SET Announcements
22 June 2005
EMU,Ratify the execution of MOU,Purchase/sell in Thai Tap
(Translation)
No. CK-05-0000-PO-L-0177
22 June 2005
Re: Notification of Resolutions of the Extraordinary General Meeting
of Shareholders No.1/2005
Attn. Director and Manager of the Stock Exchange of Thailand
Reference is made to the fact that CH.Karnchang Public Company
Limited held the Extraordinary General Meeting of Shareholders No.1/2005
on 22 June 2005, at 9:30 a.m. at the Conference Room on the 4th Floor,
No.587 Viriyathavorn Building, Sutthisarn Road, Dindaeng Subdistrict,
Dindaeng District, Bangkok. The Company hereby notifies the resolutions of
the Extraordinary General Meeting of Shareholders as follows:
1. The Meeting resolved to certify the Minutes of the 2005 Annual
Ordinary General Meeting of Shareholders held on 7 April 2005.
2. The Meeting resolved to ratify the execution of the Memorandum of
Understanding on the tariff structure and principle terms and conditions of
Nam Ngum 2-Hydroelectric Power Project by SouthEast Asia Energy Limited
with the Electricity Generating Authority of Thailand on April 25, 2005, as
construction project of a 615 Megawatts dam located above Nam Ngum 1-Dam
Project, approximately 90 kilometers from Vientiane. The route of the
power supply from Nam Ngum 2-Hydroelectric Power Project would be
constructed to be connected with the transmission line of the Electricity
Generating Authority of Thailand in Udon Thani Province, with the total
project value of approximately US$ 850 Million. Under the conditions of the
agreement, the Electricity Generating Authority of Thailand would purchase
power of approximately 2,300 GWh. per year, for 25 years under the
concession period of SouthEast Asia Energy Limited. Thereafter, the
Government of Lao Peoples Democratic Republic would agree to sell such
power to Thailand for a further period of 25 years.
3. The Meeting resolved to grant approval for the Company to purchase
ordinary shares in Thai Tap Water Supply Co., Ltd. from Thames Water
International Service Ltd., Thames Water International (Thailand) Ltd. and
Thames Water Public Company Limited, totaling 15,000,000 shares with the
par value of Baht 100 per share, representing 50 percent of the registered
and paid-up capital, at the total value of not exceeding Baht
3,600,000,000, (or not exceeding Baht 240 per share) subject to approval
from the shareholders meeting with not less than three-fourths of the total
number of votes of the shareholders or proxies attending the meeting and
having the right to vote, excluding the votes of interested shareholders,
in accordance with the Stock Exchange of Thailand Notification Re: Rules,
Procedures and Disclosure of Acquisition or Disposition of Assets of Listed
Companies. Thus, whereas the Company has bought the ordinary shares of Thai
Tap Water Supply Co.,Ltd., the shareholders meeting, therefore, has already
designated the names and a number of shares of interested shareholders who
shall not have right to vote on this matter in this agenda.
4. The Meeting resolved to grant approval for the Company to sell and/or
transfer its option to purchase part of ordinary shares in Thai Tap Water
Supply Co., Ltd., which might occur in the future, to other persons and/or
legal entities to participate as joint investors, provided that the Company
group would continue to maintain its major shareholding ratio and the
Company group shall hold not less than 51 percent of registered capital in
such company. The Executive Board should be authorized to consider
approving details, selling price and conditions for offering to other
persons and/or legal entities. In this regard, once the Company
acknowledges such details, the Company shall then inform shareholders and
the Stock Exchange of Thailand and comply with the regulations of the
Stock Exchange in accordance with the rules for disclosure of information.
Please be informed accordingly.
Very truly yours,
- Signature - -
(Mr.Plew Trivisvavet)
Chief Executive Officer
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