Notification of the resolution of the Board of Directors’ Meeting No. 10/2025, Asset Acquisition Transaction, Increase of the Company’s Registered Capital, Schedule of the Extraordinary General Meeting of Shareholders No. 2/2025
10/11/2025Notification of change in major shareholders
11/11/2025Schedule of Shareholders' meeting
Subject : Schedule of Extra-General Meeting of
Shareholders
Date of Board resolution : 07-Nov-2025
Shareholder's meeting date : 15-Dec-2025
Beginning time of meeting (hh:mm) : 13 : 00
Record date for the right to attend the : 24-Nov-2025
meeting (Update)
Ex-meeting date (Update) : 21-Nov-2025
Significant agenda item :
- Capital increase
- Acquisition and disposition of assets
Venue of the meeting : via electronic media
Agenda Item : 1
Agenda Detail : Consideration of approval of the
minutes of the Extraordinary General Meeting of Shareholders No. 1/2025
Type : To Consider and approve
Board's Resolution : appropriate to propose to the
Extraordinary General Meeting of Shareholders No. 2/2025 for consideration and
approval of the minutes of the Extraordinary General Meeting of Shareholders No.
1/2025.
Agenda Item : 2
Agenda Detail : Consider and approve the acquisition
of common shares of Namsap Laboratories Trading Co., Ltd. by means of entire
business transfer (EBT) and share trading, which is the purchase or acceptance
of the transfer of the business of another company to the Company, in accordance
with Section 107 of the Public Limited Companies Act B.E. 2535 (including any
amendments).
Type : To Consider and approve
Board's Resolution : appropriate to propose to the
Extraordinary General Meeting of Shareholders for consideration and approval of
the purchase of common shares of Namsap Laboratories Trading Co., Ltd. by means
of an Entire Business Transfer (EBT) and a share trading method, which is the
purchase or acceptance of the transfer of the business of another company to the
Company, in accordance with Section 107 of the Public Limited Companies Act
B.E. 2535 (including any amendments).
Agenda Item : 3
Agenda Detail : Consider and approve the increase of
the Company's registered capital by 147,750,000 baht from the existing
registered capital of 363,750,000 baht to the new registered capital of
511,500,000 baht by issuing (a) 150,000,000 new ordinary shares with a par value
of 0.50 baht per share for a private placement and (b) 145,500,000 new ordinary
shares with a par value of 0.50 baht per share under a general mandate for
offering to existing shareholders (Right Offering).
Type : To Consider and approve
Board's Resolution : appropriate to propose to the
Extraordinary General Meeting of Shareholders No. 2/2025 to consider and approve
the increase of the Company's registered capital by 147,750,000 baht from the
existing registered capital of 363,750,000 baht to the new registered capital of
511,500,000 baht by issuing (a) 150,000,000 new ordinary shares with a par
value of 0.50 baht per share for a specific offering to a limited number of
persons (Private Placement) and (b) 145,500,000 new ordinary shares with a par
value of 0.50 baht per share under a general mandate for offering to existing
shareholders (Right Offering).
More detail : For more information regarding this agenda, please read the Full
Detailed News file.
Agenda Item : 4
Agenda Detail : Consider and approve the allocation
of the Company's additional common shares to (a) support the issuance and
offering of additional common shares to a limited number of persons (Private
Placement) in the amount of 150,000,000 shares, with a par value of 0.50 baht
per share, and (b) support the issuance and offering of additional common shares
to existing shareholders in proportion to their shareholding (Rights Offering)
under a general mandate in the amount of 145,500,000 shares, with a par value of
0.50 baht per share.
Type : To Consider and approve
Board's Resolution : appropriate to propose to the
Extraordinary General Meeting of Shareholders for consideration and approval of
the allocation of additional common shares of the Company to (a) support the
issuance and offering of additional common shares to a limited number of persons
(Private Placement) in the amount of 150,000,000 shares, with a par value of
0.50 baht per share, and (b) support the issuance and offering of additional
common shares to existing shareholders in proportion to their shareholding
(Rights Offering) under a general mandate in the amount of 145,500,000 shares,
with a par value of 0.50 baht per share.
Agenda Item : 5
Agenda Detail : To consider other agenda
Type : To Consider and approve
______________________________________________________________________
Acquisition or disposition of assets
Consider and approve the acquisition of common shares of Namsap Laboratories
Trading Co., Ltd. by means of entire business transfer (EBT) and share trading,
which is the purchase or acceptance of the transfer of the business of another
company to the Company, in accordance with Section 107 of the Public Limited
Companies Act B.E. 2535 (including any amendments).
______________________________________________________________________
Increasing Capital
Subject : Specifying the purpose of utilizing
proceeds
Date of Board resolution : 07-Nov-2025
Number of additional common shares : 150,000,000
(shares)
Total of additional shares (shares) : 150,000,000
Par value (baht per share) : 0.50
Type of allocated securities : Common shares
Allocated to : Private placement (PP)
Person(s) receiving allotment(s) : Ms. Suphanni Wisanumahimachai
Number of allotted shares (shares) : 53,000,000
% of Paid Up Capital after capital : 8.35
increase
Subscription price (baht per share) : 1.50
Allocated to : Private placement (PP)
Person(s) receiving allotment(s) : Ms. Pornpatcha Luewongwarakul
Number of allotted shares (shares) : 50,000,000
% of Paid Up Capital after capital : 7.87
increase
Subscription price (baht per share) : 1.50
Allocated to : Private placement (PP)
Person(s) receiving allotment(s) : Ms. Pannee Petchrat
Number of allotted shares (shares) : 30,000,000
% of Paid Up Capital after capital : 4.72
increase
Subscription price (baht per share) : 1.50
Allocated to : Private placement (PP)
Person(s) receiving allotment(s) : The Naga First Partner Co., Ltd.
Number of allotted shares (shares) : 17,000,000
% of Paid Up Capital after capital : 2.68
increase
Subscription price (baht per share) : 1.50
Subscription period : From 15-Dec-2025 to 31-Dec-2025
Total shares allocated to Private : 150,000,000
Placement (Shares)
______________________________________________________________________
Increasing Capital
Subject : Issuance of Additional Shares Under a
General Mandate
Date of Board resolution : 07-Nov-2025
Number of additional common shares : 145,500,000
(shares) (Update)
Total of additional shares (shares) : 145,500,000
(Update)
Par value (baht per share) : 0.50
Type of allocated securities : Common shares
Allocated to : All Common shares' shareholders
Number of allotted shares (shares) : 145,500,000
(Update)
% of Paid-Up capital as of capital : 30.00
increase BOD resolution date (Update)
______________________________________________________________________
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