PROVIDING SORUCE OF FUND AND OMISSION DIVIDEND PAYMENT
13 August 2002
-Translation-
AIS 314/2002
August 9, 2002
Subject : Notification of the Resolutions of the Board of Directors' Meeting
No. 6/2002 in respect of providing source of fund and omission of
interim dividend payment
To: The President
The Stock Exchange of Thailand
The Board of Directors' Meeting of Advanced Info Service Public Company
Limited ("the Company") No. 6/2002, held on August 9, 2002, at 2.00 p.m. at
the Board Room, 20th Floor, Shinawatra Tower I, Phaholyothin Rd., Samsennai,
Phayathai, Bangkok 10400, resolved the matters as follows:
1. Adopted the Minutes of the Board of Directors' Meeting No. 5/2002 held on
July 16, 2002.
2. Approved the Company's balance sheets, profit and loss statements, and
cash flow statements for the second quarter of the year 2002,ended June 30,
2002.
3. Whereas the Board of Directors' Meeting no. 5/2002 held on July 16, 2002
had passed the resolutions in respect of seeking the appropriate financing
requirement alternatives for the capital expenditure and working capital
expense. The Company has analyzed various financing instruments and has
the conclusion that under the uncertainties of current capital market and
money market environment, fund raising through debenture issuance or
straight debt are the most suitable for the Company due to excess liquidity
in the market coupled with the capacity of the financial institution to
lend the money very beneficial for the Company to achieve a low cost
financing. However, the offer for sales of convertible debentures or
warrant is still subject to a lot of uncertainties in the market which may
make it less attractive than debenture issuance or borrowing straight debt.
The Board of Director has resolved the matters as follows:
3.1 Approved the cancellation of the issuance and the offer for sale of
debentures and/or convertible debentures
3.2 Approved the cancellation of the issuance and offer for sale warrants
to purchase ordinary shares of the Company
3.3 Approved the cancellation of the allocation of 220 million newly-issued
shares to accommodate the conversion of convertible debentures and/or
the exercise of warrants to purchase ordinary shares, causing the
Company remains 2,051,000,000 authorized but unissued shares.
3.4 Approved the borrowing money of the Company not exceeding the amount
of Baht 10,000 million or its equivalent in any other currencies by
entering into loan agreements or issuing financial instrument(s) or
borrowing money in other forms.
In addition, the Company has assigned Mr. Somprasong Boonyachai or
Mrs. Siripen Sitasuwan or the Executive Committee or persons assigned
by the Board of Directors or the Executive Committee have authority to
determine any condition and other details necessary for and pertinent
to the borrowing of money of the Company, negotiate and agree with
respect to any conditions and other details relating to the borrowing
of money of the Company including the authority to take any actions
necessary for and pertinent to the borrowing of money of the Company.
In case that the Company has repaid loans under item 3.4 of this agenda,
and/or the total outstanding loans has not been fulfilled in an amount
of Baht 10,000 million or its equivalent in any other currencies.
The Company will be entitled to borrow additional money but not
exceeding Baht 10,000 million or its equivalent in any other currencies.
4. Approved omission of interim dividend payment for the operation period of
January 1, 2002 June 30, 2002, The Company will consider for dividend
payment of the year 2002.
Please be informed accordingly,
Sincerely yours,
-Signed-
Mr. Somprasong Boonyahcai
Director
Advanced Info Service Public Company Limited
Compliance Department
Tel. 0-2299-5206, 5221
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