SET Announcements

SET Announcements

01 June 2011

Report on Connected Transactions in Respect of Office Building Lease

Connected transaction CH. Karnchang Public Company Limited (the "Company") hereby reports the connected transaction among the Company and Expert Transport Co., Ltd., whose shares are held by the Company's major shareholder in respect of execution of the office building space lease agreements, which are deemed connected transactions in the category of short-term rent/lease of real property in accordance with the Stock Exchange of Thailand Notification, Re: Disclosure and Acts of Listed Companies on Connected Transactions B.E. 2546 (2003), as per the following details: 1. Transaction Date (Agreement Execution Date) June 1, 2011 2. Related Parties Lessees : Expert Transport Co., Ltd. Lessor : CH. Karnchang Public Company Limited 3. General Characteristics and Details of Connected Transactions 3.1 Expert Transport Co., Ltd., whose shares are held by the Company's major shareholder, has agreed to execute the following agreements with the Company (representing execution of the lease agreement in continuation of the existing agreement): 3.1.1 An office building space lease agreement in Viriyathavorn Building No. 587, 14th Floor, Sutthisarnvinijchai Road, Dindaeng Subdistrict, Dindaeng District, Bangkok, covering a total area of 1,118.62 square meters, at the rental rate of Baht 165,555.76 per month. 3.1.2 A service agreement for air conditioners and facilities in the building under Clause 3.1.1 at the rate of Baht 265,717 per month (inclusive of value added tax of Baht 17,383.36). The said agreements have a term of three years from June 1, 2011 - May 31, 2014. 4. Total Transaction Value The total value of the space lease and service agreements of Expert Transport Co., Ltd. amounts to Baht 431,272.76 per month, totaling Baht 15,525,819.36 throughout the agreement term. In this regard, such transactions are deemed medium-sized transactions with the value of more than 0.03 percent but less than 3 percent of the Company's net tangible assets, or representing 0.29 percent of the Company's net tangible assets, (the Company's net tangible assets as at March 31, 2011 amounted to Baht 5,402.89 Million), and fall into the category of short-term rent/lease of real property with a period of not exceeding three years which the Company is required to disclose to the Stock Exchange of Thailand. 5. Details of Related Parties 5.1 Expert Transport Co., Ltd., whose shares are held by the Company's major shareholder. As at March 16, 2011, Mahasiri Siam Co., Ltd. which is the major shareholder of CH. Karnchang Public Company Limited held shares in CH. Karnchang Public Company Limited representing 20.09 percent of the Company's paid-up capital and held shares in Expert Transport Co., Ltd. representing 90 percent of the registered capital. 5.2 List of common directors and management and details of shareholding proportion Shareholders CH. Karnchang Public Company Limited Expert Transport Co., Ltd. Mahasiri Siam Co., Ltd. % Director Executive % Director % Director Mahasiri Siam Co., Ltd. 20.09 90.00 - Mr. Plew Trivisvavet 1.26 / 1.98 / 22.15 / Mr. Kamthorn Trivisvavet 0.00 / 1.98 / 8.38 / Mr. Prasert Marittanaporn - / - / - Mr. Sittidej Trivisvavet 0.19 / 0.10 / - 6. Reasons and Necessities of Execution of the Transactions This represents renewal of the space lease agreements in continuation of the existing agreements to ensure continued business operations in respect of office building lease. ______________________________________________________________________