during the year by majority vote of the shareholders who attend the Meeting and have the right to vote, with the following vote breakdown:
Your acknowledgment of these matters would be appreciated.
Sincerely,
- Ampawee Chompoopongkasem - (Ms. Ampawee Chompoopongkasem) Company Secretary
Central Pattana pcl published this content on 24 April 2017 and is solely responsible for the information contained herein.
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