SET Announcements
15 November 2012
Notification Sell shares in Bangpa-in Cogeneration Limited and Chiangrai Solar Co., Ld.
Acquisition and disposition of assets
(Translation)
No. CK-12-0000-PO-L-0112
November 15, 2012
Re: Notification of Resolution of the Board of Directors' Meeting No. 5/2012
Attn.: President of the Stock Exchange of Thailand
Reference is made to the fact that CH. Karnchang Public Company Limited has
held the Board of Directors' Meeting No. 5/2012 on November 14, 2012.
The Board of Directors' Meeting has passed the resolution granting approval for
the Company to sell all 63,019,999 ordinary shares in Bangpa-in Cogeneration
Limited to CK Power Limited (at the par value of Baht 10 per share),
representing 46 percent of the registered capital, at the price of Baht 12.43
per share, totaling Baht 783,338,587.57, and sell all 875,250 ordinary shares in
Chiangrai Solar Co., Ld. to CK Power Limited (at the par value of Baht 100 per
share), representing 30 percent of the registered capital, at the price of Baht
122.88 per share, totaling Baht 107,550,720 (CK Power Limited (associated
company) is a connected person in which a listed company as a shareholder
authorizes person(s) to oversee such juristic person, whereby the listed company
and the associated company are not related in any other manner and the
connected person of the listed company is holding shares not exceeding 10
percent in such juristic person, and as such, it is exempt from being treated as
a connected transaction subject to compliance with notifications of the Stock
Exchange). In addition, the Executive Board has been authorized to consider the
details on execution of the share purchase agreement and conditions relating to
sale of such shares until completion. After the sale of such shares, the
Company will no longer be a shareholder of Bangpa-in Cogeneration Limited and
Chiangrai Solar Co., Ld., and both companies will no longer be the Company's
associated companies accordingly.
The total volume of this transaction on disposition of shares in Bangpa-in
Cogeneration Limited and Chiangrai Solar Co., Ld. is equal to Baht
890,889,307.57, representing 5.37 percent and 0.76 percent, respectively, under
the calculation method of the transaction volume based on the value of the
acquired or disposed assets, compared with the value of assets of the listed
company, in accordance with the Notification of the Board of Governors of the
Stock Exchange of Thailand, Re: Disclosure of Information and Other Acts of
Listed Companies Concerning the Acquisition or Disposition of Assets B.E. 2547
(2004).
Please be informed accordingly.
Very truly yours,
(Mr. Plew Trivisvavet)
Chief Executive Officer
______________________________________________________________________
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