Inform BODs' resolutions and impose AGM (Copy)

BackFeb 24, 2010

- Translation -
MPIC 003/2010
February 24, 2010

Subject : Inform the Resolutions of the Board of Directors' Meeting No. 2/2010 and Scheduling of the 2010 Annual Ordinary General \ Shareholders' Meeting
Attention : The President of The Stock Exchange of Thailand

M Pictures Entertainment Public Company Limited (the Company) hereby informs the important resolutions of the Board of Directors' Meeting No. 2/2010 held on February 24, 2010 as follows:

  1. Resolved to propose the Shareholders' Meeting to consider and approve the financial statements of the Company and group for year end of 2009 ended December 31, 2009.
  2. Resolved to propose the Shareholders' Meeting to consider and approve the suspension of dividend payment for the year 2009 and suspension of allocation of funds as legal reserve since the Company still sustains the accumulated loss.
  3. Resolved to propose the Shareholders' Meeting to consider and appoint the Auditors from PricewaterhouseCoopers ABAS Co.,Ltd. as named belows;
    1. Mr. Kajornkiet Aroonpirodkul, a certified public accountant no. 3445 or;
    2. Mr. Phisit Tangthanagul, a certified public accountant no. 4095 or;
    3. Mrs. Natthaporn Phan-Udom , a certified public accountant no. 3430

    As the Company's auditor, provided that either of them shall be authorized to conduct the audit and sign for certification of the Company's financial statements and to determine the remuneration for the auditor for the year 2010 in the amount of not exceeding 3,400,000 baht as proposed by the Audit Committee.

  4. Resolved to propose the Shareholders' Meeting to consider and elect directors to replace those who vacate offices by rotation, whereby directors who were due to retire by rotation comprise;
    1. Mr. Vicha Poolvaraluck Vice Chairman of the Board
    2. Mr. Padet Hongfa Director and Chief Executive Officer
    3. Mr. Virat Udomsinwattana Director

    The Board of Directors resolved that it was appropriate to purpose to the Shareholders' Meeting to consider and re-elect such 3 directors to return to the Board for another term. In this regards,such persons had already considered and scrutinized by the Nomination and Remuneration Committee that they had knowledge, expertise and were qualified to hold the office of Directors.

  5. Resolved to propose the Shareholders' Meeting to consider and approve the determination of remuneration for Directors for the year 2010 in amount of not exceeding 2 million baht as proposed by the Nomination and Remuneration Committee.
  6. Resolved to schedule the Record Date on which shareholders have the right to attend the 2010 Annual General Meeting of Shareholders on March 12, 2010 and to schedule the shareholder registered book closing on March 15, 2010 to comply with the list of shareholders according to Section 225 of the Securities and Exchange Act B.E. 2535.
  7. Resolved to arrange the 2010 Annual Ordinary General Shareholders' Meeting on April 21, 2010, 10.00 a.m - 12.00 am., at EGV Metropolis, 6th floor, Cinema 1, 97/11, EGV Metropolis, Rajdamri Road, Lumpini, Pathumwan, Bangkok, agendas of the Meeting are as belows;
  8. Acknowledged resigning of Mr. Sirichai Chuacharoensiri from positions of Director, Chief Financial Officer, and Company Secretary of the Company at effective on February 28, 2010.
  9. Resolved to appoint Mr. Rujiphant Chuenchitr to be the Company Secretary of the Company byreplacing Mr. Sirichai Chuacharoensiri at effective on February 28, 2010.

Please be informed.
Yours sincerely,
- signed -
(Mr.Sirichai Chuacharoensiri)
Chief Financial Officer