Krungthai Card : Notification of Resolutions of the Board of Directors' Meeting No.02/2023 approving the Dividend Payment, approving the issuance, and offering of the Debentures and the Convening of the 2023 Annual General Shareholders' Meeting

-Translation-

COS003/KTC177/2566

10 February 2023

Re:	Notification of Resolutions of the Board of Directors' Meeting No.02/2023 approving the Dividend
	Payment, approving the issuance, and offering of the Debentures and the Convening of the 2023
	Annual General Shareholders' Meeting
To:	President of the Stock Exchange of Thailand

Whereas, the Board of Directors' Meeting No.02/2023 of Krungthai Card Public Company Limited (the "Company"), which was held on 10 February 2023 at 16.00 hrs. at No. 591 United Business Center II, 23rd Floor, Sukhumvit Road, District Klongton-Nua, County Wattana, Bangkok Metropolis, has passed the important resolutions which are summarized as follows:

1. Approved the Financial Statement of the Company for the fiscal year ended 31 December 2022 as well as acknowledged the auditor's report.
   The above matters shall be proposed to the 2023 Annual General Shareholders' Meeting for further consideration and approval.
2. (A) Approved the Company dividend payment of the year 2022 to the shareholders at the rate of Baht 1.15 per one ordinary share, the total dividend payment is Baht 2,965,084,181. The Record Date in which the shareholders shall have the right to receive dividends on 19 April 2023, which the dividends will be paid on 3 May 2023. However, the right to receive dividend is not confirmed without the 2023 Annual General Shareholders' Meeting approval.

1. As the Company has sufficient that is legally reserve as required by law, therefore, is not required to make further appropriation of the net profit from the operation of the year 2022 to be the legally reserve funds pursuant to the Public Limited Company Act B.E. 2535 (as amended)

The above matters shall be proposed to the 2023 Annual General Shareholders' Meeting for further consideration and approval.

3. Approval of the election of Directors in place of the Directors whose terms expired by rotation.

(1)	Mr.Prasong Poontaneat	Independent Director / Chairman of the Board of
		Director/ Chairman of the Nomination and Remuneration
		Committee
(2)	Lt.Gen. Apichat Chaiyadar	Independent Director
(3)	Mr. Natapong Vanarat	Director / the Audit, Environmental, Social
		Responsibilities, and Corporate Governance Committee

To be reinstated as company's Directors.

The above matter shall be proposed to the 2023 Annual General Shareholders Meeting for further consideration and approval.

1. Approved that the monthly remuneration of the directors shall remain the same rate as previously approved by the 2022 Annual General Shareholders' Meeting held on 7 April 2022 which remains valid, and approved the special remuneration of the Company's directors (other than the monthly remuneration) for the 2022 business operation at the amount of Baht 29,660,000. In addition, the special remuneration of the directors (other than the monthly remuneration) shall be considered and established by the 2023 Annual General Shareholders' Meeting and approved the authorization of the Nomination and Compensation Committee to consider and authorization to Board of Directors to distribute said special remuneration to each director.
   The above matters shall be proposed to the 2023 Annual General Shareholders' Meeting for further consideration and approval.
2. 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 appear above cannot carry out their duty, 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.
   The above matter shall be proposed to the 2023 Annual General Shareholders' Meeting for further consideration and approval.

1. Approved the issuance and offering of the Debentures of the Company
   The above matter shall be proposed to the 2023 Annual General Shareholders' Meeting for further consideration and approval.
2. Approved the convening of the 2023 Annual General Shareholders' Meeting on 7 April 2023 by Electronic Means (E-AGM) only at 09.00 hrs. to consider the following agendas:
3. 1. To acknowledge the company's performance of the year 2022
      Opinion of the Board: The Board of Directors has considered the matter and is of the opinion that the Shareholders should acknowledge the aforesaid Reports. This matter is for acknowledgement only. Therefore, a resolution is not required.
   2. To consider and approve the Financial Statement of the Company for the fiscal year ended 31 December 2022 and acknowledge the report of the auditor
      Opinion of the Board:The Board of Directors has considered the matter and is of the opinion that the Shareholders should approve the Company's Financial Statement for the fiscal year ended 31 December 2022, which has been reviewed by the Audit Committee and audited by the Auditor of the Company. In addition, the Shareholders should acknowledge the Report of the Auditor.
   3. To consider and approve the dividend payment of the year 2022 and to consider the appropriation of profit as legal reserve
      Opinion of the Board: The Board of Directors has considered the matter and is of the opinion that, the Shareholders should approve to pay dividends and acknowledge no appropriation of profits as legal reserve.
   4. To consider and approve the election of directors in place of the directors whose terms expired by rotation
      Opinion of the Board: The Board of Directors, according to the Nomination and Remuneration Committee's consideration has considered the matter of this opinion that shareholders should appoint 3 Directors whose terms expired, which are Mr. Prasong Poontaneat, Lt.Gen. Apichat Chaiyadar and Mr. Natapong Vanarat to reinstate as company's Directors.
   5. To consider and approve the payment of the directors' remuneration
      Opinion of the Board: The Board of Directors (with the recommendation of the Nomination and Remuneration Committee) has considered the matter of remuneration of the directors and is of the opinion that the normal monthly remuneration of the directors for the year 2022 shall be paid at the same rate paid in the previous year which rate was approved by the 2022 Annual General Meeting of Shareholders 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.

1. To consider and approve the appointment of the Company's auditors and determination of audit fee for the year 2023
   Opinion of the Board: The Board of Directors has considered the matter and is of the opinion that the Shareholders should appoint of the Company's auditors and determination of audit fee for the year 2023.
2. To consider and approve the issuance and offering of the Debentures of the Company Opinion of the Board: The Board of Directors has considered the matter and is of the opinion that for operations and expansion of the business of the company including refinancing and investment in or granting credit facility to the group companies, the shareholders should approve the issuance and offering of the Debentures of the Company in the amount of not more than Baht 30,000 Million or the equivalent in other currencies.
3. Other business (if any)

The Record Date on which the shareholders have the right to attend the 2023 Annual General Shareholders' Meeting shall be on 24 February 2023.

For the benefits of the shareholders, the Company will post the Notice of the 2023 Annual General Shareholders' Meeting, and other relevant documents on the Company's website (www.ktc.co.th) on 2 March 2023 onwards. The notice will also be sent to the shareholders by post.

7. Authorize President & Chief Executive Officer to manage the details of the date, time and format of 2023 Annual General Shareholders' Meeting arrangement in case of reasonable cause.

Please be informed accordingly,

Yours sincerely,

-Bucha Sirichumsaeng-

(Mr. Bucha Sirichumsang)

Head of Office of President & CEO

Authorized Person