7. Capital Structure

7.1 Securities

  Capital-Ordinary Shares

  The Company was listed on the Stock Exchange of Thailand.

As at December 31, 2009, the Company’s registered share capital was Baht
265,900,484 consisting of 265,900,484 ordinary shares with a par value
of Baht 1 each.

Paid-up capital is Baht 265,900,484 consisting of 265,900,484 ordinary
shares with par value of Baht 1 each.

2.  Shareholders

  Major Shareholders:

Pepsi-Cola (Thai) Trading Co., Ltd.

Core Business: Importing, production, buying, selling, distributing,
packing in cartons, bottling, and exporting of

all types of beverage products, including raw materials or ingredients
used in production.

Seven-Up Nederland, B.V.

Core Business: Foreign investment.

  Shareholders list

As of the close of Share Register Book on April 30, 2009:

  ------- --------------------------------------- ------------ -------------
  Order   Name                                    Number of    % of Total
                                                  Shares       Shares

  1       Pepsi –Cola (Thai) Trading Co., Ltd.    66,321,960   24.94

  2       Seven-Up Nederland, B.V.                44,140,000   16.60

  3       Mr. Niti Osathanugrah                   23,456,340   8.82

  4       Thai NVDR Company Limited               17,704,070   6.66

  5       Bangkok Rinvest Company Limited         10,728,030   4.03

  6       Aberdeen Growth                         6,447,000    2.42

  7       Aberdeen LTF                            5,177,500    1.95

  8       Mr.Somchai Bulsook                      4,280,267    1.61

  9       Mrs. Supa Supantharida                  3,511,900    1.32

  10      Mrs.Somporn Osathanugrah                3,378,890    1.27
  ------- --------------------------------------- ------------ -------------

7.3 Dividend Pay-out Policy

  Dividend policy for Serm Suk Public Co., Ltd. and its subsidiary
  company:

No payment of dividend from other funds except profit, there will be no
dividend payment if the Company carries accumulated losses.

  Dividends will be paid for each share equally.

The Board of Directors may declare an interim dividend payment to the
shareholders if the Company has sufficient profit for the payment and
has to report such a payment to the shareholders in the subsequent
shareholders’ meeting.

Dividend payment must be made within 1 month after approval from the
shareholders’ meeting or, in the case of an interim dividend, the Board
of Directors. Notification of such dividend payment must be sent to the
shareholders and published in a Thai newspaper for 3 consecutive days.

In case the Company has not fully issued all its registered shares or
the Company has registered for a share capital increase, with approval
from the shareholders’ meeting, the Company may pay part or all of the
dividends by issuing new ordinary shares to the shareholders.

The Company has a policy to pay dividends with a payout ratio not less
than 40% of its net profit of each fiscal year of separate financial
statements after providing a legal reserve and carrying forward losses
(if any) as required by law. However, the actual dividend payment will
depend on the Company’s cash flow position, investment plan, obligations
and other conditions of the agreements as well as other necessities and
appropriateness in the future.