06 มกราคม 2548
Capital increase report form
(TRANSLATION)
CAPITAL INCREASE REPORT FORM
PHATRA LEASING PUBLIC COMPANY LIMITED
5 JANUARY 2005
Phatra Leasing Public Company Limited (the Company) would like to
report the resolutions of the Board of Directors Meeting No. 1/2548,
held on 5 January 2005 from 10.00 a.m. to 11.15 a.m. regarding
the capital increase and the allotment of newly issued shares as
follows:
1. Capital Increase
The Board of Directors Meeting has approved the increase of
the registered capital of the Company from Baht 300,000,000
to Baht 450,000,000 by issuing 150,000,000 new ordinary
shares, with a par value Baht 1 each, totalling Baht 150,000,000.
2. Share Allotment
The Board of Directors Meeting has approved the allotment of the
150,000,000 ordinary shares, with a par value of Bath 1 each,
totalling Baht 150,000,000. The details are as follows:
2.1 The details of the allotment
Alloted to Numberof Ration Offering Subscription Remarks
share (Exiisting: Price and Payment
New) (Bath/Shara) period
Existing 150,000,000 To be To be To be (1)
shareholders determined determined determined
by way of later later,please later
right issue see Remarks
at the par (1)
value of
Baht 1
per share.
Remarks
(1) The offering price shall be in the range between 60% and 70%
of the market price calculated by weighted average of the Companys
shares trading on the Stock Exchange of Thailand at the time as
specified by the Board of Directors(Offering Price Range).
However, the Board of Directors shall have power to amend the
Offering Price Range as they deem necessary and appropriate by
taking into account mainly the market situation at the time of offering.
The Board of Directors shall be authorized to determine the terms,
conditions and offering details, such as the closing date of the
Share Register Book to determine the right of the shareholders to
subscribe for the new shares (XR), the subscription ratio,
the offering price, the subscription period, and other details relating
to and necessary for the offering of the right issue shares to the
existing shareholders.
In case there are remaining shares as a result of the determination
of subscription ratio and/or unsubscribed shares remaining from the
subscription by the existing shareholders, the Board of Directors shall
have the power and discretion to offer such remaining shares to
existing shareholders proportionately to their shareholding, including
to determine the terms, conditions and offering details such as the
closing date of the Share Register Book to determine the right of the
shareholdersto subscribe for the new shares (XR), the subscription ratio,
the offering price, the subscription period and other details relating
to and necessary for the offering of the right issue shares to the
existing shareholders.
2.2 The Companys procedure in event where there are fractions of
shares remaining.Since the subscription ratio has not been determined,
there is no fraction of share. However, when the Board of Directors
determines the subscription ratio and there are fractions of
shares, the Company will further disclose in the Capital Increase
Report Form. Should there be any shares remaining from the
subscription of the capital increase shares, such remaining
shares shall be offered to the existing shareholders proportionately
to their shareholding according to the Board of Directors' discretion.
2.3 The number of shares remaining from the allotment.
-None-
3. Scheduled date for the shareholders meeting to approve the capital
increase/share allotment The Annual General Shareholders Meeting for
the year 2005 will be held on 31 January 2005 at 10.00 a.m.
at Wimankaew Room, 4th Floor, The Grand Hotel, Ratchadapisek Road,
Huay Kwang, Bangkok, 10320 and the share register book shall
be closed from 19 January 2005 at 12.00 noon until the completion
of the meeting in order to determine the rights of
the shareholders to attend the Annual General Shareholders Meeting
for the year 2005.
4. Approval of capital increase/allotment of shares by relevant
governmental agency and conditions thereto (if any)
-None-
5. Purpose of the capital increase and use of proceeds from the capital
increase
5.1 To be utilized as the Companys working capital.
5.2 To repay the loan of the Company.
5.3 To support and strengthen the business operation of the Company.
6. Companys benefits from the capital increase/share allotment
6.1 To increase working capital for business operation and
liquidity needs.
6.2 To enhance the capital base of the Company.
7. Shareholders benefits from the capital increase/share allotment
If the Company incurs profit from its operating results,
the shareholders will receive benefit
in the form of dividend which will increase the value of the Companys shares.
8. Other details necessary for the shareholders to approve the capital
increase/share
allotment
-None-
9. Schedule of action where the board of directors of the Company
passes a resolution approving the capital increase/share allotment
9.1 The share register book shall be closed from 19 January 2005
at 12.00 noon until the completion of the meeting in order to
determine the rights of the shareholders to attend the Annual
General Shareholders Meeting for the year 2005 (XM).
9.2 The Annual General Shareholders Meeting for the year 2005
to approve the increase of capital and allocation of shares shall
be held on 31 January 2005.
The Company hereby certifies that the information contained in this
report form is true and complete in all respects.
Signed______________________Director
(Mr. Krirkchai Siribhakdi)
Signed_______________________Director
(Mr. Tanakorn Buranaphan)
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