Notification of the Board of Directors' Resolutions on the Capital Reduction, Capital Increase, Allocation of Newly Issued Ordinary Shares through PP, Investment in King Gen PLC and the Convening of the EGM No. 1/2026.

The Stock Exchange of Thailand · 1d ago
Schedule of Shareholders' meeting Subject : Schedule of Extra-General Meeting of Shareholders Date of Board resolution : 16-Sep-2026 Shareholder's meeting date : 22-Oct-2026 Beginning time of meeting (hh:mm) : 10 : 00 Record date for the right to attend the : 30-Sep-2026 meeting Ex-meeting date : 29-Sep-2026 Significant agenda item : - Capital increase - To consider and approve the amendment of Article of the Company's Memorandum of Association to reflect the capital reduction Type of meeting : Electronic meeting Venue of the meeting : Electronic meeting Agenda Item : 1 Agenda Detail : To consider and approve the reduction of registered capital and the amendment to the company's Memorandum of Association to reflect the capital reduction Type : To Consider and approve Board's Resolution : It was deemed appropriate to propose that the Extraordinary General Meeting of Shareholders No. 1/2026 consider and approve the reduction of the Company's registered capital by THB 137,291,559, from THB 594,930,089.50 to THB 457,638,530.50, by cancelling 274,583,118 unissued registered ordinary shares with a par value of THB 0.50 per share, and the amendment to Clause 4 of the Company's Memorandum of Association to correspond with the reduction of the Company's registered capital. Agenda Item : 2 Agenda Detail : To consider and approve the increase of registered capital and the amendment to the company's Memorandum of Association to reflect the capital increase Type : To Consider and approve Board's Resolution : It was deemed appropriate to propose that the Extraordinary General Meeting of Shareholders No. 1/2026 consider and approve an increase in the Company's registered capital by THB 152,464,829.50, from THB 457,638,530.50 to THB 610,103,360, through the issuance of 304,929,659 newly issued ordinary shares with a par value of THB 0.50 per share, and the amendment to Clause 4 of the Company's Memorandum of Association to correspond with the increase in the Company's registered capital. Agenda Item : 3 Agenda Detail : To consider and approve the allocation of up to 304,929,659 newly issued ordinary shares of the Company, with a par value of THB 0.50 per share, for offering to specific investors by way of private placement. Type : To Consider and approve Board's Resolution : It was deemed appropriate to propose that the Extraordinary General Meeting of Shareholders No. 1/2026 consider and approve the issuance and allocation of up to 304,929,659 newly issued ordinary shares, with a par value of THB 0.50 per share, to one specific investor by way of private placement, namely Brilliant Stones Trading Pte. Ltd. (the "Investor"), who is not a connected person of the Company pursuant to the Notification of the Capital Market Supervisory Board No. TorJor. 46/2568 Re: Rules on Connected Transactions, at an offering price of THB 0.20 per share. Agenda Item : 4 Agenda Detail : To consider and approve the investment in ordinary shares and warrants to purchase ordinary shares of King Gen Public Company Limited. Type : To Consider and approve Board's Resolution : It was deemed appropriate to propose that the Extraordinary General Meeting of Shareholders No. 1/2026 consider and approve the investment in King Gen Public Company Limited ("KGEN") through the subscription of newly issued ordinary shares of KGEN offered to specific investors by way of private placement under a General Mandate, together with the subscription of warrants to purchase ordinary shares of KGEN No. 3 (KGEN-W3) (collectively, the "KGEN Investment Transaction"), for a total investment amount not exceeding THB 252,000,000. Agenda Item : 5 Agenda Detail : To consider other agenda Type : To Consider and approve ______________________________________________________________________ Increasing Capital Subject : Specifying the purpose of utilizing proceeds Date of Board resolution : 16-Sep-2026 Number of additional common shares : 304,929,659 (shares) Total of additional shares (shares) : 304,929,659 Par value (baht per share) : 0.50 Type of allocated securities : Common shares Allocated to : Private placement (PP) Person receiving allotment : Brilliant Stones Trading Pte. Ltd. Number of allotted shares (shares) : 304,929,659 % of Paid Up Capital after capital : 24.99 increase Subscription price (baht per share) : 0.20 The offering price is lower than the market price : No Subscription period : From 29-Oct-2026 to 04-Nov-2026 Total shares allocated to Private : 304,929,659 Placement (Shares) ______________________________________________________________________ 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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