Invitation to the 2021 Annual General Meeting of Shareholders Kiattana

Invitation to the 2021 Annual General Meeting of Shareholders

Kiattana Transport Public Company Limited Thursday 1st of April 2021, at 10.00 a.m.

The Ballroom B, 5th floor, Best Western Plus Wanda Grand Hotel, Pak Kret district, Nonthaburi province บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

10 March 2021 www.kiattana.co.th

Re: Invitation to the Extraordinary General Meeting of Shareholders No.1/2020 To: Shareholders of Kiattana Transport Public Company Limited Attachment: 1. A copy of the Minutes of the Extraordinary General Meeting of Shareholders No.1/2020 2. Annual Report for the year 2020 together with the Statement of Financial Position and the Profits and Loss Statement for the period ending 31 December 2020 in the form of QR CODE 3. Profile of the nominees for directorship 4. Explanations on the registration, the method of granting proxy and the production of documents for one’s presence at the Meeting of Shareholders 5. Proxy Form A and Proxy Form B 6. Profile of the nominated Independent Director selected by the Company to be the shareholder’s proxy 7. Relevant Articles of Association of the Company regarding the General Meeting of Shareholders 8. Location map of the meeting venue The Board of Directors of Kiattana Transport Public Company Limited (the “Company”) resolved at the Meeting No. 1/2021 held on 19 February 2021, that the 2021 Annual General Meeting of Shareholders be held on Thursday 1st of April 2021, at 10.00 a.m., at the Ballroom B, 5th floor, Best Western Plus Wanda Grand Hotel, Pak Kret district, Nonthaburi province, to consider the following agendas:

Agenda 1 To consider and certify the Extraordinary General Meeting of Shareholders No.1/2020 Information for consideration The Extraordinary General Meeting of Shareholders No.1/2020 was held on 24 December 2020, and the secretary of the Meeting already prepared and timely submitted the Minutes of the mentioned Meeting to the Stock Exchange of Thailand and the Ministry of Commerce as required by law including having such Minutes publicly disclosed on the Company’s website. Details are as per the copy of Minutes of the Extraordinary General Meeting of Shareholders No.1/2020, Attachment 1 hereto.

Opinion of the Board of Directors The Board of Directors considers that it is appropriate for the Shareholders to approve the Extraordinary General Meeting of Shareholders No.1/2020 which prepared in accuracy and complete according to the resolutions of the Extraordinary General Meeting of Shareholders No.1/2020.

Page 1 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

Remark The resolution under this agenda requires majoritywww.kiattana.co.th vote of the Shareholders who attend the meeting (either attendance in person or by proxy) with voting rights.

Agenda 2 To consider and approve the Statement of Financial Position and the Profits and Loss Statements for the period ending 31 December 2020 Information for consideration In compliance with Section 112 of the Public Limited Companies Act B.E. 2535 and Article 36(2) of the Company’s Articles of Association which required the Company to prepare the Statements of Comprehensive Income for Separate Financial Statements for the period ending 31 December 2020 were prepared, audited and certified by the certified auditor and verified by the Audit Committee, details as appeared in the Statement of Financial Position and the Profits and Loss Statements together with Annual Report for the year of 2020, the Attachment 2 in the form of QR Code, which the essential issues under the financial statements can be summarized as follows:

Consolidated Separate Balance Sheet and Profits and Loss Statements Financial Statements Financial Statements 31 December 2020 31 December 2020 Total assets 1,247,275,992.41 1,256,010,380.72 Total liabilities 116,508,296.74 70,898,762.86 Shareholders’s Equity of the company 1,130,767,695.67 1,185,111,617.86 Total revenue 811,452,318.80 770,956,025.66 Earning before corporate income tax 193,124,596.70 196,474,125.75 Net profits 157,004,508.77 166,841,456.02 Earning per shares 0.0508 0.0540 Weighted Average Number of Ordinary Shares (Share) 3,090,408,680 3,090,408,680

Opinion of the Board of Directors The Board of Directors considers that it is appropriate to propose the Statement of Financial Position and the Profits and Loss Statements for the period ending 31 December 2020, which were audited and certified by the certified auditor and verified by the Audit Committee, to the General Meeting of Shareholders for approval. Remark The resolution under this agenda requires majority vote of the Shareholders who attend the meeting (either attendance in person or by proxy) with voting rights.

Agenda 3 To consider and approve the allocation of the Company’s reserve fund (fully allocated) and the interim dividend payments from the 2020 Company’s performance

Page 2 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

Information for consideration In compliance with Swww.kiattana.co.thection 115 and 116 of the Public Limited Companies Act B.E. 2535 and Article 38 and 39 of the Company’s Articles of Association which required the General Meeting of Shareholders to consider the allocation of the profits and the annual dividend payment and the Board of Directors shall report the interim dividend payment for Shareholders’ acknowledgement. Correspondingly, the Company shall allocate not less than 5% of its annual net profits, deducted the loss brought forward (if any), until the total amount of the reserve fund is no less than 10% of the registered capital. The Company’s performance for the period ending 31 December 2020 has yielded net profits according to the separate financial statements at 166,841,456.02 Baht. The Company has previously allocated the amount of 38,605,000 Baht which is not less than 10% of the registered capital at 309,040,976.90 Baht as required by law. Therefore, the Company is not required to allocate any further amounts to the reserve fund. The Company has a policy to pay Shareholders the dividend at 50% of the net profit after deductions of corporate income taxes and reserve fund. The Board of Directors considered that the Company has a good business profit ; therefore, the Company deems that it is appropriate to pay additional dividends from the overall operational performance in the second half year of 2020 at the rate of 0.01 Baht per share, which after comprised of the rate for interim dividends already paid at 0.04 Baht per share (0.01 Baht per share is stock dividends) shall make 0.05 Baht per share payment of dividends. which is in accordance with the dividend payment policy.

Record Date and Payment of Dividend Date The record date is 9 March 2021 and the date scheduled for payment of dividend is 19 April 2021.

Year 2020 Details of Dividend Payment Year 2019 (Proposed Year) 1. Net Profits (Baht) (from Separate Financial Statements) 166,841,456.02 119,745,939

2. Amount of Shares 2.1 Interim Dividends (shares) 2,809,463,427 2,809,463,427 2.2 Additional Dividends (shares) 3,090,408,680 2,809,463,427

3. Rate for Payment of Dividend (Baht per share) 3.1 Interim Dividend (Baht per share) 0.04 0.01 3.2 Additional Dividend (Baht per share) 0.01 0.03

4. Total Dividend Payment (Baht) 143,282,623.88 112,378,537.08

5. Payout ratio per net profits 85.88% 93.85%

Page 3 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

Opinion of the Board of Directors The Board of Directorswww.kiattana.co.th considered to propose the General Meeting of Shareholders to approve the payment of additional dividend for the second half year of 2020, which shall be paid from net profits of Separate Financial Statements. the dividend payment paid from the Company’s 2020 performance was 0.05 Baht (Five Satang) per share. Remark The resolution under this agenda requires majority vote of the Shareholders who attend the meeting (either attendance in person or by proxy) with voting rights.

Agenda 4 To consider and appoint Directors to replace the Directors who are to resign by rotation in the year 2021 Information for consideration In compliance with Section 71 of the Public Limited Companies Act B.E. 2535 and Article 14 of the Company’s Articles of Association which required one third of the Company’s directors to resign at the Annual General Meeting. In the year of 2021, there are three directors of the Company that have completed their term in the position as follows: 1. Ms.Mintra Monsereenusorn Managing Director 2. Mrs.Sujitra Monsereenusorn Director 3. Mr.Keerin Chutumstid Director

For this 2021 Annual General Meeting of Shareholders, the Company has opened an opportunity for the Shareholders to propose candidates to be elected for directorship through the Company’s website WWW.KIATTANA.CO.TH for the prior consideration of the Board of Directors for 9 February to 16 February 2021 but there was no Shareholder proposed any candidate to be the directors of the Company. In this regard, the candidates proposed have been carefully considered by the Board of Directors (excluding the candidates) and such review revealed that the directors who are to resign by rotation had appropriate qualifications in terms of seniority, experiences and expertise in various fields which suitable for another term as directors of the company and good company performance in the past year. Therefore, it is considered to propose the aforementioned three resigning directors to the position of director of the Company for an additional term. All three candidates proposed to be appointed as the directors have all satisfied credentials in compliance with the Public Limited Companies Act B.E. 2535 and relevant notifications of the Securities and Exchange Commission. (Criteria and procedure for the selection are as appeared in the Attachment 2; Annual Report, under the section of Management Structure)

Page 4 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

Opinion of the Board of Directors (excluding the Directorswww.kiattana.co.th who have conflict of interests) The Board of Directors deems that it is appropriate to propose the General Meeting of Shareholders to approve the appointment of three proposed directors that have been thoroughly and carefully considered by the Board of Directors (excluding the candidates). Moreover, the candidate proposed to be appointed as the Independent Director is qualified all conditions specified in the definition required by the Securities and Exchange Commission and be able to provide his opinion to the Company independently in accordance with the relevant regulations. Therefore, the Board of Directors considered that it is appropriate to propose the Shareholders to appoint the below listed three candidates to the position of the Company’s directors:

1. Ms.Mintra Monsereenusorn Managing Director 2. Mrs.Sujitra Monsereenusorn Director 3. Mr.Keerin Chutumstid Director Profile of the nominees for directorship appeared in Attachment 3 enclosed hereto. Remark The resolution under this agenda requires, for each candidate, majority vote of the Shareholders who attend the meeting (either attendance in person or by proxy) with voting rights.

Agenda 5 To consider and approve the director’s remuneration for the year 2021 and directors’ bonus Information for consideration In order to comply with Article 15 of the Company’s Articles of Association, the directors of the Company are entitled to be remunerated with remuneration or bonuses or other benefits as specified in the Articles of Association or as approved by the Meeting of Shareholders of the Company. Therefore, the fixing of the Director’s remuneration has been carefully considered by the Board of Directors, taking into account the Company’s profits, the scope of responsibilities, the schedules of Board of Directors’ Meetings and Audit Committee’s Meetings, the accountabilities and remuneration payable by the other companies in the same industry and size of business in order to convince the directors and management to complete all Company’s goals in both short term and long term. In consideration of the performance of the Board of Directors in the previous year, the business expansion, the profit growth and the fixed directors’ remunerations for certain period, the Board of Directors then proposes to fix the Director’s remuneration for the year 2021 at the same with year 2020 limitation which is at the amount of 3,508,000 Bath including the annual remuneration and meeting allowance without any benefits other than the proposed rates as per below detail.

Page 5 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

1. Board of Directors’ Annual Remuneration It is proposedwww.kiattana.co.th at the same rate as per the resolution of the 2020 Annual General Meeting of Shareholders held on 30 June 2020, which approved the rates as detailed below:

Annual Remuneration For 2020 (Proposed year) For 2019 (Previous year) Annual Remuneration 60,000 Baht per person 30,000 Baht per person

2. Board of Directors’ Meeting Allowance It is proposed at the same rate as per the resolution of the 2020 Annual General Meeting of Shareholders held on 30 June 2020, which approved the rates as detailed below:

2020 (Proposed year) 2019 (Previous year) Meeting Allowance Per single meeting Per single meeting - Chairman 20,000 Baht 20,000 Baht (Total not exceeding 160,000 (Total not exceeding 160,000 Baht per person per year) Baht per person per year)

2020 (Proposed year) 2019 (Previous year) Meeting Allowance Per single meeting Per single meeting

- Chairman of Audit 17,000 Baht 17,000 Baht Committee (Total not exceeding 136,000 (Total not exceeding 136,000 Baht per person per year) Baht per person per year) - Director of Audit 15,000 Baht 15,000 Baht Committee (Total not exceeding 120,000 (Total not exceeding 120,000 Baht per person per year) Baht per person per year) - Other Directors 15,000 Baht 10,000 Baht (Total not exceeding 120,000 (Total not exceeding 120,000 Baht per person per year) Baht per person per year)

3. Directors’ Bonus for the 2020 Performance It is proposed at the same rate as per the resolution of the 2020 Annual General Meeting of Shareholders held on 30 June 2020, which approved the rates as detailed below:

Directors’ Bonus 2020 (Proposed year) 2019 (Previous year) - Chairman 192,000 Baht/Person 192,000 Baht /Person - Another 8 directors 160,000 Baht /Person 160,000 Baht /Person Total 1,472,000 Baht 1,472,000 Baht

Opinion of the Board of Directors The Board of Directors deems that it is appropriate to propose the General Meeting of Shareholders to consider approving the directors’ remuneration for the year 2021 and the directors’ bonus payment policy for operational performance of the year 2020 not exceeding the amount of 3,508,000 Baht including the annual remuneration and meeting allowance without any benefits other than the proposed rates.

Page 6 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

Remark The resolution under this agenda requireswww.kiattana.co.th majority vote of the Shareholders who attend the meeting (either attendance in person or by proxy) with voting rights.

Agenda 6 To consider and approve the appointment of the auditor for the year 2021 and to fix the auditor’s remuneration Information for Consideration In order to comply with Section 120 of the Public Company Act B.E. 2535 and to meet the required qualifications of a public companies listed in the M.A.I., it is necessary for the Company to appoint auditors that are certified by the Securities and Exchange Commission of Thailand. The Company has then reviewed the scope of service and fee proposal proposed from an auditing firm which is certified by the Securities and Exchange Commission of Thailand, That found to better and more suitably arrange regarding time management on the quarter financial statement, we view that ANS Audit Company Limited is the best selection for being an auditor with the reasons are professional and reputable auditor for time management regarding the quarter financial statement and the nominated auditor has no relationship or conflict of interest with the company or its affiliates, executives, major shareholders or other relevant parties, as such, the nominated auditor will independently provide his opinion toward any financial statement of the company. In addition, the affiliates of the company also use the service of this same auditor so that the committee shall be able to closely monitor this auditor to arrange any financial statement as required with the said reason. and found that they possess sufficient qualifications to audit and verify the Company’s financial statements. The proposed auditor has no relationship, no conflict of interests with the Company, the subsidiaries, management, major shareholder or the persons in relation to the aforementioned parties; thus, it is independent in auditing and in giving opinions to the Company’s financial statements. Therefore, the Board of Directors proposed the Shareholders to approve the appointment of the auditor for the year 2020 for the Company and its subsidiaries with the details of the fee proposal and the names of the auditors as follows:

2021 2020 Service Proposal and Fees (Proposed year) (Previous year) (Baht) (Baht) Kiattana Transport Public Company Limited 1,350,000 1,138,000

KGP Co., Ltd. 300,000 215,000

KT Train Co., Ltd. 150,000 150,000

Total 1,800,000 1,503,000

Remark: There is no other remunerations [Non-Audit fee]

Page 7 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

www.kiattana.co.thNumber of years to certified Name of Auditors License number the Company’s financial statement Mr.Atipong Atipongsakul 3500 0

Mr.Vichai Ruchitanont 4054 0

Mr.Sathien Vonsnan 3495 0

Mrs.Kultida Pasurakul 5946 0

Mr.Yuttapong Chuamuanpan 9445 0

*Never certified the company’s financial statement The signing auditors in the auditing report of the financial statement shall be approved by the Office of the Securities and Exchange Commission whether they are listed as abovementioned or others in the same firm. Opinion of the Audit Committee and Board of Directors It is appropriate to propose the General Meeting of Shareholders to consider approving the appointment of ANS Audit Company Limited to be the Company’s auditors of the year 2021, and the auditors’ remuneration for the Company in the amount of 1,350,000 Baht (one million three hundred and fifty thousand Baht), and to acknowledging the auditors’ remuneration for the Company’s subsidiaries in the amount of 450,000 Baht (four hundred and fifty thousand Baht) which makes a total of 1,800,000 Baht (one million eight hundred thousand Baht) and to propose the following persons to be appointed as the Company’s auditors: Name of Auditors License Number 1. Mr.Atipong Atipongsakul Certified Public Accountant no. 3500 2. Mr.Vichai Ruchitanont Certified Public Accountant no. 4054 3. Mr.Sathien Vonsnan Certified Public Accountant no. 3495 4. Mrs.Kultida Pasurakul Certified Public Accountant no. 5946 5. Mr.Yuttapong Chuamuanpan Certified Public Accountant no. 9445

Remark The resolution under this agenda requires majority vote of the Shareholders who attend the meeting (either attendance in person or by proxy) with voting rights.

Agenda 7 To consider and approve the reduction of Company’s registered capital to the same amount of the paid-up registered capital from 309,040,976.90 Baht to 309,040,868.00 Baht by cutting off the ordinary shares that has not been

Page 8 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

issued and to approve the amendment of Articlewww.kiattana.co.th 4 of the Company’s Memorandum of Association in order to make it consistent with the reduction of the Company’s registered capital Information for consideration In compliance with the Section 140 of the Public Company Act B.E. 2535, the General Meeting of Shareholders is required to approve the capital reduction by cutting off the registered shares that cannot be issued or have not been issued. Furthermore, And according to the Extraordinary shareholder meeting no.1/2563 held on 24 December 2020, the meeting approved the Company to pay the interim dividend in the form of stock dividend and cash only. Therefore, in order to pay such interim payment in the form of stock dividend, the Company has registered for the ordinary share increase to support such stock dividend payment. However, when the Company completed the stock dividend payment, there were the undistributed ordinary shares at the amount of 108.90 Baht The Chairman, then request the Meeting to consider decreasing the registered capital from the amount of 309,040,976.90 Baht to equal with the paid registered capital at 309,040,868.00 Baht by the way of cutting the ordinary shares that have not been distributed. With this method, the rights of shareholders will not have any effect. In order to reduce the aforementioned registered capital, Article 4 of the Company’s Memorandum of Association (registered capital) shall be amended by canceling the former sentences and applying the new sentences as per below. “Article 4 Registered capital at the amount of 309,040,868 Baht (Three Hundred and Nine Million Forty Thousand Eight Hundred and Sixty Eight Baht) Allocated to 3,090,408,680 shares (The three thousand and ninety million four hundred eighty thousand and six hundred and eighty shares) Par value per share 0.10 Baht (ten Satang) Classified as: Ordinary shares 3,090,408,680 shares (The three thousand and ninety million four hundred eighty thousand and six hundred and eighty shares) Premium shares - share ( - )”

Opinion of the Board of Directors The Board of Directors deems that it is appropriate to propose the General Meeting of Shareholders to consider approving the Company’s registered capital from 309,040,976.90 Baht to 309,040,868.00 Baht by cutting off the ordinary shares that have not been issued at the amount of 1,089 shares with the par value at 0.10 Baht

Page 9 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th per share, which shall have no effect to the Shareholders since the shareswww.kiattana.co.th have not been issued, and to approve the amendment of Article 4, the registered capital, of the Company’s Memorandum of Association in order to make it consistent with the reduction of the Company’s registered capital. Remark The resolution under this agenda requires not less than three in four votes of the Shareholders who attend the meeting (either attendance in person or by proxy) with voting rights.

Agenda 8 To transact other business (if any)

Information for consideration This agenda is set for the Shareholders to inquire and/or give any opinions to the Board of Directors (if any), and/or for the Board of Directors to respond to any inquiries from the Shareholders. There will be no transaction to be proposed for approval in this agenda. The Company fixed 9 March 2021 to be the Record Date for the Shareholders to be entitled to attend the Annual General Meeting of Shareholders for the year 2021. Please attend the meeting at the date, time and place mentioned above. The Shareholders’ registration time commences from 9.00 a.m. If you wish to appoint a person to attend the meeting on your behalf, please complete and duly execute the enclosed proxy in the Attachments 4 and 5. The completed and executed proxy must be presented for registration on the meeting date. In case that the shareholders decide to give the proxy to the Company’s Independent Directors as details appeared in the Attachment 6, please send the specified documents and evidences as details appeared in the Attachments 5 and 6 to the Company, duly addressed to the Company Secretary, within 26 March 2021. The Company recommends that you use the Proxy Form B which you are able to expressly pre-cast the votes. The Company shall convene the meeting in accordance with the Company’s Articles of Associations as details appeared in the Attachment 7 under the Public Company Limited Act B.E. 2535 including other relevant laws. Location Map of the Annual General Meeting of Shareholders appeared in the attachment 8 In addition, the Company prepared the Annual Report for the year 2020 in QR CODE format and delivered to the Shareholders as enclosed with the Attachment 2. If any Shareholder wishes to receive the said Annual Report in the hard copy format, please inform the Company in advance via email: [email protected] within 26 March 2021 and you can pick up the hard copy format at the registration desk on the meeting date. According to the guidelines of the Securities and Exchange Commission of Thailand (SEC) to resolve the difficulty in set up the General Meeting of Shareholders under the pandemic situation of Corona virus (COVID-19), the Shareholders that are not convenient to attend the meeting can give the proxy to the Company’s Independent Directors.

Page 10 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

However, on the meeting date, the Company commitwww.kiattana.co.ths to acts strictly as the guidelines of Department of Disease Control, Ministry of Public Health, on the prevention and control Corona virus (COVID-19).

Your faithfully, Kiattana Transport Public Company Limited - Signature – (Mr.Cherdkiat Monsereenusorn) Managing Director

Page 11 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด จังหวัดนนทบุรี 11120 Kiattana Transport Public Company Limited Attachment 1 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

(Translation) www.kiattana.co.th

Minutes of the Extraordinary General Meeting of Shareholders No.1/2020 of Kiattana Transport Public Company Limited

Date, Time and Place

The Meeting was held on 24 December 2020, at 10.00 a.m., at the Ballroom B, 5th floor, Best Western Plus Wanda Grand Hotel, Pak Kret district, Nonthaburi province.

Attending Directors

1. Ms.Mintra Monsereenusorn Managing Director 2. Mrs.Sujitra Monsereenusorn Director 3. Mr.Krisda Monthienvichienchai Independent Director 4. Mr.Sripop Sarasas Chairman of Audit Committee /Independent Director 5. Mrs.Ladda Chatchaluay Audit Committee /Independent Director 6. Mr.Suvait Theeravachirakul Audit Committee /Independent Director 7. Mr.Keerin Chutumstid Director

The attending directors in total of 7 persons are considered as 87.5% of all directors.

Legal Consultant/ Observer and voting procedure investigator

Mr. Itthichet Chokworasethakul Legal Consultant, GP Justice Co., Ltd.

Secretary of the Meeting

1. Ms. Nannapat Thiengtham Secretary of the Meeting 2. Ms. Yadachanok Sirisawat Secretary of the Meeting

Preliminary Proceedings

The Secretary of the Meeting informed to the Meeting that in order to reduce the touch and prevent the spread of Corona virus (COVID-19), if the Shareholders presented in the Meeting have any questions on any agendas during the Meeting, the Shareholders should, instead of using the microphone, write down the question in the form provided by the Company and submit it at the registration point or at the Meeting room in order for the Chairman or person authorized by the Chairman to clarify the question in each agenda.

Page 12 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

www.kiattana.co.th Mr. Itthichet Chokworasethakul, the legal consultant, informed the Shareholders on the voting procedure, method and details in each agenda as follows:

The votes are openly cast in each agenda; only the “not in favor” and the “abstain” votes are counted and deducted from the total number of votes in the Meeting. The Shareholders must have received Voting Card upon registration.

In casting vote in each agenda, both Shareholders and Proxies are required to cast votes in the same manner as the Shareholders who object to, “abstain”, or are “not in favor” of a particular agenda will be requested by the Chairman to raise their hands, and to hand over the completed ballot to the Company staff. Only the “not in favor” and the “abstain” votes will be counted. The remaining Shareholders/Proxies are assumed to cast vote “in favor of” the resolution.

There will be one vote per share. In counting the votes, the “not in favor” and the “abstain” votes will be deducted from the total number of votes in the Meeting. The remaining votes are assumed to be “in favor of” the resolution.

In case there are no “not in favor” or “abstaining” votes, it will be deemed that all Shareholders agree to or unanimously resolve the proposed Agenda.

For this Meeting, agendas 1 and 2 shall be approved by majority vote of the Shareholders attending or by proxy and entitled to cast the vote. In case of an equality of votes, the Chairman shall have an additional vote as a casting vote.

For this Meeting, agenda 3 and 4 shall be approved with at least three/ four of the votes of Shareholders attending or by proxy and entitled to cast the vote.

After the Meeting, the Company will re-examine correctness of all documents relating to the registration and vote casting of all Shareholders, in order to ensure the accuracy.

The Secretary of the Meeting informed to the Meeting that there were 43 Shareholders present at the Meeting both on their own and by proxy presented in the Meeting with 1,522,894,933 shares from the total issued shares of 2,809,463,427 shares representing 54.21% of the total issued shares which considered as the quorum for the Meeting in accordance with the Company’s Articles of Association.

The Secretary of the Meeting declared that there are 5 agendas scheduled for the Extraordinary General Meeting of Shareholders No.1/2020 pursuant to the details in the invitation sent to the Shareholders. It is assumed that the Shareholders were able to study the information prior to attending the Meeting.The Secretary of the Meeting invited Mr.Sripop Sarasas the Vice Chairman/ the Chairman of Audit Committee /Independent Director to be the Chairman of meeting to present the agendas to the Meeting.

Page 13 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

www.kiattana.co.th Mr.Sripop Sarasas, the Chairman then welcomed the Shareholders, started the Meeting, and chaired the Meeting per the following agenda:

Agenda 1 To consider and certify the Minutes of 2020 Annual General Meeting of Shareholders

The Chairman proposed the Meeting to consider approving the Minutes of the 2020 Annual General Meeting of Shareholders held on 30 June 2020 and the Secretary of Meeting had submitted the Minutes of Meeting to the Stock Exchange of Thailand and the Ministry of Commerce within the timeline required by law. The Minutes of Meeting was also published on the Company’s website and sent to the Shareholders together with the invitation letter for prior verification.

The Chairman asked the Meeting whether there is any inquiry relating to the consideration of this Agenda.

With no inquiries, the Chairman requested the Meeting to approve the Minutes of Meeting of the 2020 Annual General Meeting.

The Meeting then resolved through unanimous vote as follows:

Resolution: The Minutes of Meeting of 2020 Annual General Meeting of Shareholders as proposed by the Chairman was approved.

The voting result of this Agenda was as follows: Shareholders Amount (Share) Percentage (1) In favor 1,522,894,933 100 (2) Not in favor 0 0 (3) Abstain 0 0 (4) Void Ballots 0 0 Total 1,522,894,933 100 (No void ballot)

Agenda 2 To consider and approve the allocation of the Company’s reserve fund(fully allocated) and the interim dividend payments in the form of dividends and cash from net profit according to the separate financial statements for the nine-month period, ended on 30 September 2020

The Chairman declared at the Meeting that in compliance with Section 115 and 116 of the Public Limited Companies Act B.E. 2535 and Article 38 and Article 39 of the Company’s Articles of Association which required the General Meeting of Shareholders to consider the allocation of the profits and annual dividend payment and the Board of Directors may pay interim dividends to shareholders

Page 14 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th occasionally if seen fit. Correspondingly, the Company shall allocate not lesswww.kiattana.co.th than 5% of its annual net profits, deducted the accumulated loss brought forward (If any) until the total amount of the reserve fund is no less than 10% of the registered capital.

This is because the Company has allocated the reserve fund in the total amount of 38,605,000 baht which is not less than 10% of the registered capital of 280,946,342.70 baht as required by law. Therefore, the company is not required to allocate any further amounts to the reserve fund.

The company has a policy to pay dividends to shareholders at the rate of 50% of the net profit after deductions of corporate income taxes and legal reserve fund. Also, according to the company’s Articles of Association, Clause 38 in line with the Section 117 of the Public Limited Companies Act 2535, that in the event that after registering for the capital increase, the company will pay dividends in a whole or in part by issuing new ordinary shares to shareholders with an approval from the shareholders’ meeting.

Therefore, the Board of Directors considered that the Company had a net profit from the operating results during the last 9 months, ended on September 30, 2020 which is 115,501,862.66 baht (One Hundred and Fifteen Million Five Hundred and One Thousand Eight Hundred Sixty Two baht and Sixty Six satang). The Chairman then proposed to the Extraordinary General Meeting of Shareholders for consideration to approve the payment of interim dividends in the form of stock dividends and dividends with details as follows; (1) Pay dividends in form of the Company’s ordinary shares at the rate of 10 existing ordinary shares per 1 dividend stock or in the amount of no more than 280,946,342 shares (Calculated based on the number of voting and paid shares as of 30 September 2020 which have 2,809,463,427 shares) with a par value of 0.10 baht per share or not more than 28,094,634.27 baht (Calculated as the received share value at 0.01 baht per share)

In the event that any shareholder has a fraction of their share from the calculation which is based on the share dividend allotment ratio, the Company will cut off the fraction of the said shares and pay dividends in form of cash instead at the rate of 0.01 baht per share. (2) Pay cash to cover the payment of withholding taxes at the rate of 0.01 baht per share in the amount of 2,809,463,427 shares or not more than 28,094,634.27 baht. The Company defines the list of shareholders who are entitled to receive dividends (Record Date) on 27 November 2020. The dividend will be paid to shareholders on 22 January 2021. However, the aforementioned right to receive dividends is still uncertain until it is approved by the meeting of Extraordinary General Shareholders No. 1/2020

The Chairman asked the Meeting whether there is any inquiry relating to the consideration of this agenda.

Page 15 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

Mr. Hangchai Akkhawatsakul, a proxy of Mr. Suphot Euachailertkul,www.kiattana.co.th a shareholder, had asked the inquiry via the inquiry form that why did not wait the post of XD sign (no right to receive dividends) that will be shown after the resolution approved from the meeting of shareholders first to assure shareholders that they will certainly receive dividends. This is because if the meeting does not approve, the shareholders may get some loss due to a decrease in share price.

The Chairman assigned Mr. Suvait Theeravachirakul, Audit Committee and Independent Director, to answer this inquiry.

Mr. Suvait Theeravachirakul, Audit Committee and Independent Director, answered the inquiry that there are 2 main types of XD sign: 1. XD sign that was posted after the resolution approved from the meeting of shareholders in accordance with the way shareholders asked. 2. XD sign that was posted before the approval from the meeting of shareholders. The Company had already notified the resolutions of the Board of Directors’ meeting and reported it to the Stock Exchange of Thailand (SET) in which shareholders can get information since that date. Also, it is regarded as a common practice for most companies in the stock market, making shareholders to receive dividends faster and have confidence on receiving resolutions from the shareholders’ meeting. The committee, therefore, considered that posting the XD sign before the shareholders’ meeting was the appropriate method.

Since there was no further inquiry, the Chairman requested the Meeting to approve the allocation of the Company’s reserve fund (fully allocated) and the interim dividend payments in the form of dividends and cash from net profit according to the separate financial statements for the nine-month period, ended on 30 September 2020

The Meeting then resolved through unanimous vote as follows:

Resolution: Approved the allocation of the Company’s reserve fund (fully allocated) and the interim dividend payments in the form of dividends and cash from net profit according to the separate financial statements for the nine-month period, ended on 30 September 2020 as proposed by Chairman

Page 16 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

Agenda 3 To consider and approve the increase of the Company’s registeredwww.kiattana.co.th capital in the amount of 28,094,634.20 baht or from the original amount of 280,946,342.70 baht to 309,040,976.90 baht by issuing ordinary shares to increase capital of 280,946,342 shares, at a par value of 0.10 baht per share to support dividend payment.

The Chairman declared at the Meeting that to support the dividend payment in form of shares as specified in Agenda 2 in the amount of no more than 280,946,342 shares, the Chairman proposed to the Extraordinary General Meeting (EGM) of Shareholders to approve the capital increase of the Company in the amount of 28,094,634.20 baht, or from the original amount of the registered capital of 280,946,342.70 baht to 309,040,976.90 baht by issuing the new ordinary shares of 280,946,342 shares with a par value of 0.10 baht per share. Details of the issuance of newly issued ordinary shares appears in the capital increase report form (F53-4) as sent to the Shareholders together with the invitation letter for prior verification.

The Chairman asked the Meeting whether there is any inquiry relating to the consideration of this agenda. With no inquiries, the Chairman requested the Meeting to approve the increase of the Company’s registered capital in the amount of 28,094,634.20 baht or from the original amount of 280,946,342.70 baht to 309,040,976.90 baht by issuing ordinary shares to increase capital of 280,946,342 shares, at a par value of 0.10 baht per share to support dividend payment.

The Meeting then resolved through unanimous vote as follows:

Resolution: Approved the increase of the Company’s registered capital in the amount of 28,094,634.20 baht or from the original amount of 280,946,342.70 baht to 309,040,976.90 baht by issuing ordinary shares to increase capital of 280,946,342 shares, at a par value of 0.10 baht per share to support dividend payment.as proposed by Chairman

Page 17 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

Agenda 4 To Consider and approve the amendment of the Company’swww.kiattana.co.th Memorandum of Association (Article 4) to be in line with the increasing of the Company’s registered capital

The Chairman declared at the Meeting that as a result of the capital increase in Agenda 3, the Company must further amend Article 4 (Registered capital) in the Memorandum of Association of the Company by canceling the original message and use the new message as follows:

“Article 4

Registered capital 309,040,976.90 baht (Three Hundred and Nine Million Forty Thousand and Nine Hundred Seventy Six baht Ninety satang)

Divided into 3,090,409,769 shares (Three Thousand and Ninety Million Forty Hundred and Nine Thousand Seven Hundred and Sixty Nine shares)

Par value 0.10 baht (Ten satang)

Separated into:

Ordinary shares 3,090,409,769 shares (Three Thousand and Ninety Million Four Hundred and Nine Thousand Seven Hundred and Sixty Nine shares)

Preferred shares - shares ( - )”

The Chairman asked the Meeting whether there is any inquiry relating to the consideration of this agenda.

With no inquiries, the Chairman requested the Meeting to approve the amendment of the Company’s Memorandum of Association (Article 4) to be in line with the increasing of the Company’s registered capital

The Meeting then resolved through unanimous vote as follows:

Resolution: Approved the amendment of the Company’s Memorandum of Association (Article 4) to be in line with the increasing of the Company’s registered capital as proposed by Chairman

Page 18 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

Agenda 5 To transact other business (if any) www.kiattana.co.th

- None -

The Chairman asked the Meeting whether there is any additional inquiry to ask the Board of Directors before closing the Meeting..

Ms. Supattra Sitthichai, a shareholder, had asked the inquiry via the inquiry form that as the COVID-19 returns, what are the measures or plans the company put in place to handle with this outbreak?

Ms. Mintra Monsereenusorn, Managing Director, responded to the inquiry that the Company had taken measures to prevent the COVID-19 situation since the first outbreak earlier this year and we could handle with it well. Therefore, at present, the Company has again strictly implemented such measures for employees, business partners, customers and third parties who come to contact the Company which is in line with the current government measures.

Ms. Supattra Sitthichai, a shareholder, had asked the inquiry via the inquiry form that as for the capital increase this time in which the Company earns approximately 28 million baht, what are the plans to invest in additional businesses?.

Ms. Mintra Monsereenusorn, Managing Director, answered the inquiry that as the current situation of the COVID-19 creates uncertainty into the economic sector, the Company wants to keep cash as much as possible. But in order to help shareholders not to lose the opportunity to receive dividends, the Company, therefore, paid some part of stock dividends by increasing the capital in which shareholders can use as an option to sell their shares as well. As for the cash that is kept, the Company has many investment plans in the next year and the Company is currently studying for additional information. However, the Company always recognize on doing something that will not cost too much on debt-to-equity ratio.

Ms. Supattra Sitthichai, a shareholder, had asked the inquiry via the inquiry form that what is the outlook for the Company’s transportation business? Do you have any potential to increase a number of customers? As for the company’s capital increasing this time, what percentage of the company’s revenue will be increased?

Ms. Mintra Monsereenusorn, Managing Director, answered the inquiry that major customers who use the Company’s transportation service and have long-term contracts still continue to use the services. Moreover, such customers were large companies which are hardly affected by the COVID-19 situation. Therefore, this was a good thing for the Company. In terms of increasing incoming, the picture for the next year may not be very clear. If any additional information is obtained, shareholders will be informed in the next shareholders’ meeting.

Mr. Suwan Decharin, a shareholder, had asked the inquiry via the inquiry form that is there any opportunity for shareholders to tour a house of the Chairman of the Company which is very beautiful in form of “Open House” session or not?

Ms. Mintra Monsereenusorn, Managing Director, answered the inquiry that if the COVID-19 situation gets better, the Company will take the matter into consideration.

No Shareholder has any further inquiry.

Page 19 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

www.kiattana.co.th The Meeting was adjourned at 11.30 a.m.

______Mr. Mr.Sripop Sarasas The Chairman

______Ms. Nannapat Thiengtham Secretary of the Company

______Ms. Yadachanok Sirisawat Secretary of the Company

Page 20 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

www.kiattana.co.th Attachment 2 Annual Report for the year 2020 together with the Statement of Financial Position and the Profits and Loss Statement for the period ending 31 December 2020 (QR CODE)

Page 21 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

www.kiattana.co.th Attachment 3 Profile of the Nominees for Directorship

1. Miss Mintra Monsereenusorn Propose for Managing Director

Age 32 years

Education • Master of Science in Finance and Financial Law (SOAS) University of London, United Kingdom

• Bachelor Degree of Economics, Chulalongkorn

University

Director Seminars Attended DIRECTOR ACCREDITATION PROGRAM (DAP) from Thai Institute of Directors

Shareholdings in the Company Self-Holding 386,389,700 shares 13.75 %

Duration of Directorship in the Company 1 year 4 months (Counting up to 1 April 2021) (appointed on 1 January 2020) Other positions in the Company /other business None creating conflict of interest Professional Experience Time Period Position

(within the past 5 years) • 2018 – 2019 Asst. Managing Director of Kiattana Transport Plc. • 2016 – 2017 Senior Associate of Bank of Ayudhya Plc. • 2015 – 2016 Associate of Siam Commercial Bank Plc. • 2015 - 2016 Financial Consultant of Kiatnakin Phatra Bank Attendance at meetings in 2020 Attended 6 out of 6 meetings of the Board of Directors Attended 2 out of 2 meetings of the Shareholders Position in other listed Companies None

Position in non-listed Companies Director of KGP Co.,Ltd. (Company’s subsidiaries)

Page 22 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

2. Mrs. Sujitra Monsereenusorn Propose for Director www.kiattana.co.th

Age 58 years

Education • Bachelor of Business Administration (Marketing), Assumption University

Director Seminars Attended DIRECTOR ACCREDITATION PROGRAM (DAP) from Thai Institute of Directors

Shareholdings in the Company Self-Holding 502,208,200 shares 17.88 %

Duration of Directorship in the Company 17 years 2 months (Counting up to 1 April 2021) (appointed on 17 February 2004)

Other positions in the Company /other business None creating conflict of interest Professional Experience Time Period Position (within the past 5 years) 2008 – 2015 • Managing Partner of Sis Trio Co., Ltd. 2003 - 2007 • Director of Chemtrans Co.,Ltd.

Attendance at meetings in 2020 Attended 6 out of 6 meetings of the Board of Directors Attended 2 out of 2 meetings of the Shareholders

Position in other listed Companies None

Position in non-listed Companies • Director of Maturong Co., Ltd. • Director of Siam Phosphate Industry Co., Ltd.

Page 23 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

3. Mr. Keerin Chutumstid Propose for Director www.kiattana.co.th

Age 57 years

Education • Master of business Administration Program • Bachelor Degree of Engineering Program in Industrial Engineering, Chulalongkorn University

Director Seminars Attended DIRECTOR ACCREDITATION PROGRAM (DAP) from Thai Institute of Directors

Shareholdings in the Company Holding by Khun Atchara Chutumstid (Spouse) 1,500,000 Shares 0.053 % Duration of Directorship in the Company 5 years 6 month●s (Counting up to 1 April 2021) (appointed on 14 September 2015)

Other positions in the Company /other None business creating conflict of interest Professional Experience Time Period Position (within the past 5 years) 2017 – 2019 • Managing Director of Kiattana Transport Plc. 2015 – 2017 • Managing Director of Linde Thailand Co.Ltd.

Attendance at meetings in 2020 Attended 3 out of 6 meetings of the Board of Directors Attended 2 out of 2 meetings of the Shareholders

Position in other listed Companies 1 Companies: • Director of Unimit Engineering Plc.

Position in non-listed Companies ● President of Real Estate and Service Group of Magnolia Quality Development Corporation Co.,Ltd. ● Director of KGP Co.,Ltd. (Company’s subsidiaries)

Page 24 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

www.kiattana.co.th Attachment 4

Explanations on the registration, the method of granting proxy and the production of documents for one’s presence at the Meeting of Shareholders

1. Registration

Shareholders or proxy holders can register and submit the documents for examination before the meeting starting from 9.00 a.m. on Thursday 1st of April 2021, at 10.00 a.m., at the Ballroom B, 5th floor, Best Western Plus Wanda Grand Hotel, Pak Kret district, Nonthaburi province according to the map of the meeting venue enclosed as Attachment 8.

2. Documents required for attendance

1) In case of natural person 1.1 Attendance in person; - A valid official personal ID card, government ID card, driving license or passport (for foreigner). 1.2 Attendance by proxy; - A Proxy Form A or B (select one) as provided with this Invitation Letter which is completely filled and signed by the proxy grantor (the shareholder) and the proxy holder affixed with duty stamp (20 Baht); and - A copy of the proxy grantor’s and proxy holder’s official ID cards with the certified true copy by the owner. 2) In case of corporate person - A Proxy Form A or B (select one) as provided with this Invitation Letter which is completely filled and signed by the proxy grantor (the shareholder) and the proxy affixed with duty stamp (20 Baht); and - A copy of the Company Affidavit certified true copy by authorized director(s) together with the Company stamp (if any), together with certified true copy of valid ID card or government servant card (copy of passport in case of signatory is the foreigner) of authorized person; and - A certified true copy of the proxy holder’s ID card or passport (in case of foreigner) of the proxy holder.

3. Method of granting proxy

The Company has prepared 2 types of Proxy Forms as follows: Form A General Form which is simple and uncomplicated Form B Proxy Form providing the fixed particulars of proxy granting

Page 25 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

www.kiattana.co.th

The shareholders who are not able to attend the Meeting of the Shareholders can grant proxy according to the following method: 1. Use one of the abovementioned Proxy Forms with duty stamp (20 Baht) appended on it. 2. Grant proxy to only one proxy holder or grant proxy to one of nominated Independent Directors (details of the nominated Independent Directors as per Attachment 6) by indicating the name of the person to which the shareholder wish to grant proxy.

Remark:

(1) copy of any original documents must be certified true copy with appropriate seal affixed (if any); and (2) if the original documents are in the languages other than English language, submission of such document must be accompanied by an English translation with certified true translation by the Shareholder or authorized representative of such juristic person.

Page 26 of 36 PROXY Form A. (General Form which is simple and uncomplicated)

Shareholders’ Registration No. Written at Date Month Year (1) I/We Nationality Address Road Sub-district District Province Zip Code (2) Being a shareholder of Kiattana Transport Public Company Limited Holding the total amount of shares and equivalent to voting rights as follows; Ordinary share shares equivalent to voting rights Preference share shares equivalent to voting rights (3) Hereby appoint (1) Age Years Address Road Sub-district District Province Zip code or (2) Age Years Address Road Sub-district District Province Zip code or (3) Age Years Address Road Sub-district District Province Zip code or anyone of the above as my/our proxy holder to attend and vote at the Share Reserve Persons’/ Annual / Extraordinary General Shareholders’ Meeting No. of the year 2021 to be held on 1 April 2021 at 10.00 a.m. at The Ballroom B, 5th floor, Best Western Plus Wanda Grand Hotel, Pak Kret district, Nonthaburi province or on the date and at the place as may be postponed or changed. Any acts the proxy holder has done during the mentioned meeting shall be considered as my action in all means.

Signature Proxy Grantor ( ) Signature Proxy Holder ( ) Signature Proxy Holder ( ) Signature Proxy Holder ( ) Remarks: A shareholder shall appoint only one proxy holder to attend and vote at the meeting. A shareholder may not split shares and appoint more than one proxy holder in order to split votes.

Page 27 of 36

PROXY Form B. (Providing the fixed particulars of granting proxy)

Shareholders’ Registration No. Written at Date Month Year (1) I/We Nationality Address Road Sub-district District Province Zip Code

(2) Being a shareholder of Kiattana Transport Public Company Limited Holding the total amount of shares and equivalent to voting rights as follows; Ordinary share shares equivalent to voting rights Preference share shares equivalent to voting rights

(3) Hereby appoint (1) Age Years Address Road Sub-district District Province Zip code or (2) Age Years Address Road Sub-district District Province Zip code or (3) Age Years Address Road Sub-district District Province Zip code or anyone of the above as my/our proxy holder to attend and vote at the Share Reserve Persons’/ Annual / Extraordinary General Shareholders’ Meeting No. of the year 2021 to be held on 1 April 2021 at 10.00 a.m. at The Ballroom B, 5th floor, Best Western Plus Wanda Grand Hotel, Pak Kret district, Nonthaburi province or on the date and at the place as may be postponed or changed. (4) I/We therefore would like to vote for each agenda item as follows:

 Agenda 1 To consider and certify the Extraordinary General Meeting of Shareholders No.1/2020  (A) The proxy holder shall vote independently as to his/her consideration.  (B) The proxy holder shall vote according to the shareholders’ requirement as follows.  For  Against  Abstain

 Agenda 2 To consider and approve the Statement of Financial Position and the Profits and Loss Statements for the period ending 31 December 2020  (A) The proxy holder shall vote independently as to his/her consideration.  (B) The proxy holder shall vote according to the shareholders’ requirement as follows.  For  Against  Abstain Page 1 of 5

Page 28 of 36 -2-

 Agenda 3 To consider and approve the allocation of the Company’s reserve fund (fully allocated) and the interim dividend payments from the 2020 Company’s performance  (A) The proxy holder shall vote independently as to his/her consideration.  (B) The proxy holder shall vote according to the shareholders’ requirement as follows.  For  Against  Abstain  Agenda 4 To consider and appoint Directors to replace the Directors who are to resign by rotation in the year 2021  (A) The proxy holder shall vote independently as to his/her consideration.  (B) The proxy holder shall vote according to the shareholders’ requirement as follows.  Appoint the director individually Candidate Name Ms.Mintra Monsereenusorn  For  Against  Abstain Candidate Name Mrs.Sujitra Monsereenusorn  For  Against  Abstain Candidate Name Mr.Keerin Chutumstid  For  Against  Abstain  Agenda 5 To consider and approve the director’s remuneration for the year 2021 and directors’ bonus  (A) The proxy holder shall vote independently as to his/her consideration.  (B) The proxy holder shall vote according to the shareholders’ requirement as follows.  For  Against  Abstain  Agenda 6 To consider and approve the appointment of the auditor for the year 2021 and to fix the auditor’s remuneration  (A) The proxy holder shall vote independently as to his/her consideration.  (B) The proxy holder shall vote according to the shareholders’ requirement as follows.  For  Against  Abstain  Agenda 7 To consider and approve the reduction of Company’s registered capital to the same amount of the paid-up registered capital from 309,040,976.90 Baht to 309,040,868.00 Baht by cutting off the ordinary shares that has not been issued and to approve the amendment of Article 4 of the Company’s Memorandum of Association in order to make it consistent with the reduction of the Company’s registered capital  (A) The proxy holder shall vote independently as to his/her consideration.  (B) The proxy holder shall vote according to the shareholders’ requirement as follows.  For  Against  Abstain

 Agenda 8 To transact other business (if any)  (A) The proxy holder shall vote independently as to his/her consideration.  (B) The proxy holder shall vote according to the shareholders’ requirement as follows.  For  Against  Abstain

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(5) Voting of proxy holder in any agenda which is not in accordance with this proxy shall be considered as invalid and not deemed as my vote as a shareholder. (6) In case I have not declared a voting intention in any agenda or my determination is not clear or in case the meeting considers or passes resolutions in any matters apart from those agendas specified above, including in case that there is any amendment or addition of any fact, the proxy holder shall have the right to consider and vote as to his/her consideration. I/We shall be fully liable for any taken by the proxy holder at the meeting except for vote of the proxy holder which is not in accordance with this Proxy Form.

Signature Proxy Grantor ( ) Signature Proxy Holder ( ) Signature Proxy Holder ( ) Signature Proxy Holder ( )

Remarks: 1. A shareholder shall appoint only one proxy holder to attend and vote at the meeting. A shareholder may not split shares and appoint more than one proxy holder in order to split votes. 2. In agenda regarding the appointment of new directors, the ballot can be either for all nominated candidates as a whole or for an individual candidate. 3. In case there is any further agenda apart from specified above brought into consideration in the Meeting, the proxy holder may use the Attachment to Proxy Form B.

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Page 30 of 36 -4- Attachment to Proxy Form B.

The Proxy of the shareholder of Kiattana Transport Public Company Limited

In the Meeting of the Share Reserve Person/ Annual General Shareholders/ Extraordinary Shareholders of the year 2021 to be held on 1 April 2021 at 10.00 a.m. at The Ballroom B, 5th floor, Best Western Plus Wanda Grand Hotel, Pak Kret district, Nonthaburi province or on the date and at the place as may be postponed or changed.

 Agenda Item: Subject:  (A) The proxy holder shall vote independently as to his/her consideration.  (B) The proxy holder shall vote according to the shareholder’s requirement as follows.  For  Against  Abstain

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 Agenda Item: To approve the appointment of new directors (continued)

Candidate Name  For  Against  Abstain

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Page 32 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

www.kiattana.co.thAttachment 6

Profile of the Nominated Independent Directors Selected by the Company to be the Shareholder’s Proxy

Mrs. Ladda Chatchaluay Audit Committee /Independent Director

Age 62 years

Education • Master Degree in Accounting Program, Thammasat University

• Bachelor Degree in Accounting Program,

Chulalongkorn University

Director/ Management Seminars • Director Certification Program (THAI IOD) Attended • Certified Public Accountant • Accountant (Independent Auditor) • Project Management, Project Sponsor Training, USA • Continuous Improvement Training, Singapore • Deployment Leader Training, Singapore Shareholdings in the Company None Duration of Directorship in the Company 1 year 4 months (Counting up to 1 April 2021) (appointed on 5 April 2019) Conflict of Interests in relation to None this Agenda Other positions in the Company /other None business creating conflict of interest Professional Experience Time Period Position (within the past 5 years) • 2016 – current • Audit Partner of Vachirachat Co., Ltd. • 1991 - 2015 • ECOLAB LIMITED - Director / VP Enterprise Excellence-Asia Pacific / VP & Integration Manager-Southeast Asia / General Manager Thailand & Indochina Attendance at meetings in 2020 Attended 6 out of 6 meetings of the Board of Directors Attended 4 out of 4 meeting of Audit Committee Position in other listed Companies Independent Director, Audit Committee, Nomination and Remuneration Committee of Golden Lime Public Company Limited Position in non-listed Companies Director of Vachirachat Co., Ltd.

Page 33 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

www.kiattana.co.th

Attachment 7

Relevant Provisions under Articles of Association of the Company regarding the General Meeting of Shareholders

ARTICLE 26 The Board of Directors must hold an annual ordinary meeting of shareholders within 4 months from the ending date of the fiscal year of the Company. All other meetings of shareholders than that aforesaid shall be called extraordinary meetings. The Board of Directors may summon an extraordinary meeting of shareholders at any time it sees fit, or shareholders representing not less than one-fifth in aggregate of the outstanding shares or not less than 25 shareholders representing not less than one-tenth in aggregate of the outstanding shares may at any time request in writing that the Board of Directors summons the extraordinary meeting of shareholders; provided, however, that the reason for requisitioning the summoning of the meeting is also clearly specified in the writing. In this case, the Board of Directors shall hold the meeting of shareholders within 1 month from the date of receipt of the shareholders’ notice.

ARTICLE 27 To summon a meeting of shareholders, the Board of Directors shall prepare a written notice for the meeting, specifying the place, the day, the hour, the agenda, and the matters to be proposed to the meeting, together with such details as are reasonable, and indicating whether the matters are proposed for information, for approval or for consideration, including the Board of Directors’ opinions about them, and the notice shall be sent to the shareholders and the Registrar for acknowledgement not less than 7 days before the date of the meeting and published in a newspaper for 3 consecutive days and not less than 3 days before the date of the meeting. The meeting of shareholders can be held in the locality where the principal office of the Company is situated or in any other province throughout the Kingdom.

ARTICLE 28 A shareholder may grant proxy to another person to be present at a meeting of shareholders and vote on his/her behalf. The proxy shall be dated and signed by the grantor and shall be in accordance with the form determined by the Registrar. The proxy shall be deposited with the Chairman of the Board of Directors or a person designated by the Chairman at the place of meeting before the proxy holder attends the meeting.

ARTICLE 29 Not less than 25 shareholders and proxies (if any) or not less than one-half of the shareholders representing not less than one-third in aggregate of the outstanding shares shall be present at a meeting of shareholders in order to constitute a quorum. In the event it appears that, within 1 hour from the time appointed for any meeting of shareholders, the quorum is not present as prescribed, the meeting, if summoned upon the requisition of shareholders, shall be dissolved. However, if such meeting had not been summoned upon the requisition of shareholders, another meeting shall be summoned and a notice for the meeting shall be sent to the shareholders not less than 7 days before the date of the meeting. At such meeting, no quorum shall be necessary

Page 34 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

www.kiattana.co.th The Chairman of the Board of Directors shall preside at a meeting of shareholders. In the event there is no such Chairman or the Chairman is not present at the meeting, the Vice-Chairman, if any, shall preside at the meeting. If there is no such Vice-Chairman or there is one but he/she is not able to perform his/her duty, the meeting shall elect one of the shareholders present to be chairman.

ARTICLE 30 One share shall be for one vote, and a resolution of a meeting of shareholders shall consist of the following votes: (1) In an ordinary event, the majority votes of the shareholders present and entitled to vote shall be adhered to. In the case of an equality of votes, the chairman of the meeting shall have a second or casting vote; (2) In the following events, not less than three-fourths of the votes of the shareholders present and entitled to vote shall be required: (a) A sale or transfer of all or a material part of the Company’s business to other person; (b) Acquisition or acceptance of the business of another company or a private company to be transferred to the Company; (c) Execution, amendment or termination of an agreement concerning the letting of all or a material part of the Company’s business; assignment of the management of the Company’s business to other persons; or amalgamation with other parties for the purpose of sharing profits and losses; (d) Amendment of the Memorandum or Articles of Association; (e) Increase or reduction of the Company’s capital or issuance of debentures; (f) Merger or dissolution of the Company; (g) Issuance of shares for debt repayment under the debt capitalization program as prescribed in the Public Limited Companies Act (No. 2) B.E. 2544.

ARTICLE 32 In the event the Company or a subsidiary enters into a connected transaction or a transaction relating to the acquisition or disposal of assets of the Company or its subsidiary pursuant to the meaning and criteria prescribed in the notification of the Stock Exchange of Thailand applying to the execution of a connected transaction of a listed company or to the acquisition or disposal of assets of a listed company, as the case may be, the Company shall also comply with such criteria and procedures as prescribed by the said notification regarding the relevant matter.

Page 35 of 36 บริษัทเกียรติธนาขนส่ง จ ากัด (มหาชน) 100 หมู่ 3 ตำบลบำงตะไนย์ อำเภอปำกเกร็ด Kiattana Transport Public Company Limited จังหวัดนนทบุรี 11120 100 Moo 3, Bangtanai, Pakkret, Nonthaburi, 11120 Tel: +662 501 7330 www.kiattana.co.th

www.kiattana.co.th

Attachment 8

Location Map of the Meeting Venue The Ballroom B, 5th floor, Best Western Plus Wanda Grand Hotel, Pak Kret district, Nonthaburi province

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