| 1. |
Approved the
share transfer of Smart Highway Co., Ltd. a service
provider for Non-Plain Old Telephone Service or Non-POTS,
to Acumen Co., Ltd. (a subsidiary in which Jasmine International
PCL holds 100% of the available shares) at the amount
of 1,044,693 shares or equal to 67.40% of Smart Highway's
registered capital at Bt 18 per share amounting to Bt
18.80 million.
Smart Highway Co., Ltd. is a joint venture company,
set up by the Communications Authority of Thailand (CAT)
and Jasmine International PCL The registered capital
is Bt 15.50 million (fully paid). Jasmine International
PCL holds 65% stake in Smart Highway Co., Ltd., CAT
and its employees hold 32% and 3% stake respectively.
(Presently, Jasmine International PCL already transferred
32% stakes to CAT and the rest 3% to its employees is
in process.)
Smart Highway's share transfer to Acumen will be useful
for Acumen to expand its network both on ground and
via satellite which Acumen well performs on its management,
human resource and network.
|
| 2. |
Appointed
the Audit Committee as the following details: |
| |
2.1 |
Names of
members of the Audit Committee are as follows: |
| |
|
Chairman of
the Audit Committee |
Dr.Vichit |
Yamboonruang |
| |
|
Member of
the Audit Committee |
Dr.Varapol |
Socatiyanurak |
| |
|
Member of
the Audit Committee |
Mrs.Bilaibhan |
Sampatisiri |
| |
| |
2.2 |
The Audit
Committee of the Company has the scope of duties and
responsibilities, and shall report to the Company's
board of directors as follows: |
| |
|
- To review the financial reports of the company to ensure that they are accurate correct, complete and reliable.
- To review the internal control systems of the company
to ensure that they are proper and efficient.
- To consider, select and propose the appointment of
the company's auditor(s).
- To review the company to operate in compliance with
the relevant regulations and laws.
- To review and against the occurrence of conflict
of interest.
- To perform and act as assigned by the company's board
of directors.
- To prepare the Audit Committee's report and such
report must be duly signed by the Chairman of the Audit
Committee and disclosed in the company's annual report.
|
| |
2.3 |
Terms for
holding office: |
| |
|
1. Chairman
of the Audit Committee 3 years
2. Members of the Audit
Committee 3 years |