Resolutions of BOD ; call AGM,Payment Dividend

Meeting schedule of securities holders Subject : Schedule of Annual General Meeting of Shareholders Date of Board resolution : 20-Feb-2014 Meeting date : 09-Apr-2014 Beginning time of meeting (h:mm) : 14 : 30 Record date for the right to attend the : 06-Mar-2014 meeting Book closing date for collecting holders : 07-Mar-2014 names under Section 225 of the Securities and Exchange Act Ex-meeting date : 04-Mar-2014 Significant agenda item : - Dividend payment Venue of the meeting : at the company's headquarters at 325/8 Fl. 2 JMART Building, Ramkhamhaeng Rd. Saphan soong, Bangkok Remark : IR57/002 February 20, 2014 Subject: The notification on the Board of Directors' Resolution No. 1/2014 To: The President The Stock Exchange of Thailand According to the Board of Directors of JMT Network Services PLC Meeting No.1/2014 February 20, 2014. We would like to notify the important results as follows: 1. Resolved to propose to the General Meeting of Shareholders 2014 to approve the Annual Report 2013 and Annual Report of the Board of Directors to propose to the general meeting of the company's results of operations in recent years. 2. Resolved to propose to the Annual General Meeting of Shareholders 2014 to approve the financial statement, statement of comprehensive income year ended 31 December 2013 and the auditor's report. 3. The Board of Directors has a resolution of the approval of the dividend payment for the operating results of 2013 in the form of cash at Baht 0.19 per share to the Annual General Meeting of Shareholders for approval. The dividend was paid at Baht 0.12 per share as the interim dividend on 6 September 2013 which led to the remaining of the dividend for the second half operating results of 2013 at Baht 0.07 per share. The dividend is paid for the existing shareholders of the common stocks with the amount of not exceeding than 300,00,000 shares, accounting for the total dividend of not exceeding than Baht 21,000,000. Nevertheless, the above dividend payment still uncertain. It has to depend on the resolution of the shareholders AGM. 4. The Board has resolved to propose to the Annual General Meeting of Shareholders 2014 to consider and approve the directors' remuneration for the year 2014 in the amount not exceeding Baht 5,000,000. And the board of directors' remuneration will be paid as follows. Board of Directors. To be paid as follows. Remuneration / person /quarter Meeting Allowance/ person / time Chairman Baht 50,000 Baht 20,000. Directors Baht 20,000 Baht 10,000. Audit Committee To be paid as follows. Remuneration / person / quarter Meeting Allowance / person / time Committee Chairman Baht 50,000 Baht 20,000. Audit committees Baht 30,000 Baht 15,000. 5. Resolved to propose to the General Meeting of Shareholders 2014 to consider and approve the re-appoint the expiring directors for directorship for another term as follow; The expiring directors as follow; - Mr. Adisak Sukhumvittaya - Mr. Preecha Prakorbkij - Mr. Kanchit Kawachart The board agree to re-appoint the expiring directors for directorship for another term as follow; - Mr. Adisak Sukhumvittaya - Mr. Preecha Prakorbkij - Mr. Kanchit Kawachart 6. The board has resolved to propose to the Annual General Meeting of the Shareholders 2014 to consider and appoint auditors from Grant Thornton as the corporate auditors in the year 2014 as follow; 1. Mrs. Sumalee Chokdeeanant Certified Public Accountant (Thailand) No. 3322 or 2. Mr. Somckid Tiatragul Certified Public Accountant (Thailand) No. 2785 or 3. Mr. Teerasak Chuasrisakul Certified Public Accountant (Thailand) No. 6624 or 4. Ms. Sansanee Poolsawat Certified Public Accountant (Thailand) No. 6977 The above corporate auditors, for the year 2014, have to review and comment on the financial statements of the Company. In addition, the Board of Directors has approved a quarterly audit and proof fee for Baht 1,000,000 (Excluding the cost of quarterly audit and proof fee of the subsidiary in the amount of Baht 1,140,000) The total audit compensation for the year 2014 is Baht 2,140,000 7. Resolved to propose to the shareholders approval to buy distressed debt (an acquisition of assets by the Capital market board declaration No. Tor.Jor. 20/2010 to approve without meeting resolution, if the amount not exceeding Baht 900 million per year for 2014. And authorize the Board to consider buying debt if the debt limit is not exceeded 100 million/time. The Board of director has the authority to buy it. 8. The Board resolved to call for the Annual General Meeting of the Shareholders 2014 on Wednesday , April 9, 2014 at 14.30 A.M. at the company's headquarters at 325/8 Fl. 2 JMART Building, Ramkhamhaeng Rd. Saphan soong, Bangkok. The meeting Agendas are as follows: Issue 1 To consider and approve the minutes of the Meeting of Shareholders 2013. Issue 2 To consider and approve the Annual report 2013 and the report of the Board of Directors to propose to the meeting about the result of operations of the company during the past year. Issue 3 To acknowledge and approve Balance Sheet, Statements of comprehensive income for the year ended December 31, 2013 and report to the Auditor. Issue 4 To acknowledge and approve dividend payment. Issue 5 To consider and approve the Director's remuneration for the year 2014. Issue 6 To consider and approve the election of directors whose term has ended. Issue 7 To appoint the auditors and to approve the auditor's fee for the financial year 2014 Issue 8 To consider and approve purchasing distressed debt (an acquisition of assets by the Capital market board declaration No.Tor.Jor. 20/2010 to approve without meeting resolution, if the amount not exceeding Baht 900 million per year for 2014. And authorize the Board to consider buying debt if the debt limit is not exceeded 100 million/time. The Board of director has the authority to buy it. Issue 9 To consider other matters (if any). JMT has fixed April 18, 2014 the Record Date on which Shareholders have the right to receive dividend and fixed April 21, 2014 as the share registration book closing date for gathering shareholder's names and fixed April 30, 2014 as the dividend payment date And fixed March 6, 2014 the Record Date on which shareholders have the right to attend the Annual General Shareholders' Meeting 2014 (AGM) and collecting shareholders' name under Section 225 of the Securities and Exchange Act of share register book closing date on March 7, 2014 Please be informed accordingly, We hope that the above information is useful to investors Yours sincerely, (Mr. Suphot Wanna) Company Secretary ______________________________________________________________________ Dividend consideration Subject : Cash dividend payment Date of Board resolution : 20-Feb-2014 Type of dividend payment : Cash dividend payment Record date for the right to receive : 18-Apr-2014 dividends Book closing date for collecting : 21-Apr-2014 shareholders names under Section 225 of the Securities and Exchange Act Ex-dividend date : 16-Apr-2014 Payment for : Common shareholders Cash dividend payment (baht per share) : 0.07 Par value (baht) : 1.00 Payment date : 30-Apr-2014 Paid from : Operating period from 01-Jul-2013 to 31-Dec-2013 Remark : IR57/002 February 20, 2014 Subject: The notification on the Board of Directors' Resolution No. 1/2014 To: The President The Stock Exchange of Thailand According to the Board of Directors of JMT Network Services PLC Meeting No.1/2014 February 20, 2014. We would like to notify the important results as follows: 1. Resolved to propose to the General Meeting of Shareholders 2014 to approve the Annual Report 2013 and Annual Report of the Board of Directors to propose to the general meeting of the company's results of operations in recent years. 2. Resolved to propose to the Annual General Meeting of Shareholders 2014 to approve the financial statement, statement of comprehensive income year ended 31 December 2013 and the auditor's report. 3. The Board of Directors has a resolution of the approval of the dividend payment for the operating results of 2013 in the form of cash at Baht 0.19 per share to the Annual General Meeting of Shareholders for approval. The dividend was paid at Baht 0.12 per share as the interim dividend on 6 September 2013 which led to the remaining of the dividend for the second half operating results of 2013 at Baht 0.07 per share. The dividend is paid for the existing shareholders of the common stocks with the amount of not exceeding than 300,00,000 shares, accounting for the total dividend of not exceeding than Baht 21,000,000. Nevertheless, the above dividend payment still uncertain. It has to depend on the resolution of the shareholders AGM. 4. The Board has resolved to propose to the Annual General Meeting of Shareholders 2014 to consider and approve the directors' remuneration for the year 2014 in the amount not exceeding Baht 5,000,000. And the board of directors' remuneration will be paid as follows. Board of Directors. To be paid as follows. Remuneration / person /quarter Meeting Allowance/ person / time Chairman Baht 50,000 Baht 20,000. Directors Baht 20,000 Baht 10,000. Audit Committee To be paid as follows. Remuneration / person / quarter Meeting Allowance / person / time Committee Chairman Baht 50,000 Baht 20,000. Audit committees Baht 30,000 Baht 15,000. 5. Resolved to propose to the General Meeting of Shareholders 2014 to consider and approve the re-appoint the expiring directors for directorship for another term as follow; The expiring directors as follow; - Mr. Adisak Sukhumvittaya - Mr. Preecha Prakorbkij - Mr. Kanchit Kawachart The board agree to re-appoint the expiring directors for directorship for another term as follow; - Mr. Adisak Sukhumvittaya - Mr. Preecha Prakorbkij - Mr. Kanchit Kawachart 6. The board has resolved to propose to the Annual General Meeting of the Shareholders 2014 to consider and appoint auditors from Grant Thornton as the corporate auditors in the year 2014 as follow; 1. Mrs. Sumalee Chokdeeanant Certified Public Accountant (Thailand) No. 3322 or 2. Mr. Somckid Tiatragul Certified Public Accountant (Thailand) No. 2785 or 3. Mr. Teerasak Chuasrisakul Certified Public Accountant (Thailand) No. 6624 or 4. Ms. Sansanee Poolsawat Certified Public Accountant (Thailand) No. 6977 The above corporate auditors, for the year 2014, have to review and comment on the financial statements of the Company. In addition, the Board of Directors has approved a quarterly audit and proof fee for Baht 1,000,000 (Excluding the cost of quarterly audit and proof fee of the subsidiary in the amount of Baht 1,140,000) The total audit compensation for the year 2014 is Baht 2,140,000 7. Resolved to propose to the shareholders approval to buy distressed debt (an acquisition of assets by the Capital market board declaration No. Tor.Jor. 20/2010 to approve without meeting resolution, if the amount not exceeding Baht 900 million per year for 2014. And authorize the Board to consider buying debt if the debt limit is not exceeded 100 million/time. The Board of director has the authority to buy it. 8. The Board resolved to call for the Annual General Meeting of the Shareholders 2014 on Wednesday , April 9, 2014 at 14.30 A.M. at the company's headquarters at 325/8 Fl. 2 JMART Building, Ramkhamhaeng Rd. Saphan soong, Bangkok. The meeting Agendas are as follows: Issue 1 To consider and approve the minutes of the Meeting of Shareholders 2013. Issue 2 To consider and approve the Annual report 2013 and the report of the Board of Directors to propose to the meeting about the result of operations of the company during the past year. Issue 3 To acknowledge and approve Balance Sheet, Statements of comprehensive income for the year ended December 31, 2013 and report to the Auditor. Issue 4 To acknowledge and approve dividend payment. Issue 5 To consider and approve the Director's remuneration for the year 2014. Issue 6 To consider and approve the election of directors whose term has ended. Issue 7 To appoint the auditors and to approve the auditor's fee for the financial year 2014 Issue 8 To consider and approve purchasing distressed debt (an acquisition of assets by the Capital market board declaration No.Tor.Jor. 20/2010 to approve without meeting resolution, if the amount not exceeding Baht 900 million per year for 2014. And authorize the Board to consider buying debt if the debt limit is not exceeded 100 million/time. The Board of director has the authority to buy it. Issue 9 To consider other matters (if any). JMT has fixed April 18, 2014 the Record Date on which Shareholders have the right to receive dividend and fixed April 21, 2014 as the share registration book closing date for gathering shareholder's names and fixed April 30, 2014 as the dividend payment date And fixed March 6, 2014 the Record Date on which shareholders have the right to attend the Annual General Shareholders' Meeting 2014 (AGM) and collecting shareholders' name under Section 225 of the Securities and Exchange Act of share register book closing date on March 7, 2014 Please be informed accordingly, We hope that the above information is useful to investors Yours sincerely, (Mr. Suphot Wanna) Company Secretary ______________________________________________________________________ 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. 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