SCOPE OF DUTIES AND RESPONSIBILITIES OF THE CORPORATE GOVERNANCE AND SOCIAL RESPONSIBILITY COMMITTEE

Duties and Responsibilities with regards to the Corporate Governance (CG)

1. Determine business strategy and the operation of the company, and consider and comment on anti-corruption policy to ensure that it is proper with this business, company's surroundings, organizational culture, then report to the board of the committee for the approval
2. Examine and give advices about the principles of corporate governance to the board of the committee in order to follow the principles of the Stock Exchange of Thailand and be accepted by the global standard
3. Consider, review, and revise business ethics, code of conduct, and anti-corruption policy of the company to correspond with the appropriateness and modernity, as well as determine the business operation to conform the good governance for the approval from the board of committee
4. Promote the Company's policies and the Company's good practices to support the corporate governance of the Company
5. Handle with the whistleblower's information when ones are violate the law, ethics, or any regulations of the company, together with examine the evidence, and present the matters to the board of the director to investigate the accusation and punishment
6. Report the Company's social responsibility performance to the Company's Board of Directors periodically
7. Appoint working groups to support the operation as deemed appropriate

Duties and Responsibilities with regards to the Social Responsibility (SR)

1. Consider and comment on the strategies and policies of social and environmental responsibility.
2. Consider social and environmental responsibility's activities to propose the Company's Board of Directors for further approval.
3. Consider work plan and annual budget for social responsibility to propose the Company's Board of Directors for further approval.
4. Consider and track the progress of social responsibility activities including evaluation of the achievement and quality of activities.
5. Promote the Company's policies and the Company's good practices to boost the social responsibility of the Company.
6. Report the Company's social responsibility performance to the Company's Board of Directors periodically.
7. Appoint working groups to support the operation as deemed appropriate

COMPONENTS AND THE RECRUITMENT OF CORPORATE GOVERNANCE AND SOCIAL RESPONSIBILITY COMMITTEE

The Corporate Governance and Social Responsibility Committee is appointed by Board of Directors, comprised of nine members. At least one member must be independent Directors and another one member must be Board of Directors. The Corporate Governance and Social Responsibility Committee's term is 3 years and may be re-appointed.

CORPORATE GOVERNANCE AND SOCIAL RESPONSIBILITY COMMITTEE REPORT

To Shareholder(s)

The Governance and Sustainability Committee has carried out its duties in accordance with its charter, within the scope of responsibilities assigned by the Board of Directors.

In 2024, the Committee convened a total of four meetings, during which various key matters were reviewed. The key discussions and resolutions can be summarized as follows:

Corporate Governance

1. Approval and Review of Policies the Committee has approved, reviewed, and updated various policies to ensure effective corporate governance in alignment with applicable laws, regulations, and guidelines. These policies, which were submitted to the Board of Directors for approval, include: Corporate Governance Policy, Anti-Corruption Policy, Whistleblowing Policy, Conflict of Interest Prevention Policy, Code of Business Conduct.
2. Monitoring Corporate Governance Compliance, The Committee has overseen compliance with the Corporate Governance Policy and Code of Business Conduct, ensuring that the Company consistently communicates these policies to employees to enhance awareness and strict adherence. In 2024, the Company participated in the Corporate Governance Report (CGR) Assessment for Thai Listed Companies, organized under the supervision of the Thai Institute of Directors (IOD). The Company received an "Excellent" (5-star) rating, reflecting its strong commitment to corporate governance.
3. Review of the Anti-Corruption Policy and Charter the Committee reviewed and confirmed that the existing Anti-Corruption Policy and Charter remain relevant and aligned with current business conditions. It also ensured that anti-corruption measures were strictly enforced, with employees consistently reminded of their obligations under the policy.
4. Review of Whistleblowing and Complaint Handling Procedures the Committee reviewed the Whistleblowing and complaint resolution process, emphasizing the importance of respecting human rights and ensuring fair treatment for all employees and stakeholders. The Company has established clear channels for reporting complaints related to unfair treatment, misconduct, or illegal activities, in accordance with its Whistleblower Policy, which guarantees confidentiality and protection for whistleblowers. Reports can be submitted via the official whistleblowing email (whistleblow@pps.co.th). Notably, throughout 2024, no complaints were filed under the Whistleblower System.

Sustainability Development

1. Support for Sustainable Development Activities the Committee has established guidelines to support and monitor the progress of the Company's sustainability activities in the economic, social, and environmental dimensions. Additionally, the Company participated in the SET ESG Rating assessment for 2024 with the Stock Exchange of Thailand, achieving a AA rating, which reflects the Company's excellence in sustainability practices.
2. Development of New Sustainability Roadmap the Committee has reviewed and developed a new framework for sustainability operations, replacing the previous version. The new framework covers the period from 2023 to 2027 (SD Roadmap 2023-2027). A strategy development team has been assigned to implement and monitor the strategy, ensuring communication across the Company for adherence to the sustainable development goals.
3. Risk Analysis Related to Sustainability the Committee has collaborated in analyzing various sustainability-related risks, including Strategic Risks Operational Risks (including human resource development and quality control), Financial Risks, Compliance Risks, Safety and Environmental Risks, Corruption Risks, Emerging Risks, Human Rights Risks This analysis helps in defining measures to mitigate these risks and ensures proper monitoring. The Committee has communicated these risks and actions to the management and employees, ensuring the proper implementation of the outlined plans.
4. PPS Carbon Neutral 2030 Plan the Committee reviewed the progress of the PPS Carbon Neutral 2030 plan to offset and reduce greenhouse gas emissions, working towards carbon neutrality and net-zero carbon goals. The Committee compared progress against the annual targets, offering guidance to construction units and stakeholders about the importance of reducing emissions and understanding the organization's carbon footprint processes. These processes are certified according to the Greenhouse Gas Management Organization standards and ISO 14064. The Committee has closely monitored the reduction in carbon footprints and the carbon offsetting plan.
5. Science-Based Target Initiatives (SBTi) Monitoring the Committee reviewed and improved the monitoring process using Science-Based Target Initiatives (SBTi) to align sustainability targets with business goals. This includes integrating business financial metrics with carbon ECO sustainability indicators to ensure true progress in both business and environmental performance.

Through these actions, the Governance and Sustainability Committee aims to help the Company develop a clearer and more relevant business approach aligned with current circumstances. This will enable the Company to operate with greater caution and responsibility, ensuring sustainable growth alongside the community, society, and the environment in the future.

(Mr. Pisit Saeng-Xuto)
Chairman of the Corporate Governance and
Sustainability Committee