SET Announcements

(Translation) No. CK-10-0000-PO-L-0035 April 21, 2010 Re: Notification of Resolutions of the 2010 Annual Ordinary General Meeting of Shareholders Attn.: President of the Stock Exchange of Thailand Reference is made to the fact that CH. Karnchang Public Company Limited held the 2010 Annual Ordinary General Meeting of Shareholders on April 21, 2010 at 9:30 a.m. at Supunnika Room on the 4th Floor, No. 587 Viriyathavorn Building, Sutthisarn Road, Dindaeng Subdistrict, Dindaeng District, Bangkok. The 2010 Annual Ordinary General Meeting of Shareholders passed the following resolutions: 1. The Meeting approved the Minutes of the Extraordinary General Meeting of Shareholders No. 1/2010 held on 20 January 2010, with unanimous votes as follows: 893,502,721 favorable vote(s), representing 100.0000 percent 0 unfavorable vote(s), representing 0.0000 percent 0 abstaining vote(s), representing 0.0000 percent 2. The Meeting acknowledged the Company's operational results for the year 2009. 3. The Meeting approved the balance sheet and income statement for the year ended December 31, 2009 which had been reviewed by the Audit Committee and the Board of Directors, and audited by the auditor, with majority votes of the total shareholders attending the meeting and casting votes as follows: 893,844,721 favorable vote(s), representing 99.9765 percent 0 unfavorable vote(s), representing 0.0000 percent 210,000 abstaining vote(s), representing 0.0235 percent 4. The Meeting approved the allocation of profit as legal reserve at the rate of 5 percent of the net profit of the year 2009 in the amount of Baht 10,851,107.85 and the dividend payment for the year 2009 at the rate of Baht 0.10 per share in the amount of not exceeding Baht 165,258,533.60. The dividend payment is scheduled to be paid on May 20, 2010. The Meeting approved with unanimous votes as follows: 894,086,721 favorable vote(s), representing 100.0000 percent 0 unfavorable vote(s), representing 0.0000 percent 0 abstaining vote(s), representing 0.0000 percent 5. The Meeting approved the appointment of Mr. Aswin Kongsiri, Mr. Pavich Tongroach, Mr. Narong Sangsuriya and Mr. Kamthorn Trivisvavet, directors due to retire by rotation, to return to their office for another term, with majority votes of the total shareholders attending the meeting and casting votes to appoint directors on an individual basis as follows: 1. Mr. Aswin Kongsiri 868,430,029 Favorable vote(s), representing 97.1285 percent 25,385,007 unfavorable vote(s), representing 2.8392 percent 288,800 abstaining vote(s), representing 0.0323 percent 2. Mr. Pavich Tongroach 889,823,836 favorable vote(s), representing 99.5213 percent 3,991,200 unfavorable vote(s),representing 0.4464 percent 288,800 abstaining vote(s), representing 0.0323 percent 3. Mr. Narong Sangsuriya 888,663,836 favorable vote(s), representing 99.3916 percent 4,051,200 unfavorable vote(s),representing 0.4531 percent 1,388,800 abstaining vote(s), representing 0.1553 percent 4. Mr. Kamthorn Trivisvavet 889,822,836 Favorable vote(s), representing 99.5212 percent 3,991,200 unfavorable vote(s),representing 0.4464 percent 289,800 abstaining vote(s), representing 0.0324 percent 6. The Meeting approved the remuneration for directors as proposed by the Remuneration Committee, namely, bonus for directors for the year 2009 in the amount of not exceeding Baht 6,859,000 and remuneration for directors for the year 2010 in the amount of not exceeding Baht 7,500,000. The Meeting approved with the votes of more than two-thirds of the total of shareholders attending the meeting as follows: 863,561,285 Favorable vote(s), representing 99.9702 percent 15,000 unfavorable vote(s), representing 0.0017 percent 242,100 abstaining vote(s), representing 0.0280 percent 7. The Meeting approved the appointment of either Miss Siraporn Ouaanunkun or Mr. Narong Puntawong or Mr. Supachai Phanyawattano, of Ernst & Young Office Limited, as the auditor for the year 2010 with the remuneration of not exceeding Baht 2,460,000, with majority votes of the total shareholders attending the meeting and casting votes as follows: 893,903,846 favorable vote(s), representing 99.9737 percent 21,500 unfavorable vote(s),representing 0.0024 percent 214,000 abstaining vote(s), representing 0.0239 percent 8. The Meeting approved the issuance and offering the Company's Baht denominated debentures in the total amount of not exceeding Baht 5,000 Million, with the details relating to the debentures as follows: Purpose : To accommodate the Company's business expansion and to serve as source of capital of the Company's business operations. Issuer of : CH. Karnchang Public Company Limited debentures Type of : Unsubordinated debentures bearing names of the holders, secured debentures or unsecured, and with or without a debenture holder representative. Total value of : The total balance of debentures to be issued additionally shall not debentures exceed Baht 5,000 Million, and the Executive Board and/or the Chief Executive Officer may consider issuing and offering debentures by various methods, on one or several occasions, other than the debentures under the previous resolution in the amount of Baht 12,000 Million. Any number of matured debentures may be re-issued and re-offered for sale, provided however that, the total balance of debentures approved for issuance and offering at any particular time shall not exceed the total amount of Baht 17,000 Million inclusive of the previous resolution of issuance of the balance of debentures and the new resolution of issuance of the balance of debentures as requested above. Maturity : As shall be specified by the Executive Board and/or the Chief Executive Officer. Interest rate : At an appropriate rate as shall be specified by the Executive Board and/or the Chief Executive Officer. Offering : To be offered to general investors, namely, the offering may be made by way of public offering and/or private placement and/or offering to institutional investors, pursuant to the notifications of the Capital Market Supervisory Board, in whole on one or several occasions. The Executive Board and/or the Chief Executive Officer shall have the authority to set out the details of the debentures, type, collateral, amount, maturity, par value, offering price, interest rate, redemption right, installation of repayment of the principal, offering method, issuance and offering period, as well as other relevant details, as the circumstances may allow, and as per the period deemed appropriate, and the issuance and offering of debentures may be made by the various methods, in whole on one or several occasions. In this regard, the Executive Board and/or the Chief Executive Officer shall have the authority to appoint debenture holder representative and/or registrar and/or underwriter and/or broker and/or advisor and other relevant persons, including the authority to execute, amend, negotiate contracts and/or any other documents with the relevant persons, prepare, liaise, give information and submit documents and evidence to the Office of the Securities and Exchange Commission, secondary market for debt instruments, the credit rating agency and/or any other agencies relating to such issuance and offering of the debentures, as well as to set out the relevant criteria, conditions and details and make any relevant arrangements to accomplish such purpose, subject to the requirements in the applicable notifications, regulations, criteria and laws, and take any relevant actions as appropriate. The Meeting approved with the votes of not less than three fourths of the total number of the shareholders attending the meeting and having the rights to vote as follows: 890,827,648 favorable vote(s), representing 99.6185 percent 3,151,200 unfavorable vote(s),representing 0.3524 percent 260,500 abstaining vote(s), representing 0.0291 percent Please be informed accordingly. Very truly yours, - Signature - (Mr. Plew Trivisvavet) Chief Executive Officer