( F 53 - 4 )
Capital Increase Report Form
Thai Rubber Latex Corporation (Thailand) Public Company Limited
14 May 2010
We, Thai Rubber Latex Corporation (Thailand) Public Company Limited, hereby
reports the resolution of the Board of Director No 5/2010, held on 14 May 2010
at 9.30 am in respect of the decrease of authorized but un-issued capital
/change in par value / increase registered capital to be reserved for stock
dividend and allotment of stock dividend as follows :
1. Decrease of authorized but un-issued capital /change in par value /
increase register capital to be reserved for stock dividend
The meeting of the Board of Director has approved the decrease of
authorized but un-issued capital from Baht 500,000,000 to Baht 272,631,060 by
canceling the unpaid-up ordinary shares of 22,736,894 shares at par value of
Baht 10 per share. After the decrease of registered capital to Baht 272,631,060
the Board of Director approved the change in par value of the company's
ordinary share from the existing par value of Baht 10 per share to a new par
value of Baht 1 per share, resulting in the increase of ordinary shares from
27,263,106 shares to 272,631,060 shares. In addition, the board of director
approved the increase of company registered capital from Baht 272,631,060 to
Baht 436,209,696 by means of the issuance of 163,578,636 ordinary shares with
a par value of Baht 1 per share totaling Baht 163,578,636 to be reserved for
stock dividend .
2. Allotment of stock dividend
The meeting of the board of director has approved the allotment of
163,578,636 ordinary shares with par value of Baht 1 per share, totaling Baht
163,578,636 the details of which are as follows:
2.1 Detail of allotment
Allocated to Number Ratio Sale price Subscription and Note
(Shares) (Old : New) per share payment period
(Baht)
Existing 163,578,636 5:3 1.00 -To be reserved for Payment for
Shareholders the stock dividend Stock dividend
2.2 In case where there is a fraction of shares remaining from the
calculation of stock dividend payment.
In case where there is fraction of shares less than 5 shares, the
Company will pay such stock dividend in cash at Baht 0.60 per share
instead.
2.3 The remaining shares from the previous allotment.
- None -
3. Schedule for shareholders meeting to approve the decrease of authorized but
un-issued capital/change in par value / increase registered capital to reserve
for stock dividend, and the allotment of stock dividend.
The Extraordinary General Meeting of shareholders No. 1/2010 is scheduled
to be held on June 22, 2010 at 9.00 am The Record Date for the right of
shareholders to attend the EGM is scheduled to be on [May 31, 2010]. The share
register book closing date for collecting shareholders' names under the
Section 225 of the Securities and Exchange Act is scheduled to be [June 1, 2010]
The Record Date for the right of shareholders to receive the dividend is
scheduled to be on [July 2, 2010]. The share register book closing date for
collecting shareholders' names under the Section 225 of the Securities and
Exchange Act is scheduled to be [July 5, 2010] , and the dividend payment
shall be made on July 20, 2010
4. Approval of the decrease of authorized but un-issued capital /change in par
value / increase registered capital to reserve for stock dividend , and the
allotment of stock dividend by relevant governmental agency and conditions
thereto (if any)
The company will register the increase of capital to the Ministry of
Commerce and apply to the Stock Exchange of Thailand (SET) for listing the
newly issued share (Stock Dividend) on the SET.
5. Objectives of the capital increase and plans for utilizing proceeds
received from the capital increase.
5.1 To provide investment return to shareholders in form of stock dividend
5.2 To reserve working capital and enhance internal cash flow for the
company.
6. Benefits which the company will receive from the capital increase /
allotment of stock dividend.
6.1 To increase the Company's stock liquidity.
6.2 To retain the working capital for company's operation.
7. Benefits which the shareholders will receive from the capital increase /
allotment of stock dividend.
7.1 Dividend Policy
Not less than 60% of earnings after tax and after legal reserved unless
there is any necessary matter.
7.2 Shareholders' right
The shareholders whose names appear on the registration book at the
closing of registration book date will have the right to receive
dividend of the operating year.
8. Other details necessary for shareholders to approve the capital increase /
allotment of stock dividend.
- None-
9. Schedule of action where the board of directors of the company passes a
resolution approving the capital increase or allotment of stock dividend.
Proceedings Date
Board of Directors' Meeting May 14,2010
The Record Date to for the right to attend the EGM May 31,2010
(Record Date)
The share register book closing date for collecting June 1,2010
shareholders name to attend EGM under section 225
of the Securities and Exchange Act.
Extraordinary General Meeting of shareholders June 22,2010
The record date for the right to receive stock and cash July 2,2010
dividend (Record Date)
The share register book closing date for collecting July 5,2010
shareholders name entitled to receive dividend under
section 225 of the Securities and Exchange Act.
Stock dividend and cash dividend payment July 20,2010
The company hereby certifies that the information contained in this report
form is true and complete in all respects.
Signed ..........................Authorized Director
( Mr.Vorathep Wongsasuthikul )
Position President / Chief Executive Officer
Signed ..........................Authorized Director
( Mr.Paiboon Waraprateep )
Position Vice President
Signed ........................ Authorized Director
( Mr.Prachnon Temritikulchai )
Position Vice President
Guaranteed Supply
