J S P Property Public : Notification of the Disposal of Assets and Cessation of Subsidiary

(Translation)

No. SENAJ 010/ 2022

June 16, 2022

Subject : Notification of the Disposal of Assets and Cessation of Subsidiary

To :President, The Stock Exchange of Thailand

Regarding to the Executive Committee Meeting No. 15/2022 of SENA J Property Public Company Limited ("the Company") held on date June 16, 2022 at Meeting room, No. 197, Vibhavadi Rangsit Road, Sam Sen Nai, Phaya Thai, Bangkok, 10400, had the resolution to approve the disposal of assets of ordinary shares of SENA management Service Company Limited ("SMS") which is the Company's subsidiary, where the company holds 706,248 shares equivalent to 99.98% of total paid-up shares capital of SMS to SENA Development Public Company Limited ("SENA or "the Buyer") at totaling Baht 1,000,000 (The "Share sale Transaction")

After completing entering of the Shares Sale Transaction, SMS will cease to be a subsidiary of the company. The details of Share sale Transaction are as follows:

1. Day month year of case implementation

The Company has entered into Shares Sale Transaction ordinary shares of SMS in the ratio of 99.98%

of the total number of shares to SENA on June 16, 2022.

2. Related parties
The Buyer:	SENA Development Public Company Limited
The Seller:	The Company
Relationship:	SENA is a major shareholder of the Company and indirect major shareholder of
	SMS.

3. General Transaction Description

1. The Company has entered into Shares Sale Transaction ordinary shares of SMS 706,248 ordinary shares of Par Value of Baht 100 per share, representing 99.98% of the issued and paid-up share capital of the SMS to SENA, who does have Connected person with the company at the total value of 1,000,000 baht, which is a price that is close to the book value of SMS because SMS has retained losses.

(Translation)

1. After completing the Shares Sale Transaction, SMS will cease to be a subsidiary of the company. and change new shareholding structure, with details are as follows:

			Before the transaction			After the transaction
Company name	: SENA Management Service Co., Ltd.	SENA Management Service Co., Ltd.
Registered capital	:	Baht 70.625	million divided into	706,250	Baht 70.625 million divided into 706,250
		ordinary shares with a par value of Baht	ordinary shares with a par value of Baht
		100 each			100 each
Shareholding structure	:	1.	SENAJ Property Public Company	1.	SENA Development PCL.	99.98%
			Limited	99.98%		2.	Mr. Theerawat Thanyalakphark 0.01%
		2.	Mr. Theerawat Thanyalakphark	0.01%	3.	Miss Kessara Thanyalakpark	0.01%
		3.	Miss Kessara Thanyalakpark	0.01%
Board structure	:	1.	Miss. Kessara Thanyalakpark		1.	Miss. Kessara Thanyalakpark
		2.	Mrs. Wannipa Wuthiwatana		2.	Mrs. Wannipa Wuthiwatana
		3.	Mr. Pathomporn Tiranaswasdi		3.	Mr. Pathomporn Tiranaswasdi
Business	:	Rental market business		Related to project management and
						general service business
Address	:	448	Ratchadapisek Road, Samsen Nok	448 Ratchadapisek Road, Samsen Nok
		Sub-District, Huai Khwang District ,	Sub-District, Huai Khwang District ,
		Bangkok			Bangkok

4. The reasons and necessaries of the transaction

It is a plan to restructure the shareholding of subsidiaries of the Group.

5. Item type and size

This transaction is classified as disposition of assets. In according to the Notification of the Capital Market Supervisory Board No. TorJor. 20/2551 Re: Rules on Entering into Material Transactions Deemed as Acquisition or Disposition of Assets (as amended) and Notification of the Board of Governors Re: Disclosure of Information and Other Acts of Listed Companies Concerning the Acquisition or Disposition of Assets, B.E.2547 (2004), dated 29 October 2004 (as amended). The maximum transaction size is 3.9% based on Net tangible assets criteria (NTA), which is the maximum transaction size calculated from the consolidated financial statements of the Company that has been audited and reviewed by the auditor. Certified Public Accountant as of March 31, 2022. The transaction size of the transaction is less than 15% of the total value of the consideration. And combined with the size of the

(Translation)

acquisition or disposition of assets during the past 6 months, the total asset acquisition or disposition volume was 3.9%. Therefore, this transaction is not related to the disclosure of information in the notification of Acquisition or Disposition of Assets.

Therefore, the transaction is classified as a connected transaction. In accordance with the Notification of the Capital Market Supervisory Board No. TorJor. 21/2551 Re: Rules for Connected Transactions, dated August 31, 2008 (and as amended) and the Notification of the Board of Governors of the Stock Exchange of Thailand Re: Disclosure of Information and Other Acts of Listed Companies Concerning the Connected Transactions, dated November 19, 2003 (as amended). By entering into such transactions at total is 1,000,000 baht and the transaction size is 0.027 percent of the net tangible assets (NTA) not exceed 0.03% of the net tangible assets (NTA) according to the connected transaction criteria. Therefore, it is considered a small transaction, the Company is not subject to disclosure of information under the Connected Transaction Criteria. The Company does not have any connected transaction in the category of assets or services that occurred during the past 6 months prior to the share sale transaction in this subsidiary.

6. Impact on the Company's operations or financial position

After completing the Shares Sale Transaction in the subsidiary, the Consolidated financial statements of the Company will not be included the performance of SMS because SMS has ceased to be a subsidiary of the company.

The Company is required to disclose the entering into the transaction to the Stock Exchange of Thailand in accordance with the Regulation of the Stock Exchange of Thailand Re: Rules, Conditions and Procedures Governing the Disclosure of Information and Other Acts of a Listed Company, B.E. 2560 as the Shares Sale Transaction of SMS is a disposal of investment in other company resulting in such other company ceases to be the Company's subsidiary

Please be informed accordingly.

Sincerely yours,

- Miss Laddawan Tansaraviput -

Chief Financial Officer