Bangkok, June 8, 2016 ? The SEC is urging the shareholders of Vintage Engineering Public Company Limited (VTE) to study the proposed contract on the construction of a solar power plant for GEP (Myanmar) Company Limited (GEP-Myanmar) thoroughly before exercising the voting right at the extraordinary shareholders? meeting on June 13, 2016.

By seeking the VTE shareholders? approval, the company expects to enter into the construction contract and several fundraising agreements with GEP-Myanmar, collectively worth more than US$292 million dollars in total. 

GEP-Myanmar has been awarded a 30-year concession to supply electricity for Myanmar Electric Power Enterprise. The potential contract agreement with VTE would support GEP-Myanmar in its construction of the solar power plant within the deadline of 48 months in order to fulfill the electricity supply requirement under the concession.

The above construction contract is considered a related transaction as the major shareholders of VTE indirectly holds 88 percent shares of GEP-Myanmar. If approved, it would also be a significant transaction worth over 7.95 times of the total tangible asset of VTE.

The independent financial advisor has viewed that the VTE shareholders should not approve such contract transaction due to the project?s uncertainty. In addition, VTE would be at the disadvantage with regard to income of the plant construction payment, which could render the transaction inappropriate in terms of collateral during the construction, payment methods and other related terms and conditions. In the end, this construction contract could affect the best interest of the company. 

Even though the VTE Board of Directors approved the revision of the terms and conditions under the contract following the Audit Committee?s additional opinion and recommendation disclosed via the Stock Exchange of Thailand (SET), the independent financial advisor has reaffirmed its advice against the contract transaction.

The SEC therefore recommends that the shareholders study the details, seek clarification on all relevant aspects from the VTE management and make an informed decision before casting their votes at the extraordinary shareholders? meeting next week. 

In any case, the aforesaid transaction requires the approval of at least three fourths of the attending shareholders with the voting right, excluding those with a conflict of interest.