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20210527-Whart-Egm202101-Invitation-En.Pdf -Translation- 31 May 2021 Re Invitation to the Extraordinary General Meeting of Trust Unitholders of WHA Premium Growth Freehold and Leasehold Real Estate Investment Trust No. 1/2021 Through Electronic Media (E-EGM) To Trust Unitholders of WHA Premium Growth Freehold and Leasehold Real Estate Investment Trust Enclosure 1. Minutes of the Extraordinary General Meeting of Trust Unitholders of WHA Premium Growth Freehold and Leasehold Real Estate Investment Trust No.1/2020 2. Information on Seventh Additional Investment Assets of WHART 3. Summary of Asset Appraisal Report of the Independent Appraisers 4. Information Memorandum on WHART’s Acquisition of Assets and Related Party Transactions (Persons Related to the REIT Manager) 5. Information Memorandum on WHART’s Related Party Transactions (Persons Related to the Trustee) 6. Capital Increase Report Form 7. Objectives and Rationale for the Capital Increase and Allotment of the Additional Trust Units Issued and Offered for Sale 8. Projected Income and Distribution Statements for the Year from 1 January 2022 to 31 December 2022 9. Opinion Report of the Independent Financial Advisor on Acquisition of Assets and Related Party Transactions 10. Trustee’s Opinion 11. Guidelines for attending meeting through electronics media ( E-EGM) and the appointment of proxy 12. Acceptance form for attending meeting through electronics media (E-EGM) 13. Proxy Forms 14. Information on Independent Directors of WHA Real Estate Management Co., Ltd. for Trust Unitholders’ Proxy 1 15. List of Trust Unitholders WHA Real Estate Management Company Limited (the “Company”), in its capacity of the REIT Manager of WHA Premium Growth Freehold and Leasehold Real Estate Investment Trust (“WHART”) deems it appropriate to hold the Extraordinary General Meeting of Trust Unitholders of WHA Premium Growth Freehold and Leasehold Real Estate Investment Trust No. 1/2021 Through Electronic Media (E-EGM) on 14 June 2021, the meeting will be conducted through electronic media and will commence at 14.00 hrs. in accordance with the rule prescribed in regulations concerning on meeting through electronic media, in order to consider the following 9 Agendas: Agenda 1 To consider and certify the minutes of the previous meeting The Extraordinary General Meeting of Trust Unitholders of WHART No.1/2020 on 10 June 2020 started at 13.00 hrs. at 8th Floor, SJ Infinite One Business Complex Building, No. 349 Phaholyothin Road, Chom Phon Sub-district, Chatuchak District, Bangkok, having number of trust unitholders attending the meeting in person and by proxy of 429 trust unitholders, representing 1,750,999,022 trust units, equivalent to 68.5422 percent of the total trust units of WHART issued and sold. In this regard, the said minutes of the Extraordinary General Meeting of Trust Unitholders of WHART No.1/2020 are in accordance with those provided to the Stock Exchange of Thailand. The copy of the said minutes is as appeared in Enclosure 1. In this regard, the Company would like to inform the trust unitholders that in the next meeting of the trust unitholders, the Company would not propose the agenda to consider and certify the minutes of the previous meeting to the meeting of the trust unitholders. As there is no provision under relevant regulation of the Real Estate Investment Trust (REIT) prescribing that there must be agenda proposed to the trust unitholders to acknowledge or to certify the minutes of the previous meeting, together with the guideline of opinion from the Office of the Securities and Exchange Commission (the “Office of the SEC”) opined that the precedent of the listed companies in the Stock Exchange of Thailand should be followed to. As not to propose the agenda to acknowledge or to certify the minutes of the previous meeting is widely accepted by the listed companies in the Stock Exchange of Thailand. Moreover, after the meeting of the trust unitholders, the Company will disseminate the minutes of the meeting, which the trust unitholders could consider the details of the minutes of the meeting as usual. Therefore, the Company would like to hereby inform the trust unitholders that there shall no longer be agenda to consider and certify the minutes of the previous meeting proposed to the trust unitholders. 2 Agenda 2, Agenda 3, Agenda 5, Agenda 6 and Agenda 7 to be proposed for approval in the Extraordinary General Meeting of Trust Unitholders of WHART No. 1/2021 are related and conditional upon each other. If any of Agenda 2, Agenda 3, Agenda 5, Agenda 6 and Agenda 7 has not been approved by the Extraordinary General Meeting of Trust Unitholders of WHART No. 1/2021, the other agendas which have been previously approved shall be deemed to be canceled and will not be proposed to the Extraordinary General Meeting of Trust Unitholders of WHART No. 1/2021 for consideration. In this connection, please consider additional conditions in Agenda 4 and Agenda 5 Agenda 2 To consider and approve the additional investment in immovable properties, leasehold and sub-leasehold rights of immovable properties and other related assets of the Additional Investment Assets The Company considered and deemed it appropriate for trust unitholders to consider and approve the additional investment of WHART by acquiring leasehold and sub-leasehold rights of lands and freehold and leasehold rights of warehouse, factory and office buildings located on such lands, as well as the investment in other assets which are component parts of the said lands and buildings, tools, equipment, internal system of the buildings and other assets which are relevant, relating and necessary to the use of such lands, warehouse, factory and office buildings. The assets in which WHART will additionally invest at this time (the “Additional Investment Assets”) include immovable properties, leasehold and sub-leasehold rights of immovable properties from WHA Corporation Public Company Limited (“WHA”) and WHA Venture Holdings Company Limited (“WHAVH”), (collectively referred to as the “Asset Owners”). The details are as set out below: Details of 1. WHA Mega Logistics Center (Wangnoi 62) Project, located at Bo Ta Lo Additional Sub-District, Wang Noi District, Phra Nakhon Si Ayutthaya Province Investment Assets 1) Leasehold right of a part of land represented by 2 title deeds (title deed nos. 28893 and 28894), with the land leased area of approximately 26 rai 3 ngan 18 square wah1. The lease term will expire on 31 December 2047 or approximately 26 years from the tentative date that WHART will make additional investment2. 2) Ownership of 3 warehouse and office buildings in WHA Mega Logistics Center (Wangnoi 62) Project (i.e. building A, B and C), with a total approximate building leasable area of 24,150.00 square 1The land area, which is the area where WHART will invest in, is a part of the total land area. At present, this plot of land is under the process of cadastral surveying. 2 WHART expects to invest in the additional assets by 1 January 2022. 3 meters and leasable rooftop area with an approximate area of 23,205.00 square meters. 3) Ownership of structures and other properties which are the component parts of the land and buildings, tools, equipment, and utility systems of the building and other properties relating to, in connection with, and necessary for the use of the land and buildings in WHA Mega Logistics Center (Wangnoi 62) Project. Remarks: (1) At present, the area of the warehouse and office buildings of WHA Mega Logistics Center (Wangnoi 62) Project has not been fully occupied by tenants, however, in the case where on the date that WHART additionally invest in the asset, the area of the warehouse and office buildings is not fully occupied by the tenants, WHART will request WHA to pay the rental to WHART for the unoccupied area of the warehouse and office buildings for the period of 3 years from the date WHART invest in additional assets or until there is a tenant during that period. The terms are in accordance with the undertaking agreement that WHART will enter into with WHA. (2) In case where the area of the warehouse and office buildings of WHA Mega Logistics Center (Wangnoi 62) Project has been occupied by tenant(s) on the date that WHART additionally invest in the asset, but the expiration date of lease term pursuant to such tenant lease agreement will be within 1 year from the date that WHART invest in the asset (“Area with Short-term Lease”). If the lease term has been expired and such tenant does not renew the lease term or under the negotiation of the new lease term but the tenant has not yet to pay the rental. In this regard, WHART will request WHA to pay the rental to WHART for the Area with Short-term Lease for the remaining period after the expiration of such lease term until the anniversary of 1 year since the date that WHART invest in the asset or until there is a tenant during that period. The terms are in accordance with the undertaking agreement that WHART will enter into with WHA. 4 (3) At present, the rooftop area of the warehouse and office buildings of WHA Mega Logistics Center (Wangnoi 62) Project has not been fully occupied by tenants. In this regard, in the case where the date that WHART additionally invest in the asset, the rooftop area of the warehouse and office buildings is not fully occupied by the tenants, WHART will request WHA to pay the rental to WHART for the period of 25 years or until there is a tenant during that period. The terms are in accordance with the undertaking agreement that WHART will enter into with WHA. In this
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