News Detail

Date/Time
18 Dec 2018 17:52:00
Headline
Transaction to Sell Ordinary Shares
Symbol
TNL
Source
TNL
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                Connected transaction

No. Tor Hor. 050/2561
    December 18, 2018
Subject  :    Transaction to Sell Ordinary Shares
To          :         Director and Manger
        Stock Exchange of Thailand

    According to the Board of Director Meeting of Thanulux Public Company Limited 
no. 7/2561
at December 18, 2018 has considered and cordially approved the transaction to 
sell ordinary shares of
Waseda Education (Thailand) Company Limited ("WASEDA") for 4,464 Shares, at 320 
Baht per share (Book value at October 31, 2018, at 319.45 Baht per share), for
the total amount of Baht 1,428,480 to Mr. Boonsithi Chokwatana  who is a
connected person to the company, according to the details as follows :
(1) Transaction Date      :    Within December 2018
(2) Involved Parties
    Selling Party                      :   Thanulux Public Company Limited
    Buying Party                         :    Mr. Boonsithi Chokwatana
(3) Details of connected parties      :    The buyer is the Father of        
     and relationship          Mr.Thamarat Chokwatana Company's Director
(4) General Transaction Description      :   Selling ordinary shares of "WASEDA" 
for 4,464 shares, at 320
     Thai Baht to Mr. Boonsithi Chokwatana who is a connected
     person to the company.
(5) Purpose of transaction      :      Selling shares of the company which not related
 to core business and manage the return on investment.
(6) Disposed securities details
       Securities issuing company             :   Waseda Education (Thailand) 
Company Limited
                           Type of business      :   Educational Institution
       Issued and paid-up share capital       :   Baht 20,000,000. classified into 
200,000 ordinary shares,  with
     par value of Baht 100 per share
Pre-transaction Shareholding Ratio      :   14,286 shares, accounting for 7.143%
Post-transaction Shareholding Ratio     :     9,822 shares, accounting for 4.911%
Total Transaction Value         :    1,428,480  Baht
(7) General Description of connected transaction
    Type of transaction      :   Transactions relating to assets and services
    Transaction volume       :   1,428,480  Baht
         Above transaction came under the scope of connected transactions for listed 
companies as specified in The Notification of The Capital Market Supervisory
Board No. Tor Chor.21/2551, regarding rules on connected transactions provided
as transactions relating to assets and services having transaction volume of
over Baht 1 million but less than Baht 20 million, or more than 0.03% but less
than 3% of net tangible assets (NTA), whichever may be greater. Such 0.03% of
NTA value by the company as of September 30, 2018, stood at Baht 1.11 million,
as against 3% of said NTA of Baht 110.96 million. Accordingly, said transaction
volume warranted the company to seek approval from The Board of Directors and to
report said information to the SET, without having to seek further approval
from the shareholders' meeting.
(8)  Acquisition and disposition of assets
Transaction volume      :    Does not come under the scope for the acquisition or 
disposal
                                                          of assets having 
significant value for listed companies
(9)  The director (s) with possible conflict of interests, and/or the director 
(s) serving as connected parties, did not attend nor were eligible to cast votes
 at said meeting.          :   Mr.Thamarat  Chokwatana    
(10) Opinion by The Board of Directors       :
The Board of Directors approved the transaction to sell ordinary shares of 
Waseda Education (Thailand) Company Limited for 4,464 shares, at 320 Baht per
share, for total amount of 1,428,480 Baht, to
Mr. Boonsithi Chokwatana who is a connected party to the company and wishes to 
donate the aforesaid shares. Furthermore, the selling price is reasonable.
(11) Opinions of The Audit Committee and/or Director significantly different 
from those by The Board
of Directors      :   - None -

    Please kindly acknowledge the above matters.



Faithfully Yours,
Dusadee  Soontrontumrong
(Miss Dusadee  Soontrontumrong)
Chairman of Executive Committee
______________________________________________________________________
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