Siam Makro Public : Notification of the Resolutions of the Extraordinary General Meeting of Shareholders No. 1/2021

	(Translation)
Date:	12 October 2021
Subject:	Notification of the Resolutions of the Extraordinary General Meeting of Shareholders
	No. 1/2021
Attention:	President
	The Stock Exchange of Thailand

Whereas the Extraordinary General Meeting of Shareholders of Siam Makro Public Company Limited (the "Company") No. 1/2021 was held on 12 October 2021 from 15.30 to 17.30 hrs. through electronic means (E-Meeting), the meeting has resolved the resolutions as follows:

Agenda 1To consider and approve the acceptance of the entire business transfer of C.P. Retail Holding Company Limited

Resolution

Approved the acceptance of the entire business transfer of C.P. Retail Holding Company Limited ("CPRH") and approved the authorisation of the Board of Directors and/or persons designated by the Board of Directors to take any actions in connection with the entire business transfer transaction and the allocation of shares as consideration for the entire business transfer and to take any other actions in connection with such matters, with the votes of not less than three-fourthsof all votes of the shareholders attending the meeting and entitled to vote, excluding votes of the interested shareholdersas follows:

Approved	231,804,908	Votes	, equivalent to	99.9999	% of all votes of the
					shareholders attending the
					meeting and entitled to vote
Disapproved	101	Votes	, equivalent to	0.0000	% of all votes of the
					shareholders attending the
					meeting and entitled to vote
Abstained	100	Votes	, equivalent to	0.0000	% of all votes of the
					shareholders attending the
					meeting and entitled to vote
Voided ballot	0	Votes
Not entitled to	4,467,901,500	Votes
vote

Agenda 2To consider and approve the increase of the registered capital of the Company in the amount of THB 3,186,161,750 from the current registered capital of THB 2,400,000,000 to be the registered capital of THB 5,586,161,750

Resolution

Approved the increase of the registered capital of the Company in the amount of THB 3,186,161,750 from the current registered capital of THB 2,400,000,000 to be the registered capital of THB 5,586,161,750, by issuing up to 6,372,323,500 new ordinary shares with a par value of THB 0.50 each, and approved the authorisation of any one of the authorised directors of the Company (to act without company seal) to take any actions in connection with the registration of the increase of the registered capital of the Company and to amend, supplement or make changes

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to the application or statements in such documents in connection with the registration of the increase of the registered capital of the Company which are required to be submitted to the Ministry of Commerce in order to be in compliance with the recommendations or orders of the registrar or officers and to take any other actions in connection with such matters, with the votes of not less

than three-fourthsof all votes of the shareholders attending the meeting and entitled to vote, as

follows:

Approved	4,699,654,708	Votes	, equivalent to	99.9988	% of all votes of the shareholders
					attending the meeting and entitled
					to vote
Disapproved	51,801	Votes	, equivalent to	0.0011	% of all votes of the shareholders
					attending the meeting and entitled
					to vote
Abstained	100	Votes	, equivalent to	0.0000	% of all votes of the shareholders
					attending the meeting and entitled
					vote
Voided ballot	0	Votes

Agenda 3To consider and approve the amendment to the Memorandum of Association of the Company to reflect the increase of the registered capital of the Company

Resolution

Approved the amendment to the Memorandum of Association of the Company to reflect the increase of the registered capital of the Company and approved the authorisation of any one of the authorised directors of the Company (to act without company seal) to take any actions in connection with the registration of the amendment to the Memorandum of Association of the Company and to amend, supplement or make changes to the application or statements in such documents in connection with the registration of the amendment to the Memorandum of Association of the Company which are required to be submitted to the Ministry of Commerce in order to be in compliance with the recommendations or orders of the registrar or officers and to take any actions in connection with such matters, with the votes of not less than three-fourthsof all votes of the shareholders attending the meeting and entitled to vote, as follow:

Approved	4,699,654,708	Votes	, equivalent to	99.9988	% of all votes of the shareholders
					attending the meeting and entitled
					to vote
Disapproved	51,801	Votes	, equivalent to	0.0011	% of all votes of the shareholders
					attending the meeting and entitled
					to vote
Abstained	100	Votes	, equivalent to	0.0000	% of all votes of the shareholders
					attending the meeting and entitled
					to vote
Voided ballot	0	Votes

Agenda 4 To consider and approve the allocation of newly issued ordinary shares to offer to specific persons (Private Placement) as payment of consideration for the entire business transfer

Resolution

Approved the allocation of newly issued ordinary shares to offer to specific persons (Private Placement) up to 5,010,323,500 newly issued shares with a par value of THB 0.50 each at the offering price of THB 43.50 per share for the total value of THB 217,949,072,250 to CPRH

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as payment of consideration for the entire business transfer and approved the authorisation of the Board of Directors and/or persons designated by the Board of Directors to take any actions in relation to the issuance, offering and allocation of the newly issued ordinary shares to CPRH, and to take any other actions necessary for and/or in connection with the offering shares to CPRH in all respects, including but not limited to the determination of time, date, conditions and other details as necessary for and/or in connection with such offering, to sign the agreements and/or documents, applications and evidences as necessary for and in connection with such allocation of newly issued ordinary shares, as well as to contact and submit such applications, documents and evidences with the government agencies or other relevant authorities, and to apply f or the listing of the newly issued ordinary shares of the Company on the Stock Exchange of Thailand (the "SET") and to be authorised to take any other actions as necessary and appropriate for such allocation of newly issued ordinary shares in order to be in compliance with relevant law and regulations, and also approved the authorisation of any one of the authorised directors of the Company (to act without company seal) to take any actions in connection with the registration of the various matters with the Ministry of Commerce and to take any actions in connection with such matters, with the votes of not less than three-fourthsof all votes of the shareholders attending the meeting and entitled to vote, excluding votes of the interested shareholders, as follows:

Approved	231,628,308	Votes	, equivalent to	99.9237	% of all votes of the shareholders
					attending the meeting and entitled
					to vote
Disapproved	176,701	Votes	, equivalent to	0.0762	% of all votes of the shareholders
					attending the meeting and entitled
					to vote
Abstained	100	Votes	, equivalent to	0.0000	% of all votes of the shareholders
					attending the meeting and entitled
					to vote
Voided ballot	0	Votes
Not entitled to	4,467,901,500	Votes
vote

Agenda 5 To consider and approve the allocation of newly issued ordinary shares for offering to the public (Public Offering)

Resolution

Approved the allocation of newly issued ordinary shares for offering to the public (Public Offering) up to 1,362,000,000 newly issued ordinary shares with a par value of THB 0.50 each as an offering to the public (Public Offering), representing up to 12.19 percent of the total issued and outstanding ordinary shares in the Company after the offering of the ordinary shares to the public (Public Offering) and approved the authorisation of the Board of Directors and/or persons designated by the Board of Directors to take any actions in relation to the issuance, offering and allocation of the newly issued ordinary shares to the public (Public Offering), to determine the offering price, and to take any other actions necessary for and/or in connection with the offering shares to the public (Public Offering) in all respects, including but not limited to the determination of time, date, conditions and other details as necessary for and/or in connection with such offering, to sign the agreements and/or documents, applications and evidences as necessary for and in connection with the allocation of newly issued ordinary shares, as well as to contact and submit such applications, documents and evidences with the government agencies or other relevant authorities, and to apply for the listing of the newly issued ordinary shares of the Company on the SET and to ratify any actions taken by such authorised persons in relation to the foregoing and to be authorised to take any other actions as necessary and appropriate for such allocation of newly issued ordinary shares in order to be in compliance with relevant law and regulations, and also approved the authorisation

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of any one of the authorised directors of the Company (to act without company seal) to take any actions in connection with the registration of the various matters with the Ministry of Commerce and to take any actions in connection with such matters, with the majority votes of the shareholders

attending the meeting and entitled to vote, as follows:

Approved	4,699,529,908	Votes	, equivalent to	99.9962	% of all votes of the shareholders
					attending the meeting and entitled
					to vote
Disapproved	176,600	Votes	, equivalent to	0.0037	% of all votes of the shareholders
					attending the meeting and entitled
					to vote
Abstained	101	Votes	, equivalent to	0.0000	% of all votes of the shareholders
					attending the meeting and entitled
					to vote
Voided ballot	0	Votes

Agenda 6 To consider and approve the additional remuneration for the auditors for the fiscal year ending 31 December 2021

Resolution

Approved the additional remuneration for the auditors for the fiscal year ending 31 December 2021 in the amount of THB 2,000,000 from THB 7,170,000 to be a total of THB 9,170,000, with the majority

votes of the shareholders attending the meeting and entitled to vote, as follows:

Approved	4,699,706,505	Votes	, equivalent to	99.9999	% of all votes of the shareholders
					attending the meeting and entitled
					to vote
Disapproved	101	Votes	, equivalent to	0.0000	% of all votes of the shareholders
					attending the meeting and entitled
					to vote
Abstained	3	Votes	, equivalent to	0.0000	% of all votes of the shareholders
					attending the meeting and entitled
					to vote
Voided ballot	0	Votes

Agenda 7 To consider other matters (if any)

- None -

Please be informed accordingly.

Yours faithfully,

Siam Makro Public Company Limited

---------------------

(Mrs. Saowaluck Thithapant)

Group Chief Shared Service Officer - Siam Makro

SET & Investor Relations

Tel. [phone] Ext. 8255/ 8261/ 9329/ 8285 Fax. [phone]

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