Notification of the Board of Directors' Meeting No. 15/2026 Resolution on Capital Reduction, META-W8 Issuance, Capital Increase, Rights Offering and 1/2026 AGM Schedule (Revised)

The Stock Exchange of Thailand · 1d ago
Schedule of Shareholders' meeting
Subject : Schedule of Annual General Meeting of
Shareholders
Date of Board resolution : 08-Oct-2026
Shareholder's meeting date : 06-Nov-2026
Beginning time of meeting (hh:mm) : 14 : 00
Record date for the right to attend the : 22-Oct-2026
meeting
Ex-meeting date : 21-Oct-2026
Significant agenda item (Update) :
- Omitted dividend payment
- Capital increase
- The issuance of convertible securities
- Change of par value
- Changing / renewal of the term of the director(s)
- To consider and approve the amendment of Article of the Company's Memorandum
of Association to reflect the capital reduction
- To consider and approve the amendment of company's article of association
- To consider and approve the company's business restructuring
Type of meeting : Electronic meeting
Venue of the meeting : Electronic meeting
Agenda Item : 1
Agenda Detail : To consider and certify the minutes
of the Extraordinary General Meeting of Shareholders No. 1/2569 dated 28 August
2569
Type : To Consider and approve
Board's Resolution : The meeting resolved to approve the
proposal to the Shareholders' Meeting for consideration and ratification of the
Minutes of the Extraordinary General Meeting of Shareholders No. 1/2026 held on
August 28, 2026.
Agenda Item : 2
Agenda Detail : To consider and acknowledge the
Company's operating results for the year 2568 and the Annual Registration
Statement for 2568 (56-1 One Report)
Type : To acknowledge
Board's Resolution : The meeting resolved to approve the
proposal to the Shareholders' Meeting for consideration and acknowledgement of
the Company's operating results for the year 2025 and the 2025 Annual
Registration Statement/Annual Report (56-1 One Report).
Agenda Item : 3
Agenda Detail : To consider and approve the statement
of financial position, statement of comprehensive income and statement of cash
flows for the accounting period ended 31 December 2568
Type : To Consider and approve
Board's Resolution : The meeting resolved to approve the
proposal to the Shareholders' Meeting for consideration and approval of the
Statement of Financial Position, Statement of Comprehensive Income, and
Statement of Cash Flows for the accounting period ended December 31, 2025.
Agenda Item : 4
Agenda Detail : To consider and approve the omission
of the allocation of profit to the statutory reserve and the omission of
dividend payment for the operating results for the year ended December 31, 2025.
Type : To Consider and approve
Board's Resolution : The meeting resolved to approve the
proposal to submit the matter to the Annual General Meeting of Shareholders for
consideration and approval of the omission of the allocation of net profit to
the statutory reserve and the omission of dividend payments for the Company's
operating results for the year 2025.
Agenda Item : 5
Agenda Detail : To consider and approve the election
of directors to replace the directors who retire by rotation for the year 2569
Type : To Consider and approve
Board's Resolution : The Meeting resolved to propose to
the Annual General Meeting of Shareholders for consideration and approval the
re-election of all three directors whose terms of office will expire, to serve
as directors for another term, with the names as follows:
1. Mr, Vanich Sirikanjanasuk Director/ Chief Executive Officer
2. Mr. Thanasak Pontappasarn Independent Director
3. Mr. Paiboon Udomkarnkit Independent Director
Agenda Item : 6
Agenda Detail : To consider and approve the
determination of remuneration for the Board of Directors and sub-committees for
the year 2569
Type : To Consider and approve
Board's Resolution : The Meeting resolved to propose to
the Annual General Meeting of Shareholders for consideration and approval the
determination of the remuneration of the Board of Directors and sub-committees
for the year 2026.
Agenda Item : 7
Agenda Detail : To consider and approve the
ratification of the appointment of the Company's auditor for the accounting
period ending 31 December 2569 and the auditor's remuneration
Type : To Consider and approve
Board's Resolution : The Meeting resolved to propose to
the Annual General Meeting of Shareholders for consideration and approval the
ratification of the appointment of the auditor for the year 2026 of the Group of
Companies and the determination of the auditor's remuneration.
Agenda Item : 8
Agenda Detail : To consider the approval of the
change of the Company's name
Type : To Consider and approve
Board's Resolution : The Meeting resolved to propose to
the Annual General Meeting of Shareholders for consideration and approval the
change of the Company's name.
Agenda Item : 9
Agenda Detail : To consider and approve the change of
the Company's logo and seal
Type : To Consider and approve
Board's Resolution : The Meeting resolved to propose to
the Shareholders' Meeting for consideration and approval the change of the
Company's logo and corporate seal.
Agenda Item : 10
Agenda Detail : To consider and approve the change of
the Company's head office location
Type : To Consider and approve
Board's Resolution : The Meeting resolved to propose to
the Shareholders' Meeting for consideration and approval the change of the
Company's head office address from the existing location to the new location.
Agenda Item : 11
Agenda Detail : To consider and approve the amendment
of Clauses 1 and 5 of the Company's Memorandum of Association
Type : To Consider and approve
Board's Resolution : The Meeting resolved to propose to
the Shareholders' Meeting for consideration and approval the amendment to Clause
1 and Clause 5 of the Company's Memorandum of Association.
Agenda Item : 12
Agenda Detail : To consider and approve the amendment
of Clauses 1, 2 and 39 of the Company's Articles of Association
Type : To Consider and approve
Board's Resolution : The Meeting resolved to propose to
the Shareholders' Meeting for consideration and approval the amendment to
Clauses 1, 2, and 39 of the Company's Articles of Association to align with the
changes to the Company's name, logo, corporate seal, and corporate information,
as well as to comply with the applicable laws, notifications, and relevant rules
and regulations, as proposed.
Agenda Item : 13
Agenda Detail : To consider and approve the reduction
of registered capital by cancelling unissued ordinary shares, and the amendment
of Clause 4 of the Memorandum of Association
Type : To Consider and approve
Board's Resolution : The Meeting resolved to propose to
the Shareholders' Meeting for consideration and approval the reduction of the
Company's registered capital and the amendment to Clause 4 of the Company's
Memorandum of Association to reflect the reduction of the registered capital.
Agenda Item : 14
Agenda Detail : To consider and approve the change of
the par value of the shares by way of share consolidation from THB 1.00 per
share to THB 41.50 per share, and the amendment of Clause 4 of the Memorandum of
Association
Type : To Consider and approve
Board's Resolution : The Meeting resolved to propose to
the Shareholders' Meeting for consideration and approval the change in the par
value of the Company's shares through a consolidation of shares, and the
amendment to Clause 4 of the Company's Memorandum of Association regarding the
registered capital to reflect the reduction of the registered capital.
Agenda Item : 15
Agenda Detail : To consider and approve the increase
of registered capital and the amendment of Clause 4 of the Memorandum of
Association, to accommodate the RO, META-W8 and the convertible debentures
Type : To Consider and approve
Board's Resolution (Update) : The Meeting resolved to approve the
proposal to be submitted to the Shareholders' Meeting for consideration and
approval of the increase in the Company's registered capital and the amendment
to Clause 4 of the Company's Memorandum of Association to accommodate the Rights
Offering (RO), META-W8 warrants, and convertible debentures.
Agenda Item : 16
Agenda Detail : To consider and approve the
allocation of newly issued ordinary shares to be offered to existing
shareholders in proportion to their shareholdings (Rights Offering)
Type : To Consider and approve
Board's Resolution (Update) : The Meeting resolved to approve the
proposal to be submitted to the Shareholders' Meeting for consideration and
approval of the allocation of newly issued ordinary shares to existing
shareholders in proportion to their respective shareholdings (Rights Offering).
Agenda Item : 17
Agenda Detail : To consider and approve the
allocation of newly issued ordinary shares to accommodate the exercise of rights
under META-W8
Type : To Consider and approve
Board's Resolution : The Meeting resolved to propose to
the Shareholders' Meeting for consideration and approval the allocation of newly
issued ordinary shares to accommodate the exercise of rights under the META-W8
Warrants.
Agenda Item : 18
Agenda Detail : To consider and approve the
allocation of newly issued ordinary shares to accommodate the exercise of
conversion rights of the convertible debentures
Type : To Consider and approve
Board's Resolution : The Meeting resolved to propose to
the Shareholders' Meeting for consideration and approval the allocation of newly
issued ordinary shares to accommodate the exercise of conversion rights under
the Convertible Debentures.
Agenda Item : 19
Agenda Detail : To consider and approve the land
purchase transaction for project development
Type : To Consider and approve
Board's Resolution : The Meeting resolved to propose to
the Shareholders' Meeting for consideration and approval the acquisition of land
for project development.
Agenda Item : 20
Agenda Detail : To consider other matters (if any)
Type : To Consider and approve
______________________________________________________________________
Dividend payment / Omitted dividend payment
Subject : Omitted dividend payment
Date of Board resolution : 01-Oct-2026
Omitted dividend payment from :
Operating period from 01-Jan-2025 to 31-Dec-2025
Remark :
The Company recorded a net loss from its operations and continues to have an
accumulated loss.
______________________________________________________________________
Change of director/Executive
Re-election
Director Name : MR. Vanich SiriKarnjanasook
Position in company (1) : Director
Effective Date (1) : 10-Jul-2026
Position in company (2) : Chief Executive Officer
Effective Date (2) : 10-Jul-2026
______________________________________________________________________
Change of director/Executive
Re-election
Director Name : Dr. THANASAK PONTAPPASSARN
Position in company (1) : INDEPENDENT DIRECTOR
Effective Date (1) : 28-Aug-2026
______________________________________________________________________
Change of director/Executive
Re-election
Director Name : Mr. PAIBOON UDOMKARNKIT
Position in company (1) : INDEPENDENT DIRECTOR
Effective Date (1) : 28-Aug-2026
______________________________________________________________________
Auditors Appointment
No : 1
Auditor Name : Mr. NOPPAROEK PISSANUWONG
CPA License No. : 7764
Accounting and Audit firm : D I A INTERNATIONAL AUDIT CO.,LTD.
Audit End Date : 31-Dec-2026
No : 2
Auditor Name : Ms. RAWEEWAN CHUENCHOM
CPA License No. : 7487
Accounting and Audit firm : D I A INTERNATIONAL AUDIT CO.,LTD.
Audit End Date : 31-Dec-2026
No : 3
Auditor Name : Miss SOMJINTANA PHOLHIRUNRAT
CPA License No. : 5599
Accounting and Audit firm : D I A INTERNATIONAL AUDIT CO.,LTD.
Audit End Date : 31-Dec-2026
No : 4
Auditor Name : Miss SUPHAPHORN MANGJIT
CPA License No. : 8125
Accounting and Audit firm : D I A INTERNATIONAL AUDIT CO.,LTD.
Audit End Date : 31-Dec-2026
No : 5
Auditor Name : Miss WINEE SAKSASITORN
CPA License No. : 11377
Accounting and Audit firm : D I A INTERNATIONAL AUDIT CO.,LTD.
Audit End Date : 31-Dec-2026
No : 6
Auditor Name : Miss PAWIKA NIPATTAMMAKUL
CPA License No. : 13298
Accounting and Audit firm : D I A INTERNATIONAL AUDIT CO.,LTD.
Audit End Date : 31-Dec-2026
______________________________________________________________________
Changing the Par Value
Subject : Merging the par value
Date of Board resolution : 08-Oct-2026
Old par value (baht per share) : 1.00
New par value (baht per share) : 41.50
______________________________________________________________________
Issued Convertible Securities
Subject : Issued convertible securities
Date of Board resolution : 08-Oct-2026
Type of allocated securities : Warrants
Allocate to : Other
Details of whom is allocated :
Existing shareholders
Number of allotted warrants (units) : 739,636,400
Reserved shares for the exercise of : Common shares
warrants
Number of additional shares (shares) : 739,636,400
Offering price (baht per unit) : 0
Description of warrants
Warrant Symbol : META-W8
Name of warrant : Warrants to Purchase Ordinary Shares
of Meta Corporation Public Company Limited No. 8
Exercise ratio (warrant : share) : 1.00 : 1.00
Exercise price (baht per share) : 0.0676
Term of warrants :
2 years from the date of receipt of the warrants.
Type of allocated securities : Convertible debentures
Allocate to : Other
Details of whom is allocated :
Existing shareholders
Number of allotted convertible : 500,000,000
debentures (units)
Reserved shares for the exercise of : Common shares
convertible debentures
Number of additional shares (shares) : 500,000,000
Description of convertible debentures
Name of convertible debentures : Convertible Debentures of Meta
Corporation Public Company Limited No. 1/2026
Term of convertible debentures :
Existing shareholders
______________________________________________________________________
Increasing Capital
Subject : Specifying the purpose of utilizing
proceeds
Date of Board resolution : 08-Oct-2026
Number of additional common shares : 1,239,636,400
(shares)
Par value (baht per share) : 41.50
Type of allocated securities : Common shares
Allocated to : Other
Number of allotted shares (shares) : 1,239,636,400
______________________________________________________________________
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