Ref: COR:MS/EL04016e/ms
Date 14 May 2004
Subject : Interim Dividend Payment/Capital Increase in a Subsidiary/Associate
To : The President of the Stock Exchange of Thailand
At the board of directors meeting on 14 May 2004, the board of directors approved the followings:
1. The second quarter financial results ended on 31 March 2004.
2. An interim dividend payment based on the operating results of the six month period ended on 31 March 2004, at baht 1.00 per share to the 639,353,820 ordinary shares. Shareholders entitled to the dividends shall be those whose names appeared on the Company's share register book closing date on Monday 31 May 2004 at 12.00 noon. The dividend payment is scheduled on Friday 11, June 2004.
3. A capital increase in Thor Enterprise Shipping Co., Ltd. , a subsidiary, from baht 50 million to baht 300 million in order to be complied with BOI requirements as a BOI promoted company.
4. Subscription to newly issued shares in an associate company, Mermaid Maritime Ltd. amounting to baht 203.94 million.
Details of the board of directors' resolutions are as attached herewith.
Yours faithfully,
(M.R. Chandram S. Chandratat) (Mr. Arne Teigen)
Chairman Managing Director
Details of the Board of Directors' Resolutions
Investment in the newly shares of Thor Enterprise Shipping Co., Ltd. and Mermaid Maritime Ltd.
a)Thor Enterprise Shipping Co.,Ltd..
Date of Transaction : Around End June 2004
Name of The Company : Thor Enterprise Shipping Co., Ltd.., a subsidiary
company in which 99.9% of the shares held by Thoresen
Thai Agencies Plc.
Type of Business : International Cargo Carrier
Present Share Capital : Baht 50 million, divided into 500,000 shares at
par value baht 100 per share
New Share Captial : Baht 300 million, an increase of baht 250 million
Value of Investment by
Thoresen Thai Agencies : Baht 250 million or 100% of the increase.
Rationale of Share Capital : To comply with the Office of the Board of Investment's
Increase requirement to be a BOI promoted company.
Source of Fund : From the working capital of the Company.
After share capital increase in Thor Enterprise Shipping Co., Ltd.,Thoreresen Thai Agencies Plc. maintains its stake of 99.9%
b) Mermaid Maritime Ltd (MML).
Date of Transaction : Around End June 2004
Name of The Company : Mermaid Maritime Ltd.., an associated company in
which 50% of the shares held by Thoresen Thai
Agencies Plc.
Type of Business : Offshore Services
Present Share Capital : Baht 135.96 million, divided into 13,596,000 shares at
par value baht 10 per share
New Share Captial : Baht 203.94 million, an increase of baht 67.98
million, or 6.798 million ordinary shares.
Price of Newly Issued Shares : Baht 60 per share in line with the MML's present
financial performance plus its future business
expansion and growth prospects in profits after share
capital increase.
Value of Investment by
Thoresen Thai Agencies : Baht 203.94 million (3.399 million shares x 60 baht) or
50% of the increase.
Rationale of Capital Increase : For future business expansion of MML.
Source of Fund : From the working capital of the Company.
After share capital increase in Mermaid Maritime Ltd.,Thoreresen Thai Agencies Plc. maintains its stake of 50%