Minor International Public : Form to Report on Names of Members and Scope of Work of the Audit Committee (F24-1) Mrs.Kobkarn Wattanavrangkul

F 24-1

Form to Report on Names of Members and Scope of Work of the Audit Committee

The Board meeting of Minor International Public Company Limited No. 1/2018 held on 17 January 2018 resolved the meeting's resolutions in the following manners:  Appointment of the audit committee:

Chairman of the audit committee As follows:

 Member of the audit committee

(1) Mrs. Kobkarn Wattanavrangkulthe appointment of which shall take an effect as of 18 January 2018.

The audit committee is consisted of:

• 1. Chairman of the audit committee Khunying Jada Wattanasiritham remaining term in office 2 year(s) 3 month(s)

• 2. Member of the audit committee Mr. Charamporn Jotikasthira remaining term in office 2 year(s) 3 month(s)

• 3. Member of the audit committee Mrs. Kobkarn Wattanavrangkul remaining term in office - year(s) 3 month(s)

• 4. Member of the audit committee Ms. Suvabha Charoenyin remaining term in office 1 year(s) 3 month(s)

Secretary of the audit committee: Mr. Brian James Delaney

The audit committee of the company has the scope of duties and responsibilities to the Board of Director on the following matters:

• 1. To meet to review and discuss with management and the independent auditors the annual audited financial statements and quarterly financial statements, including the Company's specific disclosures under "Management's Discussion and Analysis of Financial Condition and Results of Operations" and any other matters required to be reviewed under applicable legal and regulatory provisions.

• 2. To discuss with management and the independent auditor, as appropriate, earnings press releases and financial information and earnings guidance provided to analysts and to rating agencies.

• 3. To select and make a recommendation on the appointment, re-appointment and removal of the independent auditor to examine the Company's accounts, controls and financial statements. The Committee shall have the authority and responsibility to select, evaluate, compensate and oversee the work of any registered public accounting firm engaged for the purpose of preparing or issuing an audit report or performing other audits, review or attest services for the Company (including resolution of disagreements between management and the auditor regarding financial reporting). The independent auditor and each such registered public accounting firm will report directly to the Committee. The Committee shall have the authority to pre-approve all audit engagement fees and terms and the Committee must pre-approve any audit and non-audit service provided to the Company by the Company's independent auditor. The Committee shall recommend the Board to propose to shareholders to appoint the Company's independent auditor and approve their audit fees at the Annual General Meeting.

• 4. To discuss with management and the independent auditor, as appropriate, any audit problems or difficulties and management's response, and the Company's risk assessment and risk management policies, including the Company's major financial risk exposure and steps taken by management to monitor and mitigate such exposure.

• 5. To review the Company's financial reporting and accounting standards and principles, significant changes in such standards or principles or in their application and the key accounting decisions affecting the Company's financial statements, including alternatives to, and the rationale for, the decisions made.

• 6. To review and approve the internal corporate audit staff functions, including: (i) purpose, authority and organizational reporting lines; (ii) annual audit plan, budget and staffing and; (iii) concurrence in the appointment, compensation and rotation of the department head corporate audit staff.

• 7. To review, with the Chief Financial Officer, the Department Head- Corporate Audit, or others as the Committee deems appropriate, the Company's internal system of audit and financial controls and the results of internal audits.

• 8. To obtain and review at least annually a formal written report from the independent auditor delineating: the auditing firm's internal quality-control procedures; the auditing firm's independence; and any material issues raised within the preceding five years by the auditing firm's internal quality-control reviews, by peer reviews of the firm, or by any governmental or other inquiry or investigation relating to any audit conducted by the firm. The Committee will also review steps taken by the auditing firm to address any findings in any of the foregoing reviews. Also, in order to assess auditor independence, the Committee will review at least annually all relationships between the independent auditor and the Company.

• 9. To review the Company's compliance with the law on securities and exchange, the Exchange's regulations, and the laws relating to the Company's business.

• 10. To set policies for the hiring of employees or former employees of the Company's independent auditor.

• 11. To review and investigate any matters pertaining to the integrity of management, including conflicts of interest, or adherence to standards of business conduct as required in the policies of the Company. This should include regular reviews of the compliance processes. In connection with these reviews, the Committee will meet, as deemed appropriate, with the general counsel and other Company officers or employees.

• 12. To establish and oversee procedures for the receipt, retention and treatment of complaints on accounting, internal accounting controls or auditing matters, as well as for confidential, anonymous submissions by Company employees of concerns regarding questionable accounting or auditing matters.

• 13. To resolve any conflicts of interest involving a director, the CEO, or Senior Management.

• 14. To review and approve or ratify any transaction between the Company and a related person, which is required to be disclosed under the rules of the Securities and Exchange Commission.

• 15. To prepare and publish an Annual Committee Report in the Company's Annual Report. Such Audit Committee's report shall consist of at least the following information;

• • an opinion on the accuracy, completeness and creditability of the Company's financial report,

• • an opinion on the adequacy of the Company's internal control system,

• • an opinion on the compliance with the law on securities and exchange, the Exchange's regulations, or the laws relating to the Company's business,

• • an opinion on the suitability of an auditor,

• • an opinion on the transactions that may lead to conflicts of interests,

• • the number of the audit committee meetings, and the attendance of such meetings by each committee member,

• • an opinion or overview comment received by the audit committee from its performance of duties in accordance with the charter, and

• • other transactions which, according to the audit committee's opinion, should be known to the shareholders and general investors, subject to the scope of duties and responsibilities assigned by the Company's Board of Directors;

• 16. To report the following matters which may materially affect the Company's financial conditions to the Board of Directors:

  • • a transaction which causes a conflict of interest;

  • • any fraud, irregularity, or material defect in an internal control system; or

  • • an infringement of the law on securities and exchange, the Exchange's regulations, or any law relating to the Company's business.

• 17. To perform any other duties as assigned by the Company's Board of Directors, with the approval of the Audit Committee.

The company hereby certifies that

• 1. The qualifications of the aforementioned members meet all the requirements of the Stock Exchange of Thailand; and

• 2. The scope of duties and responsibilities of the audit committee as stated above meet all the requirements of the Stock Exchange of Thailand

Signed …- Emmanuel Jude Dillipraj Rajakarier -…..

(Mr. Emmanuel Jude Dillipraj Rajakarier)

Director