Arinsiri Land Public Company Limited
49/82 Bang Saen Sai 4 Nue Rd. Saen Suk
Muang Chonburi, Chonburi
ARIN 013/2022
August 8, 2022
Subject: | To inform the connected transactions |
To: | President |
The Stock Exchange of Thailand |
Attachment: 1. The Information Memorandum on the extension of the lease period with buildings from the connected person
2. The Information Memorandum on receiving financial assistance from the connected person
The Board of Directors' Meeting of Arinsiri Land Public Company Limited ("The Company") No.6/2022, which was held on August 8th 2022, has passed the following resolutions:
- Approved the extension on term of rental agreement for land and building agreement from Miss Wimonjit Arintamapong for Six (6) months for use as the Company's headquarters building. The rental of the entire lease term of this agreement is Baht 759,600 throughout the agreement period or Baht 126,600 per month. (The details are as the attachment No.1)
- Approved to extend the period for repayment of principal from receiving financial assistance from Miss Wimonjit Arinthamaphong, the authorized director amounting to baht 25,000,000, extending the loan term not exceeding 1 year from the original maturity. At the interest rate of 6.5% per annum. The total interest expense is baht 1,625,000. (The details are as the attachment No.1)
In conclusion, the total amount of both transactions is Baht 2,384,600 or 0.64% of the Net Total Asset. Which if considered, included the connected transactions that occurred during the 6 months which occurred from the same person or related persons combined with this connected transaction. The size of the transaction would be classified as a medium transaction with a value of 0.99% which is greater than 0.03% but less than 3% of the Net Total Assets. According to the financial statements of the company as of June 30th, 2022, which have been reviewed by the auditor (Net total assets was worth baht 371.97 million). Therefore, the company must request approval from the Board of Directors and disclose this information to the Stock Exchange of Thailand.
Please be informed accordingly
Yours Sincerely,
Miss Jittima Srisompote
Company Secretary
Page 1
Arinsiri Land Public Company Limited
49/82 Bang Saen Sai 4 Nue Rd. Saen Suk
Muang Chonburi, Chonburi
Attachment No.1
The Information Memorandum on the extension of the lease period with buildings from the connected person
Transaction Date | October 1st 2022 | ||
The Connected Parties | The "Lessee" is Arinsiri Land Public Company Limited ("the | ||
Company") which operates as a real estate owner and developer. | |||
The "Lessor" is Miss Wimonjit Arintamapong the land and | |||
construction owner. | |||
Type of Transaction | The period of the leasing of the land and construction is six (6) | ||
months from October 1st 2022 to March 31st 2023. The rental of | |||
the entire Lease Term of this agreement is Baht 759,600 | |||
throughout the agreement period or Baht 126,600 a month. | |||
Objective of the Leasing of the land | The objective of the project is to utilize land and construction for | ||
and construction | the Company Head Quarter office building. | ||
Details of Land and construction | Located on the land title deed no. 153637, Land no. | ||
Involved | 590,5135i0670-8 On an area of 497 Square Wah, Bang Saen Road | ||
Bang Saen Soi 4 Nue Rd. Saen Suk, Muang, Chonburi 20130. | |||
Term of Rental Agreement | six (6) months from October 1st 2022 to March 31st 2023 | ||
Details of Total Connected | The total payment of rental agreement for Land and Building for | ||
Transaction (the value of the | six (6) months would not exceed Baht 759,600 throughout the | ||
consideration) | agreement period. The Lessee hereby confirms paid of the rental | ||
by monthly. | |||
The Criteria for Determination of | It is a consideration and agreement between the Company and the | ||
Leasing the Land | lessor. However, the Company cannot reveal that there is general | ||
trading conditions. | |||
Details of connected persons | Miss Wimonjit Arintamapong is the authorized director. | ||
Directors who have a conflict of | Miss Wimonjit Arintamapong has not attended this meeting and | ||
Interest | not voted on this agenda. | ||
The opinion of the Board of | The Board of Directors has considered that Entering into the said | ||
Directors | connected transaction is an extension of the lease of area with | ||
buildings. To be used as the company's headquarters building | |||
Which has continuously entered into the lease and extension of | |||
the lease since October 1st 2016, with the lease agreement | |||
expiring on September 30th 2022, it is necessary to extend the | |||
lease at this time. In addition, the rental price of the area with | |||
buildings that are appropriate and reasonable. The rental rate is | |||
equal to the original lease. At a price of 254.73 baht per square | |||
meter per month, which is not higher than the fair rental price | |||
from an independent appraiser, which is equal to 280 baht per | |||
square meter, so the Board of Directors has approved. And | |||
approve the transaction as proposed above. | |||
The opinions of the Audit | No different opinion from the opinion of the Board of Directors. | ||
Committee and/or the directors that | |||
are different from the opinions of the | |||
Board of Directors | |||
Type of connected transaction | The entering into the said transaction would be a connected | ||
transaction under the Notification of the Capital Market | |||
Supervisory Board No. Thor Chor.21/2551 regarding the criteria | |||
for making connected transactions. And in accordance with the | |||
announcement of the Board of Governors of the Stock Exchange | |||
of Thailand regarding the disclosure of information and | |||
Page 2 |
Arinsiri Land Public Company Limited
49/82 Bang Saen Sai 4 Nue Rd. Saen Suk
Muang Chonburi, Chonburi
operations of listed companies in connected transactions 2003, which is considered as a type of financial assistance. The size of the transaction would be 0.20% of the Net Total Asset. According to the financial statements of the company as of June 30th, 2022, which have been reviewed by the auditor (Net total assets was worth of baht 371.97 million). Which if considered, included the connected transactions that occurred during the 6 months which occurred from the same person or related persons combined with This connected transaction. The size of the transaction would be classified as a medium transaction with a value of 0.99%
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Arinsiri Land Public Company Limited
49/82 Bang Saen Sai 4 Nue Rd. Saen Suk
Muang Chonburi, Chonburi
Attachment No.2
The Information Memorandum on receiving financial Assistance from the connected person
Transaction Date | October 16th 2022 | ||||||
Details of the Transaction | The recipient of financial assistance was Arinsiri Land Public | ||||||
Company Limited. ("the Company") | |||||||
The financial assistance provider was Miss Wimonjit | |||||||
Arintamapong. | |||||||
Type of Transaction | The company wishes to extend the repayment term of the | ||||||
principal. From receiving financial assistance from Miss | |||||||
Wimonjit Arintamapong. As working capital in the business. The | |||||||
company still has to use the said working capital. By extending | |||||||
for 1 year from October 15th 2022 to October 15th 2023. | |||||||
The value of the transaction | The Company requests to extend the repayment term of the | ||||||
principal. | |||||||
Unsecured loans amount baht 25,000,000 million (Twenty-five | |||||||
million baht only), the principal repayment period is not more | |||||||
than 1 year from the date of the transaction. At the interest rate of | |||||||
6.5% per annum | |||||||
The total value of the transaction = maximum loan amount x | |||||||
maximum interest rate x maximum loan period | |||||||
= baht 25,000,000 x 6.5% x 1 year | |||||||
= baht 1,625,000 ( | One Million Six Hundred and Twenty-Five | ||||||
thousand | Baht Only) | ||||||
Details of connected persons | Miss Wimonjit Arintamapong is the authorized director. | ||||||
Directors who have a conflict of | Miss Wimonjit Arintamapong has not attended this meeting and | ||||||
Interest | not voted on this agenda. | ||||||
The opinion of the Board of | The Board of Directors has considered the reasons and | ||||||
Directors | necessities. Therefore, resolved that the approval of the extension | ||||||
of the repayment period from receiving financial assistance from | |||||||
such connected persons It's a reasonable list. Due to the economic | |||||||
condition of the country is still fluctuating, affecting the overall | |||||||
business. Especially the impact on the demand in the real estate | |||||||
sector. Since the company still needs to use the said working | |||||||
capital. In this regard, borrowing from the connected person Due | |||||||
to its speed and flexibility in line with the needs of the company. | |||||||
The interest rate is the same as that of the previous financial | |||||||
assistance. And the interest rate is similar to that of the company | |||||||
received from financial institutions. Therefore, the Board of | |||||||
Directors has approved. And approve the transaction as proposed | |||||||
above. | |||||||
The opinions of the Audit | No different opinion from the opinion of the Board of Directors. | ||||||
Committee and/or the directors that | |||||||
are different from the opinions of the | |||||||
Board of Directors | |||||||
Type of connected transaction | The entering into the said transaction would be a connected | ||||||
transaction under the Notification of the Capital Market | |||||||
Supervisory Board No. Thor Chor.21/2551 regarding the criteria | |||||||
for making connected transactions. And in accordance with the | |||||||
announcement of the Board of Governors of the Stock Exchange | |||||||
of Thailand regarding the disclosure of information and | |||||||
operations of listed companies in connected transactions 2003, | |||||||
Page 4 |
Arinsiri Land Public Company Limited
49/82 Bang Saen Sai 4 Nue Rd. Saen Suk
Muang Chonburi, Chonburi
which is considered as a type of financial assistance. The size of the transaction would be 0.44% of the Net Total Asset. According to the financial statements of the company as of June 30th, 2022, which have been reviewed by the auditor (Net total assets was worth of baht 371.97 million). Which if considered, included the connected transactions that occurred during the 6 months which occurred from the same person or related persons combined with This connected transaction. The size of the transaction would be classified as a medium transaction with a value of 0.99%
Page 5
