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.