- Translation -

Minute of Annual General Meeting of Shareholder for the year 2024

of

Major Cineplex Group Public Company Limited

Held on Tuesday 2nd April, 2024

In the form of electronic meeting

According to the Emergency Decree on Electronic Meeting B.E. 2563,

including other relevant laws and regulations

..................................................................................................................................................................................

1. Mr. Somchainuk

Engtrakul

IndependentDirectorandChairmanoftheBoardofDirectors

The directors who were present in the Meeting are as follows:

2. Mr. Vicha

Poolvaraluk

Director, Chairman of Executive Committee

3. Mr. Prasert

Bunsumpun

and Chief Executive Officer

Independent Director, Vice President and

4. Mr. Satian

Pooprasert

Investment Committee

Independent Director, Chairman of Risk Management

Committee and Corporate Governance and

5. Mr. Chai

Jroongtanapibarn

Sustainability Development Committee

Independent Director, Chairman of Audit Committee

6. Ms. Chonthicha

Chitraarporn

and Nomination and Remuneration Committee

Independent Director, Chairman of Corporate

Governance and Sustainability Development

Committee, Audit Committee and Risk Management

7. Mrs. Oranuch

Apisaksirikul

Committee

Independent Director and

8. Mr.

Kraithip

Krairiksh

Chairman of Investment Committee

Independent Director, Chairman of Nomination and

Remuneration Committee, Audit Committee and

Corporate Governance and Sustainability

9. Mr. Pawatt

Ongvasith

Development Committee

Director, Executive Director, Nomination and

Remuneration Committee, Risk Management Committee

10. Mrs. Paradee

Poolvaraluk

and Investment Committee

Director and Executive Director

11. Mr. Thanakorn

Puriwekin

Director and Executive Director

Remark: 100% of directors attended the Meeting.

Chief Finance Officer and Company Secretary

1. Ms. Thitapat

Issarapornpat

The executive officer:

1. Ms. Kulkanist

Khamsirivatchara

Legal Consultant

The legal con ultants in attendance:

Siam Premier International Law Office Limited

2. Ms. Pornpilai

Kosonprapa

Legal Consultant

Siam Premier International Law Office Limited

and The Secretary of the Meeting

MAJOR CINEPLEX GROUP PUBLIC COMPANY LIMITED

Registration No. 0107545000047

1839,1839/1,1839/6 Phaholyothin Rd., Ladyao, Jatuchak, Bangkok 10900 Tel: 0-2511-5427-36www.majorcineplex.com

หน้า1 / 13

1. Ms. Tithinun

Vankeo

PricewaterhouseCoopers ABAS Co., Ltd.

The auditor

attendance:

Before Thet Commencesecretary ofofthemeetingMeeting,announced that with in order to maintain the meeting efficiency and fashionable for the present day, The company is aware of unnecessary expenses and convenience for all shareholders to attend the meeting including those who are involved in organizing the meeting. The company organized this meeting in a form of electronic meeting according to the Emergency Decree on Electronic Meeting B.E. 2563 and Public Limited Companies Act, (No.4) B.E. 2565 from 24th May 2022, including other relevant laws and regulations

As the company broadcasts video and audio conferences through electronic conference. systems from the company's headquarters. The shareholders have confirmed their identity and registered to attend the meeting in accordance with the details of the procedures as informed by the Company in Enclosure No. 1, which the Company had already sent to the shareholders together with the Invitation letter of the meeting.

As of the date of determining the names of shareholders entitled to attend the meeting or the Record Date on 7th March 2024, there were 11,724 shareholders with the total of 894,667,502 shares. In this regard, there were 65,530,400 repurchased shares according to the Share Repurchase Project for Financial Management Purposes. These repurchased shares will not be counted in a quorum of shareholders' meeting, including shareholders holding them won't have the right to vote and receive dividends. Therefore, there are in total 829,137,102 issued shares with voting rights at this meeting. In this meeting, there were 43 shareholders attended the meeting in person, holding 349,537,846 shares, and 43 proxies, holding 209,531,229 shares, Including 86 shareholders attending the meeting both in person and by proxy and including the number of shares attending the meeting and casting a vote of 559,069,075 shares or, 67.4278% of the total number of issued shares according to the Company's Articles of Association, Clause 34, stipulates that the shareholders' meeting must be a shareholder in person and by proxies attending at least 25 shareholders and must hold shares in total not less than one-third of the total number of issued shares by the company to constitute a quorum. Therefore, from the number of shareholders attending the meeting and the number of shares held a quorum was formed according to the Company's Articles of Association.

The secretary of the meeting introduced the directors and executives attended the meeting. In addition, the Company also invited an auditor from PricewaterhouseCoopers ABAS Company Limited and the legal consultants from Siam Premier International Law Office Limited to attend the meeting. Also this meeting, Inventech Systems (Thailand) Co., Ltd. Acted as the organizer of the meeting system as well as checking the registration of the shareholders and counting the votes together with Ms. Natcha Wattanapoonchai in order that the shareholders' meeting will be transparent, legitimate and in accordance with the Company's Articles of Association.

The MeetingMr. SomchainukcommencedEngtrakul,at 10.00 athe.m.Chairman of the Board of Directors and Independent Director, acted as the Chairman of the Meeting opened the meeting and welcomed all shareholders to the Annual General Meeting of Shareholder of the year 2024. For the Meeting to be accurate, the Chairman requested Ms. Pornpilai Kosonprapa, to clarify the agendas and the voting Procedure on each agenda to the shareholders.

In order to comply with the Good Corporate Governance Principles, the Company provided the opportunity to the shareholders to propose matters that deemed appropriate to include in the agenda of this Annual General Meeting of Shareholder, to nominate a person to be elected as a director from 14th November 2023 to 31th January 2024 through the websites www.majorcineplex.com and www.set.or.th including to submit questions about the meeting agendas in advance via email

MAJOR CINEPLEX GROUP PUBLIC COMPANY LIMITED

Registration No. 0107545000047

1839,1839/1,1839/6 Phaholyothin Rd., Ladyao, Jatuchak, Bangkok 10900 Tel: 0-2511-5427-36www.majorcineplex.com

หน้า2 / 13

since 5th March 2024. There was no shareholder proposed any matter. Therefore, the meeting will be conducted according to the agenda specified in the invitation letter for the Annual General Meeting of Shareholders.

Voting Criteria and vote counting of shareholders:

1. Casting a vote according to the company's regulations requires shareholders to have one vote per share for voting in the shareholders' meeting.

2. Any shareholder who has a conflict of interest in any agenda will not have the right to vote on that agenda. In this meeting, there are 7 agendas to be considered, whereby Agenda 1, 3 - 5, and Agenda 7 must be approved by a majority vote of the total votes of the shareholders who attend the meeting and cast a vote. Agenda 6 must receive approval votes of not less than two-thirds of the total number of votes of shareholders attending the meeting. However, there was no special interest in this meeting, so all shareholders were entitled to vote on every agenda. As for Agenda 2, It was an agenda for acknowledgment so no voting was required

3. In casting a vote, the secretary will inform the shareholders to select the desired agenda, then press the "Vote" button. The system will display all 3 channels for voting: agree, disagree, and abstain for shareholders or many proxies, The system will display all names of proxies by voting separately for each user account. If selected cancel the vote or abstain from voting. The company will assume that you agree with that agenda. Voting can be changed until the voting is closed.

4. Vote counting

- The company will deduct the disapproval and abstention votes from the total number of votes of the shareholders in attending the meeting and casting a vote, and the rest will be considered votes for "Agree".

- Shareholders who make a proxy for others to attend the meeting and as a voting form according to the wishes of the shareholders, the Company has taken the votes of agreeing, disagreeing, or abstaining according to the wishes of the shareholders were recorded in consolidated in the registration for voting the agenda.

- The secretary of the meeting informs the meeting of the voting results of each agenda. The votes counted will include the votes of the shareholders attending the meeting both in person and by proxies, with each agenda using the latest number of shares of attendees in that agenda.

- In case of Proxy, accepting proxies from many shareholders press the menu to select "Account" and click on the "Change Account" button to access other shareholders' accounts. Shareholders must remain on the agenda until the end of the agenda and must vote on each agenda before closing the vote on that agenda. In the event that shareholders left the meeting room or log-out from the system before closing the meeting vote on any agenda Shareholders' votes will not be counted as a quorum for such agenda and the votes will not be counted in that agenda. However, left the meeting or logging out of any agenda will not deprive the shareholders' rights or proxies to return to the meeting and vote on the next agenda in the system.

5. Q&A and comment procedure

- Before voting on each agenda The Chairman of the meeting will give the meeting attendees the opportunity to ask questions or express their opinions on issues related to that agenda as appropriate the shareholders can inquire through messages. In which the shareholders must choose the agenda that they want to ask questions, then press the "Question" button and type your question or

MAJOR CINEPLEX GROUP PUBLIC COMPANY LIMITED

Registration No. 0107545000047

1839,1839/1,1839/6 Phaholyothin Rd., Ladyao, Jatuchak, Bangkok 10900 Tel: 0-2511-5427-36www.majorcineplex.com

หน้า3 / 13

comment and press send question. The company will answer questions in the meeting room on the agenda related to that question. The company reserves the right to consider selecting questions as appropriate. The company may bring your questions to answer at the end of the meeting or to answer on the company's website.

When the secretary of the Meeting had explained the voting criteria, then the Chairman proceeded the meeting according to the following agendas.

Agenda 1: To consider adopting the Minutes of the 2023 Annual General Meeting of

Shareholders held on 7

April 2023

The Chairman

announced

that

the Company held the Annual General Meeting of

th

Shareholders for year 2023 held on 7

April 2023 and the minutes of the meeting has been recorded

and submitted to the Stock Exchange of Thailand ("SET") and the Ministry of Commerce within the

period of time prescribed by laws. It was also disclosed in the Company's website,

www.majorcineplex.com, Details of which are shown in enclosure No2. The Board of Directors has

also reviewed the accuracy of the said minutes and it has been stated correctly as the meeting has

resolved in all respect before submitting to the SET and the Department of Business Development.

The Board of Directors considered appropriate to propose the Meeting of Shareholders to consider

and adopt the Minutes of Annual General Meeting of Shareholders for year 2023, details of which

are shown in attachment to the Invitation to Attend the Annual General Meeting of Shareholders.

The Chairman asked whether any shareholder wishes to make any question to the agenda.

When it appeared that there were no further questions from shareholder, the chairman requested

the meeting to consider adopting the Minutes of the Annual General Meeting of Shareholders for

year 2023.

Resolution: the Meeting has considered and adopt the Minutes of the Annual General

Meeting of Shareholders for year 2023, by majority vote of the shareholders attending the meeting

with the right to vote in the amount of 90 persons, totaling 559,170,976 shares or 67.44% of the

total issued shares of the Company and the voting comprised of;

100.0000

percent

Approved

559,170,976

votes

or

Disapproved

0

votes

or

0.0000

percent

Abstained

0

votes

or

0.0000

percent

AgendaThe2: ToChairmancknowledassignedtheMrCompany's. Vicha Poolvaraluk,OperatingDirector,PerformanceChairmanof theof Executivey ar 2023Committee and Chief Executive Officer, to report the result of the Company's operating performance of the year 2023 to meeting for.

Mr. Vicha Poolvaraluk, reported the result of business operation of the Company in 2023 to the meeting as detailed in the Annual Report which was attached together with the invitation in advance.

The Chairman invited Ms. Thitapat Issarapornpat, Chief Finance Officer, to report the company's actions regarding anti-corruption in the past year

Ms. Thitapat Issarapornpat, Chief Finance Officer, declared to the meeting that in the past year, the company has placed importance on developing a good corporate governance system and proactively combating corruption. In 2023, important operations were carried out as follows :

1. Reviewing the good corporate governance policy to comply with the laws, principles of good corporate governance, and good practices both domestically and internationally. The Board of Directors, the executives, and all employees are aware of and comply with this.

MAJOR CINEPLEX GROUP PUBLIC COMPANY LIMITED

Registration No. 0107545000047

1839,1839/1,1839/6 Phaholyothin Rd., Ladyao, Jatuchak, Bangkok 10900 Tel: 0-2511-5427-36www.majorcineplex.com

หน้า4 / 13

2. Reviewing the process and system for receiving complaints and reporting corruption in order to ensure standardized management, monitoring, and reporting, as well as to create confidence among stakeholders in transparent, fair, and verifiable management.

3. Preparing for a renewal of certification as a member of the Thai Private Sector Collective Action against Corruption (CAC) for the second time in 2028.

4. Developing a process for inspecting and overseeing transparency in transactions with third parties (Third Party Screening) to prevent individuals involved in corruption or unlawful acts from conducting business with the company

After the report on the Company's actions on anti-corruption, the Chairman asked whether any shareholder wishes to make any question to the agenda. When it appeared that there were no further questions from shareholder, the chairman announced that this agenda is for acknowledgment; therefore, a vote is not required.

Agenda 3: To consider and approved the Financial statements for the fiscal year 2023, ended 31st December 2023.

The Chairman assigned Ms. Thitapat Issarapornpat, Chief Finance Officer, to report the Financial Statements of the Company in the fiscal year 2023 ended on 31st December 2023 to the meeting for consideration.

Ms. Thitapat Issarapornpat, report that the Financial Statements of the Company in the fiscal year 2023 ended on 31st December 2023 which has been audited by the certified public accountant and has been reviewed by the Audit Committee of the Company, the details of which are shown in attachment to the Invitation, which are summarized as follows:

(Unit : Baht)

Financial Position

2023

Assets

14,425,954,080

Liabilities

8,313,800,682

Shareholder's Equity

6,112,153,398

Operating Results

2023

(Unit : Baht)

Revenues

8,551,299,963

Net Profit

1,041,812,874

The Chairman

Earnings per share

1.18

asked whether any shareholder

wishes to make any question to the agenda.

When it appeared that there were no further questions from shareholder, the chairman requested

the meetingst

to consider and approved the audited financial statements for the fiscal year 2023,

ended 31 December 2023.

Resolution: the Meeting sthas considered and resolved to approve the financial statements

for the fiscal year 2023, ended 31

December 2023 by majority vote of the shareholders attending

the meeting with the right to vote in the amount of 91 persons, totaling 559,172,476 shares or

67.44% of the total issued shares of the Company and the voting comprised of;

percent

Approved

555,736,676

votes

or

100.0000

Disapproved

0

votes

or

0.0000

percent

Abstained

3,435,800

votes

or

0.0000

percent

MAJOR CINEPLEX GROUP PUBLIC COMPANY LIMITED

Registration No. 0107545000047

1839,1839/1,1839/6 Phaholyothin Rd., Ladyao, Jatuchak, Bangkok 10900 Tel: 0-2511-5427-36www.majorcineplex.com

หน้า5 / 13

Agenda 4: Consider the allocation of profits for the payment of dividends from the 2023 The operatingChairman assignedresults andMs.acknowledgeThitapat Issarapornpat,the i terimChiefdividendFinancepaymentOfficer, to declare the

dividend distribution for the year 2023 to the Meeting for consideration.

Ms. Thitapat Issarapornpat declared to the meeting that, the Company has a policy to pay dividends as announced at the rate of not less than 40 % of net profit after tax and legal reserves. The company has considered the future investment plan and the need to reserve funds for business operations and expansion of the company's business and must not have any significant impact on the normal operations of the Company and its subsidiaries.

In 2023, the company has a net profit after income tax of Baht 1,041.81 million, representing earnings per share equal to 1.18 baht per share. The company can therefore consider paying dividends to shareholders in accordance with section 115 of the Public Limited Companies Act. B.E.2535 (and as amended) and according to Clause 43 of the Company's Articles of Association, which stipulates that dividends shall not be paid from dividends from other types of money other than profits. By paying dividends to be divided by the number of shares, each shares equally.

The company hereby proposes to the shareholders' meeting to consider approving the payment of dividends twice, totaling 0.65 Baht per share, amounting to 571,704,316 Baht, which represents 54.88 percent of the net profit per share. This includes an interim dividend payment for the first 6-month period from 1st January to 30th June 2023, at the rate of 0.50 Baht per share, amounting to 447,333,751 Baht, which was paid on 5th September 2023, as an interim dividend payment for the shareholders' meeting to acknowledge, and the remaining dividend payment for the operating results of the last 6-month period from 1st July to 31st December 2023, according to the financial statements ending on 31st December 2023, proposed at the rate of 0.15 Baht per share, amounting to 124,370,565 Baht, calculated from 829,137,102 shares, excluding the repurchased shares (treasury stock) of 65,530,400 shares, which is proposed for shareholders' approval. The shareholders entitled to receive dividends will be determined on 10th April 2024 (Record Date), and the dividend payment to shareholders is scheduled for 30th April 2024

Subsequently, the chairman asked the meeting if there were any further comments or questions, and there were additional questions from a shareholder as follows :

, shareholder had asked 2 questions as follows;

1Mr. Why. Sathapornis the ratioKotheeranurakof dividends paid to profits lower than the previous year?

2. From which part does the dividend payment come? Is it necessary to loan more money? follows:Ms. Thitapat Issarapornpat, Chief Finance Officer and Company Secretary clarified as 1. The reason the ratio of dividends paid to profits is lower than the previous year is because the company had carried out a Treasury Stock project to manage finances, which used

approximately 950 million Baht from the past year's operations. The details are shown in the financial statements for the year 2023.

2. The dividends paid come from the company's operational results in 2023, not from loan. The Chairman asked whether the meeting have any further question. There were no further questions from shareholders. The Chairman requested the meeting to consider and approve

dividend payment for the year 2023.

MAJOR CINEPLEX GROUP PUBLIC COMPANY LIMITED

Registration No. 0107545000047

1839,1839/1,1839/6 Phaholyothin Rd., Ladyao, Jatuchak, Bangkok 10900 Tel: 0-2511-5427-36www.majorcineplex.com

หน้า6 / 13

  • the Meeting has considered and approve dividend payment for the year 2023 by majorityResolutionvote of the shareholders attending the meeting with the right to vote in the amount of 91 persons, totaling 559,172,476 shares or 67.44% of the total issued shares of the Company and the voting comprised of;

Approved

559,164,176

votes

or

100.0000

percent

Disapproved

0

votes

or

0.0000

percent

Abstained

8,300

votes

or

0.0000

percent

Agenda 5: To consider the election of the directors in replacement of the directors who

retired by rot tion.

The Chairman assigned the Secretary of the Meeting to elucidate the details of the election

of the directors in replacement of the directors who retiring by rotation to the meeting.

The Secretary of the Meeting declared that according to the law and the Company's Articles

of Association determines that at the annual general meeting of shareholders, not less than one-

third of the number of the directors in the Board of Directors, shall retire by rotation. At present,

the directors retiring by rotation in this year will have 4 persons as the following:

1. Mrs. Paradee

Poolvaraluk

Director and Executive Director

2. Mr. Pawatt

Ongvasith

Director, Executive Director, Nomination and

Remuneration Committee, Risk management

3. Mr. Satian

Pooprasert

Committee, Investment Committee

Independent Director, Chairman of Risk management

Committee and Corporate Governance and

4. Ms. Chonticha Chitrarporn

Sustainability Development Committee

Independent Director, Chairman of Corporate

Governance and Sustainability Development

Committee, Audit Committee and Risk management

Committee

For nominating the directors, the Company made an announcement to invite the

shareholders to propose the names the qualified candidates for the positions of the directors to be

elected asth directors of the Companyst

in advance via SET website and publish on company website

from 14 November 2023 to 31 January 2024. The consequence is none of shareholders propose the name of candidates to the Company.

In this regard, the Nomination and Remuneration Committee has considered 4 candidates qualified with knowledge, competence, experience, good working record, virtue, ethics, good attitude to the Company and ability to sufficiently devote their time to the Company's operation benefit in line with the directors' structure.

In addition, qualified candidates proposed for appointment as independent directors have been considered as qualified persons according to the regulations of the Stock Exchange of Thailand and the Securities and Exchange Commission being able to provide opinions on various matters independently. Therefore, The Nomination and Remuneration Committee resolved to propose to the Board of Directors to further propose to Meeting of Shareholders to appoint directors who retired by rotation to be the director for another term. Documents for consideration on this agenda have been sent to shareholders together with the Invitation as the Enclosure 4.

In order to comply with the principles of good corporate governance, the Company has to elect directors individually. The results of the election would be released for each individual nominee.

The chairman asked whether the meeting have any further question, when it appeared that there were no further questions from shareholder, The Chairman then proposed that the meeting consider voting on this agenda.

MAJOR CINEPLEX GROUP PUBLIC COMPANY LIMITED

Registration No. 0107545000047

1839,1839/1,1839/6 Phaholyothin Rd., Ladyao, Jatuchak, Bangkok 10900 Tel: 0-2511-5427-36www.majorcineplex.com

หน้า7 / 13

  • The Meeting has considered and resolved by majority vote of the total entitled votes presentingResolutionin the amount of 91 persons, totaling 559,172,476 shares or 67.44% of the total issued shares of the Company approved the election of 4 Directors namely,

Mrs. Paradee Poolvaraluk, Mr. Pawatt Ongvasith, Mr. Satian Pooprasert, Ms. Chonticha Chitrarporn to be the Company's Directors as proposed as follows:

  1. Mrs. Paradee Poolvaraluk with the votes as follows:

Approved

496,321,800

votes

or

88.7600

percent

Disapproved

62,850,676

votes

or

11.2399

percent

Abstained

0

votes

or

0.0000

percent

(2) Mr. Pawatt Ongvasith with the votes as follows:

or

83.5196

percent

Approved

467,018,981

votes

Disapproved

92,153,495

votes

or

16.4803

percent

Abstained

0

votes

or

0.0000

percent

(3) Mr. Satian Pooprasert with the votes as follows:

or

78.1999

percent

Approved

437,272,395

votes

Disapproved

121,900,081

votes

or

21.8000

percent

Abstained

0

votes

or

0.0000

percent

(4) Ms. Chonticha Chitrarporn with the votes as follows:

or

89.1147

percent

Approved

498,305,100

votes

Disapproved

60,867,376

votes

or

10.8852

percent

Abstained

0

votes

or

0.0000

percent

Agenda 6 To consider fixing remuneration and meeting allowanceremunerationfor the directors for the

The yearChairman2024 declared that in consideration of the fixingand meeting allowance for the directors for the year 2024, the Nomination and Remuneration Committee took into account the remuneration's appropriateness which is compatible with roles and responsibilities and compared with other operators in both the similar industry and size, including profit growth. The Nomination and Remuneration Committee, thus, resolved then proposed to the Board of Directors' meeting to propose to the Annual General Meeting of Shareholders for the year 2024 as detailed in enclosure No.5 for further consideration and approval of the remuneration of the Board of Directors for the year 2024 in the amount not exceeding Baht 13.6 Million, are the remuneration of the Board of Directors for not exceeding Baht 8.4 Million and the special remuneration for Baht 5.2 Million.

The Chairman assigned Mr. Kraithip Krairiksh, Chairman of Nomination and Remuneration Committee, to elucidate the details of the agenda to meeting.

Mr. Kraithip Krairiksh elucidated that the Nomination and Remuneration Committee has

considered and proposed to the Board of Directors propose to the meeting of shareholders for further

in the amount

exceeding Baht 13.6 Million, which are the

consideration and approval of remun ration

the directors, the Audit Committee, nd other sub-

remuneration of the Board of Directors

for

not exceeding Baht 8.4 Million

and

the special

co mittees for the year 2024

not

remuneration for not exceeding Baht 5.2 Million.

In this regard, the remuneration of directors, excluding sub-committees, remains the same as in 2023. The remuneration increased due to the appointment of more sub-committees, including the Investment Committee. Risk Management Committee Corporate Governance and Sustainability Development Committee

MAJOR CINEPLEX GROUP PUBLIC COMPANY LIMITED

Registration No. 0107545000047

1839,1839/1,1839/6 Phaholyothin Rd., Ladyao, Jatuchak, Bangkok 10900 Tel: 0-2511-5427-36www.majorcineplex.com

หน้า8 / 13

Remuneration for attending Directors' meetings

eration for the directors Baht 8.4 Million is consisted of:

(1)

For the Board of Directors: To be

paid annually to the Chairman in the amount of

(2)

Baht 360,000 per year, and the directors in amount of Baht 595,000 per year.

For the Audit Committee: To be paid annually to the Chairman of the Audit

Committee in the amount of Baht 125,000 per year, and to the other member in

(3)

amount of Baht 75,000 per year.

For the Remuneration and Compensation Committee: To be paid annually to each

(4)

member of such Committee in the amount of Baht 30,000 per year.

For the Executive Committee: To be paid annually to the Chairman of the Executive

Committee in the amount of Baht 125,000 per year, and to other member in

(5)

amount of Baht 75,000 per year.

For the Investment Committee, Risk Management Committee, and Corporate

Governance and Sustainability Development Committee, the remuneration will be

paid to each director in the amount of 10,000 baht per meeting.

by comparing information in 2020 to 2023 as detailed in the Enclosure No.5.

The Chairman asked whether any shareholder wishes to make any question to the agenda.

When it appeared that there were no further questions from shareholder, the chairman requested

the meeting to consider and approve fixing remuneration and meeting allowance for the directors

for the year 2024.

Resolution: the Meeting has considered and resolved to approve fixing remuneration and

meeting allowance for the directors for the year 2024 in the amount not exceeding Baht 13.6 Million

as Board of Directors proposed with a vote of not less than two-thirds of the total entitled votes

presenting in the amount 92 persons, totaling 559,173,676 shares or 67.44% of the total issued

shares of the Company and the voting comprised of;

or

99.8946

percent

Approved

558,584,386

votes

Disapproved

1,400

votes

or

0.0002

percent

Abstained

587,890

votes

or

0.1051

percent

Agen

7 To consider appointing an auditor and fixin rem neration for the year 2024

auditor

an

The Chairman assigned the Secretary of the Meeting to elucidate the details of appointing

and fixing remuneration for the year 2024 to meeting for consideration.

The Secretary of the Meeting elucidated that pursuant to of the Public Limited Companies

Act B.E. 2535 (as amended), Section 120, and the Company's Articles of Association, Article 38

which determines that the General Meeting of Shareholders has authority to appoint auditors and

determine the auditing fee in every year. For 2024, The Audit Committee has considered and

proposed to the Board of Directors in order to purpose to the General Meeting of Shareholders to

appoint the auditors from PricewaterhouseCoopers ABAS Limited, namely:

1. Ms. Tithinun

Vankeo

a certified public accountant no. 9432

2. Ms. Nuntika

Limviriyalers

a certified public accountant no. 7358

3. Mr. Pisit

Tangtanakul

a certified public accountant no. 4095

As the Company's auditor for the year 2024 to audit and opinion on financial statements

and consolidated financial statements. Anyone of the auditors has been authorized to audit and certify financial statements and consolidated financial statements. In the event that the auditors whose names appear above cannot carry out their duties, PricewaterhouseCoopers ABAS Ltd. has been authorized to appoint another auditor of PricewaterhouseCoopers ABAS Ltd. to perform the work.

MAJOR CINEPLEX GROUP PUBLIC COMPANY LIMITED

Registration No. 0107545000047

1839,1839/1,1839/6 Phaholyothin Rd., Ladyao, Jatuchak, Bangkok 10900 Tel: 0-2511-5427-36www.majorcineplex.com

หน้า9 / 13

In this regard, in consideration of the appointment of the auditors, the Audit Committee

considered from the performance and independence, audit fees, qualifications as stipulated by the

Securities and Exchange Commission and the Stock Exchange of Thailand as the criteria.

Moreover, PricewaterhouseCoopers ABAS Limited and the three auditors mentioned above

are completely independent from the Company and have no relation/interest with the Company,

its subsidiaries, executives, major shareholders or connected persons of such auditors in a manner

which may affect the independency of auditor, details of which are shown in enclosure No.6 to the

Invitation to attend the meeting of shareholders which were already sent to the shareholders.

Therefore, the Meeting of Shareholders was requested to consider and determine the 2024

auditing fee in amount of not exceeding Baht 3,780,000 and acknowledge auditing fee of the

Company's subsidiaries in amount of not exceeding Baht 3,490,000; the total audit fee of the

Company and its subsidiaries for the year 2024 is not more than Baht 7,270,000 as the sum auditing

fee for preparing and auditing the 2024 financial statements; the details of which are shown in the

enclosure No.6.

The Chairman asked whether any shareholder wishes to make any question to the agenda.

When it appeared that there were no further questions from shareholder, the chairman requested

the meeting to approve appointing an auditor and fixing remuneration for the year 2024.

Resolution: the Meeting has considered and resolved by majority vote of the shareholders

attending the meeting with the right to vote in the amount of 92 persons, totaling 559,173,676

shares or 67.44% of the total issued shares of the Company and the voting comprised to approve

the appointment of PricewaterhouseCooper ABAS Ltd to be audit firm for the Company and its

subsidiaries for the year 2024 and to appoint the following auditors from PricewaterhouseCooper

ABAS Ltd. as the Company's Auditors to audit and opine on financial statements and consolidated

financial statements for the year 2024;

a certified public accountant no. 9432

1. Ms. Tithinun

Vankeo

2. Ms. Nuntika

Limviriyalers

a certified public accountant no. 7358

3. Mr. Pisit

Tangtanakul

a certified public accountant no. 4095

By determining the 2024 auditing fee in amount of not exceeding Baht 3,780,000 and

acknowledgement of auditing fee of the Company's subsidiaries for the year 2024 in amount of not

exceeding Baht 3,490,000; the total audit fee of the Company and its subsidiaries for the year 2024

is not more than Baht 7,270,000 and the voting comprised of;

100.0000

percent

Approved

547,510,157

votes

or

Disapproved

0

votes

or

0.0000

percent

Abstained

11,663,519

votes

or

0.0000

percent

AgendaAt8theOtherend ofbusinessAgenda 7,(iftheany)Chairman asked whether any shareholder wishes to propose any matter to the meeting for further consideration.

-None-

The Chairman, then, asked whether any shareholder wishes to make any comment or question.

MAJOR CINEPLEX GROUP PUBLIC COMPANY LIMITED

Registration No. 0107545000047

1839,1839/1,1839/6 Phaholyothin Rd., Ladyao, Jatuchak, Bangkok 10900 Tel: 0-2511-5427-36www.majorcineplex.com

หน้า10 / 13

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

Major Cineplex Group pcl published this content on 14 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 April 2024 08:23:00 UTC.