News Detail
Date/Time
05 Feb 2020 17:15:00
Headline
Report on the Board of Directors' meeting resolutions, the date of the 2020 Annual General Meeting of Shareholders and the omission of dividend payment for the year 2019
Symbol
JTS
Source
JTS
Schedule of Shareholders' meeting Subject : Schedule of Annual General Meeting of Shareholders Date of Board resolution : 05-Feb-2020 Shareholder's meeting date : 28-Apr-2020 Beginning time of meeting (h:mm) : 10 : 00 Record date for the right to attend the : 28-Feb-2020 meeting Ex-meeting date : 27-Feb-2020 Significant agenda item : - Omitted dividend payment - To consider an addition of the Company's objective and an amendment to Clause 3 (Objective) of the Company's Memorandum of Association Venue of the meeting : Auditorium, Jasmine International Tower, 3rd floor, No. 200, Moo 4, Chaengwatana Road, Tambon Pakkret, Amphoe Pakkret, Nonthaburi 11120 Remark : [ TRANSLATION ] Our Ref. JTS/CS-001/2563 February 5, 2020 Subject : Report on the Board of Directors' meeting resolutions, the date of the 2020 Annual General Meeting of Shareholders and the omission of dividend payment for the year 2019 Attention : The President of the Stock Exchange of Thailand The Board of Directors of Jasmine Telecom Systems Public Company Limited (the "Company") at the meeting No. 1/2020 convened on February 5, 2020 has passed the following resolutions. 1. The meeting has deemed it appropriate to propose the shareholders' meeting to certify the minutes of the 2019 Annual General Meeting of Shareholders, held on April 25, 2019. 2. The meeting has deemed it appropriate to propose the shareholders' meeting to approve no allotment of the net profit as legal reserve as the Company's legal reserve has reached the minimum amount required by law (10 percent of the registered capital). At present, the Company's legal reserve is Baht 70,645,730.00. The meeting has also deemed it appropriate to propose the shareholders' meeting to approve the omission of the dividend payment from the operating result of the year 2019 to retain the profit for working capital. 3. The meeting has deemed it appropriate to propose the shareholders' meeting to approve appointing the following persons from EY Office Limited to be the Company's auditor for the year 2020:- 1. Mrs.Chonlaros Suntiasvaraporn, Certified Public Accountant Registration No. 4523 or (She signed to certify the Company's financial statements for the years 2016-2019, totaling 4 years) 2. Mr. Vatcharin Pasarapongun Certified Public Accountant Registration No. 6660 or (He has never signed to certify the Company's financial statements.) 3. Mr.Supachai Phanyawattano Certified Public Accountant Registration No. 3930 (He signed to certify the Company's financial statements for the years 2014-2015, totaling 2 years) In the event that those auditors are unable to perform their duties, EY Office Limited is authorized to assign another of its auditors to perform the audit and state the opinions on the Company's financial statements in their place. The meeting has also deemed it appropriate to propose the shareholders' meeting to approve fixing the annual audit fee for the year 2020 at the amount of not exceeding Baht 1,370,000.00 (One million, three hundred and seventy thousand Baht), excluding other expenses. 4. The meeting has approved the retirement by rotation for the year 2020 of the Company's 3 directors namely, Mr. Pleumjai Sinarkorn, Mrs. Nonglug Pongsrihadulchai and Ms. Chaovana Viwatpanachati and the re-election of these directors to directorship for another term. The meeting has deemed it appropriate that this matter be proposed to the shareholders' meeting for approval. As for the directors' remuneration for the year 2020, proposed at the amount of not exceeding Baht 4,000,000.00 (Four million Baht), the meeting has also deemed it appropriate that the matter be proposed to the shareholders' meeting for approval. 5. The meeting has deemed it appropriate to propose the shareholders' meeting to approve an addition of the Company's objective and an amendment to Clause 3 (Objective) of the Memorandum of Association of the Company for the Company's operation. Details are as follows: "(82) To engage in the business of cloud computing system service offering, consisting of Infrastructure-as-a-service and Software-as-a-service, including but not limited to private cloud service, public cloud service and hybrid cloud service; in addition to the provision of application services via cloud computing system." 6. The meeting has approved fixing the schedule for the 2020 Annual General Meeting of Shareholders to be on Tuesday, April 28, 2020 at 10.00 hrs. at Auditorium, Jasmine International Tower, 3rd floor, No. 200, Moo 4, Chaengwatana Road, Tambon Pakkret, Amphoe Pakkret, Nonthaburi 11120. The meeting agendas are as follows:- Agenda 1 To consider certifying the Minutes of the 2019 Annual General Meeting of Shareholders, held on April 25, 2019; Agenda 2 To acknowledge the Company's operating result for the year 2019; Agenda 3 To consider approving the Company's financial statements, ended December 31, 2019; Agenda 4 To consider the allocation of net profit as legal reserve and the dividend payment from the operating result for the year 2019; Agenda 5 To consider an appointment of the auditor and to fix the audit fee for the year 2020; Agenda 6 To consider the election of directors to replace those who retire by rotation and fix the remuneration for the year 2020; Agenda 7 To consider an addition of the Company's objective and an amendment to Clause 3 (Objective) of the Company's Memorandum of Association Agenda 8 To consider other issues (if any). 7. The meeting has approved the Record Date to determine the names of the shareholders who are entitled to attend the 2020 Annual General Meeting of Shareholders to be on Friday, February 28, 2020. The invitation letter to the 2020 Annual General Meeting of Shareholders together with the documents for the meeting are posted on the Company website (http://www.jts.co.th) on Friday, March 27, 2020. Please be informed accordingly. Sincerely yours, Jasmine Telecom Systems Public Company Limited. [Pleumjai Sinarkorn] (Mr. Pleumjai Sinarkorn) Chairman of the Board of Directors ______________________________________________________________________ Dividend payment / Omitted dividend payment Subject : Omitted dividend payment Date of Board resolution : 05-Feb-2020 Omitted dividend payment from : Operating period from 01-Jan-2019 to 31-Dec-2019 ______________________________________________________________________ This announcement was prepared and disseminated by listed company or issuer through the electronic system which is provided for the purpose of dissemination of the information and related documents of listed company or issuer to the Stock Exchange of Thailand only. The Stock Exchange of Thailand has no responsibility for the correctness and completeness of any statements, figures, reports or opinions contained in this announcement, and has no liability for any losses and damages in any cases. 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