Resolutions of Board of Directors No. 5/2007

SET 25/2007

14 August 2007

Subject : Resolutions of Board of Directors No. 5/2007

Attention : Managing Director The Stock Exchange of Thailand

Major Cineplex Group Public Company Limited (the Company) would like to report to SET the resolution of the Company Board of Directors No. 5/2007, held on August 14, 2007 has resolved the issue as follows:

1. Approved the Company to declare the interim dividend from the net profit after tax during 1 January 2007 through 30 June 2007 to all shareholders of the Company at Baht 0.50 per share for 876,491,319 Million shares at a total Baht 438.25 million. The share registry shall be closed on August 28, 2007 at 12.00 hours suspending shares transfer in order to assign rights for the receiving of the interim dividend. The dividend shall be paid on September 7, 2007.

2. Approved investment in the new branch as project detail follow

  • Location : Rattanathibate road, Muang Nonthaburi , Nonthaburi.
  • Area : 5 rai of land area.
  • Lessor/Service provider : Ek-kachai Distribution system Company Limited.
  • Lessee/Service hirer :Major Cineplex Group Public Company Limited.
  • Rental period : Average 23 years (end of March 9,2030)
  • Rental Rate : 1.75 million baht per year , payment started in 3 rd year by increasing in rental rate in 4th year and increasing 10% every 3 year.
  • Detail of project : 15 Theatres , bowling 20 lanes and shop area average 9,000 square metres in Entertainment Complex.
  • Investment : 717.50 million baht, comprising building and system amount 510 million baht , Theatre 132.5 million baht , Bowling 45 million baht and land buy out 30 million baht.
  • Source of fund : Working capital and the some of loan from the finance institute.

This transaction is not considered to be a connected transaction due to the counter party of the Company is not a connected person. Also, the size of transaction in accordance with value of investment is not considered to be disclosed to the SET.

3. Amendment the resolved of Board of Directors Meeting No. 3/2007 Referenced the Annual General Meeting of Shareholders No. 6/2007 on April 2, 2007 has approved the issuance and offering of warrants to directors and employees of the company (ESOP-W3) purchase ordinary shares 20 million units but disapproved the allotment of 7 million units to 7 persons regarding more than 5% of the shareholder voted against.

And the Board of Directors Meeting No. 3/2007 on May 14, 2007 has resolved in the re-allotment of the 7 million units of ESOP-W3 to other employees, whereas they will received less than 5% of the total units as of re-allotment. Upon the approval of SEC &SET, Chairman of the Executive Committee will be considered the re-allotment.

Today, resolution of Board of Directors has amended Board of Directors Meeting No. 3/2007 cancelled ESOP-W3 of the 7 million units the issuance and offering of warrants to directors and employees of the company.

Please be informed accordingly

Yours faithfully

_________________________
(Mr Chattaphum Khantiviriya)
Chief Financial Officer

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