No. CC20220807ELE
August 10, 2022
Subject | Report of the Resolutions of Board of Directors' Meeting No.4/2022 |
To | President |
The Stock Exchange of Thailand |
The Board of Directors' meeting of Cal-Comp Electronics (Thailand) Public Company Limited (the "Company") No. 4/2022 held on August 10, 2022 passed the following resolutions:
-
The Board of Directors approved the declaration of interim dividend payment for the first half of the year ending June 30, 2022 to shareholders of the Company for Baht 0.02 per share. The total number of outstanding shares entitled to the dividend is 5,385,202,917 shares and the total dividend amount is Baht 107,704,058.34.
The record date for the shareholders who have the right to receive the interim dividend will be on August 25, 2022. The interim dividend will be paid on September 8, 2022 from the net profit that still enjoys the tax exemption for corporate income from BOI, therefore, the dividend is free for income tax. - The Board of Directors had approved the related transactions as following detail;
2.1 Acquisition on fixed asset
1st transaction | |
Partners of Contract | Seller: XYZ printing, Inc. ("XYZ") |
Buyer: Cal-Comp Electronics and Communications Co., Ltd | |
("CCTP") | |
Type of fixed asset | Infrared Thermometer (Pyrometer) equipment |
Average 3 years of lifetime and 1.92 of used year | |
Transaction date | May 2022 |
Transaction amount | NTD 35,211 or approximately Baht 41,538.42 |
Pricing policy | At Book value (transaction amount) and near market value |
Payment term | By cash with 90 days of credit term |
The reason | CCTP has purchased Infrared Thermometer (Pyrometer) |
equipment from XYZ printing, Inc. for research and testing | |
purpose. |
The total transaction size of acquisition on fixed assets is NTD 35,211 (Approximately Baht 41,538.42) which is accounted to 0.0002% under the total value of consideration criteria (maximum transaction value criteria). The transaction is categorized as small transaction, and is not required to be disclosed according to 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 and Disposal of Assets B.E. 2547 (2004).
2st transaction | |
Partners of Contract | Seller: Kinpo Electronics (Philippines), lnc. ("KPPH") |
Buyer: Cal-Comp Industria e Comercio de Eletronicos e | |
Informatica Ltda ("CCBR") | |
Type of fixed asset | Medical masks |
Transaction date | May 2022 |
Transaction amount | USD 12,800 or approximately Baht 437,589.76 |
Pricing policy | At Book value (transaction amount) and near market value |
Payment term | By cash with 90 days of credit term |
The reason | In order to prevent the pandemic outbreak and to maintain the |
Company's ongoing operation, CCBR purchased medical facial | |
mask in seeking to sustain the operation. |
The total transaction size of acquisition on fixed assets is USD 12,800 (Approximately Baht 437,589.76) which is accounted to 0.003% under the total value of consideration criteria (maximum transaction value criteria). The transaction is categorized as small transaction, and is not required to be disclosed according to 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 and Disposal of Assets B.E. 2547 (2004).
3st transaction | |
Partners of Contract | Seller: Kinpo Electronics (Philippines), lnc. ("KPPH") |
Buyer: Cal-Comp Electronics (Thailand) PCL. ("CCET") | |
Type of fixed asset | Medical masks |
Transaction date | April - May 2022 |
Transaction amount | USD 67,500 or approximately Baht 2,307,602.25 |
Pricing policy | At Book value (transaction amount) and near market value |
Payment term | By cash with 90 days of credit term |
The reason | In order to prevent the pandemic outbreak and to maintain the |
Company's ongoing operation, CCET purchased medical facial | |
mask in seeking to sustain the operation. |
The total transaction size of acquisition on fixed assets is USD 67,500 (Approximately Baht 2,307,602.25) which is accounted to 0.0134% under the total value of consideration criteria (maximum transaction value criteria). The transaction is categorized as small transaction, and is not required to be disclosed according to 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 and Disposal of Assets B.E. 2547 (2004).
Total size of disposal and acquisition on the fixed asset for related party transaction criteria
Included 3 transactions of the Company had with XYZprinting, Inc. and Kinpo Electronics (Philippines) Inc. ("KPPH"), the total transaction size is USD 81,515 (Approximately Baht 2,786,730.43 which is accounted to 0.016% of NTA as June 30, 2022.
Total size of related party transactions during the past six-month periods
Overall, total size of the related party transaction is at approximately USD 12,345,619 (Approximately Baht 409,391,589 which accounted to 2.34% of NTA during the past six-month periods.
Note: Exchange Rate
USD/Baht = 34.1867
NTD/THB = 1.1797
Details of related person of the Company and/or its subsidiary with Kinpo Electronics Inc and/or its subsidiary
- Name of related person: | Kinpo Electronics (Philippines) Inc. ("KPPH") |
- Relationship: | KPPH is a subsidiary of Kinpo Electronics Inc. |
Kinpo Electronics Inc, holds 46.65% in the Company and | |
holds 80.81% in Kinpo Electronics (Philippines) Inc. | |
through Kinpo International (Singapore) Pte. Ltd., and | |
has nominated 4 people to be directors in the Company: | |
Mr. Hsu, Sheng-Hsiung, Mr. Hsu, Sheng-Chieh, Mr. Hsu, | |
Chieh-Li, and Mr. Chen, Wei-Chang |
-Name of related person: | XYZprinting, Inc. |
-Relationship: | XYZprinting, Inc. is a jointly invested subsidiary of Kinpo |
Electronics, Inc. which holds 46.65% in the Company and | |
holds 46.4% in XYZprinting, Inc., and has nominate 4 | |
people to be directors in the Company: Mr. Hsu, Sheng- | |
Hsiung, Mr. Hsu, Sheng-Chieh, Mr. Hsu, Chieh-Li, and Mr. | |
Chen, Wei-Chang | |
The directors who have conflict of interest did not join and | |
vote for this agenda. |
Opinion of the Board of director and Audit Committee
The connected transactions of the Company are reasonable in the normal course of business due to all transactions are taking to supporting the business operation and also the terms and conditions are satisfied.
Please be informed accordingly.
Sincerely yours,
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Mr. Khongsit Choukitcharoen Managing Director
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CCET – Cal-Comp Electronics (Thailand) pcl published this content on 10 August 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 10 August 2022 12:20:45 UTC.