Ref No. IR.2022.00120
August 9, 2022 | |
Re: | Connected Transaction regarding Financial Provided to SENA J Property Public Company Limited (Edited) |
To: | The President |
The Stock Exchange of Thailand |
Sena Development Public Company Limited ("Company") would like to inform the resolution of Executive Committee Meeting No.16/2022 held on date August 9, 2022 at Meeting Room, P Floor, Thanyalakpark Building, No. 448 Ratchadapisek Road, Samsen Nok sub-district, Huai Khwang District, Bangkok 10310, has resolved provide financial assistance amount 232,400,000 baht to SENA J Property Public Company Limited ("SENAJ") that the Company holding 35.35% shares, SENAJ is intended to repay the bonds with details of the transaction as follows:
1. | Date of transaction | With in September, 2022 | ||||
2. | Parties involved | |||||
• | Lender | The Company | ||||
• | Borrower | SENA J Property Public Company Limited | ||||
• | Relationship | The Company is a major shareholder of SENAJ, | ||||
holding a major share of 35.35% | ||||||
3. General Explanation regarding Nature of the Connected Transaction | ||||||
• | Introduction of SENAJ | |||||
Company's Name | SENA J Property Public Company Limited | |||||
Company establishment date | November 19, 2014 Details of the connected | |||||
Directors | 1. | Mr. Woramit Krutto Chairman Of The Board Of Director | ||||
2. | Mrs. Sunee Sornchaitanasuk Independent Director | |||||
3. | Mrs. Kannigar Kovisuth | Independent Director | ||||
4. | Mr. Tiravutti Jirachaisri | Independent Director | ||||
5. | Ms. Kessara Thanyalakpark | Director | ||||
6. | Mr. Pumipat Sinacharoen | Director | ||||
7. | Mr. Pathompron Tiranaswasid Director | |||||
Registered capital | 2,625,000,000.00 baht | |||||
Paid-up capital | 2,100,000,003.50 baht |
SENA Development Public Company Limited
448 Thanyalakpark Building Ratchadapisek Road , Dindaeng District , Bangkok 10310 Tel 02-541-4642 (20 Number) FAX : 02-541-5164www.sena.co.th
Nature of business | low-rise real estate development | |||
Major shareholders | 1. Sena Development Public Company Limited: 35.35% | |||
2. Mrs. Nidda Juratsakcharoen : | 7.21% | |||
3. Mrs. Kaewalin Kamolsuwan : | 4.09% | |||
4. Thai NVDR Company Limited: | 3.50% | |||
Information as of April 19, 2022 | ||||
Relationship with the Company | Borrower is a subsidiary of the Company (the Company is a | |||
major shareholder Holding 35.35% of the borrower's total | ||||
shares and is the person who has control over the borrower) | ||||
Persons connected to the CompanyNone | ||||
• Type of the Transaction | Connected Transaction Re: the provider of Financial | |||
Assistance | ||||
• | Credit facility | 232,400,000 Baht | ||
• | Interest Rate | In the process of negotiating with the borrower | ||
• Receiving repayment of principal | Principal repayment is at the end of validity period and | |||
and interest payment | interest is paid at the end of each month | |||
• | Lending Period | The Company will report the progress of the aforementioned | ||
transactions in the next time | ||||
• | Objectives | For SENAJ to repay the maturity bonds | ||
• | Securities as collateral | None | ||
• | Other borrowing terms | None | ||
• Conditions that may affect the rights of shareholders | None |
- Source of funds utilization
The Company's excess liquidity and/or borrowings from financial institutions as the Company has higher ability to borrow from financial institutions and this financial assistance does not affect the financial liquidity of the Company and planned business plans. - The total value of the transaction and the criteria used to determine the total value of the transaction. The entering into such transactions According to the criteria for providing financial assistance to other persons under the Notification of the Stock Exchange of Thailand No. BorJor./Por. 11-00Re: Rules, Conditions and Methods for Disclosure of Information and any actions of listed companies B.E. 2560 (2017) regarding financial assistance to other persons
SENA Development Public Company Limited
448 Thanyalakpark Building Ratchadapisek Road , Dindaeng District , Bangkok 10310 Tel 02-541-4642 (20 Number) FAX : 02-541-5164www.sena.co.th
If the interest rate is concluded, the company will continue to disclose the interest rate information and the calculation of the transaction size according to the criteria for providing financial assistance to others to the SET.
6. Opinion of the Board of Directors and the Audit Committee on this item
Board of Directors considered and was of the opinion that the said transaction is necessary because the said loan is intended to support the business continuity of the subsidiary. and/or companies with control and this loan is a short-term loan and the Company is the sole lender. because the company It is a major shareholder and has control power in SENAJ. In addition, the Company has a stable financial position and operating results. Therefore, it can provide financial assistance without affecting the Company's performance and the Company can closely monitor the performance of SENAJ. Including the said loan is in accordance with the appropriate conditions of the company. Therefore, financial assistance is reasonable. To support the operations of the subsidiary and/or companies with control The Audit Committee has no different opinion from the Board of Directors.
The aforementioned items Exempted from complying with the rules on connected transactions 21/2551 Re: Rules for Connected Transactions dated August 31, 2008 (and as amended) and the Notification of the Board of Governors of the Stock Exchange of Thailand Re: Disclosure. Information and operations of the listed company on the Connected Transaction B.E. 2546 dated 19 November 2003 (and as amended) because SENAJ is not a connected person of the Company. And it is a transaction that the listed company has made a transaction with a subsidiary that has a connected person holding more than 10% shares and is not a person who has control over the subsidiary.
Please be informed accordingly.
Yours Faithfully,
(Mrs. Weraporn Chaisiriyasavat)
Deputy Managing Director and Secretary of the Company
The Compliance division,
Tel 02-541-4642 Ext. 10407
SENA Development Public Company Limited
448 Thanyalakpark Building Ratchadapisek Road , Dindaeng District , Bangkok 10310 Tel 02-541-4642 (20 Number) FAX : 02-541-5164www.sena.co.th
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Sena Development pcl published this content on 10 August 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 10 August 2022 13:20:13 UTC.