No.CHG 010/2022

August 11, 2022

Subject: Notification of Interim Dividend Payment ended 30 June 2022 and joint investment in subsidiaries

To:Directors and Managers

The Stock Exchange of Thailand

Chularat Hospital Public Company Limited ("Company") hereby reports the following significant resolutions of the Board of Directors' Meeting No.4/2022, which was held on August 11, 2022 at 09.30 hours as follows:

  1. Approved the Financial Statement for Quarter 2/2022 ended June 30, 2022.
  2. Approved an interim dividend payment for the Company's operations from 1 January 2022 to 30 June 2022 at the rate of Baht 0.085 per share, amounting to Baht 935,000,000, to be paid to ordinary shareholders whose names are listed in the record date on August 25, 2022.
    The interim dividend shall be paid on September 9, 2022 by the registered mail or account transfer as per shareholders' request. This interim dividend will be payable from the profit that is subject to the corporate income tax at the rate of 20 percent.
    3. Approved the Company to invest in Good Estate Company Limited, by purchasing 1,550,000 shares from Mr. Tawatchai Kalananwong, an existing shareholder, representing 77.50% of the registered capital of Good Estate Company Limited at Baht 209,473,000.
    Good Estate Company Limited was registered on July 15, 2013, with the objective of being an elderly hospital in Lat Krabang District, Bangkok. The details are as follows
    Company's Name : Good Estate Company Limited

Nature of Business

: Elderly Hospital

Objective

: To increase the revenue from the business relating to the Elderly Care.

Capital Structure

: Registered Capital 200,000,000 Baht, 2,000,000 shares

Par value 100 Baht per share

Shareholding Structure :

Pre-transaction

Post-transaction

Shareholders' name

Number of

% of shareholding

Number of

% of shareholding

shares (shares)

shares (share)

1

Mr. Thavapari Charoenwong

400,000

20.00

400,000

20.00

2

Mr. Surat Boonyakarnkul

50,000

2.50

50,000

2.50

4

Mr. Tawatchai Kalananwong

1,550,000

77.50

-

-

5 Chularat Hospital Public Company Limited

-

-

1,550,000

77.50

Total

2,000,000

100

2,000,000

100

Current Board of Directors

:

1

Mr. Thavapari Charoenwong

2

Mr. Tawatchai Kalananwong

New Board of Directors

:

1

Mr. Thavapari Charoenwong

2

Dr. Kumpol Plussind (The Company's Representative Director)

3

Mr. Kriengsak Plussind (The Company's Representative Director)

4

Mr. Apirum Panyapol (The Company's Representative Director)

5

Dr. Wichit Sititattamrong (The Company's Representative Director)

6

Dr. Suchai Laoveerawat (The Company's Representative Director)

7

Mrs. Kobkul Panyapol (The Company's Representative Director)

8

Miss Kannikar Plussind (The Company's Representative Director)

Source of Fund : The Company's working capital

Value of Acquired Assets: 1,550,000 shares, representing 77.5% of the registered capital

Trading Price : 209,473,000 Baht

Opinion of the Company's Board of Directors

  • The Board of Directors are of the opinion that the entering into this transaction of the Company is reasonable and beneficial to the Company because of its related business. Moreover, this transaction will help the Company to expand its medical services. The offering price is considered as reasonable compared to the assets the Company will obtain from this transaction.

Connected Nature : This transaction is not a connected transaction in accordance with the Notification of the Capital Market Supervisory Board No. TorJor. 2 1 / 2 5 5 1 Re: Regulations on Connected Transactions (including additional revisions)

Size of Transaction : The calculated transaction size does not cause the Company to fall within the disclosure requirement under the Notification of the Capital Market Supervisory Board No. TorJor. 20/2551 Re: Regulations on significant transactions subjecting to be an acquisition and disposition of assets dated August 31, 2551.

When combining this transaction with the asset acquisition transactions, the transaction size equals to 1.70 percent of the Company's total assets as at June 30, 2022, and after calculating the size of the transaction (the transaction is representing Disposition of Assets) which includes all previous transaction for 6 months which is less than 15% of the Company's total asset. Therefore, the Company does not fall within the disclosure requirement under the Notification of the Capital Market Supervisory Board No. TorJor. 20/2551 and does not require an approval from the shareholders. However, the Company disclose the information regarding the transaction of asset acquisition to the Stock Exchange of Thailand for Shareholders' information only.

Please be informed accordingly

Yours faithfully,

(Mr.Kriengsak Plussind)

Chairman of the Board

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Chularat Hospital pcl published this content on 11 August 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 11 August 2022 11:45:58 UTC.