GC/SET 0025/25565
53thrd April 20132
To: President The Stock Exchange of Thailand
Re.: Resolution Notification of the 20132 Annual General Shareholders Meeting of
Global Connections Public Company Limited
According to Global Connections Public Company Limited (“The Company”) convened the 20132 Annual General Shareholders Meeting on FriThursday 53thrd April 20132 at the conference room of The Company. The Company would like to notify the resolution of the 20132 Annual General Meeting of Shareholders Meeting as the followings:-
1.Message from Chairman
2.Approved the minutes of 20121 Annual General Meeting of Shareholders Meeting which was held on 3rd7th April 20121.with the voting as The resolution followed as:
Votes / Percent of the total votes of shareholders attending the meeting and having the rights to voteApproved / 141,531,521 / 99.96
Disapproved
Abstained
No Submit
Total
3. Acknowledgement of the Board of Directors’ report on the Company business performances of 20121.
4. Approved the Company statement of financial position and statement of comprehensive income for the fiscal year ended on 31st December 20121 which was approved by the Board of Directors, and the Audit Committee as well asand certified by the external auditor with the voting as. The resolutionfollowsed as:
Votes / Percent of the total votes of shareholders attending the meeting and having the rights to voteApproved / 141,531,521 / 99.96
Disapproved
Abstained
No Submit
Total
5. Approved the appropriation of the net profit and the dividend payment of fiscal year 20121 details as the followings:-
5.1 The appropriated of all kinds of reserve fund is already done in the amount as stipulated by the law which the company legal reserve is equal Baht 20 million or 10% of paid up capital of Baht 200 million. The appropriation of the net profit as legal reserve fund at the rate of 6.4% of the net profit, in the total amount of Baht 4.9 million.
54.2 The dividend payment for performance of fiscal year 20121in respect of a total of 200,000,000 shares be made to shareholders at Baht 0.40 per share totalling Baht 80,000,000. The interim dividends were paid by The Company on 9th September 2011 at Baht 0.24 per share totalling Baht 48,000,000. The balance dividends of Baht 0.16 per share totaling Baht 32,000,000 will be paid to all shareholders wherebyosethe shareholder’s register book for the right to receive dividend shall be recorded on 18th April, 2012. Also 19th April, 2012 shall be the book-closing date on which the shareholder list as specified in section 225 of the Securities and Exchange Act shall be compiled and the dividend will be paid to the shareholders on 30th April 2012.
The resolution voting is as followed as:
Votes / Percent of the total votes of shareholders attending the meeting and having the rights to voteApproved / 141,531,521 / 99.96
Disapproved
Abstained
No Submit
Total
6. Appointed the directors to replace those whoseare retired by their termsrotation
6.1Reappointed Mr. Virah MavichakSumruay Tichachol to be the director for another sessionterm with the voting as . The resolution followed as:
Votes / Percent of the total votes of shareholders attending the meeting and having the rights to voteApproved / 141,531,521 / 99.96
Disapproved
Abstained
No Submit
Total
6.2 Reappointed Assoc. Prof Chawalee PongpatirochnaMr. Aikachai Sirijuntanan to be the director for another term with the voting as follows: session. The resolution followed as:
Votes / Percent of the total votes of shareholders attending the meeting and having the rights to voteApproved / 141,531,521 / 99.96
Disapproved
Abstained
No Submit
Total
6.3 Reappointed Mr. Siri ThirawatthanawongBhiya Jriyasetapong to be the director for another another term with the voting as follows:session. The resolution followed as:
Votes / Percent of the total votes of shareholders attending the meeting and having the rights to voteApproved / 141,531,521 / 99.96
Disapproved
Abstained
No Submit
Total
7. Approved the remuneration of directors which included the meeting allowance, bonus, and monthly remuneration with the total amount not more than Baht 4 million per year. By votes more than two third of the total votes of shareholders attending the meeting and having the rights to vote, it the was resolution resolve as followsed as:
Votes / Percent of the total votes of shareholders attending the meeting and having the rights to voteApproved / 141,531,521 / 99.96
Disapproved
Abstained
No Submit
Total
8. Appointed the external auditors as the following; Khun Termphong Opanaphan, auditor license No. 4501 or Khun Supachai Panyawatano, auditor license No. 3930, or Khun Thipawan Nananuwat auditor license No. 3459 of Ernst & Young Office Limited to be the auditor for the fiscal year ended ending on 31 December 20132 (Khun Thipawan Nananuwat, auditor license No. 3459 has been the company auditor for three four years) with the fee not more than 780,000 Baht. The resolution voting is as followed as:
Votes / Percent of the total votes of shareholders attending the meeting and having the rights to voteApproved / 141,531,521 / 99.96
Disapproved
Abstained
No Submit
Total
9.Approved the increase of authorized share capital of the Company in the form of General Mandate and amendment to Clause 4 of the company’s Memerandum of Association
9.1 Approve the Approved the increase of authorized share capital of the Company in the form of General Mandate from 200,000,000 Baht to 260,000,000 Baht by issuing the new common shares at the amount of 60,000,000 shares at par value of 1.00 Baht per share with . Tthe resolution voting as followed as:
Votes / Percent of the total votes of shareholders attending the meeting and having the rights to voteApproved / 141,531,521 / 99.96
Disapproved
Abstained
No Submit
Total
9.2Approve the amendment of Clause 4 of the Company’s Memorandum of Association in accordance with the increase of authorized capital of the Company as follows.
Clause 4.The authorized share capital: Baht 260,000,000 (Baht Two Hundred Sixty Million)
Dividend into:260,000,000 Shares (Two Hundred Sixty Million shares)
Each has par value of:Baht 1
Divided into
Ordinary Share:260,000,000 shares (Two Hundred Sixty Million shares)
Preference Share:-
The resolution followed as:
Votes / Percent of the total votes of shareholders attending the meeting and having the rights to voteApproved / 141,531,521 / 99.96
Disapproved
Abstained
No Submit
Total
10. Others – none -
Yours sincerely,
-Signature-
Somchai Kulimakin
Chairman of Executive committee