Cancellation of the Annual General Meeting of Shareholders No. 197 and Dividend Payment

Tuesday 24 March 2020 17:23
Reference
Cancellation of the Annual General Meeting of Shareholders No. 197 and Dividend Payment

is made to the resolutions passed by the Board of Directors of The Siam

Commercial Bank PCL., at its Meeting No. 2/2020 held on 19 February 2020, to

convene the Annual General Meeting of Shareholders No. 197

(“AGM”) on 2 April 2020.

Given the outbreak of the coronavirus disease (COVID-19) at the present time and the

unpredictability of the epidemic intensity at the time of the AGM, the Bank is

deeply concerned about the severity of the circumstances. Therefore,

to protect all shareholders and related parties from the exposure and to avoid

the spread of COVID-19, the Board of

Directors, at its Meeting No. 4/2020

held on 24 March 2020, passed the following resolutions:

To

approve the postponement of the AGM No. 197.

The Bank will determine the new schedule for the AGM as soon as the

COVID-19 outbreak has ceased or alleviated. By that time, the new AGM date and the meeting agenda will be announced. Accordingly, the Board of Directors

has determined to cancel the former schedules of the AGM No. 197

initially set on 2 April 2020 and the record date for the AGM set on 4 March

2020.To approve the payment of interim dividend from the 2019

operational results based on the Bank’s latest audited

financial statements ended 31 December 2019 to the holders of preferred and

ordinary shares at the rate of Baht 4.00

per share. As the

interim dividend of Baht 1.50 per share amounting to Baht

5,099 million was distributed to the holders of preferred and ordinary shares

on 13 September 2019, the total dividend paid by the Bank from its 2019

operational results (excluding the special dividend) is Baht 5.50 per share, amounting to

approximately Baht 18,696 million,

representing 46.2 percent of the Bank’s

2019 consolidated net profit. This dividend rate is

unchanged from the rate previously declared via the

Stock Exchange of Thailand on 19 February 2020.

Such

dividend payment will be made only to the shareholders entitled to receive

dividend according to the Bank’s Articles of Association,

whose names appear in the shareholders register book as of the date on which

the list of shareholders entitled to the dividend is determined, which is 10

April 2020, which is unchanged from the date previously declared via the Stock

Exchange of Thailand on 19 February 2020. (The Stock

Exchange of Thailand’s “XD” sign, indicating the dates on which a purchaser of share will

not be entitled to receive the dividend, will be first posted on 9 April 2020). The dividend payment shall be made on 22 April 2020 and the

shareholders are advised to claim such dividend within a period of 10 years.

It should be noted that, on 14 February

2020, the Bank paid the special dividend to the holders of preferred and ordinary shares at the rate of Baht 0.75

per share, amounting to Baht 2,549 million. Therefore, the

total dividend paid by the Bank for the year 2019 is Baht 6.25

per share, amounting to Baht 21,245 million or 52.5

percent of the Bank's 2019 consolidated net profit, and is

consistent with the Bank’s dividend policy.

The

said dividend is paid from the retained earnings from which the corporate

income tax has been imputed at 20 percent. Individual

shareholders may apply for tax credit on the dividend at the rates of 20/80 of the amount of dividend received.

The

Board’s approval for this dividend payment is aimed for

avoiding the impact of the aforesaid postponement of the AGM No. 197

on the dividend entitlement of shareholders. This decision

is made by the virtue of paragraph 3 of Section 115 of the Public Limited

Company Act, which empowers the Board of Directors to pay interim dividends to

shareholders, and is in line with the guidelines under the Securities and

Exchange Commission’s Letter No. GorLorTor.JorTor.-1.(Wor) 9/2563, Re: Arrangement

of Annual General Meeting of Shareholders by Listed Companies during the Coronavirus Disease (COVID-19) Epidemic,

dated 6 March 2020.