All-equity funding: shareholders fund the whole plant

User, 20 Oct 2026: the plan is that the shareholders fund the whole
plant and get shares for that (no bank loan).

- total-investment.md "Two plans": Funding paragraph: Plan B's ~217M
  THB paid in as share capital; the lead investor's 60 % at least ~130M,
  the 40 % at most ~87M (~121M / ~81M before the reserve; Plan A ~109M /
  ~73M); capital registered in full and called in instalments against
  the tranches; BOI's 3:1 met with no debt; nothing pledged.
- boi.md, README Project Status and the share-price bullet follow.
- Business plan A and B: the ask, the decisions, section 12.2 (funding
  bullet replaces the 3:1 equity floor), section 14 and the BOI
  requirements paragraph; "not in this plan" now names bank debt; both
  rebuilt (63 pages, checked).
- share-price.md re-based: 2,170,000 shares of 100 THB, the 40 % ~86.8M
  THB; illustrative calls 25/40/20/15 % against the tranches; premium
  rows on 217M; value per share once running with no debt (adverse 11 to
  42 THB, central 80 to 314, favourable 176 to 688 per 100 THB paid);
  VC method and CAPM recomputed; the calculator's ~22 % IRR is now the
  shareholders' pre-tax return (~18 % after tax, rough); missed-call
  rules (CCC 1120 to 1125); the levered case kept as "if a loan were
  added later".
- Deck: slide 12 (all equity, 60/40 bar ~130M / ~87M, none pledged,
  share capital called in instalments), slide 13 (re-based table, chart,
  premium cards, VC line), slide 17 (co-investor card, calls) and notes
  ("lenders" -> "investors"); both PDFs rebuilt; deck verify clean.

docs/finance/total-investment.md

@@ -144,14 +144,24 @@ most **40 % is for sale** to other shareholders. Ploy Printing's stake
 (cash, in kind or both), any founders' shares and any further
 co-investor all come out of that 40 %. BOI promotion permits up to 100 %
 foreign ownership of the promoted activity ([BOI](../boi.md)), so the
-split needs no particular nationality on either side. With BOI's 3:1
-debt-to-equity ceiling Plan B needs at least ~54M THB of equity; if all
-of it were paid in at one share price, the main investor's 60 % would be
-at least ~32M THB and the 40 % at most ~22M THB (arithmetic only: the
-share price, the valuation, the total equity above the floor and any
-founders' or in-kind shares are not agreed). The terms go into the
-shareholders' agreement (business plan section 12.2). Possible share
-prices for the 40 % from market data: [share price](share-price.md).
+split needs no particular nationality on either side.
+
+**Funding (user, 20 October 2026): the shareholders fund the whole plant
+and get shares for it; no bank loan is planned.** Plan B's ~217M THB is
+paid in as share capital, so at one share price the main investor's 60 %
+is at least **~130M THB** and the 40 % at most **~87M THB** (~121M and
+~81M on the 201.6M before the ramp-up reserve; Plan A for comparison:
+~109M and ~73M of ~182M). Arithmetic only: the share price, any
+founders' or in-kind shares and the call schedule are not agreed. BOI's
+3:1 debt-to-equity ceiling is met with room to spare (no debt), so it no
+longer sets an equity floor; the machinery, and in Plan B the owned PV
+array and battery, stay unpledged and could secure a loan later if one
+is ever needed. Thai company law lets the capital be registered in full
+and called in instalments (at least 25 % on subscription, the rest called
+by the directors), which fits releasing the money in tranches against
+milestones. The terms go into the shareholders' agreement (business plan
+section 12.2). Possible share prices from market data:
+[share price](share-price.md).
 
 Decided (user, October 2026): the business plan comes in **two
 versions** for the investor, built from the same documents: