Mrs. Pichitra Mahaphon

Lead Independent Director / Chairman of the Audit Committee /

Chairman of the Risk Management Committee

Mr. Paisal Tarasansombat

Independent Director / Member of the Nomination and Remuneration

Committee

(The Company had 12 directors in total, all of whom attended the Meeting, representing 100% of the total number of directors.)

Member of the Advisory Board Present at the Meeting

Professor Dr. Amorn Chandara-Somboon

Chairman of the Advisory Board

Executives Present at the Meeting

Mr. Daniel Ross

Chief Investment Officer

Mr. Sayam Siwarapornskul

Chief Legal Officer

Ms. Chawadee Rungruang

Financial Controller (Highest-Ranking Person Responsible for

Accounting and Finance)

Advisors Present at the Meeting

Ms. Voraluck Worachuttharn

Legal Advisor, The Capital Law Office Limited

Mr. Settawut Wanna

Legal Advisor, The Capital Law Office Limited

Mr. Pornanan Kitjanawanchai

Auditor, EY Office Limited

The Secretary to the Meeting informed the Meeting about the general information regarding the capital and shares of the Company as of the record date for determining the names of shareholders who shall be entitled to attend the 2023 Annual General Meeting of Shareholders of June 13, 2023, as follows:

Registered Capital

74,037,673,956.00

Baht

Divided into

18,509,418,489

shares

Paid-up Capital

52,670,553,848.00

Baht

Issued Shares

13,167,638,462

shares

Par Value per Share

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Baht

The Company had a total of 114,082 shareholders, where 113,744 shareholders were Thai shareholders holding an aggregate of 10,340,901,938 shares, or representing 78.53% of the total issued shares of the Company, and 338 shareholders were foreign shareholders holding an aggregate of 2,826,736,524 shares, or representing 21.47% of the total issued shares of the Company.

In this Meeting, there were 963 shareholders present in person and by proxy, holding an aggregate of 7,385,958,169 shares, or representing 56.0917% of the total issued shares of the Company. A quorum was, therefore, duly formed according to the Company's Articles of Association, which stated that there must be no less than 25 shareholders attending a meeting in person and by proxy, and they must collectively hold no less than one-third of the total issued shares of the Company.

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After the commencement of the Meeting, there were additional shareholders present in person and by proxy. As a result, the number of shareholders attending the Meeting increased from the commencement of the Meeting to 1,190 shareholders holding altogether 7,410,802,797 shares, or representing 56.2804% of the total issued shares of the Company. The Company had adjusted the number of votes of the shareholders attending the Meeting in each agenda to align with the actual attendance and the Company's good corporate governance practice.

The Secretary to the Meeting then informed the Meeting that in this Meeting, the Company would use the barcode system for the registration and vote count, and further informed the Meeting about the vote casting and counting procedures as detailed in the Invitation to the Meeting. In addition, the Secretary to the Meeting advised the Meeting that prior to casting votes on each agenda, the attendees would have an opportunity to make inquiries or give opinions in relation to such agenda as appropriate. In the event that an inquiry or an opinion was not directly related to the agenda, the attendees were requested to make such an inquiry or give such an opinion during the agenda "other business". In this regard, shareholders were invited to submit their questions that are relevant to the agenda in advance before the meeting date as per the details publicized on the Stock Exchange of Thailand's website on June 23, 2023. Nonetheless, no shareholders had submitted any questions in advance of the Meeting.

The Secretary to the Meeting informed the Meeting that the Company had also invited the shareholders to propose agenda in accordance with the Company's criteria in advance during the period from December 26, 2022 to March 31, 2023 as publicized on the Stock Exchange of Thailand's website and the Company's website on December 23, 2022. However, no shareholders had proposed any agenda for the Meeting.

The Secretary to the Meeting informed the Meeting that Mr. Settawut Wanna, a representative from the Capital Law Office Limited, would witness the vote count, and, in order to promote the Company's good corporate governance, invited the minority shareholders to witness the vote count. Nonetheless, none of the shareholders had expressed their intention to witness the vote count of the Meeting.

The Company had recorded a video of the Meeting for the purposes of holding the meeting of shareholders pursuant to the Privacy Policy for Shareholders' Meeting of the Company.

Mr. Keeree Kanjanapas, Chairman of the Board of Directors, acted as the Chairman of the Meeting (the "Chairman"), declared the Meeting open and proceeded to conduct the Meeting in accordance with the agenda as specified in the Invitation to the Meeting as follows.

Agenda Item 1 Message from the Chairman to the Meeting

The Chairman welcomed and expressed his appreciation to all shareholders attending the Meeting and reported to the Meeting that the economic crisis and the political uncertainty had been impacting BTS Group's businesses. Nevertheless, the Group believed that the overall economy would improve after a new government had been formed and started to run the country.

The Group was committed to undertake the infrastructure projects, such as mass transit projects, intercity motorway projects, and U-Tapao International Airport and Eastern Aviation City Development Project (the "U-TapaoProject"), which would benefit the country and the public in general. The Group had recently opened the commercial operation of the Yellow Line Project, the country's first monorail line, and expected to open a trial run of the Pink Line Project, which was also a monorail line, during the end of 2023.

In addition, the Group was interested in other projects that help facilitate its passengers, such as the Bus Rapid Transit (BRT) Project. The Bangkok Metropolitan Administration ("BMA") had announced the Invitation to Tender for the Bus Rapid Transit Project Management via e-bidding, and the Group was ready to participate in such a

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bidding process. Moreover, the Group also invested in the Chao Phraya Express Boat Project so as to provide its passengers with ease of connection to other modes of transportation.

The Company continued on to its third year implementation of the 3M Strategy i.e. MOVE, MIX, and MATCH Businesses. The details would be presented to the Meeting in the next agenda.

This agenda was for acknowledgment and no casting of votes was required.

**********************************************************************************************************************

After Agenda Item 1, the Chairman assigned the Secretary to the Meeting to conduct the Meeting from Agenda Item 2 onwards.

Agenda Item 2 To consider and approve the report on the results of the Company's business operation for the fiscal year ended March 31, 2023

The Secretary to the Meeting informed the Meeting that the Company had summarized the results of the Company's business operation for the fiscal year ended March 31, 2023 as per the details set out in the Annual Report 2022/23 (Form 56-1 One Report), which had been provided to all shareholders in QR Code format together with the Invitation to the Meeting, and gave a video presentation on the overview of MOVE, MIX, and MATCH Businesses to the Meeting.

Thereafter, the Secretary to the Meeting invited the executive who was in charge of the Group's core business to report the details of this agenda to the Meeting.

Mr. Surapong Laoha-Unya, Chief Officer of MOVE Business and Chief Executive Officer of Bangkok Mass Transit System Public Company Limited, reported to the Meeting the overview of MOVE Business, which could be summarized as follows.

The Group aimed to provide complete door-to-door transportation services across multiple and seamless modes of transportation in order to uplift people's way of life.

Previously, the Group's main focus was on the rail transportation segment, where the Group was both the developer and operator under the concession and long-term contracts. Before the coronavirus disease 2019 ("COVID-19") pandemic, there were approximately 800,000 passengers per day across approximately 70 kilometers within the Bangkok Metropolitan Region. Currently, the Group operates other modes of transportation covering the Bus Rapid Transit (BRT), Chao Phraya Express Boat, intercity motorway, and the U-Tapao Project, and expected to carry approximately 3 million passengers per day across all services.

For the mass transit business, the Group presently covered a total distance of approximately 138 kilometers, having 118 stations, whereby approximately 100 kilometers were open for operation, i.e. the Green Line Project, the Gold Line Project, and the Yellow Line Project, and a number of projects under construction, i.e. the Pink Line Project and the Pink Line Extension Project.

Since the relaxation of the policies regarding COVID-19 over the past year, people were able to resume their lives close to normal. This resulted in a continued increase in ridership. In March 2023, the average weekday ridership reached approximately 570,000 trips, representing approximately 80% of the pre COVID-19 pandemic ridership level. Moreover, the Group opened for commercial operation of the Yellow Line Project on July 3, 2023, covering 30.4 kilometers totaling 23 stations. This project would be another source of farebox revenue recognition of the Group over a 30-year period, complemented by government subsidies amounting to approximately Baht 2,500 million per year for the first 10 years of operation.

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The Pink Line Project, covering 34.5 kilometers totaling 30 stations, had completed more than 97% of its construction and was expected to open for commercial operation by the end of 2023 or no later than early 2024. The Pink Line Extension Project, covering approximately 3 kilometers totaling 2 stations, had more than 25% construction progress. It was expected to open in 2025.

In addition, the Group was ready to participate in the bidding of new mass transit projects, such as the Orange Line Project, the Western Green Line Extension Project (Bang Wa - Taling Chan), the Light Rail Transit Project (LRT) or the Silver Line Project (Bang Na - Suvarnabhumi), and the Gray Line Project, etc. The Group was also interested to participate in other infrastructure projects of the country.

For other non-rail projects, the update included the Intercity Motorway Projects, M6 (Bang Pa-in - Nakhon Ratchasima) and M81 (Bang Yai - Kanchanaburi), which had commenced construction and were expected to open for commercial operation in 2025, and the U-Tapao Project, which was expected to receive the Notice to Proceed in early 2024 to start the construction.

Thereafter, the Secretary to the Meeting informed the Meeting regarding the Company's work on sustainable development and awards and recognition. The Company remained committed to conducting its businesses through a sustainable approach in all dimensions taking into consideration its social and environmental responsibilities, and good corporate governance. Such commitment was reflected throughout its operations and had been recognized at both national and international levels. In addition, this Meeting was also organized as a carbon neutral event.

In the past year, the Company had been included as a constituent in the Dow Jones Sustainability Indices (DJSI) for the fifth consecutive year and was ranked as the world's most sustainable transportation company for the third consecutive year.

The Company continued to maintain its status as a carbon-neutral company, as certified by the Thailand Greenhouse Gas Management Organization for the third consecutive year. In this regard, the Company was the first and only carbon-neutral rail transportation company in the world.

Presently, the Group operated a low-carbon mass transit network. With the use of renewable energy in its operations, the Group was able to register an emission reduction of 10,300 tons of carbon dioxide equivalent, representing a 13% reduction in Scope 2 emissions.

In addition, the Company received an "Excellent" corporate governance assessment result from the Thai Institute of Directors Association for the 11th consecutive year.

As regards the work on anti-corruption, the Company had expressed its intention and was determined to fight all forms of corruption. As a result, the Company had been awarded the certification of membership of the Thai Private Sector Collective Action Against Corruption (CAC) since 2016 and was awarded the second recertification in 2021. In the past year, the Company had reviewed and amended its Anti-corruption Measures to be appropriate and in line with the changes in related regulations.

Thereafter, the Secretary to the Meeting informed the Meeting that since Agenda Item 2 and Agenda Item 3 were related, it was proposed that Agenda Item 3 be presented to the Meeting at the same time. Thereafter, the Secretary to the Meeting would give the Meeting an opportunity to express opinions and make inquiries about this agenda. The shareholders expressed their opinions and made inquiries, and responses to the same were given, as summarized at the end of Agenda Item 3. The Secretary to the Meeting then requested the Meeting to pass a resolution on the agenda.

Resolution: The Meeting considered and resolved to approve the report on the results of the Company's business operation for the fiscal year ended March 31, 2023 as proposed, with a simple

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BTS Group Holdings pcl published this content on 10 August 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 10 August 2023 15:14:06 UTC.