Cal Comp Electronics Thailand Public : Report of the Resolutions of Board of Directors Meeting

No. CC20211103ELE

November 12, 2021

Subject	Report of the Resolutions of Board of Directors' Meeting No.4/2021
To	President
	The Stock Exchange of Thailand

The Board of Directors' meeting of Cal-Comp Electronics (Thailand) Public Company Limited

(the "Company" or "CCET") No. 4/2021 held on November 12, 2021 passed the following resolutions:

1. The Board of Directors approved an updated internal organization restructure for the Company's Brazil subsidiaries in order to enhance the operating efficiency and for better taxation plans for the Company's long-term business development purpose, and details as below:

• Resolved to cancel the previously approved Board of Directors' resolution on the new establishment of a Brazil holding company dated November 12, 2019.
• Phase 1: Resolved for the Company's subsidiary Cal-Comp Holding (Brasil) S.A.
  ("CCBH") to be merged into another of the Company's subsidiary Cal-Comp Industria e Comercio de Eletronicos e Informatica Ltda ("CCBR"), and the CCBR shall be the surviving entity while CCBH shall be merged and dissolved.
• Phase 2: Resolved for the CCBR to transfer all of the Cal-Comp Industria de Semicondutores S.A.'s ("CCBS") shareholding back to the Company, and the Company shall directly held the shareholding of CCBR and CCBS upon completion.

Upon aforementioned organization restructure, the Company's shareholding in CCBR and CCBS shall still remained no change, and the estimated completion period shall be within Q4/FY2022.

The Board also approved and authorized the Chairman or a designee by the Chairman to finalize the relevant details of organization restructuring and documentations.

2. The Board of Directors had approved the related transactions as following detail;

2.1 Acquisition on fixed asset 1st transaction

Partners of Contract	Seller: Kinpo Electronics (Philippines), lnc. ("KPPH")
	Buyer: Cal-Comp Electronics (Thailand) PCL. ("CCET")
Type of fixed asset	Medical masks
Transaction date	July 2021
Transaction amount	USD 165,000 or approximately Baht 5,343,624
Pricing policy	At Book value (transaction amount) and near market value
Payment term	By cash with 90 days of credit term
The reason	In order to prevent the pandemic outbreak and to maintain the
	Company's ongoing operation, CCET purchased medical facial
	mask in seeking to sustain the operation.
2st transaction
Partners of Contract	Seller: Kinpo Electronics, Inc. ("KPO")
	Buyer: Cal-Comp Electronics (Thailand) PCL. ("CCET")
Type of fixed asset	Brand new customized parts for Automated Guide Vehicle
Transaction date	August 2021
Transaction amount	USD 28,169 or approximately Baht 912,269.96
Pricing policy	At Book value (transaction amount) and near market value
Payment term	By cash with 30 days of credit term
The reason	The Company purchased brand new customized parts for the
	automated guide vehicle in order to support the Company's
	production purpose.

The total transaction size of acquisition on fixed assets is USD 193,169 (Approximately Baht 6,255,893.97) which is accounted to 0.008% under the total value of consideration criteria (maximum transaction value criteria). The transaction is categorized as small transaction, and is not required to be disclosed according to the Notification of the Board of Governors of the Stock Exchange of Thailand Re: Disclosure of Information and Other Acts of Listed Companies concerning the Acquisition and Disposal of Assets B.E. 2547 (2004).

Total size of disposal and acquisition on fixed asset for related party transaction criteria

Included 2 transactions of the Company and/or its subsidiary with Kinpo Electronics Inc. and/or its subsidiaries, the total transaction size is USD 193,169 (Approximately Baht 6,255,893.97), which is accounted to 0.035% of NTA as September 30, 2021.

Total size of related party transactions during the past six-month periods

Overall, total size of related party transactions between the Company and/or its subsidiaries with Kinpo Electronics Inc. and/or its subsidiaries are at USD 193,169 (Approximately Baht 6,255,893.97) which is accounted to 0.035% of NTA during the past six-month periods.

Note: Exchange Rate

USD/Baht = 32.3856

Details of related person of the Company and/or its subsidiary with Kinpo Electronics, Inc and/or its subsidiary

-Name of related person:	Kinpo Electronics (Philippines) Inc. ("KPPH")
-Relationship:	KPPH is a subsidiary of Kinpo Electronics Inc.
	Kinpo Electronics Inc, holds 46.75% in the Company and
	holds 80.81% in Kinpo Electronics (Philippines) Inc.
	through Kinpo International (Singapore) Pte. Ltd., and
	has nominated 4 people to be directors in the Company:
	Mr. Hsu, Sheng-Hsiung, Mr. Hsu, Sheng-Chieh, Mr. Hsu,
	Chieh-Li, and Mr. Chen, Wei-Chang
-Name of related person:	Kinpo Electronics, Inc. ("KPO")
-Relationship:
	Kinpo Electronics Inc. holds 46.75% in the Company,
	and has nominated 4 people to be directors in
	the Company. Mr. Hsu, Sheng-Hsiung, Mr. Hsu, Sheng-
	Chieh, Mr. Shen, Shyh-Yong and Mr. Hsu, Chieh-Li
	The directors who have conflict of interest did not join and
	vote for this agenda.

Opinion of the Board of director and Audit Committee

The connected transactions of the Company are reasonable in the normal course of business due to all transactions are taking to supporting the business operation and also the terms and conditions are satisfied.

Please be informed accordingly.

Sincerely yours,

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Mr. Khongsit Choukitcharoen Managing Director