Krungthai Card : Notification of Resolutions of the 2023 Annual General Meeting of Shareholders

-Translation-

At COS008/KTC346/2566

7 April 2023

Re:	Notification of Resolutions of the 2023 Annual General Meeting of Shareholders
To:	President of the Stock Exchange of Thailand

Whereas, the 2023 Annual General Shareholders' Meeting of Krungthai Card Public Company Limited (the "Company"), which was held on 7 April 2023 at 9.00 a.m. via Electronic Means only in accordance to the Emergency Decree on Electronic Media Conference B.E. 2563 (2020), including other related laws and regulations, has passed the resolutions which can be summarized as follows:

1. Acknowledged the results of operation of the Company for the year 2022
2. Approved the Financial Statement of the Company for the fiscal year ended 31 December 2022 and acknowledged the Report of the Auditor
3. 
   (with the votes as follows: approved 1,909,165,451 votes (99.9999 per cent of the total votes of the shareholders present at the meeting and casting their votes at the meeting), disapproved 505 votes (0.00 per cent of the total votes of the shareholders present at the meeting and casting their votes at the meeting), and abstained 0 vote);
4. (1) Approved the Company to pay dividends for the year 2022 to the shareholders at the rate of Baht 1.15 per share with the total dividend payment being Baht 2,965,084,181. The Record Date on which the shareholders have the right to receive dividends shall be on 19 April 2023. The dividend payment shall be paid on 3 May 2023; and
5. 1. As the Company has sufficient legal reserve as required by law, and, therefore, is not required to make further appropriation of the net profit from the operation of the year 2022 to be the legal reserve fund pursuant to the Public Limited Company Act B.E. 2535 (1992) (as amended),

(with the votes as follows: approved 1,909,165,451 votes (99.9999 per cent of the total votes of the shareholders present at the meeting and casting their votes at the meeting), disapproved

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505 votes (0.00 per cent of the total votes of the shareholders present at the meeting and casting their votes at the meeting), and abstained 0 vote);

4. Approved the re-appointment of the following directors whose terms expired by rotation to be the directors of the Company for another term:

(1) Mr. Prasong Poontaneat	Independent Director/ Chairman of the Board of
	directors / Chairman of the Nomination and
	Remuneration Committee

(with the votes as follows: approved 1,895,672,284 votes (99.4622 per cent of the total votes of the shareholders present at the meeting and casting their votes at the meeting), disapproved 10,249,872 votes (0.5377 per cent of the total votes of the shareholders present at the meeting and casting their votes at the meeting), and abstained 3,243,800 votes);

(2) Lieutenant General Apichat Chaiyadar

Independent Director

(with the votes as follows: approved 1,899,932,606 votes (99.5185 per cent of the total votes of the shareholders present at the meeting and casting their votes at the meeting), disapproved 9,191,450 votes (0.4814 per cent of the total votes of the shareholders present at the meeting and casting their votes at the meeting), and abstained 41,900 votes);

(3) Mr. Natapong Vanarat	Independent Director and member of the
	Audit, Environmental, Social Responsibilities,
	and Corporate Governance Committee

(with the votes as follows: approved 1,905,303,615 votes (99.7976 per cent of the total votes of the shareholders present at the meeting and casting their votes at the meeting), disapproved 3,862,341 votes (0.2023 per cent of the total votes of the shareholders present at the meeting and casting their votes at the meeting), and abstained 0 vote);

5. Approved that the monthly remuneration of the directors shall remain the same rate as approved by the 2022 Annual General Shareholders' Meeting held on 7 April 2022, and approved the special remuneration of the Company's directors (other than the monthly remuneration) for the 2022 business operation in the amount of Baht 29,660,000; whereas, the Nomination and Compensation Committee has been authorized to propose the Board of Directors to consider and distribute said special remuneration to each director according to the Company's criteria

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(with the votes as follows: approved 1,901,560,822 votes (99.6016 per cent of the total votes of the shareholders present at the meeting) disapproved 7,604,134 votes (0.3982 per cent of the total votes of the shareholders present at the meeting), and abstained 1,000 votes (0.00 per cent of the total votes of the shareholders present at the meeting));

6. Approved the appointment of the Company's auditors and determination of audit fee for the year 2023 by appointing Miss Ratana Jala, Auditor License No.3734 and/or Miss Rachada Yongsawadvanich, Auditor License No.4951 and/or Miss Wanwilai Phetsang, Auditor License No.5315 of EY Office Limited as the auditor of the Company for the fiscal year 2023, whereby any one of the auditors shall have the authority to conduct the audit and express an opinion in the financial statements of the Company. In the case that the auditors whose names appeared above cannot carry out their duties, EY Office Limited is authorized to appoint another auditor of EY Office Limited to perform the work. The audit fee for the year of 2023 will amount to Baht 4,400,000 in total. Should there be any other work apart from the normal annual audit work, the Board of Directors shall have the authority to approve extra remuneration as actual on case-by-case basis

(with the votes as follows: approved 1,909,165,451 votes (99.9999 per cent of the total votes of the shareholders present at the meeting and casting their votes at the meeting), disapproved 505 votes (0.00 per cent of the total votes of the shareholders present at the meeting and casting their votes at the meeting), and abstained 0 vote);

7. Approved the issuance and offering of the Debentures of the Company at the amount of not exceeding Baht 30,000 million or in other currencies at the equivalent rate with the following details:

Use of Proceeds	For operations and expansion of the business of the
	Company including refinancing and investment in or granting
	credit facility to the group companies
Type	All types and all kinds of debentures which can be
	subordinated or unsubordinated, characterized as an
	amortization or bullet payment, secured or unsecured,
	debentures,	with	or	without	debenture	holders'
	representative or derivative notes/ debentures, subject to the
	prevailing market conditions at the time of issue and offering
	of the relevant debentures.
Amount	The principal amount of the Debentures will not exceed Baht
	30,000 million or the equivalent amount in other currencies.
Offering	The Debentures will be offered domestically to the public
	and/or on	the private	placement	basis and/or	to the
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	institutional investors and/or the major investors either in
	whole or in part, and/or other types of investors as further
	announced by the Office of SEC, which could be single or
	multiple offerings.
Interest	Subject to the prevailing market conditions at the time of
	issue and offering.
Maturity	For short term debentures: not exceeding 270 days. For long
	term debentures: not exceeding 10 years.
Early	Subject to conditions of the debentures at each time of
Redemption	issuance.
Other Conditions	Additional restrictions and conditions of the Debentures such
	as the type or the kind of Debentures to be issued each
	time, par value, offered price per unit, interest rate,
	appointment of debenture holders' representative, issuance
	and offering method, allocation method, details of the
	offering, early redemption, registration on any secondary
	markets (if any), shall be determined and fixed by the Board
	of Directors and/or the Chief Executive Officer and/or the
	person(s) entrusted by the Board of Directors or the Chief
	Executive Officer.

In addition, the Board of Directors of the Company and/or the Chief Executive Officer and/or the person(s) entrusted by the Board of Directors of the Company or the Chief Executive Officer shall have the powers to determine or amend the terms and conditions relating to each time of issuance and offering of each type/ each kind of the Debentures including to have the power to do any acts and things necessary for and in relation to carrying out the issuance and offering of the Debentures to be completed and compliant with the applicable law, as well as to have the power to appoint the underwriter, to enter into and execute the Underwriting Agreement, or Placement Agreement and/or other relevant agreements, to prepare and submit the application and other documents to the Office of the Securities and Exchange Commission, other relevant government authorities, juristic person and/or other relevant person(s) etc.

(with the votes as follows: approved 1,909,122,751 votes (99.9977 per cent of the total votes of the shareholders present at the meeting and entitled to vote), disapproved 42,405 votes (0.0022 per cent of the total votes of the shareholders present at the meeting and entitled to vote), and abstained 800 votes (0.00 per cent of the total votes of the shareholders present at the meeting and entitled to vote))

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Please be informed accordingly.

Yours sincerely,

- Bucha Sirichumsang -

(Mr. Bucha Sirichumsang)

Head of Office of President & CEO

Authorized Person

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