Change the par value and amendment of agenda of the AGM 1/07
SET004/2007
March 15, 2007
Subject : To report the resolution of the Board of Directors' Meeting, session. 2/2007
To : President The Stock Exchange of Thailand
The Board of Directors' Meeting, session 2/2007 of SVI Public Company Limited held on March 15, 2007, at 11.00 a.m., the company's Board Room, 33/10 Moo 4, Chaeng Wattana Road, Pakkred, Nontaburi 11120, has resolved the followings:
1. The Minutes of the Board of Directors Meeting, session 1/2007 be certified.
2. Approved to change the par value of the Company's share from 10 Baht to 1 Baht per share in order to improve liquidity, in which the Company's number of registered shares will be increased from 186,107,807 shares (One hundred eighty-six million one hundred seven eight hundred and seven shares) to 1,861,078,070 shares (One thousand eight hundred sixty-one million seventy-eight thousand and seventy shares). Thus the exercise ratio and exercise price of Right Warrants to purchase ordinary shares of the Company are changed as listed below:
SVI- W2:
Existing: 1(One) unit of warrant to1 (One) unit ordinary share at exercise price of 10 Baht/share
New: 1(One) unit of warrant to10 (Ten) units ordinary share at exercise price of 1 Baht/shareESOP-1:
Existing: 1(One) unit of warrant to1 (One) unit ordinary share at exercise price of 6.95 Baht/share
New: 1 (One) unit of warrant to10 (Ten) units ordinary share at exercise price of 0.695 Baht/shareESOP-4:
Existing: 1(One) unit of warrant to1 (One) unit ordinary share at exercise price of 10 Baht/share
New: 1(One) unit of warrant to10 (Ten) units ordinary share at exercise price of 1 Baht/shareHowever, the above changes will effective on the registered date at Ministry of Commerce Thailand.
3. Approved the amendment of Clause 4 of the Memorandum of Association of the Company, for compliance with the changing in par value in Agenda 2.
4. Approved the amendment of Bor Mor Jor. 005 Clause 2, in compliance with the revise of par value in Agenda 2.
5. Approved the amendment of Company's Article of Association item 4 paragraph 1, for compliance with the revise of par value in Agenda 2.
From "The Stock of Company is common stock, value at Baht 10/share and be specific holder name."
To "The Stock of Company is common stock, value at Baht 1/share and be specific holder name."6. Approved the amendment of agenda of the Annual General Meeting of Shareholders No. 1/2007.
The Annual General Meeting of Shareholder No. 1/2007 to be convened on April 26, 2007, at 10:00 hours, at Grand Miracle Hotel, Magic Room 1, 99 Vibhavadi-Rangsit Road, Laksi, Don Muang, Bangkok 10210. The matters to transact at the meeting are:-
1. To certify the Minutes of the Extraordinary General Meeting of Shareholders No. 1/2006.
2. To acknowledge the report of the Company's operating result for the year 2006.
3. To consider and approve the company audited financial statement for the year ended December 31, 2006.
4. To consider and approve the allocation of profit and declaration of dividend for year 2006. Dividend per share was approved at Baht 0.60 at par value 10 Baht/share.
5. To consider and approve the election of directors in substitution of retiring Directors and consider and approve the directors' fee and their remuneration for year 2007.
6. To consider and approve the auditor' fees and their remuneration for year 2007.
7. To consider and approve the reduction of the registered capital of the Company in respect to the cancellation of ESOP 1 warrants of 75,000 units due to director retired by rotation and ESOP 4 warrants of 225,000 units due to the resignation of employee.
8. To consider and approve the amendment to Clause 4 of the Memorandum of Association of the Company, in compliance with the reduction of the registered capital of the Company in Item 7.
9. To consider and approve the revise of the Company's par value from Baht10 to Baht 1 per share.
10. To consider and approve the amendment of Clause 4 of the Memorandum of Association of the Company, in compliance with the revise of par value in Agenda9.
11. To consider and approve the amendment of Bor Mor Jor. 005 Clause 2, in compliance with the revise of par value in Agenda 9.
12. To consider and approve the amendment of Company's Article of Association item 4 paragraph 1, in compliance with the revise of par value in Agenda 9.
13. To consider and approve the amendment of Company's Article of Association item 6 paragraph 2.
14. To consider other business (if any).
However, the Company will close the share Register Book on April 5, 2007 at 12:00 hours until the meeting is adjourned. Eligible shareholders may exercise the right to attend the Annual General Meeting of Shareholders and the Dividend Right as used to announcement.
We, therefore, inform you of the above for your acknowledgment and dissemination to the public and other investors.
Yours faithfully,
(Mrs. Pissamai Saibua)
Chief Financial Officer
