ข่าวแจ้งตลาดหลักทรัพย์
22 ตุลาคม 2546
Capitial Increase Report Form (F53-4)
(F 53-4)
Capital Increase Report Form
CH. Karnchang Public Company Limited
22 October 2003
We, CH. Karnchang Public Company Limited (hereinafter referred to as the "Company"), hereby report of
the resolution of the Board of Directors No. 3/2003, held on October 2, 2003 during 10.00 a.m. to 11.00 a.m. in
respect of a capital increase/ share allotment as follows:
1. Capital increase:
With reference to the Board of Directors' Meeting No. 3/2003, held on October 2, 2003. The meeting had
resolved to increase the registered capital from Baht 1,050,000,000 to Baht 1,312,500,000 through the
issuance of 262,500,000 new ordinary shares at par value of Baht 1 each, totaling Baht 262,500,000.
2. Allotment of new shares:
The Board of Directors' Meeting had resolved to allocate 262,500,000 new ordinary shares at par value of
Baht 1 each, totaling Baht 262,500,000. Details are as follows:
2.1 Details of Allotment
Allocation made to
Number of
shares
Ratio
(old:new)
Offering
Price
(Baht/share)
Subscription
and Payment
Period
Remark
To reserve for the exercise
of warrants allocated to
? Existing shareholders
? Directors and
Employees
210,000,000
52,500,000
5 existing
shares : 1
warrant
0.00
0.00
Subscription
Period will be
during December,
after receiving
and approval
from SEC
-Shares remaining
from the allotment to
Directors and
Employees will be
allocated to existing
shareholders.
-Names and
allotment to Directors
and Employees will
be as details attached.
Details of warrants to existing Shareholders, Directors and Employees are as attached.
2.2 The Company 's plan in case where there is a fraction of shares remaining
The odd lot will be rounded down.
2.3 Number of shares remaining from the allotment
None.
3. Schedule for the shareholders meeting to approve the capital increase / share allotment
The Extra Ordinary General Shareholder 's meeting No. 1/2003 will be held on November 6, 2003 at 9.30
a.m., at the 4th Floor meeting room, 587, Viriyathavorn Building, Sutthisarn Road, Dindaeng, Dindaeng,
Bangkok. The registration for share transfers will be closed beginning on October 17, 2003 at 12.00 a.m. in
order to determine the rights of the shareholders to attend the meeting until the meeting has been duly
convened.
4. Approval of the capital increase / share allotment by relevant government agencies and conditions thereto (if
any)
4.1 The Securities and Exchange Commission to request for an approval on the issuance of the ordinary
shares and the warrants.
4.2 The Securities Exchange of Thailand to request for an approval on listing of the ordinary shares and
the warrants.
5. Objectives of the capital increase and plans to use the proceeds
The use of proceeds from the additional capital obtained from the exercise of warrants are as follows:
5.1 At least 50% of the fund received shall be used for the future construction works for example,
Suvarnabhumi Airport Project, BTS Extension Project, Outer Southern Ring Road Project,
depending on the bidding.
5.2 The remaining amount shall be used to repay short-term debt due during the exercise period.
6. Benefits which the Company will receive from the capital increase/share allotment:
Additional capital will be the source for project expenses. With the lower overall funding cost, the Company
will become more competitive.
7. Benefit which the shareholders will receive from the capital increase / share allotment
7.1 Dividend Policy the Company has 40% dividend policy in the event that the dividend payment will
not have material impact on the Company operation.
7.2 The subscribers who exercise the right for new common shares will entitle for the dividend for the
period of exercise. depending on the performance of the Company.
8. Other details necessary for the shareholders to approve the capital increase / share allotment:
None
9. Schedule of action where the board of directors of the Company passes a resolution on the capital increase/
share allotment:
Date
Activities
October 2, 2003
Board of Directors' Meeting no. 3/2003 to approve the allotment of the
newly issued shares.
October 17, 2003
Share register book close at 12.00 a.m. until the end of the Shareholders
Meeting on November 6, 2003 in order to determine the right of the
shareholders to attend the meeting.
November 6, 2003
Extra Ordinary Shareholders' Meeting No. 1/2003
Remark - Allocation of Warrants to Directors and Employees will be made after receiving and approval from the
Extra Ordinary Shareholders' Meeting No.1/2003 on November 6, 2003.
- Subscription Period for Warrants to Existing Shareholders Directors and Employees will be during
December, after receiving and approval from SEC.
The Company hereby certifies that the information contained in this report form is true and complete in all
respects.
Signed authorized director
(Mr. Plew Trivisvavet)
Signed authorized director
(Mr.Narong Sangsuriya)