PTT : Invitation to the 2023 Annual General Meeting of Shareholders

Invitation to the 2023 Annual General Meeting

of Shareholders

PTT Public Company Limited

Wednesday April 12, 2023 at 13.30 hrs.

via electronic means (e-Meeting) only

according to the Emergency Decree on Electronic Meetings B.E. 2563 (2020)

and other related laws and regulations.

Shareholder and/or proxy holder can submit a request to attend the meeting

(pre-registration)athttps://register.pttdigital.com/PTT/registerbase

or scan QR Code

from March 29, 2023 or until the Meeting adjourns

Pre-Registration QR Code

On Wednesday April 12, 2023, attendees will be allowed to enter the e-Meeting from 11.30 hrs. onwards.

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CONTENT

Invitation to the 2023 Annual General Meeting of Shareholders

ATTACHMENT

1. Profile of nominated auditors for Agenda Item No.3
2. Brief personal profiles of nominated candidates for Agenda Item No.6
3. Definition of Independent Director and functional description of Specific Committees
4. Procedures for Registration & Attending the 2023 Annual General Meeting of Shareholders via Electronic Means (e-Meeting) and proxy granting
5. 1. Pre-registrationprocedures, Necessary documents and Appointment of proxy
   2. Preparation before attending the e-Meeting
   3. Step for Attending the e-Meeting
6. Profiles of the Independent Directors for proxies appointment
7. A Notification of Meeting (registration form)
8. Proxy forms - Type A, B (recommended) and C
9. A summary of the PTT Articles of Association relevant to the meeting
10. Request Form of printed 56-1 One Report 2022

	In assurance that PTT will protect and treat shareholders personal data in compliance with the
	Personal Data Protection Act B.E. 2562 ( 2019) , PTT establishing this Privacy Notice for your
	acknowledgement of the details of the processing, collecting, use and disclosure that may be
	arising. PTT would like to inform you of the rights of your personal data and the contacting
	channels as indicated in attached QR code
Privacy Notice QR Code

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-Translation-

No. 80000001/ 186 March 15, 2023

Re: Invitation to the 2023 Annual General Meeting of Shareholders

To: Shareholders of PTT Public Company Limited

PTT Public Company Limited (hereinafter referred to as "PTT") would like to invite you to attend the 2023 Annual General Meeting of Shareholders (hereinafter referred to as "AGM") on Wednesday April 12, 2023 at 13. 30 hrs. via electronic means (e- Meeting) only according to the Emergency Decree on Electronic Meetings B.E. 2563 (2020). The 2023 AGM has 7 agenda items as follows:

Agenda Item 1: To acknowledge the 2022 performance statement and to approve the financial statements for the year ended December 31, 2022

Objectives and Details: The shareholders should acknowledge the 2022 performance statement and the proposed corporate strategy plan and to approve the financial statements for the year ended December 31, 2022 which has been audited by the auditor. The details are enclosed in the 2022 56- 1 One Report ( shareholders can download the documents from the QR Code provided in the Notification of Meeting in Attachment 6). A summary is as follows:

Items	2022	2021
Total Assets (Million Baht)	3,415,632.29	3,071,384.08
Total Liabilities (Million Baht)	1,881,939.53	1,598,444.35
Total Shareholders' Equity (Million Baht)	1,533,692.76	1,472,939.72
Issued and Fully Paid-up Share Capital	28,563.00	28,563.00
(Million Baht)
Sales and Service Income (Million Baht)	3,367,202.70	2,258,818.49
Profit for the Year : Equity Holders of the	91,174.86	108,363.41
Company (Million Baht)
Basic Earnings per Share (Baht / Share)	3.20	3.79

The Board's opinion: the Board deemed it appropriate to propose the shareholders to acknowledge the 2022 performance statement and the proposed corporate strategy plan and to approve the financial statements for the year ended December 31, 2022 which has been

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audited by the auditor and reviewed by the Audit Committee. The board has also endorsed the statements.

Agenda Item 2: To approve 2022 net profit allocation and dividend payment

Objectives and Details: PTT establishes dividend payment policy at least 25 percent of net income after corporate reserves. The dividend payment may vary in each year depending on the investment plan, loan repayment, necessity and other appropriate prospects. After the Board of Directors resolves to pay the annual dividend, the dividend payment also requires shareholders' approval except for interim dividend that the Board of Directors may resolve to pay the interim dividend without shareholders' approval and must inform regarding the interim dividend in the next shareholders' meeting.

The overall performance and financial statements indicate that PTT had Baht 91,175 million of 2022 net income. PTT's appropriated net income was reserved for self- insurance fund amounting to Baht 21 million. Therefore, PTT considers paying 2022 annual dividend in an amount of Baht 2.00 per share or 63% of the net income (Dividend payout ratio) in accordance with the Company's dividend policy. The comparison of dividend payments of 2022 and 2021 is as follows:

2022-2021 Dividend Payment Comparison

	Items	2022	2021
1.	Net income (Million Baht)	91,175	108,363
2.	Number of shares (Million shares)	28,563	28,563
3.	Earnings per share (Baht per share)	3.20	3.79
4.	Dividend per share (Baht per share)	2.00	2.00
	- Interim dividend from performance in	1.30	1.20
	the first half of year (Baht per share)
	- Dividend from performance in the	0.70	0.80
	second half of year (Baht per share)
5.	Total dividend payment (Million Baht)	57,126	57,126
6.	Payout ratio (as a percentage)	63	53

The Board's opinion: After due consideration, the Board deemed it appropriate to propose that the shareholders approve 2022 net profit allocation and the dividend payment for the year 2022 performance which will be paid to the shareholders of 28,562,996,250 shares at the rate of Baht 2.00 per share, totalling Baht 57,126 million. After deduction of the interim dividend payment for the first half of 2022 performance at the rate of Baht 1.30 per share with the total amount of Baht 37,132 million and be paid to the shareholders on October 12, 2022 (the interim dividend payment was paid from the unappropriated retained earnings which subjected to 20% corporate

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income tax wherein individual shareholders shall be entitled to a Dividend Tax Credit under Section 47 bis of the Revenue Code and from the dividend received from PTT Exploration and Production Public Company Limited (PTTEP) which is subjected to 50% petroleum income tax wherein individual shareholders shall not be entitled to a Dividend Tax Credit under Section 47 bis of the Revenue Code), the Company will pay the remaining dividend for the second half of 2022 performance at the rate of Baht 0.70 per share, totalling Baht 19,994 million. The remaining dividend for the second half of 2022 performance will be paid from the unappropriated retained earnings which subjected to 20% corporate income tax wherein individual shareholders shall be entitled to a Dividend Tax Credit under Section 47 bis of the Revenue Code at the rate of Baht 0.45 per share and from the dividend received from PTT Exploration and Production Public Company Limited (PTTEP) which is subjected to 50% petroleum income tax wherein individual shareholders shall not be entitled to a Dividend Tax Credit under Section 47 bis of the Revenue Code at the rate of Baht 0.25 per share. The Board of Directors has set the Record Date on March 3, 2023 to determine the name of shareholders who are entitled to receive the dividend. The dividend for the second half of 2022 performance will be paid on April 28, 2023.

In addition, we recommend the shareholders acknowledge the interim dividend payment be approved by the Board of Directors on September 15, 2022 at the rate of Baht 1.30 per share, totalling Baht 37,132 million, which was paid to the shareholders on October 12, 2022.

Agenda Item 3: To appoint the auditors and approve the audit fees for the year 2023

Objectives and Details: The State Audit Office of the Kingdom of Thailand (SAO) asked for cooperation with PTT to engage external auditor in replace of the SAO. The nominated auditors must be approved by the SAO.

PTT has arranged a tender of external auditor in compliance with the Public Procurement Act B. E. 2560 ( 2017) and the rules, regulations, procedures, and conditions set by the State Audit Commission. PTT has selected the auditor from EY Office Limited as PTT' s auditor for the year 2023, who signs the PTT' s financial statement for the first year.

The nominated auditors and the auditors' firm, EY Office Limited have no relationship and conflict of interests with PTT, subsidiaries, managements, major shareholders or related persons of the aforesaid parties. They are independent in auditing and providing their opinion on the financial statements of PTT. For PTT's subsidiaries audited by other auditors, the Board of Director of PTT is