SCOPE OF DUTIES AND RESPONSIBILITIES OF THE NOMINATION AND REMUNERATION COMMITTEE DUTIES AND RESPONSIBILITIES WITH REGARDS TO THE NOMINATION PROCESS

Duties and Responsibilities with regards to the Nomination Process

1. The committee is in charge of policy, criteria and method of recruitment attribution, selection and nomination of the Company's Board of Directors and the Nomination Committee as assigned by the Company's Board of Directors and submit the nominations to the Company's Board of Directors for approval to replace the positions of the Company's Board of Directors/ Nomination Committee that are vacant regardless of the reason for vacancy.
2. Carefully verify the nominated person for qualifications according to the legislation and regulations of related organizations.
3. Contact persons who have qualifications corresponding to the determined criteria in order to ensure that such persons are prepared to become members of the Company's Board of Directors should they be appointed from shareholders.
4. The nomination committee may be assigned to nominate high-level executives especially the managing director or the chairman of the executive personnel.

Duties and Responsibilities with regards to the Remuneration

1. The committee is to consider the forms and criteria of appropriate remuneration in terms of pays for the Company's Board of Directors and Managing Director to ensure the appropriate forms and criteria of remuneration.
2. Consider the criteria of performance assessment of the Managing Director and present them to the Company's Board of Directors for approval.
3. Consider and determine annual pays for the Company's Board of Directors and the Managing Director. The pays for the Company's Board of Directors are to be entered as an agenda for the approval from the AGM of shareholders.
4. Consider conditions and details of the sales of new securities or share warrants for members of the Board of Directors and employees (if any).
5. Work for any other duties assigned by the Company's Board of Directors.

In order to facilitate the efficient work of the Remuneration Committee, the Remuneration
Committee is to act in the following ways;

1. In following the scope of duties and authority, the Remuneration Committee is to invite the managing department or the supervisors to attend meetings to explain or to submit relevant documents.
2. The Nomination and Remuneration Committee may ask for professional opinions from external experts or advisors from the Company's expenses.

COMPONENTS OF THE NOMINATION AND REMUNERATION COMMITTEE

1. The Nomination and Remuneration Committee is appointed by the Company's Board of Directors. It comprises mostly independent members.
2. There must be at least 3 members in the Committee. The Committee's term is 3 years and may be re-appointed.
3. The chairman of the Nomination and Remuneration Committee is an independent member.
4. Members of the Nomination and Remuneration Committee apart from those characterized in 1.1 should not participate in the remuneration of the managing director.
5. The Company's Board of Directors appoints the secretary of the Nomination and Remuneration Committee.

NOMINATION AND REMUNERATION COMMITTEE REPORT

To Shareholder(s)

The Nomination and Remuneration Committee performs its duty as assigned by the Board of Directors to review rules and approaches to nomination and appointment of qualified candidates for the directorship of the Company, including proposing the remuneration policy and fringe benefits for the Board of Directors and committees which are proposed to the Board of Directors or the shareholders’ meetings. The Nomination and Remuneration Committee also nominates and considers the remuneration and performance of Chief Executive Officer, Managing Director and carries out assigned duties carefully, prudently, transparently, equitably, and straightforwardly, according to the Good Corporate Governance principles for the maximum benefit of shareholders, investors and stakeholders.

The Nomination and Remuneration Committee comprising of three members; two members from independent directors and one executive director in 2024. The Nomination and Remuneration Committee There were 2 meetings in total, in which all directors attended every meeting as follows;

1. Review and nominate individuals who meet the legal qualifications and relevant regulations for holding a position as a company director. This includes identifying, selecting, and nominating candidates who fully meet the requirements set by the Audit Committee of the Stock Exchange of Thailand and the Securities and Exchange Commission. The nominated individuals must not have any disqualifications as prescribed by law. The selection process considers their qualifications, experience, and expertise (Board of Directors Skill Matrix and Diversity). The nominations are then presented to the Board of Directors and the Annual General Meeting of Shareholders for approval.
2. Evaluate the performance of the Chief Executive Officer (CEO) based on set objectives to determine appropriate compensation and other benefits. This assessment takes into account the company’s performance, benchmarking against other companies in the same industry or of similar size, as well as overall economic conditions.
3. Provide advice and recommendations to the management on human resource management and employee development. This includes guidelines for evaluating criteria and budgets related to salary adjustments, benefits, and other compensations for employees and executives at all levels, ensuring they are appropriate, aligned with the company’s performance, and competitive with market rates.

In 2024, the Board of Directors has provided opportunities for shareholders to The Company may propose a list of persons deemed appropriate to be selected as directors according to the prescribed criteria. During the period from October 10, 2024 to December 30, 2024, there was no proposal from shareholders to nominate any person to enter the nomination process for directors at the 2025 Annual General Meeting of Shareholders.

(Mr. Pisit Saeng-Xuto)
Chairman of the Nomination and Remuneration Committee