25 February 2010
Res. of BOD for AGM&Dividend Payment
MCOT Public Company Limited
63/1 Rama IX Road, Huaykwang
Bangkok 10310 Thailand
Phone +66 (0) 2201 6000
Fax +66 (0) 2245 1435
E-mail Contact@mcot.net
Ref: MCOT/ 6153/636
February 25, 2010
The Stock Exchange of Thailand
Attn: The President
Re: Resolutions of the Board of Directors' Meeting No.2 /2010
of MCOT Public Company Limited
Dear Madame,
We, MCOT Public Company Limited, have organized the Board of Directors'
Meeting No. 2/2010 on February 25, 2010 at 14.00 hours at the Meeting
Room, 6th Floor, MCOT Administration Building, 63/1 Rama IX Road, Huay
Kwang Sub-District, Huay Kwang District, Bangkok 10310. The Board of
Directors resolved as follows:
1. Approved the balance sheet and statement of income for the year ended
December 31, 2009.
2. Approved the schedule of the 2009 Annual General Meeting of
Shareholders on April 22, 2010 at 13.30 hours at Studio 1, Television Building
MCOT Public Company Limited, 63/1 Rama IX Rd., Huay Kwang
Sub-district/District, Bangkok 10310 Rama IX Rd., Huay Kwang, Bangkok
10310. The agendas for the meeting comprise as follows:
Agenda 1: Report from the Chairman
Agenda 2: To certify the Minutes of the Extraordinary General Meeting of
Shareholders No. 1/2009 on August 27, 2009
Agenda 3: To acknowledge the report on the Company's 2008 operating
results (for the period between January 1, - December 31,
2009)
Agenda 4: To consider for approval of the Company's balance sheet and
statement of income for the year ended December 31, 2009
Agenda 5: To acknowledge the payment of the interim dividends for
2009 and consider for approval of the dividend payment
for the year 2009 (for the period between January 1, -
December 31, 2009)
Agenda 6: To acknowledge the retirement by rotation of directors and the
appointment of directors to replace those retiring by rotation
Agenda 7: To consider for approval of the determination of directors'
remuneration
Agenda 8: To acknowledge the appointment of the Auditor and the
determination of audit fees for the year 2010
Agenda 9: Others (if any)
3. Certified the payment of a Baht-1.80-per-share dividend or 89% of net
profit for the period between January 1,- December 31, 2009 (a Baht 0.75 -
per-share interim dividend has been paid on October 16, 2009 for the
operating results of the period between January 1,- June 30, 2009). The
payment of a Baht-1.05-per-share dividend for the period between
July 1, - December 31, 2009 is scheduled on May 14, 2010, and will be
proposed to the 2010 Annual General Meeting of Shareholders. However the
grant of rights to receive dividends is undecided as it requires shareholder
approval.
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4. Certified the shareholders registration book for the rights to attend the
2010 Annual General Meeting of Shareholders and to receive the dividend on
march 19, 2010 (Record Date). The book closing date shall be on March 22,
2010 which the shareholder list as specified in Section 225 of the Securities
and Exchange Act shall be compiled.
5. Assigned Mr. Yarnsak Manamaiphiboon, Chariman of the Audit Committee
and Independent Director, as the proxy to vote on behalf of shareholders who
cannot attend the 2010 Annual General Meeting of Shareholders on April 22,
2010.
6. Certified the appointment of the Office of the Auditor General (OAG) as the
Company's Auditor and the determination of Baht 1.5 million audit fees for the
year 2010.
7. Approved the list of persons nominated by the Nomination and
Remuneration Committee to replace directors retiring by rotation to be
proposed to the 2010 Annual General Meeting of Shareholders. The directors
retiring by rotation are as follows:
1. Mr.Jaturong Panyadilok
2. Mr.Wittayatorn Tokaew
3. Mr.Somboon Muangklam
8. Assigned the Nomination and Remuneration Committee to determine
directors' remunerations for the year 2010 and bonus for the year 2009 to be
proposed to the 2009 Annual General Meeting of Shareholders.
Sincerely yours,
(Mr. Thanachai Wongthongsri)
Vice President
Company Secretary Office
MCOT Public Company Limited
Authorized to sign on behalf of the company
Company Secretary Office
Tel. 0 2201 6388, 02 201 6454
Fax 0 2245 1854