Advisory Alliance and Partners Limited

Opinions of the Independent Financial Advisor on Common Stock Transactions of Gold Shores Company Limited

Propose to

Board of Directors and Shareholders of Seven Utilities and Power Public Company Limited

Prepared by Advisory Alliance and Partners Limited

Opinions of the Independent Financial Advisor Report

Opinions of the Independent Financial Advisor on Common Stock Transactions of Gold Shores Company Limited

Date 25 September 2020

No. AA&P09003/2020 Subject Opinions of the Independent Financial Advisor on Common Stock Transactions of Gold Shores Company Limited To Board of Directors ans Shareholders of Seven Utilities and Power Public Company Limited Refer to 1. The resolution of the board of directors meeting of Seven Utilites and Power Public Company Limited No. 3/2018, meeting date February 21, 2018, which approved the study the feasibility of investing in the water supply concession of Gold Shores Company Limited. 2. The resolution of the board of directors meeting of Seven Utilites and Power Public Company Limited No. 8/2018, meeting date July 12, 2018, which approved the study the feasibility of investing in the water supply concession of Gold Shores Company Limited and the deposit payment of 60.00 million Baht for the study project. However, if the study results are unsatisfacctory or the agreement has not reached, the Company can claim the deposit back entirely. 3. The resolution of the board of directors meeting of Seven Utilites and Power Public Company Limited No. 14/2019, meeting date December 12, 2019, which approved to buy shares of Gold Shores Company Limited in the proportion of 5.00 percent by paying the remaining shares of 15.00 million Baht together with the paid deposit of 60.00 million Baht, totaling 75.00 million Baht. 4. The resolution of the board of directors meeting of Seven Utilites and Power Public Company Limited No. 3/2020, meeting date March 9, 2020, which approved to sell 9 gas stations of Star Gas Company Limited (which is the Company's subsidiary) at a price of 73.95 million Baht. 5. The resolution of the board of directors meeting of Seven Utilites and Power Public Company Limited No. 11/2020, meeting date July 24, 2020, which approved to buy additional 36.00 percent of the shares of Gold Shores Company Limited and information on the acquisition of assets due to the investment in Gold Shores Company Limited. 6. The resolution of the board of directors meeting of Seven Utilites and Power Public Company Limited No. 14/2020, meeting date September 3, 2020, which approved to present to the shareholders' meeting to consider and approve the additional acquisition of Gold Shores Company Limited shares in the proportion of 40.00 percent and information on the acquisition of assets due to the investment in Gold Shores Company Limited. 7. The resolution of the board of directors meeting of Seven Utilites and Power Public Company Limited No. 6/2020, meeting date April 9, 2020, regarding the issuing and offering of convertible debentures to Private Placement (PP), which is an institutional investor that has approved to propose to the shareholders' meeting for approval.

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8. The annual general meeting of shareholders on May 26, 2020, which approved to increase capital to support the issuing and offering of convertible debentures to Private Placement (PP), an institutional investor. 9. Information regarding the issuing of convertible debentures from July 14, 2020 to September 18, 2020. 10. The resolution of the board of directors meeting of Gold Shores Company Limited No. 2/2018, meeting date February 8, 2018, which approved to increase the registered capital of 368,999,500 Baht, by issuing ordinary shares of 3,689,995 shares with a par value of 100 Baht, causing the Company to have registered capital from 200,000,000 Baht to 568,999,500 Baht. 11. The resolution of the board of directors meeting of Gold Shores Company Limited No. 1/2018, meeting date October 3, 2018, which approved to increase the registered capital of 368,999,500 Baht, by issuing ordinary shares of 3,689,995 shares with a par value of 100 Baht, causing the Company to have registered capital from 200,000,000 Baht to 568,999,500 Baht and amending the Memorandum of Association to be in line with the increase of the Company's registered capital. 12. The resolution of the board of directors meeting of Gold Shores Company Limited No. 5/2018, meeting date November 30, 2018, which approved to increase the registered capital of 68,994,600 Baht by issuing 689,946 ordinary shares with a par value of 100 Baht, resulting in the Company's registered capital from 568,999,500 Baht to 637,994,100 Baht. 13. The resolution of the board of directors meeting of Gold Shores Company Limited No. 3/2018, meeting date December 19, 2018, which approved to increase the registered capital of 68,994,600 Baht by issuing 689,946 ordinary shares with a par value of 100 Baht, resulting in the Company's registered capital from 568,999,500 Baht to 637,994,100 Baht and amending the Memorandum of Association to be in line with the increase of the Company's registered capital. 14. The resolution of the board of directors meeting of Gold Shores Company Limited No. 3/2019, meeting date April 26, 2019, which approved the application for benefits from the Office of the Board of Investment, Business Category 7.1.2 Tap Water Production For industrial or steam, which will receive corporate income tax exemption for a period of 5 years by the BOI pending consideration. 15. Financial Statements of Gold Shores Company Limited audited by BPS International Company Limited for the period ended December 31, 2017 by Mr. Wuttichai Sirikantisopon Certified Public Accountant No. 8226 16. Financial Statements of Gold Shores Company Limited audited by DIA International Audit Company Limited for the period ended December 31, 2018 and December 31, 2019 by Mr. Narapruek Phitsanuwong, Certified Public Accountant No. 7764 17. Copy of list of shareholders of Gold Shores Company Limited as of February 6, 2019 and July 29, 2020. 18. Water supply business concession agreement between Hydro Enterprise and Aqua Shine Company Limited and the Ministry of Natural Resources and Environment dated Octorber 25, 2017. 19. Contract for operating the water supply business in Mai Khao Subdistrict Administrative Organization between the Mai Khao Subdistrict Administrative Organization and Hydro Enterprise and Aquatic

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Compay Limited dated September 26, 2015. 20. Waterworks management and operation contract at Sakhu Subdistrict Administrative Organization between Sakhu Subdistrict Administrative Organization, Thalang District, Phuket Province and Hydro Enterprise and Aqua Shine Company Limited dated December 25, 2012. 21. Tap water purchase contract, purchasing tap water from private sectors in Provincial Waterworks Authority Phuket branch, area of Bang Jo water production station for a period of 5 years (from 2020 - 2024) or unitl the water purchase limit will be used up, whichever case occur first. 22. Purchasing contract of tap water from private areas to resolve water shortage problems during the dry season at Phuket Branch 23. Certificate, Memorandum of Association of related companies, contract documents and other documents, as well as interviews with the management of Seven Utilities and Power Public Company Limited and Gold Shores Company Limited. 24. Draft of contract documents related to this transaction including draft agreement to purchase and sell ordinary shares of Gold Shores Company Limited between Seven Utilities and Power Public Company Limited and Bangkok Dec-Con Public Company Limited. 25. Report of independent appraiser of Charter Valuation and Consultant Company Limited dated August 24, 2020. 26. Report of independent appraiser of Bangkok Appraisers Company Limited dated August 13, 2020. 27. Study report on water content potential and development planning project for water management in ponds in Phang Nga Province prepared by the Water Resources Research and Development Research Group, Department of Water Resources, Faculty of Engineering, Kasetsart University September 2015. 28. The National Water Master Plan of Phuket Report prepared by the Royal Irrigation Department Project Management Office December 2018.

Disclaimers 1) The findings of the Advisory Alliance and Partners Company Limited (“Independent Financial Advisor” or “AA&P”) in this report based on information and assumptions received from executives and relevant staff of Seven Utilities and Power Public Company Limited and information disclosed to the public on the website of the Securities and Exchange Commission (www.sec.or.th) and the website of the Stock Exchange of Thailand (www.set.or.th). 2) The Independent Financial Advisor is not responsible for profit or loss and any impact arising from this transaction. 3) The Independent Financial Advisor conducts studies using knowledge, competence, and caution on the basis of professional practice. 4) The Independent Financial Advisor has considered and commented under current circumstances and information, If the situation and the information are significantly changed, it may affect the study results of the Independent Financial Advisor.

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- This is a translation to English only - This English Translation has been prepared solely for the convenience of the foreign shareholders of Areeya Property Public Company Limited and should not be relied upon as the definitive and official opinion of the Independent Financial Advisor. The Thai language version of the Opinion of the Independent Financial Advisor on the Ratification in entering into the transaction with the Connected Persons is the definitive and official document and shall prevail in all respects in the event of any inconsistency with the English translation.

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Acronyms or Definitions

“SEC” ,”Security Exchange”, “SEC Office” Securities and Exchange Commission “the stock market” The Stock Exchange of Thailand and the Market for Alternative Investment (as the case may be) “7UP”, “the Business”, “the Company” Seven Utilities and Power Public Company Limited “IFA”, ”the Independent Financial Advisor”, Advisory Alliance and Partners Company Limited “AA&P” “GS” Gold Shores Company Limited “HYDRO” Hydro Enterprise and Quartice Company Limited “BKK” Bangkok Appriasal Company Limited “CHARTER” Charter Valuation and Consultant Company Limited “EASTW” Eastern Water Resources Development and Management Public Company Limited “TTW” TTW Public Company Limited “AO Fund” Advance Opportunities Fund “WOT” World Honor Trading Company Limited “BKD” Bangkok Dec-Con Public Company Limited “Mr. Suvicha” Mr. Suvicha Panichpol “Announcement of Acquisition or Announcement of the Board of Governors of the Stock Disposition” Exchange of Thailand Subject: Disclosure of Information and Actions of Listed Companies in Acquisition or Disposition of Assets, 2014 (and as amended) “Net tangible assets (NTA)” Total assets - Intangible assets - Total liabilities - Non- controlling interests (if any) “BOI” Office of the Board of Investment “PWA” Provincial Waterworks Authority “CBM” Cubic Meter “Sq. Wah” Sqaure Wah

Seven Utilities and Power Public Company Limited will invest in additional 40.00 percent of the ordinary shares of Gold Shores Company Limited from the seller, Bangkok Dec-Con Public Company Limited. Seven Utilities and Power Public Company Limited will become the shareholder of Gold Shores Company Limited in total of 81.00 percent after this transaction as Gold Shores Company Limited was granted a concession to operate tap water business in Mai Khao and Sakhu districts in Phuket Province. The details of the transactions are as follows.

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Contents Executive Summary ...... 7 1. Characteristics and details of the transaction ...... 24 1.1 Background and purpose of the transaction ...... 24 1.2 Date, month, year of the transaction ...... 28 1.3 General characteristics of the transaction ...... 28 1.4 Type and size of the transaction ...... 31 1.5 Appropriateness and benefits to listed company ...... 32 1.6 Summary of the contract relating to the transaction ...... 37 1.7 Details of assets to be acquired ...... 37 1.8 Sources of funds and terms of payment ...... 38 1.9 Summary of conditions of the transaction ...... 45 2. Summary of Seven Utilities and Power Public Company Limited ...... 47 3. Information of Gold Shores Company Limited ...... 48 4. The situation of water supply in Phuket ...... 63 5. Advantages, disadvantages, and risks of the transaction ...... 80 6. Appropriateness of the transaction price ...... 89 7. Summary of the opinions of the Independent Financial Advisor on the transaction ...... 132

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Executive Summary This transaction, the Company has background and reasons (details in section 1.1 and 1.5) as follows • The Company has continually looked for opportunities to invest in new potential projects by selecting projects that can generate recurring income and return to the shareholders in the long term, which the tap water production business is a part that satisfies the strategic plan. Therefore, the Board of Directors Meeting No. 3/2018 on February 21, 2018 has approved to study about the tap water industry in Phuket as the Company found that Phuket was in a state of lack tap water due to the expansion of the household sector and the growth of the tourism sector (details in section 4) and studies the feasibility of investing in the water supply concession business of Gold Shores Company Limited (“GS”), which has Hydro Enterprise and Quaqua Design Company Limited (“HYDRO”) as a subsidiary that GS holds 99.99 percent of shares (details in section 3.2). However, in March 2018, the Company was notified by a group of GS shareholders who had reached a share purchase agreement with Bangkok Dec-Con Public Company Limited (“BKD”) in the proportion of not more than 40.00 percent of all issued and paid-up shares of GS according to information that BKD has disclosed to the Stock Exchange of Thailand. Therefore, the Company had to stop the feasibility study of investing in GS's water supply concession business during that period. • However, the Company still would like to invest in this business. The Board of Directors' Meeting No. 8/2018 on July 12, 2018, it has passed a resolution approving the re-entry of the feasibility study of GS's water supply concession business by placing a deposit of 60.00 million Baht to study for the project of GS to Mr. Suvicha Panichpol ( "Mr. Suvicha") (who is GS's major shareholder, holding 58.78 percent of GS's total issued and paid-up shares at the time). However, if the study results are unsatisfacctory or the agreement has not reached, the Company can claim the deposit back entirely. • After the Company started to study the project according to the paid deposit and to monitor the progress of the GS project development, the Board of Directors Meeting No. 14/2019 on December 12, 2019 has approved the 1st investment in GS, accounting for 5.00 percent of the total issued and paid-up shares of GS ("Investment No. 1") by purchasing shares from Mr. Suvicha for the total amount of 75.00 million Baht (the deposit paid for the amount of 60.00 million Baht and the remaining share payment of 15.00 million Baht). • Later, the Company is interested to invest in GS by 36.00 percent more of GS issued and paid-up shares at the Board of Directors Meeting No. 11/2020 on July 23, 2020, it was therefore passed a resolution approving the Company to invest in GS for an additional 36.00 percent of all GS issued and paid-up shares (“Investment No. 2”). When combined with Investment No. 1 in the proportion of 5.00 percent of all issued and paid-up shares of GS, resulted in the Company’s investment in GS is 41.00 percent of the total issued and paid-up shares of GS as Investment No. 2 is the acquisition of GS shares from World Honor Trading Company Limited (“WOT”) (which WOT is a Hong Kong listed company that bought GS shares from Mr. Suvicha) for an additional payment of 550.00 million Baht

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and has entered into a trading agreement sharing payment and receive all GS shares transfer within January 31, 2021. • After the Company and BKD have agreed to sell GS shares that BKD agreed to sell all of its GS shares to the Company, the Board of Directors Meeting No. 14/2020 on September 3, 2020 has approved the additional investment in GS by purchasing 2,551,976 shares from BKD, representing 40.00 percent of the total issued and paid-up shares of GS (“Investment No. 3”) for 550.00 million Baht. This investment is an additional investment from the resolution of the Board of Directors' Meeting No. 11/2020 on July 23, 2020 resulting in the Company will acquire GS shares in the proportion of 81.00 percent of all issued and paid-up shares of GS and thus the Company will gain full control of GS after entering this transaction. This transaction is classified as an asset acquisition transaction as Investment No. 3 consists of the transaction size, calculated by the specified criteria using the maximum calculated value that is the total value of consideration criterion, equal to 26.06 percent. Based on the consolidated financial statements of the Company as of June 30, 2020 and when combining the size of the acquisition of assets of the same type in the six-month period prior to the date of the Board of Directors' resolution of this transaction, the total transaction size therefore is equal to 61.97 percent of the total value of consideration criterion of the Company according to the consolidated financial statements as of June 30, 2020 (the value of consideration is 781.80 million Baht). The value is higher than 50.00 percent but not more than 100.00 percent (details in section 1.4), which is classified as Type 1 transaction under Announcement of Acquisition or Disposition. The Board of Directors Meeting No. 14/2020 on September 3, 2020, therefore passed a resolution to propose at the shareholders' meeting to consider and approve the additional acquisition of assets of GS shares in proportion of 40.00 percent of the total issued and paid-up shares of GS after this transaction. The Company will hold 81.00 percent of GS issued and paid-up shares with a vote of not less than three-fourths of the total number of votes of shareholders who attend the meeting and have the right to vote excluding the shareholders with interests and will prepare a report disclosing the information of such transactions by specifying the date of the Extraordinary General Meeting of Shareholders No. 2/2020 on October 27, 2020. The duration ad sequence of the Company's acquisition transaction of GS ordinary shares can be summarized as follows. Date of the Board Amount GS Proportion Investment Company’s Investment Trading Value4 Resolution Shares GS Shares Seller No. Board Value (Baht per share) No. Received Received Resolution 1 No. 14/2019 12 Dec 19 75.00 million 318,997 5.00 percent 235.11 Baht per Mr. Baht shares share Suvicha 1 2 No. 11/2020 23 Jul 20 550.00 million 2,296,779 36.00 239.47 Baht per WOT2 Baht shares percent share 3 No. 14/2020 3 Sep 20 550.00 million 2,551,976 40.00 215.52 Baht per BKD3 Baht shares percent share

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Total 1,175 million 5,167,752 81.00 227.37 Baht per Baht shares percent share5 Note: 1/ Mr. Suvicha Panichpol 2/World Honor Trading Company Limited 3/ Bangkok Dec-Con Public Company Limited 4/ GS has a registered capital of 637,994,100 Baht, with a par value of 100 Baht per share and fully paid-up capital consisting of 6,379,941 ordinary shares 5/ Average trading price per share of the investment in GS is 81.00 percent

Advisory Alliance and Partners Company Limited (“Independent Financial Advisor” or “AA&P”) as an independent financial advisor of the shareholders appointed by the Company has studied the details of the transaction and has concluded comments as follows.

1. Purpose of the transaction and benefits to the Company The acquisition transation of additional ordinary shares of GS in proportion of 40.00 percent of total issued and paid-up shares has the following objectives: 1.) For the Company to gain a total control over GS by the Company will hold 81.00 percent which exceed 50.00 percent of the total issued and paid-up shares of GS and send a representative of the Company becoming 2 directors out of the total of 3 directors. a director of 2 out of 3 directors. 2.) To reduce the risk of future conflicts between GS's major shareholders (Deadlock). 3.) To increase the return on investment for shareholders, this project generates long-term income for at least 20 years and increases recurring income for the Company. Investing in GS is considered a diversification of the Company's revenue recognition too the utility sector even more. At present, the Company has experienced in running water related business through a subsidiary company named Sam Water Supply Company Limited (“SAM”) by processing in the business of designing, constructing, installing and managing water resources and environment engineering. The Company holds 94.20 percent shares to distribute bile treated with ultrafiltration system in shrimp farms capable of receiving 64,000 cubic meters of water per day. The Board of Directors therefore, foresees the return from the water-related utilities business, which has a higher gross profit than other businesses of the Company. Board of Directors has the view that this investment in GS is an important opportunity to invest in water resources management business in companies with government concessions and their own water production systems to support the expansion of water use in Phuket. The Board of Directors has the view that such investments will generate stable long-term returns and provide an opportunity to expand the scope of investment in the infrastructure especially the water supply management system. Therefore, resolution has passed to propose to the shareholders' meeting to consider and approve the acquisition of assets with a vote of not less than three-fourths of the total number of votes of the shareholders who attend the meeting and have the right to vote excluding the shareholders with interests and prepare a report on the disclosure information of such transactions by setting the date of the Extraordinary General Meeting of Shareholders No. 2/2020 on October 27, 2020, where the expected benefits to the Company is as follows.

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• In line with the Company's strategic plan to expand its investment into infrastructure projects to increase revenue and operating results for increased profit and consistent returns. • Being a long-term source of recurring income and diversifying income risks to the Company's business group. • The Company has more assets which will make the company It has gained a positive effect on the confidence of relevant persons such as financial institutions, business partners and customers of the Company.

2. The reasonableness of the transaction The Independent Financial Advisor has the opinion that the Investment No. 3 transaction of the Company is reasonable. Due to the Company has studied information and development of GS's water supply production and distribution project since 2018, where GS was awarded a 20-year concession and contract to operate tap water business from the Ministry of Natural Resources and Environment. It also has a contract to operate the waterworks in the Mai Khao Subdistrict Administrative Organization and Sakhu Subdistrict Administrative Organization Phuket Province for a period of 30 years. It is the only private Company that has invested in a water supply pipeline system from Phang Nga Province to Phuket in the area under Sarasin Bridge (details in section 3), investing in GS will help increase the proportion of recurring income from the sale of tap water in the long term and diversify the income risk to the Company's business group, to compensate for the revenue and lower profits from the disposal of operating assets of the dealer and LPG service stations. The Company has experienced in water resource and environmental engineering management through subsidiary company SAM to distribute bile treated with ultrafiltration system in shrimp farms that can receive 64,000 cubic meters of water per day. However, the Investment No. 3 will require an additional investment of 550.00 million Baht, which the Company has to expedite to seek financing from financial institutions to pay for BKD's shares (details in section 1.8). This transaction, the Company will hold 81.00 percent of GS shares and gain full control over GS and reduce the risk of conflict between GS's major shareholders (deadlock) in the future. GS plans to continue expanding the water supply service area to cover other areas that lack water. Therefore, the Independent Financial Advisor holds the opinion that this transaction is reasonable and beneficial more than the disadvantage to the Company. 3. Sources of funds and payment terms As of the date that the Independent Financial Advisor has prepared this report, the Company still has outstanding debt on GS shares of the Investment No. 2 and the Investment No. 3 totaling 815.00 million Baht, with details as follows: Shown in the following table.

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Investment Invest Proportion GS Board Value Amount paid Outstanding ment Shares Payment Status Resolution No. (million (million Baht) Obligation No. Received Baht) (million Baht) 1 No. 14/2019 75.00 5.00 percent The full amount has 75.00 - None - Investment been paid on No. 1 December 18, 2019 for Mr. Suvicha 2 No. 11/2020 550.00 36.00 percent Partially paid to 270.001 280.00 Investment WOT and has a condition for No. 2 payment in installments within January 2021 3 No. 14/2020 550.00 40.00 percent Pay all to BKD after approval 15.002 535.00 Investment from the Company's No. 3 shareholders the meeting within January 2021 Total 1,175.00 81.00 percent 360.00 815.00 Note: 1/ The Company has partially paid for shares according to the purchase and transfer GS share agreement with WOT 2/ The Company has placed a deposit to BKD to pay the purchase price of 40.00 percent of GS shares, amounting to 15.00 million Baht

The Company’s source of funds to pay for GS shares can be summarized as follows. Item Amount Amount of outstanding debt for all outstanding shares 815.00 million Baht Funding source from the Company's working capital (Section 1.8.1) (55.06) million Baht Funding sources from convertible bonds that have not been issued and offered for sale (300.00) million Baht (Section 1.8.2) Source of funds from the remaining credit line of financial institutions as of August 31, (40.00) million Baht 2020 (Section 1.8.3) Amount that must be raised to pay off GS shares 419.94 million Baht

If the Company has approved by the shareholders' meeting for the Investment No. 3, the Company must request additional credit lines from financial institutions in the amount of not less than 419.94 million Baht, which the Company is in the process of negotiating for loans from both domestic and international financial institutions. However, the Board of Directors might need to consider funding options, such as a right offering or a private placement or the issuing and offering of additional convertible bonds to pay for GS shares to BKD in full by January 2021. The Independent Financial Advisor has considered various factors of the feasibility and the appropriateness of applying for credit from financial institutions with the following topics for consideration.

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1.) Debt to equity ratio of the Company is still low Considering the financial statements as of June 30, 2020, the Company has a debt to equity ratio (D/ E Ratio) of 0.75 times, compared with the D/E Ratio of the same industry as the Company, such as the Resource Industry Group, the average D/E Ratio is 1.41 times (source: SETSMART). It shows that the Company still has low debt to equity ratio and there is an opportunity to get a loan from a financial institution to invest in projects with potential and debt servicing capability. In addition, the company tends to have more equity from exercising the conversion right of the convertible debentures (detailed in section 1.8.2). As of September 18, 2020, the Company has received a notice of conversion into ordinary shares in the amount of 170.00 million Baht, resulting in an increase in the Company's equity and a decrease in the debt to equity ratio as shown in the following table. Value before capital Value after capital Capital increased from adjustment increased from adjustment increased from Capital structure Exercise of conversion exercise of conversion exercise of conversion rights rights rights Debt 1,111.86 million Baht - 1,111.86 million Baht Equity 1,489.66 million Baht + 170.00 million Baht 1,659.66 million Baht D/E Ratio 0.75 times 0.67 times

If the Company receives the full amount from the issuancing and offering of convertible bonds and the convertible bond holders exercise their conversion rights in full to pay for the purchase of GS shares from the Investment No. 2 and the Investment No. 3. The Company will have a stronger capital structure, the decrease in debt to equity ratio is shown in the following table. Value before capital Value after capital Capital increased from adjustment increased from adjustment increased from Capital structure Exercise of conversion exercise of conversion exercise of conversion rights rights rights Debt 1,111.86 million Baht - 1,111.86 million Baht Equity 1,489.66 million Baht + 650.00 million Baht 2,139.66 million Baht D/E Ratio 0.75 times 0.52 times

2.) Book value of assets compared with loan burden from financial institutions According to the financial statements as of June 30, 2020, the Company has assets that can be used as collateral amounting to 950.88 million Baht and has debt burden from financial institutions amounting to 302.98 million Baht, with details as follows. Capable property Loan Liabilities Book value Amount Can be used as collateral From financial institutions Bank deposits with guarantee 141.04 million Baht Bank overdrafts and short-term 170.98 million Baht obligations loans from financial institutions

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Capable property Loan Liabilities Book value Amount Can be used as collateral From financial institutions Property, plant and equipment 809.84 million Baht The portion of long-term loans from 114.46 million Baht financial institutions due within one year Long-term loans from financial 17.54 million Baht institutions Total 950.88 million Baht Total 302.98 million Baht Note: Information from the financial statements ended June 30, 2020 From the details of the asset value according to the book value that can be used as collateral and the outstanding loan liability from financial institutions. It can be seen that the Company has value of the assets that can be used as collateral for borrowing from financial institutions is 3.14 times higher than the debt burden from financial institutions, which shows the ability to borrow more money. The debt burden from financial institutions is less than the book value of the assets since the subsidiary of the Company that has repaid the loans from financial institutions as stipulated in the loan agreement from the operating results of the dealer and LPG gas station business group. 3.) Performance of the Company’s group has improved since 2019 When considering the operating results of the Company’s group back from 2017 to the second quarter of 2020, the Company's operating performance has significantly improved. In terms of income, net profit and profit before depreciation, tax and interest expense (EBITDA), as well as Debt Service Coverage Ratio (DSCR), which is a good sign for financial institutions to consider providing additional credit with details as follows. Statement of comprehensive 6 Months income1 Year 2017 Year 2018 Year 2019 Year 2020 (unit : million Baht) Total income 626.99 791.56 1,336.67 674.48 Cost of sales 423.52 496.31 836.55 435.48 Selling and administrative expenses 393.57 347.51 388.82 151.65 Total expenses 817.09 856.52 1,225.37 587.13 EBITDA (115.28) 25.27 193.17 135.01 Depreciation and amortization 74.83 90.24 81.87 47.66 Profit before interest and income tax (190.1) (64.96) 111.31 87.35 Net profit (loss) (211.19) (79.53) 86.61 63.36 Obligation coverage ratio (0.31) 0.08 0.57 0.77 Notes : 1/ Source from set.or.th 2/ Debt Service Coverage Ratio (DSCR) calculated from Earnings before interest and tax and depreciation and amortization (EBITDA) / (Short-term interest-bearing debt + Long-term interest-bearing debt) As per the financial statements ended quarter 2 2020

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From the above reasons and factors the independent financial advisor has considered the debt-to- equity ratio that will increase increase from additional borrowings from financial institutions amounting to 759.94 million (Additional borriwings from financial institutions : 419.94 MB + current drawdowable amount from financial instutions : 40 MB + Unissued Convertible bond : 300 MB assuming not yet converted) and the increase in shareholders' equity from conversion to common shares of convertible debentures from July 15, 2020 to March 9, 2020 in the amount of 170.00 million Baht. Considering the financial statements as of June 30, 2020, the Company's debt to equity ratio is 1.31 times, which is still lower than the industry average of 1.41 times, with details of calculation as follows. Value before loan Value after loan Capital structure Additional loans adjustment1 adjustment Debt 1,111.86 million Baht + 759.94 million Baht2 1,871.80 million Baht Equity 1,489.66 million Baht + 170.00 million Baht 1,659.66 million Baht D/E Ratio 0.75 times 1.13 times Notes :

1/ Information from 7UP Financial Statement as at 30 June 2020 2/ Additional borriwings from financial institutions : 419.94 MB + current drawdowable amount from financial instutions : 40 MB + Unissued Convertible bond : 300 MB assuming not yet converted 3/ Current loan agreement of the company does not enforce 7UP to maintain D/E Ratio

In addition, Independent Financial Advisor has considered virtual financial statement after the investment and considered GS as subsidiary which 7UP has to consolidates GS’s financial statement the D/E ratio will be 0.90 times, which is still lower than the industry average of 1.41 times, with details of calculation as follows. Investment Consolidated Investment in ITEM 7UP FS GS FS2 portion in GS FS3 GS+Goodwill (UNIT : M THB) (1) (2) adjustment (5) = (1) + (2) + (4) (3) (3) + (4) Total Assets 2,939.26 970.76 1,100.00 (512.86) 4,497.16 Total Liability (1,111.86) (337.60) (459.94) - (1,909.40) Total Equity (1,489.66) (633.16) (640.06)4 633.16 (2,129.72) NCI (337.74) (120.30) (458.04) D/E Ratio 0.75 เท่า 0.53 เท่า - - 0.90 เท่า หมายเหตุ : 1/ Information from 7UP Financial Statement as at 30 June 2020 2/ Information from GS Financial Statement as at 30 June 2020 3/ Consolidated financial statement prepared by 7UP’s mangement 4/ Assuming the convertible bond is fully converted

However, after the investment GS, GS still need to invest in phase 3 and 4 for tap water project which estimate the investment of 231.80 M Baht(Information form GS) which GS is planning to loan the money from financial institute which the D/E ratio will be 1.01 times, which is still lower than the industry average of 1.41 times, with details of calculation as follows.

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Therefore, the Independent Financial Advisor has the opinion that the Company has a high possibility that additional borrowing will be obtained from financial institutions as the ratio of debt to equity of the Company is still below the industry average and tends to be stronger in capital structure from convertible bonds (detailed in section 1.8.2). In addition, the Company still has assets with book value that is 3.14 times higher than that of financial institutions and the operating results of the Company’s group has improved since 2019. Furthermore, GS's main counterpart is a reliable government agency; therefore, it is likely that the financial institution will approve the credit limit for this transaction. In addition, all GS assets have the appraised value of 2 independent appraisers, equal to 1,019.88 - 1,053.99 million Baht (detailed in Attachments 2 and 3), which can be used to secure additional loan lines. Therefore, the Independent Financial Advisor has the opinion that the Company has the ability to source financing from financial institution to pay for the shares from BKD of Investment No.3. However, if the Company is unable to borrow enough money from financial institutions to pay for GS shares due to the economic conditions and the strict lending of financial institutions during this period, the Company also has the opportunity to consider other funding options such as Right Offering or Private Placement or issuing and offering additional convertible bonds. There is still time to consider the suitability of other sources of funds until January 2021 in accordance with the share purchase agreement between the Company and BKD. After the Investment No. 3, the Company will be able to send a representative to become a director of GS after holding 81.00 percent of GS shares of the total issued and paid-up shares of GS totaling 2 of the 3 persons, which requires 2 out of 3 authorized directors to act on behalf of GS, which means that after the Investment No. 2 the Company will have total control over BKD's representatives directors who will resign. In addition, the Independent Financial Advisor has the opinion that the payment terms are appropriate (details in section 1.9), because the Company has a deposit of only 15.00 million Baht or 2.72 percent of the total GS payment and has exclusive rights to purchase GS shares from BKD within the period specified in the agreement, where the Company has a period of time to procure sources of funds to pay the remaining shares of 535.00 million Baht within January 2021. In addition, the Company has the right to claim a deposit of 15.00 million Baht back if BKD is unable to deliver GS shares to the Company. Therefore, the Independent Financial Advisor has the opinion that the conditions of the transaction are fair and appropriate.

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4. Advantages, disadvantages, and risks of the transaction Advantages of the transaction • The Company will have the power of management and total control. By investing in this additional 40.00 percent of GS's ordinary shares, the Company will hold 81.00 percent of GS total issued and sold shares, Such shareholding will make the Company the largest shareholder and has total control over the business and has sole influence on policy-making, management and financial management. • Reduce the risk of future GS conflict between the major shareholders (Deadlock). According to the Board of Directors' Meeting No. 11/2020 on July 23, 2020, there is a resolution to approve the Investment No. 2 for the Company to purchase additional GS shares for 41.00 percent of the total issued and paid-up shares of GS (including the Investment No. 1 at 5.00 percent). BKD remains another major shareholder, holding 40.00 percent of GS's total issued and sold shares and retains administrative authority within GS. Therefore, this acquisition of 40.00 percent of GS shares from BKD will reduce the risk of conflict between GS's major shareholders (deadlock) in the future. • The Company will be able to prepare GS consolidated financial statements as a subsidiary, giving the Company more assets and income. However, for the financial report No. 3 (revised 2015) regarding the business combination, the Company has to prepare a purchase price allocation (PPA). The Company is required to measure the fair value measurement as of the date of acquisition in order to allocate the purchase price (PPA) and calculate the goodwill from the acquisition. Goodwill is valued at the cost of the business combination higher than the fair value of the net assets acquired. • Increase the proportion of recurring income and profits for the Company. Investing in GS will make the Company a constant cash flow from the distribution of tap water as GS has received a 20-year water sales concession from the Ministry of Natural Resources and Environment. Contract to operate waterworks in the Mai Khao Subdistrict Administrative Organization and Sa Khu Subdistrict, Phuket Province for a period of 30 years, whereby GS is able to renew the concession upon the expiration of the contract. In addition, GS has its own water supply production system that GS has invested in a water pipeline connection system to distribute tap water directly to PWA. • Increase investment in the project with low risk as water is the basic infrastructure necessary for living because water is the basic infrastructure necessary for life. Therefore, the government sector has to provide water that is sufficient or more than the needs of the people for consumption, agricultural and industrial sectors, including preserving the ecosystem. GS is awarded a concession to produce and distribute tap water, with a minimum water purchase agreement with PWA, as well as an additional water purchase agreement during the dry season and can also sell tap water to households and/or businesses in Mai Khao and Sakhu subdistricts in Phuket Province. However, GS is able to renew the concession upon the expiration of the contract, allowing the

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Company to reduce the burden of marketing expenses related to the operation of the business, which is considered a low-risk project. • The main parties are government agencies with stability and reliability. GS has a main contractual party in the water supply deal with Provincial Waterworks Authority, which is a stable and reliable government agency and has financial stability based on the annual financial statements of the Provincial Waterworks Authority. • Have the opportunity to expand the water supply sales area to other areas through PWA's water pipe network in the future. Due to the shortage of water supply for Phuket's consumption, it is vulnerable to future as there are only two main reservoirs: Bang Wad Reservoir and the Bang Niew Dam Reservoir, which is a raw water source that retains water from rainwater and does not have a natural water source to add that makes the pond water at some point critical and insufficient to meet demand in the central and lower parts of Phuket Island. Therefore, the investment in GS that has an infrastructure of water supply pipelines connected from a water reservoir in Phang Nga Province with a PWA pipe in Phuket Province will help develop a water utility network in Phuket Province. With this investment, there is an opportunity for GS to expand the water sales area to the central and lower parts of Phuket in the future. • Increase the chance of paying dividends to shareholders in the future. With this investment, GS will become a subsidiary of the Company and the Company will benefit from the cash flow from GS performance that can generate long-term returns. Therefore, there is an opportunity for the Company will be able to pay dividends to shareholders in the future. • Opportunities from rising land value and being able to lease water pipes if concessions are not renewed. GS has a land size of 340 Rai which is a raw water storage pond and GS has complete ownership of the land at the end of the concession period and if the Company has the concession has not been extended. The Company can sell the aforementioned raw water pond land to another person whose land will have a higher value in the future. Which the 7Up can restore the land to original condition before sell to other party (Maybe cost apply). Moreover, GS is only private company that laying water pipes across the province. So, if the concession has not been extended, GS can rent out water pipes to other. • It is a diversification of risk in doing business. From the Company's operating policy that has plans to expand investment to various businesses as can be seen from the year 2019, the Company made additional investments in industrial waste disposal business, renewable energy business, energy saving equipment business, and water treatment business. The Company has considered an additional investment in the water supply project, which is an investment in the basic infrastructure business necessary for living. Therefore, if looking at the Company's risk protection in the event of an economic crisis or the performance of a particular business is stagnant. Investing in this business will help reduce risks and factors affecting any business of the Company.

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Disadvantages of the transaction • It requires a high investment compared to the cash that the Company currently has. If the Company decides to enter into this transaction, the Company has to pay for GS shares from BKD in cash totaling 550.00 million Baht, which is a high investment compared to the cash available as of June 30, 2020, which is equal to 55.06 million Baht, where the Company is required to provide additional cash capital to pay for GS shares by January 2021. • The Company will have more debt and interest expenses. Due to this investment, the Company will use the loan from financial institutions in the amount of not less than 419.94 million Baht to pay for the purchase of GS shares from BKD. It will result in the Company with an increase in debt and interest burden from borrowings from financial institutions in the future and a higher debt to equity ratio (D/E ratio). • The Company may lose the opportunity to invest in other projects in the future. This investment in GS will require the Company to prepare a total investment of approximately 550.00 million Baht in cash, which requires a large amount of investment compared to the cash remaining of the Company. Therefore, the Company will lose the opportunity to invest in other projects, which may get better returns than investing in GS. • The Company may need to prepare additional investment in Phase 3 and Phase 4, which will make the Company to prepare additional cash for investment of approximately 231.80 million Baht (information from the Company). If GS can not get a loan from financial institution • The Company may have to increase capital in the event that the Company cannot borrow money from financial institutions as the Company must borrow money from financial institutions to enter into this transaction. But due to the economic situation in Thailand and the strictness in considering credit of financial institutions at this time, The Company may have the risk of not receiving all of the loan support for the payment of the Investment No. 3 or receive partially support. Therefore, the Company has a risk that may have to use the capital increase method if the borrowing from financial institutions is not successful as expected, which the Company has time to consider in January 2021. Advantages of not entering the transaction • The Company does not require to find additional sources of funds to invest. If the Company does not enter into this transaction, the Company will not need to find additional sources of funds to pay for GS shares. • The Company will not have additional debt and interest expenses. The Company will not have additional debt and interest expenses from seeking funding sources to pay for GS shares including the Company will not have a higher debt to equity (D/E Ratio) ratio. • Have an opportunity to invest in other projects in the future. If the Company does not invest in this time, there will be opportunities for investing in other projects, which m ay give more returns than entering this transaction.

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• The Company has no binding investment in phase 3 and 4 • The Company has no risk in increasing capital. If the Company does not invest this time, the company will not have any risk in raising capital to pay for GS shares. Disadvantages of not entering the transaction • The Company will lose the opportunity to gain complete control. According to the Board of Directors Meeting No. 11/2020 on July 23, 2020, there is a resolution to approve the Investment No.2 for the Company purchases additional GS shares for 41.00 percent of the total issued and paid-up shares of GS (including the Investment No. 1 at 5.00 percent of the total issued and paid- up shares of GS) by purchasing GS shares from WOT (which bought GS shares from Mr. Suvicha) for an additional amount of 550.00 million Baht and the Company has placed a deposit for the purchase of shares together with the payment for the Investment No. 1 as follows.

Investment No. Amount Status Investment No. 1 75.00 million Baht Payment has been made but has not been registered. Investment No. 2 270.00 million Baht It is an installment payment for GS shares and an additional outstanding obligation of 280.00 million Baht, payable within January 2021. Total 345.0 Million Baht

Therefore, if the Company does not enter into this transaction, the Company will have 41.00 percent stake in GS (which is in the process of paying the remaining share fee to WOT) and BKD still has 40.00 percent stake and has involvement in management of GS. In result, the Company does not have the power to control the business completely, which makes the Company hold a risk of conflict between the major shareholders (deaadlock) in the future; also including the power to make decisions on resolutions that may affect the important operations of GS such as dividend payments, capital increase, additional investment, etc. • GS is at risk of changing the list of major shareholders in the future. Since BKD remains a major shareholder holding 40.00 percent of GS's total issued and sold shares and still have administrative authority within GS. Therefore, if the Company does not enter into this transaction, the Company may risk BKD's offering of GS shares to all or part of other buyers, which may become a major shareholder and play a part in determining the operating direction of the GS. • The Company may lose the opportunity to receive additional returns from the proportion of investment in GS. If the Company does not enter into this transaction, the Company will lose the opportunity to receive additional returns from running the GS infrastructure business, which is a sustainable business that is essential for living. In addition, the Company may lose the opportunity for merger and consolidation, which will result in the Company’s inability to record GS assets and revenues into the Company's consolidated financial statements.

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• The Company incurred expenses before seeking approval from the shareholders' meeting. Before considering entering into this transaction, the Company incurred expenses from hiring an independent expert to review GS information; including the expenses for preparing the report of the opinion of the Independent Financial Advisor on the suitability of this transaction. All expenses are considered expenses that have to be paid in advance, which the Company has been paid the service fee before considering the transaction from the shareholders' meeting. Risks of the transaction • Risk from acquiring funds to pay for GS shares. The Company obtained funding from two sources, namely the issuing and offering of convertible bonds and loans from financial institutions. The Company may have a risk that AO Fund accpet the request a cash withdrawal from the convertible debentures that the Company has made an agreement or financial institutions may not be able to lend the full amount for the loan amount. Result in, the Company may need to provide additional sources of funds to ensure sufficient funds for this investment. • Risk from raw water shortage for producing tap water. From industry conditions (details in section 3) addressing the issue of climate change causing Phuket to suffer from drought problems. The amount of rainfall is lower than the average for the year 2019, which is consistent with the amount of rainfall from the Thai water warehouse and climate data. Water Resources Informatics Institute reported that the cumulative rainfall from the comparison of data from 2015 until July 2020. It was found that in 2020, there was less rainfall than that in 2015, where severe drought occurred and the second lowest rainfall after 2019. The cumulated rainfall since the beginning of the year was only 566 millimeters. However, the study from the Department of Water Resources Engineering, Faculty of Engineering, Kasetsart University, it was found that the amount of runoff that flowed through Bang Thong canal to the Na Toey Mine, the water source of GS's water supply production, is approximately 276 million cubic meters per year while the GS's reservoir capacity is 8.01 million cubic meters. Therefore, GS is capable of managing sufficient water resources for the production and distribution of tap water. • Risk from other water production competitors. In addition to GS produces and distributes tap water to PWA, the Company also sells tap water to residential customers, government offices, state enterprises, and other private agencies such as hotels located in the Mai Khao area Phuket Airport, etc. by selling water on basis of selling between private individuals. From the announcement of Ministry of Resource and environment on waterwork concession 2554 state that only one private company can get such concession th ethe specific area. Therefore, it is illegal for other to compete in the same area. • Risk from not selling tap water at full production capacity The full tap water production capacity of GS is 96,000 cu. m., so there is a risk not selling tap water at full capacity will which result in decrease in income and revenue. However, the current tap water

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situation in Phuket (detail in section4) show that Phuket has may have high risk in tap water supply. Therefore, GS have a great opportunity to sell at full capacity to serve the demand. • Risk of changing major shareholder which will effect business plan of GS, after the investment 7UP will hold 81.00 of GS’s share, therefore 7UP will be major shareholder and can set the business plan/direction for GS. And Mr. Suvicha still hold 17.78 after the investment and Mr. Suvicha will still be a board of director and guarantee person for GS’s loan, so this can reduce the risk at a pont.

5. Appropriateness of the transaction price From the valuation of GS shares, the value calculated from each method can be summarized as follows.

GS stock value GS stock value Opinion of the Stock valuation method (Baht per share)3 (million Baht) Independent Financial Advisor 1. Book Value Approach 99.24 633.16 Not appropriate 2. Adjusted Book Value Approach 127.83 – 133.18 815.55 – 849.66 Not appropriate 3. Market Value Approach Unable to calculate1 4. Price to Book Value Ratio Approach 270.19 – 295.74 1,723.78 – 1,886.82 Not appropriate 5. Price to Earnings Ratio Approach Unable to calculate 2 6. Discounted Cash Flow Approach 231.62 – 246.35 1,477.71 – 1,571.68 Appropriate Note: 1/ Since GS is not a listed company, therefore, the share value cannot be calculated using this method. 2/ Since the Company has net loss performance according to the audited financial statements as of December 31, 2019, therefore, the business value cannot be calculated using the price-to-earnings ratio approach. 3/ Par value of 100.00 Baht per share for 6,379,941 shares.

From the evaluation of the 6 methods, there are 4 methods that can be calculated, the value of GS has an enterprise value between 99.24 - 295.74 Baht per share valued at 633.16 - 1,886.82 million Baht. Each share price appraisal has different advantages and disadvantages, which reflects the appropriateness of the share price from the different valuation methods as follows. 1) Book Value Approach takes into account the financial position at the moment and the asset value as it is recorded regardless of future GS profitability and performance, business competitiveness, and economic outlook and industry overview. Therefore, the Independent Financial Advisor considers that this valuation method is not appropriate to assess the fair value of GS ordinary shares and cannot reflect the intrinsic value of the entity since GS is in a growing phase and is expanding investment in the future. Therefore, the Independent Financial Advisor has the opinion that this share valuation method is inappropriate to be used to assess the fair value of GS ordinary shares. 2) Adjusted Book Value Approach can better reflect the net asset value than the valuation of shares by the book value approach since it is to adjust the book value as assessed in item 1 with the new appraised value of land, property or tax to be the market price or fair price and adjusted with dividend payment, then divided by the number of shares. However, it does not reflect future profitability, competitiveness of the enterprise, economic outlook, and industry overview. Therefore, the Independent Financial Advisor has the opinion that this share valuation method is inappropriate to be used to assess the fair value of GS ordinary shares.

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3) Market Price is a mechanism that is determined by an investor's supply and demand on a company's share, which can reflect the stock's value at that time, including a great reflection of fundamental factors, general investor demand for GS potential, and future growth. However, since GS is not a listed company, the share value cannot be calculated using this method. 4) Price to Book Value Ratio Approach takes into account the current financial position against the mean ratio of the underlying group companies. In this regard, the valuation of GS by this method assumes that GS must have similar potential to other companies in the group regardless of GS’s future profitability and performance. A group of independent financial advisors have be compared two companies: TTW and EASTW, which are listed on the Stock Exchange of Thailand. The two companies also differ in terms of business timing compared to GS that began recognizing revenues in 2020, which affects retained earnings as part of their book value. The Independent Financial Advisor has the opinion that the valuation of shares by this method may have discrepancies in the fair valuation of GS ordinary shares. Therefore, the Independent Financial Advisor has the opinion that this share valuation method is inappropriate to be used to assess the fair value of GS ordinary shares. 5) Price to Earnings Ratio Approach, although this is method takes the profitability of the entity into account by comparing it with the average ratio of the reference companies, which is considered a fairly popular valuation method. In this regard, the valuation of GS by this method assumes that GS must have similar potential to other companies in the group. In this regard, the group of companies that the Independent Financial Advisor has compared are the two companies that should have revenue recognition characteristics and the trend of business growth is similar to that of GS. Because GS has a net loss performance and negative earnings per share according to audited financial statements as of 31 December 2019. Therefore, the Independent Financial Advisor is unable to calculate the share value by appraisal by price-earnings per share method. 6) Discounted Cash Flow Approach reflects the profitability and cash flow capability of GS to be gained in the future, which is based on the present value of the net cash flow of the business expected to be received in the future by basing on the past operations. It is assumed from the economic trend and the operation of future ventures. This valuation method of GS shares can therefore reflect the intrinsic value of the entity. Therefore, the Independent Financial Advisor has the view that this valuation method is appropriate to assess the fair value of GS ordinary shares at this time, as it can reflect the intrinsic value of the business. The Independent Financial Advisor has the opinion that the most suitable valuation method for GS is Discounted Cash Flow Approach, which will get the value between 231.62 - 248.35 Baht per share or the value of GS shares between 1,477.71 - 1,571.68 million Baht. Therefore, the Independent Financial Advisor has the opinion that this transaction at the price of 215.52 Baht per share or equivalent to the value of GS shares of 1,375.00 million Baht is lower than such reasonable appraisal price. The details of the price comparison of the transaction are as follows.

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GS stock value GS stock value Compare the price of the transaction with the appropriate value (Baht per share)3 (million Baht) Reasonable value1 231.62 – 248.35 1,477.71 – 1,571.68 The value of this transaction 2 215.52 1,375.00 The appropriate value is higher (lower) than the value of this transaction 16.10 – 10.83 102.71 – 196.68 7.47 – 14.30 percent Note: 1/ Appropriate value based on the Discounted Cash Flow Approach 2/ The Company will enter into a transaction to purchase GS shares in the proportion of 40.00 percent 3/ Par value of 100.00 Baht per share for 6,379,941 shares

Therefore, the Independent Financial Advisor has the opinion that the price of this transaction is appropriate. In summary, considering the reasons, including the advantages and disadvantages of the transaction and not entering the transaction, the fairness of trading price, and conditions for entering into the transaction as described above. The Independent Financial Advisor has the opinion that this acquisition of assets of the Company is reasonable because it is beneficial to the Company more than the disadvantage and the shareholders should vote and approve the entering into this connected transaction. The decision to vote for approval to enter into this transaction is at the discretion of the Company's shareholders, where shareholders should study the information in the documents attached to the invitation to this Extraordinary General Meeting of Shareholders No. 2/2020 for the consideration of making decisions and voting appropriately. Advisory Alliance and Partners Company Limited, as an Independent Financial Advisor of the shareholders appointed by the Company, hereby certifies that it has considered and commented above carefully in accordance with professional standards taking the interests of the minority shareholders into account is important.

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1. Characteristics and details of the transaction 1.1 Background and purpose of the transaction From the strategy implementation plan according to the vision of Seven Utilities and Power Public Company Limited (“the Company” or “7UP”) wants to be an energy and utility company striving to produce and develop with cutting edge innovation that focusing on stakeholders for sustainable business operations. The Company is therefore constantly looking for opportunities to invest in new projects with potential by selecting projects that can create recurring income and return to the shareholders in the long term. The tap water production business is a part of the strategic plan. Therefore, the Board of Directors Meeting No. 3/2018 on February 21, 2018 approved to study on the water supply industry in Phuket as the Company found that Phuket Province is in a state of lack of tap water due to the expansion of the household sector and the growth of the tourism sector (details in section 4) and to study the feasibility of investing in the water supply concession business of Gold Shores Company Limited (“GS”), which has Hydro Enterprise and Quaqua Design Company Limited (“HYDRO ”) as a subsidiary in which GS holds 99.99 percent of shares (details in section 3.2). HYDRO was awarded a concession and agreement to operate the water supply business consisting of 3 main contracts: 1.) waterworks concession from the Ministry of Natural Resources and Environment for a period of 20 years (from 2017 - 2037), 2.) contract for operating waterworks in the area Mai Khao Subdistrict Administrative Organization Phuket Province for 30 years (from 2015 - 2045), and 3.) contract for waterworks management and operation in the Sakhu Subdistrict Administrative Organization area Phuket Province for 30 years (from 2012 to 2042) (details in Attachment 4). In this regard, GS has operated the water supply system management in both Mai Khao and Sakhu subdistrict in Phuket Province, the project has been developed since 2015, along with plans to expand the water supply service area to cover other areas that lack water supply. However, in March 2018, the Company was notified by a group of GS shareholders who had reached a share purchase agreement with Bangkok Dec-Con Public Company Limited (“BKD”) in the proportion of not more than 40.00 percent of all issued and paid-up shares of GS, according to the information that BKD disclosed to the Stock Exchange of Thailand, the Company had to terminate the feasibility study of GS's investment in tap water concession business during that period. However, the Company still wishes to invest in new businesses with recurring income and low income volatility. The Board of Directors Meeting No. 8/2018 on 12 July 12, 2018 has approved the re-entry of the feasibility study of GS's water supply concession business, by placing a deposit for the project of GS of 60.00 million Baht to Mr. Suvicha Panichpol ("Mr. Suvicha") (who is the major shareholder of GS in the proportion of 58.78 percent of the total GS issued and paid-up shares at that time). However, if the results of the study are unsatisfactory or does not reach the agreemen, the Company can claim the deposit back entirely. After the Company started to study the project according to the paid deposit and to monitor the progress of the GS project development, the Board of Directors Meeting No. 14/2019 on December 12, 2019 has approved the 1st investment in GS, accounting for 5.00 percent of the total issued and paid-up shares of GS ("Investment No. 1") by purchasing shares from Mr. Suvicha for the total amount of 75.00 million Baht (the

หน้า 24 Opinions of the Independent Financial Advisor Report deposit paid for the amount of 60.00 million Baht and the remaining share payment of 15.00 million Baht) and has made a share transfer instrument between the Companies as the transferee and Mr. Suvicha as the transferor on December 13, 2019. In addition, the Company also agreed with Mr. Suvicha to negotiate to buy back shares from BKD who is another shareholder who has control over GS (BKD is GS's major shareholder holding 40.00 percent of the all GS issued and paid shares). However, since the negotiation of such shares has not yet been finalized and the share transfer of the Investmnet No. 1 to the Company may have a significant effect on the share price. Therefore, the Company entered into an additional share transfer agreement with Mr. Suvicha on January 12, 2020 to postpone the registration of amendments to the list of shareholders from Investment No.1. Later, the Company was interested in investing in GS by 36.00 percent more of the total issued and paid-up shares of GS. GS The Company therefore entered into a memorandum of agreement to purchase shares with Mr. Suvicha on April 10, 2020, where Mr. Suwicha would sell, collect shares from other persons for sale, proceed to transfer ownership, and deliver shares to Company according to the proportion that the Company want to invest in GS. It is 41.00 percent of the total issued and paid-up shares of GS, totaling 625.00 million Baht. The Company and Mr. Suvicha agreed that the paid amount for the shares in the Investment No. 1 of 75.00 million Baht is considered as a trading deposit of all such investments (the Company has to pay an additional 550.00 million Baht). In this regard, the Company has been granted exclusive rights to conduct due diligence of GS for receiving information on the business situation and performance of GS and use them to further decide when to enter into a share purchase agreement with seller. When the Company has completed the inspection of the GS status, at the Board of Directors Meeting No. 11/2020 on July 23, 2020, it was therefore passed a resolution approving the Company to invest in GS for an additional 36.00 percent of all GS issued and paid-up shares (“Investment No. 2”). When combined with Investment No. 1 in the proportion of 5.00 percent of all issued and paid-up shares of GS, resulted in the Company’s investment in GS is 41.00 percent of the total issued and paid-up shares of GS as Investment No. 2 is the acquisition of GS shares from World Honor Trading Company Limited (“WOT”) (which WOT is a Hong Kong listed company that bought GS shares from Mr. Suvicha) for an additional payment of 550.00 million Baht and has entered into a trading agreement sharing payment and receive all GS shares transfer within January 31, 2021. After the Company and BKD have agreed to sell GS shares that BKD agreed to sell all of its GS shares to the Company, the Board of Directors Meeting No. 14/2020 on September 3, 2020 has approved the additional investment in GS by purchasing 2,551,976 shares from BKD, representing 40.00 percent of the total issued and paid-up shares of GS (“Investment No. 3”) for 550.00 million Baht. This investment is an additional investment from the resolution of the Board of Directors' Meeting No. 11/2020 on July 23, 2020 resulting in the Company will acquire GS shares in the proportion of 81.00 percent of all issued and paid-up shares of GS and thus the Company will gain full control of GS after entering this transaction. This transaction is classified as an asset acquisition transaction as Investment No. 3 consists of the transaction size, calculated by the specified criteria using the maximum calculated value that is the total value

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of consideration criterion, equal to 26.06 percent. Based on the consolidated financial statements of the Company as of June 30, 2020 and when combining the size of the acquisition of assets of the same type in the six-month period prior to the date of the Board of Directors' resolution of this transaction, the total transaction size therefore is equal to 61.97 percent of the total value of consideration criterion of the Company according to the consolidated financial statements as of June 30, 2020 (the value of consideration is 781.80 million Baht). The value is higher than 50.00 percent but not more than 100.00 percent (details in section 1.4)which is classified as Type 1 transaction under the Notification of the Capital Market Supervisory Board Thor. Jor. 20/2551 regarding the rules for making significant transactions that are classified as an acquisition or disposition of assets (Including as amended) and under the announcement of the Board of Governors of the Stock Exchange of Thailand regarding the Disclosure of Information and Actions of Listed Companies in Acquisition or Disposal of Assets, 2004 (including as amended) ("Notification of Acquisition or Disposition"). The Company is therefore obliged to disclose information on transactions to the Stock Exchange of Thailand and seek approval from the shareholders' meeting with no less than three-fourths of the votes of the shareholders who attend the meeting and have the right to vote excluding the shareholders who have interests and prepare a report to disclose information of the transaction. In this regard, the Company must send the meeting invitation letter to the shareholders together with the opinion of the Independent Financial Advisor to the shareholders at least 14 days in advance, prior to the shareholders' meeting date. The Board of Directors Meeting No. 14/2020 on September 3, 2020, therefore passed a resolution to propose at the shareholders' meeting to consider and approve the additional acquisition of assets of GS shares in proportion of 40.00 percent of the total issued and paid-up shares of GS after this transaction. The Company will hold 81.00 percent of GS issued and paid-up shares with a vote of not less than three-fourths of the total number of votes of shareholders who attend the meeting and have the right to vote excluding the shareholders with interests and will prepare a report disclosing the information of such transactions by specifying the date of the Extraordinary General Meeting of Shareholders No. 2/2020 on October 27, 2020. The duration ad sequence of the Company's acquisition transaction of GS ordinary shares can be summarized as follows. Date of the Board Amount GS Proportion Investment Company’s Investment Trading Value4 Resolution Shares GS Shares Seller No. Board Value (Baht per share) No. Received Received Resolution 1 No. 14/2019 12 Dec 19 75.00 million 318,997 5.00 percent 235.11 Baht per Mr. Baht shares share Suvicha 1 2 No. 11/2020 23 Jul 20 550.00 million 2,296,779 36.00 239.47 Baht per WOT2 Baht shares percent share 3 No. 14/2020 3 Sep 20 550.00 million 2,551,976 40.00 215.52 Baht per BKD3 Baht shares percent share Total 1,175 million 5,167,752 81.00 227.37 Baht per Baht shares percent share5 Note:

Page 26 Opinions of the Independent Financial Advisor Report

1/ Mr. Suvicha Panichpol 2/World Honor Trading Company Limited 3/ Bangkok Dec-Con Public Company Limited 4/ GS has a registered capital of 637,994,100 Baht, with a par value of 100 Baht per share and fully paid-up capital consisting of 6,379,941 ordinary shares 5/ Average trading price per share of the investment in GS is 81.00 percent

Purpose of the transaction The acquisition transation of additional ordinary shares of GS in proportion of 40.00 percent of total issued and paid-up shares has the following objectives: 1.) For the Company to gain a total control over GS by the Company will hold 81.00 percent which exceed 50.00 percent of the total issued and paid-up shares of GS and send a representative of the Company becoming 2 directors out of the total of 3 directors. a director of 2 out of 3 directors. 2.) To reduce the risk of future conflicts between GS's major shareholders (Deadlock). 3.) To increase the return on investment for shareholders, this project generates long-term income for at least 20 years and increases recurring income for the Company. Investing in GS is considered a diversification of the Company's revenue recognition too the utility sector even more. At present, the Company has experienced in running water related business through a subsidiary company named Sam Water Supply Company Limited (“SAM”) by processing in the business of designing, constructing, installing and managing water resources and environment engineering. The Company holds 94.20 percent shares to distribute bile treated with ultrafiltration system in shrimp farms capable of receiving 64,000 cubic meters of water per day. The Board of Directors foresees the return that the Company could receive from the water utility business. From the financial performance of SAM, as of the end of 2019, total sales revenue was 28.38 million Baht, gross profit was 18.85 million Baht representing a gross profit margin of up to 66.42 percent, which is the highest gross profit margin compared to other businesses of the Company which can be shown in the following table. Performance in 2018 Performance in 2019 Income Percentage Income Percentage Type of business (million of total (million of total Baht) income Baht) income 1. Distribution business and LPG service stations 524.13 76.71 828.95 80.82 2. Telecommunication and loT business 84.03 12.30 132.18 12.89 3. Renewable energy/alternative energy business 75.11 10.99 33.51 3.27 4. Industrial waste disposal business - - 2.69 0.26 5. Utilities business - - 28.38 2.77 Total income 683.27 100.00 1,025.71 100.00

Performance in 2018 Performance in 2019 Gross profit Gross profit Type of business (million Percentage (million Percentage Baht) of income Baht) of income 1. Distribution business and LPG service stations 152.47 29.09 139.69 16.85 2. Telecommunication and loT business 23.90 28.44 27.96 21.15 3. Renewable energy/alternative energy business 11.60 15.44 1.85 5.52 4. Industrial waste disposal business - - 0.81 30.11 5. Utilities business - - 18.85 66.42 Total gross profit 187.97 27.51 189.16 18.44

Page 27 Opinions of the Independent Financial Advisor Report

The Board of Directors has the view that this investment in GS is an important opportunity to invest in water resources management business in companies with government concessions and their own water production systems to support the expansion of water use in Phuket. The Board of Directors has the view that such investments will generate stable long-term returns and provide an opportunity to expand the scope of investment in the infrastructure especially the water supply management system. 1.2 Date, month, year of the transaction The Company will enter into the acquisition of 2,551,976 ordinary shares of GS from BKD, representing 40.00 percent of the total issued and paid-up shares of GS. It is expected to sign the share purchase agreement within 30 days after the Company has approved by the Extraordinary General Meeting of Shareholders No. 2/2020 meeting is scheduled on October 27, 2020. However, the Company has entered into a memorandum of agreement with BKD and has paid a share purchase deposit of 15.00 million Baht and will pay the remaining amount of 535.00 million Baht by January 2021. 1.3 General characteristics of the transaction The Company will acquire 2,551,976 ordinary shares of GS, representing 40.00 percent of the total issued and paid-up shares of GS from BKD with a par value of 100.00 Baht per share, details as follows. Buyer Seven Utilities and Power Public Company Limited (“Company” or “7UP”) Seller Bangkok Dec-Con Public Company Limited (“BKD”) Number of shares to 2,551,976 shares trade Total trade value 550.00 million Baht Buy price per share 215.52 Baht per share

GS has shareholder structure before and after the transaction as follows. As of 29 July 2020, GS has the following shareholders.

List of shareholders Number of shares Proportion No. of GS as of July 29, 2020 (share) Shareholding (percent)

1. Seven Utilities and Power Pcl. - - 2. World Honor Trading Co., Ltd. 2,615,7792 41.00% 3. Bangkok Dec-Con Pcl. 2,551,976 40.00% 4. Mr. Suvicha Panichphol 1,134,189 17.78% 5. Mrs. Ampitha Jitsena 24,000 0.38% 6. Mr. Pongkorn Kornpinyasopon 18,000 0.28% 7. Miss Chanida Kaoropkittiwong 13,466 0.21% 8. Mr. Mith Kaoropkittiwong 10,000 0.16% 9. Other shareholders 12,534 0.19% Total 6,379,941 100.00%

Page 28 Opinions of the Independent Financial Advisor Report

GS will have shareholder structure before and after the transaction as follows. Number of Number of Number of Proportion Proportion Proportion shares after the shares after the shares after the No. List of shareholders of GS Shareholding Shareholding Shareholding Investment No. Investment No. Investment No. (percent) (percent) (percent) 1 (shares) 2 (shares) 3 (shares) 1. Seven Utilities and Power Pcl. 318,9971 5.00 2,615,779 41.00 5,167,752 81.00 2. World Honor Trading Co., Ltd. 2,296,7792 36.00 - - - - 3. Bangkok Dec-Con Pcl. 2,551,9763 40.00 2,551,976 40.00 - - 4. Mr. Suvicha Panichphol 1,134,189 17.78 1,134,189 17.78 1,134,189 17.78 5. Mrs. Ampitha Jitsena 24,000 0.38 24,000 0.38 24,000 0.38 6. Mr. Pongkorn Kornpinyasopon 18,000 0.28 18,000 0.28 18,000 0.28 7. Miss Chanida Kaoropkittiwong 13,466 0.21 13,466 0.21 13,466 0.21 8. Mr. Mith Kaoropkittiwong 10,000 0.16 10,000 0.16 10,000 0.16 9. Other shareholders 12,534 0.19 12,534 0.19 12,534 0.20 Total 6,379,941 100.00 6,379,941 100.00 6,379,941 100.00 Note: 1/ The Board of Directors Meeting No. 14/2019 on December 12, 2019 has passed a resolution approving the Investment No. 1 in GS, accounting for 5.00 percent of the total issued and paid-up shares of GS, by buying shares from Mr. Suvicha. The total amount of 75.00 million Baht and the instrument to transfer shares between the Company as the transferee and Mr. Suwvcha as the transferor. 2/ The Company invested in GS for an additional 36.00 percent of GS total issued and paid-up shares by purchasing shares from World Honor Trading Company Limited ("WOT") (which bought GS shares from Mr. Suvicha) for total amount of 550.00 million Baht and has entered a purchase agreement with installment payment receiving all GS shares within January 31, 2021. 3/ The Company made additional investment in GS by purchasing shares from Bangkok Dec-Con Public Company Limited (“BKD”) with a total investment of 550.00 million Baht.

After entering into the transaction of the Investment No. 3 and BKD transfers shares to the Company. Number and authority of directors before and after the transaction after the Company has paid the price (by January 2021) are as follows.

Before entering the transaction After entering the transaction No. No. List Position List Position 1. Mr. Suvicha Panichphol Director 1. Mr. Suvicha Panichphol Director ACM Chaiyanan 2. 2. Director Mr. Chanin Kiatthaveepong1 Director Thammasucharit 3. Mrs. Thananan Sato3 Director 3. Mr. Monthep Maphiam 2 Director Mr. Teeramet 4. Director Ratanasuwanchart 3 5. Mr. Chaiwit Arunetthong Director Note: 1/ Mr. Chanin Kiatthaveepong is currently holding the Executive Director position of the Company 2/ Mr. Monthep Maphiam is currently holding the Acting Chief Executive Officer position of the Company 3/ Representative of Directors from BKD The Company's business group structure before and after entering the transaction, details are as follows.

Page 29 Opinions of the Independent Financial Advisor Report

The Company's business group structure before entering into the transaction, the total investment is 81.00 percent of GS.

7UP

99.99% 99.99% 99.99% 94.52% 35.00% 37.50% 99.99%

บจก.ซิสเทมส์ แอนด์ บจก.เอ็นเนอร์ยี> บจก.สตาร์ แก๊ส บจก.เอม็ โซลูช>ัน บจก.เฟอร์รั>ม แคปปิตอล บจก.แซม วอเตอร์ ซัพพลาย บจก. ค้าไม้วังวิเศษ ซอฟแวร์ เซอร์วิสเซส ฟอร์ โซไซตีL ทุนจดทะเบียน 60 ลบ. ทุนจดทะเบียน 10 ลบ. ทุนจดทะเบียน 50 ลบ. ทุนจดทะเบียน 109.5 ลบ. ทุนจดทะเบียน 40 ลบ. ทุนจดทะเบียน 10 ลบ. ทุนจดทะเบียน 250 ลบ.

99.99% 99.99% บจก.อินฟอร์เมติกซ์ พลัส บจก.เฟอร์รั>มเอ็นเนอยี> ทุนจดทะเบียน 402.7 ลบ. ทุนจดทะเบียน 100 ลบ. 80.00% 80.00% 99.99% 99.99% บจก. พี พี แอล พาวเวอร์ บจก. ไบโอเอ็นเนอร์ยี>สตลู บจก.ธวัชภิญโญ ทุนจดทะเบียน 15 ลบ. ทุนจดทะเบียน 26 ลบ. บจก.สตาร์ปิโตรเลียม พลัส ทุนจดทะเบียน ทุนจดทะเบียน 20 ลบ. 4.2 ลบ.

60.00% 99.87% 30.00% 99.97% 99.97%

บจก.พระแสงกรีนพาวเวอร์ บจก. อีโค เอ็นเนอร์ยี>กรุ๊ป คอร์ปอเรชั>น บจก.เอ็นเนอร์ยี> รีโวลูช>ัน บจก.อี อาร์ วี อินเตอร์เนชั>นแนล บจก.ยูนิเวอร์แซลเวสต์ แมเนจเม้นท์ ทุนจดทะเบียน 77 ลบ. ทุนจดทะเบียน 262.20 ลบ. ทุนจดทะเบียน 100 ลบ. ทุนจดทะเบียน 1 ลบ. ทุนจดทะเบียน 1 ลบ.

48.91% 48.66% 99.99% 99.99% บจก.ประชารัฐ ชีวมวล แม่ลาน บจก.ประชารัฐ ชีวมวล บันนังสตา บจก.เอเชีย เวสต์ แมนเน็จเม้นท์ บจก.เอเชีย รีไซเคิล เทคโนโลยี ทุนจดทะเบียน 115.30 ลบ. ทุนจดทะเบียน 121.85 ลบ. ทุนจดทะเบียน 10 ลบ. ทุนจดทะเบียน 390 ลบ.

The Company's business group structure after entering into the transaction, the total investment is 81.00 percent of GS.

7UP

99.99% 99.99% 99.99% 94.52% 35.00% 37.50% 99.99% 81.00% บจก.แซม วอเตอร์ บจก.ซิสเทมส์ แอนด์ บจก.เอ็นเนอร์ยี> บจก.สตาร์ แก๊ส บจก.เอม็ โซลูช>ัน บจก.เฟอร์รั>ม แคปปิตอล ซัพพลาย บจก. ค้าไม้วังวิเศษ บจก. โกลด์ ชอร์ส ซอฟแวร์ เซอร์วิสเซส ฟอร์ โซไซตีL ทุนจดทะเบียน 60 ลบ. ทุนจดทะเบียน 10 ลบ. ทุนจดทะเบียน 50 ลบ. ทุนจดทะเบียน ทุนจดทะเบียน 40 ลบ. ทุนจดทะเบียน PQR ลบ. ทุนจดทะเบียน 10 ลบ. ทุนจดทะเบียน 250 ลบ. 109.5 ลบ. 99.99% 99.99% บจก.อินฟอร์เมติกซ์ พลัส บจก.เฟอร์รั>มเอ็นเนอยี> ทุนจดทะเบียน 402.7 ลบ. ทุนจดทะเบียน 100 ลบ. 80.00% 80.00% 99.99% 99.99% 99.99% บจก. พี พี แอล พาวเวอร์ บจก. ไบโอเอ็นเนอร์ยี>สตลู บจก. ไฮโดรเอ็นเตอร์ บจก.ธวัชภิญโญ ทุนจดทะเบียน 15 ลบ. ทุนจดทะเบียน 26 ลบ. ไพร์ส แอนด์ คะควอดี บจก.สตาร์ปิโตรเลียม พลัส ทุนจดทะเบียน ซายน์ ทุนจดทะเบียน 20 ลบ. 4.2 ลบ. ทุนจดทะเบียน 26 ลบ.

60.00% 99.87% 30.00% 99.97% 99.97%

Page 30 Opinions of the Independent Financial Advisor Report

1.4 Type and size of the transaction This transaction is classified as an asset acquisition transaction as Investment No. 3 consists of the transaction size, calculated by the specified criteria using the maximum calculated value that is the total value of consideration criterion, equal to 26.60 percent. Based on the consolidated financial statements of the Company as of June 30, 2020 and when combining the size of the acquisition of assets of the same type in the six-month period prior to the date of the Board of Directors' resolution of this transaction, the total transaction size therefore is equal to 61.97 percent of the value of consideration of the Company according to the consolidated financial statements as of June 30, 2020 (the value of consideration is 781.80 million Baht). The value is higher than 50.00 percent but not more than 100.00 percent (details in section 1.4), which is classified as Type 1 transaction under Announcement of Acquisition or Disposition. The Company is therefore obliged to disclose information on transactions to the Stock Exchange of Thailand and seek approval from the shareholders' meeting with no less than three-fourths of the votes of the shareholders who attend the meeting and have the right to vote excluding the shareholders who have interests and prepare a report to disclose information of the transaction. In this regard, the Company must send the meeting invitation letter to the shareholders together with the opinion of the Independent Financial Advisor to the shareholders at least 14 days in advance, prior to the Company’s shareholders meeting date. Details of the calculation of the transaction size are as follows. Calculation of the transaction size December 31, June 30, 2020 Company (consolidated) GS (consolidated) 2019 (million Baht) (million Baht) Equity 1,827.40 Equity 633.16 Net tangible assets1 842.76 Net tangible assets1 611.34 Net profit (loss) in 12 months2 111.57 Net profit (loss) in 12 months (77.76) Total assets 2,939.26 Total assets 970.76 Note: 1/ Net tangible assets (NTA) equals total assets - intangible assets - total liabilities - non-controlling equity (if any). Intangible assets are goodwill, deferred expenses, etc., excluding intangible assets that generate main income such as concessions, concessions, etc. 2/ Calculated from the financial statements ended June 30, 2019, December 31, 2019 and June 30, 2020. Transaction Calculation criteria Calculation formula size (percent) 1. Net tangible assets criteria Net tangible assets value of the invested entity x Acquired proportion 29.02 / Net tangible assets of the company (611.34 x 40.00 / 842.76) 2. Net profit criteria Can't calculate because GS has a loss -

3. Total value of consideration Total value of consideration / total assets of the Company 26.60 criteria (781.801 / 2,939.26)

Page 31 Opinions of the Independent Financial Advisor Report

Transaction Calculation criteria Calculation formula size (percent) 4. Equity Value Criteria Can't calculate because no capital increase shares were issued to - pay for assets

Note: 1/ The investment of 550 M THB and invetstment in phase 3 and 4 of 231.80 M THB

In this regard, the criteria used in determining the transaction size are the total value consideration criteria of listed companies or of listed companies and its subsidiaries together equals 26.60 percent. By considering the consolidated financial statements of the Company as of June 30, 2020 and when combining the size of the acquisition of assets of the same type in the past 6 months, as a result, the total transaction size

is equal to 55.38 percent, which is classified as the Type 1 asset acquisition transaction with details as follows. Transaction value Item size No. Acquisition of assets of the Company in 6 months 1 Board approve date (million Baht) (percent) 1. Acquired 29.30 percent of common stock in MCE 80.00 2.86 13 May 20 2. Acquired 80.00 percent of common stock in BIO 172.23 6.16 28 May 20 energy Satul 3. Acquired 80.00 percent of common stock in PPL 186.28 6.67 28 May 20 power 4. Acquired 36.00 percent of common stock in GS 550.00 19.68 July 23, 2020 5. Acquired 40.00 percent of common stock in GS 781.801 26.60 September 3, 2020 Total transaction size in the six months prior to the date of the 1770.31 61.97 board resolution Notes : 1/ From the date that the Board of Directors approved the Investment No.3 2/ The investment of 550 M THB and invetstment in phase 3 and 4 of 231.80 M THB

1.5 Appropriateness and benefits to listed company 1.5.1 Appropriateness The Company has a policy to expand its investment in projects that provide sustainable returns to diversify the risks of the Company's business operations and increase opportunities to generate long-term returns to shareholders apart from the 5 main businesses of the Company including 1.) distribution business and LPG service station 2.) telecommunication and IoT businesses 3.) renewable/alternative energy business 4.) utilities, and 5.) industrial waste disposal business. The proportion of income and gross profit in each business category from the performance of the year 2019 as follows. Performance in 2018 Performance in 2019 Income Percentage Income Percentage Type of business (million of total (million of total Baht) income Baht) income 1. Distribution business and LPG service stations 524.13 76.71 828.95 80.82 2. Telecommunication and loT business 84.03 12.30 132.18 12.89 3. Renewable energy/alternative energy business 75.11 10.99 33.51 3.27 4. Utilities business - - 28.38 2.77

Page 32 Opinions of the Independent Financial Advisor Report

Performance in 2018 Performance in 2019 Income Percentage Income Percentage Type of business (million of total (million of total Baht) income Baht) income 5. Industrial waste disposal business - - 2.69 0.26 Total income 683.27 100.00% 1,025.71 100.00

Performance in 2018 Performance in 2019 Gross profit Gross profit Type of business (million Percentage (million Percentage Baht) of income Baht) of income 1. Distribution business and LPG service stations 152.47 29.09 139.69 16.85 2. Telecommunication and loT business 23.90 28.44 27.96 21.15 3. Renewable energy/alternative energy business 11.60 15.44 1.85 5.52 4. Utilities business - - 18.85 66.42 5. Industrial waste disposal business - - 0.81 30.11 Total gross profit 187.97 27.51 189.16 18.44

From the proportion of income and operating results of each business group in 2019, it was found that the Company’s group has revenue from distribution business and LPG service stations was 828.95 million Baht or accounted for 80.82 percent of the revenue from sales and services and is considered the largest proportion of income. Followed by the telecommunication business and loT, the revenue was 132.18 million Baht or 12.89 percent of the revenue from sales and service. While revenue from renewable energy/alternative energy business, utilities business, and industrial waste disposal businesses were 33.51 million Baht, 28.38 million Baht, and 2.69 million Baht, respectively, which accounting for 3.27 percent, 2.77 percent and 0.26 percent of revenue from sales and service, respectively. In terms of performance in 2019, the Company's gross profit from distribution business and LPG service stations was 139.69 million Baht, or a gross profit margin of 16.85 percent, followed by the computer business and loT had gross profit of 27.96 million Baht, accounting for 21.15 percent. While gross profit from renewable/alternative energy business, utilities business, and industrial waste disposal businesses were 1.85 million Baht, 18.85 million Baht, and 0.81 million Baht, respectively, which the gross profit margin accounting for 5.52 percent, 66.42 percent, and 30.11 percent, respectively. When comparing the performance of distribution business and LPG service stations in 2019 and 2018, it can be seen that despite the revenue growing from 524.13 million Baht in 2018 and 828.95 million Baht in 2019, but gross profit decreased from 152.47 million Baht in 2018 to 139.69 million Baht in 2019 since the business group is a commodity, the selling price is based on the world market price. But the Company sees that the liquefied petroleum gas (LPG) business continues to have more competition, especially in the transportation sector in the past several years, the demand for LPG has tended to decline as a result. It comes from the drop in the world oil price to an average price of 60-70 US dollars per barrel, where it previously at higher than 100 US dollars per barrel. As a result, some consumers turn to use more oil (information from the annual report of the Company), while oil prices are still highly volatile. The Board of Directors Meeting No. 3/2020 on March 9, 2020 has approved the distribution of 9 gas stations out of a total of 30 stations of Star Gas

Page 33 Opinions of the Independent Financial Advisor Report

Company Limited (which is a subsidiary of the Company) at a price of 73.95 million Baht. It is the operating assets in the business group of distributors and LPG service stations, which is a part of the Company's main revenue. The Board of Directors, therefore, has an opinion that the gas business tends to slow down and does not meet the market demand in the future, which the sale of some gas stations may affect the Company to obtain lower revenues and profits. Since 2018, the Company has been studying on the water supply industry in Phuket as the Company found that Phuket Province is in a state of lack of tap water due to the expansion of the household sector and the growth of the tourism sector (details in section 4) and to study the feasibility of investing in the water supply concession business of GS, where it has HYDRO as a subsidiary in which GS holds 99.99 percent of shares (details in section 3.2). It was awarded a concession and agreement to operate the water supply business consisting of 3 main contracts: 1.) waterworks concession from the Ministry of Natural Resources and Environment for a period of 20 years (from 2017 - 2037), 2.) contract for operating waterworks in the area Mai Khao Subdistrict Administrative Organization Phuket Province for 30 years (from 2015 - 2045), and 3.) contract for waterworks management and operation in the Sakhu Subdistrict Administrative Organization area Phuket Province for 30 years (from 2012 to 2042) (details in Attachment 4). GS has operated the water supply system management in both Mai Khao and Sakhu subdistrict in Phuket Province, the project has been developed since 2015, along with plans to expand the water supply service area to cover other areas that lack water supply. The Board of Directors' Meeting No. 14/2019 on December 12, 2019, has approved the Investment No. 1 accounting for 5.00 percent of the total issued and paid-up shares of GS, โดยby purchasing shares from Mr. Suvicha for the total amount of 75.00 million Baht. In addition, the Board of Directors Meeting No. 11/2020 on July 23, 2020, has approved the Investment No. 2 allowing the Company to additionally invest in GS for the proportion of 36.00 percent of the total issued and paid-up shares of GS, by purchasing shares from WOT (which bought GS shares from Mr. Suvicha) for an additional amount of 550.00 million Baht and has agreed to a installment payment for shares and receive all GS shares within January 31, 2021. Subsequently, the Board of Directors Meeting No. 14/2020 on September 3, 2020 passed a resolution of approving the Investment No. 3 in additional investment in GS, by purchasing a total of 2,551,976 shares from BKD, representing 40.00 percent of GS's total issued and paid-up shares. BKD is a third party who has no relationship and / or any connection with the management, directors, major shareholders, and is not the controlling person of the Company and its subsidiaries. The total investment value of 550.00 million Baht enables the Company to acquire a total of 81.00 percent of GS's shares of the issued and paid-up shares and the Company will gain total control over GS after entering into this transaction. The duration ad sequence of the Company's acquisition transaction of GS ordinary shares can be summarized as follows.

Page 34 Opinions of the Independent Financial Advisor Report

Date of the Board Amount GS Proportion Investment Company’s Investment Trading Value4 Resolution Shares GS Shares Seller No. Board Value (Baht per share) No. Received Received Resolution 1 No. 14/2019 12 Dec 19 75.00 million 318,997 5.00 percent 235.11 Baht per Mr. Baht shares share Suvicha 1 2 No. 11/2020 23 Jul 20 550.00 million 2,296,779 36.00 239.47 Baht per WOT2 Baht shares percent share 3 No. 14/2020 3 Sep 20 550.00 million 2,551,976 40.00 215.52 Baht per BKD3 Baht shares percent share Total 1,175 million 5,167,752 81.00 227.37 Baht per Baht shares percent share5 Note: 1/ Mr. Suvicha Panichpol 2/World Honor Trading Company Limited 3/ Bangkok Dec-Con Public Company Limited 4/ GS has a registered capital of 637,994,100 Baht, with a par value of 100 Baht per share and fully paid-up capital consisting of 6,379,941 ordinary shares 5/ Average trading price per share of the investment in GS is 81.00 percent

The acquisition transation of additional ordinary shares of GS in proportion of 40.00 percent of total issued and paid-up shares has the following objectives: 1.) For the Company to gain a total control over GS by the Company will hold 81.00 percent which exceed 50.00 percent of the total issued and paid-up shares of GS and send a representative of the Company becoming 2 directors out of the total of 3 directors. a director of 2 out of 3 directors. 2.) To reduce the risk of future conflicts between GS's major shareholders (Deadlock). 3.) To increase the return on investment for shareholders, this project generates long-term income for at least 20 years and increases recurring income for the Company. Investing in GS is considered a diversification of the Company's revenue recognition too the utility sector even more. At present, the Company has experienced in running water related business through a subsidiary company named Sam Water Supply Company Limited (“SAM”) by processing in the business of designing, constructing, installing and managing water resources and environment engineering. The Company holds 94.20 percent shares to distribute bile treated with ultrafiltration system in shrimp farms capable of receiving 64,000 cubic meters of water per day. The Board of Directors foresees the return that the Company could receive from the water utility business, which is the highest gross profit margin compared to other businesses of the Company. Board of Directors has the view that this investment in GS is an important opportunity to invest in water resources management business in companies with government concessions and their own water production systems to support the expansion of water use in Phuket. The Board of Directors has the view that such investments will generate stable long-term returns and provide an opportunity to expand the scope of investment in the infrastructure especially the water supply management system. Therefore, the Board of Directors has approved to propose to the shareholders' meeting to consider and approve the acquisition of assets with a vote of not less than three-fourths of the total number of votes of the shareholders who attend the

Page 35 Opinions of the Independent Financial Advisor Report

meeting and have the right to vote excluding the shareholders with interests and prepare a report on the disclosure information of such transactions by setting the date of the Extraordinary General Meeting of Shareholders No. 2/2020 on October 27, 2020. 1.5.2 The Company’s expected benefits • In line with the Company's strategic plan to expand its investment into infrastructure projects to increase revenue and operating results for increased profit and consistent returns. • Being a long-term source of recurring income and diversifying income risks to the Company's business group. • The Company has more assets which will make the company It has gained a positive effect on the confidence of relevant persons such as financial institutions, business partners and customers of the Company. Opinoins of the Independent Financial Advisor The Independent Financial Advisor has the opinion that the Investment No. 3 transaction of the Company is reasonable as to the Company has studied information and development of GS's water supply and production project since 2018. GS was awarded a 20-year concession and contract to operate the water supply business from the Ministry of Natural Resources and Environment and a contract to operate the waterworks in the area of the Mai Khao Subdistrict Administrative Organization and Sakhu Subdistrict Administrative Organization in Phuket Province for a period of 30 years. In addition, it is the only private company that has invested in a water supply pipeline system from Phang Nga Province to Phuket in the area under Sarasin Bridge (details in section 3). Therefore, investing in GS will help increase the proportion of recurring income from the sale of tap water in the long-term and diversify the income risk to the Company's group to compensate for the revenue and lower profits from the disposal of operating assets of the distributors and LPG service stations. In this regard, the Company has experienced in water resource and environmental engineering management through subsidiary SAM to distribute bile treated with ultrafiltration system in shrimp farms that can receive 64,000 cubic meters of water per day. However, the Investment No.3 will require an additional investment of 550.00 million Baht, which the Company will have to expedite financing from financial institutions to pay for BKD's shares (details in section 1.8). This transaction will allow the Company to acquire 81.00 percent of GS shares and gain total control over GS and reduce the risk of future GSD's deadlock; furthermore, GS plans to expand the water supply service area to cover other areas that lack water. Therefore, the Independent Financial Advisor has the opinion that this transaction is reasonable and beneficial to the Company more than the disadvantage.

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1.6 Summary of the contract relating to the transaction Counterparty Seller : Bangkok Deck-Con Public Company Limited Buyer : Seven Utilities and Power Public Company Limited Contract name Share purchase contract Contract date [Day][Month] 2020 Main summary of the 1. The buyer and seller agree to purchase 2,551,759 shares or 40.00 percent of the total contract ordinary shares sold, which agree to buy shares under the contract at a total net price of 550,000,000 Baht and the seller agrees to sell shares under the agreement from the day the trading is completed. 2. All parties agree to pay the purchase price of the shares under the contract whereby the buyer will pay a deposit of [15.00] million Baht and it will be regarded as part of the purchase price and the buyer will pay the remaining amount [535.00] million Baht on the day the trading is completed. 3. Payment, the buyer processes the payable cheque in the name of the seller. 4. Conditions of share purchase under the contract 4.1 Agree to complete the process within 90 days from the date of signing the contract. 4.2 All parties will notify immediately, if either party is aware of any event or fact that may or may result in a significant effect on the Company. Either party agrees to take any action that the another party will jointly agree upon the remedy and rectify such incident. 5. The date of trading completion must be in 90 days, starting from the date of entering into this agreement or within the time limit determined by both parties together at the date, time, and place as the parties have agreed to each other.

1.7 Details of assets to be acquired The Company will acquire the ordinary shares of GS from BKD with a total value of 550.00 million Baht accounting for 2,551,976 ordinary shares of GS with a par value of 100.00 Baht per share, representing 40.00 percent of the total issued and sold shares of GS. At present, GS has registered capital of 637,994,100 Baht (according to the company certificate as of July 29, 2020) and fully paid up capital consisting of 6,379,941 ordinary shares. GS registered as Gold Shores Company Limited on April 3, 2006 to develop waterworks infrastructure; including raw water management, development of a complete water supply and production system, producing clean water for industry, and having HYDRO as a subsidiary in which GS holds 99.99 percent of shares. GS has been developing projects in Changwang, Phang Nga and Phuket since 2015 and has received concessions and contracts to operate the water supply business comprising 3 main contracts: 1.) waterworks concession from the Ministry of Natural Resources and Environment, 2.) contract for operating waterworks in the area Mai Khao Subdistrict Administrative Organization Phuket Province, and 3.) contract for waterworks management and operation in the Sakhu Subdistrict Administrative Organization area Phuket Province. In addition, GS has plans to expand the water supply service area to cover other areas that lack water supply. Details of assets according to the GS financial statements as of December 31, 2019 are as follows.

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Net book value according to financial Detail statements as of 31 December 2019 (million Baht)1 Property, plant, and equipment Land and pond costs 126.60 Water production station 117.74 Office equipment 0.66 Office decoration 0.18 Vehicle 3.40 Computer equipment 0.67 Equipment and utensils 59.43 Water meter device 1.30 Property under construction 0.24 Total property, plant, and equipment 310.22 Intangible assets Service rights from a concession 526.63 agreement 2 Computer program 0.29 Use rights of the land 6.82 Total intangible assets 533.73 Notes : 1/ The above value is the net book value according to the financial statements as of December 31, 2019; however, details of the appraised value of the assets from the 2 independent appraisers in Attachments 2 and 3. 2/ GS recorded the entire pipeline from Phang Nga Province to Phuket Province as the right to service from the concession agreement. 1.8 Sources of funds and terms of payment This investment in GS, the Company will have sources of investments as follows. 1.8.1 Source of funds from the Company's working capital As of June 30, 2020, the Company has cash balance according to the Company's financial statements amount of 55.06 million Baht. 1.8.2 Sources of Fund from Convertible Debentures As the 2020 Annual General Meeting of Shareholders has passed a resolution approving the Company to increase the registered capital to support the issuing and offering of convertible bonds to the private placement (PP), to Advance Opportunities Fund (“AO Fund”) in the amount not exceeding 650.00 million Baht and the total number of convertible ordinary shares of 650,000,000 shares for the purpose of investing in public utilities of 550.00 million Baht and for working capital in the amount of 100.00 million Baht (details in Attachment 5). As of September 18, 2020, the Company has the details of the issuing and offering of convertible debentures as follows.

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Date of issuing Redemption date No. Amount (Baht) convertible debentures Convertible Debenture No. 1 July 14, 2020 July 13, 20231 40,000,000 Convertible Debenture No. 2 July 24, 2020 July 14, 20231 30,000,000 Convertible Debenture No. 3 August 10, 2020 July 14, 20231 60,000,000 Convertible Debenture No. 4 August 14, 2020 July 14, 20231 70,000,000 Convertible Debenture No. 5 September 2, 2020 July 14, 20231 30,000,000 Convertible Debenture No. 6 September 8, 2020 July 14, 20231 40,000,000 Convertible Debenture No. 7 September 10, 2020 July 14, 20231 10,000,000 Convertible Debenture No. 8 September 11, 2020 July 14, 20231 30,000,000 Convertible Debenture No. 9 September 18, 2020 July 14, 20231 40,000,000 Total amount of convertible debentures issued 350,000,000 Total amount remaining 300,000,000 Note: 1/ AO Fund has already exercised the right to convert into ordinary shares of the Company.

Details of the exercise of convertible rights and underlying shares from the issuing and offering of convertible debentures are detailed as follows. The number of Number of ordinary shares Exercise the right Value of debentures Convertible price supporting shares No. arising from the to convert on date exercised to convert (Baht per share) remaining1 exercise of warrants (share) convertible (share) 1 July 15, 2020 10.00 million Baht 0.3573 27,987,685 622,012,315 2 July 22, 2020 5.00 million Baht 0.3417 14,632,718 607,379,597 3 August 4, 2020 10.00 million Baht 0.3152 31,725,888 575,653,709 4 August 7, 2020 5.00 million Baht 0.3095 16,155,088 559,498,621 5 August 11, 2020 10.00 million Baht 0.3233 30,931,023 528,567,598 6 August 14, 2020 40.00 million Baht 0.3303 121,102,028 407,465,570 7 August 14, 2020 20.00 million Baht 0.3303 60,551,014 346,914,556 8 August 14, 2020 10.00 million Baht 0.3303 30,275,507 316,639,049 9 August 26, 2020 10.00 million Baht 0.2999 33,344,448 283,294,601 10 August 28, 2020 10.00 million Baht 0.2975 33,613,445 249,681,156 11 September 9, 2020 40.00 million Baht 0.2936 136,239,781 113,441,375 Total 170.00 million Baht 536,558,625 113,441,375 Note: 1/ Number of supporting shares remaining from the resolution of the 2020 Annual General Meeting of Shareholders to increase capital and issue common shares for conversion of 650.00 million shares.

AO Fund exercised its conversion rights up to September 9, 2020 total of 170.00 million Baht, representing the Company's ordinary shares using for conversion total of 536,558,625 shares and AO Fund There are 113,441,375 ordinary shares to support conversion. However, in accordance with the terms and conditions of the convertible debentures with AO Fund, the Company must provide supporting shares for convering the convertible debentures to be sufficient for the convertible debentures that the Company issued and offered for sale in the total amount not exceeding 650.00 million Baht. Therefore, the Company has to provide sufficient number of supporting shares for the conversion, if considering the convertible price at 0.2936 Baht per share (average price of 15 working days prior to September 9, 2020, which is the date of AO FUND convertible latest). The Company is required to issue sufficient capital increase shares to convertible debentures that have not been exercised in the amount of 180.00 million Baht and has not yet been issued

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and offered for sale in the amount of 300.00 million Baht or equivalent to the number of shares that the Company must provide at least not less than 1,521,446,009 shares. The Board of Directors Meeting No. 14/2020 held on September 3, 2020 resolved to propose to the Extraordinary General Meeting of Shareholders No. 2/2020 for consideration to increase the registered capital of 850,000,000 shares to support the conversion right of additional convertible bonds The details of the calculation are as follows.

Convertible shares that have not been exercised Amount Convertible debentures that have been issued and offered for sale but not exercised 180.00 million Baht Convertible debentures that have not been issued and offered for sale 300.00 million Baht Total 480.00 million Baht Number of ordinary shares required for conversion1 1,634,887,384 shares Number of ordinary shares reserved for the exercise of conversion rights remaining2 (113,441,375) shares Number of newly issued ordinary shares to accommodate the exercise of conversion rights 1,521,446,009 shares Number of newly issued ordinary shares to accommodate additional conversion rights3 (850,000,000) shares Number of newly issued ordinary shares to accommodate the conversion rights that may have 671,446,009 shares to be reissued Note: 1/ Calculated from the conversion price of 0.2936 Baht per share (average price of the past 15 business days prior to September 11, 2020, the latest exercise date of AO Fund. 2/ From the resolution of the 2020 Annual General Meeting of Shareholders approving the capital increase of 650,000,000 ordinary shares for conversion. 3/ The Company's Board of Directors Meeting No. 14/2020 on September 3, 2020 has passed a resolution to propose to the Extraordinary General Meeting of Shareholders No. 2/2020 to consider increasing the registered capital of 850,000,000 shares to support the conversion right of the convertible debentures

However, the Company may have to seek approval from the shareholders' meeting again to increase the registered capital and the number of shares reserved for the conversion rights of the convertible debentures due to the insufficient number of reserved shares for the exercise of convertible rights. 1.8.3 Sources of funds from loans ffrom financial institutions The Company is in the process of negotiating for a credit line from a financial institution for this acquisition of GS business. As of August 31, 2020, the Company has the remaining credit line from a financial

institution that can be utilized in the amount of approximately 40.00 million Baht. 1.8.4 Summary of sources of funds for payment of GS shares As of the date that the Independent Financial Advisor has prepared this report, the Company still has outstanding debt for GS shares of the Investment No. 2 and the Investment No. 3 totaling 815.00 million Baht with details shown in the following table. Investment Proportion of Invest Outstanding Board value shares in the Amount paid ment Payment status amount resolution No. (million GS to be (million Baht) No. (million Baht) Baht) acquired 1 No. 14/2019 75.00 5.00 percent The full amount is paid on 75.00 - none - Investment December 18, 2019 No. 1 to Mr. Suvicha

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Investment Proportion of Invest Outstanding Board value shares in the Amount paid ment Payment status amount resolution No. (million GS to be (million Baht) No. (million Baht) Baht) acquired 2 No. 11/2020 550.00 36.00 percent Partially paid to 270.001 280.00 Investment WOT and condition for No. 2 payment in installments within January 2021 3 No. 14/2020 550.00 40.00 percent Pay all after receiving 15.002 535.00 Investment approval from the No. 3 shareholders' meeting to BKD within January 2021 Total 1,175.00 81.00 percent 360.00 815.00 Note: 1/ The Company has installment payment according to the GS share purchase and transfer agreement with WOT 2/ The Company made a deposit to BKD to pay the purchase price of 40.00 percent of GS shares, amounting to 15.00 million Baht

The Company has the following sources of funds to pay for GS shares.

Item Amount Amount of outstanding debt for all outstanding shares 815.00 million Baht Funding source from the Company's working capital (section 1.8.1) (55.06) million Baht Funding sources from convertible bonds that have not been issued and offered for sale (300.00) million Baht (section 1.8.2) Source of funds from the remaining credit line of financial institutions as of August 31, (40.00) million Baht 2020 (section 1.8.3) 419.94 million Amount to be raised to pay for GS shares Baht

If the Company has received the approval by the shareholders' meeting for the Investment No. 3, the Company is required to request additional credit lines from financial institutions in the amount of not less than 419.94 million Baht, which the Company is in the process of negotiating for loans from both domestic and international financial institutions. However, the Board of Directors may consider other financing options such as a right offering or a specific capital increase (private placement) or the issuance and offering of additional convertible debentures to pay for GS shares to BKD in full by January 2021.

Opinions of the Independent Financial Advisor In the Investment No. 3, the Company still lacks funding to pay for GS shares for approximately 419.94 million Baht, where the Company is in the process of negotiating for loans from financial institutions from both domestic and foreign financial institutions. The Independent Financial Advisor has considered various factors of the feasibility and appropriateness of applying for credit from financial institutions, with the following topics for consideration.

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1.) Debt to equity ratio of the Company is still low Considering the financial statements as of June 30, 2020, the Company has a Debt to Equity Ratio (D/E Ratio) equal to 0.75 times compared with the D/E Ratio of the same industry group such as the Resource Industry group with the average D/E Ratio at 1.41 times (source: SETSMART). It shows that the Company still has a low debt to equity ratio and has an opportunity to acquire loans from financial institutions to invest in projects with potential and debt repayment capability. In addition, the company tends to have more equity from exercising the conversion right of the convertible debentures (detailed in section 1.8.2). As of September 18, 2020, the Company has received a notice of conversion into ordinary shares in the amount of 170.00 million Baht, resulting in an increase in the Company's equity and a decrease in the debt to equity ratio as shown in the following table. Value before capital Value after capital Capital increased from adjustment increased from adjustment increased from Capital structure Exercise of conversion exercise of conversion exercise of conversion rights rights rights Debt 1,111.86 million Baht - 1,111.86 million Baht Equity 1,489.66 million Baht + 170.00 million Baht 1,659.66 million Baht D/E Ratio 0.75 times 0.67 times

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In addition, Independent Financial Advisor has considered virtual financial statement after the investment and considered GS as subsidiary which 7UP has to consolidates GS’s financial statement the D/E ratio will be 0.90 times, which is still lower than the industry average of 1.41 times, with details of calculation as follows. Investment Consolidated Investment in ITEM 7UP FS GS FS2 portion in GS FS3 GS+Goodwill (UNIT : M THB) (1) (2) adjustment (5) = (1) + (2) + (4) (3) (3) + (4) Total Assets 2,939.26 970.76 1,100.00 (512.86) 4,497.16 Total Liability (1,111.86) (337.60) (459.94) - (1,909.40) Total Equity (1,489.66) (633.16) (640.06)4 633.16 (2,129.72) NCI (337.74) (120.30) (458.04) D/E Ratio 0.75 times 0.53 เ times - - 0.90 times หมายเหตุ : 1/ Information from 7UP Financial Statement as at 30 June 2020 2/ Information from GS Financial Statement as at 30 June 2020 3/ Consolidated financial statement prepared by 7UP’s mangement 4/ Assuming the convertible bond is fully converted

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Value before loan Value after loan Capital structure Additional loans adjustment1 adjustment Debt 1,909.40 MB + 231.80 MB 2 2,141.20 MB Equity 2,129.72 MB - 2,129.72 MB D/E Ratio 0.90 Times 1.01 Times Noted : 1/ Consolidated financial statement prepared by 7UP’s mangement 2/ Invesment information in phase 3 and 4 from GS Therefore, the Independent Financial Advisor has the opinion that the Company has a high possibility that additional borrowing will be obtained from financial institutions as the ratio of debt to equity of the Company is still below the industry average and tends to be stronger in capital structure from convertible bonds (detailed in section 1.8.2). In addition, the Company still has assets with book value that is 3.14 times higher than that of financial institutions and the operating results of the Company’s group has improved since 2019. Furthermore, GS's main counterpart is a reliable government agency; therefore, it is likely that the financial institution will approve the credit limit for this transaction. In addition, all GS assets have the appraised value of 2 independent appraisers, equal to 1,019.88 - 1,053.99 million Baht (detailed in Attachments 2 and 3), which can be used to secure additional loan lines. Therefore, the Independent Financial Advisor has the opinion that the Company has the ability to source financing from financial institution to pay for the shares from BKD of Investment No.3. However, if the Company is unable to borrow enough money from financial institutions to pay for GS shares due to the economic conditions and the strict lending of financial institutions during this period, the Company also has the opportunity to consider other funding options such as Right Offering or Private Placement or issuing and offering additional convertible bonds. There is still time to consider the suitability of other sources of funds until January 2021 in accordance with the share purchase agreement between the Company and BKD.

1.9 Summary of conditions of the transaction 1.9.1 BKD will transfer its shares to the Company and a change in the number and authority of directors after the Company has completely paid within January 2021. The list of directors before and after the transaction is as follows.

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1.9.2 The deposit of 15.00 million Baht and the remaining amount of 535.00 million Baht will be paid within January 2021, where BKD agrees not to negotiate the sale of GS shares held by BKD, either in whole or in part including providing information for reviewing GS projects to anyone after the agreement. 1.9.3 The Company will pay the remaining shares of 535.00 million Baht by stipulating the terms of payment for GS shares through the Escrow system, which is a system to guarantee the transfer of ownership in the assets of various compensation agreements, by providing a reliable mediator or Escrow Agent acting to view and pay the debt under the contract accurately and completely according to the intent of the parties. The mediator will be the operator according to the agreement of the parties and hold the money of the parties to pay to the other party at the time other party complies as agreed. 1.9.4 BKD grees to return the deposit back to the Company within 30 working days from the date BKD has been notified by the Company in writing when BKD is unable to transfer the ownership of GS shares to the Company.

Opinions of the Independent Financial Advisor After the Investment No.3 , the Company will be able to send a representative to become a director of GS after holding 81.00 percent of GS shares of the total issued and paid-up shares of GS totaling 2 out of 3 persons. It requires two thirds of the authorized directors to act on behalf of GS, which means that the Company will have total control after this Investment No. 3 where all representatives of BKD directors will resign. In addition, the Independent Financial Advisor has the opinion that the payment terms are reasonable because the Company has deposited only 15.00 million Baht or 2.72 percent of the total GS payment and has exclusive rights to purchase GS shares from BKD within the period specified in the agreement. The Company has a procurement period of funds to pay for the remaining shares of 535.00 million Baht within January 2021 and the Company has the right to claim a deposit of 15.00 million Baht back if BKD is unable to deliver GS shares to the Company. Therefore, the Independent Financial Advisor has the opinion that the conditions of entering this transaction is fair and appropriate.

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2. Summary of Seven Utilities and Power Public Company Limited Details are in Attachment 1, Information of Seven Utilities and Power Public Company Limited is attached to this Independent Financial Advisor Report.

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3. Information of Gold Shores Company Limited 3.1 General Information of GS GS was established for producing water for whole water supply, management of raw water, developing clean water production system for industry and distributing water to customers. Furthermore, GS sees the expansion of Phuket Province which is in line with the increasing demand for tap water, thus giving GS an opportunity to invest in tap water production and distribution business with a plan to apply for a concession with the Ministry of Resources and environment to operate water supply business. Therefore, in 2014 GS purchased land to develop a water storage and a tap water production plant. The land located in Thai Muang District, Phang Nga Province. Na Toey Mine area is 340 sq.m. with the potential to develop as a water reservoir. Since there are natural canals flowing through and can be diverted to be raw water for tap water production. Later in 2015, GS invested in HYDRO by holding a percentage of 99.99 , which has received the concession and operation agreement in Lo Yung Sub-District, Phang Nga Province and Sakhu District, Phuket Province, thus GS can start the production and distribution of tap water under the management of the subdistrict that Get the concession (Details in Attachment 4). In September 2015, HYDRO was received an agreement to operate an additional water supply business in Mai Khao Sub-district. Phuket Province. Therefore, it can operate the business of producing and distributing tap water in the area. Mai Khao Sub-district is an important sub-district of Phuket as it was location of Phuket Airport and many famous hotels. However, the nature of the waterworks operation in each area will be under the responsibility of the local government organization.If the local government organization is unable to provide adequate services to the population. The Provincial Waterworks Authority will take action instead. But if the Provincial Waterworks Authority is unable to supply or produce sufficient tap water for serving the people. Therefore, the government will open for the private sector to operate, which has to apply for a water supply business concession from the Ministry of Natural Resources and Environment. The tap water can be sold under the name of the SAO in each area. Subsidiary has a comprehensive plan to develop the production and distribution of tap water, therefore, applying for a water supply concession and receiving a water supply concession from the Ministry of Natural Resources and Environment in 2017 It received permission from the government for operating tap water service, which can be distributed in the area of Sakhu and Mai Khao. From the laws relating to the operation of the waterworks business Private companies requesting a concession to operate waterworks from the government in the area specified by the state. The State will allow only private individuals in the respective territories to reduce competition for water between private and private individuals. The concessionaire does not take advantage of the public and seek undue profit. In this regard, the concessions that HYDRO has received from the Ministry of Natural Resources and Environment have a total of 20 years (from 2017 - 2037). 6 months and contracts for operating the waterworks business (Details in Attachment 4) consist of 3 main contracts as detailed below.

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3.1.1 The main contract consists of 1.) Waterworks concession from the Ministry of Natural Resources and Environment for a period of 20 years (from 2017 - 2037) 2.) Contract for operating waterworks in the area Mai Khao Subdistrict Administrative Organization Phuket Province for 30 years (from 2015 - 2045), 3.) Contract for waterworks management and operation in the Sakhu Subdistrict Administrative Organization area Phuket Province for 30 years (from 2012 to 2042) 3.1.2 PWA water purchase agreement 1.) Water purchase agreement, the purchase of tap water from private sectors in the PWA area, Phuket branch, at the Bang Jo water production station for a period of 5 years (from 2020 - 2024) or the procurement limit for tap water will be used up, whichever comes first. 3.1.3 Water purchase agreement during dry season (the contract has currently expired) 1.) Tap water purchase agreement to resolve the problem of water shortage during the dry season, Phuket Branch, area of Bang Jo Generating Station (DMA20) Contract No. Kor Por Kor 4/55/2019 for a period of 3 months. 2.) Water Supply Agreement, water supply from private areas to solve drought water shortage year 2020 PWA Phuket Contract No. Kor Por Kor 4/13/2020 for a period of 3 months 3.) Water Supply Agreement, supply of water supply from private areas to solve drought water shortage year 2020 PWA, Phuket Contract No. Kor Por Kor 4/37/2020 for a period of 3 months. Opinion of the Independent Financial Advisor Tap water is an important infrastructure that the state has to provide to the public in a comprehensive and fair manner. But the administrative budget may not be sufficient to procure the basic public utilities to provide services to. The public thoroughly The State may therefore allow the private sector to invest and act on behalf of the State under the supervision of the state known as "concessions". The government’s giving of concessions to the private sector constitutes monopoly power for a period of time to provide public utilities services. Duty to supervise the service of the concessionaire. Giving of a water supply concession operation is under the authority of the natural resources and the environment. Services in areas where the state is still unable to provide services to the citizens. Provided that the concessionaire is required to provide water supply services 24 hours a day, and that tap water services must be provided throughout the concession area. Including the collection of various service fees must be at the same rate without discrimination (details in Attachment 7) with details of the procedures related to the waterworks operation concession as follows.

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In this regard, the application for a water supply business concession is an operation that allows individuals or juristic persons to set the scope of the distribution of tap water to provide services to the public in an extent that does not overlap with the water supply business concession of the concessionaire or overlap with the water supply service area of a government agency or state enterprise. In which documents must be prepared for requesting concessions. Including a plan showing the area of a reservoir or a reservoir to confirm the sufficiency of raw water sources. However, producing tap water without its own raw water source. The person applying for the concession must also show evidence of permission to use the water from the owner of the water source. However, if the concessionaire uses raw water sources from public water sources and is under the responsibility of the government agency having the power and duty on the maintenance and management of public water sources, they must obtain permission from the government agencies as follows. The first mentioned in the Civil and Commercial Code, Section 1304 and Section 1355 stipulates that the river, canal, is the public domain. A person has the right to use water from a river, canal, and from the Water Resources Act of 2018, Chapter 2, Section 7, states that public water resources are public. Everyone has the right to use or store water as is necessary for the benefit of his activities or land. Without causing trouble or damage to others and Section 8 states that the owner or occupier of land with natural water flow, whether on the ground or underground. Shall have the right to use or store water such as for their own benefit. The Independent Financial Advisor has studied GS development regarding the acquisition of water supply concessions from the Ministry of Natural Resources and Environment. The sequence of events is from GS to purchase 340 rai of land in Phang Nga Province. This is to be used to develop own water storage ponds and tap water production plants in 2014 and confirm the sufficiency of raw water sources in order to apply for a concession to operate a water supply business with cost sources of raw water from public canals. The owner or occupier of land with natural water flow has the right to use or retention water, ie for their benefit (Under the

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Water Resources Act of 2018, Chapter 2, Section 8) in 2015, GS acquired HYDRO, which has a contract manages and operates waterworks in Lo Yung Sub-district, Phang Nga Province and Sakhu District, Phuket Province And received a contract to operate. The Company was awarded a contract to operate an additional water supply business in Mai Khao Sub-district in September 2015 with a 30-year contract term, which is an important factor for the HYDRO was able to apply for a waterworks operation concession from the Ministry of Natural Resources and Environment in October 2017 under the management and operation agreement of waterworks in the Sakhu and Mai Khao sub-district areas In this regard, if HYDRO does not apply for a water supply business concession, HYDRO will operate tap water production and distribution business under the name of the SAO in each area only. Land for development as a water reservoir Source of raw water cost. The agreement for the management and operation of the waterworks in the area together with the waterworks concession from the Ministry of Natural Resources and Environment of GS has a reasonable sequence of steps.

3.2 Shareholding structure of GS GS’s holding projects as of June 30, 2020 are as follows.

Company name Registered capital (million Baht) shareholding (%) HYDRO 26.00 million Baht 99.99 Note: HYDRO has in business Production system development and a complete supply of water supply

GS Registered capital 637,994,100 Baht

99.99%

Hydro Registered capital 26,000,000 Baht

3.3 Details of GS waterworks production project GS's waterworks production project is located in Na Toei District, Phang Nga Province, with HYDRO, a subsidiary of GS, received a 20-year concession and contract to operate the waterworks business from the Ministry of Natural Resources and Environment and the agreement to operate the water supply business in the Mai Khao and Sakhu Subdistricts Administrative Organization has a term of 30 years, which including maintenance, repair, maintenance of the plumbing system with the details of the water pipe path as follows. Part 1 Steel pipes for water supply, approximately 40 kilometers in length, 900 mm in diameter, from the water storage area of Na Toey Subdistrict, Thai Mueang District, Phang Nga Province to Sakhu Subdistrict, Thalang District, Phuket Province, which is currently completed construction (red line in the picture). Part 2 Steel pipe for water supply, approximately 16.5 kilometers long, 800 mm in diameter, connected from the pipe Part 1 from the area of Sakhu Subdistrict, Thalang District, Phuket

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Province to connect with the water pipes of the Provincial Waterworks Authority (“PWA”), which is currently under construction (blue line in the picture). Part 3 HDPE pipe for water supply, the diameter is 400 mm connecting from the pipe Part 1 in the area of Tambon Sakhu and Tambon Mai Khao, Amphur Thalang, Phuket, from west to east to connect with PWA's water pipes.

With details as following pictures.

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GS water supply system diagram

เส้นทางการส่งนํ|า

Source: Information from the Company

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Pictures of GS water supply piping system installation

Source: Information from the Company

Picture of GS water pipes connection at Sarasin Bridge

Source: Information from the Company

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Picture of GS water pipe connection in the community area

Source: Information from the Company

In addition, GS is working on the construction of a water production plant and equipment for distributing water. The construction can be divided into 4 phases. Each phase will be able to produce tap water of approximately 24,000 cubic meters per day, totaling 4 phases will be able to produce tap water of 96,000 cubic meters per day, with the development plan for each phase as follows.

Water production Phase Construction period plan Status as of September 29, 2020 capacity 24,000 cubic Completed 1 April 2018 - August 2018 meters 24,000 cubic Will be completed in October 2020 2 March 2020 - October 2020 meters 24,000 cubic The construction has not been started 3 March 2021 - September 2021 meters 24,000 cubic The construction has not been started 4 March 2022 - September 2022 meters 96,000 cubic Total meters

In addition, GS has also constructed a total of 8 storage tanks of 6,000 cubic meters in total after the 4 phases are completed. It is located in the water production area, Na Toei Subdistrict, Thai Mueang District, Phang Nga Province and the Water Park Station, Mai Khao Subdistrict, Thalang District, Phuket Province. The plans for the construction of water tanks in each phase are as follows.

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Number of water Phase Construction period plan Status as of September 29, 2020 tanks 1 2 tanks April 2018 - August 2018 Completed 2 2 tanks March 2020 - October 2020 Will be completed in October 2020 3 2 tanks March 2021 - September 2021 The construction has not been started 4 2 tanks March 2022 - September 2022 The construction has not been started Total 8 tanks Note: Water tank capacity of 6,000 cubic meters.

GS water tank picture

Source: Information from the Company

For tap water produced, GS will pass the water pipeline to the water distribution station at Mai Khao and Sakhu subdistricts, Phuket Province to sell to customers. The important details of the project are as follows.

3.3.1 Location of the project The location of the GS Waterworks Project is located at Moo 1, Na Toei Road - Lang Wat, from Petchkasem Road (Tor Lor. 4), Thai Mueang District, Phang Nga Province with a total area of 340-0-51 Rai or 136,051 square Wah. It comprises a tap water production system and a raw water source owned by GS in the land.

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Picture of GS project location

Source: Kasetsart University study report on Development Planning for Water Management Project in Phang Nga Province

After GS finished producing tap water from the project in Phang Nga Province, it will later supply water through a water pipe to the water holding station and supply water in Mai Khao and Sakhu subdistricts in Phuket.

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3.3.2 Source of raw water Raw water is the main raw material for producing tap water. GS has currently its own proprietary raw water storage area, which is sufficient to produce tap water according to GS potential. The water source flows from the Bang Thong canal, which originated from the canal flowing from a pensive ridge located to the northeast of the GS raw water storage land, where Klong Pru flows down from the northeast and renames it to Mai Kaen Canal near Ban Thung Don. It then flows continuously down to the south and converges with three tributaries: Bang La canal, Natadam canal, and Saphan Lo canal flowing inward and converges over distances to form the Bang Thong canal and flowing through the GS waterworks project area, then flowing out into the Andaman Sea. Picture of the source of raw water entering the GS water reservoir

Source: Kasetsart University study report on Development Planning for Water Management Project in Phang Nga Province

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The land, which GS water resevior, is in Thai Mueang District, Phang Nga Province. It used to be a mine with a water capacity of approximately 8.01 million cubic meters. The mining trench receives water from the Bang Thong canal that flows through the reservoir where GS can divert water from the Bang Thong canal directly into the GS raw water reservoir. According to the Kasetsart University study on the Development Planning for Water Management Project in Phang Nga Province in September 2015, the amount of water flowing through the Bang Thong canal, which is the main source of GS raw water, has the average water content per year about 276 million cubic meters, which has the potential and sufficient to meet the water demand throughout the year. GS plans to build a water production plant with a maximum water production capacity of 96,000 cubic meters per day, or 35.04 cubic meters per year (96,000 cubic meters per day x 365 days). Therefore, the GS source of raw water is sufficient to produce tap water according to the GS capacity. Picture of GS reservoir area

Source: Information from the Company

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3.3.3 Process of tap water production Picture of GS water production process

Source: Information from GS

GS's tap water production process can be divided into 5 processes, from receiving raw water to delivering to customers as follows. 1) Primary treatment and pretreatment of raw water Primary treatment by pumping raw water from the project pond to the water production plant, through the process of adding chlorine to kill germs primary, then add soda ash solution to adjust pH, then add Poly Aluminum Chloride (PAC) and Polymer (Polymer) to form sludge and aggregate for precipitation. 2) Precipitation Raw water when passed up to initial treatment will pass through to settle by coagulation occurs when there are aggregation of sediments and the floatation in raw water and has heavy weight that can precipitate downward by the weight of the sediment itself, to reduce the amount of sludge and the floating in raw water above making the treated water more clearer. 3) Water filtration The water filter will function as a filter or to separate the suspended load from the sedimentation tank, which has passed steps 1) and 2) that will be filtered by a sand filter tank. 4) Sterilization Processed water from 1), 2) and 3) will enter the process of disinfection that may be contaminated or can remain in the water. It will add chlorine, which is a chemical that can kill germs and also helps to reduce the smell, then the treated water processed through 1) to 4) is placed in a clear water tank.

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5) Distribution The water from the clear water tank, which is the tap water available to supply to the user will be sent to the main water pipe of the project to supply water to users of tap water to various points.

3.4 Information showing the financial position of GS 3.4.1 Statement of financial postion 2017 - 2019 (audited consolidated financial statements) Dec 31, 2017 Dec 31, 2018 Dec 31, 2019 (Unit: million Baht) (audited statemetns) (audited statemetns) (audited statemetns) Assets Current assets Cash and cash equivalents 1.99 104.11 10.87 Trade and other receivables 9.38 6.69 22.94 Product deposit 19.72 15.38 3.43 Advance payment for the purchase of property 15.19 9.27 2.00 Loans to related parties - 16.00 16.00 Inventory 0.95 0.57 0.48 Other current assets 3.67 39.34 45.79 Total current assets 50.90 191.36 101.50 Non-current assets Bank deposits with guarantee obligations - 0.02 0.02 Property, plant, and equipment 163.47 255.02 310.22 Other intangible assets 60.74 514.49 533.73 Deferred tax assets 8.00 20.20 21.53 Other non-current assets 0.38 3.95 3.77 Total non-current assets 232.59 793.68 869.26 Total assets 283.49 985.03 970.76 Liabilities and equity Current liabilities Trade payables and other payables 43.53 61.01 27.14 Short-term loans – other person 136.23 - 150.00 1 Long-term debt due within one year 13.90 55.80 55.47 Corporate income tax payable - - 0.89 Other current liabilities 0.30 1.45 0.45 Total current liabilities 193.96 118.26 233.96 Non-current liabilities Long-term loans from financial institutions 26.80 144.07 89.95 Liabilities under finance lease agreements 1.86 1.92 0.57 Performance insurance payable 0.74 7.93 10.31 Deferred tax liabilities - 0.44 0.66 Non-current provisions for employees 0.20 0.39 0.51 Other non-current liabilities 1.11 1.22 1.63 Total non-current liabilities 30.71 155.97 103.64 Total liabilities 224.67 274.23 337.60 Equity Share capital - Capital 60.00 637.99 637.99 - Issued and paid capital 60.00 637.99 637.99

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Dec 31, 2017 Dec 31, 2018 Dec 31, 2019 (Unit: million Baht) (audited statemetns) (audited statemetns) (audited statemetns) Premium on ordinary shares 40.00 190.81 190.81 Retained earnings (loss) - Not allocated (41.18) (118.00) (195.64) Total equity 58.82 710.80 633.16 Total liabilities and equity 283.49 985.03 970.76 Noted : 1/ Short term loan from other amount of 150 M THB is to invest in the project 3.4.2 Income Statement 2017 - 2019 (Audited Consolidated Financial Statements) Dec 31, 2019 Dec 31, 2017 Dec 31, 2018 (Unit: million Baht) (audited (audited statemetns) (audited statemetns) statemetns) Revenue from sale of tap water 14.60 14.79 46.30 Revenue from product sales - 2.24 5.67 Revenue from product services - 0.00 0.00 Total revenue 14.60 17.03 51.96 Cost of tap water sales 5.61 6.47 20.76 Cost of goods sold - 1.74 6.851 Service cost - - 25.702 Total cost 5.61 8.21 53.31 Gross profit (loss) 12.29 8.82 (1.35) Other income 3.30 2.38 3.00 Profit before expenses 15.59 11.20 1.65 Administrative expenses 45.12 44.49 56.64 Other expenses 1.64 2.47 13.62 Total expenses 46.76 46.96 70.26 Profit (loss) before finance costs and income tax expenses (34.47) (35.76) (68.61) Financial cost 11.19 7.07 9.11 Profit (loss) before income tax expenses (45.66) (42.82) (77.72) Income tax expenses (refund) (7.42) (4.24) (0.05) Net profit (loss) (38.24) (38.58) (77.67) Noted : 1/ Cost of good sold from selling sand from develop the water storage 2/ service cost is water piping installment to sell tap water 3.5 Information about GS Shareholders can hear more information from GS's media information at the QR Code below.

Source: Information from GS prepared at the beginning of 2019

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4. The situation of water supply in Phuket The Independent Financial Advisor has studied the water situation in Phuket by referring to the Phuket Basin Development Master Plan Report prepared by the Royal Irrigation Department Project Management Office December 2018 and the information on the website of the Provincial Waterworks Authority Phuket, which is divided into topics as follows. 4.1 Soil resources and land use Phuket province has a total area of approximately 343,075 Rai and is located in the Southern Basin, the West Coast, and the sub-watersheds of Phuket Island. The details of land use and soil resources are classified as water surface 16,134 Rai or approximately 4.70 percent, details are shown in the table below. Phuket land usage Order Type Area (Rai) Percent 1 Forest area 83,591 24.36 2 Field crops 2,654 0.77 3 Paddy area 1,900 0.55 4 Woody plant 102,403 29.84 5 Community areas and buildings 99,344 28.95 6 Fruit trees 8,595 2.50 7 Miscellaneous area 21,206 6.18 8 Water area 16,134 4.70 9 Pastures and livestock houses 595 0.17 10 Aquaculture facility 5,149 1.50 11 Horticulture 365 0.10 12 Lowland area 825 0.24 13 Aquatic plants 314 0.09 Source: Royal Irrigation Department - Agri Map Online Information System for Aggressive Management, Land Development Department Ministry of Agriculture and Cooperatives

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Soil usage map in Phuket province

Source: Royal Irrigation Department - Agri Map Online 2018

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4.2 Ecomonic and social conditions 4.2.1 Population I n 2017, Phuket has a total of 178,557 households, of which 5,089 are agricultural households, with a total population of 402,007 people. Future population trends of Phuket province, when calculating the population growth rate to estimate the population in the next 20 years using 2017 as the base year, has an average growth rate of 4.2 percent, resulting in the next 20 years (2037) the population will increase to 694,815 people. Details are shown in the table. Population and forecast in the future of Phuket province Year Population (people) 2017 402,007 2022 460,947 2027 528,514 2032 605,986 2537 (20 years in the future) 694,815 Source: Royal Irrigation Department - from population forecasting using the exponential model using the 10-year historical population data (2008-2017) of the Department of Provincial Administration. Ministry of Interior, 2018

4.2.2 Provincial gross domestic product (GDP) and income In 2017, Phuket's gross domestic product (GDP) was valued at 191,695 million Baht, ranked 18th in the country and 3rd in the South, with an average income of 39,594 Baht per household per month. 4.2.3 Current wter resources and development situation 4.2.3.1 Rivers and natural water bodies Phuket province is located in the southern western watershed (according to the classification of the main watershed of Thailand by the National Hydrology Committee) with important natural water sources including the Phuket sub-islands. There are no major rivers, but there are 9 small streams, creek and canals, which are: - Baan Yeed canal - Phama Long canal - Tha Maphraow canal - BangRong canal - Kala canal - Thar Roey canal - Kamala canal - Bangyai canal - Tond canal

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4.2.3.2 Current water resources development project Phuket province has not yet developed a large irrigation project. There are 65 different types of medium and small irrigation projects in operation, capable of holding 14.51 million cubic meters of water and 9,437 Rai of irrigation area.

Table showing the current irrigation projects in Phuket province Type Large size Medium size Small size Total 1. Reservoir - Amount (places) 2 8 10 - Capacity (million cubic 14.51 14.51 meters) 905 905 - Irrigation area (Rai) 2. Kaem Ling - Amount (places) - Capacity (million cubic meters) - Irrigation area (Rai) 3. Weir

- Amount (places) 15 15 - Capacity (million cubic 0 meters) 2,090 2,090 - Irrigation area (Rai) 4.Floodgate - Amount (places) - - Irrigation area (Rai) 5. Pumping station - Amount (places) - - Irrigation area (Rai) 6. Water transmission

system 1 1 - Amount (places) 500 500 - Irrigation area (Rai) 7. Drainage system - Amount (places) - Irrigation area (Rai) 8. Others

- Amount (places) 39 39 - Capacity (million cubic

meters) 5,942 5,942 - Irrigation area (Rai) Total

- Amount (places) 63 65 - Capacity (million cubic 2 0 14.51 meters) 14.51 - 9,437 9,437 - Irrigation area (Rai) - Source: Project Management Office, Royal Irrigation Department

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Cuurent irrigation projects in Phuket province

Source: Project Management Office, Royal Irrigation Department

Medium sized irrigation project in Phuket Capacity (million Year of construction No. Project Subdistrict District cubic meters Start Complete Bang Niew Dam 1 Sri Sunthon Thalang 7.20 2548 2551 Reservoir 2 Bang Wad Reservoir Kathu Kathu 7.31 2520 2526 Total 14.51 Source: Project Management Office, Royal Irrigation Department

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4.2.4 Water demand The purpose of the study and assessment of water demand is to determine the amount of water required for the activities that occur. This information provides an overview of the total water demand and when compared with current water supply, cost, and development. n the study of water demand in Phuket, water demand was assessed from four main types: demand for water consumption, water demand to sustain downstream ecosystems, agricultural water demand, and industrial water demand, which can be summarized according to the table with details as follows. Water demand in various fields and forecast of the future in Phuket Water demand (million cubic meters per year) No. Type Present (2017) 5 years (2022) 10 years (2027) 20 years (2037) 1 Consumption 22.01 25.24 28.94 38.04 2 Sustain ecosystem 57.56 57.56 57.56 57.56 3 Agriculture - Inside irrigation 10.89 15.28 15.28 19.66 - Outside irrigation 41.69 41.69 41.69 41.69 - Total 52.58 56.97 56.97 61.35 4 Industry 3.79 3.98 4.17 4.55 Total 135.94 143.74 147.63 161.50 Source: Project Management Office, Royal Irrigation Department

1.) Demand for water consumption Demand for water consumption is estimated by population versus population rate. By assessing future needs of 5, 10, and 20 years by analyzing population trends. The details are as follows, current demand for water consumption is 22.01 million cubic meters per year and will increase to 25.24 cubic meters, 28.94 cubic meters and 38.04 cubic meters per year over a five-year period. , 10 years and 20 years respectively. 2.) Demand to sustain downstream ecosystems The demand for water to sustain the ecosystem downstream Evaluated by comparing water needs to maintain downstream ecosystems of the main watersheds from the 25 river basin data warehouse system development project report and flood model, drought, Water Resources and Agriculture Informatics Institute (Sor Nok), 2012. By comparing the areas of Phuket with the watershed areas that cover Phuket province from the results of the assessment of the demand for water to maintain the downstream ecosystem Phuket is 57.56 cubic meters per year. 3.) Deamnd for agriculture Demand for water for agriculture is estimated from agricultural area, rainy season and dry season in both irrigated areas, and outside irrigated areas with water utilization for cultivation per Rai, with the water demand for irrigated agriculture is assessed based on current irrigated areas and future plans from irrigated land development, where the rainy season is fully cultivated In the dry season, arable land is 20 percent of the irrigated area. Water demand for agriculture outside irrigation is currently assessed from non-irrigated farmland and predicts that overall arable land has not changed significantly. As a result of the assessment of the demand

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for agricultural water, the demand for agricultural water is 52.58 million cubic meters per year. The demand for water for agriculture will increase to 56.97 cubic meters, 56.97 cubic meters, and 61.35 cubic meters per year over a period of 5 years, 10 years and 20 years, respectively. 4.) Demand for industrial purposes The Department of Industrial Works and Industrial Estate has assessed the demand for industrial water on a provincial basis by assessing the number of industrial plants registered with the Department of Industrial Works and the water consumption rates of various sizes of industrial factories classified by regulations capacity (horse power) including the water consumption rate of industrial estates by area. By assessing future needs of 5, 10, and 20 years analyzing from the trends of industrial growth and industrial development plans. The demand for industrial water is 3.79 cubic meters per year and will increase to 3.98 cubic meters, 4.17 cubic meters, and 4.55 cubic meters per year over the period of 5 years, 10 years and 20 years, respectively. 4.2.5 Provincial irrigation development plan The 20-year irrigation development plan (2018 - 2037) at the provincial level has led projects with results of studies, surveys, designs, and projects with potential for implementation to create a plan and budget with the following guidelines. 4.2.5.1 Phase of action plan The phases of the work plan are divided into three phases, in line with the 20-year National Strategy and the Water Resource Management Strategy, which is the construction plan as follows. - Short-term projects that plan to complete within 2018 - 2020 - Medium-term projects that plan to complete within 2023 - 2027 - Long-term projects that plan to complete within 2028 - 2037 4.2.5.2 Project priorities with guidelines are as follows. 1. It is a project that is ready in engineering and environment and can be completed as soon as possible. 2. It is a royal project. 3. It is consistent with government policies, national economic and social development plans, and strategies. Responding to solving problems by area base. 4. It is a project that can be solve both water shortage and flood problems. 5. It has low impact on the environment. 6. It has a high economic return. 4.2.5.3 Results of the preparation of project plans Phuket province has 5 projects to develop water resources with potential according to the 20-year irrigation development plan (2018 - 2037), which are 3 medium-sized projects and 2 small projects. If all the projects are completed, it will be able to store 3.14 million cubic meters of water and will have an additional irrigation area of 3,800 Rai with a total amount of 790.00 million Baht as shown in the table.

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Summary table of the 20-year irrigation development plan in Phuket, classified by size and implementation phase. 20-year irrigation development plan Project size Short-term Medium-term Long-term Total 20 years (2018-2565) (2023-2570) (2571-2537) (2018-2580) 1. Large size - Amount (projects) - Capacity (million cubic meters) - Irrigation area (Rai) - Budget (million Baht) 2. Medium size - Amount (projects) 2 1 - 3 - Capacity (million 2.14 0.50 2.64 cubic meters) - Irrigation area (Rai) 2,800 - 2,800 - Budget (million Baht) 700.00 30.00 - 730.00 3. Small size - Amount (projects) 2 - - 2 - Capacity (million - cubic meters) - Irrigation area (Rai) 1,000 1,000 - Budget (million Baht) 60.00 - 60.00 Total - Amount (projects) 4 1 - 5 - Capacity (million 2.14 0.50 - 2.64 cubic meters) - Irrigation area (Rai) 3,800 - - 3,800 - Budget (million Baht) 760.00 30.00 - 790.00 Source: Project Management Office, Royal Irrigation Department

Table of work plan for medium sized projects for 20 years in Phuket province Capacity Budget Irrigation Start Complete No. Project Subdistrict District (million cubic (million area (Rai) year Yera meters) Baht) 1 Baan Ao Yon reservoir Wichit Meung 2,200.00 2.00 2563 2565 400.00

2 Baan Khok Tond Cherng Tha 600.00 0.14 2562 2563 300.00 Kaem Ling Talay Lang

3 Project to increase the Sri Tha 0.50 2568 2568 30.00 capacity of Bang Niew Sunthon Lang reservoir Total 2,800.00 2.64 730.00 Source: Project Management Office, Royal Irrigation Department

Table of work plan for small sized projects for 20 years in Phuket province

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Capacity Budget Irrigation Start Complete No. Project Subdistrict District (million cubic (million area (Rai) year Yera meters) Baht) 1 Pa Khrong Cheep weir Thep Tha 500.00 2563 2563 30.00 Kasattri Lang 2 Pa Khrong Cheep weir Kamala Kathu 500.00 2563 2563 30.00

Total 1,000.00 - 60.00 Source: Project Management Office, Royal Irrigation Department

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Medium sized project work plan for 20 years in Phuket province

Source: Project Management Office, Royal Irrigation Department

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Opinions of the Independent Financial Advisor The tap water business is considered to be the basic infrastructure business that is essential to the livelihoods of the population and is one of the key production factors of the tourism sector in Phuket as a result, the tap water business in Phuket has continued growth opportunities. This can be reflected from the data on the number of water users and the volume of water sold at the Provincial Waterworks Authority Phuket, which has been expanding continuously over the past five years. When considering the compound annual growth rate (CAGR) dating back from 2015 to 2019, it was found that the number of water users had an average CAGR of 4.36 percent per year, which corresponds to the water supply with a CAGR of 4.92 percent per year while the water supply has an average CAGR of 4.14 percent per year as shown in the following chart.

Nmber of water users (person) 70,000 65,001 65,000 CAGR 4.36% 62,224 60,049 60,000 57,422 54,794 55,000 Number of water users (person) water users of Number 50,000

45,000 2558 2559 2560 2561 2562

Source: Provincial Waterworks Authority, Phuket Branch

Volume of production and distribution of tap water in Phuket (million cubic meters) 50.0 38.4 38.3 40.0 34.9 32.6 33.3 CAGR 4.92% 30.0 23.7 24.4 20.2 21.9 22.2 20.0 CAGR 4.14%

10.0

0.0 2558 2559 2560 2561 2562 ปริมาณการจําหน่าย ปริมาณการผลิต

Source: Provincial Waterworks Authority, Phuket Branch

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However, from the CAGR of the volume of water sold that is higher than the CAGR of the production water volume, it shows that Phuket is vulnerable to water scarcity in the future. The main factors contributing to the significant increase in water consumption in Phuket are due to the expansion of the household sector and the growth of tourism in Phuket over the years, which CAGR of year 2010 to 2019 of the population in the province and the number of tourists continued to grow at 2.11 percent per year and 12.26 percent per year, respectively. However, despite the COVID-19 epidemic, the Phuket Provincial Treasury Office reported an economic forecast of Phuket on June 30, 2020 that in 2020 the number of tourists arriving in Phuket is expected to be 9.6 - 9.8 million comparing with approximately 18.4 million people in 2019. It is because the government has adopted stricter standards to control the epidemic by means of limiting travel and empowered by the Emergency Decree on Public Administration to reduce the epidemic rate within the country. However, after the government has eased measures including measures to take care and remedy those affected by both the public and entrepreneurs including marketing activities to stimulate domestic tourism. Therefore, it is expected that the atmosphere and demand for tourism in the country will gradually return, resulting in the water consumption in the province not being greatly affected. As a result, the water supply business in Phuket has many opportunities to expand to support demand growth and supply shortage.

Phuket population (people) 500,000 CAGR 2.11% 416,582 400,000 345,067 300,000 200,000

Population (people) Population 100,000 0 2553 2554 2555 2556 2557 2558 2559 2560 2561 2562

Source: Department of Provincial Administration, Ministry of Interior

Number of tourists passing through the airport and through the Immigration Bureau (million people) 30.00 25.00 18.6 20.00 CAGR 12.26% 17.1 18.4 15.3 Speculate 15.00 11.6 11.6 13.0 9.7 9.8 10.00 6.5 7.4 Number of tourists (million) tourists of Number 5.00 0.00 2553 2554 2555 2556 2557 2558 2559 2560 2561 2562 2563

Source: Phuket Provincial Warehouse Office

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In addition, in the past time, Thailand has been affected by climate change problems, including drought problems, the problems that it rains lower than the average, or flood problems in some areas. Recently in 2020, the Germanwatch Institute's Global Climate Risk Index 2020 has ranked Thailand as the 8th place in the world for countries affected by Climate Change in the years 1999-2018. This Climate Change problem is another important factor that directly affects the problem of lack of cost of raw water in tap water production, which corresponds to the rainfall from data from the Thai water warehouse system and climate. Water Resources Informatics Institute reported cumulative rainfall comparing data from 2015 to July 2020; It was found that the amount of rain in 2020 was less than that of the year 2015 which had severe drought and the second lowest rainfall after in 2019, the cumulative rainfall since the beginning of the year is only 566 millimeters.

Source: Germanwatch Institute

Source: Water Resources Informaitic Institute

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In addition, from the equatorial climate characteristics of Phuket in the influence of the southwest monsoon and northeast monsoon where has hot and humid weather all year round and has only 2 seasons: summer (from December to March) and the rainy season (starting from April to November). As a result, the amount of reservoirs that can accommodate the variations in rainfall each year, are significant to the water supply business in Phuket. According to the Royal Irrigation Department, Phuket has only two main medium irrigation projects: Bang Wad Reservoir and Bang Niew Dam Reservoir. The total capacity of all major reservoirs is only 14.51 million cubic meters and here is only a water source from rain water. The volume of the two reservoirs has tended to decline over the past 3 years due to lower rainfall. The amount of water in the reservoir can be displayed for each period as shown in the graph below.

Amount of water in the Bang Wad basin (capacity 7.31 million cubic meters) 12.00 10.00 8.00 Capacity 7.31 million cubic meters

million cubic meters cubic million 6.00 Water in the basin 3.287 million cubic meters 4.00 2.00 0.00

ก.ย. ÇÉÑÖ ก.ย. ÇÉÑà ก.ย. ÇÉÑÇ ก.ค. ÇÉÑÖ ก.ค. ÇÉÑà ก.ค. ÇÉÑÇ ก.ค. ÇÉÑâ ม.ค. ÇÉÑÖ มี.ค. ÇÉÑÖ พ.ย. ÇÉÑÖ ม.ค. ÇÉÑà มี.ค. ÇÉÑà พ.ย. ÇÉÑà ม.ค. ÇÉÑÇ มี.ค. ÇÉÑÇ พ.ย. ÇÉÑÇ ม.ค. ÇÉÑâ มี.ค. ÇÉÑâ พ.ค. ÇÉÑÖ พ.ค. ÇÉÑà พ.ค. ÇÉÑÇ พ.ค. ÇÉÑâ

Amount of water in Bang Niew Dam (capacity 7.20 million cubic meters) 8.00 Capacity 7.20 million cubic meters 7.00 6.00 5.00 Water in the basin

million cubic meters cubic million 4.00 2.738 million cubic 3.00 meters 2.00 1.00 0.00

Therefore, the Independent Financial Advisor has considered the factor of Phuket raw water sources according to the Irrigation Development Plan, private source of raw water, and the possibility of the source of raw water from the nearest dam with details as follows.

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1.) Considering the source of raw water according to the irrigation development plan Considering the 20-year irrigation development plan of Phuket, classified by size and implementation period, it was found that Phuket has no plan to develop a large water reservoir project. While there are only two main reservoirs: Bang Wad Reservoir and Bang Niew Dam Reservoir, and the remaining water volume is in a critical condition, the current capacity is still unable to meet the water demand for Phuket's activities. Therefore, the production of tap water only in the areas responsibility of the Provincial Waterworks Authority is unable to adequately meet the growing demand for water in Phuket. As a result, people and businesses in Phuket need to purchase tap water from private companies that produce tap water or to bring water from other reservoirs to replace using tap water such as water from artesian well, water from shallow well, water from natural canal, etc. This is in line with the future risk of Phuket's water supply shortage due to the higher demand growth rate than the supply growth rate, where the Royal Irrigation Department has forecast water demand for activities in Phuket that by 2037 the total water demand will be approximately 161.50 million cubic meters per year. 2.) Considering the factors of source of raw water from the private sector Considering the possibility of developing private water reservoirs in Phuket and Southern Phang Nga province, it was found that there is a reservoir that can be used to produce tap water. However, such reservoirs are closed ponds and do not have sources of natural water running through them. If the private sector opens water supply operations for distribution, it will have similar problems as in Bang Wad Reservoir and Bang Niew Dam Reservoir, where the amount of water is collected during the rainy season but lacking in the dry season. Therefore, there is a low probability that the private sector in Phuket will invest in pipelines, while the water cannot be sold all year round. Especially in the private sector in Phang Nga Province, which a high investestment in laying a water pipeline through the waters around Sarasin Bridge is required. The location and location of the potential private water reservoirs are shown in the figure below.

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บ่อเก็บนํçาของ GS

Source: Information from the Company

3.) Considering the source of raw water from the nearest dam When considering the possibility of the source of raw water from the nearest dam, Ratchaprapha Dam in Suratthani Province is located more than 100 kilometers from Phuket. However, there may be a possibility that the government will invest in the construction of a large water pipeline from Ratchaprapha Dam to Phuket Island, which will result in Phuket having sufficient water throughout the year. However, the construction of this project will require a very high investment because the water pipeline and water pump must be installed through the ridge of Khao Sok National Park, which has a slope and construction obstacles from the installation of the water pipeline system through the community area, which will take several years.

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100 กม.

Source: Google Map

Therefore, from all such reasons mentioned above the Independent Financial Advisor has the opinion that Phuket has a high probability of having the risk of water shortage in the future as demand for water exceeds the amount of water from the Irrigation Development Plan, including the limitation of natural raw water costs within Phuket Island and water reservoirs which cannot be used all year round together with with climate change problems that result in less rainfall than the average.

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5. Advantages, disadvantages, and risks of the transaction 5.1 Advantages of the transaction 1.) The Company will have the power of management and total control By investing in this additional 40.00 percent of GS's ordinary shares, the Company will hold 81.00 percent of GS total issued and sold shares, Such shareholding will make the Company the largest shareholder and has total control over the business and has sole influence on policy-making, management and financial management. After entering into the transaction, the Company will send the assigned persons to be directors of GS as follows.

2.) Reduce the risk of future GS conflict between the major shareholders (Deadlock) According to the Board of Directors' Meeting No. 11/2020 on July 23, 2020, there is a resolution to approve the Investment No. 2 for the Company to purchase additional GS shares for 41.00 percent of the total issued and paid-up shares of GS (including the Investment No. 1 at 5.00 percent). BKD remains another major shareholder, holding 40.00 percent of GS's total issued and sold shares and retains administrative authority within GS. Therefore, this acquisition of 40.00 percent of GS shares from BKD will reduce the risk of conflict between GS's major shareholders (deadlock) in the future. In addition, it closes all or part of BKD's opportunity to offer GS shares to other buyers, which could become a major shareholder and contribute to the direction of GS operations in the future. 3.) The Company will be able to prepare GS consolidated financial statements as a subsidiary, giving the Company more assets and income This transaction will make the Company Increased GS shares from 41.00 percent to 81.00 percent., which will make the Company gain total control and able to prepare consolidated financial statements with GS. It will change its status from joint venture to subsidiary enabling the Company to integrate GS assets and revenues into the Company's consolidated financial statements. Therefore, the assets and income of the Company increased when compared to before entering the transaction

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However, for the financial report No. 3 (revised 2015) regarding the business combination, the Company has to prepare a purchase price allocation (PPA), which has established the financial principles and requirements for the purchaser or investment of investment as follows (1) Must be recognized and measured the identifiable assets acquired, liabilities received, and non- controlling interests in the acquiree. (2) Recognize and measure the value of goodwill arising from a business combination or profit from a bargain purchase. (3) Define the information that must be disclosed so that users of financial statements can assess the description and financial impact of a business combination. The Company is required to measure the fair value measurement as of the date of acquisition in order to allocate the purchase price (PPA) and calculate the goodwill from the acquisition. Goodwill is valued at the cost of the business combination higher than the fair value of the net assets acquired. 4.) Increase the proportion of recurring income and profits for the Company Investing in GS will make the Company a constant cash flow from the distribution of tap water as GS has received a 20-year water sales concession from the Ministry of Natural Resources and Environment. Contract to operate waterworks in the Mai Khao Subdistrict Administrative Organization and Sa Khu Subdistrict, Phuket Province for a period of 30 years, whereby GS is able to renew the concession upon the expiration of the contract. In addition, GS has its own water supply production system that GS has invested in a water pipeline connection system to distribute tap water directly to PWA. In addition, this investment is in line with the Company's plans and strategies and goals to invest in infrastructure projects in order to increase business competitiveness and expand current operations for sustainable growth. Therefore, if the Company invests in this, it will be an important factor that will help increase the proportion of recurring income and profits for the company in the long run. 5.) Increase investment in the project with low risk as water is the basic infrastructure necessary for living As water is the basic infrastructure necessary for life. Therefore, the government sector has to provide water that is sufficient or more than the needs of the people for consumption, agricultural and industrial sectors, including preserving the ecosystem. GS is awarded a concession to produce and distribute tap water, with a minimum water purchase agreement with PWA, as well as an additional water purchase agreement during the dry season and can also sell tap water to households and/or businesses in Mai Khao and Sakhu subdistricts in Phuket Province. However, GS is able to renew the concession upon the expiration of the contract, allowing the Company to reduce the burden of marketing expenses related to the operation of the business, which is considered a low-risk project.

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6.) The main parties are government agencies with stability and reliability GS has a main contractual party in the water supply deal with Provincial Waterworks Authority, which is a stable and reliable government agency and has financial stability based on the annual financial statements of the Provincial Waterworks Authority. These are the financial statements audited by the Office of the Auditor General of the year 2017 - 2019 with the following revenues and net profits

Unit: million Baht 2017 2018 2019 Revenue 29,401.20 27,987.28 29,954.28 Net profit 6,160.02 3,896.81 4,582.80 Note: Financial statements for the year ended 30 September information from https://acc.pwa.co.th/

7.) Have the opportunity to expand the water supply sales area to other areas through PWA's water pipe network in the future Due to the shortage of water supply for Phuket's consumption, it is vulnerable to future as there are only two main reservoirs: Bang Wad Reservoir and the Bang Niew Dam Reservoir, which is a raw water source that retains water from rainwater and does not have a natural water source to add that makes the pond water at some point critical and insufficient to meet demand in the central and lower parts of Phuket Island. Therefore, the investment in GS that has an infrastructure of water supply pipelines connected from a water reservoir in Phang Nga Province with a PWA pipe (point M1 M2 M3 as shown in the figure below) in Phuket Province will help develop a water utility network in Phuket Province. With this investment, there is an opportunity for GS to expand the water sales area to the central and lower parts of Phuket in the future.

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Picture of GS pipe connection with PWA line

Source: Information from the Company 8.) Increase the chance of paying dividends to shareholders in the future With this investment, GS will become a subsidiary of the Company and the Company will benefit from the cash flow from GS performance that can generate long-term returns. Therefore, there is an opportunity for the Company will be able to pay dividends to shareholders in the future. In this regard, from the resolution of the Extraordinary General Meeting of Shareholders No. 1/2020 on July 15, 2020 approved the reduction of the Company's paid-up capital from 3,029.60 million Baht to 1,514.80 million Baht. By reducing the par value of shares from 1.00 Baht per share to 0.50 Baht per share in order to deduct the sub-par value of (358.57) million Baht and compensate for some accumulated losses of (1,156.23) million Baht, it makes the Company

Page 83 Opinions of the Independent Financial Advisor Report accumulated losses (55.87) million Baht. As of the date that the Independent Financial Advisor has prepared this report, the Company is in the process of registering a reduction of paid-up capital with the Ministry of Commerce, details of capital reduction is shown as follows. Before capital Separate financial statement of the Company Capital After capital reduction reduction1 (Unit: million Baht) reduction2 (par price 0.50 Baht) (par price 1.00 Baht) Paid capital 3,029.60 - 1,514.80 1,514.80 Warrants, share options, and rights to purchase shares 30.30 - 30.30 Excess (lower) share value (358.57) + 358.57 - Retained earnings (loss) (1,239.29) + 1,156.23 (55.87) Other components equity 27.62 - 27.62 Total shareholders’ equity of the Company 1,489.66 - 1,489.66 Non-controlling interests 337.74 - 337.74 Total shareholders’ equity 1,827.40 - 1,827.40 Note: 1/ Separate financial statement of the Company ended on June 30, 2020. 2/ According to the resolution of the Extraordinary General Meeting of Shareholders No. 1/2020 on July 15, 2020 approved the reduction of the Company's paid capital.

The Company has no history of paying dividends from 2012 to 2019. 9.) Opportunities from rising land value and being able to lease water pipes if concessions are not renewed GS has a land size of 340 Rai which is a raw water storage pond and GS has complete ownership of the land at the end of the concession period and if the Company has the concession has not been extended. The Company can restore the raw water storage to original condition (The cost may apply) and sell the aforementioned raw water pond land to another person whose land will have a higher value in the future. In addition, GS is the only private Company that has invested in a water supply pipeline from Phang Nga Province to Phuket in the area under Sarasin Bridge (details in section 3), which the pipeline network is the property of GS. In this regard, if the Company does not receive the concession extension, GS may lease assets and pipes to government agencies or other private companies that receive the concession upon the expiration of the contract. 10.) It is a diversification of risk in doing business From the Company's operating policy that has plans to expand investment to various businesses as can be seen from the year 2019, the Company made additional investments in industrial waste disposal business, renewable energy business, energy saving equipment business, and water treatment business. The Company has considered an additional investment in the water supply project, which is an investment in the basic infrastructure business necessary for living. Therefore, if looking at the Company's risk protection in the event of an economic crisis or the performance of a particular business is stagnant. Investing in this business will help reduce risks and factors affecting any business of the Company.

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5.2 Disadvantages of the transactions 1.) It requires a high investment compared to the cash that the Company currently has If the Company decides to enter into this transaction, the Company has to pay for GS shares from BKD in cash totaling 550.00 million Baht, which is a high investment compared to the cash available as of June 30, 2020, which is equal to 55.06 million Baht, where the Company is required to provide additional cash capital to pay for GS shares by January 2021. 2.) The Company will have more debt and interest expenses Due to this investment, the Company will use the loan from financial institutions in the amount of not less than 419.94 million Baht to pay for the purchase of GS shares from BKD. It will result in the Company with an increase in debt and interest burden from borrowings from financial institutions in the future and a higher debt to equity ratio (D/E ratio). 3.) The Company may lose the opportunity to invest in other projects in the future This investment in GS will require the Company to prepare a total investment of approximately 550.00 million Baht in cash, which requires a large amount of investment compared to the cash remaining of the Company. Therefore, the Company will lose the opportunity to invest in other projects, which may get better returns than investing in GS. 4.) The Company may need to prepare additional Investment The Company may need to prepare additional investment in Phase 3 and Phase 4, which will make the Company to prepare additional cash for investment of approximately 231.80 million Baht (information from the Company). If GS can not get a loan from financial institution 5.) The Company may have to increase capital in the event that the Company cannot borrow money from financial institutions As the Company must borrow money from financial institutions to enter into this transaction. But due to the economic situation in Thailand and the strictness in considering credit of financial institutions at this time, The Company may have the risk of not receiving all of the loan support for the payment of the Investment No. 3 or receive partially support. Therefore, the Company has a risk that may have to use the capital increase method if the borrowing from financial institutions is not successful as expected, which the Company has time to consider in January 2021. 5.3 Advantages of not entering the transaction 1.) The Company does not require to find additional sources of funds to invest If the Company does not enter into this transaction, the Company will not need to find additional sources of funds to pay for GS shares. 2.) The Company will not have additional debt and interest expenses The Company will not have additional debt and interest expenses from seeking funding sources to pay for GS shares including the Company will not have a higher debt to equity (D/E Ratio) ratio. 3.) Have an opportunity to invest in other projects in the future

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If the Company does not invest in this time, there will be opportunities for investing in other projects, which m ay give more returns than entering this transaction. 4.) The Company has no binding investment in phase 3 and 4 5.) The Company has no risk in increasing capital If the Company does not invest this time, the company will not have any risk in raising capital to pay for GS shares. 5.4 Disadvantages of not entering the transaction 1.) The Company will lose the opportunity to gain complete control According to the Board of Directors Meeting No. 11/2020 on July 23, 2020, there is a resolution to approve the Investment No.2 for the Company purchases additional GS shares for 41.00 percent of the total issued and paid-up shares of GS (including the Investment No. 1 at 5.00 percent of the total issued and paid- up shares of GS) by purchasing GS shares from WOT (which bought GS shares from Mr. Suvicha) for an additional amount of 550.00 million Baht and the Company has placed a deposit for the purchase of shares together with the payment for the Investment No. 1 as follows.

Therefore, if the Company does not enter into this transaction, the Company will have 41.00 percent stake in GS (which is in the process of paying the remaining share fee to WOT) and BKD still has 40.00 percent stake and has involvement in management of GS. In result, the Company does not have the power to control the business completely, which makes the Company hold a risk of conflict between the major shareholders (deaadlock) in the future; also including the power to make decisions on resolutions that may affect the important operations of GS such as dividend payments, capital increase, additional investment, etc. 2.) GS is at risk of changing the list of major shareholders in the future Since BKD remains a major shareholder holding 40.00 percent of GS's total issued and sold shares and still have administrative authority within GS. Therefore, if the Company does not enter into this transaction, the Company may risk BKD's offering of GS shares to all or part of other buyers, which may become a major shareholder and play a part in determining the operating direction of the GS. 3.) The Company may lose the opportunity to receive additional returns from the proportion of investment in GS If the Company does not enter into this transaction, the Company will lose the opportunity to receive additional returns from running the GS infrastructure business, which is a sustainable business that is essential for living. In addition, the Company may lose the opportunity for merger and consolidation, which will result in

Page 86 Opinions of the Independent Financial Advisor Report the Company’s inability to record GS assets and revenues into the Company's consolidated financial statements. 4.) The Company incurred expenses before seeking approval from the shareholders' meeting Before considering entering into this transaction, the Company incurred expenses from hiring an independent expert to review GS information; including the expenses for preparing the report of the opinion of the Independent Financial Advisor on the suitability of this transaction. All expenses are considered expenses that have to be paid in advance, which the Company has been paid the service fee before considering the transaction from the shareholders' meeting.

5.5 Risks of the transaction

1.) Risk from acquiring funds to pay for GS shares The Company obtained funding from two sources, namely • Issuing and offering of convertible bonds The Company received a resolution from the 2020 shareholders meeting on May 26, 2020 to issue and offer the Company's convertible debentures, which as the total offering value does not exceed 650.00 million Baht to specific investors who are the only specific institutional investors, namely AO Fund. The Company may have a risk that AO Fund will not approve the request a cash withdrawal from the convertible debentures that the Company has agreed. There is a risk of dilution effect of issuing and offering of convertible debentures, which includes price dilution and control dilution, if the conversion right of the convertible debentures is exercised. • Loans from financial institutions With the current economic situation with the epidemic of COVID-19, according to the Office of the National Economic and Social Development Council, the trend of Thai economy in 2020 is expected to shrink in the range (7.8) – (7.3). It is in line with the Bank of Thailand's second quarter 2020 business outlook report stating that the business sector sees a 71 percent contraction in all businesses and entrepreneurs. The economy is expected to worsen over the next 12 months as a result in the more stringent measures in lending of financial institutions. There is a possibility that the financial institution may not be able to provide the full amount of the loan. As a result, the Company may have to find additional sources of funds to make it sufficient for this investment. 2.) Risk from raw water shortage for producing tap water From industry conditions (details in section 3) addressing the issue of climate change causing Phuket to suffer from drought problems. The amount of rainfall is lower than the average for the year 2019, which is consistent with the amount of rainfall from the Thai water warehouse and climate data. Water Resources Informatics Institute reported that the cumulative rainfall from the comparison of data from 2015 until July 2020. It was found that in 2020, there was less rainfall than that in 2015, where severe drought occurred and the

Page 87 Opinions of the Independent Financial Advisor Report second lowest rainfall after 2019. The cumulated rainfall since the beginning of the year was only 566 millimeters.

Source: Water Resources Information Institute Phuket has a high demand for water while the two main reservoirs have the total water content of the reservoirs at critical levels. However, according to the study of the potential of GS water resources researched by the Department of Water Resources Engineering, Faculty of Engineering, Kasetsart University, it was found that the amount of runoff that flowed through Bang Thong canal to the Na Toey Mine, the water source of GS's water supply production, is approximately 276 million cubic meters per year while the GS's reservoir capacity is 8.01 million cubic meters. Therefore, GS is capable of managing sufficient water resources for the production and distribution of tap water.

3.) Risk from other water production competitors In addition to GS produces and distributes tap water to PWA, the Company also sells tap water to residential customers, government offices, state enterprises, and other private agencies such as hotels located in the Mai Khao area Phuket Airport, etc. by selling water on basis of selling between private individuals. From the announcement of Ministry of Resource and environment on waterwork concession 2554 state that only one private company can get such concession th ethe specific area. Therefore, it is illegal for other to compete in the same area. 4.) Risk from not selling tap water at full production capacity The full tap water production capacity of GS is 96,000 cu. m., so there is a risk not selling tap water at full capacity will which result in decrease in income and revenue. However, the current tap water situation in Phuket (detail in section4) show that Phuket has may have high risk in tap water supply. Therefore, GS have a great opportunity to sell at full capacity to serve the demand. 5.) Risk of changing major shareholder which will effect business plan of GS, After the investment 7UP will hold 81.00 of GS’s share, therefore 7UP will be major shareholder and can set the business plan/direction for GS. And Mr. Suvicha still hold 17.78 after the investment and Mr. Suvicha will still be a board of director and guarantee person for GS’s loan, so this can reduce the risk at a pont

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6. Appropriateness of the transaction price In determining the suitability of the asset acquired, the Independent Financial Advisor used information obtained from GS, including interviews with GS management and the documents received from the Company such as assumptions for the preparation of estimates, contracts related to business operations, audited financial statements, and asset appraisal reports. It also includes information that is publicly available such as annual registration statement (Form 56-1), audited or reviewed financial statements, financial information from various websites, and information available to the public that includes the study of information and financial on a comparable business. However, the opinion of the Independent Financial Advisor is based on the assumption that the aforementioned information and documents are complete and accurate. It also takes into account the current situation and information that can be perceived. If there is any change, it may have a material impact on the business operation and it may affect the decision of the shareholders in considering the suitability of this acquired asset. The Independent Financial Advisor has considered the fair value suitability with 6 different methods, which are: 1. Book Value Approach 2. Adjusted Book Value Approach 3. Market Price Approach 4. Price to Book Value Ratio Approach or P/BV Ratio 5. Price-to-Earnings Ratio Approach 6. Discounted Cash Flow Approach By assessing the fair value in each method, it can be summarized as follows. 6.1 Book Value Approach The valuation of shares by this method is based on the book value of net assets (total assets minus total liabilities) or equal to GS's equity and divided by the number of shares will equal the book value per share based on information from GS audited financial statements as of December 31, 2019 audited by DIA International Auditing Company Limited by Mr. Narapruek Phitsanuwong (Certified Public Accountant No. 7764) with details as follows. Order Detail Value (Baht) 1 Capital issued and paid 637,994,100.00 2 Premium on ordinary shares 190,805,900.00 3 Retained earnings (loss) (195,638,443.87) 4 Total shareholders’ equity (4) = (1) + (2) + (3) 633,161,556.13 5 Total number of paid shares (shares)1 6,379,941 6 Book value per share (Baht) (6) = (4) / (5) 99.24 Note: 1/ Information from GS audited financial statements as of 31 December 2019, par value of 100.00 Baht per share.

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From valuation of GS shares by this method will get the value of GS equal to 633.16 million Baht or 99.24 Baht per share. The Book Value Approach will reflect the financial position at a particular moment and the asset value as recorded without considering the Company's profitability and performance in the future, competitiveness of the enterprise, the economic outlook and industry overview, and the growth and investment in the future. Therefore, the Independent Financial Advisor has the opinion that this appraisal approach is inappropriate to be used to assess the fair value of GS ordinary shares. 6.2 Adjusted Book Value Approach This appraisal of the share value of GS's total assets, adjusted by items that arise after the closing date of the financial statements or items that have an effect on the carrying amount to reflect the intrinsic value such as any increase or discount from the unrecognized appraisal of the property, the item to add back to doubtful or bad debt repaid goodwill, less all liabilities including obligations and commitments and contingent liabilities appearing in the financial statements as of December 31, 2019 and afterwards the calculated result is divided by the total amount of GS paid shares in the valuation of GS shares. In this method of appraisal of the Company's shares, the Independent Financial Advisor uses the book value which appears in the latest financial statements. As of December 31, 2019, reviewed by the Certified Public Accountant and adjusted with the addition or discount of the new appraised value of the fixed assets in accordance with the property appraisal report. Prepared by 2 independent appraisers, namely Bangkok Appraisal Company Limited (“BKK”) and Charter Valuation and Consultant Company Limited (“CHARTER”), an independent property appraiser approved by the Appraisal Association of Thailand and is a capital market asset valuation firm with SEC-approved for public purposes. The Independent Financial Advisor has reviewed the information in the independent asset appraisal appraisal report, the assessment method, and various assumptions discovering that each method of asset appraisal is appropriate and in accordance with the principles of asset valuation without finding any suspicious grounds that the two property appraisers intend to assess the assets that do not meet professional standards. Therefore, the Independent Financial Advisor adjusted the book value from the property appraisal report of the independent appraiser. The land price was calculated using the Market Approach, the new appraised value of the building, machinery and equipment, using the method of analysis based on the cost of replacement and depreciated replacement cost approach, which can be summarized and compared with the book value of GS on December 31, 2019 as follows. 1. Bangkok Appraisal Company Limited (“BKK”) - Property appraisal report on July 29, 2020 2. Chater Valuation and Consultant Company Limited (“CHARTER”) - Property appraisal report as of August 16, 2020 Remark: Details of the property appraisal report of both independent appraisers are provided in Attachments 2 and 3

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6.2.1 Summary of appraisal of assets by BKK BKK evaluates the land and building to be traded with the objective of appraising to know the property value. BKK is of the opinion that as of the date of the property survey, there is a well-watered area with a depth of approximately 0 - 5 meters, which is an internal utilization for the production of tap water for distribution. Therefore, BKK does not deduct that area. In this appraisal, BKK, as an independent property appraiser, examined and considered various factors related to the appraised assets such as legal rights, characteristics of property, suitability for utilization or development, general market conditions, limitations, and additional/special assumptions or special conditions specific to the assessment. In this appraisal, the independent property appraiser chooses the appraisal that is suitable for the property's characteristics, which is the Market Approach for land valuation and construction machinery by the Depreciated Replacement Cost Approach of the assets in Phang Nga Province - Phuket. Summary can be summarized as follows. Valuation method The independent property appraiser appraised the value of land and building area by cost estimation, using market price comparison method only for the land part for the building area, the cost method is used for replacement and put them together to get the value of the property. BKK selected 3 market data for vacant land with similar potential to assets to be used for comparative analysis based on factors affecting value, namely location, transportation, utilities, appropriateness of land use, land physical characteristics, land plot characteristics, reegulations and laws, liquidity, then use weighted quality score (WQS) as price modifiers in comparison to assets. The details of the market data to be compared and the WQS rating, the appraisal of land by the Market Approach, are as follows.

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Asset property Location Next to Na Toey Lung Wat Next to the unnamed Next to the unnamed Next to the unnamed Next to the unnamed Next to the unnamed Next to Ban Mai - road from Petchkasem Road alley, Petchkasem alley, Petchkasem alley, Petchkasem alley, Petchkasem alley, Petchkasem Baan Po Daeng road, (TorLor.4) Road (Tor Lor 4) Road (Tor Lor 4) Road (Tor Lor 4) Road (Tor Lor 4) Road (Tor Lor 4) Petchkasem Road (Tor Lor 4) Land size (Rai-Ngan-sq. 340-0-51 Rai or 136,051.00 Sq. 30-1-55 Rai or 132-0-00.00 Rai or 57-3-00.0 Rai or 150-0-00.0 Rai or 384-0-00.0 Rai or 60-0-00.0 Rai or Wah) Wah 12,155.0 Sq. Wah 52,000.0 Sq. Wah 23,100.0 Sq. Wah 60,000.0 Sq. Wah 153,000.0 Sq. Wah 24,000.0 Sq. Wah Land shape Polygon Polygon Polygon Polygon Polygon Polygon Polygon Width x Depth (meters) 1,240.00 x 1,266.00 meters 62 x 102 meters 180.00 x 1,175.00 100.00 x 1,175.00 200.00 x 1,500.00 200.00 x 3,100.00 400.00 x 480.00 meters meters meters meters meters Land level Partially filled and some parts Not filled, 0.50 meters Not filled, 0.50 meters Not filled, 0.50 meters Not filled, 0.50 meters Not filled, 0.50 meters Not filled, 0.50 meters have a well, approximately below road level below road level below road level below road level below road level below road level 2.00-5.00 meters deep Number of side conneted 3 sides 1 side 2 sides 1 side 1 side 1 side 1 side to road Road characteristics (road Reinforced concrete Asphalt Gravel Gravel Asphalt Asphalt Asphalt surface) Width / road area (meters) 4.00/6.00 meters 6/12 meters 5/5 meters 5/5 meters 6/6 meters 5/6 meters 6/8 meters Utilities Electricity, water supply, Electricity, water Electricity, water Electricity, water Electricity, water Electricity, water Electricity, water telephone and street lighting supply, telephone and supply and telephone supply and telephone supply and telephone supply and telephone supply and telephone street lighting City plan Housing less dense Housing less dense Housing less dense Housing less dense Housing less dense Housing less dense Housing less dense Other legal provisions ------Highest utilization Water supply production Residence Agriculture Agriculture Agriculture Agriculture Agriculture project Development potential Medium Medium Medium Medium Medium Medium Medium Price - 782.00 Baht per sq. 1,042.00 Baht per sq. 865.00 Baht per sq. 875 Baht per sq. Wah, 925 Baht per sq. Wah, 3,750 Baht per sq. Wah, totaling Wah, totaling Wah, totaling totaling 52,500,000 totaling 142,000,000 Wah, totaling 9,500,000 Baht 55,000,000 Baht 20,000,000 Baht Baht Baht 90,000,000 Baht Condition - Offer for sale Offer for sale Offer for sale Offer for sale Offer for sale Traded Date of getting data - July 2020 July 2020 July 2020 July 2020 July 2020 July 2020 Serllers/ data providers - K Dej K Ohr K Somporn K Kanya Kolui K Udomsak

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Weighting of assets for valuation prepared by BKK Weighting Table of Asset of Land Weighting Data for Analysis No. Various Factors in analysis Asset (%) Data 2 Data 5 Data 6 Area size (sq. Wah) 136,051.00 52,000.00 153,000.00 24,000.00 1 Location condition 15% 9.00 7.00 8.00 10.00 2 Transportation 10% 8.00 6.00 6.00 8.00 3 Utilities 10% 8.00 5.00 5.00 9.00 4 Appropriateness of highest utilization of land 20% 8.00 5.00 5.00 10.00 5 Physical characteristics of land 15% 6.00 6.00 6.00 6.00 6 Land plot 10% 6.00 7.00 6.00 6.00 7 Legal regulations 10% 6.00 5.00 5.00 5.00 8 Liquidity 10% 6.00 8.00 4.00 10.00 Weighting 100% 7.25 6.05 5.70 8.20 Score: 1-2 low 3-4 fair 5-6 medium 7-8 good 9-10 excellent Land price comparison table Data for Analysis No. Component Asset Data 2 Data 5 Data 6 Area size (sq. Wah) 136,051.00 52,000.00 153,000.00 24,000.00 1 Offering price/sq. Wah (Baht) 1,042.00 925.00 3,750.00 2 Negotiation/discount (%) -10% -10% -30% 3 Net price (Baht) 938 833 2,625 4 Weighted score value 7.25 6.05 5.70 8.20 5 Comparative proportion Average 1.19835 1.27193 0.88415 6 Base price 1,501.00 1,124 1,059 2,321 7 Comparative weight 100% 34% 29% 37% 8 Comparative value 1,548 382 307 859 Market value criteria 1,500.00 Baht per sq./ Wah

When analyzing market price data by taking into account the location condition, transportation, utilities, appropriateness of highest utilization of land, physical characteristics of land, land plot, legal regulations, and liquidities, the assets is compared and can be adjusted to get the appraised value of the property of 1,500 Baht per sq. Wah. Therefore, from the appraisal of land by the independent appraiser, the value of land is equal to 204,076,500.00 Baht.

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Summary of assessment of property phase 1 Total Number Number Value according Depreciati No. List investment of years years to current on budget in use useful life condition 1 Receiving and pumping stations for raw water 1.1 Raw water pumping raft 3,406,450.00 2 30 6.67% 3,179,353 1.2 Pump 350 cubic meters /hr H 25 Mor.4 2,410,000.00 2 40 5.00% 2,289,500 1.3 Electrical system and others 10,334,489.03 2 40 5.00% 9,817,765 1.4 Water gate building 3,118,300.00 2 40 5.00% 2,962,385 Total 1 19,269,239.03 18,249,003 2 Production station - water supply (Thai Mueang) 2.1 Water production station 30,489,044.27 2 50 4.00% 29,269,482 Labor cost of water production station structure and clear 2.2 6,461,803.24 2 50 4.00% 6,203,331 water tanks Transparent cylindrical steel water tank, coverd, 6,000 2.3 13,506,920.00 2 40 5.00% 12,831,574 cubic meters Piles and construction materials of water production 2.4 9,182,226.10 2 40 5.00% 8,723,115 stations and clear water tanks 2.5 Internal pipe work and pipe fittings 3,963,706.86 2 40 5.00% 3,765,522 2.6 Pump 350 cubic meters/hr H 40 Mor.4 2,260,000.00 2 40 5.00% 2,147,000 2.7 Filled with soil, roads, sewers, silt manholes 1,409,440.00 2 40 5.00% 1,338,968 2.8 Electrical system and others 16,936,022.41 2 40 5.00% 16,089,221 Total 2 84,209,162.88 80,368,213.21 3 Water supply pipe (Thai Mueang - Mai Khao) 3.1 Steel water pipe dia 900 mm. 90,310,750.00 2 40 5.00% 85,795,213 3.2 Cost of laying steel water pipes dia 900 mm. 69,033,797.17 2 40 5.00% 65,582,107 3.3 Road surface restoration 28,394,095.12 2 40 5.00% 26,974,390 3.4 Supply and installation of valves 10,629,619.33 2 40 5.00% 10,098,138 3.5 Cathodic Protection - 2 40 5.00% - 3.6 Accessories and others 5,209,226.44 2 40 5.00% 4,948,765 3.7 Work to disassemble the Khok Kloy 13,256,580.39 2 40 5.00% 12,593,751 3.8 Piping work across Sarasin Bridge 26,071,826.20 2 40 5.00% 24,768,235 Total 3 242,905,894.65 230,760,599.92 4 Resting and distribution station for water supply Transparent steel cylinder work, coverd, 6,000 cubic 4.1 16,720,000.00 2 40 5.00% 15,884,000 meters 4.2 Clear water tank structure 3,015,916.57 2 40 5.00% 2,865,121 4.3 Internal pipe work and pipe fittings 1,223,879.31 2 40 5.00% 1,162,685 4.4 Pump 350 cubic meters/hr Head 40 m. 4,330,000.00 2 40 5.00% 4,113,500 4.5 Filled with soil, roads, sewers, silt manholes 1,107,098.20 2 40 5.00% 1,051,743 4.6 Electrical system and others 14,112,865.51 2 40 5.00% 13,407,222 Resting and distribution stations for water supply - 4.7 1,254,835.80 2 40 5.00% 1,192,094 Landscaping and others Total 4 41,764,595.39 39,676,365.62 5 Water supply pipe (Mai Khao - Sakhu) 5.1 Steel water supply pipe dia 900 mm. 116,631,370.09 2 40 5.00% 110,799,802 5.2 Cost of laying pipes for water supply 54,965,500.38 2 40 5.00% 52,217,225 5.3 Accessories and others 9,535,103.26 2 40 5.00% 9,058,348 5.4 Air valves and valve sump 4,999,500.00 2 40 5.00% 4,749,525

Page 95 Opinions of the Independent Financial Advisor Report

Total Number Number Value according Depreciati No. List investment of years years to current on budget in use useful life condition 5.5 Traffic surface repair work 33,448,459.37 2 40 5.00% 31,776,036 5.6 Cathodic Protection - 2 40 5.00% - Total 5 219,579,933.10 208,600,936.45 6 Separate pipes to supply water to customers 6.1 HDPE water supply pipes and pipe fittings 42,963,022.00 2 40 5.00% 40,814,871 6.2 Cost of layingHDPE 1,973,000.00 2 40 5.00% 1,874,350 6.3 Others 1,047,892.50 2 40 5.00% 995,498 Total 6 45,983,914.50 43,684,718.78 7 Water supply work to Naithon Beach 7.1 Steel pipe Dia Dia 400 mm. distance 8.5 km. - - 7.2 Pipe laying wages 18,750.00 1 40 2.50% 18,281 7.3 Pipe fittings (valve, etc.) - 1 40 2.50% - 7.4 Road restoration work - 1 40 2.50% - 7.5 Water pump 526,500.00 1 40 2.50% 513,338 7.6 Installation of pumps and construction of pumping stations - 1 40 2.50% - Installation of temporary clear water tank, size 300 cubic 7.7 - 1 40 2.50% - meter Total 7 545,250.00 531,618.75 8 Currently operating Saku waterworks 8.1 Old water supply system (Acquired from Hydro Co., Ltd.) 26,000,000.00 1 40 2.50% 25,350,000.00 8.2 Improvement of the Saku water supply pipe system i 6,500,000.00 1 40 2.50% 6,337,500.00 8.3 Others 2,000,000.00 1 40 2.50% 1,950,000.00 Total 8 34,500,000.00 33,637,500.00 Development of Thai Mueang Water Reservoir, Phang Nga 9 Province 9.1 Land cost 9.2 Sand suction boat 10,000,000.00 1 20 5.00% 9,500,000 9.3 Stag 5,000,000.00 1 40 2.50% 4,875,000 9.4 Bridge construction 4,500,000.00 1 40 2.50% 4,387,500 9.5 Office construction work and scales 1,923,570.09 1 50 2.00% 1,885,099 9.6 Exit road renovation work 3,461,325.00 1 40 2.50% 3,374,792 9.7 Fence work 719,040.00 1 40 2.50% 701,064 9.8 CCTV system work and entrance barrier 248,850.00 1 40 2.50% 242,629 9.9 Electrical field expansion work 235,000.00 1 40 2.50% 229,125 9.10 Water generator (UF system) 1,850,000.00 1 40 2.50% 1,803,750 9.11 Employment of Kasetsart University Study Design 2,936,200.00 1 40 2.50% 2,862,795 9.12 Topographic survey 329,439.25 1 40 2.50% 321,203 9.13 Coordination expenses and others 3,822,254.46 1 40 2.50% 3,726,698 Total 9 35,025,678.80 33,909,654.68 Job details for the part that has not yet been opened for 10 purchase / employment 10.1 Move the raft position 90 meters 3,000,000.00 1 40 2.50% 2,925,000 10.2 Restoration of Rural road 10,000,000.00 1 40 2.50% 9,750,000 10.3 Restoratio of road condition in the park area 10,000,000.00 1 40 2.50% 9,750,000 10.4 Labor cost for laying HDPE and CSR pipes 5,000,000.00 1 40 2.50% 4,875,000 10.5 Water pipeline rust prevention 5,000,000.00 1 40 2.50% 4,875,000

Page 96 Opinions of the Independent Financial Advisor Report

Total Number Number Value according Depreciati No. List investment of years years to current on budget in use useful life condition 10.6 Water pipes and other accessories 1,000,000.00 1 40 2.50% 975,000 Total 10 34,000,000.00 33,150,000 11 Piping work for customers Piping work for customers 19,926,500.00 1 40 2.50% 19,428,338 Total 11 19,926,500.00 19,428,337.50 Estimated total investment cost 777,710,168.35 741,996,947.81 (Rounded) 741,997,000.00

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Page 97 Opinions of the Independent Financial Advisor Report

Summary of assessment of property phase 2 Number of Value According Value According Number of Depreciati Phase 2 Project No. List Number Unit Cost/Unit Amount (Baht) Years to Current to PO (Baht) Years in Use on Value Useful Life Condition 1 Water production station and clear water tank Na Toey 1.1 Water production station and clear 1 Chud 30,000,000 30,000,000 28,500,000.00 28,500,000.00 28,500,000.00 water tank Na Toey 50 0.00% 1.2 Structure of production station and 1 Mao 11,000,000 11,000,000 10,592,734.14 10,592,734.14 10,592,734.14 clear water tank 40 0.00% 1.3 Internal piping systems and pipe 1 Mao 4,000,000 4,000,000 186,400.00 In the process 186,400.00 186,400.00 fittings 40 0.00% 1.4 Clear water tank, size 6,000 cubic 1 Bai 14,000,000 14,000,000 13,000,000.00 13,000,000.00 13,000,000.00 meters 40 0.00% 1.5 Others 1 Mao 3,000,000 3,000,000 59,742.27 40 0.00% 59,742.27 59,742.27 Total 1 62,000,000 52,338,876.41 52,338,876.41 52,338,876.41 2 Clear water tank Mai Kao 2.1 6,000 cubic meters water tank 1 Bai 17,000,000 17,000,000 16,500,000.00 40 0.00% 16,500,000.00 16,500,000.00 2.2 Clear water tank structure 1 Mao 7,000,000 7,000,000 5,897,600.00 40 0.00% 5,897,600.00 5,897,600.00 Internal piping systems and pipe 1 Mao 2,000,000 2,000,000 528,230.00 528,230.00 528,230.00 2.3 fittings 40 0.00% In the process 2.4 Filled with soil, roads and drains 1 Mao 1,500,000 1,500,000 1,074,766.36 40 0.00% 1,074,766.36 1,074,766.36 Fence work and landscape 1 Mao 5,000,000 5,000,000 - - 2.5 adjustment Total 2 32,500,000 24,000,596.36 24,000,596.36 24,000,596.36 3 Water pipeline Phase 2 distance 16.5 km. Steel pipe 800 mm. thickness 7.9 Meter 2,000.00 4,475.00 8,950,000.00 4,630,145.25 4,630,145.25 4,630,145.25 3.1 mm 40 0.00% Steel pipe assembly equipment and Mao 1.00 5,000,000.00 5,000,000.00 1,935,320.69 In the process 1,935,320.69 1,935,320.69 3.2 valve 40 0.00% 3.3 Steel pipe laying fee 5,500.00 Meter 3,300.00 18,150,000.00 17,070,837.64 40 0.00% 17,070,837.64 17,070,837.64 3.4 Sand transportation cost 1.00 Mao 3,500,000.00 3,500,000.00 714,000.00 40 0.00% 714,000.00 714,000.00

Page 98 Opinions of the Independent Financial Advisor Report

Number of Value According Value According Number of Depreciati Phase 2 Project No. List Number Unit Cost/Unit Amount (Baht) Years to Current to PO (Baht) Years in Use on Value Useful Life Condition 3.5 Road restoration 5,500.00 Meter 3,700.00 20,350,000.00 6,181,995.33 40 0.00% 6,181,995.33 6,181,995.33 3.6 Dun Loard work Tor Lor.4301 1.00 Ngan 3,000,000.00 3,000,000.00 1,044,000.00 40 0.00% 1,044,000.00 1,044,000.00 3.7 Cathodic Protection 1.00 Ngan 2,000,000.00 2,000,000.00 - - - Total 3 60,950,000.00 31,576,298.91 31,576,298.91 31,576,298.91 Grand Total 155,450,000.00 107,915,771.68 107,915,771.68 107,915,771.68 Rounding 107,916,000.00 107,916,000.00

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Page 99 Opinions of the Independent Financial Advisor Report

Summary of property value from the appraisal of BKK Detail Unit: Baht Land market value (Market Approach) 204,076,500.00 Assessment of property phase 1 741,997,000.00 Assessment of property phase 2 107,916,000.00 Estimated market value of the tap water production project (rounded) 1,053,990,000.00

BKK appraised the value of GS assets by using the Depreciated Replacement Cost Approach of the buildings and machinery plus the Market Approach, the appraised value of the property equal to 1,053,990,000.00 Baht. 6.2.2 Opinion of the Independenet Financial Advisor on BKK’s asset appraisal Opinion of the Independent Financial Advisor on the selection of appraisal approach from the consideration of the asset appraisal report prepared by an independent property appraiser using the Market Approach for land valuation and the Depreciated Replacement Cost Approach of buildings and machinery, totaling 1,053,990,000.00 Baht. The Independent Financial Advisor has the opinion that the Market Approach is an appropriate approach to appraise land since the independent property appraiser has surveyed the land price with the offer price offered from comparable land in the nearby area. The independent property appraiser appraised the land price by comparing with the land similar to the appraised land, resulting in the most up-to- date price and reflecting the value of the land appraised according to the current market conditions. As for buildings and machines on the land, the independent appraiser appraised the value by using the Depreciated Replacement Cost Approach which calculated the cost of building replacement based on the new replacement price less accumulated depreciation. The Independent Financial Advisor believes that the valuation of buildings and machinery has valuated based on the various conditions and uses, resulting in the most appropriate value. Therefore, the Independent Financial Advisor agrees with the independent appraiser who chooses to use the asset appraisal value from the Market Approach for land valuation and the Depreciated Replacement Cost Approach of the buildings and machine. 6.2.3 Summary of the assets appraisal by CHARTER CHARTER conducts the valuation of land and buildings with the objective of valuation in order to know the property value. However, CHARTER has the opinion on the day of the survey the property has a well-watered area with a depth of about 2 - 5 meters, which is an internal use of the property in producing tap water for distribution. Therefore, CHARTER does not deduct that area. This assessment. CHARTER, as an independent property appraiser, examines and considers various factors related to the appraised property such as the legal rights, the characteristics of the property, the suitability of use or development, general market conditions, limitations, and additional/special assumptions or special conditions specific to the assessment. In this appraisal, the independent property appraiser chooses to use the appraisal that is suitable for the property. Market Approach for the valuation of land and construction machinery by the Depreciated Replacement Cost Approach of the assets in Phang Nga Province - Phuket. Summary can be summarized as follows.

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Appraisal method The independent property appraiser has appraised the value of land and building area by estimated cost, which will use the market price comparison method only for the land part for the building area, the cost method is used for replacement. Then put them together and it will get the value of the property. CHARTER selects market data for land with similar potential as the property to be listed into the data used for comparative analysis of 3 cases based on factors affecting the value such as location conditions, transportation, public utilities, suitability for the best use of land, physical properties of land, land plot characteristics, regulations, laws and liquidity. Then, using the Weighted Quality Score (WQS) method to adjust the price in comparison with the assets, which details of the market data to be compared and the WQS rating. The appraisal of land by the Market Approach and the buildings by the Depreciated Replacement Cost Approach of the assets in Phang Nga Province. Summary can be summarized as follows.

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Page 101 Opinions of the Independent Financial Advisor Report

Comparative market data for estimating land value prepared by CHARTER

Details Data 1 Data 2 Data 3 Data 4 Type of asset Vacant land (with palm plantation) Vacant land (with coconut plantation) Vacant land (with palm plantation) Vacant land (with palm plantation) Location Next to the unnamed alley, Petchkasem On the Ban Mai - Baan Po Daeng road, Next to the unnamed alley, Petchkasem Next to the unnamed alley, Petchkasem Road (Tor Lor 4) Petchkasem Road (Tor Lor.4) Road (Tor Lor 4) Road (Tor Lor 4) Ladn size (Rai-Ngan-sq. Wah) 384-0-00.0 Rai or 153,600.0 sq. Wah 60-0-00.0 Rai or 24,000.0 sq. Wah 132-0-00.0 Rai or 52,800.0 sq. Wah 57-3-00.0 Rai or 23,100.0 sq. Wah Land plot Polygon Polygon Polygon Polygon Width x Depth (meters) 200.00 x 3,100.00 meters 400.00 x 480.00 meters 180.00 x 1,175.00 meters 100.00 x 1,175.00 meters Land level Not filled, 0.50 meters below road level Not filled, 0.50 meters below road level Not filled, 0.50 meters below road level Not filled, 0.50 meters below road level Number of side conneted to 1 side 1 side 2 sides 1 side road Road characteristics (road Asphalt Asphalt Gravel Gravel surface) Width / road area (meters) 5/6 meters 6/8 meters 5/5 meters 5/5 meters Utilities Electricity, water supply, and telephone Electricity, water supply, and telephone Electricity, water supply, and telephone Electricity, water supply, and telephone City plan Housing less dense Housing less dense Housing less dense Housing less dense Other legal provisions - - - - Highest utilization Agriculture Agriculture Agriculture Agriculture Development potential Medium Medium Medium Medium Price Total142,000,000 Baht or 925 Baht/sq. Total 90,000,000 Baht or 3,750 Baht/sq. 1,042.00 Baht/sq. Wah or total of 865.00 Baht/sq. Wah or total of Wah Wah 55,000,000 Baht 20,000,000 Baht Condition Offer for sale Traded Offer for sale Offer for sale Date of getting data July 2020 July 2020 July 2020 July 2020 Serllers/ data providers Kolui K Udomsak K Ohr K Somporn Location/ phone number 081-717-6922 081-254-0880 081-326-6007 081-693-6978 Note: Land selection comparison CHARTER has selected land with location and characteristics similar to the land of the Company. However, to find a land that looks like the land of the Company. There is a possibility. In the calculation of the CHARTER value, the weighting value has been adjusted to be in line with the valuation principles for various factors.

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Weighting of assets for appraisal is provided by CHARTER

Market Data for Comparison Topic Details 1 2 3 Appraised Asset Land data Land area (sq. Wah) 153,600.00 24,000.00 52,800.00 136,051.00 Less land area that has been taken - - - - back Remaining land area approximately 153,600.00 24,000.00 52,800.00 136,051.00 (sq. Wah) Width (meters) 200.00 400.00 180.00 170.00 Depth (meters) 3,072.00 240.00 1,173.30 3,201.20 Proportion: width / depth (times) 0.07 1.67 0.15 0.05 Offering price (Baht / sq. Wah) 925.00 3,750.00 1,042.00 ? Discount (%) -20.00% 0.00% -15.00% ?

Amount (Baht) (185) - (156) Initial adjusted price (Baht) 740 3,750 886 ?

Comparision and Weighted Quality Score Weighting(% Market Data for Comparison Appraised Topic Details ) 1 2 3 Asset Location General location 20 6 6 5 7 Environment 10 7 7 6 7 Physical characteristics Land size 20 4 7 6 5 Land shape 10 4 7 5 4 Width x Depth 10 6 8 6 6 Land level 10 5 5 5 3 Road through front 0 7 7 7 7 Utilities of the land Right to use 0 7 7 7 7 Electricity 0 6 6 6 6 Water used 0 6 6 6 8 Suitability of 10 4 4 4 7 Maximum uses / limitations maximum utilization Liquidity 10 4 7 4 6 Legal restrictions 0 7 7 7 7 Total Weighted Score 100 500 640 520 570 Score ratio compared to the asset 1.1400 0.8906 1.0962 1.0000 Adjusted price 844 3,340 971 ???? Mathematical formulas (IF,ABS) 70 70 50 190 Proportion 0.3684 0.3684 0.2632 1.0000 Inverse 2.7143 2.7143 3.8000 9.2286 Weighted scoring 29.41 29.41 41.18 1.00 Weighting value 248 982 400 1,630 Appraised value per sq. Wah (rounded) 1,600 Scoring Low Fair Average Good Excellent Score 1 to 2 3 to 4 5 to 6 7 to 8 9 to 10

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From the market survey, it was found that the general offering price of vacant land is 865.00 Baht to 3,750.00 Baht per sq. Wah, depending on the location, land size, land condition, etc. When taken into account the assets in accordance with the above considerations, including the discount by about 10% -20% according to the market mechanism that buyers have higher bargaining power, the property should be valued at 1,400.00 Baht per sq. Wah. Therefore, from the appraisal of land by the independent appraiser gets to the value of the land equal to 190,471,400.00 Baht.

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Page 104 Opinions of the Independent Financial Advisor Report

Summary of assessment of property Phase 1 Property Valuation According to Investment Budget, Phang Nga-Phuket Water Supply Project Phase 1 New Useful Lift Number of Functional Economic Fair Market All Actual Depreciation Machine No. List Replacement (N) in Years in Obsolescence Obsolescence Value (FMV) Investment P=(1-n/N)*C Condition (C) Cost (RCN) Years Use (n) (F) (E) rounded 1 Receiving and pumping stations for raw water 1.1 Raw water pumping raft 3,406,450.00 3,406,000 0.900 20.00 2.00 1.00 1.00 1.00 3,065,000.00 1.2 Pump 350 cubic meter/hr H25 Mor.4 2,410,000.00 2,410,000 0.933 30.00 2.00 1.00 1.00 1.00 2,249,000.00 1.3 Electrical system and others 10,334,489.03 10,334,000.00 0.933 30.00 2.00 1.00 1.00 1.00 9,645,000.00 1.4 Water gate building 3,118,300.00 3,118,000.00 0.933 30.00 2.00 1.00 1.00 1.00 2,910,000.00 Total 1 19,269,239.03 19,268,000.00 Total 1 17,869,000.00 2 Production station - water supply (Thai Mueang) 2.1 Water production station 30,489,044.27 30,489,000.00 0.933 30.00 2.00 1.00 1.00 1.00 28,456,000.00 Labor cost of water production station structure and clear 6,461,803.24 6,462,000.00 0.933 30.00 2.00 1.00 1.00 1.00 6,031,000.00 2.2 water tanks Transparent cylindrical steel water tank, covered, 6,000 13,506,920.00 13,507,000.00 0.933 30.00 2.00 1.00 1.00 1.00 12,607,000.00 2.3 cubic meters Piles and construction materials of water production 9,182,226.10 9,182,000.00 0.933 30.00 2.00 1.00 1.00 1.00 8,570,000.00 2.4 stations and clear water tanks 2.5 Internal pipe work and pipe fittings 3,963,706.86 3,964,000.00 0.933 30.00 2.00 1.00 1.00 1.00 3,700,000.00 2.6 Pump 350 cubic meter/hr H25 Mor.4 2,260,000.00 2,260,000.00 0.933 30.00 2.00 1.00 1.00 1.00 2,109,000.00 2.7 Filled with soil, roads, sewers, silt manholes 1,409,440.00 1,409,000.00 0.933 30.00 2.00 1.00 1.00 1.00 1,315,000.00 2.8 Electrical system and others 16,936,022.41 16,936,000.00 0.933 30.00 2.00 1.00 1.00 1.00 15,807,000.00 Total 2 84,209,162.88 84,209,000.00 Total 2 78,595,000.00 3 Water supply pipe (Thai Mueang - Mai Khao) 3.1 Steel water pipe dia 900 mm. 90,310,750.00 90,311,000.00 0.933 30.00 2.00 1.00 1.00 1.00 84,290,000.00 3.2 Cost of laying steel water pipes dia 900 mm. 69,033,797.17 69,034,000.00 0.933 30.00 2.00 1.00 1.00 1.00 64,432,000.00 3.3 Road surface restoration 28,394,095.12 28,394,000.00 0.933 30.00 2.00 1.00 1.00 1.00 26,501,000.00 3.4 Supply and installation of valves 10,629,619.33 10,630,000.00 0.933 30.00 2.00 1.00 1.00 1.00 9,921,000.00 3.5 Cathodic Protection ------3.6 Accessories and others 5,209,226.44 5,209,000.00 0.933 30.00 2.00 1.00 1.00 1.00 4,862,000.00 3.7 Push-through work at Khok Kloy intersection 13,256,580.39 13,257,000.00 0.933 30.00 2.00 1.00 1.00 1.00 12,373,000.00

Page 105 Opinions of the Independent Financial Advisor Report

Property Valuation According to Investment Budget, Phang Nga-Phuket Water Supply Project Phase 1 New Useful Lift Number of Functional Economic Fair Market All Actual Depreciation Machine No. List Replacement (N) in Years in Obsolescence Obsolescence Value (FMV) Investment P=(1-n/N)*C Condition (C) Cost (RCN) Years Use (n) (F) (E) rounded 3.8 Piping work across Sarasin Bridge 26,071,826.20 26,072,000.00 0.933 30.00 2.00 1.00 1.00 1.00 24,334,000.00 Total 3 242,905,894.65 242,907,000.00 Total 3 226,713,000.00 4 Resting and distribution station for water supply Transparent cylindrical steel water tank, covered, 6,000 4.1 cubic meters 16,720,000.00 16,720,000.00 0.933 30.00 2.00 1.00 1.00 1.00 15,605,000.00 4.2 Clear water tank structure 3,015,916.57 3,016,000.00 0.933 30.00 2.00 1.00 1.00 1.00 2,815,000.00 4.3 Internal pipe work and pipe fittings 1,223,879.31 1,224,000.00 0.933 30.00 2.00 1.00 1.00 1.00 1,142,000.00 4.4 Pump 350 cubic meter/hr Head 40 m. 4,330,000.00 4,330,000.00 0.933 30.00 2.00 1.00 1.00 1.00 4,041,000.00 4.5 Filled with soil, road, sewer 1,107,098.20 1,107,000.00 0.933 30.00 2.00 1.00 1.00 1.00 1,033,000.00 4.6 Electrical system and others 14,112,865.51 14,113,000.00 0.933 30.00 2.00 1.00 1.00 1.00 13,172,000.00 Reservoir and distribution station for water supply - 4.7 Landscaping work and others 1,254,835.80 1,255,000.00 0.933 30.00 2.00 1.00 1.00 1.00 1,171,000.00 Total 4 41,764,595.39 41,765,000.00 Total 4 38,979,000.00 5 Water supply pipe (Mai Khao - Saku) 5.1 Steel water supply pipe dia 900 mm. 116,631,370.09 116,631,000.00 0.933 30.00 2.00 1.00 1.00 1.00 108,856,000.00 5.2 Cost of laying pipes for water supply 54,965,500.38 54,966,000.00 0.933 30.00 2.00 1.00 1.00 1.00 51,302,000.00 5.3 Accessories and others 9,535,103.26 9,535,000.00 0.933 30.00 2.00 1.00 1.00 1.00 8,899,000.00 5.4 Valves, air valves and valve sump 4,999,500.00 5,000,000.00 0.933 30.00 2.00 1.00 1.00 1.00 4,667,000.00 5.5 Traffic surface repair work 33,448,459.37 33,448,000.00 0.933 30.00 2.00 1.00 1.00 1.00 31,218,000.00 5.6 Cathodic Protection ------Total 5 219,579,933.10 219,580,000.00 Total 5 204,942,000.00 6 Separate pipes to supply water to customers 6.1 HDPE water supply pipes and pipe fittings 42,963,022.00 42,963,000.00 0.933 30.00 2.00 1.00 1.00 1.00 40,099,000.00 6.2 Cost of laying HDPE pipes 1,973,000.00 1,973,000.00 0.933 30.00 2.00 1.00 1.00 1.00 1,841,000.00 6.3 Others 1,047,892.50 1,048,000.00 0.933 30.00 2.00 1.00 1.00 1.00 978,000.00 Total 6 45,983,914.50 45,984,000.00 Total 6 42,918,000.00 7 Water supply work to Naithon Beach 7.1 Steel pipe Dia 400 mm. Distance of 8.5 km. ------7.2 Pipe laying wages 18,750.00 19,000.00 0.967 30.00 1.00 1.00 1.00 1.00 18,000.00

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Property Valuation According to Investment Budget, Phang Nga-Phuket Water Supply Project Phase 1 New Useful Lift Number of Functional Economic Fair Market All Actual Depreciation Machine No. List Replacement (N) in Years in Obsolescence Obsolescence Value (FMV) Investment P=(1-n/N)*C Condition (C) Cost (RCN) Years Use (n) (F) (E) rounded 7.3 Pipe fittings (valves, valve bots, etc.) ------7.4 Road restoration work ------7.5 Water pump 526,500.00 527,000.00 0.967 30.00 1.00 1.00 1.00 1.00 509,000.00 Installation of pumps and construction of pumping 7.6 stations ------0 Installation of temporary clear water tank, size 300 cubic 7.7 meters ------0 Total 7 545,250.00 546,000.00 Total 7 527,000.00 8 Saku Waterworks in current operation 8.1 Old water supply system (Acquired from Hydro Co., Ltd.) 26,000,000.00 26,000,000.00 0.967 30.00 1.00 1.00 1.00 1.00 25,133,000.00 8.2 Improvement of the water supply pipe system for Saku ------8.3 Others ------Total 8 26,000,000.00 26,000,000.00 Total 8 25,133,000.00 9 Development of Thai Mueang Water Reservoir, Phang Nga Province 9.1 Land cost ------9.2 Sand suction boat 10,000,000.00 10,000,000.00 0.950 20.00 1.00 1.00 1.00 1.00 9,500,000.00 9.3 Ore machine 5,000,000.00 5,000,000.00 0.967 30.00 1.00 1.00 1.00 1.00 4,833,000.00 9.4 Bridge construction 4,500,000.00 4,500,000.00 0.967 30.00 1.00 1.00 1.00 1.00 4,350,000.00 9.5 Office construction and scales 1,923,570.09 1,924,000.00 0.967 30.00 1.00 1.00 1.00 1.00 1,860,000.00 9.6 Exit road renovation work 3,461,325.00 3,461,000.00 0.967 30.00 1.00 1.00 1.00 1.00 3,346,000.00 9.7 Fence work 719,040.00 719,000.00 0.967 30.00 1.00 1.00 1.00 1.00 695,000.00 9.8 CCTV system work and entrance door 248,850.00 249,000.00 0.967 30.00 1.00 1.00 1.00 1.00 241,000.00 9.9 Electrical field expansion work 235,000.00 235,000.00 0.967 30.00 1.00 1.00 1.00 1.00 227,000.00 9.10 Water supply machine (UF system) 1,850,000.00 1,850,000.00 0.967 30.00 1.00 1.00 1.00 1.00 1,788,000.00 9.11 Employment of Kasetsart University education design 2,936,200.00 2,936,000.00 0.967 30.00 1.00 1.00 1.00 1.00 2,838,000.00 9.12 Topographic survey 329,439.25 329,000.00 0.967 30.00 1.00 1.00 1.00 1.00 318,000.00 9.13 Coordination expenses and others 3,822,254.46 3,822,000.00 0.967 30.00 1.00 1.00 1.00 1.00 3,695,000.00 Total 9 35,025,678.80 35,025,000.00 Total 9 33,691,000.00 10 Job details for the part that has not yet been opened for purchase / employment

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Property Valuation According to Investment Budget, Phang Nga-Phuket Water Supply Project Phase 1 New Useful Lift Number of Functional Economic Fair Market All Actual Depreciation Machine No. List Replacement (N) in Years in Obsolescence Obsolescence Value (FMV) Investment P=(1-n/N)*C Condition (C) Cost (RCN) Years Use (n) (F) (E) rounded 10.1 Move the water pump 90 meters 3,000,000.00 3,000,000.00 0.967 30.00 1.00 1.00 1.00 1.00 2,900,000.00 10.2 Rural road restoration 10,000,000.00 10,000,000.00 0.967 30.00 1.00 1.00 1.00 1.00 9,667,000.00 10.3 Park area restoration 10,000,000.00 10,000,000.00 0.967 30.00 1.00 1.00 1.00 1.00 9,667,000.00 10.4 Labor cost for laying HDPE and CSR pipes 5,000,000.00 5,000,000.00 0.967 30.00 1.00 1.00 1.00 1.00 4,833,000.00 10.5 Water pipeline rust prevention 5,000,000.00 5,000,000.00 0.967 30.00 1.00 1.00 1.00 1.00 4,833,000.00 10.6 Water pipes and other accessories 1,000,000.00 1,000,000.00 0.967 30.00 1.00 1.00 1.00 1.00 967,000.00 Total 10 34,000,000.00 34,000,000.00 Total 10 32,867,000.00 11 Piping work for customers 11.1 Piping work for customers 19,926,500.00 19,927,000.00 0.967 30.00 1.00 1.00 1.00 1.00 19,263,000.00 Total 11 19,926,500.00 19,927,000.00 Total 11 19,263,000.00 Grand Total (1-11) 769,210,168.35 796,211,000.00 Grand Total (1-11) 721,497,000.00 Note: 1) Determine the useful life (N) of the machine by industry group, type of machinery, producing country, according to standards and professional ethics; factory, machinery and equipment appraisal by the Valuers Association of Thailand and the Thai Independent Appraisers Association as the basis. But because of the water supply production is nder the terms of the concession contract, therefore, the useful life of the machine is considered to be equal to the concession period of 30 years 2) Determination of machine life (n) of approximately 0-2 years 3) Replacement Cost New (RCN) refer to the document (Book Value) and receipt document from the employer. Because assets are machines used in a particular industry and are characterized by a production line designed for specific us, the assessor has reviewed with the sources of information and found that it is appropriate to use in replacement value in the evaluation

FMV = RCN x P x F x E FMV = Appraisal Value RCN = Cost of Reproduction New P = (1- n / N) x C N = The estimated number of years of new machines that can be used before the end of their useful life n = Age according to the period of use of the machine C = Machine condition according to usage and maintenance F = Useful depreciation (%) E = Economic depreciation or external factors Factor Price Index = The factor adjusted from the initial cost of the country of manufacture

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Summary of assessment of property Phase 2 Asset Valuation According to Investment Budget, Phang Nga-Phuket Water Supply Project Phase 2 Number of Number Functional Economic Fair Market Value According Replacement Cost Depreciation Years of Years Machine No. List Number Unit Obsolescence Obsolescence Value (FMV) to PO New (RCN) P=(1-n/N)*C Useful Life in Use Condition (C) (F) (E) rounded (N) (n) 1 Water production station and clear water tank Na Toey 1.1 Water production station 1 Chud 28,500,000.00 28,500,000.00 1.00 30.00 0.00 1.00 1.00 1.00 28,500,000.00 Structure of production station Mao 10,593,000.00 1.2 and clear water tank 1 10,592,734.14 10,593,000.00 1.00 30.00 0.00 1.00 1.00 1.00 Piping systems inside pipe Mao 186,000.00 1.3 fittings 1 186,400.00 186,000.00 1.00 30.00 0.00 1.00 1.00 1.00 Clear water tank, size 6,000 Bai 13,000,000.00 1.4 cubic meters 1 13,000,000.00 13,000,000.00 1.00 30.00 0.00 1.00 1.00 1.00 1.5 Others 1 Mao 59,742.27 60,000.00 1.00 30.00 0.00 1.00 1.00 1.00 60,000.00 Total 1 52,338,876.41 52,339,000.00 Total 2 52,339,000.00 2 Clear water tank Mai Khao Clear water tank, size 6,000 16,500,000.00 2.1 cubic meters 1 ใบ 16,500,000.00 16,500,000.00 1.00 30.00 0.00 1.00 1.00 1.00 2.2 Clear water tank structure 1 เหมา 5,897,600.00 5,898,000.00 1.00 30.00 0.00 1.00 1.00 1.00 5,898,000.00 Internal piping systems and pipe 528,000.00 2.3 fittings 1 เหมา 528,230.00 528,000.00 1.00 30.00 0.00 1.00 1.00 1.00 2.4 Filled with soil, roads and drains 1 เหมา 1,074,766.36 1,075,000.00 1.00 30.00 0.00 1.00 1.00 1.00 1,075,000.00 2.5 Fence and landscape work 1 เหมา - - 1.00 30.00 0.00 1.00 1.00 1.00 - Total 2 24,000,596.36 24,001,000.00 Total 2 24,001,000.00 3 Water pipeline Phase 2, distance 16.5 km Steel pipe 800 mm. Thickness 4,630,000.00 3.1 7.9 mm. 2000 เมตร 4,630,145.25 4,630,000.00 1.00 30.00 0.00 1.00 1.00 1.00 Steel pipe and well assembly 1,935,000.00 3.2 equipment and well value 1 เหมา 1,935,320.69 1,935,000.00 1.00 30.00 0.00 1.00 1.00 1.00 3.3 Steel pipe laying fee 5500 เมตร 17,070,837.64 17,071,000.00 1.00 30.00 0.00 1.00 1.00 1.00 17,071,000.00 3.4 Sand transportation cost 1 เหมา 714,000.00 714,000.00 1.00 30.00 0.00 1.00 1.00 1.00 714,000.00 3.5 Road restoration 5500 เมตร 6,181,995.33 6,182,000.00 1.00 30.00 0.00 1.00 1.00 1.00 6,182,000.00

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Asset Valuation According to Investment Budget, Phang Nga-Phuket Water Supply Project Phase 2 Number of Number Functional Economic Fair Market Value According Replacement Cost Depreciation Years of Years Machine No. List Number Unit Obsolescence Obsolescence Value (FMV) to PO New (RCN) P=(1-n/N)*C Useful Life in Use Condition (C) (F) (E) rounded (N) (n) 3.6 Pipe Jacking Tor Lor 4301 1 งาน 1,044,000.00 1,044,000.00 1.00 30.00 0.00 1.00 1.00 1.00 1,044,000.00 3.7 Cathodic Protection 1 งาน - - - Total 3 31,576,298.91 31,576,000.00 Total 3 31,576,000.00 Grand Total (1-3) 107,915,771.68 107,916,000.00 Grand Total (1-3) 107,916,000.00 Note: 1/ Duration according to the period of use of the machine (Chronological Age, n) approximately 0 years (under construction)

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Summary of property value from the appraisal of CHARTER Detail Unit: Baht Land market value (Market Approach) 190,471,400.00 Appraisal value phase 1 721,497,000.00 Appraisal value phase 2 107,916,000.00 Estimated market value of the tap water production project 1,019,884,400.00

CHARTER appraised the Company's assets based on the Depreciated Replacement Cost Approach of the building and machinery plus the Market Approach, value equals 1,019,884,400.00 Baht 6.2.4 Opinion of the Independent Financial Advisor on the appraisal of CHARTER’s assets Opinion of the Independent Financial Advisor on the selection of appraisal approach from the consideration of the asset appraisal report prepared by an independent property appraiser, using the Market Approach for land valuation and the Depreciated Replacement Cost Approach of buildings and machinery, the total amount is 1,019,884,400.00 Baht. The Independent Financial Advisor has the opinion that the Market Approach is the appropriate land valuation method, since the independent property appraiser has surveyed the land price with the offer price offered from comparable land in the nearby area. The independent property appraiser appraised the land price by comparing with the land similar to the appraised land, resulting in the most up-to-date price and reflecting the value of the land appraised according to the current market conditions. As for buildings and machines on the land, the independent appraiser appraised the value by using the Depreciated Replacement Cost Approach which calculated the cost of building replacement based on the new replacement price less accumulated depreciation. The Independent Financial Advisor has the opinion that the valuation of buildings and machinery is assessed based on the various conditions and uses resulting in the most appropriate value. Therefore, the Independent Financial Advisor agrees with the independent appraiser who chooses to use the asset appraisal value from the Market Approach for land valuation and the Depreciated Replacement Cost Approach of the buildings and machine. 6.2.5 Summary of the appraisal by Adjusted Book Value Approach The Independent Financial Advisor appraises the value by Adjusted Book Value Approach adjusting the GS’s assets with items that arise after the closing date of the financial statements or items that have an impact on the book value reflecting more on the real value and less all liabilities including commitments and contingent liabilities in the future. This appears in the financial statements as of December 31, 2019 and afterwards the calculated result is divided by the total amount of GS paid-up shares in the valuation of GS shares. The appraisal list of underlying assets, the appraisal price of BKK and Charter's assets are shown in the table below.

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Assets appraisal by adjusting book value approach

List of assets according to financial statement Property appraisal Property appraisal Book value Property appraisal list as of December 31, 2020 (unit: million Baht) value of BKK value of CHARTER Property, plant and equipment Land and pond costs 126.60 Land and pond costs 204.08 190.47 Water production station 117.74 Item 9 Part 1 33.91 33.69 Equipment and utensils 59.43 Item 1 Part 1 18.25 17.87 Item 2 Part 1 80.37 78.60 Total valued land, buildings and equipment 303.77 336.60 320.63 Office equipment 0.66 0.66 0.66 Office decoration 0.18 0.18 0.18 Vehicle 3.40 3.40 3.40 Computer equipment 0.67 0.67 0.67 Water meter device 1.30 1.30 1.30 Property under construction 0.24 0.24 0.24 Total land, buildings and equipment 310.22 343.06 327.08 Concession-based assets (recorded as intangible assets) Service rights from a concession agreement 526.63 Item 3 Part 1 230.76 226.71 Computer program 0.29 Item 4 Part 1 39.68 38.98 Land use rights 6.82 Item 5 Part 1 208.60 204.94 Item 6 Part 1 43.68 42.92 Item 7 Part 1 0.53 0.53 Item 8 Part 1 33.64 25.13 Item 10 Part 1 33.15 32.87 Item 11 Part 1 19.43 19.26 Item 1 Part 2 52.34 52.34 Item 2 Part 2 24.00 24.00 Item 3 Part 2 31.58 31.58 Total intangible assets 533.73 717.39 699.26 Total 843.95 1,060.44 1,026.34 Current assets 101.50 101.50 101.50 Other non-current assets 25.32 25.32 25.32 Total assets 970.76 1,187.26 1,153.15 Less total liabilities (337.60) (337.60) (337.60) Net book value 633.16 849.66 815.55 Book value per share (Baht per share) 99.24 133.18 127.83

Note: Details of the assessed assets are as follows Property appraisal list List of land and pond Land and pond costs costs Item 7 Section 1 Water supply work to Naithon Beach Raw water receiving and pumping Item 1 Section 1 station Item 8 Section 1 Currently operating Sakhu waterworks Production station - water supply (Tai Item 2 Section 1 Muang) Item 9 Section 1 Land improvement Water supply pipe (Tai Muang - Mai Job details for the part that has not yet been Item 3 Section 1 Khao) Item 10 Section 1 opened for purchase/employ Water supply resting and sitribution Item 4 Section 1 station Item 11 Section 1 Piping work for customers

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Water production station and clear water Water supply pipe (Mai Khao - Sakhu) Item 5 Section 1 Item 1 Section 2 tank Na Toey Separate pipes to supply water to Item 6 Section 1 customers Item 2 Section 2 Clear water tank Mai Khao Item 7 Section 1 Water supply work to Naithon Beach Item 3 Section 2 Water pipeline Phase 2, distance 16.5 km

From valuation of GS shares by this method will get the value of GS between 815.55 - 849.66 million Baht or 127.83 - 133.18 Baht per share, By this method of valuation of shares, the financial position is taken into account and adjusted with the items that occurred after the closing date of the financial statements or Items that have an impact on the book value to reflect the real value more without considering the Company's profitability and performance in the future, competitiveness of the enterprise, the economic outlook and industry overview, the growth and investment in the future. Therefore, the Independent Financial Advisor has the opinion that this valuation approach is not appropriate to be used to evaluate the fair price of GS ordinary shares. 6.3 Market Value Approach The valuation of shares by this method uses the weighted average market price from trading of GS securities in the SET in the past at various periods. The Independent Financial Advisor will consider the weighted average market price of the Company's shares (Company's share trading value/Company's share trading volume) past 7 days, 15 days, 30 days, 60 days, 90 days, 180 days and 360 days prior to the transaction date. In this regard, the Independent Financial Advisor has the opinion that the period can appropriately reflect the trend and movement of market capitalization and in line with the reality of GS business operations. However, since GS is not listed on the SET, therefore, there is no purchase price. Therefore, the Independent Financial Advisor is unable to value GS's shares by this method. 6.4 Price to Book Value Ratio Approach (P/BV Ratio) Appraisal by this method is the book value per share according to audited financial statements as of 31 December 2019, based on data from GS audited financial statements, which is 99.24 Baht per share multiplied by the median of the closing price to average book value (P/BV) ratio of the two reference companies, a business that is consistent, related, or similar to GS. It is the business of developing the production and distribution of water supply system, integrated and operating net profit, which are 1) TTW Public Company Limited (“TTW”) and 2) Eastern Water Resources Development and Management Public Company Limited (“EASTW”) with details as follows. (Unit: million Baht) Initials Business type Market cap2 Total assets1 Income1 Net profit1 TTW Produce and sell tap water to the Provincial 52,269.00 22,620.99 3,096.52 1,332.19 Waterworks Authority (PWA) by operating the company covering the area of Nakhonchaisri District, Sampran District, Phutthamonthon District, Nakhon Pathom province and Muangsamutsakhon District, Krathumbaen District, Samutsakhon Province for a subsidiary operating in Pathum Thani province.

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(Unit: million Baht) Initials Business type Market cap2 Total assets1 Income1 Net profit1 EASTW Develop and manage the main water pipeline 16,304.50 22,471.24 2,180.96 465.05 system in the eastern coastal areas by selling raw water to industrial estates, general factories, and waterworks

Note: 1/ Based on the six-month financial statements ended June 30, 2020. 2/ Source: www.set.or.th information as of 2 September 2020.

The Independent Financial Advisor used the median of the closing price to average book value ratio of listed companies to be compared, calculated from the median of the company over the period above divided by the book value of that company. The historical data in various periods until September 2, 2020, the details can be summarized as follows. Historical average of P/BV (times)1 The company group 7 days 15 day 30 days 60 days 90 days 120 days 180 days 360 days TTW 4.03 4.03 3.96 3.98 4.03 4.01 4.07 4.19 EASTW 1.52 1.50 1.49 1.52 1.52 1.52 1.54 1.77 Median 2.78 2.77 2.72 2.75 2.78 2.77 2.81 2.98 Value of GS shares (Baht/share)2 275.40 274.41 270.19 272.92 275.40 274.41 278.38 295.74 GS Value (million Baht)3 1,757.02 1,750.69 1,723.78 1,741.19 1,757.02 1,750.69 1,776.02 1,886.82 Note: 1/ Source: www.setsmart.com nformation as of September 2, 2020. 2/ GS's book value from the financial statements ending December 31, 2019 is 633,161,556.13 Baht and 6,379,941 shares. 3/ Total number of paid-up shares 6,379,941 shares with par value of 100.00 Baht per share. From valuation of GS shares by this method, it will get the value of GS 1,723.78 - 1,886.82 million Baht or 270.19 - 295.74 Baht per share. However, the two independent financial advisors also differed in terms of business timing compared to GS that will begin to recognize significant revenues in 2020, which affects net profit and retained earnings that are part of the book value. Therefore, the Independent Financial Advisor has the opinion that this method of valuation of shares may contain discrepancies in the valuation of GS's fair value. The Independent Financial Advisor has the opinion that this appraisal approach is not appropriate for the fair valuation of GS ordinary shares. However, the Independent Financial Advisor has considered the P/BV of the resource industry group to compare. But due to the data constraints that cannot be determined the daily historical average, therefore,

the Independent Financial Advisor considers only the average of the comparative companies, TTW and EASTW. 6.5 Price to Earnings Per Share Ratio Approach (P/E Ratio) This appraisal is based on the earnings per share of the audited financial statements as of December 31, 2019, based on the data from the Company's audited financial statements multiplied by the average of the closing price to earnings per share ratio ( P/E) of the reference companiesHowever, as GS had a net operating loss (77.67) million Baht and negative earnings per share according to audited financial statements as of

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December 31, 2019. Therefore, the Independent Financial Advisor is unable to value GS's shares by this method. 6.6 Discounted Cash Flow Approach The valuation of GS by this method takes into account the future performance of GS and HYDRO by calculating the present value of the estimated Free Cash Flow (FCF) with the appropriate Discount Rate. The Independent Financial Advisor used the Weighed Average Cost of Capital (WACC) to calculate for a discount rate and to calculate from the future net cash flow. As this estimation is the valuation of the business based on the remaining concession period, The Independent Financial Advisor uses the estimate of 26 years from 2020 to 2045 under the concession period of 30 years (2015 - 2045). In this regard, the Independent Financial Advisor uses actual data generated between 2017 and 2019 as a guideline for making estimates based on GS's business going concern basis. It's no significant change happened and it is under current economic conditions and situations, including no significant impacts from future natural disasters. The financial estimates used for the valuation is based on assumptions and information provided by the Company and GS, and it is based on current economic conditions and circumstances by considering in conjunction with the past information. If there is any change in the Company's business plans and policies or changes in economic conditions cause the Company's business operations changing from estimates and predetermined variables, it may change significantly the estimates made under the above assumptions and may affect the value of the valuation of GS shares as well. The Independent Financial Advisor summarizes various factors and assumptions to be used for this valuation method, the details can be summarized as follows.

6.6.1 Summary and guidelines for estimating the Discounted Cash Flow Approach of GS For the preparation of GS Financial Projections, the Independent Financial Advisor has prepared the financial projections based on information and assumptions received from GS and includes interviews with relevant management and staff. The Independent Financial Advisor made all assumptions from obtaining information from the Company and GS. In this regard, the Independent Financial Advisor has mainly used the assumptions set by GS. This is because GS ensures that GS estimates are fully knowledgeable and that GS is the most self-aware and industry environment. However, the Independent Financial Advisor may revise the financial assumptions received from the Company and GS on a conservative basis, where principle of caution in making this report is based on the principle of interests of the minority shareholders. The Independent Financial Advisor has not found any information that causes him/her to believe that the intend to conceal financial estimates or intend to give false information to the Independent Financial Advisor. The assumptions set by the Independent Financial Advisor can be summarized as follows. 1.) Product characteristics Since the main product of GS is tap water, the purchase price is based on the water purchase agreement with PWA, which sets the water purchase price and the volume of water sold. In addition, GS can sell water to other types of customers according to the conditions stipulated in the concession agreement,

Page 115 Opinions of the Independent Financial Advisor Report where the price is a step-up adjustment based on the water consumption of each type of users (details in Attachment 4). Therefore, the Independent Financial Advisor sets the water selling price in accordance with the water purchase agreement with PWA and refers to the trading price of each type of user from the historical data of GS. 2.) Product price trends Since the main product of GS is tap water, the purchase price is based on the water purchase agreement with PWA and the water purchase price is determined according to the term of the water purchase agreement. Therefore, the Independent Financial Advisor stipulates that the water tariff will be adjusted when the contract expires with PWA. In addition, GS can sell water to other types of customers under the conditions stipulated in the concession agreement, where the water tariff rate will be increased by 5.00 percent every 3 years over the concession period. 3.) Estimation period The Independent Financial Advisor has made an estimate of GS's financial statements for the end of 2045, as this is the period when the contract has expired with government agencies and the Independent Financial Advisor has made a conservative estimate that GS will not receive a concession extension. Therefore, the Independent Financial Advisor makes estimates until the end of the concession period until 2045 only. 4.) Reference information from GS With reference to the assumptions in the financial forecasting of GS, the Independent Financial Advisor has made full use of his knowledge, capability and experience by making assumptions in accordance with the nature of the business. Therefore, such estimations, GS is a business expert and owner of the data that would be able to estimate their own financial statements the best. Therefore, the Independent Financial Advisor is based on the assumptions from GS, reviewed all of the assumptions of GS, there was no reason to believe that GS intended to provide false information to the Independent Financial Advisor. The Independent Financial Advisor has adjusted some assumptions in its estimation of GS financial statements, based on conservative basis mainly for the benefit of small shareholders. 5.) GS revenue overview GS has one subsidiary, HYDRO, with GS holding 99.99 percent of the shares. The main revenue is revenue from the sale of tap water operated by HYDRO. In addition, GS has earned revenue from the sale of sand from the excavation of the well, but this is a very small percentage of the total income. Therefore, the Independent Financial Advisor only estimates the GS revenue from HYDRO's water sale.

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6.6.2 Key assumptions for the GS discounted cash flow approach

1.) Income GS earns income from the business of developing the integrated water supply and production system, by selling tap water in the subdistrict area where GS has been concessioned issued by the Ministry of Resources and Environment in the Mai Khao Subdistrict Administrative Organization area and Sakhu Subdistrict Administrative Organization Area, Thalang District, Phuket Province. The concessionaire is required to construct a water supply plant and equipment, including a public water pipeline system to be able to distribute tap water in that area, with the water production capacity is 96,000 cubic meters per day, divided into 4 phases of 24,000 cubic meters per day. However, according to the past performance, the Company has lost about 10.76 percent of production water supply per day. Therefore, the amount of tap water that the Company can sell is at 85,670 cubic meters per day according to the study of the situation of water supply in Phuket (more details in section 4). The Independent Financial Advisor has the opinion that Phuket is at risk of losing out on tap water in the future as the demand for water is greater than the amount of water from the Irrigation Development Plan due to the limitation of raw water sources in Phuket when considering the water demand according to the information of the Royal Irrigation Department, the details are as follows. Water demand (million cubic meters per year) Order Type Present (2017) 5 years (2022) 10 years (2027) 20 years (2037) 1 Consumption 22.01 25.24 28.94 38.04 2 Sustain ecosystem 57.56 57.56 57.56 57.56 3 Agriculture - Inside irrigation 10.89 15.28 15.28 19.66 - Outside irrigation 41.69 41.69 41.69 41.69 - Total 52.58 56.97 56.97 61.35 4 Industry 3.79 3.98 4.17 4.55 Total per year 135.94 143.74 147.63 161.50 Cubic meters per day 372,438 393,808 404,466 442,466 Source: Project Management Office, Royal Irrigation Department

The information from the news agency Public Relations Department (https://thainews.prd.go.th/) December 11, 2019, published information of the press conference of the governor of Phuket found the media regarding the Water Management of Phuket Province discussing about the water situation and water management measures and the approach to water supply for water stability, the cost of Phuket Province that the amount of water for consumption from the main reservoir of the Royal Irrigation Department is low. There is a plan to allocate water from Bang Wad Reservoir from January to May 2020 in total not more than 20,000 cubic meters per day for Bang Niew Dam Reservoir. No water allocation to the regional waterworks throughout the dry season and Khlong Katha Reservoir Allocate water according to plan throughout the dry season at a rate of 12,000 cubic meters per day. This information shows the lack of water source, the cost of Phuket, which is insufficient to supply water. Therefore, the Independent Financial Advisor makes an estimate by assuming that GS will be able to produce and distribute tap water according to the production capacity of 96,000 cubic meters per day. However, in

Page 117 Opinions of the Independent Financial Advisor Report making financial projections, the Independent Financial Advisor classified clients into 4 types according to the concessions that GS has received as follows. Type 1 Residential customer groups Type 2 Customer groups of government agencies, and small businesses Type 3 State enterprise, industrial, and large business customers Type 4 Customer groups for the Provincial Waterworks Authority Each customer group has different average water selling prices, which can be summarized as follows. Selling price1 Type of customer (Baht per cubic meter) Type 1 Residential customer groups 8.68 Type 2 Customer groups of government agencies, and small businesses 16.65 Type 3 State enterprise, industrial, and large business customers 27.94 Type 4 Customer groups for the Provincial Waterworks Authority 13.222 Note: 1/ To determine the price of each type of water sale, the customer is calculated from the sales revenue of each type of customer for January to August 2020, divided by the average by the volume of sales of each type of water, which is equal to the average selling price per cubic meter. 2/ The Independent Financial Advisor based on the lowest water tariff price under contract with PWA in Phuket Province according to the Conservative Basis

The Independent Financial Advisor has determined that the selling price of tap water will increase by an average of 5.00 percent every three years, based on the terms of the concession agreement received by GS. As for the volume of tap water sales, the Independent Financial Advisor has made estimates based on the water purchase agreement and GS estimate with the prediction that the proportion of water sales to customers of Type 4, PWA, is the highest compared to other types of customers. In this regard, the Independent Financial Advisor has considered the water shortage condition in Phuket. Therefore, the estimate of the sales volume of tap water that is expected to be produced and distributed by GS is as follows. 2017A 2018A 2019A 2020F 2021F 2022F 2023F 2024F Type of customer Annual water sales volume (million cubic meters) (1) Type 1 0.13 0.14 0.20 0.27 0.30 0.36 0.36 0.36 Type 2 0.28 0.30 0.71 0.39 0.46 1.63 1.63 1.63 Type 3 0.34 0.31 0.49 0.41 0.76 1.92 1.92 1.93 Type 4 - - 1.43 3.55 17.14 19.71 27.36 27.44 Total 0.74 0.75 2.83 4.62 18.66 23.62 31.27 31.36 Price of water per cubic meter (Baht per cubic meter) (2) Type 1 9.96 9.65 8.56 8.68 8.68 9.11 9.11 9.11 Type 2 16.17 16.62 15.74 16.65 16.65 17.48 17.48 17.48 Type 3 26.09 27.44 25.65 27.94 27.94 29.34 29.34 29.34 Type 4 - - 15.94 13.22 13.22 13.89 13.89 13.89 Revenue from selling water (million Baht) (3) = (1) x (2) Type 1 1.27 1.36 1.87 2.36 2.64 3.26 3.26 3.27 Type 2 4.50 5.03 6.31 6.46 7.61 28.46 28.46 28.54 Type 3 8.83 8.40 14.06 11.46 21.28 56.38 56.38 56.54 Type 4 - - 24.06 46.93 226.63 273.66 379.93 380.97 Total 14.60 14.79 46.30 67.21 258.16 361.77 468.04 469.32 Note: Projection Year 2025 to 2045 (end of projection period) is added in Attachment 6.

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2.) Other income The Independent Financial Advisor specifies that the Company's other income is only other income from interest income for the year 2020 onwards until the end of the projection period, by calculating from the end of the previous year cash and set the deposit interest rate equal to 0.50 percent per annum according to the six-month fixed deposit rate of commercial banks. (million Baht) 2017A1 2018A1 2019A1 2020F 2021F 2022F 2023F 2024F Ending cash 1.99 104.11 10.87 5.02 18.28 8.18 20.98 150.52 Other income 0.23 2.38 3.00 0.05 0.03 0.09 0.04 0.10 Note: Projection Year 2025 to 2045 (end of projection period) is added in Attachment 6. 1/ Cash at the end of the period

3.) Cost of producing water supply Cost of sales and services comprise raw material costs for producing tap water that vary according to the amount of tap water production, including the cost of chemicals used in pretreatment of raw water, electricity costs related to production, machinery repair, utilities, and othersThe Independent Financial Advisor stipulates that cost of sales and services will start from 2020 onwards until the end of the projection period based on conservative principles are as follows.

Cost1 Cost of tap water sales (Baht per cubic meter) 1.) Electricity costs related to production 2.40 2.) Raw water conditioning chemicals 1.30 3.) Machine repair cost 0.80 4.) Other expenses 0.15 Total 4.65 Note: 1/ Data from GS based on conservative basis. However, the Independent Financial Advisor sets the cost of tap water sales to increase at a rate of 1.59 percent per year from the previous year based on the 10-year average core inflation rate from the Bank of Thailand. The cost of the Company's tap water sales can be summarized as follows: List 2017A 2018A 2019A 2020F 2021F 2022F 2023F 2024F Production cost (Baht per cubic N/A 4.00 3.58 meter) 4.65 4.72 4.78 4.85 4.92 Annual water production (million N/A 0.75 3.17 cubic meters) 5.18 20.91 26.46 35.04 35.14 Total cost of tap water sales (million N/A 3.00 Baht) 11.35 24.07 98.60 126.53 169.88 172.74 Note: Projection Year 2025 to 2045 (end of projection period) is added in Attachment 6.

4.) Depreciation The Independent Financial Advisor requires that each asset class be depreciated at a fixed rate on a straight-line method, whereby the depreciation for each asset is calculated differently according to the accounting standards specified in the notes to the financial statements and refer to amortization of depreciation

from GS with details as follows.

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Asset Depreciation period (years) Concession rights 30 years, but not exceeding the term of the concession Pumping plants and water supply stations 20 years - 35 years Building 20 years - 35 years Building improvement 5 years - 10 years Machine - Water pipeline 30 years - 40 years - Water supply system 5 years - 20 years

Asset Depreciation period (years) Tools and equipment 5 years Office equipment 5 years Office supplies and decorations 5 years Vehicle 5 years Software 5 years Note: 1/ Independent Financial Advisor determines the depreciation period for the newly invested water treatment plant between 2020 - 2021 equal to 20 years. 2/ Independent Financial Advisor determines the depreciation period of the site machinery. New investment during the year 2020 equal to 5 years 3/ Independent Financial Advisor determines the depreciation period of the right in the concession. New investments between 2020 - 2021 equal to 27 years and 26 years, respectively.

5.) Selling and administrative expenses Selling and administrative expenses consist of employee and welfare expenses. Utility bill Repair and maintenance fees, certification fees, fees and other service charges with details as follows. • The Independent Financial Advisor determines that employee-related expenses and benefits from 2020 onwards based on employee-related expenses in 2019 and determine to grow at 5.00 percent per year, referring to the GS salary increase policy throughout the period of making financial estimates. • The Independent Financial Advisor determines the utility fee from 2020 based on the 2019 utility bill which is 0.54 million Baht and is set to grow 1.59 percent per year, based on the 10-year average core inflation rate from the Bank of Thailand throughout the period of making financial estimates. • The Independent Financial Advisor sets the repair and maintenance cost from 2020 based on the 2019 repair and maintenance cost, which is 1.73 million Baht and is set to grow 1.59 percent per year based on the 10-year average core inflation rate from the Bank of Thailand throughout the period of making financial estimates. • The Independent Financial Advisor sets the accreditation fee from 2020 based on the 2019 certification fee of 0.71 million Baht and set to grow 1.59 percent per year based on the 10-year average core inflation rate from the Bank of Thailand throughout the period of making financial estimates. • The Independent Financial Advisor sets the fee from 2020 based on the 2019 fee, which is 0.64 million Baht and is set to grow 1.59 percent per year based on the 10-year average core inflation rate from the Bank of Thailand throughout the period of making financial estimates.

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• The Independent Financial Advisor determines other service fees from 2020 based on other service fees for 2019, which is 17.45 million Baht and is set to grow 1.59 percent per year based on 10-year average core inflation rate from the Bank of Thailand throughout the period of making financial estimates. Cost items 2017A 2018A 2019A 2020F 2021F 2022F 2023F 2024F Employee expenses and benefits 16.94 18.58 26.54 34.55 36.28 38.09 40.00 42.00 Utility expenses 0.12 0.14 0.54 0.55 0.56 0.57 0.58 0.59 Repair and maintenance costs 0.40 0.46 1.73 1.76 1.79 1.82 1.84 1.87 Certification fees 1.49 1.86 0.71 0.73 0.74 0.75 0.76 0.77 Fees 0.51 0.07 0.64 0.65 0.66 0.67 0.68 0.70 Other service fees 23.81 21.53 17.45 17.72 18.00 18.29 18.58 18.88 Total 43.27 42.63 47.62 55.97 58.03 60.19 62.45 64.81 Note: Projection Year 2025 to 2045 (end of projection period) is added in Attachment 6.

6.) Corporate income tax Estimated corporate income tax rate equal to 20.00 percent per year from 2020 onwards until the end of the projection period. However, GS is in the process of applying for investment promotion from the BOI in accordance with the terms of the service and utilities businesses (Type 7). The BOI is in the process of considering, which will allow GS to receive corporate income tax exemption according to specified criteria. The Independent Financial Advisor has therefore made the assumptions for this estimation where GS will be entitled to 5-year tax exemption from 2021 - 2025. 7.) Capital Expenditure The Independent Financial Advisor stipulates that throughout the financial forecasting period GS has budget for investment projects to increase production capacity in phase 2, phase 3, and phase 4 to support future water demand. GS's details are as follows. Item Year 2020 Year 2021 Year 2022 1.) Water holding station, booster pump, and regular water 94.50 143.05 88.75 supply 2.) Office equipment, vehicles and others1 2.12 2.12 2.12 3.) Pipeline for water supply and distribution according to the 62.95 - - concession 4.) Other intangible assets1 0.11 0.11 0.11 Total capital budget 159.68 145.28 90.98 Note: 1/ For items 2.) and 4.), the Independent Financial Advisor assumes that GS will have to invest in this additional component every year over the forecast period

8.) Loan According to the financial statements as of December 31, 2019, GS has short-term loans from third parties amounting to 150.00 million Baht with interest at the rate of 4.00 percent per annum. In addition, loan from financial institutions divided into long-term loans due within one year amounting to 55.47 million Baht, long-

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term loan from financial institution amounting to 89.95 million Baht, and lease liability of 0.57 million Baht carrying interest rate equal to MLR minus 2.50 percent per annum as per loan agreement. However, the Independent Financial Advisor has prepared an estimate for future borrowing by setting a ceiling equal to the Debt to Equity Ratio (D/E Ratio) of the resource industry group for comparison, which is 1.41 times. The Independent Financial Advisor estimates additional loans of 170.00 million Baht in 2020 and 140.00 million Baht in 2021 and 60.00 million Baht. In 2022 to increase production capacity in phase 2, phase 3 and phase 4 for future projects, which will make the 2020 GS’s D/E Ratio equal to 0.85 times and in 2021 is 0.94 times and in 2022, which is 0.70 times. In addition, the installment schedule is similar in every year over a period of 4 years according to the loan agreement that GS has received from the current financial institution. This is in line with the GS policy on finding funding sources to increase production capacity. The Independent Financial Advisor determines the interest rate paid equal to the conditions set by the Company received from a current financial institution which bears the interest rate equal to MLR minus 2.25 percent, where the Independent Financial Advisor is based on the highest MLR of commercial banks, which is 5.60 percent per annum minus 2.25 percent. The interest rate is 3.35 percent per annum. 9.) Other parts in the statement of financial position Since the average of the Company's past data in the years 2017 - 2019 is quite volatile, therefore, it cannot be used as a reference to make future estimates (the receivable collection period is between 104.08 - 234.42 days and the trade receivable payment period is 301.78 - 2,834.06 days, which is due to the low income collection). The Independent Financial Advisor has therefore considered the appropriateness of assumptions based on the GS operating policies to determine the ratios in the statement of financial position by stipulating the following assumptions. Assumption Number of Notes days Paying time for collection of trade 30 days According to GS operating policy and PWA receivables payment contract Trade payable payment period 30 days Inventory storage period 0 days GS does not store water as an inventory

In this regard, the Independent Financial Advisor has the view that the use of estimates based on GS's operating policy is appropriate. Therefore, the estimate of the statement of financial position and the statement

of net income throughout the projection period can be summarized as follows. Year (unit: million Baht) 2020F 2021F 2022F 2023F 2024F Statement of financial position Assets Cash and cash equivalents 5.02 18.28 8.18 20.98 150.52 Trade and other current receivables 5.52 21.22 29.73 38.47 38.57 Other current assets 45.79 45.79 45.79 45.79 45.79 Property, plant and equipment 392.85 516.05 582.36 559.62 536.45 Other intangible assets 574.66 552.64 530.61 508.58 486.52 Deferred tax assets 21.53 21.53 21.53 21.53 21.53

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Year (unit: million Baht) 2020F 2021F 2022F 2023F 2024F Other non-current 3.77 3.77 3.77 3.77 3.77 Total Assets 1,049.14 1,179.28 1,221.97 1,198.72 1,283.15 Liabilities Trade and other current payables 1.98 8.10 10.40 13.96 14.20 Short-term loans - others 150.00 150.00 110.00 - - Long-term loans due within one year 55.47 54.12 - - - Corporate income tax payable 0.89 0.89 0.89 0.89 0.89 Other current liabilities 0.45 0.45 0.45 0.45 0.45 Long-term loans from financial institutions 259.95 345.83 370.00 277.50 185.00 Performance insurance payable 10.31 10.31 10.31 10.31 10.31 Deferred tax liabilities 0.66 0.66 0.66 0.66 0.66 Non-current provisions for employees 0.51 0.51 0.51 0.51 0.51 Other non-current liabilities 1.63 1.63 1.63 1.63 1.63 Total Liabilities 481.86 572.52 504.86 305.93 213.66 Equity 567.30 606.79 717.13 892.82 1,069.51

Year (unit: million Baht) 2020F 2021F 2022F 2023F 2024F Income statement Revenue from sale of tap water 67.21 258.16 361.77 468.04 469.32 Cost of sales of tap water 24.07 98.60 126.53 169.88 172.74 Selling and administrative expenses 55.97 58.03 46.70 62.45 64.81 Interest paid 16.58 17.98 18.10 13.05 7.75 Net Profit (Loss) (65.86) 39.49 110.34 175.69 176.69 EBIT after tax (1) (20.85) 43.08 113.96 178.30 178.24 Depreciation (2) 12.17 44.09 46.70 47.01 47.44 Capital Expenditure (3) (53.37) (145.28) (90.98) (2.23) (2.23) Working capital decreased (increased) (4) (2.42) (9.57) (6.22) 0.19 0.13 Free Cash Flow to Firm = (1) + (2 ) – (3) + (4) (63.46) (52.43) 63.46 217.91 223.59 Note: Projection Year 2025 to 2045 (end of projection period) is added in Attachment 6.

10.) Discount rate The discount rate used to calculate the net present value of cash flows obtained by calculating the Weighted Average Cost of Capital (WACC). According to the Company's capital structure that the Independent

Financial Advisor calculated WACC based on the weighted average of cost of debt (Kd) and cost of equity (Ke) of the Company. The Independent Financial Advisor assumes that GS will not increase capital during the forecasting year. The details of the discount rate estimate are as follows.

WACC = Ke x E / (D+E) + Kd x (1-T) x D / (D+E) where

Ke = Cost of equity or the rate of return required by shareholders

Kd = The cost of debt or the interest rate on the loan of the company T = Corporate income tax rate E = Total Equity D = Interest bearing debt

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Cost of capital (Ke) or the rate of return that shareholders want (Re) calculated from Capital Asset Pricing Model (CAPM) as follows.

Ke (or Re) = Rf + β (Rm - Rf) where

Risk Free Rate (Rf) = Based on the yield of the 15-year government bond is 1.65 percent per annum (data as of September 2, 2020, the day before the Board has resolved to enter into the transaction)

Market Risk (Rm) = Return on investment in the stock market average of the past 15 years since 2006 - 2020, which is 10.93 percent per year. This is the period that best reflects the average rate of return and impact from the fluctuation of the stock market .The financial advisor did not take into account the rate of return of the SET in 1975 – 1992, because it is during the stock market Inception, trading volume, and a small number of listed companies, may not reflect true returns. Beta (β) = Based on the average Beta of a group of companies doing similar businesses with GS in the same industry during the period of 2 years dating back to 2 September 2020. The Independent Financial Advisor believes that this is a period that best reflects the change and overall view of investors at the current market (the Independent Financial Advisor uses information until September 2, 2020, the day before the Board of Directors has resolved to enter into the transaction), which is equal to 0.82, calculated from the following method of consideration. 1.) Considered by the similar business in group of companies to GS The Independent Financial Advisor selects a group of companies to be calculated for the Beta of GS as shown in the table below. The Independent Financial Advisor uses the criteria for selection from a business model similar to GS, namely TTW and EASTW, to calculate the Beta value of GS with details as follows.

Selecting a group of companies in the same industry as GS to calculate the Beta value Total income Property as Shareholders Total income Order Securities Business type 6 months of of June 30, Equity as of in 2019 2020 2020 June 30, 2020 1 TTW Produce and distribute tap 6,445.85 3,096.52 22,620.99 13,159.18 water to the Provincial Waterworks Authority (PWA), the Company operates covering area Nakhonpathom Province, Samutsakhon Province, and Pathumthani Province.

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Total income Property as Shareholders Total income Order Securities Business type 6 months of of June 30, Equity as of in 2019 2020 2020 June 30, 2020 2 EASTW Develop and manage the main 4,729.27 2,180.96 22,471.24 10,870.39 water pipeline system, in the eastern coastal areas by selling raw water to industrial estates, general factories, and waterworks.

Beta value of TTW and EASTW are shown in the table. Comparison companies TTW EASTW Beta – 2 Yrs 0.48 0.52 Interest Bearing Debt 8,576.11 8,591.49 Equity 13,203.56 11,040.77 Interest Bearing Debt to Equity Ratio 0.65 0.79 Tax Rate 20% 20% Unlevered Beta 2 Yrs1 0.32 0.32 Average Unlevered Beta 0.32 Note: 1/ Unlevered Beta = Levered Beta / (1 + Interest Bearing Debt to Equity Ratio x ( 1- Tax Rate)) So, it can be calculated Levered Beta of GS = Average Unlevered Beta x (1 + Interest Bearing Debt to Equity Ratio x ( 1- Tax Rate)) = 0.32 x [ 1 + 0.47 x (1 – 20%)] = 0.44

The aforementioned Beta ca be used to calculate the cost of capital (Ke) or the rate of return that shareholders want (Re) as follows.

Ke (or Re) = Rf + β (Rm - Rf) = 1.65% + [0.44 x (10.93% - 1.65%)] = 5.73% If referring to the Beta calculation from TTW and EASTW's Unlevered Beta Average, GS Levered Beta is 0.44, the Independent Financial Advisor believes that TTW and EASTW's reference to the Unlevered Beta average may not be appropriated since both companies have been in the business of producing and distributing tap water or raw water for a long time. It is also a low-risk business, so the Unlevered Beta is calculated from both companies may not reflect the operating risks of GS and/or does not reflect the cost of capital (Ke) or the rate of return that sharesholders want (Re) in present. 2.) Consider the Beta of the Company The Independent Financial Advisor has considered the Beta value of 7UP, which is the purchaser of GS's ordinary shares this time during the period of 2 years leading up to September 2, 2020 (Independent Financial Advisor uses the information until September 2, 2020, the day before the date of the Board of Directors has resolved to enter into the transaction). The Independent Financial Advisor views that this is the best time to

Page 125 Opinions of the Independent Financial Advisor Report reflect the change and the overall view of investors on the Company at the present market, which is equal to 0.54, calculated by the following formula. The Company's Beta values are shown in the table. Comparison company 7UP Beta – 2 Yrs 0.50 Interest Bearing Debt 647.52 Equity 1,827.40 Interest Bearing Debt to Equity Ratio 0.35 Tax Rate 20% Unlevered Beta 2 Yrs1 0.39 Note: 1/ Unlevered Beta = Levered Beta / (1 + Interest Bearing Debt to Equity Ratio x ( 1- Tax Rate)) So, it can be calculated Levered Beta of GS = Average Unlevered Beta x (1 + Interest Bearing Debt to Equity Ratio x ( 1- Tax Rate)) = 0.39 x [ 1 + 0.47 x (1 – 20%)] = 0.54

The aforementioned Beta ca be used to calculate the cost of capital (Ke) or the rate of return that shareholders want (Re) as follows.

Ke (or Re) = Rf + β (Rm - Rf) = 1.65% + [0.54 x (10.93% - 1.65%)] = 6.63% If referring to the calculation of Beta from Unlevered Beta of 7UP, GS Levered Beta is 0.54, the Independent Financial Advisor believes that 7UP's reference to Unlevered Beta may not be appropriate due to 7UP's differences in business operations compared to GS. Therefore, Unlevered Beta calculated from 7UP may not reflect GS business risk and/or not reflect cost of capital (Ke) or the rate of return that shareholders want

(Re). 3.) Consider from resource industry group The Independent Financial Advisor has considered the Beta of the resource industry group for the period of 2 years going back to September 2, 2020 (Independent Financial Advisor uses the data until September 2, 2020, the day before the Board of Directors has resolved to enter into the transaction). The Independent Financial Advisor views that this is the best time to reflect the change and the overall view of investors on the Company at the present market, which is equal to 0.60, calculated by the following formula. Comparison company Resource Beta – 2 Yrs 1.27 Debt to Equity Ratio2 1.41 Tax Rate 20% Unlevered Beta 2 Yrs1 0.60 Note: 1/ Unlevered Beta = Levered Beta / (1 + Interest Bearing Debt to Equity Ratio x ( 1- Tax Rate)) 2/ Source: SETSMART that is the average Debt to Equity ratio of the resource industry group

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So, it can be calculated Levered Beta of GS = Average Unlevered Beta x (1 + Interest Bearing Debt to Equity Ratio x ( 1- Tax Rate)) = 0.60 x [ 1 + 0.47 x (1 – 20%)] = 0.82

The aforementioned Beta ca be used to calculate the cost of capital (Ke) or the rate of return that shareholders want (Re) as follows.

Ke (or Re) = Rf + β (Rm - Rf) = 1.65% + [0.82 x (10.93% - 1.65%)] = 9.29% If referring to the Beta calculation from the Unlevered Beta of the Resource Industry Group, the GS Levered Beta is 0.82, the Independent Financial Advisor has the opinion that it is most appropriate when compared to the Beta value of the group of companies doing business similar to the GS and the Beta of the Company. As if GS is listed on the stock exchange It is possible to be grouped in resource industry group, therefore, the Unlevered Beta of the resouce industry group reflects GS business risks and can reflect the cost of capital (Ke) or the rate of return that shareholders want (Re), the best from this comparison of the Independent Financial Advisor. Summary of methods for determining the appropriate Beta value Companies with Comparison similar business with 7UP Resource GS1 Unlevered Beta 0.32 0.39 0.60

Ke 5.73% 6.63% 9.29% Opinions of the Independent Financial Advisor Inappropriate Inappropriate Appropriate Note: 1/ Companies with similar business with GS1 are TTW and EASTW.

Ke = The shareholder's required rate of return can be estimated at 9.29 percent per annum throughout the projection period

Kd = The estimate is based on the Company's loan interest rate at 3.35 percent per annum throughout the projection period D/E Ratio = Provision of the interest bearing debt to equity ratio of GS T = The corporate income tax rate is 20 percent Based on the above calculation data, the Company's WACC can be calculated as follows. Year 2020F 2021F 2022F 2023F 2024F Debt ratio 45.07% 47.54% 40.10% 23.71% 14.75% Capital proportion 54.93% 52.46% 59.90% 76.29% 85.25%

Kd 3.35% 3.35% 3.35% 3.35% 3.35%

Ke 9.29% 9.29% 9.29% 9.29% 9.29% WACC (%) 6.31% 6.15% 6.64% 7.73% 8.32% Note: Projection Year 2025 to 2045 (end of projection period) is added in Attachment 6.

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And summarize the net cash flow of GS as follows. Year 2020F1 2021F 2022F 2023F 2024F GS cash flow (64.47) (67.67) 63.46 217.91 223.59 Present value of cash flows (63.16) (62.46) 54.93 175.09 165.85 Note: Projection Year 2025 to 2045 (end of projection period) is added in Attachment 6. 1/ The discount period and the projected cash flow are calculated from the four remaining months of 2020.

(unit: million Baht) The present value of the total cash flows 1,792.97 Plus: Cash and cash equivalents as of December 31, 2019 10.87 Plus: Loans to related parties as of December 31, 2019 16.00 Plus: Bank deposits with guarantees as of December 31, 2019 0.02 Less: Short-term loan - Other person as of December 31, 2019 (150.00) Less: Long-term debt due within one year as of December 31, 2019 (55.47) Less: Long-term loans from financial institutions as of December 31, 2019 (89.95) Less: Liabilities under finance lease as of December 31, 2019 (0.57) Present Value of Cash Flow - Net 1,523.86 Number of paid-up shares (shares) 6,379,941 Present Value of Net Cash Flow (Baht per share) 238.85

From the above information, when combined with cash and less debt as of December 31, 2019 according to GS financial statements, therefore, the fair value appraisal of GS can be concluded using the Discounted Cash Flow Approach at 1,523.86 million Baht or equal to 238.85 Baht per share. 11.) Sensitivity Analysis with WACC In addition, the Financial Advisor has performed a sensitivity analysis of GS's share value by adjusting the value of the discount rate (WACC) from the previous increase and decrease of 0.25 percent per year as shown in the table.

Discount Rate: WACC (annual percentage) Item +0.25% 0% -0.25% Value of GS shares (million Baht) 1,477.71 1,523.86 1,571.68 GS share value (Baht per share) 231.62 238.85 246.35

The results from the sensitivity analysis by changing the discount rate will get the value of GS shares is between 238.82 - 253.54 Baht per share or the business value is between 1,477.71 - 1,571.68 million Baht. Discounted Cash Flow Approach reflects the Company's profitability and cash flow generation capability to be received in the future. This is based on the present value of the entity's net cash flow expected in the future, based on past performance assumed based on industry trends and future operations. GS's share valuation method can therefore reflect the intrinsic value of the business. Therefore, the Independent Financial Advisor has the view that this appraisal approach is appropriate to assess this fair value of GS ordinary shares.

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12.) Sensitivity analysis by the quantity of tap water production In addition, the Independent Financial Advisor used Sensitivity Analysis of GS share value by adjusting the tap water production volumes from the base case tap water production capacity of 96,000 cubic meters per day. By reducing the production volume per day by 5.00 percent and 10.00 percent from the risk that the company may be able to sell less tap water due to a private competitor who has a large water reservoir in the area of a golf course area. It is located on the upper part of Phuket Island where raw water can be diverted for sale to the PWA to produce tap water (details in Section 4, Opinion of the Independent Financial Advisor on the consideration of the source of raw water from the private sector), where PWA is the main customer of GS from the estimation of the Independent Financial Advisor. However, the raw water source has disadvantages compared to the GS cost water source because there is no natural water source to flow through. If the private sector opens water supply operations for distribution, there will be problems like Bang Wad Reservoir and Bang Niew Dam Reservoir, where the amount of water is collected during the rainy season but lacking in the dry season. Production per day (cubic meters) Item 86,400 cubic meters 91,200 cubic meters 96,000 cubic meters (Down by 10.00%) (Down 5.00%) (Base case) Value of GS Shares (million Baht) 1,274.69 1,399.33 1,523.86 GS share value (Baht per share) 199.80 219.33 238.85

Results from Sensitivity Analysis by changing the quantity of tap water production will get the value of GS shares between 199.80 - 238.85 Baht per share or the business value is between 1,274.69 - 1,523.86 million Baht. However, if the amount of water produced and sold has significantly decreased from the forecast of the Independent Financial Advisor may reduce the worth of this investment. The Company may need a method to manage production costs or reduce fixed expenses in order to achieve an acceptable level of return. However, such sensitivity analysis, the Independent Financial Advisor is not a factor in calculating the fair price as the Independent Financial Advisor has the view that the risk of entering such private competitors still requires a multi-step process with government agencies, including requesting permission to lay pipes in public areas. The government sector may consider purchasing raw water from other private sectors if GS production water is insufficient.

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Page 129 Opinions of the Independent Financial Advisor Report

6.7 Summary the appropriateness of the valuation price

From the valuation of GS shares, the value calculated from each method can be summarized as follows. GS stock value GS stock value Opinion of the Stock valuation method (Baht per share)3 (million Baht) Independent Financial Advisor 1. Book Value Approach 99.24 633.16 Inappropriate 2. Adjusted Book Value Approach 127.83 – 133.18 815.55 – 849.66 Inappropriate 3. Market Value Approach Unable to calculate1 4. Price to Book Value Ratio Approach 270.19 – 295.74 1,723.78 – 1,886.82 Inappropriate 5. Price to Earnings Ratio Approach Unable to calculate2 6. Discounted Cash Flow Approach 231.62 – 246.35 1,477.71 – 1,571.68 Inappropriate Note: 1/ As GS is not a listed company, therefore, the share value cannot be calculated using this method. 2/ Because the Company has a net loss operating result according to the audited financial statements as of December 31, 2019, therefore, the business value cannot be calculated using the price-to-earnings ratio approach. 3/ Par value of 100.00 Baht per share for 6,379,941 shares

Each method has its own advantages and disadvantages, which reflects the suitability of each of the 6 different methods of valuation. There are 4 methods that can be calculated as the value of GS has the business value between 99.24 - 295.74 Baht per share or the value of 633.16 - 1,886.82 million Baht. Each share price appraisal has different advantages and disadvantages, which reflects the appropriateness of the share price from the stock valuation in different ways as follows. 1) Book Value Approach takes into account the financial position at the moment and the asset value as it is recorded regardless of future GS profitability and performance, business competitiveness, and economic outlook and industry overview. Therefore, the Independent Financial Advisor considers that this valuation method is not appropriate to assess the fair value of GS ordinary shares and cannot reflect the intrinsic value of the entity since GS is in a growing phase and is expanding investment in the future. Therefore, the Independent Financial Advisor has the opinion that this share valuation method is inappropriate to be used to assess the fair value of GS ordinary shares. 2) Adjusted Book Value Approach can better reflect the net asset value than the valuation of shares by the book value approach since it is to adjust the book value as assessed in item 1 with the new appraised value of land, property or tax to be the market price or fair price and adjusted with dividend payment, then divided by the number of shares. However, it does not reflect future profitability, competitiveness of the enterprise, economic outlook, and industry overview. Therefore, the Independent Financial Advisor has the opinion that this share valuation method is inappropriate to be used to assess the fair value of GS ordinary shares. 3) Market Price is a mechanism that is determined by an investor's supply and demand on a company's share, which can reflect the stock's value at that time, including a great reflection of fundamental factors, general investor demand for GS potential, and future growth. However, since GS is not a listed company, the share value cannot be calculated using this method. 4) Price to Book Value Ratio Approach takes into account the current financial position against the mean ratio of the underlying group companies. In this regard, the valuation of GS by this method assumes that GS must have similar potential to other companies in the group regardless of GS’s future profitability and

Page 130 Opinions of the Independent Financial Advisor Report performance. A group of independent financial advisors have be compared two companies: TTW and EASTW, which are listed on the Stock Exchange of Thailand. The two companies also differ in terms of business timing compared to GS that began recognizing revenues in 2020, which affects retained earnings as part of their book value. The Independent Financial Advisor has the opinion that the valuation of shares by this method may have discrepancies in the fair valuation of GS ordinary shares. Therefore, the Independent Financial Advisor has the opinion that this share valuation method is inappropriate to be used to assess the fair value of GS ordinary shares. 5) Price to Earnings Ratio Approach, although this is method takes the profitability of the entity into account by comparing it with the average ratio of the reference companies, which is considered a fairly popular valuation method. In this regard, the valuation of GS by this method assumes that GS must have similar potential to other companies in the group. In this regard, the group of companies that the Independent Financial Advisor has compared are the two companies that should have revenue recognition characteristics and the trend of business growth is similar to that of GS. Because GS has a net loss performance and negative earnings per share according to audited financial statements as of 31 December 2019. Therefore, the Independent Financial Advisor is unable to calculate the share value by appraisal by price-earnings per share method. 6) Discounted Cash Flow Approach reflects the profitability and cash flow capability of GS to be gained in the future, which is based on the present value of the net cash flow of the business expected to be received in the future by basing on the past operations. It is assumed from the economic trend and the operation of future ventures. This valuation method of GS shares can therefore reflect the intrinsic value of the entity. Therefore, the Independent Financial Advisor has the view that this valuation method is appropriate to assess the fair value of GS ordinary shares at this time, as it can reflect the intrinsic value of the business. Opinions of Independent Financial Advisor The Independent Financial Advisor has the opinion that the most suitable valuation method for GS is Discounted Cash Flow Approach, which will get the value between 231.62 – 248.35 Baht per share or the value of GS shares between 1,477.71 – 1,571.68 million Baht. Therefore, the Independent Financial Advisor has the opinion that this transaction at the price of 215.52 Baht per share or equivalent to the value of GS shares of 1,375.00 million Baht is lower than such reasonable appraisal price. The details of the price comparison of the transaction are as follows. GS stock value GS stock value Compare the price of the transaction with the appropriate value (Baht per share)3 (million Baht) Reasonable value1 231.62 – 248.35 1,477.71 – 1,571.68 The value of this transaction 2 215.52 1,375.00 The appropriate value is higher (lower) than the value of this transaction 16.10 – 30.83 102.71 – 196.68 7.47 – 14.30 percent Note: 1/ Appropriate value based on the Discounted Cash Flow Approach 2/ The Company will enter into a transaction to purchase GS shares in the proportion of 40.00 percent 3/ Par value of 100.00 Baht per share for 6,379,941 shares Therefore, the Independent Financial Advisor has the opinion that the price of this transaction is appropriate.

Page 131 Opinions of the Independent Financial Advisor Report

7. Summary of the opinions of the Independent Financial Advisor on the transaction Since the Company and BKD have reached a share purchase agreement of GS at the Board of Directors' Meeting No. 14/2020 on September 3, 2020 has approved the additional investment in GS by purchasing 2,551,976 shares from BKD, representing 40.00 percent of the total issued and paid-up shares of GS (“Investment No. 3”), total investment value of 550.00 million Baht. This investment is an additional investment from the resolutions of the Board of Directors Meeting No. 14/2019 on December 12, 2019 and No. 11/2020 on July 23, 2020 resulting in the Company holding GS shares in the proportion of 81.00 percent of all issued and paid-up shares of GS and thus the Company will gain full control of GS after entering this transaction. This transaction is considered an acquisition of assets with the Investment No. 3, the transaction size is calculated based on the criteria specified by using the maximum calculated value which is the total value of consideration criteria equal to 29.02 percent by considering the consolidated financial statements of the Company as of June 30, 2020 and when combining the size of the acquisition of assets of the same type in the six-month period before the date that the Board of Directors resolves to enter into this transaction. Therefore, the total transaction size is equal to 61.97 percent of the total value of consideration of the Company according to the consolidated financial statements as of June 30, 2020 (the value of consideration is 781.80 million Baht). It has a value of more than 50.00 percent but not more than 100.00 percent (details in section 1.4), classified as a Type 1 asset acquisition transaction in accordance with the Notification on Acquisition or Disposition. The Board of Directors Meeting No. 14/2020 on September 3, 2020, therefore passed a resolution to propose at the shareholders' meeting to consider and approve the additional acquisition of assets of GS shares in proportion of 40.00 percent of the total issued and paid-up shares of GS after this transaction with a vote of not less than three-fourths of the total number of votes of shareholders who attend the meeting and have the right to vote excluding the shareholders with interests and will prepare a report disclosing the information of such transactions by specifying the date of the Extraordinary General Meeting of Shareholders No. 2/2020 on October 27, 2020. The duration ad sequence of the Company's acquisition transaction of GS ordinary shares can be summarized as follows. Date of the Board Amount GS Proportion Investment Company’s Investment Trading Value4 Resolution Shares GS Shares Seller No. Board Value (Baht per share) No. Received Received Resolution 1 No. 14/2019 12 Dec 19 75.00 million 318,997 5.00 percent 235.11 Baht per Mr. Baht shares share Suvicha 1 2 No. 11/2020 23 Jul 20 550.00 million 2,296,779 36.00 239.47 Baht per WOT2 Baht shares percent share 3 No. 14/2020 3 Sep 20 550.00 million 2,551,976 40.00 215.52 Baht per BKD3 Baht shares percent share Total 1,175 million 5,167,752 81.00 227.37 Baht per Baht shares percent share5

Page 132 Opinions of the Independent Financial Advisor Report

Note: 1/ Mr. Suvicha Panichpol 2/World Honor Trading Company Limited 3/ Bangkok Dec-Con Public Company Limited 4/ GS has a registered capital of 637,994,100 Baht, with a par value of 100 Baht per share and fully paid-up capital consisting of 6,379,941 ordinary shares 5/ Average trading price per share of the investment in GS is 81.00 percent

Advisory Alliance and Partners Company Limited, as an independent financial advisor, has the opinion that this acquisition of assets in GS is reasonable and beneficial to the Company more than the disadvantage Including the conditions and prices of the transaction are fair and appropriate due to the following reasons. 1.) Objectives of entering into this transaction are for the Company to gain total control of GS by holding 81.00 percent of GS's shares, which exceeds 50.00 percent of GS's total issued and paid- up shares and to send representatives of the Company to become directors 2 out of 3 directors and reduce the risk of conflicts between GS's major shareholders (deadlock) in the future. In order to increase the return on investment for shareholders, this is a project that generates long-term income for at least 20 years and increases recurring income for the Company. Investing in GS is considered a diversification of the Company's revenue recognition to the utility sector even more. The Board of Directors foresees the return from the water-related utilities business has higher gross profit than other businesses of the Company. 2.) Expected benefits to the Company are as follows: (A) It is in accordance with the Company's strategic plan to expand investment to infrastructure projects in order to increase revenues and operating results to increase profit and provide consistent returns, (B) Being a long-term source of recurring income and diversifying income risks to the Company's business group, (C) The Company has more assets which will cause the Company to gain a positive effect on the confidence of relevant persons such as financial institutions, business partners, and customers of the Company, (D) Increase in the opportunity to pay dividends to shareholders in the future, and (E) Opportunities from rising land value and being able to lease water pipes if concessions are not renewed. The Board of Directors has the opinion that this investment in GS is an important opportunity to invest in the water resource management business in companies with government concessions and its own water production systems to support the expansion of water use in Phuket. In addition, these investments will generate stable long-term returns and provide an opportunity to expand the scope of investment in infrastructure, especially the water supply management system. 3.) The payment terms are reasonable because the Company has a deposit of only 15.00 million Baht or 2.72 percent of the total GS payment and obtaining exclusive rights to purchase GS shares from BKD for the period specified in the agreement. The Company has a period of procurement of funds to pay for the remaining shares of 535.00 million Baht by January 2021. After the Investment No. 3, the Company will be able to send representatives to be directors of GS totaling

Page 133 Opinions of the Independent Financial Advisor Report

2 out of 3 persons, which requiring two thirds of the authorized directors to act on behalf of GS and will have total control after this investment. 4.) The most suitable valuation approach in this valuation is the Discounted Cash Flow Approach, which value is between 231.62 - 248.35 Baht per share or the value of GS's shares is between 1,477.71 - 1,571.68 million Baht. Therefore, the Independent Financial Advisor has the opinion that this transaction at the price of 215.52 Baht per share or equivalent to the value of GS's shares at 1,375.00 million Baht is lower than the appropriate appraisal price. However, if the Company is approved by the shareholders meeting for the Investemnt No. 3, the Company will have to request additional credit lines from financial institutions in the amount of not less than 419.94 million Baht, which the Company is in the process of negotiating for credit from both domestic and international financial institutions. Therefore, the Independent Financial Advisor has considered various factors of the feasibility and the appropriateness of applying for additional credit from financial institutions with the opinion that the Company will likely to obtain that additional credit lines from financial institutions due to: 1.) Debt to equity ratio of the company is still below the industry average and tends to be stronger in capital structure from convertible bonds (as detailed in section 1.8.2), 2.) the Company still has assets with book value that is 3.14 times higher than that of financial institutions, and 3.) performance of the group improved since 2019. In addition, GS's main contractors are government agencies that are stable and reliable. Therefore, it is likely that the financial institution will approve the credit limit for this transaction. In addition, all GS assets have the appraised value of 2 independent appraisers, equal to 1,019.88 - 1,053.99 million Baht (as detailed in Attachments 2 and 3), which can be used to guarantee additional borrowing limits. Therefore, the Independent Financial Advisor has the opinion that the Company has the ability to source funds from borrowing from financial institutions to pay for the purchase of shares from BKD of Investment No.3. However, if the Company cannot borrow enough money from financial institutions to pay for GS share due to economic conditions and the strictness in lending of financial institutions during this period. The Company also has the opportunity to consider other funding options such as right offering or private placement or the issuing and offering of additional convertible bonds. There is still time to consider the suitability of other sources of funds until January 2021 in accordance with the share purchase agreement between the Company and BKD. In conclusion, considering the reasons, advantages, and disadvantages of entering the transaction and not entering the transaction, the fairness of the purchase price, and the conditions for entering the transaction as described above. The Independent Financial Advisor has the opinion that this acquisition of assets of the Company is reasonable and beneficial to the company more than the disadvantage and the shareholders should vote to approve this acquisition of assets. However, the decision to vote for approval to enter into this transaction is in the discretion of the Company's shareholders. The shareholders should study the information in the documents attached to this Notice of the Extraordinary General Meeting of Shareholders No. 2/2020 in consideration of making decisions and voting appropriately.

Page 134 Opinions of the Independent Financial Advisor Report

Advisory Alliance and Partners Company Limited, as an independent financial advisor to the shareholders appointed by the Company, is hereby certify that it has carefully considered and commented above in accordance with professional standards, taking into account the interests of minority shareholders.

Best regards, Advisory Alliance and Partners Company Limited

- Signature - ______(Mr. Pornput Rigiravanich) Authorized Director

- Signature - ______(Mr. Sitthipat Silfaphanich) Operations Supervisor in the Financial Advisory Division

Advisory Alliance And Partners Co., Ltd. 63 Athenee Tower, 23rd Floor, Room 65, Athenee Tower Wireless Road, Lumpini Subdistrict, Pathumwan District, Bangkok 10330 Phone : 02-126-8151 E-Mail : [email protected]

Page 135 Opinions of the Independent Financial Advisor Report

Attachment 1: Information about Seven Utilities and Power Public Company Limited 1) Summary of the Company information and business operations 1.1) History Seven Utilities and Power Public Company Limited ("7UP", "Company"), formerly known as Ferrum Public Company Limited (registered to change its name to Seven Utilities and Power Public Company Limited on April 27, 2018), incorporated as a limited company with the Ministry of Commerce on September 18, 1995 with registered capital of 30 million Baht. Later, it was registered as a public company on February 11, 2002 and was approved as a listed company on the Stock Exchange of Thailand on April 3, 2002. The Company has increased capital to support business growth and increasing the competitiveness. At present, the Company has a total registered capital. 3,635,517,722 Baht and has the amount of paid-up capital 3,029,598,102 Baht. At present, the Company’s group has 5 main businesses, which are: 1. Gas station and oil business 2. Radio communication and Internet of Things (IoT) 3. Renewable energy business 4. Utilities business 5. Industrial waste disposal business

The shareholding structure of the Company’s group is as follows.

The shareholding structure of the Company’s group as of September 11, 2020 is as follows.

7UP

99.99% 99.99% 99.99% 94.52% 35.00% 37.50% 99.99%

60.00% 99.87% 30.00% 99.97% 99.97%

Attachment 1 - Page 1 Opinions of the Independent Financial Advisor Report

1.2) Nature of business operation

The Company’s group currently has 5 main businesses, which are:

1. Gas station and oil business The Company’s group has invested in the brokerage business in the distribution of LPG, NGV, and oil business through the Star Gas Company Limited. 2. Radio communication and Internet of Things (IoT) The Company’s group has been in the telecommunications business for a long time, most of these are ad- hoc communication radio equipment that provides services for specific groups of communications to be able to communicate with each other in the same frequency band. The Company is trusted in the selection and installation of government agencies and private business groups nationwide. In the past, many brands have chosen to be the world's leading technology brands, thus able to build the confidence of the users as well, which can divide products in groups Telecommunication can be into 2 large groups: Wireless Communication and Monitoring & Navigation System. 3. Renewable energy business The Company’s group established a subsidiary to operate the renewable energy business. This is a business that can generate sustainable income for the company in the long run, both from the operation of the production and distribution of electricity to the government sector and energy saving equipment business. The Company’s group invested in the Biogas Power Plant project and the Pracharat Biomass Power Plant project. 4. Utilities business The Company’s group invested in Sam Water Supply Company Limited in July 2018 with 80 percent of the shares and increased capital in mid-2019, the Company currently holds 90.84 percent of shares in Sam Water Supply Company Limited, where Sam Water Supply Company Limited engages in the design, construction, installation and management of water resource and environmental engineering. SAM currently has a contract to distribute water using ultrafiltration and eliminating infection by Ozone Generator in shrimp farms that can receive water of 64,000 cubic meters per day. By delivering water to the company Charoen Pokphand Foods Public Company Limited (“CPF”) currently has 7 shrimp farms that receive water from the company under the water supply agreement to CPF. 5. Industrial waste disposal business Universal Waste Management Company Limited (“UWM”) is a comprehensive industrial waste management service provider and related businesses covering industrial waste management and being legally licensed to operate specializing in the treatment of both hazardous and non-hazardous industrial waste including disposal (landfill) and high temperature incineration.

Attachment 1 - Page 2 Opinions of the Independent Financial Advisor Report

1.3) List of Board of Directors, Executives, and the first 10 shareholders

1.3.1. List of the Board of Directors of the Company as of September 11, 2020 Full name Position 1 L Cdr. Sitha Tiwari Chairman of the Board of Directors / Independent Director 2 Mr. Sitthichai Kritviwat Chief Executive Officer 3 Mr. Monthep Maphiam Chief Executive Officer (Acting) 3 Mr. Mana Kitirat Director Mr. Phatralap Thaweewong Na Director 4 Ayudhya 5 Mr. Rachat Poomphanmuang Director 6 Mr. Torpong Chaisarn Independent Director / Chairman of the Audit Committee 7 Mr. Ekathip Thippawang Independent Director / Audit Committee

1.3.2. List of management as of September 11, 2020 Full name Position 1 Mr. Monthep Maphiam Chief Operating Officer / Acting Chief Executive Officer 2 Ms. Punchaya Pattakchakorn ประธานเจ้าหน้าที^สายงานบัญชีและการเงิน 3 Mr. Chanin Kiatthaveepong เลขานุการบริษัท และผู้อํานวยการสํานักบริหารกลาง 4 Ms. Patcharin Singtuan รองเลขานุการบริษัท และรองผู้อํานวยการสํานักบริหารกลาง 5 Mr. Watcharawit Siraphopphumchai ผู้อํานวยการฝ่ายนักลงทุนสัมพันธ์ 6 Mr. Kandanai Sangtoneng ผู้อํานวยการฝ่ายกํากับการปฏิบัติตามกฎเกณฑ์ 7 Mr. Nakarin Nukulrak ผู้อํานวยการฝ่ายบัญชี Notes: The Company's management according to the definition in the Notification of the Securities and Exchange Commission and related stock exchanges 1.3.3. List of the first 10 shareholders as of June 15, 2020 Percentage in comparison with Order Full name Number of shares the total number of outstanding shares of the business 1 Mr. Rachot Poompanmuang 243,000,000 8.02 2 Mr. Suvicha Panichphol 124,117,900 4.10 3 Mr. Wirote Nukhamdee 120,282,500 3.97 4 Mr. Chaowarat Wetpinyo 113,540,300 3.75 5 Mr. Taratip Tarathammarat 103,333,333 3.41 6 Ms. Napassanan Wongthaninya 101,466,733 3.35 7 Mr. Teerapol Nopparumpa 100,000,000 3.3 8 Ms. Ployshongsaeng Nopparumpa 80,000,000 2.64 9 Ms. Thitiporn Petchloakun 76,110,000 2.51 10 Mr. Noppacha Chuenprasertwong 74,646,800 2.46

Attachment 1 - Page 3 Opinions of the Independent Financial Advisor Report

Total of the top 10 major shareholders 1,136,497,566 37.51

1.4) Summary of the Company's financial statements

1.4.1. Summary table of statements of financial position at the end of 2017 - 2019 and the second quarter of 2020

Consolidated financial statements Six-month Statement of financial position For the year ended 31 December period (unit: million Baht) June 30 Year 2017 Year 2018 Year 2019 Year 2020 Assets Current assets Cash and cash equivalents 98.69 150.34 111.64 55.06 Temporary investment - 9.35 7.37 - Trade receivables and other current receivables 122.24 164.18 353.54 361.27 The portion of finance lease receivable due within the year - - 13.6 17.84 Short-term loans to related parties - 58.58 9.16 52.48 The portion of long-term loans due within one year - 12 12 12 Inventory 2.27 27.79 16.63 90.13 Other current financial assets - - - 7.24 Total current assets 223.2 422.24 523.95 596.02 Non-current assets Bank deposits with guarantee obligations 41 72.95 76.21 141.04 Finance lease receivable - - 129.63 128.16 Investments in associates - - 139.11 151.26 Other long-term investments - 24.8 24.8 - Long-term loans - 19 8 1 Property, plant, and equipment 931.09 739.74 693.8 809.84 Rights of use assets - - - 225.93 Leasehold 1.23 48.34 62.65 63.57 Goodwill 190.57 186.7 222.21 170.43 Intangible assets 304.36 272.87 251.59 476.48 Deposit to check the business before buying the business 68 170 75 75 Deferred tax assets 3.02 2.24 3.71 2.38 Other non-current financial assets - - - 56.54 Other non-current assets 5.74 6.93 54.63 41.61 Total non-current assets 1,545.00 1,543.56 1,741.34 2,343.24 Total assets 1,768.21 1,965.8 2,265.29 2,939.26 Liabilities and equity Current liabilities Bank overdrafts and short-term loans from financial institutions 92.43 130.39 110 170.98 Trade and other current payables 91.1 149.29 214.98 306.25 Long-term loans from financial institutions due within the year 106.68 67.28 64.66 114.46 The portion of lease liabilities due within the year 19.26 Portion of finance lease liabilities due within the year 0.82 2.04 2.8 - Short term loan 77.84 22.1 69.39 112.95

Attachment 1 - Page 4 Opinions of the Independent Financial Advisor Report

Consolidated financial statements Six-month Statement of financial position For the year ended 31 December period (unit: million Baht) June 30 Year 2017 Year 2018 Year 2019 Year 2020 Government grants 2.26 0.75 - - Income tax payable 1.06 0.65 1.03 10.55 Share of loss in investments in joint ventures 6.81 6.45 6.45 6.45 Total current liabilities 379 378.95 469.31 740.9 Non-current liabilities Long-term loans from financial institutions 100.46 80.82 94.11 17.54 Finance lease liabilities 3.58 7.9 7.69 - Lease liabilities 212.33 Government grants 37.06 12.21 - - Deferred Tax Liabilities 91.68 85.39 88.17 85.17 Employee benefit obligations 4.55 6.32 10.91 - Non-current provisions for employee benefits - - - 11.88 Other non-current provisions - - - 43.15 Other non-current liabilities - 0.69 0.92 0.9 Total non-current liabilities 237.32 193.34 201.8 370.96 Total liabilities 616.32 572.29 671.11 1,111.86 Equity Capital 3,272.89 3272.89 3635.52 4,285.52 Paid-up capital 2,312.86 3029.6 3029.6 3,029.60 Lower than ordinary share value - (358.57) (358.57) (358.57) Low margin due to changes in shareholding in subsidiaries (12.17) (12.17) 2.45 2.45 The lower the value of ordinary shares in value that is higher than fair value (74) (74) (74) (74) Warrants to purchase shares - - 30.3 30.3 Accumulated loss (1,281.84) (1361.55) (1287.9) (1,239.29) Other components of equity 99.12 102.97 100.43 99.17 Total equity of the parent company - - - 1,489.66 Equity of the Company 1,043.97 1326.28 1442.3 - Non-controlling interests of the subsidiary 107.92 67.23 151.87 337.74 Total shareholders' equity 1,151.89 1,393.51 1,594.18 1,827.40 Total liabilities and equity 1,768.21 1,965.8 2,265.29 2,939.26

Attachment 1 - Page 5 Opinions of the Independent Financial Advisor Report

1.4.2. Summary table of statements of comprehensive income for the year 2017 - 2019 and the second quarter of 2020 Consolidated financial statements Statement of financial position Six-month period For the year ended 31 December (unit: million Baht) June 30 Year 2017 Year 2020 Year 2019 Year 2019 Year 2020 Sales revenue 504.51 586.53 885.9 370.86 440.98 Service income 59.33 96.75 139.81 48.88 78.75 Other income 62.51 77.16 114.02 55.13 107.12 Total income 626.35 760.43 1,139.73 474.87 626.85 Cost of sales (374.51) (434.89) (748.65) (308.20) (377.94) Service cost (50.23) (61.42) (87.9) (36.21) (57.54) Selling expenses (18.23) (30.79) (32.34) (15.59) (25.72) Administrative expenses (375.66) (316.72) (356.48) (123.10) (125.93) Other expenses - (12.7) - - - Gain from bargain purchase for investment in subsidiaries - 30.77 2.34 - 10.09 Profit from sale of investments in associates - - 3.1 - - Profit from sale of investment in subsidiary - - 137.4 - - Reversal of loan allowance and interest - - - - 36.76 Reversal of allowance for devaluation - - 50 50.00 - Share of profit from investments in associates - - 4.11 0.43 0.78 Share of profits from investments in joint ventures 0.65 0.36 - - - Financial cost (15.76) (15.24) (15.21) (8.32) (19.69) Profit (loss) before income (expense) income tax (207.39) (80.2) 96.1 33.87 67.66 Income (expense) income tax (2.06) (0.83) (8.60) 2.91 (9.12) Profit (loss) for the period (209.45) (81.04) 87.51 36.79 58.54

1.4.3. Explanation of financial position analysis and performance Performance overview for 12-month period of 2019 and the second quarter of 2020 For the year 2019, Seven Utilities and Power Public Company Limited and its subsidiaries recorded a net profit of 87.51 million Baht, increasing profit from 2018 of 168.54 million Baht for the main reason is the operating results with gross profit of 189.16 million Baht. Overall of the Company’s group, most of the business results came from LPG and oil business with gross profit of 139.69 million Baht, water quality improvement business 18.85 million Baht, network sales and service business 15.14 million Baht, and sales business radio and radio communication system 12.82 million Baht. The Company still has a profit from a subsidiary, adjusted accounting recording because the subsidiary contract is within the TFRIC4 scope, thus affecting the financial statements that used to recognize the assets at cost less accumulated depreciation will be adjusted to reflect accounts receivable, which is a financial asset, and measured by the amortized cost method. As a result, the profit increased by 8.66 million Baht from the reversal of accumulated depreciation and the Company recognized an impairment loss in the amount of goodwill amounting to 21.23 million Baht.

Attachment 1 - Page 6 Opinions of the Independent Financial Advisor Report

Second quarter of 2020 In the second quarter of 2020, Seven Utilities and Power Public Company Limited and its subsidiaries reported a net profit of 58.54 million Baht, increasing profit from the second quarter of 2019 by 21.76 million Baht, which equivalent to 59.14 percent. This was mainly due to the operating results with gross profit of 84.25 million Baht as a whole, the overall performance of the business was mainly from LPG and oil business with gross profit of 59.00 million Baht and water treatment business amount 19.00 million Baht.

Income for 12-month period of 2019 and the second quarter of 2020 For the year 2019, the company had sales and service income of 1,025.71 million Baht, an increase from 2018 by 342.44 million Baht, or 50.12 percent. Revenue from sales and services consists mainly of revenue from sales of LPG and oil 755.63 million Baht. Revenue from sales management services 73.32 million Baht, revenue from sales and network services 97.14 million Baht. Revenue from radio and communication system sales 35.04 million Baht. Revenue from electricity sales 23.30 million Baht. Revenue from water quality improvement services amounting to 28.38 million Baht. Revenue from production and distribution of energy-saving technology 10.21 million Baht and other sales of 2.69 million Baht. Other income for the year 2019 amounted to 114.02 million Baht, most of which was from rental and utility income 16.23 million Baht. Revenue from property sales 31.55 million Baht. Government subsidy income 12.96 million Baht. From the sale of 7.48 million Baht. Income from adjustments for fair value of investment properties at the end of the period is 1.48 million Baht. Second quarter of 2020 Overall, in the second quarter of 2020, the company had sales and service income of 519.73 million Baht, an increase from the second quarter of 2019 by 99.99 million Baht or 23.82 percent, obtained from selling LPG and petrol in the amount of 339.94 million Baht. Service income sales management in the amount of 29.53 million Baht. Revenue from electricity production and distribution of 9.95 million Baht. Revenue from radio and communication systems sales of 91.09 million Baht. Baht Revenue from water treatment services is 31.92 million Baht. Other income in the second quarter of 2020 amounted to 107.12 million Baht, an increase from the second quarter of 2019 by 51.99 million Baht or 94.31 percent.

Income impact from the COVID-19 The situation of the COVID-19 epidemic has affected the Thai economy since early February 2020, resulting in a continual revision of Thailand's GDP growth forecast in 2020 in line with the prolonged situation and yet still could not see the end of the crisis where the economy will return to normal levels. In addition, cock down measures, which began in the last week of March 2020, affect the business and economy of Thailand. For the business of distributing gas, LPG and oil are affected by the city shutdown measure And work from home flow, which makes the demand for LPG and brings it down. However, overall, the LPG and oil distribution business remains a necessity for both retail customers and businesses, both in terms of business operations, transportation and communications.

Attachment 1 - Page 7 Opinions of the Independent Financial Advisor Report

Cost of sales and services for 12-month period of 2019 and the second quarter of 2020 Cost of sales and services for the year 2019 amounted to 836.55 million Baht, which increased from the year 2018 by 340.24 million Baht, or 68.66 percent, comprising the cost of sales increased by 313.76 million Baht and service costs of 26.48 million Baht. Most of the costs come from the cost of purchasing LPG gas and oil 636.52 million Baht and the cost of sales management of 52.74 million Baht. Cost of selling and providing network services 82 million Baht. Cost of purchasing radio systems and radio communication 22.22 million Baht. Cost of electricity production of 22.66 million Baht, cost from water quality improvement 9.53 million Baht, production and distribution cost of energy saving technology 9 million Baht, and other cost from sales of 1.88 million Baht. Second quarter of 2020 Cost of sales and services in the second quarter of 2020 amounted to 435.48 million Baht, an increase from the second quarter of 2019 by 91.07 million Baht or 26.44 percent, consisting of an increase of cost of sales of 69.74 million Baht and service costs of 21.33 million Baht. Most of the costs came from the purchase cost of LPG and oil in the amount of 294.99 million Baht. The cost from sales management amount 15.21 million Baht. The cost of electricity production of 8.46 million Baht. The cost of purchasing radios and radio systems is 74.49 million Baht. The cost of providing radio communication system installation services is 30.04 million Baht and the cost from improving water quality is 12.29 million Baht.

Gross profit for 12 months of 2019 and the second quarter of 2020 Gross profit for the year 2019 and 2018 amounted to 189.16 million Baht and 186.97 million Baht, respectively, an increase from the previous year by 2.19 million Baht or 1.17 percent. Second quarter of 2020 Gross profit in the second quarter of 2020 amounted to 84.25 million Baht. While the same quarter of last year, gross profit of 75.32 million Baht, an increase from the second quarter of 2019 by 8.93 million Baht or 11.86 percent.

Selling and administrative expenses for 12-month period of 2019 and the second quarter of YZYZร Selling and administrative expenses for the year 2019 were 388.82 million Baht, compared with the year 2018, an increase of 40.99 million Baht or 11.80 percent, most of which was selling expenses of 32.34 million Baht. It is the selling expense of LPG and oil business and administrative expenses of 356.48 million Baht, mainly from administrative expenses, employee expenses, utilities, and audit fees. Second quarter of 2020 Selling and administrative expenses for the second quarter of 2020 were 151.65 million Baht, an increase of 12.96 or 9.34 percent, most of which was selling expenses of 25.72 million Baht, which is the selling expenses of the LPG and petrol business and administrative expenses of 125.93 million Baht, mainly due to administrative expenses, staff expenses, utilities, and audit fees

Net profit (loss) for 12-month period of 2019 and the second quarter of YZYZว

Attachment 1 - Page 8 Opinions of the Independent Financial Advisor Report

Operating results for the year 2019, the company had a net profit of 87.51 million Baht, while in 2018 the company had a net loss of 81.03 million Baht, which shows that the company has a better performance and the ability to collect money is improved in the amount of 342.44 million Baht in line with the increased income. Second quarter of 2020 Operating results in the second quarter of 2020, the company had a net profit of 58.54 million Baht, while the second quarter of 2019 the company had a net profit of 36.79 million Baht. The amount shows that the company has an operating result in a better direction, the amount of 21.75 million Baht corresponds to the increased income.

Assets for 12-month period of 2019 and the second quarter of 2020 As of December 31, 2019, the total assets of the company were 2,265.29 million Baht and as of 31 December 2018 were 1,965.80 million Baht, an increase of 299.49 million Baht or 15.23 percent. Most assets consisted of land, buildings and equipment 693.80 million Baht, trade and other current receivables 353.54 million Baht, intangible assets 251.59 million Baht, goodwill 222.21 million Baht, finance lease receivables 129.63 million Baht, money. Invested in associates 139.11 million Baht, and cash and cash equivalents 111.64 million Baht. The increase in assets was mainly due to an increase in trade and other current receivables 189.37 million Baht, investments in associates increased by 139.11 million Baht, other non-current assets increased by 47.71 million Baht, goodwill increased by 35.51 million Baht. Leasehold rights increased by 14.31 million Baht, while deposit for business inspection before acquisition decreased 95 million Baht, short-term loans to related parties decreased by 49.41 million Baht, property, plant and equipment decreased by 45.94 million Baht, cash and cash equivalents decreased by 38.70 million Baht, intangible assets decreased by 21.28 million Baht, inventories decreased 11.16 million Baht, and long-term loans decreased by 11 million Baht Second quarter of 2020 As of June 30, 2020, the Company's total assets were 2,939.26 million Baht and as of June 30, 2019 equal to 2,436.90 million Baht, an increase of 502.36 million Baht, or 20.61 percent. Most assets consisted of property, plant and equipment of 809.84 million Baht, intangible assets of 476.48 million Baht, trade and other current receivables of 361.27 million Baht, right-use assets of 225.93 million Baht. goodwill of 170.43 million Baht, finance lease receivables of 145.99 million Baht, investments in associates of 151.26 million Baht, bank deposits with guarantee obligation of 141.04 million Baht, inventories of 90.13 million Baht and cash, and cash equivalents of 55.06 million Baht. The increase in total assets was mainly due to an increase in right-of-use assets of 225.93 million Baht due to the change in accounting recording according to Thai Financial Reporting Standard No. 16 revised and effective from January 1, 2020. Property, plant and equipment increased by 149.67 million Baht, inventories increased 73.50 million Baht, bank deposits with guaranteed obligations increased by 64.83 million Baht, short-term loans to related parties increased by 43.32 million Baht. Other non-current financial assets increased from the market value measurement in accordance with Thai Financial Reporting Standard No. 9 revised at Baht 31.74 million. Trade and other current receivables increased by 7.72 million Baht, finance lease receivables increased by 2.77 million Baht. However, cash and cash equivalents decreased 56.58 million Baht, intangible assets decreased. 32.13 million Baht and other assets decreased 8.41.

Attachment 1 - Page 9 Opinions of the Independent Financial Advisor Report

Liabilities for 12-month period of 2019 and the second quarter of 2020 Total liabilities of the company as of December 31, 2019 were 671.11 million Baht and as of 31 December 2019 equal to 572.29 million Baht. An increase of 98.82 million Baht or 17.27 percent and other creditors increased by 65.69 million Baht, and short-term loans increased by 47.29 million Baht. Second quarter of 2020 Total liabilities of the company as of June 30, 2020 equal to 1,111.86 million Baht and as of December 31, 2019 equal to 725.26 million Baht, an increase of 386.60 million Baht or 53.31 percent. Most additional liabilities increased from lease liabilities increased 231.59 million Baht, due to the change in accounting record in accordance with Thai Financial Reporting Standard No. 16 revised and effective from January 1, 2020. Trade and other current payables increased by 91.26 million Baht, bank overdrafts and short-term loans from financial institutions increased by 60.98 million Baht, short-term loans increased by 43.55 million Baht, while long-term loans from financial institutions Finance decreased 26.77 million Baht, deferred tax liability decreased 13.99 million Baht, and other debt decreased 0.02 million Baht.

Shareholders' Equity for 12 months of 2019 and the second quarter of 2020 Shareholders' equity as of December 31, 2019 is equal to 1,594.18 million Baht, while as of December 31, 2018 is 1,393.51 million Baht, an increase of 200.66 million Baht or 14.40 percent. Second quarter of 2020 Shareholders' equity as of June 30, 2020 is equal to 1,827.40 million Baht, while as of December 31, 2019 is 1,711.64 million Baht, an increase of 115.76 million Baht or 6.76 percent.

Consolidated financial statements Six-month period Important financial ratios For the year ended 31 December ended June 30 Year 2018 Year 2019 Year 2020 Gross profit margin (%) 27.36 18.44 16.21 Net profit margin (%) -10.05 6.48 9.39 Return on assets (%) -3.52 5.27 6.21 Return on equity (%) -6.71 6.26 8.71 Liquidity ratio (times) 1.11 1.12 0.80 Debt to equity ratio (times) 0.43 0.47 0.75

Attachment 1 - Page 10 Opinion Report of Independent Financial Advisor Attachement 2: Valuation data of Land, Building and Machinery with equipment of Gold Shores Company Limited by Bangkok Appraisal Company Limited In the valuation of land, building and machinery for reference in Adjusted Book Value Approach, the Company hired an independent appraiser, Bangkok Appraisal Company Limited. (“BKKPA”) to estimate the value of land, buildings and machinery of the Company. The independent appraisal company is a company that has been approved by the Valuers Association of Thailand (“VAT”) and is a capital market asset appraisal company and the main appraiser is approved by the Securities and Exchange Commission Office with the objective of making public disclosure assessment. The following 3 assets were assessed by an independent property appraiser.

1). Item no. 1: 25 pieces of land with 7 buildings, located at Moo 1, Na Toey Lung Wat road from Petchkasem Road (Tor Lor 4), Tai Mueang Subdistrict, Na Toei Subdistrict, Thai Mueang District, Phang Nga Province (prepared by Bangkok Appraisal Co., Ltd.) 2). Item no. 2: Machinery and equipment used in the Phang Nga-Phuket Water Supply Project Phase 1, totaling 11 items, located at Moo 1, Sai Na Toey Lang Wat road from Petchkasem Road (Tor Lor 4), Tai Mueang Subdistrict, Na Toei Subdistrict, Tai Mueang District, Phang Nga Province (prepared by Bangkok Appraisal Co., Ltd.) 3). Item no. 3: Machinery and equipment used in the Phang Nga-Phuket Water Supply Project Phase 2, totaling 17 items, located on Thepkasattri Road (Tor Lor .402), Mai Khao Sub-district, Thalang District, Phuket Province (prepared by the company Bangkok Appraisal Co., Ltd.).

Attachment 2 - Page 1 Opinion Report of Independent Financial Advisor 1. Item no. 1: 25 pieces of land with 7 buildings, located at Moo 1, Na Toey Lung Wat road from Petchkasem Road (Tor Lor 4), Tai Mueang Subdistrict, Na Toei Subdistrict, Tai Mueang District, Phang Nga Province (prepared by Bangkok Appraisal Co., Ltd.) Appraised asset information Type of Asset Title Deed No. 5081,5086,13717-13733,13766,13768-13769,13782 and 13787-13788 with total area of 340-0-51 Rai or 136,051.0 with 7 buidlings Location of the Property Location 1: Moo 1 Sai Na Toey Lung Wat from Petchkasem Road (Tor Lor 4), Tai Muang Asset Subdistrict, Na Toei Subdistrict, Thai Mueang District, Phang Nga Province Land Datails Title Deed No. 5081,5086,13717-13733,13766,13768-13769,13782 and 13787-13788 totaling 25 pieces with total area of 340-0-51 Rai or 136,051.0 sq. Wah Building 7 Buildings Obligation The mortgage is secured with Kasikornbank Public Company Limited Expropriation As of the survey and appraisal date, the property is not in any surrender zone Conditions and As at the date of the property survey, the comdition of land is with a well with a depth of approximately Restrictions 0-5 meters, which is the internal utilization of the assets for producing tap water for sale, so the Company does not deduct that area Assessment For public purposes Objective Assessment To determine the market value Criteria Best Use Consider the physical characteristics of the appraised land, such as location, physical characteristics, land development potential, conditions of use of land in the vicinity, legal conditions and restrictions; the appraiser is of the opinion that the current use of land is appropriate Assessment No additional or special assumptions Assumption Assesment Method Depreciated Replacement Cost Approach Appraised Property 946,074,000.00 Baht (nine hundred forty-six million, and seventy-four thousand Baht) Value Value of the Water 107,916,000 Baht (one hundred seven million, and nine hundred and sixteen thousand Baht) Supply Project Phase 2 Appraiser Bangkok Appraisal Company Limited (“BKKPA”) Appraisal Date 29 July 2020 Map

Attachment 2 - Page 2 Opinion Report of Independent Financial Advisor

1.1 Land price according to the appraisal price list for the registration of rights and juristic acts The appraisal price for the registration of rights and juristic acts for the assessed property is the appraisal of each lsnd piece. From the examination, it was found that the appraisal prices are as follows

Title Document Type: Land Title Deed No. 4625 1 2024-1,3, 1824-2 Tai Mueang Subdistrict, Na Toei Subdistrict, Tai Mueang District, Phang Nga Province Land Area Government Title Land Land Area Amount List plot sq. Ownership Land Price Deed No. Number Rai Ngan (Sq. Wah) (Baht) mark Wah (Baht/sq. Wah) 1 5081 27 3422 53 0 64.0 Gold Shores Company Limited 21,264.0 925 19,669,200 2 5086 32 3427 42 2 46.0 Gold Shores Company Limited 17,046.0 300 5,113,800 3 13717 64 6469 7 2 3.1 Gold Shores Company Limited 3,003.1 925 2,777,868 4 13718 62 6467 2 0 2.8 Gold Shores Company Limited 802.8 300 240,840 5 13719 63 6468 6 2 51.0 Gold Shores Company Limited 2,651.0 925 2,452,175 6 13720 71 6476 1 0 60.7 Gold Shores Company Limited 460.7 300 138,210 7 13721 74 6479 14 3 95.6 Gold Shores Company Limited 5,995.6 300 1,798,680 8 13722 4 6481 1 2 96.7 Gold Shores Company Limited 696.7 300 209,010 9 13723 5 6482 1 2 82.9 Gold Shores Company Limited 682.9 300 204,870 10 13724 6 6483 2 1 95.6 Gold Shores Company Limited 995.6 300 298,680 11 13725 10 6487 14 3 13.3 Gold Shores Company Limited 5,913.3 1100 6,504,630 12 13726 67 6472 7 3 5.1 Gold Shores Company Limited 3,105.1 300 931,530 13 13727 65 6470 11 1 23.4 Gold Shores Company Limited 4,523.4 1100 4,975,740 14 13728 70 6475 10 3 96.6 Gold Shores Company Limited 4,396.6 300 1,318,980 15 13729 72 6477 9 1 30.0 Gold Shores Company Limited 3,730.0 300 1,119,000 16 13730 8 6485 45 0 4.2 Gold Shores Company Limited 18,004.2 925 16,653,885 17 13731 68 6473 12 0 96.7 Gold Shores Company Limited 4,896.7 300 1,469,010 18 13732 66 6471 19 2 40.5 Gold Shores Company Limited 7,840.5 925 7,252,463 19 13733 73 6478 10 1 32.2 Gold Shores Company Limited 4,132.2 300 1,239,660 20 13766 69 6474 16 3 34.9 Gold Shores Company Limited 6,734.9 300 2,020,470 21 13768 9 3668 14 1 23.0 Gold Shores Company Limited 5,723.0 300 1,716,900 22 13769 7 6484 6 1 21.5 Gold Shores Company Limited 2,521.5 925 2,332,388 23 13782 21 3659 7 3 80.0 Gold Shores Company Limited 3,180.0 925 2,941,500 24 13787 16 3654 12 0 57.5 Gold Shores Company Limited 4,857.5 775 3,764,563 25 13788 15 3653 7 0 93.7 Gold Shores Company Limited 2,893.7 925 2,676,673 Area according to the license 340 0 51.0 136,051.0 sq. Wah Total government land 89,820,723 Appraisal area 340 0 51.0 136,051.0 sq. Wah apprisal price

The independent property appraiser appraised the land and building area by cost estimation method, which will use the market price comparison method only for the land part, and the cost replacement method for the building. Then combined together to get the appraisal value of the property. BKK selected 3 market data for vacant land with similar potential to the assets to be entered into the data used for comparative analysis of the 3 items by considering factors affecting the value such as location, transportation, utilities, suitability for the maximum use of land, physical characteristics of the land, land plot characteristics, regulations, laws and liquidity, which are then scored by a weighted method (Weighted Quality Score : WQS), to adjust price to compare with the property. The details of the market data were compared and the WQS rating. The appraisal of land by the Market Approach and the buildings by the Depreciated Replacement Cost Approach of the assets in Phang Nga Province. Summary can be summarized as follows.

Attachment 2 - Page 3 Opinion Report of Independent Financial Advisor

1.2 Appraisal of land value by comparing market data (Market Approach) It is a comparison of the appraised assets with market data, obtained from similar surveys, comparing the size, shape, location, entrance-exit and environment that will have an impact on the price and the purchase price in the past. This valuation method takes into account economic factors that may have an impact on the real estate market. Details are shown as follows.

Attachment 2 - Page 4 Opinion Report of Independent Financial Advisor

Market Price Data Comparison for Property Valuation Detials Assets Data 1 Data 2 Data 3 Data 4 Data 5 Data 6 Asset property Land with building Vacant land Vacant land Vacant land Vacant land Vacant land Vacant land (with palm plantation) (with palm plantation) (with palm plantation) (with palm plantation) (with palm plantation) (with coconut plantation) Location Next to Na Toey Lung Wat Next to the unnamed Next to the unnamed Next to the unnamed Next to the unnamed Next to the unnamed Next to Ban Mai - road from Petchkasem Road alley, Petchkasem alley, Petchkasem alley, Petchkasem alley, Petchkasem alley, Petchkasem Baan Po Daeng road, (TorLor.4) Road (Tor Lor 4) Road (Tor Lor 4) Road (Tor Lor 4) Road (Tor Lor 4) Road (Tor Lor 4) Petchkasem Road (Tor Lor 4) Land size (Rai-Ngan-sq. 340-0-51 Rai or 136,051.00 Sq. 30-1-55 Rai or 132-0-00.00 Rai or 57-3-00.0 Rai or 150-0-00.0 Rai or 384-0-00.0 Rai or 60-0-00.0 Rai or Wah) Wah 12,155.0 Sq. Wah 52,000.0 Sq. Wah 23,100.0 Sq. Wah 60,000.0 Sq. Wah 153,000.0 Sq. Wah 24,000.0 Sq. Wah Land shape Polygon Polygon Polygon Polygon Polygon Polygon Polygon Width x Depth (meters) 1,240.00 x 1,266.00 meters 62 x 102 meters 180.00 x 1,175.00 100.00 x 1,175.00 200.00 x 1,500.00 200.00 x 3,100.00 400.00 x 480.00 meters meters meters meters meters Land level Partially filled and some parts Not filled, 0.50 meters Not filled, 0.50 meters Not filled, 0.50 meters Not filled, 0.50 meters Not filled, 0.50 meters Not filled, 0.50 meters have a well, approximately below road level below road level below road level below road level below road level below road level 2.00-5.00 meters deep Number of side conneted 3 sides 1 side 2 sides 1 side 1 side 1 side 1 side to road Road characteristics (road Reinforced concrete Asphalt Gravel Gravel Asphalt Asphalt Asphalt surface) Width / road area (meters) 4.00/6.00 meters 6/12 meters 5/5 meters 5/5 meters 6/6 meters 5/6 meters 6/8 meters Utilities Electricity, water supply, Electricity, water Electricity, water Electricity, water Electricity, water Electricity, water Electricity, water telephone and street lighting supply, telephone and supply and telephone supply and telephone supply and telephone supply and telephone supply and telephone street lighting City plan Housing less dense Housing less dense Housing less dense Housing less dense Housing less dense Housing less dense Housing less dense Other legal provisions ------Highest utilization Water supply production Residence Agriculture Agriculture Agriculture Agriculture Agriculture project Development potential Medium Medium Medium Medium Medium Medium Medium

Attachment 2 - Page 5 Opinion Report of Independent Financial Advisor

Market Price Data Comparison for Property Valuation Detials Assets Data 1 Data 2 Data 3 Data 4 Data 5 Data 6 Price - 782.00 Baht per sq. 1,042.00 Baht per sq. 865.00 Baht per sq. 875 Baht per sq. Wah, 925 Baht per sq. Wah, 3,750 Baht per sq. Wah, totaling Wah, totaling Wah, totaling totaling 52,500,000 totaling 142,000,000 Wah, totaling 9,500,000 Baht 55,000,000 Baht 20,000,000 Baht Baht Baht 90,000,000 Baht Condition - Offer for sale Offer for sale Offer for sale Offer for sale Offer for sale Traded Date of getting data - July 2020 July 2020 July 2020 July 2020 July 2020 July 2020 Serllers/ data providers - K Dej K Ohr K Somporn K Kanya Kolui K Udomsak Location/ phone number - 088-879-5979 081-326-6007 081-693-6978 084-850-7576 081-717-6922 081-254-0880

Attachment 2 - Page 6 Opinion Report of Independent Financial Advisor Valuation by comparing market price (Market Approach) The comparative information used in this property appraisal has certain factors that differ from appraised property and affects the property value. Therefore, in the valuation of land, the independent appraisers used the Weighted Quality Score (WQS), in which the weighting of factors of the comparable assets that affect the asset value are used as a weighting value to determine the value of the appraised assets. If any factor has a large influence on value, it would be given a lot of weight, where the sum of the weights of the factors is 100%. The assessor scores each factor and multiplies by the weight of each factor. The sum of the products between the scores and the weight of each factor is the Weighted Quality Score as follows:

Weighting Table of Asset of Land Weighting Data for Analysis No. Various Factors in analysis Asset (%) Data 2 Data 5 Data 6 Area size (sq. Wah) 136,051.00 52,000.00 153,000.00 24,000.00 1 Location condition 15% 9.00 7.00 8.00 10.00 2 Transportation 10% 8.00 6.00 6.00 8.00 3 Utilities 10% 8.00 5.00 5.00 9.00 4 Appropriateness of highest utilization of land 20% 8.00 5.00 5.00 10.00 5 Physical characteristics of land 15% 6.00 6.00 6.00 6.00 6 Land plot 10% 6.00 7.00 6.00 6.00 7 Legal regulations 10% 6.00 5.00 5.00 5.00 8 Liquidity 10% 6.00 8.00 4.00 10.00 Weighting 100% 7.25 6.05 5.70 8.20 Score: 1-2 low 3-4 fair 5-6 medium 7-8 good 9-10 excellent Land price comparison table Data for Analysis No. Component Asset Data 2 Data 5 Data 6 Area size (sq. Wah) 136,051.00 52,000.00 153,000.00 24,000.00 1 Offering price/sq. Wah (Baht) 1,042.00 925.00 3,750.00 2 Negotiation/discount (%) -10% -10% -30% 3 Net price (Baht) 938 833 2,625 4 Weighted score value 7.25 6.05 5.70 8.20 5 Comparative proportion Average 1.19835 1.27193 0.88415 6 Base price 1,501.00 1,124 1,059 2,321 7 Comparative weight 100% 34% 29% 37% 8 Comparative value 1,548 382 307 859 Market value criteria 1,500.00 Baht per sq./ Wah

Comparative analysis of market data From the criterias for the valuation of assets and elements such as location, transportation, neighbor, use of land, utilities through the front of the land, land plot characteristics, physical characteristics of land, legal regulations, development potential and other factors affecting the market value of the property by assuming that the market data that have not yet been bought/ sold is just the offering price. In the actual buy/ sell event, it is believed that the price will be lower from bargaining. The information that is from agreed buy/ sell is considered to be reliable to a certain extent.

Attachment 2 - Page 7 Opinion Report of Independent Financial Advisor

From the land value analysis table, it can be summarized as follows.

Table of comparison analysis of the differences between market data and the appraised assets Analysis Factors Data 2 Data 5 Data 6 Location Worse Worse Better Transportation Worse Worse Similar Utilities Worse Worse Better Appropriateness of highest utilization of land Worse Worse Better Physical characteristics of land Similar Similar Similar Land plot Better Similar Similar Legal regulations Worse Worse Worse Liquidity Better Worse Better

Determination of the property value in the land When analyzing market price data by taking into account the location condition, transportation, utilities, appropriateness of highest utilization of land, physical characteristics of land, land plot, legal regulations, and liquidities, the assets is compared and can be adjusted to get the appraised value of the property of 1,500 baht per sq. Wah. Therefore, from the appraisal of land by the independent appraiser, the value of land is equal to 204,076,500.00 Baht.

Attachment 2 - Page 8 Opinion Report of Independent Financial Advisor

1.3 Assessment of buildings by analyzing the value of replacement cost new (Replacement Cost New) In buildings assessment, Bangkok Appraisal Co., Ltd. uses the Depreciated Replacement Cost Approach of the buildings, which is observing for new construction costs to build a replacement buildings and structure to achieve the same efficiency, space and capacity. The appraiser considered using the construction cost comparison method per unit (Baht per sq. meter) at the valuation date deducted by depreciation according to the condition and useful life of the buildings. The obtained value is the current value of the buildings and structures (Depreciated Replacement Cost - DRC), which buildings and structures being apparised consist of a factory building with a one- story office, including 14 other buildings, which can be estimated net replacement cost according to current conditions as follows: Building Value (Baht) No. Building Details Value Based on Current New REplacement Value Condition 1 Water pumping raft building Indoor space 232.65 sq. meter 12,500 Baht 2,908,125.00 2,849,963 Depreciation Age about 2 years 2% Total value of building No.1 2,908,125.00 2,849,963 2 Na Toey pumping station control building Indoor space 72.00 sq. meter 9,000 Baht 648,000.00 635,040 Depreciation Age about 2 years 2% Total value of building No.2 648,000 635,040 3 Water supply pumping plant building- Na Toei pumping station Indoor space 192.00 sq. meter 9,000 Baht 1,728,000 1,693,440 Depreciation Age about 2 years 2% Total value of building No.3 1,728,000 1,693,440 4 Water receiving building with steering wheel (Thai Mueang gate) Indoor space 216.00 sq. meter 12,260 Baht 2,648,160 2,595,197 Depreciation Age about 2 years 2% Total value of building No.4 2,648,160 2,595,197 5 Weighing building

Attachment 2 - Page 9 Opinion Report of Independent Financial Advisor

Building Value (Baht) No. Building Details Value Based on Current New REplacement Value Condition Indoor space 30.00 sq. meter 8,000 Baht 240,000 232,800 Indoor space 9.00 sq. meter 4,000 Baht 36,000 34,920 Depreciation Age about 3 years 3% Total value of building No.5 276,000 267,720 6 Phuket side control building Indoor space 72.00 sq. meter 9,000 บาท 648,000.00 605,232.00 Depreciation Age about 2 years 6.60% Total value of building No.6 648,000.00 605,232.00 7 Pumping plant building, phuket side Indoor space 192.00 sq. meter 9,000 บาท 1,728,000 1,613,952 Depreciation Age about 2 years 6.60% Total value of building No.7 1,728,000 1,613,952 Total building value 10,584,285.00 10,260,544 Rounding equal to 10,584,000.00 10,261,000.00 Note : 1/The appraisal price of the building is referenced from the building construction price standards for 2020-2021 of the Valuers Association of Thailand and adjusted to suit the assets. 2/Buildings item no. 6-7, the company consider deducting depreciation at 3.33% per year due to having a lease agreement with Phuket Municipality, contract term of 30 years

Therefore, from the appraisal of 7 buildings equal to 10,261,000.00 Baht

Attachment 2 - Page 10 Opinion Report of Independent Financial Advisor 2. Item no. 2: Machinery and equipment for industrial use for Phang Nga-Phuket water supply project phase 1, totaling 11 items, located at Moo 1, Sai Na Toey Lang Wat road, from Petchkasem Road (Tor Lor 4), Tai Mueang Subdistrict, Na Toei Subdistrict, Thai Mueang District, Phang Nga Province (prepared by Bangkok Appraisal Co., Ltd.)

Information of appraisal asset

Asset type Machinery and equipment used in the industry of Phang Nga-Phuket water supply project phase 1, totaling 11 items, which are machinery and equipment that are not registered Asset location Located at Moo 1, Na Toey Lung Wat road, from Petchkasem Road (Tor Lor 4), Tai Muang Subdistrict, Na Toei Subdistrict, Thai Mueang District, Phang Nga Province, located in the pink area of the community type land Machine No registration registration Obligation The mortgage is secured with Kasikornbank Public Company Limited Appraisal objective To know the fair value of the assets for purchase with accounting records and for public purposes Appraisal criteria Set the market value Additional/ special No other additional / special assumptions or other special condition informed by the employer assumptions Appraisal method Depreciated Replacement Cost Approach Estimated market 741,997,000.00 Baht value Assessor Bangkok Appraisal Company Limited ("BKK") Appraisal date 29 July 2020 Map

The independent property appraiser has appraised the new replacement machinery at current prices, minus the depreciation over life. BKK has examined and considered various factors related to the appraised property such as the nature of the legal rights, property characteristics, suitability for utilization or development, utilization, general market conditions with various conditions and restrictions and additional / special assumptions or special conditions specific to the assessment to select appropriate valuation methods and consistent with the hired objectives, which is an important condition that leads to a systematic opinion and summarize the final property value of the appraisal to determine the appraisal price, which is the market value.

Attachement 2 - Page 11 Opinion Report of Independent Financial Advisor

The details of the appraisal of machinery and equipment, totaling 11 items, located in Phang Nga Province by the Depreciated Replacement Cost Approach can be summarized as follows: Appraisal of property by cost analysis method (Cost Approach) Machinery and equipment valuation with the cost method is an estimate of the cost of new machinery that could be used as a replacement, then deducted by Physical Deterioration, Funtcional Obsolescence, and Economic Obsolescence. There are two methods to find new replacement costs: Replacement Cost New and Reproduction Cost New. Replacement Cost New is the estimated amount that can be paid to acquire a new machine to replace the old one that is equal in technology, meterial used, performance and capacity. The said amount includes operating fees, profits and fees, but does not include time fees or special wages and various compensation costs. Replacement Cost New is the estimated amount that the machine can be rebuilt in all respects. Such amounts include current cost prices of materials, labor, production equipment, operating costs, profits and fees, but does not include overtime charges or special wages. In practice, the new replacement cost is more appropriate than the newly built cost.

Machine valuation formula Formula FMV = RCN x P x F x E FMV = Fair Market Value or new replacement cost - total depreciation Deprecitation = Useful life according to the working time of the machine / physical useful life RCN = Replacement Cost (Replacement price for the same machine) Amount in Baht + Taxes + costs + installation fee (depending on the case) F = Functional Obsolescence (Depreciation expense from the use of machinery) P = Physical Deterioration (Depreciation from machine condition from use) = (1-n/N)*C (n= 0-2 years in use , N= 20-50 years in use, C= Machine condition) E = Economic/External Obsolescence (Depreciation from external impairment) External factors that cause the value to deteriorate

Attachement 2 - Page 12 Opinion Report of Independent Financial Advisor Assessment Summary of Phase 1 Machinery and Equipment Total Number Number Value according Depreciati No. List investment of years years to current on budget in use useful life condition 1 Receiving and pumping stations for raw water 1.1 Raw water pumping raft 3,406,450.00 2 30 6.67% 3,179,353 1.2 Pump 350 cubic meters /hr H 25 Mor.4 2,410,000.00 2 40 5.00% 2,289,500 1.3 Electrical system and others 10,334,489.03 2 40 5.00% 9,817,765 1.4 Water gate building 3,118,300.00 2 40 5.00% 2,962,385 Total 1 19,269,239.03 18,249,003 2 Production station - water supply (Thai Mueang) 2.1 Water production station 30,489,044.27 2 50 4.00% 29,269,482 Labor cost of water production station structure and clear 2.2 6,461,803.24 2 50 4.00% 6,203,331 water tanks Transparent cylindrical steel water tank, coverd, 6,000 cubic 2.3 13,506,920.00 2 40 5.00% 12,831,574 meters Piles and construction materials of water production stations 2.4 9,182,226.10 2 40 5.00% 8,723,115 and clear water tanks 2.5 Internal pipe work and pipe fittings 3,963,706.86 2 40 5.00% 3,765,522 2.6 Pump 350 cubic meters/hr H 40 Mor.4 2,260,000.00 2 40 5.00% 2,147,000 2.7 Filled with soil, roads, sewers, silt manholes 1,409,440.00 2 40 5.00% 1,338,968 2.8 Electrical system and others 16,936,022.41 2 40 5.00% 16,089,221 Total 2 84,209,162.88 80,368,213.21 3 Water supply pipe (Thai Mueang - Mai Khao) 3.1 Steel water pipe dia 900 mm. 90,310,750.00 2 40 5.00% 85,795,213 3.2 Cost of laying steel water pipes dia 900 mm. 69,033,797.17 2 40 5.00% 65,582,107 3.3 Road surface restoration 28,394,095.12 2 40 5.00% 26,974,390 3.4 Supply and installation of valves 10,629,619.33 2 40 5.00% 10,098,138 3.5 Cathodic Protection - 2 40 5.00% - 3.6 Accessories and others 5,209,226.44 2 40 5.00% 4,948,765 3.7 Work to disassemble the Khok Kloy 13,256,580.39 2 40 5.00% 12,593,751 3.8 Piping work across Sarasin Bridge 26,071,826.20 2 40 5.00% 24,768,235 Total 3 242,905,894.65 230,760,599.92 4 Resting and distribution station for water supply 4.1 Transparent steel cylinder work, coverd, 6,000 cubic meters 16,720,000.00 2 40 5.00% 15,884,000 4.2 Clear water tank structure 3,015,916.57 2 40 5.00% 2,865,121 4.3 Internal pipe work and pipe fittings 1,223,879.31 2 40 5.00% 1,162,685 4.4 Pump 350 cubic meters/hr Head 40 m. 4,330,000.00 2 40 5.00% 4,113,500 4.5 Filled with soil, roads, sewers, silt manholes 1,107,098.20 2 40 5.00% 1,051,743 4.6 Electrical system and others 14,112,865.51 2 40 5.00% 13,407,222 Resting and distribution stations for water supply - 4.7 1,254,835.80 2 40 5.00% 1,192,094 Landscaping and others Total 4 41,764,595.39 39,676,365.62 5 Water supply pipe (Mai Khao - Sago) 5.1 Steel water supply pipe dia 900 mm. 116,631,370.09 2 40 5.00% 110,799,802 5.2 Cost of laying pipes for water supply 54,965,500.38 2 40 5.00% 52,217,225 5.3 Accessories and others 9,535,103.26 2 40 5.00% 9,058,348 5.4 Air valves and valve sump 4,999,500.00 2 40 5.00% 4,749,525 5.5 Traffic surface repair work 33,448,459.37 2 40 5.00% 31,776,036

Attachement 2 - Page 13 Opinion Report of Independent Financial Advisor

Total Number Number Value according Depreciati No. List investment of years years to current on budget in use useful life condition 5.6 Cathodic Protection - 2 40 5.00% - Total 5 219,579,933.10 208,600,936.45 6 Separate pipes to supply water to customers 6.1 HDPE water supply pipes and pipe fittings 42,963,022.00 2 40 5.00% 40,814,871 6.2 Cost of layingHDPE 1,973,000.00 2 40 5.00% 1,874,350 6.3 Others 1,047,892.50 2 40 5.00% 995,498 Total 6 45,983,914.50 43,684,718.78 7 Water supply work to Naithon Beach 7.1 Steel pipe Dia Dia 400 mm. distance 8.5 km. - - 7.2 Pipe laying wages 18,750.00 1 40 2.50% 18,281 7.3 Pipe fittings (valve, etc.) - 1 40 2.50% - 7.4 Road restoration work - 1 40 2.50% - 7.5 Water pump 526,500.00 1 40 2.50% 513,338 7.6 Installation of pumps and construction of pumping stations - 1 40 2.50% - Installation of temporary clear water tank, size 300 cubic 7.7 - 1 40 2.50% - meter Total 7 545,250.00 531,618.75 8 Currently operating Saku waterworks 8.1 Old water supply system (Acquired from Hydro Co., Ltd.) 26,000,000.00 1 40 2.50% 25,350,000.00 8.2 Improvement of the Saku water supply pipe system i 6,500,000.00 1 40 2.50% 6,337,500.00 8.3 Others 2,000,000.00 1 40 2.50% 1,950,000.00 Total 8 34,500,000.00 33,637,500.00 Development of Thai Mueang Water Reservoir, Phang Nga 9 Province 9.1 Land cost 9.2 Sand suction boat 10,000,000.00 1 20 5.00% 9,500,000 9.3 Stag 5,000,000.00 1 40 2.50% 4,875,000 9.4 Bridge construction 4,500,000.00 1 40 2.50% 4,387,500 9.5 Office construction work and scales 1,923,570.09 1 50 2.00% 1,885,099 9.6 Exit road renovation work 3,461,325.00 1 40 2.50% 3,374,792 9.7 Fence work 719,040.00 1 40 2.50% 701,064 9.8 CCTV system work and entrance barrier 248,850.00 1 40 2.50% 242,629 9.9 Electrical field expansion work 235,000.00 1 40 2.50% 229,125 9.10 Water generator (UF system) 1,850,000.00 1 40 2.50% 1,803,750 9.11 Employment of Kasetsart University Study Design 2,936,200.00 1 40 2.50% 2,862,795 9.12 Topographic survey 329,439.25 1 40 2.50% 321,203 9.13 Coordination expenses and others 3,822,254.46 1 40 2.50% 3,726,698 Total 9 35,025,678.80 33,909,654.68 Job details for the part that has not yet been opened for 10 purchase / employment 10.1 Move the raft position 90 meters 3,000,000.00 1 40 2.50% 2,925,000 10.2 Restoration of Rural road 10,000,000.00 1 40 2.50% 9,750,000 10.3 Restoratio of road condition in the park area 10,000,000.00 1 40 2.50% 9,750,000 10.4 Labor cost for laying HDPE and CSR pipes 5,000,000.00 1 40 2.50% 4,875,000 10.5 Water pipeline rust prevention 5,000,000.00 1 40 2.50% 4,875,000 10.6 Water pipes and other accessories 1,000,000.00 1 40 2.50% 975,000

Attachement 2 - Page 14 Opinion Report of Independent Financial Advisor

Total Number Number Value according Depreciati No. List investment of years years to current on budget in use useful life condition Total jobs that has not yet been opened for purchase / 34,000,000.00 33,150,000 employment 11 Piping work for customers Piping work for customers 19,926,500.00 1 40 2.50% 19,428,338 Total 11 19,926,500.00 19,428,337.50 Estimated total investment cost 777,710,168.35 741,996,947.81

Evaluation results

- 25 pieces of land title deeds with total area of 340-0-51 Rai or 136,051.0 sq. Wah; 204,076,500.00 estimated price is 1,500.00 Baht/ sq. Wah Baht

- Market value of the Water Supply Project Phase 1 741,997,000.00 Baht Note : 7 buildings at condition as of the survey date is 10,261,000.00 baht, not added to the asset market value because the said value is included in the value of the tap water production project.

Attachement 2 - Page 15 Opinion Report of Independent Financial Advisor 3. Item no. 3: Machinery and equipment for industrial use for Phang Nga-Phuket Water Supply Project Phase 2, totaling. 17 items, located on Thepkasattri Road (Tor Lor.402), Mai Khao Sub-district, Thalang District, Phuket Province (prepared by the company Bangkok Appraisal Co., Ltd.)

Appraised property information

Asset type Machinery and equipment for industrial use of the Phang Nga-Phuket Water Supply Project Phase 2, totaling 17 items Asset location Located on Thepkrasattri Road (Tor Lor. 402), Mai Khao Sub-district, Thalang District, Phuket Province, in the yellow zone, densely populated land Asset registration Machinery and equipment that are "not" registered ownership of 17 items Machine ownership Gold Shores Company Limited Assessment objective To know the fair value of the assets for purchase consideration with accounting records and for public purposes Assessment criteria To know the market value Additional / special No additional / special assumptions or special conditions about the evaluation received from the assumptions employer Assessment method Cost Approach Estimated market 107,916,000.00 Baht (one hundred seven million nine hundred and sixteen thousand Baht) value Assessor Bangkok Appraisal Company Limited (“BKK”) Assessment date 29 July 2020 Map

The independent property appraiser has appraised the new replacement machinery at current prices, minus the depreciation based on useful life. Global Asset Valuer Company Limited has examined and considered various factors related to the appraised property such as the nature of legal rights, property characteristics, suitability for use or used for development, general market conditions with various restrictions and additional / special assumptions or special conditions specific to the assessment to select appropriate valuation methods consistent with the hired objectives, which is an important condition that leads to a systematic opinion and summarize the final property value of the appraisal to determine appraisal price. The details of the appraisal of machinery and equipment used in the manufacturing industry, faucet, shower, yellow valve, water- related equipment, and general sanitary ware of17 items located in Phuket Province using the Cost Approach can be summarized as follows.

Attachement 2 - Page 16 Opinion Report of Independent Financial Advisor

3.1 Valuation of machinery and equipment Machinery and equipment valuation using the cost method is an estimate of the cost of new machinery that will be used as a replacement, then deducted by Physical Deterioration, Funtcional Obsolescence, and Economic Obsolescence (Replacement Cost New) and new construction costs. (Reproduction Cost New) Replacement Cost New is the estimated amount that can be paid to acquire a new machine to replace the old one that are equal in technology, material used, performance and capacity. The said amount includes operating fees, profits and fees, but does not include time fees or special wages and various compensation costs Replacement Cost New is the estimated amount that the machine can be rebuilt in all respects. Such amount includes current cost of materials, labor, production equipment, operating costs, profits and fees, but does not include overtime charges or special wages. In practice, the new replacement cost is more appropriate than the newly built cost.

Machine valuation formula

Formula FMV = RCN x P x F x E FMV = Fair Market Value (current machine market value) or new replacement cost - total depreciation Total depreciation = Useful life according to the working time of the machine / physical life. RCN = Replacement Cost (Replacement price for the same machine) Amount in Baht + Taxes + costs + installation fee (depending on the case) F = Functional Obsolescence (Depreciation expense from the use of machinery) P = Physical Deterioration (Depreciation from machine condition from use) = (1-n/N)*C (n= 0-2 years in use , N= 20-50 years in use, C= Machine condition) E = Economic/External Obsolescence (Depreciation from external impairment) External factors that cause the value to deteriorate

The details of the valuation of machinery and equipment used in the industry, Phang Nga-Phuket Water Supply Project Phase 2, totaling 17 items, located on Thep Krasattri Road (Tor.402), Mai Khao Sub-district, Thalang District, Phuket Province are as follows.

Attachement 2 - Page 17 Opinion Report of Independent Financial Advisor

Summary of Machinery and Equipment Phase 2 Assessment

Number of Value According Value According Number of Depreciati Phase 2 Project No. List Number Unit Cost/Unit Amount (Baht) Years to Current to PO (Baht) Years in Use on Value Useful Life Condition 1 Water production station and clear water tank Na Toey 1.1 Water production station and clear 1 Chud 30,000,000 30,000,000 28,500,000.00 28,500,000.00 28,500,000.00 water tank Na Toey 50 0.00% 1.2 Structure of production station and 1 Mao 11,000,000 11,000,000 10,592,734.14 10,592,734.14 10,592,734.14 clear water tank 40 0.00% 1.3 Internal piping systems and pipe 1 Mao 4,000,000 4,000,000 186,400.00 In the process 186,400.00 186,400.00 fittings 40 0.00% 1.4 Clear water tank, size 6,000 cubic 1 Bai 14,000,000 14,000,000 13,000,000.00 13,000,000.00 13,000,000.00 meters 40 0.00% 1.5 Others 1 Mao 3,000,000 3,000,000 59,742.27 40 0.00% 59,742.27 59,742.27 Total 1 62,000,000 52,338,876.41 52,338,876.41 52,338,876.41 2 Clear water tank Mai Kao 2.1 6,000 cubic meters water tank 1 Bai 17,000,000 17,000,000 16,500,000.00 40 0.00% 16,500,000.00 16,500,000.00 2.2 Clear water tank structure 1 Mao 7,000,000 7,000,000 5,897,600.00 40 0.00% 5,897,600.00 5,897,600.00 Internal piping systems and pipe 1 Mao 2,000,000 2,000,000 528,230.00 0.00% 528,230.00 528,230.00 2.3 fittings 40 In the process 2.4 Filled with soil, roads and drains 1 Mao 1,500,000 1,500,000 1,074,766.36 40 0.00% 1,074,766.36 1,074,766.36 Fence work and landscape 1 Mao 5,000,000 5,000,000 - - 2.5 adjustment Total 2 32,500,000 24,000,596.36 24,000,596.36 24,000,596.36 3 Water pipeline Phase 2 distance 16.5 km. 3.1 Steel pipe 800 mm. thickness 7.9 mm 2,000.00 Meter 4,475.00 8,950,000.00 4,630,145.25 40 0.00% 4,630,145.25 4,630,145.25 Steel pipe assembly equipment and Mao 1.00 5,000,000.00 5,000,000.00 1,935,320.69 40 0.00% 1,935,320.69 1,935,320.69 3.2 valve In the process 3.3 Steel pipe laying fee 5,500.00 Meter 3,300.00 18,150,000.00 17,070,837.64 40 0.00% 17,070,837.64 17,070,837.64 3.4 Sand transportation cost 1.00 Mao 3,500,000.00 3,500,000.00 714,000.00 40 0.00% 714,000.00 714,000.00 3.5 Road restoration 5,500.00 Meter 3,700.00 20,350,000.00 6,181,995.33 40 0.00% 6,181,995.33 6,181,995.33

Attachment 2 - Page 18 Opinion Report of Independent Financial Advisor

Number of Value According Value According Number of Depreciati Phase 2 Project No. List Number Unit Cost/Unit Amount (Baht) Years to Current to PO (Baht) Years in Use on Value Useful Life Condition 3.6 Dun Loard work Tor Lor.4301 1.00 Ngan 3,000,000.00 3,000,000.00 1,044,000.00 40 0.00% 1,044,000.00 1,044,000.00 3.7 Cathodic Protection 1.00 Ngan 2,000,000.00 2,000,000.00 - - - Total 3 60,950,000.00 31,576,298.91 31,576,298.91 31,576,298.91 Grand Total 155,450,000.00 107,915,771.68 107,915,771.68 107,915,771.68 Rounding 107,916,000.00 107,916,000.00

Therefore, from the appraisal of machinery and equipment by an independent appraiser, the value of machinery and equipment used in the industry, the Phang Nga-Phuket Water Supply Project Phase 2, totaling 17 items, located in Phuket, is equal to 107,916,000.00 Baht (rounded).

Attachment 2 - Page 19 Opinion Report of Independent Financial Advisor Assessment Results

25 title deeds, total area 340-0-51 Rai or 136,051.0 sq. Wah 204,076,500.00 Baht Estimated price of 1,500.00 Baht per sq. Wah, totaling *7 buildings 10,293,000.00 Baht Total market value of the Water Supply Project Phase 1 741,997,000.00 Baht The market value of the Water Supply Project Phase 2 107,916,000.00 Baht Total property value 1,053,990,000.00 Baht Note: 7 buildings’ conditions are as of the survey date, valued at 10,261,000.00 Baht, not added to the asset market value because they are included in the value of the tap water production project

Attachment 2 - Page 20 Opinion Report of Independent Financial Advisor

Attachment 3: Valuation Data of Land and Building, Machinery and Wquipment of Gold Shores Company Limited by Charter Valuation Co., Ltd In the valuation of land, building and machinery for reference in Adjusted Book Value Approach, the Company hired an independent property appraiser, Charter Valuation Company Limited (“CHARTER”), to appraise the value of land, buildings and machinery of the company. The independent appraisal company is a company that has been approved by the Valuers Association of Thailand (“VAT”) and is the capital market appraisal company and the main appraiser approved by the Securities and Exchange Commission office with the objective of making public disclosure assessment. The following 3 assets were assessed by an independent property appraiser. 1). Item no. 1: 25 pieces of land with 7 buildings, located at Moo 1, Na Toey Lung Wat road, from Petchkasem Road (Tor Lor 4), Tai Mueang Subdistrict, Na Toei Subdistrict, Thai Mueang District, Phang Nga Province (prepared by Bangkok Appraisal Co., Ltd.) 2). Item no. 2: Machinery and equipment used in the Phang Nga-Phuket Water Supply Project Phase 1, totaling 11 items located at Moo 1, Sai Na Toey Lang Wat road, from Petchkasem Road (Tor Lor 4), Tai Mueang Subdistrict, Na Toei Subdistrict, Thai Mueang District, Phang Nga Province (prepared by Bangkok Appraisal Co., Ltd.) 3). Item no. 3: Machinery and equipment used in the Phang Nga-Phuket Water Supply Project Phase 2, totaling 17 items, located on Thepkasattri Road (Tor Lor. 402), Mai Khao Sub-district, Thalang District, Phuket Province. (Prepared by Bangkok Appraisal Co., Ltd.).

Attachment 3 – Page 1 Opinion Report of Independent Financial Advisor

1. Item no. 1: 25 pieces of land with 7 buildings, located at Moo 1, Na Toey Lung Wat road, from Petchkasem Road (Tor Lor 4), Tai Mueang Subdistrict, Na Toei Subdistrict, Thai Mueang District, Phang Nga Province (prepared by Bangkok Appraisal Co., Ltd.) Appraisal asset information

Type of Asset Land with buildings Location of the Located at Moo 1, Na Toey Lung Wat road, from Petchkasem Road (Tor Lor 4), Tai Mueang Subdistrict, Asset Na Toei Subdistrict, Thai Mueang District, Phang Nga Province Land Datails Title Deed No. 5081,5086,13717-13733,13766,13768-13769,13782 and 13787-13788 totaling 25 pieces, witht total area of 340-0-51 Rai or 136,051.0 sq. Wah Building 7 buildings Building Mortgage is secured with Kasikornbank Public Company Limited Obligation Currently the asset is not in the line of expropriation for any public benefit Assessment To know the fair value of the asset for trading consideration with property accounting records and for Objective public purposes Assessment Criteria To determine the market value Best Use Consider the physical characteristics of the appraised land such as location, physical characteristics, land development potential, conditions of use of land in the vicinity, legal conditions and restrictions, the assessor is of the opinion that the current use of land is appropriate and gives the best and the highest benefits. Assessment No additional or any special assumptions Assumption Assesment Method Cost Approach Appraised Value of 190,471,400.00 Baht Land Appraised Value of 10,801,511.00 Baht Buildings Appraiser Charter Valuation Co., Ltd. Appraisal Date 16 August 2020 Map

Attachment 3 – Page 2 Opinion Report of Independent Financial Advisor

1.1 Land price according to the appraisal price list in the capital for registration of rights and juristic acts The appraisal price in the registration of rights and juristic acts for the assessed land assets are the appraisal of each land piece. From the assessment, it was found that the appraisal prices are as follows:

Title document type: Land title deed No. 4625 1 2024-1,3, 1824-2 Thai Mueang Subdistrict, Na Toei Subdistrict, Thai Mueang District, Phang Nga Province Title Land Land plot Area Land Area Government Land Price Amount No. Ownership Deed No. Number mark Rai Ngan sq. Wah (Sq. Wah) (Baht/sq. Wah) (Baht) 1 5081 27 3422 53 0 64.0 Gold Source Co., Ltd 21,264.0 925 19,669,200 2 5086 32 3427 42 2 46.0 Gold Source Co., Ltd 17,046.0 300 5,113,800 3 13717 64 6469 7 2 3.1 Gold Source Co., Ltd 3,003.1 925 2,777,868 4 13718 62 6467 2 0 2.8 Gold Source Co., Ltd 802.8 300 240,840 5 13719 63 6468 6 2 51.0 Gold Source Co., Ltd 2,651.0 925 2,452,175 6 13720 71 6476 1 0 60.7 Gold Source Co., Ltd 460.7 300 138,210 7 13721 74 6479 14 3 95.6 Gold Source Co., Ltd 5,995.6 300 1,798,680 8 13722 4 6481 1 2 96.7 Gold Source Co., Ltd 696.7 300 209,010 9 13723 5 6482 1 2 82.9 Gold Source Co., Ltd 682.9 300 204,870 10 13724 6 6483 2 1 95.6 Gold Source Co., Ltd 995.6 300 298,680 11 13725 10 6487 14 3 13.3 Gold Source Co., Ltd 5,913.3 1100 6,504,630 12 13726 67 6472 7 3 5.1 Gold Source Co., Ltd 3,105.1 300 931,530 13 13727 65 6470 11 1 23.4 Gold Source Co., Ltd 4,523.4 1100 4,975,740 14 13728 70 6475 10 3 96.6 Gold Source Co., Ltd 4,396.6 300 1,318,980 15 13729 72 6477 9 1 30.0 Gold Source Co., Ltd 3,730.0 300 1,119,000 16 13730 8 6485 45 0 4.2 Gold Source Co., Ltd 18,004.2 925 16,653,885 17 13731 68 6473 12 0 96.7 Gold Source Co., Ltd 4,896.7 300 1,469,010 18 13732 66 6471 19 2 40.5 Gold Source Co., Ltd 7,840.5 925 7,252,463 19 13733 73 6478 10 1 32.2 Gold Source Co., Ltd 4,132.2 300 1,239,660 20 13766 69 6474 16 3 34.9 Gold Source Co., Ltd 6,734.9 300 2,020,470 21 13768 9 3668 14 1 23.0 Gold Source Co., Ltd 5,723.0 300 1,716,900 22 13769 7 6484 6 1 21.5 Gold Source Co., Ltd 2,521.5 925 2,332,388 23 13782 21 3659 7 3 80.0 Gold Source Co., Ltd 3,180.0 925 2,941,500 24 13787 16 3654 12 0 57.5 Gold Source Co., Ltd 4,857.5 775 3,764,563 25 13788 15 3653 7 0 93.7 Gold Source Co., Ltd 2,893.7 925 2,676,673 Area according to the title document 340 0 51.0 136,051.0 sq. Wah Appraisal area 340 0 51.0 136,051.0 sq. Wah Total government land appraisal price 89,820,723

The independent property appraiser appraised the land and building area by cost estimation, which used the market price comparison method only for the land part. For the building area, the cost method is used for replacement. Then combined togother to get the value of the property by CHARTER Select 3 market data for land with similar potential as the assets to be entered into the data used for comparative analysis by considering factors affecting the value such as location, transportation, utilities, suitability for the maximum use of land. physical characteristics of the land, land plot characteristics, regulations, laws and liquidity. The factors are then scored by a weighted method (Weighted Quality Score : WQS) as a price modifier in comparison with the property, in which the details of the market data were compared and used the WQS rating. The appraisal of land by the Market Approach and the buildings by the Depreciated Replacement Cost Approach of the assets in Phang Nga Province can be summarized as follows.

Attachment 3 – Page 3 Opinion Report of Independent Financial Advisor

1.2 Appraisal of land value by using the Market Approach It is a comparison of the appraised assets with market data that is btained from similar surveys, by comparing the size, shape, location of the entrance-exit, the environment that will have an impact on the price and the purchase price over the past. This valuation takes into account economic factors that may have an impact on the real estate market. Details are shown as follows.

Attachment 3 – Page 4 Opinion Report of Independent Financial Advisor

Comparative market data for estimating land value prepared by CHARTER

Details Data 1 Data 2 Data 3 Data 4 Type of asset Vacant land (with palm plantation) Vacant land (with coconut plantation) Vacant land (with palm plantation) Vacant land (with palm plantation) Location Next to the unnamed alley, Petchkasem On the Ban Mai - Baan Po Daeng road, Next to the unnamed alley, Petchkasem Next to the unnamed alley, Petchkasem Road (Tor Lor 4) Petchkasem Road (Tor Lor.4) Road (Tor Lor 4) Road (Tor Lor 4) Ladn size (Rai-Ngan-sq. 384-0-00.0 Rai or 153,600.0 sq. Wah 60-0-00.0 Rai or 24,000.0 sq. Wah 132-0-00.0 Rai or 52,800.0 sq. Wah 57-3-00.0 Rai or 23,100.0 sq. Wah Wah) Land plot Polygon Polygon Polygon Polygon Width x Depth (meters) 200.00 x 3,100.00 meters 400.00 x 480.00 meters 180.00 x 1,175.00 meters 100.00 x 1,175.00 meters Land level Not filled, 0.50 meters below road level Not filled, 0.50 meters below road level Not filled, 0.50 meters below road level Not filled, 0.50 meters below road level Number of side conneted 1 side 1 side 2 sides 1 side to road Road characteristics (road Asphalt Asphalt Gravel Gravel surface) Width / road area (meters) 5/6 meters 6/8 meters 5/5 meters 5/5 meters Utilities Electricity, water supply, and telephone Electricity, water supply, and telephone Electricity, water supply, and telephone Electricity, water supply, and telephone City plan Housing less dense Housing less dense Housing less dense Housing less dense Other legal provisions - - - - Highest utilization Agriculture Agriculture Agriculture Agriculture Development potential Medium Medium Medium Medium Price Total142,000,000 Baht or 925 Baht/sq. Total 90,000,000 Baht or 3,750 Baht/sq. 1,042.00 Baht/sq. Wah or total of 865.00 Baht/sq. Wah or total of Wah Wah 55,000,000 Baht 20,000,000 Baht Condition Offer for sale Traded Offer for sale Offer for sale Date of getting data July 2020 July 2020 July 2020 July 2020 Serllers/ data providers Kolui K Udomsak K Ohr K Somporn Location/ phone number 081-717-6922 081-254-0880 081-326-6007 081-693-6978

Attachment 3 - Page 5 Opinion Report of Independent Financial Advisor Appraisal by using the Market Approach In the comparative information used in this property appraisal, there are certain factors that differ from appraised property that affects the property value, therefore, in the valuation of land, the independent appraisers use the Weighted Quality Score (WQS), by using the weight of the factors of the comparative assets that affect the asset value as a weighting value to determine the value of the appraised assets. If any factor has a large influence on value, it will be given a lot of weight, where the sum of the weights of the factors is 100%. The assessor scores each factor and multiplies it by the weight of each factor. The sum of the products between the scores and the weight of each factor is the Weighted Quality Score as follows:

Amount (Baht) (185) - (156) Initial adjusted price (Baht) 740 3,750 886 ?

Comparision and Weighted Quality Score Weighting(% Market Data for Comparison Appraised Topic Details ) 1 2 3 Asset Location General location 20 6 6 5 7 Environment 10 7 7 6 7 Physical characteristics Land size 20 4 7 6 5 Land shape 10 4 7 5 4 Width x Depth 10 6 8 6 6 Land level 10 5 5 5 3 Road through front of 0 7 7 7 7 Utilities the land Right to use 0 7 7 7 7 Electricity 0 6 6 6 6 Water used 0 6 6 6 8 Suitability of 10 4 4 4 7 Maximum uses / limitations maximum utilization Liquidity 10 4 7 4 6 Legal restrictions 0 7 7 7 7 Total Weighted Score 100 500 640 520 570 Score ratio compared to the asset 1.1400 0.8906 1.0962 1.0000 Adjusted price 844 3,340 971 ???? Mathematical formulas (IF,ABS) 70 70 50 190 Proportion 0.3684 0.3684 0.2632 1.0000 Inverse 2.7143 2.7143 3.8000 9.2286

Attachment 3 - Page 6 Opinion Report of Independent Financial Advisor Comparision and Weighted Quality Score Weighting(% Market Data for Comparison Appraised Topic Details ) 1 2 3 Asset Weighted scoring 29.41 29.41 41.18 1.00 Weighting value 248 982 400 1,630 Appraised value per sq. Wah (rounded) 1,600 Scoring Low Fair Average Good Excellent Score 1 to 2 3 to 4 5 to 6 7 to 8 9 to 10

From the table showing the comparative analysis of the differences between market data and the appraised asset, when analyzing and grading a weighted quality score (WQS) in the WQS, the difference between the data can be summarized as follows.

Analysis of the Advantages and Disadvantages of the Asset Details Advantages or Strengths Disadvantages or Weaknesses Location The property is located in a province that is a Located in an alley away from the main road famous tourist destination Land physical Developed, partially filled, rectangle shape Partially with wells, land level 3-5 meters characteristics below the road Transportation / road in Convenient to enter and exit through the front of the land public road - Utilities Electricity and water supply - Environment / prosperity Residential and agricultural areas, moderate prosperity outlook - Building size / usable area Suitable for use - Building model Suitable for use - Construction / decoration Constructed and decorated with standard materials - Maintenance Good -

From the market survey, it was found that the general offering price of vacant land is 865.00 baht to 3,750.00 baht per sq. Wah, depending on the location, land size, land condition, etc. When taken into account the assets in accordance with the above considerations, including the discount by about 10% -20% according to the market mechanism that buyers have higher bargaining power, the property should be valued at 1,400.00 Baht per sq. Wah. Therefore, from the appraisal of land by the independent appraiser gets to the value of the land equal to 190,471,400.00 Baht.

Attachment 3 - Page 7 Opinion Report of Independent Financial Advisor

1.3 Buildings appraisal by analysis of the value from replacement cost new (Replacement Cost New) In buildings assessment, Gold Shores Company Limited chose the Replacement Cost New method of the buildings, which looks for new construction costs in the form of replacement of buildings and structures to achieve the same efficiency, space and capacity. The appraiser considers using the construction cost comparison method per unit (Baht per sq. meter) at the appraisal date deducted by depreciation according to the condition and useful life of the buildings. The resulting value is the current state value of the building (Depreciated Replacement Cost - DRC), which features 7 types of buildings, which can be estimated net replacement cost based on current conditions as follows: New Life Deprecia Value According % Value According List Building Type / Area Estimated Price Replacement Value/Building (Year tion/Year to Condition Constru to Condition Component (sq. m.) (Baht/Unit) Value (Baht) (Baht) s) s (%) (Baht) ction (Baht) 1 Water pumping raft building Usable area within the building (factory) 232.65 12,500.00 2,908,125.00 2,908,125.00 2.00 3.30% 2,812,156.88 100% 2,812,156.88 2 Na Toey pumping station control building Indoor usable area 72.00 10,000.00 720,000.00 720,000.00 2.00 3.30% 696,240.00 100% 696,240.00 Water supply pumping plant building Na 3 Toei raft pumping station Indoor usable area 192.00 10,000.00 1,920,000.00 1,920,000.00 2.00 3.30% 1,856,640.00 100% 1,856,640.00 Water receiving building with steering wheel 4 (Thai Mueang Gate) Indoor usable area 216.00 12,000.00 2,592,000.00 2,592,000.00 2.00 3.30% 2,506,464.00 100% 2,506,464.00 5 Weighing building Indoor usable area 39.00 10,000.00 390,000.00 390,000.00 2.00 3.30% 377,130.00 100% 377,130.00 6 Control building, Phuketside Indoor usable area 72.00 10,000.00 720,000.00 720,000.00 2.00 3.30% 696,240.00 100% 696,240.00 7 Pumping plant building, Phuket side Indoor usable area 192.00 10,000.00 1,920,000.00 1,920,000.00 2.00 3.30% 1,856,640.00 100% 1,856,640.00

Total buildings value 1,015.65 11,170,125.00 10,801,511 10,801,511 Insurable Value 9,721,360.00 9,721,360.00 Total building value 10,801,511 10,801,511 Note: 1) The Company considers buildings value according to the construction cost standard of the Valuers Association of Thailand 2020 and can adjust it to suit the property condition Attachment 3 - Page 8 Opinion Report of Independent Financial Advisor

Summary of appraisal results

Cost Approach Land size 136,051.00 1,400.00 Baht/sq. Wah Amount 190,471,400.00 Baht Building area 1,015.60 sq. m. Amount 10,801,511.00 Baht Total value (land and building construction) 201,272,911.00 Baht Insurable Value 9,721,360.00 Baht

From the appraisal of the building area of the independent appraiser, the land value is 201,272,911.00 Baht and the building area value in Phang Nga province is 10,801,511.00 Baht, 29,709,240.00 Baht. An independent property appraiser arrived at the value of land and buildings located in Phang Nga Province equal to 201,272,911.00 Baht.

Attachment 3 - Page 9 Opinion Report of Independent Financial Advisor 2. Item no. 2: Machinery and equipment used in the Phang Nga-Phuket Water Supply Project Phase 1, totaling 11 items located at Moo 1, Sai Na Toey Lang Wat road, from Petchkasem Road (Tor Lor 4), Tai Mueang Subdistrict, Na Toei Subdistrict, Thai Mueang District, Phang Nga Province (prepared by Bangkok Appraisal Co., Ltd.)

Appraisal asset information Type of Asset Machinery and equipment used in the industry of Phang Nga-Phuket Water Supply Project Phase 1, totaling 11 items, which are machinery and equipment that are not registered Location of Asset Located at Village Moo 1, Na Toey Lunf Wat road, from Petchkasem Road (Tor Lor 4), Tai Mueang Subdistrict, Na Toei Subdistrict, Thai Mueang District, Phang Nga Province Machine No registration registration Obligation Cannot be verified Assessment To know fair value of the asset for purchase with accounting records and for public purposes objective Assessment To set market value criteria Additional / No other additional / special assumptions, or any other special condition specified by the employer special assumptions Appraisal method Cost Approach Appraised market 721,497,000.00 Baht value Appraiser Charter Valuation and Consultant Company Limited Appraisal Date 16 August 2020 Map

The independent property appraiser has appraised the replacement machinery at current prices, minus the depreciation based on their useful life. CHARTER has examined and considered various factors related to the appraised property such as the nature of legal rights, property characteristics, suitability for utilization or development, general market conditions with various conditions, restrictions, and additional / special assumptions or special conditions specific to the assessment to select appropriate valuation methods

Attachment 3 - Page 10 Opinion Report of Independent Financial Advisor consistent with the hired purpose and summarize the final asset value of the appraisal to determine the appraisal price, which is the market value, which details of the appraisal of machinery and equipment used in industrial works, Phang Nga-Phuket Phase 1 water production project, totaling 11 items located in Phang Nga Province. The Cost Approach can be summarized as follows:

2.1. Appraisal of asset by Cost Approach 2.1.1 Replacement Cost New is the value bought, to buy or to create a new one at present. The aforementioned value is obtained by comparing machine price data from various data sources with brand, model, performance, size, capability, from same or similar production sites, including checking the value with relevant government agencies. It also considers the original database of the company, which were assessed in the same industry category. 2.1.2 Fair Market Value is the market value of the machines being evaluated. It is derived from the Replacement Cost New of the appraised machinery deducted by the Depreciated Rate by considering the depreciation on the straight line method, which is based on the useful life (N) of engineering based on the useful life of machinery and equipment (Useful Life), which is set by the Valuers Association of Thailand and the Thai Independent Appraisers Association. In respect of machine depreciation, it is considered many factors including Physical Deterioration, which relate to the current condition according to the machine's service life, repairment, and maintenance, Funtional Obsolescence and Economic Obsolescence as important factors. In the valuation of this asset, the Company determined the Replacement Cost New by considering the invoice documents and receipts received from customers. Machine valuation formula Formula FMV = RCN x P x F x E FMV = Fair Market Value RCN = Replacement Cost Value in Baht + taxes + expenses+ installation cost (depending on the cases) F = Functional Obsolescence P = Physical Deterioration = (1-n/N)*C (n= 0-2 years in use, N= 30 years in use, C= Machine condition) E = Economic Obsolescence

The assessed assets are machines used in the water production industry. The useful life is 30 years in order to comply with the concession agreement for the production of tap water and in determining the Physical Deterioration (P), the Company considers the inspection of the condition of the machinery, repairment and maintenence of the machinery is essential. Functional Obsolescence (F) and Economic Obsolescence (E) are generally considered equal to 1 because there is no impact by these factors.

Attachment 3 - Page 11 Opinion Report of Independent Financial Advisor

Calculation table for machinery and equipment phase 1 not yet registered by CHARTER Property Valuation According to Investment Budget, Phang Nga-Phuket Water Supply Project Phase 1 New Useful Lift Number of Functional Economic Fair Market All Actual Depreciation Machine No. List Replacement (N) in Years in Obsolescence Obsolescence Value (FMV) Investment P=(1-n/N)*C Condition (C) Cost (RCN) Years Use (n) (F) (E) rounded 1 Receiving and pumping stations for raw water 1.1 Raw water pumping raft 3,406,450.00 3,406,000 0.900 20.00 2.00 1.00 1.00 1.00 3,065,000.00 1.2 Pump 350 cubic meter/hr H25 Mor.4 2,410,000.00 2,410,000 0.933 30.00 2.00 1.00 1.00 1.00 2,249,000.00 1.3 Electrical system and others 10,334,489.03 10,334,000.00 0.933 30.00 2.00 1.00 1.00 1.00 9,645,000.00 1.4 Water gate building 3,118,300.00 3,118,000.00 0.933 30.00 2.00 1.00 1.00 1.00 2,910,000.00 Total 1 19,269,239.03 19,268,000.00 Total 1 17,869,000.00 2 Production station - water supply (Thai Mueang) 2.1 Water production station 30,489,044.27 30,489,000.00 0.933 30.00 2.00 1.00 1.00 1.00 28,456,000.00 Labor cost of water production station structure and clear 6,461,803.24 6,462,000.00 0.933 30.00 2.00 1.00 1.00 1.00 6,031,000.00 2.2 water tanks Transparent cylindrical steel water tank, covered, 6,000 13,506,920.00 13,507,000.00 0.933 30.00 2.00 1.00 1.00 1.00 12,607,000.00 2.3 cubic meters Piles and construction materials of water production 9,182,226.10 9,182,000.00 0.933 30.00 2.00 1.00 1.00 1.00 8,570,000.00 2.4 stations and clear water tanks 2.5 Internal pipe work and pipe fittings 3,963,706.86 3,964,000.00 0.933 30.00 2.00 1.00 1.00 1.00 3,700,000.00 2.6 Pump 350 cubic meter/hr H25 Mor.4 2,260,000.00 2,260,000.00 0.933 30.00 2.00 1.00 1.00 1.00 2,109,000.00 2.7 Filled with soil, roads, sewers, silt manholes 1,409,440.00 1,409,000.00 0.933 30.00 2.00 1.00 1.00 1.00 1,315,000.00 2.8 Electrical system and others 16,936,022.41 16,936,000.00 0.933 30.00 2.00 1.00 1.00 1.00 15,807,000.00 Total 2 84,209,162.88 84,209,000.00 Total 2 78,595,000.00 3 Water supply pipe (Thai Mueang - Mai Khao) 3.1 Steel water pipe dia 900 mm. 90,310,750.00 90,311,000.00 0.933 30.00 2.00 1.00 1.00 1.00 84,290,000.00 3.2 Cost of laying steel water pipes dia 900 mm. 69,033,797.17 69,034,000.00 0.933 30.00 2.00 1.00 1.00 1.00 64,432,000.00 3.3 Road surface restoration 28,394,095.12 28,394,000.00 0.933 30.00 2.00 1.00 1.00 1.00 26,501,000.00 3.4 Supply and installation of valves 10,629,619.33 10,630,000.00 0.933 30.00 2.00 1.00 1.00 1.00 9,921,000.00 3.5 Cathodic Protection ------3.6 Accessories and others 5,209,226.44 5,209,000.00 0.933 30.00 2.00 1.00 1.00 1.00 4,862,000.00

Attachment 3 - page 12 Opinion Report of Independent Financial Advisor

Property Valuation According to Investment Budget, Phang Nga-Phuket Water Supply Project Phase 1 New Useful Lift Number of Functional Economic Fair Market All Actual Depreciation Machine No. List Replacement (N) in Years in Obsolescence Obsolescence Value (FMV) Investment P=(1-n/N)*C Condition (C) Cost (RCN) Years Use (n) (F) (E) rounded 3.7 Push-through work at Khok Kloy intersection 13,256,580.39 13,257,000.00 0.933 30.00 2.00 1.00 1.00 1.00 12,373,000.00 3.8 Piping work across Sarasin Bridge 26,071,826.20 26,072,000.00 0.933 30.00 2.00 1.00 1.00 1.00 24,334,000.00 Total 3 242,905,894.65 242,907,000.00 Total 3 226,713,000.00 4 Resting and distribution station for water supply Transparent cylindrical steel water tank, covered, 6,000 4.1 cubic meters 16,720,000.00 16,720,000.00 0.933 30.00 2.00 1.00 1.00 1.00 15,605,000.00 4.2 Clear water tank structure 3,015,916.57 3,016,000.00 0.933 30.00 2.00 1.00 1.00 1.00 2,815,000.00 4.3 Internal pipe work and pipe fittings 1,223,879.31 1,224,000.00 0.933 30.00 2.00 1.00 1.00 1.00 1,142,000.00 4.4 Pump 350 cubic meter/hr Head 40 m. 4,330,000.00 4,330,000.00 0.933 30.00 2.00 1.00 1.00 1.00 4,041,000.00 4.5 Filled with soil, road, sewer 1,107,098.20 1,107,000.00 0.933 30.00 2.00 1.00 1.00 1.00 1,033,000.00 4.6 Electrical system and others 14,112,865.51 14,113,000.00 0.933 30.00 2.00 1.00 1.00 1.00 13,172,000.00 Reservoir and distribution station for water supply - 4.7 Landscaping work and others 1,254,835.80 1,255,000.00 0.933 30.00 2.00 1.00 1.00 1.00 1,171,000.00 Total 4 41,764,595.39 41,765,000.00 Total 4 38,979,000.00 5 Water supply pipe (Mai Khao - Saku) 5.1 Steel water supply pipe dia 900 mm. 116,631,370.09 116,631,000.00 0.933 30.00 2.00 1.00 1.00 1.00 108,856,000.00 5.2 Cost of laying pipes for water supply 54,965,500.38 54,966,000.00 0.933 30.00 2.00 1.00 1.00 1.00 51,302,000.00 5.3 Accessories and others 9,535,103.26 9,535,000.00 0.933 30.00 2.00 1.00 1.00 1.00 8,899,000.00 5.4 Valves, air valves and valve sump 4,999,500.00 5,000,000.00 0.933 30.00 2.00 1.00 1.00 1.00 4,667,000.00 5.5 Traffic surface repair work 33,448,459.37 33,448,000.00 0.933 30.00 2.00 1.00 1.00 1.00 31,218,000.00 5.6 Cathodic Protection ------Total 5 219,579,933.10 219,580,000.00 Total 5 204,942,000.00 6 Separate pipes to supply water to customers 6.1 HDPE water supply pipes and pipe fittings 42,963,022.00 42,963,000.00 0.933 30.00 2.00 1.00 1.00 1.00 40,099,000.00 6.2 Cost of laying HDPE pipes 1,973,000.00 1,973,000.00 0.933 30.00 2.00 1.00 1.00 1.00 1,841,000.00 6.3 Others 1,047,892.50 1,048,000.00 0.933 30.00 2.00 1.00 1.00 1.00 978,000.00 Total 6 45,983,914.50 45,984,000.00 Total 6 42,918,000.00

Attachment 3 - page 13 Opinion Report of Independent Financial Advisor

Property Valuation According to Investment Budget, Phang Nga-Phuket Water Supply Project Phase 1 New Useful Lift Number of Functional Economic Fair Market All Actual Depreciation Machine No. List Replacement (N) in Years in Obsolescence Obsolescence Value (FMV) Investment P=(1-n/N)*C Condition (C) Cost (RCN) Years Use (n) (F) (E) rounded 7 Water supply work to Naithon Beach 7.1 Steel pipe Dia 400 mm. Distance of 8.5 km. ------7.2 Pipe laying wages 18,750.00 19,000.00 0.967 30.00 1.00 1.00 1.00 1.00 18,000.00 7.3 Pipe fittings (valves, valve bots, etc.) ------7.4 Road restoration work ------7.5 Water pump 526,500.00 527,000.00 0.967 30.00 1.00 1.00 1.00 1.00 509,000.00 7.6 Installation of pumps and construction of pumping stations ------0 Installation of temporary clear water tank, size 300 cubic 7.7 meters ------0 Total 7 545,250.00 546,000.00 Total 7 527,000.00 8 Saku Waterworks in current operation 8.1 Old water supply system (Acquired from Hydro Co., Ltd.) 26,000,000.00 26,000,000.00 0.967 30.00 1.00 1.00 1.00 1.00 25,133,000.00 8.2 Improvement of the water supply pipe system for Saku ------8.3 Others ------Total 8 26,000,000.00 26,000,000.00 Total 8 25,133,000.00 9 Development of Thai Mueang Water Reservoir, Phang Nga Province 9.1 Land cost ------9.2 Sand suction boat 10,000,000.00 10,000,000.00 0.950 20.00 1.00 1.00 1.00 1.00 9,500,000.00 9.3 Ore machine 5,000,000.00 5,000,000.00 0.967 30.00 1.00 1.00 1.00 1.00 4,833,000.00 9.4 Bridge construction 4,500,000.00 4,500,000.00 0.967 30.00 1.00 1.00 1.00 1.00 4,350,000.00 9.5 Office construction and scales 1,923,570.09 1,924,000.00 0.967 30.00 1.00 1.00 1.00 1.00 1,860,000.00 9.6 Exit road renovation work 3,461,325.00 3,461,000.00 0.967 30.00 1.00 1.00 1.00 1.00 3,346,000.00 9.7 Fence work 719,040.00 719,000.00 0.967 30.00 1.00 1.00 1.00 1.00 695,000.00 9.8 CCTV system work and entrance door 248,850.00 249,000.00 0.967 30.00 1.00 1.00 1.00 1.00 241,000.00 9.9 Electrical field expansion work 235,000.00 235,000.00 0.967 30.00 1.00 1.00 1.00 1.00 227,000.00 9.10 Water supply machine (UF system) 1,850,000.00 1,850,000.00 0.967 30.00 1.00 1.00 1.00 1.00 1,788,000.00 9.11 Employment of Kasetsart University education design 2,936,200.00 2,936,000.00 0.967 30.00 1.00 1.00 1.00 1.00 2,838,000.00

Attachment 3 - page 14 Opinion Report of Independent Financial Advisor

Property Valuation According to Investment Budget, Phang Nga-Phuket Water Supply Project Phase 1 New Useful Lift Number of Functional Economic Fair Market All Actual Depreciation Machine No. List Replacement (N) in Years in Obsolescence Obsolescence Value (FMV) Investment P=(1-n/N)*C Condition (C) Cost (RCN) Years Use (n) (F) (E) rounded 9.12 Topographic survey 329,439.25 329,000.00 0.967 30.00 1.00 1.00 1.00 1.00 318,000.00 9.13 Coordination expenses and others 3,822,254.46 3,822,000.00 0.967 30.00 1.00 1.00 1.00 1.00 3,695,000.00 Total 9 35,025,678.80 35,025,000.00 Total 9 33,691,000.00 10 Job details for the part that has not yet been opened for purchase / employment 10.1 Move the water pump 90 meters 3,000,000.00 3,000,000.00 0.967 30.00 1.00 1.00 1.00 1.00 2,900,000.00 10.2 Rural road restoration 10,000,000.00 10,000,000.00 0.967 30.00 1.00 1.00 1.00 1.00 9,667,000.00 10.3 Park area restoration 10,000,000.00 10,000,000.00 0.967 30.00 1.00 1.00 1.00 1.00 9,667,000.00 10.4 Labor cost for laying HDPE and CSR pipes 5,000,000.00 5,000,000.00 0.967 30.00 1.00 1.00 1.00 1.00 4,833,000.00 10.5 Water pipeline rust prevention 5,000,000.00 5,000,000.00 0.967 30.00 1.00 1.00 1.00 1.00 4,833,000.00 10.6 Water pipes and other accessories 1,000,000.00 1,000,000.00 0.967 30.00 1.00 1.00 1.00 1.00 967,000.00 Total 10 34,000,000.00 34,000,000.00 Total 10 32,867,000.00 11 Piping work for customers 11.1 Piping work for customers 19,926,500.00 19,927,000.00 0.967 30.00 1.00 1.00 1.00 1.00 19,263,000.00 Total 11 19,926,500.00 19,927,000.00 Total 11 19,263,000.00 Grand Total (1-11) 769,210,168.35 796,211,000.00 Grand Total (1-11) 721,497,000.00 Note: 1) Determine the useful life (N) of the machine by industry group, type of machinery, producing country, according to standards and professional ethics; factory, machinery and equipment appraisal by the Valuers Association of Thailand and the Thai Independent Appraisers Association as the basis. But because of the water supply production is nder the terms of the concession contract, therefore, the useful life of the machine is considered to be equal to the concession period of 30 years 2) Determination of machine life (n) of approximately 0-2 years 3) Replacement Cost New (RCN) refer to the document (Book Value) and receipt document from the employer. Because assets are machines used in a particular industry and are characterized by a production line designed for specific us, the assessor has reviewed with the sources of information and found that it is appropriate to use in replacement value in the evaluation

Therefore, from the appraisal of machinery and equipment by the independent appraiser, the value of 11 machinery and equipment located in Phang Nga Province is equal to 721,497,000.00 baht.

Attachment 3 - page 15 Opinion Report of Independent Financial Advisor 3. Item no. 3: Machinery and equipment for industrial use, Phang Nga-Phuket Water Supply Project Phase 2, totaling 3 items located on Thepkasattri Road (Tor.Lor 402), Mai Khao Sub-district, Thalang District, Phuket Province (Prepared by Charter Value Company Aion and Consultant Co., Ltd.)

Appraisal asset information Type of Asset Machinery and equipment for industrial use in the Phang Nga-Phu Kot Water Treatment Project Phase 2, totaling 3 items Asset Location Located on Thepkrasattri Road (Tor Lor 402), Mai Khao Sub-district, Thalang District, Phuket Province Asset Registration Machinery and equipment that is "not" registered ownership of 3 items Machine Gold Shores Company Limited and Hydro Enterprise and Aquatic Science Company Limited Ownership Assessment To know the fair value of the asset for purchase consideration with accounting records and for public Objective purposes Assessment To knoe the market value Criteria Additional / Special No other additional / special assumptions, or any other special condition specified by the employer Assumptions Assessment Cost Approach Method Appraised Market 107,916,000.00 Bahr Value Assessor Charter Valuation and Consultant Company Limited ("CHARTER") Assessment Date 16 August 2020 Map

The independent property appraiser has appraised the replacement machinery at current prices, minus the depreciation based on their useful life. CHARTER has examined and considered various factors related to the appraised property such as the nature of the legal rights, property characteristics, suitability for use or used for development, general market conditions with various restrictions and additional / special assumptions or special conditions specific to the assessment to select appropriate valuation methods the is consistent with the hired objectives, which is an important condition that leads to systematic opinions. The summary of the final asset value of the appraisal to determine appraisal price, which details of the appraisal of

Attachment 3 - Page 16 Opinion Report of Independent Financial Advisor industrial machinery and equipment, the Phang Nga-Phu Kot Phase 2 water production project, totaling 3 items, located in Phuket Province by Cost Approach can be summarized as follows:

3.1. Machinery and equipment valuation 3.1.1 Replacement Cost New is the purchase value of to buy or to create a new one at present. The aforementioned value is obtained by comparing machine price data from various data sources with brand, model, performance, size, capability, production sites that is the same or similar, including checking the value with relevant government agencies. It also considers the original database of the company, which were assessed in the same industry category 3.1.2 Fair Market Value is the market value of the appraised machinery. It is derived from the Replacement Cost New of the appraised machinery to calculate the Depreciated Rate by considering the depreciation on the straight line method, which is based on the useful life (N) of engineering based on the use life of machinery and equipment (Useful Life), which is set by the Valuers Association of Thailand and the Thai Independent Appraisers Association. In respect of machine depreciation, many important factors are considered, including physical deterioration, which relate to the current condition according to the machine's service life and repairment, and maintenance, Funtional Obsolescence and Economic Obsolescence. In the valuation of this asset, the Company determined the Replacement Cost New by considering the invoice documents and receipts received from customers.

Formula FMV = RCN x P x F x E FMV = Fair Market Value RCN = Replacement Cost Value in Baht + taxes + expenses+ installation cost (depending on the cases) F = Functional Obsolescence P = Physical Deterioration = (1-n/N)*C (n= 0-2 years in use, N= 30 years in use, C=machine condition) E = Economic/External Obsolescence

The assessed assets are machines used in the water production industry. The useful life is 30 years in order to comply with the concession agreement for the production of tap water and in determining the physical depreciation (P), the Company considers the inspection of the condition of the machinery, repairment and maintenance of the machinery as essential factors. Functional Obsolescence (F) and Economic Obsolescence (E) are generally considered equal to 1 because they are not affected by these factors. The details of the appraisal of machinery and equipment in Phang Nga-Phuket water supply project, Phase 2, totaling 3 items, located in Phuket Province are as follows.

Attachment 3 - Page 17 Opinion Report of Independent Financial Advisor

Summary of the evaluation of machinery and equipment phase 2 that have not yet been registered

Asset Valuation According to Investment Budget, Phang Nga-Phuket Water Supply Project Phase 2 Number of Number of Machine Functional Economic Fair Market Value According Replacement Cost Depreciation Years No. List Number Unit Years in Condition Obsolescence Obsolescence Value (FMV) to PO New (RCN) P=(1-n/N)*C Useful Life Use (n) (C) (F) (E) rounded (N) 1 Water production station and clear water tank Na Toey 1.1 Water production station 1 Chud 28,500,000.00 28,500,000.00 1.00 30.00 0.00 1.00 1.00 1.00 28,500,000.00 Structure of production station and Mao 10,592,734.14 10,593,000.00 1.00 30.00 0.00 1.00 1.00 1.00 10,593,000.00 1.2 clear water tank 1 1.3 Piping systems inside pipe fittings 1 Mao 186,400.00 186,000.00 1.00 30.00 0.00 1.00 1.00 1.00 186,000.00 Clear water tank, size 6,000 cubic Bai 13,000,000.00 13,000,000.00 1.00 30.00 0.00 1.00 1.00 1.00 13,000,000.00 1.4 meters 1 1.5 Others 1 Mao 59,742.27 60,000.00 1.00 30.00 0.00 1.00 1.00 1.00 60,000.00 Total 1 52,338,876.41 52,339,000.00 Total 1 52,339,000.00 2 Clear water tank Mai Khao Clear water tank, size 6,000 cubic 16,500,000.00 16,500,000.00 1.00 30.00 0.00 1.00 1.00 1.00 16,500,000.00 2.1 meters 1 Bai 2.2 Clear water tank structure 1 Mao 5,897,600.00 5,898,000.00 1.00 30.00 0.00 1.00 1.00 1.00 5,898,000.00 Internal piping systems and pipe Mao 528,230.00 528,000.00 1.00 30.00 0.00 1.00 1.00 1.00 528,000.00 2.3 fittings 1 2.4 Filled with soil, roads and drains 1 Mao 1,074,766.36 1,075,000.00 1.00 30.00 0.00 1.00 1.00 1.00 1,075,000.00 2.5 Fence and landscape work 1 Mao - - 1.00 30.00 0.00 1.00 1.00 1.00 - Total 2 24,000,596.36 24,001,000.00 Total 2 24,001,000.00 3 Water pipeline Phase 2, distance 16.5 km 3.1 Steel pipe 800 mm. Thickness 7.9 mm. 2000 Meters 4,630,145.25 4,630,000.00 1.00 30.00 0.00 1.00 1.00 1.00 4,630,000.00 Steel pipe and well assembly 1,935,320.69 1,935,000.00 1.00 30.00 0.00 1.00 1.00 1.00 1,935,000.00 3.2 equipment and well value 1 Mao 3.3 Steel pipe laying fee 5500 Meters 17,070,837.64 17,071,000.00 1.00 30.00 0.00 1.00 1.00 1.00 17,071,000.00 3.4 Sand transportation cost 1 Mao 714,000.00 714,000.00 1.00 30.00 0.00 1.00 1.00 1.00 714,000.00 3.5 Road restoration 5500 Meters 6,181,995.33 6,182,000.00 1.00 30.00 0.00 1.00 1.00 1.00 6,182,000.00

Attachment 3 - Page 18 Opinion Report of Independent Financial Advisor

Attachment 3 - Page 19 Opinion Report of Independent Financial Advisor

Therefore, from the appraisal of machinery and equipment by an independent appraiser, the value of the machinery and equipment used in the industry of the Phang Nga-Phuket Water Supply Project Phase 2, totaling 3 items, located in Phuket Province is equal to 107,916,000.00 Baht.

Appraisal Summary

Land title deeds of 25 pieces with total land size of 340-0-51 Rai or 136,051.0 sq. Wah 190,471,400.00 Baht estimated to be at 1,400.00 Baht/sq. Wah, total *7 buildings 10,801,511.00 Baht Machinery and equipment in water supply project in Phang Nga-Phuket Phase 1, 11 items 721,497,000.00 Baht Machinery and equipment in water supply project in Phang Nga-Phuket Phase 1, 3 items 107,916,000.00 Baht Total asset value (excluding buildings) 1,019,884,400.00 Baht Total asset value (rounded) 1,019,880,000.00 Baht Note: *Building value is included in the asset value of the project for both phases

Attachment 3 - Page 20 Opinions of the Independent Financial Advisor Report

Attachment 4 : Summary of main contents of the water supply business concession agreement 1. The main concession agreement contains 1.1 Concession agreement for operating waterworks business with Ministry of Natural Resources and Environment Contract Waterworks operating concessions name Counterparty Between Hydro Enterprise and Aqua Shine Company Limited and the Ministry of Natural Resources and Environment Contract date October 25, 2017 Contract The waterworks operating concessions from ministry of resource and environment for Period duration of 20 years or the Contract to operate the water supply business in the Mai Khao or Sakhu subdistrict administrative organization terminated or ended The main Water Supply Concession, Ministry of Natural Resources and Environment. As the Ministry contents of of Natural Resources and Environment, or called "concession provider", permitting Hydro the contract Enterprise and Aqua Design Company Limited, or called "concessionaire", to conduct waterworks and distribute tap water. The important details are as follows. (1) The concessionaire has the right to operate and distribute tap water within a specified area or in the local area outside that according to the concession according to the concession provider and the concessionaire have agreed to use this concession. The concessionaire cannot transfer to anyone unless written consent from the concession provider first. If the concessionaire will cease to exist to return the concession, the concessionaire must notify in writing to the concession provider no less than 30 days by the concession provider will allow the concessionaire to dissolve the business only when a new concessionaire enters the operation instead. This concession has a term of 20 years from the date of signing of this concession. (2) Construction, establishment of factories, waterworks and equipment, and the commencement of distribution of water, the concessionaire must construct a factory, perform waterworks and equipment in order to start selling tap water within 6 months from the date of signing the concession. In addition, before selling water supply, the company must notify the Director-General of water resources to send the officer to the factory inspection first. (3) Maintenance and new enterprises, the concessionaire must maintain the factory, waterworks, and equipment in a manner that works well and does not endanger the safety of the concessionaire's employees and workers or the public. (4) The Company must distribute tap water to the person requesting to use the tap water, installing equipment to have public pipelines along roads within the concession area and the Company has to sell tap water 24 hours every day. If the Company will stop selling tap water at any time, water users must be informed in advance as appropriate. (5) Expiration and revocation of concessions, if the relevant government agency will or will not purchase the concession at the end of its time span, Government agencies are required to notify their intention in writing to the concession provider and the Company at least 6 months before the concession expires.

Attachment 4 - Page 1 Opinions of the Independent Financial Advisor Report

Pricing Water tariffs in the Sakhu subdistrict Administrative Organization area Water 3. State 2. Public service and consumption 1. Residence enterprise/industry/large small businesses (cubic business meters/month) Price (Baht) Price (Baht) Price (Baht) 0-10 4.00 11.34 20.71 11-20 5.63 13.94 24.03 21-30 9.07 14.92 26.36 31-50 11.74 15.89 26.45 51-80 12.88 16.21 26.71 81-100 14.27 16.29 26.85 101-300 16.37 16.37 26.58 301-1,000 17.19 17.19 26.48 1,001-2,000 18.22 18.22 26.32 2,000-3,000 19.31 19.31 20.71 More than 3,000 19.41 19.41 24.03 Minimum Not more than 6 units, Not more than 10 units, Not more than 20 units, the minimum rate is 30 the minimum rate is 100 the minimum rate is 300 Baht/month Baht/month Baht/month

Water tariffs in the Mai Khao subdistrict Administrative Organization area Water 3. State 2. Public service and consumption 1. Residence enterprise/industry/large small businesses (cubic business meters/month) Price (Baht) Price (Baht) Price (Baht) 0-10 5.00 12.00 18.00 11-20 5.00 14.00 18.00 21-30 9.00 16.00 20.00 31-50 13.00 18.00 24.00 51-80 20.00 20.00 26.00 More than 81 28.00 28.00 28.00 Minimum Not more than 6 units, Not more than 10 units, Not more than 20 units, the minimum rate is 30 the minimum rate is 100 the minimum rate is 300 Baht/month Baht/month Baht/month

(6) The specified water tariffs May be changed according to the following criteria. (6.1) In case the cost of water supply for running water has increased (6.2) At the end of 3 years from the date of signing this concession, the concession provider has the power to consider changing the water tariff rate or revising the water bill calculation method.

Attachment 4 - Page 2 Opinions of the Independent Financial Advisor Report

1.2 Contract to operate the water supply business in the Mai Khao subdistrict Administrative Organization Contract Contract to operate the water supply business in the Mai Khao subdistrict Administrative name Organization Counterparty Between the Mai Khao subdistrict Administrative Organization and Hydro Enterprise and Aqua Shine Company Limited Contract date September 29, 2015 The main The contract to operate the water supply business in the Mai Khao subdistrict Administrative contents of Organization has allowed Hydro Enterprise and Aquatic Company Limited "Licensee" to the contract operate waterworks in the Mai Khao subdistrict Administrative Organization area. The important details are as follows. (1) Licensee must produce tap water to comply with the water quality standards and to manage the water supply system for the maximum benefit of the people as a whole for a period of 30 years. (2) The Company is responsible for the construction of water supply pipes and the maintenance of repair and maintenance of the water supply system, non-life insurance includes tax payments and other fees. (3) The Mai Khao subdistrict Administrative Organization will not intervene to manage and operate the water supply pipeline system unless there is a necessary event or force majeure. (4) The transfer of rights as permitted by the Mai Khao subdistrict Administrative Organization in the waterworks operation concession is not possible if not granted permission from the Mai Khao subdistrict Administrative Organization. (5) To use the assets of the Mai Khao Subdistrict Administrative Organization, the Company must obtain permission from the Mai Khao subdistrict Administrative Organization and must take care and maintain the property of the water supply system with all the expenses of the Company. (6) The Company has to keep account of the water usage insurance received from water users each month so that the Mai Khao Sub-district Administrative Organization was able to examine such accounting system. (7) Mai Khao subdistrict Administrative Organization can demand a fine from the Company as the Company stopped operating the water supply system without reasonable cause or not proceeding to repair, improve the water supply pipeline system in the Mai Khao subdistrict Administrative Organization. (8) Either party breaches the contract, it is able to edit and correct it only if there is a notice to the contracting party to make corrections on given period. If unable to correct on the period specified, the other party has the right to terminate the contract and exercise rights under the contract immediately. (9) The operating period of the waterworks business of the Company is terminated according to the concession period. If the Company wishes to proceed further, the Company must notify the Mai Khao subdistrict Administrative Organization to renew the contract at least 60 days in advance before the contract expires.

Attachment 4 - Page 3 Opinions of the Independent Financial Advisor Report

Pricing The Company who operates the tap water business will increase the water tariff rate by 5 percent or the growth rate of gross domestic product (GDP) in every 3 years, whichever ratio is greater so preventing it from impacting the administrative managerial costs. Water tariff rates in the Mai Khao subdistrict Administrative Organization Water 3. State 2. Public service and consumption 1. Residence enterprise/industry/large small businesses (cubic business meters/month) Price (Baht) Price (Baht) Price (Baht) 0-10 5.00 12.00 18.00 11-20 5.00 14.00 18.00 21-30 9.00 16.00 20.00 31-50 13.00 18.00 24.00 51-80 20.00 26.00 More than 81 28.00 Minimum Not more than 6 units, the Not more than 10 units, Not more than 20 units, minimum rate is 30 the minimum rate is 100 the minimum rate is 300 Baht/month Baht/month Baht/month

Attachment 4 - Page 4 Opinions of the Independent Financial Advisor Report

1.3 Contract to operate the water supply business in the Sakhu subdistrict Administrative Organization Contract Contract to operate the water supply business in the Sakhu subdistrict Administrative name Organization Counterparty Sakhu subdistrict Administrative Organization, Thalang District, Phuket Province with Hydro Enterprise and Aqua Shine Company Limited Contract date December 25, 2012 The main The Hydro Enterprise and Aquatic Company Limited, or called "contractor", shall manage the contents of water supply system in the Sakhu subdistrict Administrative Organization for a period of 30 the contract years from the date of the organization. The Sakhu district administration has signed a letter confirming the readiness for production. The important details are as follows. (1) Sakhu subdistrict Administrative Organization agrees to exercise the rights of contractors and operate the waterworks system agreed to manage and operate the water supply system of Sakhu Subdistrict Administrative Organization including management of the collection of water bills and various services in accordance with the regulations and the production of water in accordance with the water quality standards and the management of the water supply system. (2) Construction of water supply pipelines, maintenance, repair and maintenance of the water supply system, the former Sakhu subdistrict Administrative Organization and production volumes, non-life insurance includes tax payments and other fees, which the contractor is responsible. (3) The contractors and conducts business agreed to bring the collateral contract of 100,000 baht to the Sakhu subdistrict Administrative Organization as a guarantee for the performance of this contract and Sakhu subdistrict Administrative Organization will return the collateral without interest at the end of the contract. (4) The contractor and operates the waterworks business must procure a new source of raw water to be completed by the year 2015 to reduce the risk of raw water shortage in tap water production. (5) The contractor and operates waterworks business must comply with the regulations on criteria, methods and conditions for the use of tap water, comparable to that of the Provincial Waterworks Authority, and has the duty to supply tap water immediately upon receiving an order from the Sakhu subdistrict Administrative Organization, for use firefighting and consumption. (6) Ownership of assets to be installed and modified, in which all the assets in the service area of the subdistrict Administrative Organization that the Company’s water comes to install or connect to the water supply system only in the service area. During the period of being granted the right to manage and operate the water supply system under this agreement, it shall become the ownership of the Sakhu Subdistrict Administrative Organization upon the expiration of the contract or the termination of the agreement. During the period of the contract, the Company has a duty to repair and maintain a good working condition. (7) Intervention in the waterworks management, if the Company breaches the conditions or fails to comply with the contract, Sakhu Subdistrict Administrative Organization has the right to immediately intervene in the business administration.

Attachment 4 - Page 5 Opinions of the Independent Financial Advisor Report

(8) Water deposit, the Company has to prepare a detailed account of money for using tap water that the Company receives from users of water each month. (9) In the case of the Company breaches any of the contracts, Sakhu Subdistrict Administrative Organization has the right to claim and fines. (10) Other uses of water, if the Company uses water for distribution outside the Sakhu Subdistrict Administrative Organization area, the Company must first ask for permission from the Sakhu Subdistrict Administrative Organization. (11) Request for contract extension, when the period of granting the right to manage and operate the water supply system of the Sakhu Subdistrict Administrative Organization expires 30 years. If the Company wishes to continue to manage and operate the water supply system, the Company must provide a letter notifying the Sakhu Subdistrict Administrative Organization requesting for an extension of the contract at least 30 days before the contract expires. (12) An event specified by the parties as a specific exception to each other's responsibility, i.e. force majeure that cannot be prevented, war, invasion, act of an enemy nation. Pricing Contractor and operating waterworks business will increase the water supply rate by 5 percent or according to the growth rate of gross domestic product (GDP) every 3 years, which ratio is greater so as not to affect the cost of management. Water tariffs in the Sakhu Subdistrict Administrative Organization Water 3. State 2. Public service and consumption 1. Residence enterprise/industry/large small businesses (cubic business meters/month) Price (Baht) Price (Baht) Price (Baht) 0-10 4.00 11.34 11-20 5.63 13.94 21-30 9.07 14.92 21.71 31-50 11.74 15.89 24.03 51-80 12.88 16.21 26.36 81-100 14.27 16.29 26.45 101-300 16.37 16.37 26.71 301-1,000 17.19 17.19 26.85 1,001-2,000 18.22 18.22 26.58 2,000-3,000 19.31 19.31 26.48 > 3,000 19.41 19.41 26.32 Minimum Not more than 6 units, Not more than 10 units, Not more than 20 units, the minimum rate is 30 the minimum rate is 100 the minimum rate is 300 Baht/month Baht/month Baht/month

Attachment 4 - Page 6 Opinions of the Independent Financial Advisor Report

2. The contract to operate waterwork in other district which GS received but not yet plan to operated 2.1 Agreement to operate waterworks in the Kamala Subdistrict Administrative Organization (the Company has no plan provided service in this area) Contract Agreement to operate waterworks in the Kamala Subdistrict Administrative Organization name Counterparty 1. Kamala subdistrict Administrative Organization, Kathu District, Phuket Province ("Licensor") 2. Hydro Enterprise and Aqua Design Company Limited (“Licensee”) Contract date June 15, 2017 The main Kamala Subdistrict Administrative Organization Council, in the second Annual General contents of Meeting of the year 2017 on June 9, 2017 approved Hydro Enterprise and Aquatic Company the contract Limited to operate a water supply business in the Kamala subdistrict area. Both parties agreed with the following statements. 1. Licensor agrees that the Company, licensee operates water supply business according to the water supply pipeline layout in Kamala subdistrict under the terms of the concession agreement according to the announcement of the Ministry of Natural Resources and Environment for a period of 30 years. 2. The Company must supply raw water and the construction of a water supply system from the Company's water supply plant to the water receiving point that Kamala subdistrict Administrative Organization has set, including the Company must be responsible for the costs of repairs, maintenance, taxes, and other expenses. The Kamala subdistrict Administrative Organization is able to supply water pipes in addition to the Company's water supply line. 3. Licensor must prepare a report on the performance of the water supply business to submit to the Kamala subdistrict Administrative Organization by March 31 of each year. 4. The Company must comply with the regulations on criteria and conditions for the use of tap water according to the type of water user by practicing in comparison with PWA's guidelines. However, the Company Also have the right to ask the people for water usage insurance The insurance deposit and water tariff rates shall be as specified. 5. Kamala subdistrict Administrative Organization will not intervene to manage and operate the water supply pipeline system unless necessary. In this regard, prior consent is required at the expense of intervention, the Kamala subdistrict Administrative Organization is entitled to claim the Company to indemnify the Kamala subdistrict Administrative Organization. If the Company cannot comply with the requirements Kamala subdistrict Administrative Organization has the right to terminate this contract immediately. 6. Cannot transfer the rights licensed to operate the waterworks business to others, if not getting permission from the Kamala Subdistrict Administrative Organization. 7. The Company must prepare a detailed account of the water usage deposit received from water users.

Attachment 4 - Page 7 Opinions of the Independent Financial Advisor Report

8. In the event that the Company breaches of contract without reasonable cause or delay or ignore the operation, the Kamala subdistrict Administrative Organization is entitled to a fine of 5,000 baht per day. 9. If either party breaches a contract and the other party still believe that it is within the means to correct it, a notice shall be given to the defaulting party, to perform internal correctness within in appropriate time as specified. If unable to comply properly in such time, the other party has the right to terminate the contract immediately. 10. When the concession period expires, if the Company wishes to proceed further, the Company must notify Kamala subdistrict Administrative Organization to request a renewal of the contract at least 60 days prior to its termination. However, Kamala subdistrict Administrative Organization has the right to renew the contract or not, and if Kamala subdistrict Administrative Organization decides to refuse to renew the contract for any reason, the Company has no right to claim any expenses. Pricing Water tariff and general service charge Water usage rates that the contractor and the water supply business operating will distribute and collect from the water users, which do not include VAT and such tariff rates. Contractor and operating waterworks business will increase the water supply rate by 5 percent or according to the growth rate of gross domestic product (GDP) every 3 years, which ratio is greater so that it does not affect the cost of management.

3. State Water 2. Public service and 1. Residence enterprise/industry/large consumpti Calcula small businesses business on (cubic tion Total Total Total meters/mo unit Amo amou Amou amou Amou amoun nth) Price unt nt Price nt nt Price nt t Not more than 6 units, Not more than 10 units, Not more than 20 units, Minimum the minimum rate is 30 the minimum rate is 100 the minimum rate is 300 water bill Baht/month Baht/month Baht/month 0 - 6 6 50 200 400 7 - 10 4 7 28 78 200 400 11 - 15 5 7 35 113 20 100 300 400 16 - 20 5 7 35 148 20 100 400 21 105 505 21 - 30 10 10 100 248 21 210 610 25 250 755 31 - 50 20 15 300 548 22 440 1,050 28 560 1,315 51 - 80 30 23 690 1,740 30.5 915 2,230 81 – 100 20 31.5 630 2,860 101 - 300 200 32.5 6,500 9,360 301 - 1,000 700 34 23,800 33,160 >1,000 34 Notes: Water users of type 1, if in any month use more than 50 cubic meters/month, the water supply rate is equal to type 2 water users (price excluding tax) Water users of type 2, if in any month use more than 80 cubic meters/month, the water supply rate is equal to type 3 water users (price excluding tax)

Attachment 4 - Page 8 Opinions of the Independent Financial Advisor Report

2.2 Contract to operate waterworks business in the Lor Yung Subdistrict Administrative Organization (the Company has no plan provided service in this area) Contract Contract to operate waterworks business in the Lor Yung Subdistrict Administrative name Organization Counterparty 1. Lor Yung Subdistrict Administrative Organization, Takua Thung District, Phang Nga Province (“Lor Yung SAO”) 2. Hydro Enterprise and Aquatic Company Limited (“Company”) Contract date May 27, 2011 The main Council of Administrative Organization Lor Yung Subdistrict in the second Extraordinary contents of General Meeting of the Year 2010 on February 12, 2010, has approved Hydro Enterprise and the contract Aquatic Company Limited to operate the water supply system in the Lor Yung Subdistrict Administrative Organization For a period of 30 years, both parties have agreed with the following statements 1. Lo Yung agrees to give the company the right to operate the water supply system of the Lor Yung SAO for a period of 30 years. 2. The Company has to construct a water supply pipeline system from the Company's waterworks production plant. The plumbing facility of Lor Yung Subdistrict SAO is responsible for the maintenance and repair expenses. 3. The Company has placed a collateral in the amount of 100,000 baht as collateral for the performance of this agreement to Loy Yung SAO and will return the collateral provided without interest at the end of the contract within 30 days. 4. The Company must comply with the law and regulations 5. The Company assets to be installed or connected to the Lao Yung SAO, only in the service area of Lor Yung SAO, When the contract expires or the contract expires, it will become the ownership of the Lor Yung SAO. If the contract is amended modify additions without notifying the Lor Yung SAO, Lor Yung SAO has the right to request the Company to amend Including having to pay damages. 6. Lor Yung Subdistrict Administrative Organization will not intervene in the management and operation of the Lor Yung SAO waterworks administration, unless it is necessity. 7. Cannot transfer rights to others unless permitted by the Lor Yung Subdistrict Administrative Organization 8. Lor Yung SAO agrees to transfer management rights, the water pipe system which is owned by the Lor Yung SAO for the Company 9. At the end of the contract the Company having to deliver the water supply system to Lor Yung SAO that the Company has invested back to Lor Yung SAO 10. The Company has to prepare a detailed account of the deposit for water usage at the Company received from water users each month by the Lor Yung SAO can check the accuracy and completeness. 11. If the Company breach the contract Lor Yung SAO has the right to forfeit all or part of the collateral according to Article 3. In case that the Company is unable to continue the water supply business according to the contract, it will be charged a daily fine at the rate of 0.5 percent per day of the total compensation Lor Yung SAO has received

Attachment 4 - Page 9 Opinions of the Independent Financial Advisor Report

in the past year (counting the last 12 months), and charge a fine if the Company has operated management and operated the water supply system for less than 1 year. Or if the Company delay an action or ignore it, daily penalty is charged at the rate of 0.50 percent per day of the compensation benefit for Lor Yung SAO has received in the past year (counting the last 12 months). 12. If either party breaches a contract and the other party deems it is still within the means to correct it, a notice shall be given to the defaulting party to perform internal correctness within an appropriate time as specified. If unable to comply properly by that time, the other party has the right to terminate the contract immediately and can immediately exercise the rights under Article 12. 13. เ When the contract is terminated by either party or terminated in any case, including in the event of termination of the contract without renewal, Lor Yung SAO has the right to take possession of the Lor Yung SAO water supply system for continue the administration. 14. If the Company wishes to manage and operate the water supply system Lor Yung SAO, the Company must have a notice Lor Yung SAO within 30 days before the contract expires. If not proceeding, the Company has no right to claim any expenses or damages from the Lor Yung SAO. In the event that the Company does not carry out the above steps, if the Lor Yung SAO will proposal to perform new offer competition does not disqualify the Company to submit a contest for such proposals. Pricing Water tariff and general service charge 1. Water tariff for water users housing type 1.1 Water usage rates that the Company will be sold and stored from water users are the water usage rate which does not include VAT. And it will gradually increase the water tariff rate according to the set rate, the first 8 years and every 5 years until the end of the contract or set an increased water tariff rate according to the announcement of the increase of water tariffs of the Provincial Waterworks Authority in that area as may apply. 2. Water tariff for water users other than housing type

State enterprise, large Water Small sized business item Water consumption industrial, service business consumption range Baht/cubic Baht/cubic range (Satang/litre) (Satang/litre) meters meters (cubic Minimum water consumption Minimum water consumption (litres/month) meters/month) rate 50 Baht rate 100 Baht 11 - 20 10001 - 20000 12.75 1.275 14 1.4 21 - 30 20001 - 30000 13.5 1.35 16 1.6 31 - 50 30001 - 50000 14 1.4 19 1.9 51 - 80 50001 - 80000 14.4 1.44 21 2.1 81 - 100 80001 - 100000 14.5 1.45 21.25 2.125 101 - 300 100001 - 300000 14.6 1.46 21.25 2.125 301 - 1000 300001 - 1000000 14.7 1.47 21.75 2.175 1001 - 2000 1000001 - 2000000 14.8 1.48 21.5 2.15 2001 - 3000 2000001 - 3000000 14.9 1.49 21.25 2.125 3001 more 3000001 15 1.5 21 2.1

Attachment 4 - Page 10 Opinions of the Independent Financial Advisor Report

3. Water purchase contract for the Provincial Waterworks Authority

Contract Water purchase agreement, purchasing water supply from private sector in the area, PWA name Phuket branch around Bang Jo Water Production Station (Contract No. Kor Por Kor 4/77/2020 Counterparty 1. Provincial Waterworks Authority (“buyer”) 2. Hydro Enterprise and Aquatic Company Limited (“seller”) Contract date August 25, 2020 The main Water purchase agreement, purchasing water supply from private sector in the area, PWA contents of Phuket branch around the Bang Jo water production station. The parties have agreed the contract according to the following statements. 1. The seller agrees to sell and the buyer agrees to purchase tap water in the minimum quantity of tap water required to purchase, the amount of 3,700 cubic meters/day but not more than 4,810 cubic meters/day (not more than 30 percent of the minimum quantity of tap water that must be purchased) at the rate of 14.15 baht of water is inclusive of VAT. The water fee is paid in the amount specified in the invoice that the seller has submitted every month within 15 working days of the buyer, from the date the buyer receives the invoice and pay by bank transfer that the seller is responsible for various fees regarding money transfer. In this regard, the quality of tap water meets the specified standards and the raw water source used to produce water for sale to buyers is at Thai Mueang District, Phang Nga Province. 1. The buyer agrees to pay the water bill to the seller according to the quantity of tap water actually received by the buyer, which can read the value from the main water meter 2 gauges. The cost of installation, repair and maintenance are borne by the seller. The damaged water meter will have a tolerance greater than ± 1 percent for the case of 2 water meters. Defective, the average water unit is calculated from the previous month, the last 3 months defective, the defective month not taken into account. Taking the amount of obtained water units, it is divided by 3 to the average number of water units used to calculate water in the month of the damaged meter. 2. The seller will start delivering tap water to the purchaser on the day following the date of the 90th day following the date of signing the purchase agreement. 3. If the water quality inspection results do not meet the standards, the buyer charges a penalty from the seller in an amount equal to the minimum quantity of tap water required to purchase X water tariff rate X number of days and times, from the date and time when the tap water does not meet the required quality standards until the time when the tap water meets the specified standards with the results of the inspection to show. 4. The seller is unable to deliver the water supply on the specified date, time, quantity and quality. The seller will pay the buyer a daily fine at the rate of 220,000.95 Baht. 5. The sale of tap water under this agreement has a period of 5 years from the commencement of the delivery of the water under the agreement or until the amount of water supply from the seller 110,000,472.75 baht including VAT is be used up, whichever comes first.

Attachment 4 - Page 11 Opinions of the Independent Financial Advisor Report

6. Before the expiration of this contract, if the seller wishes to extend the term of the contract, the seller must give notice in writing within 180 days prior to the expiration of the contract. 7. In this agreement, the seller has pledged collateral in cash amount of 958,097.00 baht or 5 percent of the price of the water supply under the contract, which is calculated for the whole year. 8. If the seller breaches the contract, the buyer has the right to terminate the contract within 15 days from the date the buyer has the right to terminate the contract. The right to terminate the agreement does not affect the buyer's right to claim damages and any expenses (if any) from the seller.

Attachment 4 - Page 12 Opinions of the Independent Financial Advisor Report

4. Water purchase agreement during the dry season (the contract has currently expired) 4.1 Contract No. Kor Por Kor 4/55/2019 Contract Water Supply Agreement to resolve the problem of water shortage during the dry season, name Phuket Branch, area of Bang Jo Water Treatment Station (DMA20) Contract No. Kor Por Kor 4/55/2019 Counterparty 1. Provincial Waterworks Authority (“buyer”) 2. Hydro Enterprise and Aquatic Company Limited (“seller”) Contract date May 14, 2019 The main Water supply agreement to resolve the problem of water shortage during the dry season, Phuket contents of Branch, area of Bang Jo Water Treatment Station (DMA20). The parties have agreed according the contract to the following statements. 1. The seller and the buyer agree to purchase tap water in the minimum quantity of tap water that must be purchased for 3,000 cubic meters/day but not more than 3,900 cubic meters/day (not more than 30 percent of the minimum amount of water that agreed to buy) at the water price of 17.12 Baht/cubic meter, it is inclusive of VAT as well as other taxes and duties as seller has to deliver tap water according to the quantity ordered by the buyer. It must meet the quality standards of tap water quality with a pipe pressure of not less than 3 bar and water payment as specified in the invoice submitted by the seller every month within 15 working days of the buyer, from the date the buyer receives the invoice and pay by bank transfer In which the seller is responsible for various fees related to the transfer. The tap water quality meets the specified standards and the raw water source used to produce water for sale to buyers. 2. The buyer agrees to pay the water bill to the seller according to the quantity of tap water actually delivered by the buyer, which is calculated or read from the main water meter with a discrepancy of not more than ± 1 percent, amount 2 units and installed at the point, and install the specified water meter, which is the water supply point. It is responsible for the provision and installation of the water meter and the expenses incurred in doing so including the repair in the case of two water meters damaged. Defective, the average water unit is calculated from the previous month, the last 3 months defective, the defective month not taken into account. Taking the amount of obtained water units, it is divided by 3 to the average number of water units used to calculate water in the month of the damaged meter. 3. The seller is required to execute the operating plan agreed upon with the buyer, whereby the seller is required to deliver the tap water to the buyer on the 15 day after the date of the contract signing. In the event that the water supply system is completed before the deadline, the new water supply delivery date can be agreed. 4. If the seller does not deliver the minimum quantity of tap water that must be purchased each day without in the event of contract exceptions or cause due to the buyer's fault, it is the seller's responsibility to pay the buyer a fine, using form the formula is calculated as follows, Daily fine = Water bill price X Daily water supply to be delivered as specified in the contract X Actual water supply received-delivered in the day.

Attachment 4 - Page 13 Opinions of the Independent Financial Advisor Report

5. If the seller is unable to deliver the water supply in accordance with the minimum quantity set out in Article 1, the seller has to pay a fine to the buyer on a daily basis at the rate of 21,617.42 Baht. In addition, the seller agrees to allow the buyer to claim damages arising from such delay only in excess of the said penalty. 6. The sale of tap water under this agreement has a period of time until September 30, 2019 or until the amount of water purchasing from the seller of 10,808,712.00 Baht including VAT until it is used up. 7. Before the expiration of this contract If the seller wishes to extend the term of the contract, the seller must notify the buyer in writing within 60 days prior to the expiration of the contract. 8. The seller has taken the collateral in cash, the amount is 540,436.00 Baht or 5 percent of the contractual water price, which is calculated including the contract amount, using the water volume traded at the trading rate and delivered at 3,000 cubic meters/day. 9. If the seller breaches the contract, the buyer has the right to terminate the contract within 15 days, forfeit or enforce the performance of the contract according to Article 7.

4.2 Contract No. Kor Por Kor 4/13/2020 Contract Water supply agreement, private water supply to solve water shortage problems caused by name drought year 2020 PWA Phuket branch in the area of Ban Bang Jo water production station (DMA20) contract No. Kor Por Kor 4/13/2020 Counterparty 1. Provincial Waterworks Authority (“buyer”) 2. Hydro Enterprise and Aquatic Company Limited (“seller”) Contract date December 12, 2019 The main The parties have agreed according to the following statements. contents of 1. The seller agrees to sell and the buyer agrees to purchase tap water in the minimum the contract quantity of tap water that must be purchased for the amount of 14,000 cubic meters/day, but not more than 18,200 cubic meters/day (not more than 30 percent of the minimum quantity that must be purchased) at the water price of 17.01 Baht (which is the price including VAT and all other taxes included). In which tap water must be delivered with the required quality standards with a pressure in the pipe of not less than 2.5 bar throughout the contractual period. The source of raw water used to produce tap water for sale to contract buyers is at Tai Muang District, Phang Nga Province and the buyer must pay the water fee as specified in the invoice that the seller has submitted every month within 15 working days of the buyer, from the date the buyer receives the invoice and pay by bank transfer In which the seller is responsible for various fees related to the transfer. The tap water quality must meet the specified standards and the raw water source used to produce water for sale to buyers. 2. The buyer agrees to pay the water bill to the seller according to the quantity of tap water actually delivered by the buyer, which is calculated or read from the main water meter with a discrepancy of not more than ± 1 percent, amount 2 units and installed at the point, and install the specified water meter, which is the water supply point. However, expenses incurred in doing such operations include repairs and maintenance to be borne by the seller.

Attachment 4 - Page 14 Opinions of the Independent Financial Advisor Report

3. The water meter mentioned in Article 2 must be certified as a standard as specified by the buyer. 4. In the event that any one of the water meters is damaged, if the error is exceeded according to Article 2, the quantity of tap water supplied by the wholesaler shall be calculated using the readings from the non-defective water meter until the water meter is corrected to meet the standard for both water meters are damaged. The average water unit is calculated from the previous month, the defect for the past 3 months (the defective month is not taken into account). Taking the amount of obtained water units, it is divided by 3 to the average number of water units used to calculate water in the month of the damaged meter. 5. The seller is required to execute the operating plan agreed upon with the buyer, whereby the seller is required to deliver the tap water to the buyer on the 15 day after the date of the contract signing. 6. If the seller does not deliver the minimum quantity of tap water that must be purchased each day without in the event of contract exceptions or cause due to the buyer's fault, it is the seller's responsibility to pay the buyer a fine, using form the formula is calculated as follows Daily fine = Water bill price X Daily water supply to be delivered as specified in the contract X Actual water supply received-delivered in the day. 7. The sale of tap water under this agreement has a period of time until March 31, 2020, from the date the water supply is to be delivered under the contract or until the amount of water supply from the seller 47,056,464.00 Baht including VAT until it is used up, whichever comes first. 8. Before the expiration of the contract, if the seller wishes to extend the contract period, the seller must give notice in writing within 60 days prior to the expiration of the contract. 9. While entering into this agreement, the seller has taken the collateral of a letter of guarantee from Kasikornbank Public Company Limited, Big C Bang Yai Branch, in the amount of 2,368,039.00 Baht or 5 percent of the contract price contract, by using the quantity of tap water at the trading rate and delivering at 14,000 cubic meters/day as a calculated basis for giving to the buyer in order to guarantee the performance of this contract. 10. In the event that the buyer exercises the right to terminate the contract, the purchaser has the right to forfeit or enforce the collateral of Article 9 in full or in part or deducted from the amount owed by the buyer under the contract, but immediately deems appropriate.

4.3 Contract No. Kor Por Kor 4/37/2020 Contract Water purchase agreement Water supply from private areas to solve water shortages caused name by drought in 2020, PWA branch, Phuket branch, contract No. Kor Por Kor 4/37/2020 Counterparty 1. Provincial Waterworks Authority (“buyer”) 2. Hydro Enterprise and Aquatic Company Limited (“seller”) Contract date March 31, 2020 The main The parties have agreed according to the following statements. contents the 1. The seller agrees to sell and the buyer agrees to purchase tap water in the minimum contract quantity of tap water that must be purchased for the amount of 14,000 cubic meters/day,

Attachment 4 - Page 15 Opinions of the Independent Financial Advisor Report

but not more than 18,200 cubic meters/day (not more than 30 percent of the minimum quantity that must be purchased) at the water price of 16.48 Baht, which is the price including VAT, all other taxes included, and other costs. The seller must deliver the water supply according to the quantity ordered by the purchaser, which must meet the quality standards to the buyer's water supply system in the area shown by the pipeline with a pressure of not less than 2.5 bar throughout the contract period. The source of raw water used to produce tap water for sale to contract buyers is at Tai Muang District, Phang Nga Province and the buyer must pay the water fee as specified in the invoice that the seller has submitted every month within 15 working days of the buyer, from the date the buyer receives the invoice and pay by bank transfer In which the seller is responsible for various fees related to the transfer. The tap water quality must meet the specified standards and the raw water source used to produce water for sale to buyers. 2. The buyer agrees to pay the water bill to the seller according to the quantity of tap water actually delivered by the buyer, which is calculated or read from the main water meter with a discrepancy of not more than ± 1 percent, amount 2 units and installed at the point, and install the specified water meter, which is the water supply point. However, expenses incurred in doing such operations include repairs and maintenance to be borne by the seller. 3. The water meter mentioned in Article 2 must be certified as a standard as specified by the buyer. 4. In the event that any one of the water meters is damaged, if the error is exceeded according to Article 2, the quantity of tap water supplied by the wholesaler shall be calculated using the readings from the non-defective water meter until the water meter is corrected to meet the standard for both water meters are damaged. The average water unit is calculated from the previous month, the defect for the past 3 months (the defective month is not taken into account). Taking the amount of obtained water units, it is divided by 3 to the average number of water units used to calculate water in the month of the damaged meter. 5. The seller is required to execute the operating plan agreed upon with the buyer, whereby the seller is required to deliver the tap water to the buyer on the 15 day after the date of the contract signing. 6. If the seller is unable to deliver the minimum quantity of tap water, the seller agrees to pay the buyer a fine daily at the rate of 91,960.42 Baht and throughout the contract period. If the seller is unable to deliver the tap water according to the minimum quantity of tap water required for each day cycle, not in the event of a contract exception. It is the seller's responsibility to pay the buyer a fine, using form the formula is calculated as follows Daily fine = Water bill price X Daily water supply to be delivered as specified in the contract X Actual water supply received-delivered in the day. 7. The sale of tap water under this agreement has a period of time until August 31, 2020, from the date the water supply is to be delivered under the contract or until the amount of water supply from the seller 45,890,208.00 Baht including VAT until it is used up, whichever comes first.

Attachment 4 - Page 16 Opinions of the Independent Financial Advisor Report

8. Before the expiration of the contract, if the seller wishes to extend the contract period, the seller must give notice in writing within 60 days prior to the expiration of the contract. 9. While entering into this contract, the seller has taken the collateral in cash. Which is the amount of 2,294,511.00 baht or 5 percent of the contract price for the water supply including the contract limit by using the amount of tap water at the trading rate and delivery at 14,000 cubic meters/day as a basis for calculation, delivered to the buyer as collateral for the performance of this contract. 10. In the event that the buyer exercises the right to terminate the contract, the purchaser has the right to forfeit or enforce the collateral of Article 9 in full or in part or deducted from the amount owed by the buyer under the contract, but immediately deems appropriate.

Attachment 4 - Page 17 Opinion Report of Independent Financial Advisor

Attachment 5: Summary of Important Terms and Conditions of newly issued convertible debentures of Seven Utilities and Power Public Company Limited's to specific investors

Topic Details Issuer of convertible debentures Seven Utilities and Power Public Company Limited (“the Company”)

Type of convertible debentures Convertible debentures, which gives the right to convert into ordinary shares of the Company (Senior Unsecured Convertible Debentures) (“Convertible debentures”) Currency Baht Total principal amount of all Not exceeding 650,000,000 Baht, divided into 3 sets as follows convertible debentures (1) Convertible debentures Tranche I worth not more than 200 million Baht, divided into 20 sub-sets of 10 million Baht per set (2) Convertible debentures Tranche II worth not more than 200 million Baht, divided into 20 sub-sets of 10 million Baht per set (3) Convertible debentures Tranche III worth not more than 250 million Baht, divided into 10 sub-sets of 25 million Baht per set Conditions for issuance of convertible The company will gradually issue convertible debentures in series, one series at a time debentures and in each series of convertible debentures, the Company will gradually divide into sub- series according to the need for the Company's fund each time. The issuance of convertible debentures is subject to the completion of the conditions precedent, terms and conditions of convertible debentures. The period of issuance of convertible debentures is within 1 year from the date the shareholders' meeting approves the issuance of convertible debentures. If the company does not issue the full amount of the convertible debentures within one year, the company may request a resolution of the shareholders' meeting for the issuance of the unissued convertible debentures, depending on the necessity for the use of the Company's funds Interest rate 2.00 percent per annum, with interest paid quarterly from the date of issue of convertible debentures Duration Not more than 3 years from the date of issuance of convertible debentures Principal repayment One installment payment at maturity in accordance with the terms and conditions of the convertible debentures Right to redeem convertible The holder of the convertible debentures may or may not have the right to request the debentures before the maturity date company to redeem the convertible debenture before maturity and / or the company may have the right or not the right to redeem the convertible debenture before its maturity. The redemption of the convertible debentures shall be in accordance with the terms and conditions of the convertible debentures to be issued each time, by complying with relevant laws, rules, regulations or announcements, including obtaining permission from any government agency related

Conversion ratio The principal amount of the convertible debentures divided by the convertible price Convertible price Not lower than 90% of the market price Market price is calculated from the weighted average price of company shares in the SET not less than 7 consecutive business days but not more than 15 consecutive business days prior to the date on which the convertible bondholders exercise their rights to convert the debentures. The weighted average price is calculated from the

Attachment 5 - Page 1 Opinion Report of Independent Financial Advisor

Topic Details closing price weighted by the trading volume for each consecutive working day ("Floating Conversion Price"). However, if the convertible price calculated above is lower than the par value of the Company's shares, the company is required to issue additional compensation shares in a manner that makes all the shares to be issued at par value based on the convertible price Exercise period for conversion Each batch of convertible debentures holders can exercise their conversion right to convertible debentures every day from the date of issue of the convertible debentures up to the closing time of the business day 1 week before the maturity date of convertible debenture Secondary market of ordinary shares The Company will list the ordinary shares arising from this conversion on the Stock arising from the exercise of conversion Exchange of Thailand or the Stock Exchange of where the Company's ordinary shares rights are listed at that moment Restrictions on the transfer of Because the issuance and offering of these convertible debentures of the Company are convertible debentures for sale to specific investors, not more than 10 in any 4-month period, according to the Notification of the Capital Market Supervisory Board No. 17/2561 Re: Application and Approval for Offer for Sale of Newly Issued Debt Securities (“Notification No. Tor Chor. 14/2561”). Therefore, the transfer of convertible debentures at any stage over the life of the convertible debentures, must be in the form that do not cause the number of convertible bondholders offered for sale in a limited amount of more than 10 in any 4- month period. To count the number of holders of convertible debentures above, all holders of convertible debentures offered for sale on a limited basis are counted (whether the convertible debentures will be received from the offering of newly issued convertible bonds or have been transferred from convertible debentures from the original convertible shareholders) and are the true holders of convertible debentures only, unless it is an inheritance transfer Allocation method Allocated to specific investors at one time or multiple times to the Advance Opportunities Fund (AO Fund), an institutional investor, in accordance with Clause 4 (10) of the Securities and Exchange Commission Notification No. Kor Jor. 4/2560 Re: Defining the definition of institutional investors, extra large investor, and large investors. This limited offer for sale of convertible debentures is in accordance with the requirements under Clause 43 and 56 of the Notification No. Tor Chor. 17/2561 Events that the Company issue The company may increase the registered capital to accommodate the exercise of additional debentures to accommodate conversion rights, by using of the resolution approved by the shareholders' meeting of the exercising of conversion rights the Company or choose to compensate the difference in cash to convertible shareholders in accordance with the criteria set out in the terms of rights of convertible debentures Other additional information The details described above are a summary of the terms and conditions of the preliminary convertible debentures, which are subject to change. Further details are stated in the terms and conditions for convertible debentures

Attachment 5 - Page 1 Opinion Report of Independent Financial Advisor

Attachment 6: Financial Projections from 2025 to 2045 1.) Total revenue from production and distribution 2025F 2026F 2027F 2028F 2029F 2030F 2031F 2032F 2033F 2034F 2035F 2036F 2037F 2038F 2039F Customer Type Annual water sales volume (million cubic meters) Type 1 0.36 0.36 0.36 0.36 0.36 0.36 0.36 0.36 0.36 0.36 0.36 0.36 0.36 0.36 0.36 Type 2 1.63 1.63 1.63 1.63 1.63 1.63 1.63 1.63 1.63 1.63 1.63 1.63 1.63 1.63 1.63 Type 3 1.92 1.92 1.92 1.93 1.92 1.92 1.92 1.93 1.92 1.92 1.92 1.93 1.92 1.92 1.92 Type 4 27.36 27.36 27.36 27.44 27.36 27.36 27.36 27.44 27.36 27.36 27.36 27.44 27.36 27.36 27.36 Total 31.27 31.27 31.27 31.36 31.27 31.27 31.27 31.36 31.27 31.27 31.27 31.36 31.27 31.27 31.27 Price of water per cubic meter (Baht) Type 1 9.56 9.56 9.56 10.04 10.04 10.04 10.55 10.55 10.55 11.07 11.07 11.07 11.63 11.63 11.63 Type 2 18.35 18.35 18.35 19.27 19.27 19.27 20.23 20.23 20.23 21.24 21.24 21.24 22.31 22.31 22.31 Type 3 30.81 30.81 30.81 32.35 32.35 32.35 33.96 33.96 33.96 35.66 35.66 35.66 37.44 37.44 37.44 Type 4 14.58 14.58 14.58 15.31 15.31 15.31 16.07 16.07 16.07 16.88 16.88 16.88 17.72 17.72 17.72 Revenue from sale of water (million Baht) Type 1 3.43 3.43 3.43 3.61 3.60 3.60 3.78 3.79 3.78 3.97 3.97 3.98 4.17 4.17 4.17 Type 2 29.89 29.89 29.89 31.47 31.38 31.38 32.95 33.04 32.95 34.60 34.60 34.69 36.33 36.33 36.33 Type 3 59.20 59.20 59.20 62.33 62.16 62.16 65.27 65.45 65.27 68.53 68.53 68.72 71.96 71.96 71.96 Type 4 398.92 398.92 398.92 420.02 418.87 418.87 439.81 441.02 439.81 461.80 461.80 463.07 484.89 484.89 484.89 Totla 491.44 491.44 491.44 517.43 516.01 516.01 541.81 543.30 541.81 568.90 568.90 570.46 597.35 597.35 597.35 Note : Type 1: Residential customer group Type 2: Government agencies and small businesses customer group Type 3: State enterprise, industrial and large business customer group Type 4: Provincial Waterworks Authority customer group

Attachment 6 - Page 1 Opinion Report of Independent Financial Advisor

1.) Total revenue from production and distribution (continued) 2040F 2041F 2042F 2043F 2044F 2045F Customer Type Annual water sales volume (million cubic meters) Type 1 0.36 0.36 0.36 0.36 0.36 0.36 Type 2 1.63 1.63 1.63 1.63 1.63 1.63 Type 3 1.93 1.92 1.92 1.92 1.93 1.92 Type 4 27.44 27.36 27.36 27.36 27.44 27.36 Total 31.36 31.27 31.27 31.27 31.36 31.27 Price of water per cubic meter (Baht) Type 1 12.21 12.21 12.21 12.82 12.82 12.82 Type 2 23.42 23.42 23.42 24.59 24.59 24.59 Type 3 39.32 39.32 39.32 41.28 41.28 41.28 Type 4 18.61 18.61 18.61 19.54 19.54 19.54 Revenue from sale of water (million Baht) Type 1 4.39 4.37 4.37 4.59 4.61 4.59 Type 2 38.25 38.15 38.15 40.05 40.16 40.05 Type 3 75.77 75.56 75.56 79.34 79.55 79.34 Type 4 510.53 509.14 509.14 534.59 536.06 534.59 Total 628.93 627.22 627.22 658.58 660.38 658.58 Note : Type 1: Residential customer group Type 2: Government agencies and small businesses customer group Type 3: State enterprise, industrial and large business customer group Type 4: Provincial Waterworks Authority customer group

Attachment 6 - Page 2 Opinion Report of Independent Financial Advisor

2.) Other Income 2025F 2026F 2027F 2028F 2029F 2030F 2031F 2032F 2033F 2034F 2035F 2036F 2037F Cash at the end of the period 299.73 410.23 610.77 826.15 1,039.45 1,248.99 1,473.21 1,696.32 1,914.73 2,148.26 2,379.65 2,607.20 2,849.79 Other Income 0.75 1.50 2.05 3.05 4.13 5.20 6.24 7.37 8.48 9.57 10.74 11.90 13.04

2038F 2039F 2040F 2041F 2042F 2043F 2044F 2045F Cash at the end of the period 3,089.77 3,324.66 3,575.54 3,821.27 4,060.31 4,315.54 4,567.89 4,813.08 Other Income 14.25 15.45 16.62 17.88 19.11 20.30 21.58 22.84

3.) Cost of producing water supply 2025F 2026F 2027F 2028F 2029F 2030F 2031F 2032F 2033F 2034F 2035F 2036F 2037F Cost per cubic meter (baht) 4.99 5.06 5.13 5.20 5.27 5.35 5.42 5.50 5.57 5.65 5.73 5.81 5.89 Annual water production (million cubic meters) 35.04 35.04 35.14 35.04 35.04 35.04 35.14 35.04 35.04 35.04 35.14 35.04 35.04 Total cost of tap water sales (million baht) 174.68 177.13 179.62 182.64 184.70 187.29 189.92 193.12 195.30 198.04 200.83 204.21 206.51

2038F 2039F 2040F 2041F 2042F 2043F 2044F 2045F Cost per cubic meter (baht) 5.98 6.06 6.15 6.23 6.32 6.41 6.50 6.59 Annual water production (million cubic meters) 35.04 35.04 35.14 35.04 35.04 35.04 35.14 35.04 Total cost of tap water sales (million baht) 209.42 212.37 215.95 218.39 221.46 224.58 228.37 230.96

Attachment 6 - Page 3 Opinion Report of Independent Financial Advisor

4.) Selling and administrative expenses 2025F 2026F 2027F 2028F 2029F 2030F 2031F 2032F 2033F 2034F 2035F 2036F 2037F Employee expenses and benefits 44.10 46.30 48.62 51.05 53.60 56.28 59.09 62.05 65.15 68.41 71.83 75.42 79.19 Utility expenses 0.60 0.61 0.62 0.63 0.64 0.65 0.66 0.67 0.68 0.69 0.70 0.71 0.72 Repair and maintenance costs 1.90 1.93 1.96 2.00 2.03 2.06 2.09 2.13 2.16 2.19 2.23 2.26 2.30 Certification fees 0.79 0.80 0.81 0.82 0.84 0.85 0.86 0.88 0.89 0.91 0.92 0.93 0.95 Fees 0.71 0.72 0.73 0.74 0.75 0.76 0.78 0.79 0.80 0.81 0.83 0.84 0.85 Other service fees 19.18 19.48 19.79 20.11 20.43 20.75 21.08 21.42 21.76 22.10 22.45 22.81 23.17 Total 67.27 69.84 72.53 75.34 78.28 81.35 84.57 87.93 91.44 95.12 98.96 102.98 107.19

2038F 2039F 2040F 2041F 2042F 2043F 2044F 2045F Employee expenses and benefits 83.15 87.31 91.68 96.26 101.07 106.13 111.43 117.00 Utility expenses 0.74 0.75 0.76 0.77 0.78 0.80 0.81 0.82 Repair and maintenance costs 2.34 2.37 2.41 2.45 2.49 2.53 2.57 2.61 Certification fees 0.96 0.98 1.00 1.01 1.03 1.04 1.06 1.08 Fees 0.87 0.88 0.89 0.91 0.92 0.94 0.95 0.97 Other service fees 23.54 23.92 24.30 24.68 25.08 25.47 25.88 26.29 Total 111.60 116.21 121.03 126.08 131.37 136.91 142.70 148.77

Attachment 6 - Page 4 Opinion Report of Independent Financial Advisor

5.) Other ratios in the statement of financial position 2025F 2026F 2027F 2028F 2029F 2030F 2031F 2032F 2033F 2034F 2035F 2036F 2037F Assets Cash and cash equivalents 299.73 410.23 610.77 8,26.15 1,039.45 1,248.99 1,473.21 1,696.32 1,914.73 2,148.26 2,379.65 2,607.20 2,849.79 Trade and other current receivables 40.39 40.39 40.39 42.53 42.41 42.41 44.53 44.65 44.53 46.76 46.76 46.89 49.10 Other current assets 45.79 45.79 45.79 45.79 45.79 45.79 45.79 45.79 45.79 45.79 45.79 45.79 45.79 Property, plant and equipment 513.28 490.11 466.94 443.77 420.60 397.43 374.26 351.10 327.93 304.76 281.59 258.42 235.25 Other intangible assets 464.46 442.39 420.31 398.22 376.11 354.00 331.90 309.81 287.73 265.64 243.55 221.46 199.37 Deferred tax assets 21.53 21.53 21.53 21.53 21.53 21.53 21.53 21.53 21.53 21.53 21.53 21.53 21.53 Other non-current 3.77 3.77 3.77 3.77 3.77 3.77 3.77 3.77 3.77 3.77 3.77 3.77 3.77 Total Assets 1,388.95 1,454.21 1,609.50 1,781.76 1,949.66 2,113.92 2,295.00 2,472.97 2,646.00 2,836.50 3,022.63 3,205.05 3,478.55 Liabilities Trade and other current payables 14.36 14.56 14.76 15.01 15.18 15.39 15.61 15.87 16.05 16.28 16.51 16.78 16.97 Short-term loans - others ------Long-term loans due within one year ------Corporate income tax payable 0.89 0.89 0.89 0.89 0.89 0.89 0.89 0.89 0.89 0.89 0.89 0.89 0.89 Other current liabilities 0.45 0.45 0.45 0.45 0.45 0.45 0.45 0.45 0.45 0.45 0.45 0.45 0.45 Long-term loans from financial institutions 92.50 ------Performance insurance payable 10.31 10.31 10.31 10.31 10.31 10.31 10.31 10.31 10.31 10.31 10.31 10.31 10.31 Deferred tax liabilities 0.66 0.66 0.66 0.66 0.66 0.66 0.66 0.66 0.66 0.66 0.66 0.66 0.66 Non-current provisions for employees 0.51 0.51 0.51 0.51 0.51 0.51 0.51 0.51 0.51 0.51 0.51 0.51 0.51 Other non-current liabilities 1.63 1.63 1.63 1.63 1.63 1.63 1.63 1.63 1.63 1.63 1.63 1.63 1.63 Total Liabilities 121.32 29.02 29.23 29.48 29.64 29.86 30.07 30.34 30.52 30.74 30.97 31.25 31.44 Equity 1,267.65 1,425.21 1,580.30 1752.31 1,920.04 2,084.08 2,264.95 2,442.65 2,615.51 2,805.78 2,991.68 3,173.83 3,373.19

Attachment 6 - Page 5 Opinion Report of Independent Financial Advisor

2025F 2026F 2027F 2028F 2029F 2030F 2031F 2032F 2033F 2034F 2035F 2036F 2037F Income Statement Revenue from sale of tap water 491.44 491.44 491.44 517.43 516.01 516.01 541.81 543.30 541.81 568.90 568.90 570.46 597.35 Cost of sales 174.68 177.13 179.62 182.64 184.70 187.29 189.92 193.12 195.30 198.04 200.83 204.21 206.51 Selling and administrative expenses 67.27 69.84 72.53 75.34 78.28 81.35 84.57 87.93 91.44 95.12 98.96 102.98 107.19 Interest paid 4.65 1.55 ------Net Profit (Loss) 198.14 157.56 155.09 172.01 167.73 164.04 180.86 177.71 172.86 190.27 185.90 182.15 199.35 EBIT after tax (1) 199.07 157.87 155.09 172.01 167.73 164.04 180.86 177.71 172.86 190.27 185.90 182.15 199.35 Depreciation (2) 47.46 47.47 47.48 47.49 47.50 47.51 47.49 47.48 47.48 47.48 47.48 47.48 47.48 Capital Expenditure (3) 2.23 2.23 2.23 2.23 2.23 2.23 2.23 2.23 2.23 2.23 2.23 2.23 2.23 Working capital decreased (1.66) 0.20 0.20 (1.89) 0.29 0.21 (1.90) 0.14 0.30 (2.00) 0.23 0.15 (2.02) (increased) (4) Free Cash Flow to Firm 242.64 203.31 200.55 215.38 213.29 209.54 224.22 223.11 218.42 233.53 231.39 227.56 242.59 = (1) + (2 ) – (3) + (4)

Attachment 6 - Page 6 Opinion Report of Independent Financial Advisor

5.) Other ratios in the statement of financial position (continued) 2038F 2039F 2040F 2041F 2042F 2043F 2044F 2045F Assets Cash and cash equivalents 3,089.77 3,324.66 3,575.54 3,821.27 4,060.31 4,315.54 4,567.89 4,813.08 Trade and other current receivables 49.10 49.10 51.69 51.55 51.55 54.13 54.28 54.13 Other current assets 45.79 45.79 45.79 45.79 45.79 45.79 45.79 45.79 Property, plant and equipment 212.08 188.91 170.50 159.24 152.42 147.43 143.21 139.00 Other intangible assets 177.28 155.19 133.11 111.02 88.93 66.84 44.75 22.66 Deferred tax assets 21.53 21.53 21.53 21.53 21.53 21.53 21.53 21.53 Other non-current 3.77 3.77 3.77 3.77 3.77 3.77 3.77 3.77 Total Assets 3,599.31 ,3788.95 4,001.92 4,214.17 4,424.30 4,655.02 4,881.22 5,099.96 Liabilities Trade and other current payables 17.21 17.45 17.75 17.95 18.20 18.46 18.77 18.98 Short-term loans - others ------Long-term loans due within one year ------Corporate income tax payable 0.89 0.89 0.89 0.89 0.89 0.89 0.89 0.89 Other current liabilities 0.45 0.45 0.45 0.45 0.45 0.45 0.45 0.45 Long-term loans from financial institutions ------Performance insurance payable 10.31 10.31 10.31 10.31 10.31 10.31 10.31 10.31 Deferred tax liabilities 0.66 0.66 0.66 0.66 0.66 0.66 0.66 0.66 Non-current provisions for employees 0.51 0.51 0.51 0.51 0.51 0.51 0.51 0.51 Other non-current liabilities 1.63 1.63 1.63 1.63 1.63 1.63 1.63 1.63 Total Liabilities 31.68 31.92 32.21 32.41 32.67 32.92 33.23 33.45 Equity 3,567.66 3,757.05 3,969.74 4,181.78 4,391.66 4,622.12 4,848.01 5,066.54

Attachment 6 - Page 7 Opinion Report of Independent Financial Advisor

2038F 2039F 2040F 2041F 2042F 2043F 2044F 2045F Income Statement Revenue from sale of tap water 597.35 597.35 628.93 627.22 627.22 658.58 660.38 658.58 Cost of sales 209.42 212.37 215.95 218.39 221.46 224.58 228.37 230.96 Selling and administrative expenses 111.60 116.21 121.03 126.08 131.37 136.91 142.70 148.77 Interest paid ------Net Profit (Loss) 194.48 189.39 212.68 212.04 209.88 230.46 225.89 218.53 EBIT after tax (1) 194.48 189.39 212.68 212.04 209.88 230.46 225.89 218.53 Depreciation (2) 47.48 47.48 42.73 35.57 31.14 29.31 28.53 28.53 Capital Expenditure (3) 2.23 2.23 2.23 2.23 2.23 2.23 2.23 2.23 Working capital decreased (increased) (4) 0.24 0.24 (2.30) 0.34 0.25 (2.32) 0.16 0.36 Free Cash Flow to Firm 239.97 234.89 250.88 245.73 239.04 255.23 252.35 245.19 = (1) + (2 ) – (3) + (4)

Attachment 6 - Page 8 Opinion Report of Independent Financial Advisor

6.) Discount Rate and the present value of the cash flow List 2025F 2026F 2027F 2028F 2029F 2030F 2031F 2032F 2033F 2034F 2035F Debt proportion 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% Equity proportion 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100%

Ke 9.29% 9.29% 9.29% 9.29% 9.29% 9.29% 9.29% 9.29% 9.29% 9.29% 9.29%

Kd 3.35% 3.35% 3.35% 3.35% 3.35% 3.35% 3.35% 3.35% 3.35% 3.35% 3.35% WACC (%) 9.76% 9.76% 9.76% 9.76% 9.76% 9.76% 9.76% 9.76% 9.76% 9.76% 9.76% Company cash flow 242.64 203.31 200.55 215.38 213.29 209.54 224.22 223.11 218.42 233.53 231.39 Present value of cash flows 165.36 126.78 114.42 112.43 101.87 91.57 89.66 81.63 73.11 71.52 64.84

List 2036F 2037F 2038F 2039F 2040F 2041F 2042F 2043F 2044F 2045F Debt proportion 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% Equity proportion 100% 100% 100% 100% 100% 100% 100% 100% 100% 100%

Ke 9.29% 9.29% 9.29% 9.29% 9.29% 9.29% 9.29% 9.29% 9.29% 9.29%

Kd 3.35% 3.35% 3.35% 3.35% 3.35% 3.35% 3.35% 3.35% 3.35% 3.35% WACC (%) 9.29% 9.29% 9.29% 9.29% 9.29% 9.29% 9.29% 9.29% 9.29% 9.29% Company cash flow 227.56 242.59 239.97 234.89 250.88 245.73 239.04 255.23 252.35 245.19 Present value of cash flows 58.35 56.91 51.51 46.13 45.08 40.40 35.96 35.13 31.78 28.25

Attachment 6 - Page 9 Opinions of the Independent Financial Advisor Report

Attachment 7 : Summary of tap water business concession Summary of tap water business concession related law 1. Tap water business concession Tap water is a basic utility which government have to provide for its citizen thoroughly and fairly, but the government’s budget may not cover to serve all basic utilities to all citizen. Therefor, government may grant right to private sector to invest in such utilities under the supervision of government which is call “Give Concession”. The concession given by government to private sector monopoly authorize the private sector to provide basic utilities to citizen. The private sector who receive the concession may control the quantity and the distribution price of such thing, but under the supervision of government to protect its citizen. To give the on concession, government process under common law which control the business related to utilities that may affect the security and happiness of the citizen under authorization of ministry of resource and environment with department of water resources responsible specifically on tap water business The tap water business concession is the business that operate to maximize to profit of citizen which it will be related to citizen company law and governing law. The operating staff and related parties need to understand such law The main characteristic of tap water business concession 1) The service provider of tap water is under control and govern by ministry of resource and environment with department of water resources part 1 – 11 and department of resource and environment of each province to facilitate the citizen to contact and make request 2) The concession will give the opportunity to private sector to operate the tap water business in the area that government is not ready to operate 3) The government can regulate or change the style of tap water business of concessionaire to the purpose of greater good 4) The concessionaire must provide tap water 24/7 5) The tap water service has to meet the tap water demand in concession’s area and the tap water price will be equal in the area 2. Tap water business in Thailand 2.1 The tap water service provide by government agency can be provide without the concession and can be categorize into 3 type; 1) The direct authority with no concession requires • Metropolitan Waterworks Authority • Provincial Waterworks Authority 2) The authority that response by the law but now the direct authority but have authorization to management the tap water supply

Attachment 7 - Page 1 Opinions of the Independent Financial Advisor Report

• Industrial Estate of Thailand • National Housing Authority 3) Local Government organization which authorize and respond to provide the basic utilities to serve it’s citizen • Municipality • Subdistrict Administrative Organization • Pattaya City 2.2 The tap water service provides by private sector The tap water service provides by private sector that granted authorization or have the concession is govern under that law which is a guideline to provide service including examine the tap water quality to meet the requirement to provide it citizen and similar to government provide service The tap water business concession is state clearly that government will overrule the private sector / concessionaire 3. The document regard with the use of raw water source The tap water production with no raw water source, the concessionaire must provide document that grant the usage of raw water source owner but if the concessionaire use the raw water under the responsibility of government agency must grant the authorization. For usage of raw water source from local administrative organization also request the authorization which the authorization will follow the royal commandments of local administrative organization 2537. According to Civil and Commercial code no. 1304 and no. 1355, rivers or canals which are public domain anyone have access/authorize to such water source. If the use of public water source require authorization is consider a fundamental right restriction of the citizen of the constitution of Thailand 2550 no.29 ; the right and freedom of citizen maybe not be restricted. Therefore, if the water source is not own by government agency or local administrative anyone is freely to use it. Moreover, the royal commandments of water resources 2561 class 2 no.7 state that the public water resource is own by all citizens, any citizen have right to use or store as much as it necessary but may not cause any damage to others. And no.8 state that the owner of property/land which have natural water flows; above / underground may have the right to use or store for own purpose The usage of public water supply can be categorized into 3 types which are 1) usage for family living 2) usage for industrial purpose 3) usage of major business that require high volume of water. The type 2) and 3) must grant the authorize document from Director General of the department of irrigation, Director General of the department of water resource or Director General of the department of underground water resource.

Attachment 7 - Page 2 Opinions of the Independent Financial Advisor Report

Summary of guideline on the process of granting tap water concession • To operate the tap water business under the concession means person or juristic person have granted the right from the government to operates the tap water business for water user in the specific area solely • If the water is not clean/qualify it may lead to dead of water user; the tap water concession is the business that can affect the security of citizen. The government must govern such business and control by specific law. The revolutionary announcement no.58 date 25 January 2515 state that the tap water business is a utility business, and its operator must grant concession before operates such business • The concession is given by governor of ministry of resource and environment • The concession is a kind of contract between concessionaire and concessionary which if the concession is given to concessionaire for the good and securities of citizens. The governance will includes 4 main point; 1. The tap water factory / Equipment / and maintenance of tap water system 2. Continuously of tap water supple 3. Tap water price 4. Tap water quality • The process of granting tap water concession is given the person or juristic person to operate the tap water supply business in specific area and cannot be overlap with others including government agency. The require application document includes the water storage design to confirm the sufficiency of water source • If concessionaire would like to extent the concession area can apply for such extension area by following the process • If concessionaire would like to extent the concession period must apply for extension at least 6 months before concession expire • The transfer of concession to other person or juristic person can be process by following the authorization process. And it will be complete when authorize authority authorized • The price adjustment in tap water price or fee to maintain the tap water meter can not exceed the concession unless have significant additional cost • The cancelation of concession can be done in 2 cases where 1) Wish not to operate any more 2) Metropolitan Waterworks Authority / Provincial Waterworks Authority overrule by supply tap water in such area

Attachment 7 - Page 3