Resolution of securities holders Subject : Shareholders meeting's resolution Meeting date : 24-Apr-2012 Meeting's resolution : Accordingly approved with board's resolution Remark : April 24, 2012 Subject: Report on the Resolutions of the Annual General Meeting of Shareholders 2012 To: Director and Manager The Stock Exchange of Thailand (SET) Nation International Edutainment Public Company Limited would like to inform the resolutions of the Annual General Meeting of Shareholders 2012 held on April 24, 2012 at 14:00 hours as follows: 1.To Acknowledge the minutes of the Annual General Meeting of Shareholders 2011 held on April 7, 2011 The Meeting resolved to certify the minutes of the Annual General Meeting of Shareholders 2011 held on April 7, 2011 with the following votes: Approved: 69,575,537 votes Disapproved: 0 votes Abstained: 0 votes 2.To consider and approve the company's operating results and the Board of Directors' report for the year 2011. The Meeting approved the company's operating results and the Board of Directors' report for the year 2011 with the following votes: Approved: 69,610,299 votes Disapproved: 0 votes Abstained: 0 votes 3. To consider and approve the company's Financial Statements for the year ended December 31, 2011. The Meeting approved and certified the Financial Statements for the year ended December 31, 2011 with the following votes: Approved: 69,610,299 votes Disapproved: 0 votes Abstained: 0 votes 4.To approve the dividend payment for the operating results for the year ended December 31, 2011. The Meeting approved the dividend payment for the operating results during January 1, 2011 to December 31, 2011 should be paid at 0.15 baht per share totaling 12.75 million Baht. or 64 percent of net profit The company would list names of the eligible shareholders on May 4, 2012 (Record date) and accumulate the list according to the code 225 of the Act of Legislation of Securities and close the book by May 8, 2012. The dividend payment date would be on May 22, 2012 with the following votes: Approved: 69,610,299 votes Disapproved: 0 votes Abstained: 0 votes 5. To consider the election of directors in place of those retiring by rotation The Meeting approved the replacements of board whose terms expired as follows: Mr.Somsak Cheer Chiranakhon Independent Director & Chairman of the Audit Committee Approved: 69,610,799 votes Disapproved: 0 votes Abstained: 0 votes Mr. Sutee Jintananarumit Director & Member of the Audit Committee Approved: 69,610,799 votes Disapproved: 0 votes Abstained: 0 votes Mrs.Kesery Kanjana-Vanit Director Approved: 69,610,799 votes Disapproved: 0 votes Abstained: 0 votes 6. To consider the appointment of a new director The Meeting approved the appointment of Mr.Sivaporn Chomsuwan to new director with the following votes: Approved: 69,610,799 votes Disapproved: 0 votes Abstained: 0 votes 7. To consider the remuneration of Director for the year 2012 The Meeting approved payment of remunerations of Director for the year 2012. The payment would be made quarterly with no any other form of compensation. Position Remuneration Chairman 400,000 Baht/Person Chairman of Audit Committee 400,000 Baht/Person Audit Committee 300,000 Baht/Person Independent Director 200,000 Baht/Person Non Executive Director 200,000 Baht/Person Executive Director 200,000 Baht/Person the following votes: Approved: 69,610,799 votes Disapproved: 0 votes Abstained: 0 votes 8.To appoint auditors and approve auditor's fees for the year 2012 The Meeting approved the appointment of KPMG Poomchai Audit Co Ltd as the auditors of the Company and of its subsidiaries as follows: 1.Mr. Vichien Thamtrakul, Registration No. 3183 will sign the financial statement of company for the year 2012 for the fifth years or 2.Mr. Winid Silamongkol, Registration No. 3378 will be auditor for the year 2012 or 3.Mr.Charoen Phosamritlert, Registration No. 4068 will be auditor for the year 2012 The auditor fees for the year 2012 totals 1,850,000 baht Approved: 69,610,799 votes Disapproved: 0 votes Abstained: 0 votes 9. Other matters -None- Please be informed accordingly. Respectfully yours, Mrs. Kesery Kanjana-Vanit Director ______________________________________________________________________ This announcement was prepared and disseminated by listed company or issuer through the electronic system which is provided for the purpose of dissemination of the information and related documents of listed company or issuer to the Stock Exchange of Thailand only. The Stock Exchange of Thailand has no responsibility for the correctness and completeness of any statements, figures, reports or opinions contained in this announcement, and has no liability for any losses and damages in any cases. In case you have any inquiries or clarification regarding this announcement, please directly contact listed company or issuer who made this announcement.