Brooker Public : Resignation and Appointment of the Audit Committee, ( F24-1)

THE BROOKER GROUP PUBLIC COMPANY LIMITED

26th Floor, The Trendy Building, 10/190-193 Soi Sukhumvit 13, Sukhumvit Road, Klong Toey Nua,

Wattana, Bangkok 10110 Tel: [phone] Fax: [phone]

http://www.brookergroup.com

	June 28, 2022
Subject	: Resignation and Appointment of the Audit Committee
Attention	: The Director and Manager of the Stock Exchange of Thailand
Enclosed	: The form to report on name and Scope of Work of the Audit Committee (F24-1)

The Board of Directors of The Brooker Group Public Company Limited ("The Company") at a meeting No. 4/2022 on June 28, 2022 has resolved to approve the appointment of new directors to replace those who resigned. The details are as follows.

1. Acknowledged Dr. Peter Weldon resigned from the position of Chairman of Audit Committee and Independent Director with effect from June 28, 2022 onwards.
2. Appoint Mr. Surong Bulakul to take the position of Chairman of Audit Committee and Independent Director to replace Dr. Peter Weldon, the resigned director with effect from June 28, 2022 onwards.

So the current Audit Committee consisted of the following:

1. Mr. Surong Bulakul : Chairman of Audit Committee and Independent Director
2. Mrs. Punnee Worawuthichongsathit : Audit Committee and Independent Director
3. Mr. Sompong Phaoenchoke : Audit Committee and Independent Director

Note: Mr. Surong Bulakul has the qualifications of an independent director and is not a person who may have conflicts of interest as defined by the Stock Exchange of Thailand and the SEC.

Please be informed accordingly,

Yours sincerely,

Mr. Chan Bulakul

Chief Executive Officer

F 24-1

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

The Board of Directors meeting/shareholders	meeting of The Brooker Group Public Company Limited
No. 4/2022 held on 28 June 2022 resolved the meeting's resolutions in the following manners:
	Appointment of the audit committee/Renewalfor the term of audit committee:
		Chairman of the audit committee	Member of the audit committee
As follows:

1. Mr. Surong Bulakul

the appointment/renewal of which shall take an effect as of 28 June 2022

Determination/Change in the scope of duties and responsibilities of the audit committee with the following details: .................N/A………

the determination/change of which shall take an effect as of ………-……...

	The audit committee is consisted of:
1.	Chairman of the audit committee Mr. Surong Bulakul	remaining term in office 2 year(s) 10 months
2.	Member of the audit committee	Mrs. Punnee Worawuthichongsathit remaining term in office
	2 year(s) 10 months
3.	Member of the audit committee	Mr. Sompong Phaoenchoke	remaining term in office 2 year(s)
	Secretary of the audit committee	Ms Supanee Phongsuparbchon

Enclosed hereto is 1 copies of the certificate and biography of the audit committee. The audit committee number(s) 2 has adequate expertise and experience to review creditability of the financial reports.

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

1. To review the Company's financial reporting process to ensure that it is accurate and adequate;
2. To review the Company's internal control system and internal audit system to ensure that they are suitable and efficient, to determine an internal audit unit's independence, as well as to approve the appointment, transfer and dismissal of the chief of an internal audit unit or any other unit in charge of an internal audit;
3. 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;
4. To consider, select and nominate an independent person to be the Company's auditor, and to propose such person's remuneration, as well as to attend a non-management meeting with an auditor at least once a year;

2

1. To review the Connected Transactions, or the transactions that may lead to conflicts of interests, to ensure that they are in compliance with the laws and the Exchange's regulations, and are reasonable and for the highest benefit of the Company;
2. To prepare, and to disclose in the Company's annual report, an audit committee's report which must be signed by the audit committee's chairman and consist of at least the following information:
3. 1. An opinion on the accuracy, completeness and creditability of the Company's financial report,
   2. An opinion on the adequacy of the Company's internal control system,
   3. 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,
   4. An opinion on the suitability of an auditor,
   5. An opinion on the transactions that may lead to conflicts of interests,

1. 1. The number of the audit committee meetings, and the attendance of such meetings by each committee member,
   2. An opinion or overview comment received by the audit committee from its performance of duties in accordance with the charter, and
   3. 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; and
2. To perform any other act 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 ………………………………………………… Director

(Mr. Chan Bulakul)

Signed ………………………………………………… Director

(Mr. Anake Kamolnate)