27 March 2007
Disclosure of Information regarding Connected Transaction
March 27,2007
Re: Disclosure of Information regarding Connected Transaction :
Short-Term Lease not exceeding 3 years
To President
The Stock Exchange of Thailand
The Board of Director's Meeting of BEC World Public Company
Limited (the "Company") in the Meeting No. 2/2550 dated 22 March
2550, has approved the Company and its subsidiaries to renew the
Office Lease Agreement of Maleenont Tower. As the said renewal of
the Lease Agreements is deemed as the connected transaction of the
Company : Short-Term Lease not exceeding 3 years under the
Notification of the Board of Governors of SET regarding Disclosure
of Information and Act of Listed Companies Concerning the Connected
Transactions, 2003, therefore, the Company shall report and disclose
the related information as follows:
1. Date of Transaction
From 9 April 2007 - 8 April 2010
2. Parties
(1) Transaction between Listed Company and Connected Person
Lessee - BEC World Public Company Limited
Lessor - Millainaire Property Fund (the "Property Fund")
(2) Transaction between subsidiaries and Connected Person
(2.1) Lessee - Bangkok Enterainment Co., Ltd.
Lessor - Property Fund
(2.2) Lessee - BEC Asset Co., Ltd.
Lessor - Property Fund
(2.3) Lessee - BECi Coporation Limited
Lessor - Property Fund
(2.4) Lessee - BEC IT Solution Co., Ltd.
Lessor - Property Fund
(2.5) Lessee - New World Production Co., Ltd.
Lessor - Property Fund
(2.6) Lessee - Rungsirojvanit Co., Ltd.
Lessor - Property Fund
(2.7) Lessee - TVB 3 Network Co., Ltd.
Lessor - Property Fund
(2.8) Lessee - BEC Broadcasting Center Co., Ltd.
Lessor - Property Fund
3. General Details of Transaction
The Company and subsidiaries are intended to renew the Lease
Agreement of Maleenont Tower with the Property Fund having
details of the said renewal as follows:
- Details of Building : 2 Office Buildings, 36 Floors and
12 Floors respectively, located at
No. 3199 and 3199/1, Rama IV Road,
Klongton Subdistric, Klongtoey
District, Bangkok 10110
- Size of Lease Premises 36-Floor Building -Total area of
14,136.66 Sq.m.
12-Floor Building -Total area of
11,802.88 Sq.m.
Total area of 25,939.54 Sq.m.
- Term : 3 years having the option to renew
for another 3 years
- Rental Rate : Baht 240 per Sq.m. per month
- Other Conditions : As indicated in the previous Lease
Agreement
4. Total Value of the Transaction
Monthly rent is at the amount of Baht 6,225,489.60. The total
rent for the whole 3-year lease term is at the amount of Baht
224,117,625.60 (exclusive of common service fee, expenses for
water supply and electricity, household and land tax, other
related taxes and expenses, etc.)
5. Details of Connected Person
- Name of the Connected Person : Millionaire Property Fund
- Relationship : Shareholders of Maleenont group are the
majority shareholders of the Company and
also the shareholders of Maleenont Tower
Co., Ltd. Maleenont Tower Co., Ltd. is the
investment unit holder of the Property
Fund holding more than 10% of the total
issued investment units (On 21 March 2007,
Maleenont Tower Co., Ltd. holds the
investment unit in the Property Fund at
the amount of 43,000,000 units or 22.63%
of total investment unit in the Property
Fund.
6. Directors who have Interests
The directors who have Interests were not attended the Meeting
and did not have the right to vote in the Agenda for approval of
this connected transaction.
7. Opinion of the Board of Director concerning the Transaction
The Board of Directors considered and opined that the entering
into the connected transaction is based on the reasonable ground
and supportive reason. Though, the Property Fund proposed to
increase the rental rate of the lease of Maleenont Tower, but
the said rental rate is at the same rate in the market compared
to the adjacent area. Also, if compared to the rental rate as
proposed by the Property Fund to other lessees in the Building,
the increased rental rate is better compared to those proposed
to other lessees. Therefore, the Board of Directors has approved
the Company to enter into this transaction as this will be for
the best interest of the Company.
In addition, there is no opinion of any other director or
audit committee which is different from the opinion of the Board of
Directors as stated above.
Please be informed accordingly.
Sincerely yours,
(Mr.Prasan Maleenont ) (Ms.Amphorn Maleenont)
Director Director