02 March 2007
Amendments to Fund Management Project/cancel capital increas
(Translation)
1 March 2007
No. TT/IM 051/2007
Re: Amendments to Fund Management Project of CPN Retail Growth Property Fund
To: The President
The Stock Exchange of Thailand
TMB Asset Management Company Limited (the 'Management Company')
as the fund manager of CPN Retail Growth Property Fund (CPNRF) (the 'Fund')
has held a unitholder meeting of the Fund No. 1/2006 on 8 December 2006. The
unitholder meeting has approved that the Management Company may proceed
with the amendments to the Fund Management Project on various matters, the
details of which have previously been informed. The Management Company
would like to inform the unitholders that after the unitholder meeting passed
such resolutions, on 15 February 2007, the Management Company has
obtained an approval from the Office of the Securities and Exchange Commission
(the 'Office of the SEC') for the amendments to the Fund Management Project.
Therefore, in order to enhance the efficiency in managing the Fund to be clear
and up-to-date, the Management Company will amend parts of the Fund
Management Project, which have been approved by the unitholders of the
Fund, the essence of the amendments can be summarized as follows:
- Name, Address and Telephone Number of Auditor
- Power and Duties of the Investment Committee
- Fees and Expenses Collected from the Fund in relation to meeting
allowance for the Investment Committee to be in line with current situation
- Deleting a section called 'Market Maker' to be in line with the market
which has the Stock Exchange of Thailand as secondary market
- Details of Investment Policy and Risk Arising From Operation of
the Fund in relation to the investment in Central Plaza Rama 2 Shopping Mall
- Fees and Expenses Collected from the Fund, which specifies that the
Investment Committee of the Fund to prescribe the conditions for the payment of
commission and consider and approve the fee for overseeing the improvement
and/or development of real properties of the Fund, which the Office of the SEC
viewed that such matters is not the duties of the Investment Committee.
Therefore, the Management Company deems it is appropriate to amend
the Fund Management Project in relation to the Fees and Expenses
Collected from Subscribers or Unitholders and the Fund on such matters
by having the Management Company consider and approve he fee for
overseeing the improvement and/or development of real properties.
In addition, the Management Company would like to inform unitholders
that currently the investment environment is not appropriate for increase
the Fund's capital to invest in Central Plaza Pinklao Project, consisting of
the land and buildings being certain parts of shopping complex and
2 office buildings as approved by the resolution of the unitholders on
8 December 2006. Therefore, the Management Company will cancel
the amendments to the
Fund Management Project in respect of the capital increase, and if the
investment environment is suitable and the Fund wishes to increase its
capital for investing in additional assets in the future, the Management
Company will seek approval from the unitholders prior to carrying out such
capital increase.
Please be informed accordingly. The Management Company appreciates
your trust on us. Should you have any question, please contact Customer
Relation Department Tel 0-2636-1800 Press 3.
Yours faithfully,
Phiphat Phisanuwongruk
Authorized Signatory