SHAREHOLDERS' MEETING RESOLUTION REGARDING ISSUANCE OF BOND
30 October 2001
-Translation-
AIS 0572/2544
October 29, 2001
Subject : Notification of the Resolutions of the Extraordinary General
Meeting of Shareholders No. 3/2001 on the Issuance and
Offering Bond
To : President
Stock Exchange of Thailand
The Extraordinary General Meeting of Shareholders of Advanced Info Service
Public Company Limited (the Company) No. 3/2001 held on October 29, 2001,
at 2.00 p.m. at the Auditorium 19th Floor, Shinawatra Tower I,
Phaholyothin Rd., Samsennai Phayathai, Bangkok 10400, resolved the matters
as follows:
1. Certified the Minutes of the Extraordinary General Meeting of
Shareholders No. 2/2001 held on August 20, 2001.
2. Approve the issuance and offering unsecured bond worth not exceeding
Baht 15,000 million and/or equivalent in other currencies. The issuance
of offering will be subject to the following terms and conditions.
- Size of bond issued
In an amount not exceeding Baht 15,000 million and/or equivalent in
other currencies
- Type of bond
Unsecured bond
- Maturity
Not exceeding 10 years from the issuing date
- Offering
To be offered domestically and/or internationally to the public and/or
institutional investors in whole or in part, which could be single or
multiple offerings
- Special conditions
In the case of bond redemption within the amount already approved,
the Company can replace with additional bonds of the same nature and
under the conditions and size given here above.
Additional restrictions and conditions of the bonds, such as, the size of
bond issuance, the face value, offered price per unit, interest rate,
principal repayment, appointment of bondholders' representatives, allocation
method, offering details, early redemption, an account to be established
for the proceeds received from the sale of bonds, and listing of such
unsecured bonds in one or more of the securities exchange markets, and etc.,
shall be considered and decided by the Board of Directors and/or Executive
Committee and/or person(s) designated by the Board of Directors as deemed
appropriate.
3. Approve the amendment to Article 11 of the Company's Articles of
Association, regarding the shares holdings of the Company by non-Thai
nationals, after the completion of capital increase registration from
the allotment of shares via private placement to Shin Corporation Public
Company Limited and SingTel Strategic Investments Private Limited,
as follows:
From:
"Article 11 The Company's share are transferable without restrictions,
except that the aggregate number of shares held at any time by non-Thai
nationals, after the registration of shares issued via private placement
to Shin Corporation Public Company Limited and SingTel Strategic
Investments Private Limited, shall not exceed 48.30% of all issued
shares of the Company."
To:
"Article 11 The Company's shares are transferable without restrictions,
except that the aggregate number of shares held at any time by non-Thai
nationals shall not exceed 48.30% of all issued shares of the Company."
Yours Faithfully,
-Signed-
(Mr. Somprasong Boonyachai)
Director
Advanced Info Service Public Company Limited