Mr.Rangsin Kritalug, Executive Director and Chief Operating Officer of BTS Group Holdings Public Company Limited ( BTSG ) reported that the Company held it's Annual Shareholders Meeting at the Eastin Hotel Bangkok on 26th July 2011, chaired by Mr.Keeree Kanjanapas, Executive Chairman, with members of the Board of Directors also in attendance. The meeting presented shareholders with operating results for the fiscal year ended 31st March 2011, showing that the Company had a net income after corporate income tax, in the amount of Baht 4,840 million. The first round of dividend payments had already been made to shareholders in the amount of Baht 721 million on 24th March 2011 and the Company will pay remaining dividends for the fiscal year ended 31st March 2011 in the amount of Baht 1,295 million or at the rate of Baht 0.02264 per share ( or 2.264 Satang per share). This remaining dividends payment is scheduled to be made to shareholders on 5th August 2011. BTS Group has paid dividend twice, totaling Baht 2,015 million.

Moreover, the meeting approved the reduction of the registered capital of the Company in the amount of 2,504 million shares, at a par value of Baht 0.64 per share, from the existing registered capital of Baht 49,420 million to Baht 47,818 million, by canceling the Company’s unissued shares to accommodate specific investors. The meeting also approved an increase in the registered capital of BTS Group by 64 million Baht from the existing registered capital of Baht 47,818 million to Baht 47,882 million through the issuing of 100 million new ordinary shares at a par value of Baht 0.64 per share, in order to accommodate Warrants to be offered and issued to employees of the BTS Group and it's subsidiaries, under the 'BTS Group ESOP 2011' scheme. The Objective of the 'BTS Group ESOP 2011' scheme is to enhance the morale of employees of the Company and to motivate them to become more dedicated to the Company and it's subsidiaries’ future business growth, thereby creating maximum returns for the shareholders of the Company.

The Warrant Certificate No.1 for the purchase of ordinary shares of BTS Group to be issued to the employees of the Company and its subsidiaries will be registered certificates and non-transferable for 5 years from the issue date of the Warrants. Rights can then be exercised in the following 3 years, at a ratio of one unit of Warrant permitting purchase of one ordinary share at Baht 0.70.