Resulutions on BOD No.8/2551 and Investment of a subsidiary
15 August 2008
Tor 14 /2551 August 14, 2008
Subject: Notification of Resolution of the Company's Board of Directors
Meeting No. 8/2551
To: President
The Stock Exchange of Thailand
Loxley Public Company Limited ("the Company") would like to report on
the resolutions made at the Board of Directors Meeting No. 8/2551 held on
August 14, 2008. The details of the resolutions are as follows:
1. To approve the Financial Statements quarter 2/2008 ended June 30,
2008 which were reviewed by the Company's auditors.
2. Loxbit Public Company Limited, a subsidiary company of the Company,
reported the resolution to approve its investment in Ecartstudio Company
Limited which was the acquisition and disposal of assets, as the below details:
1. The transaction date : within August 2008
2. The parties involved :
Buyer : Loxbit Public Company Limited
Seller : Ecartstudio Company Limited
3. Relationship with the company : -None-
4. Description of Transaction : Loxbit Public Company Limited
purchased 85,714 ordinary shares of Ecartstudio Company Limited with Baht
93.333 par value per share. Such transaction is not subject to the disclosure
as per the Notification of the Stock Exchange of Thailand Re: Disclosure and
Procedures of Information concerning the connected Transaction of Listed
Companies B.E. 2546 ("Regulations of the Stock Exchange of Thailand")
5. Details of Purchased Assets :
Company : Ecartstudio Company Limited
Business : Provide consultancies and design web
applications Original Registered Capital : Baht 2,000,000 divided into 200,000
ordinary shares with Baht 10 par value per share
New Registered Capital : Baht 2,857,140 divided into 285,714
ordinary shares with Baht 10 par value per share
Purchased Shares : 85,714 ordinary shares,representing 30% of
the registered capital
Percentage Shares Before the Transaction : -None-
Percentage Shares After the Transaction :
- Mr. Wutthikorn Manomaiwiboon holds 119,970
ordinary shares, 42% of the registered capital
- Loxbit Public Company Limited holds 85,714
ordinary shares, 30% of the registered capital
- Mr. Tachpong Hotrabhavananda holds 79,980
ordinary shares, 28% of the registered capital
Directors Before the Transaction: 1. Mr. Wutthikorn Manomaiwiboon
2. Mr. Tachpong Hotrabhavananda
Directors After the Transaction: -No change-
Shareholders Before the Transaction:
1. Mr. Wutthikorn Manomaiwiboon held
200,000 ordinary shares, 60% of the
registered capital
2. Mr. Tachpong Hotrabhavananda held
200,000 ordinary shares, 40% of the
registered capital
Shareholders After the Transaction:
1. Mr. Wutthikorn Manomaiwiboon holds
119,970 ordinary shares, 42% of the
registered capital
2. Loxbit Public Company Limited holds
85,714 ordinary shares, 30% of the
registered capital
3. Mr. Tachpong Hotrabhavananda holds
79,980 ordinary shares, 28% of the
registered capital
Buy Value : Baht 8,000,000
Size of the Transaction :
Criteria to calculate size of the transaction is the total value
of return equal 0.08% (the Financial Statements quarter 2/2008 ended June 30,
2008). Nevertheless, such transaction is not subject to the disclosure as per
the Notification of the Stock Exchange of Thailand Re: Rules, Procedures and
Disclosure regarding the acquisition and disposal of assets of listed companies.
6. Advantages Expected : To expand business and return from operation
7. Source of Funds : Working Capital of Loxbit Public Company Limited
Please be informed accordingly.
Sincerely yours,
Loxley Public Company Limited
(Mr. Pichai Mooputtarak)
Company Secretary