Supalai : Minutes of the 2023 Annual General Meeting of Shareholders

Minutes of the Annual General Meeting of Shareholders 2023

Supalai Public Company Limited

Monday, April 24, 2023

On Convention Room, 33rd Floor, Supalai Grand Tower,

1011 Rama III Road, Chong Nonsi Subdistrict, Yannawa District, Bangkok

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Meeting started at 2.00 p.m.

Dr.Prateep Tangmatitham, the Chairman of the Board of Directors, presided over the Meeting ("Chairman") and expressed the gratitude to shareholders who dedicated their time to attend the 2023 Annual General Meeting of Shareholders of the Company. The Meeting was informed that, according to the Articles of Association and the Public Limited Companies Act B.E. 2535 (1992), the Annual General Meeting shall be held within 4 months from the end of the Company's fiscal year. At the Board of Directors' Meeting No. 2/2023 held on Tuesday, February 21, 2023, the Meeting passed a resolution to approve the Annual General Meeting 2023 of Shareholders to be in a form of Onsite Meeting at the Convention Room, 33rd Floor, Supalai Grand Tower.

The Chairman assigned Mrs.Varunee Lapitananuvat, the Company Secretary, to summarize the number of shareholders attending the Meeting.

Presently, the Company has its registered capital in the amount of 1,955,666,261 baht and its paid-up capital in the amount of 1,953,054,03 0 baht with the par value of 1.00 baht per share. Today, there were 584 shareholders attending the Meeting in person, holding altogether 1,231,575,274 shares or equivalent to 63.0589 % categorized as follows:

Present in person totaling 66 persons, holding altogether 699,278,405 shares or equivalent to

35.8044 % of the total paid up shares.

Proxy totaling518 persons, holding altogether 532,296,869 shares or equivalent to

27.2546 % of the total paid up shares.

Therefore, the quorum was duly constituted according to the Company's Articles of Association and under the Public Limited Companies Act B.E. 2535 (1992), which requires not less than 25 shareholders presented in person or represented by proxy at the Meeting, with shareholding altogether of not less than one-third of issued shares.

For transparency and to be in accordance with the best practice guide on shareholders' meeting of listed companies Asst. Prof. Dr.Sukulpat Khumpaisal was the minority shareholder volunteer to venify the voting.

In addition, there were representatives from the Thai Investors Association to observe the Shareholders' Meeting to see how well it is carried out. The representative from the Thai Investors Association was Ms.Pannarudee Mahakornphet.

The Chairman declared that the Annual General Meeting of Shareholders 2023 opened, and then introduced members of the Company's Directors, Executive and Auditors presenting at the Meeting as follows:

1. Dr.Prateep	Tangmatitham	Chairman of the Board and Chief Executive Officer
2. Mrs.Ajchara	Tangmatitham	Director and Executive Vice President
3. Mr.Tritecha	Tangmatitham	Director and Managing Director
4. Mr.Anant	Gatepithaya	Independent Director and Chairman of the Audit
		Committee
5. Assoc.Prof.Dr.Virach	Aphimeteetamrong	Independent Director and Chairman of the
		Nomination and Compensation Committee
6. Assoc.Prof.Dr.Somjai	Phagaphasvivat	Independent Director and Chairman of the
		Corporate Governance and Sustainability
		Development Committee
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7.	Mr.Atip	Bijanonda	Director and Chairman of the Risk Management
			Committee
8.	Assist.Prof.Aswin	Bijayayodhin	Independent Director
9.	Mr.Prasas	Tangmatitam	Director
10. Mr.Krid	Chancharoensuk	Director
11.	Dr.Sahas	Bunditkul	Advisor of the Board of Directors
12. Mrs.Siriporn	Wangsapar	Assistant Managing Director, Chief Financial Officer
13. Mrs.Varunee	Lapitananuvat	Company Secretary
14.	Mr.Supachai	Phanyawattano	Audit Partner, EY Office Limited
15. Ms.Yuwadee	Tantanarat	Audit Manager, EY Office Limited

There were 10 directors attending the Meeting from a total of 10 directors, representing 100%.

The Chairman informed the Meeting that the Company had notified the date of the Shareholders' Meeting on the Company's website from September 13, 2022 to November 14, 2022 in order to offer opportunities to shareholders to participate in proposing any Meeting agenda in advance prior to the Shareholders' Meeting. However, it appeared that none of the shareholders proposed and nominated persons to the Company to be selected as directors. The meeting agenda was also not proposed, including questions, in advance. The Board of Directors considered and deemed appropriate to set 8 agenda items for this Meeting. The details were shown in the letter of invitation to the Meeting submitted to all shareholders. The Company had published the letter of invitation to the Meeting and the agenda on the Company's website (www.supalai.com) since March 17, 2023. The Meeting will be conducted in accordance with the agenda sequence specified in the letter of invitation to the Meeting and there is no additional agenda to consider. This is to ensure that the Meeting is in accordance with the guidelines of good corporate governance. The Company recorded this Annual General Meeting of Shareholders in the form of a video for publication on the Company's website (www.supalai.com).

The Chairman assigned Mrs.Varunee Lapitananuvat, the Company Secretary, to explain the Meeting about the voting, vote counting process to Shahreholders' Meeting and notification of the voting results. The details were as follows:

• The Company used barcode system to facilitate the vote-counting process.
• The Company had set the procedure for counting votes by separating the vote counting methods of those attending the Meeting and the proxy as follows:
• • Shareholders and the proxy had the right to vote according to the number of shares held, wherein one share was equal to one vote.
  • For each agenda item, each shareholder was eligible to cast his/her votes, to either approval, disapproval or abstention from voting. Vote splitting was disallowed.
  • In case the proxy was presented at the Meeting, in which the shareholder had pre-casted the vote and the vote was counted, the proxy did not get to vote. On the other hand, if the shareholder's voting decision was unspecified or unclear, then the proxy was granted the right to make an appropriate voting decision. Regarding any disapproval or abstention to any agenda, the voter was asked to raise his/her hand. The officer would pick up the ballot from the proxy, same policy applied if the shareholder attended the session in person.
• In order for the ballots to be counted as qualified votes, the ballot should be completely marked and signed. In the case that voters wanted to make changes to the vote, it was required to cross out the original mark and signed at all time. Voting that did not comply with the mentioned criteria would be considered as void and would not be counted as part of the votes for the agenda.
• For vote-counting, the Meeting would count votes of shareholders present at the Meeting and casted the votes, as well as of those appointed proxy as recorded by the Company at the time of registration of the Meeting. There shall be 3 types of vote-counting as follows:
• 1. For the agenda 1,2,3, and 5 to be approved by the majority votes of the shareholders attending the Meeting and cast their votes, the Company officer shall count only the votes of the shareholders with voting right, who voted for approval and disapproval. In the event of voting tie, the Chairman of the Meeting must exercise a tie-breakingvote.

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• 1. For the agenda 4 to be approved, by the vote of not less than two-thirds of the total votes of the shareholders present at the Meeting. The Company shall count the votes of approval, disapproval, abstention and voided ballot.
  2. For the agenda 6, 7 and 8 to be approved by the vote of not less than three-fourths of the total votes of shareholders attending the Meeting and having the right to vote.
  3. In case of the Meeting is closed for each agenda, Shareholders cannot vote in the past agendas.
• Shareholders would be requested to mark and sign in the voting cards indicating approval, disapproval, or abstention. The Company staff shall collect only voting cards with disapproval and abstention, in correspondence with each agenda. If the voting for each agenda has been closed, shareholders would not be able cast vote for the previous agenda. The voting cards with approval shall be collected all together after the Meeting.
• In the vote-counting process, the Company would deduct votes of the disapproval and abstention out of the total number of votes casted by the shareholders present at the Meeting. The rest shall be deemed as affirmative votes in favor of such agenda. The votes shall also be considered based on the intent stated in the letter of proxy by shareholders.
• As the counting of votes for each agenda shall be counted from the vote of shareholders attended the Meeting and with the right to vote, the numbers of shareholders and votes might not be equal, depending on the presence of shareholders at the time of cast of each agenda item.
• In case of any questions or comments, shareholders could raise their hands before the voting at the end of each agenda.
• The Company will announce the voting results of each agenda item after completing the final agenda item.

The Chairman asked the Meeting to express any other concents, No one disputed. The Meeting agreed with the above voting - counting Process.

Agenda 1To acknowledge the directors' report on the Company's performance and to approve the Financial Statements for the year ended December 31, 2022.

The Chairman assigned Mr.Tritecha Tangmatitham, Director and Managing Director to summarize Company's performance and factors affecting business operations, including the 2023 action plan, are as follows:

The year 2022 had been quite difficult for not only the Company, but also the whole world affected quite a lot by various changes, including labor shortages and fluctuations in construction materials and energy prices. However, the Company has been able to perform quite good operations. In 2023, the Company expects another year of good operating results.

Positive Factors

• Continuous economic recovery : The rate of Coronavirus Disease 2019 (COVID-19) decreases. As a result, purchasing power continues to grow, and elections will help drive the nation forward.
• Return of foreign purchasing power : Tourism recovery in Thailand resulted in the increasing purchasing power of foreigners. Although the Company does not rely mainly on purchases from foreign customers, some foreign customers are interested in the Company's high-rise projects.
• Expansion of stimulus measures for the real estate sector : The real estate stimulus measures for products valued below 3 million baht are expanded. There are still ruducing in ownership transfer and mortgage registration fees, which could help some of the low-endmarkets.

Negative Factors

• Rising interest rates and inflation : The Company was not affected due to its relatively strong financial position so it was able to provide project loans. However, LTV measures, including rising interest rates and inflation, will affect customers. This year, the Thai real estate market may be growing, but will not be noticeable. The Company is

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confident that its action plans implemented and adaptation of action plans to the situation will result in a good year for the Company. According to the sales in the first quarter of 2023, it is considered satisfactory.

• Rising labor costs and construction materials : If the labor cost and construction materials are compared with the same period in the previous year, it is found that there is a significant increase to some extent, affecting rising construction cost and costs of goods.

Presales, Total Revenues and New Project Launches in 2023
•	Presales : amounted to 32,433 million baht, increased by 35% from 2021. 42% were
	major cities in provinces, which was higher than the previous year. For low-rise projects,
	the proportion of sales was higher, compared with the high-rise projects, as follows:
		Provinces	High Rise Projects		Low Rise Projects
		Bangkok Metropolitan	29%		29%
		Other provinces	3%		39%
•	Total Revenue : The Company's total revenue and net profit amounted to 35,501 million
	baht and 8,173 million baht, respectively. It was considered the highest revenue and net
	profit of the Company. Despite market fluctuations, the Company has management and
	preparation regularly. Most of the revenue was derived from condominium products that
	the Company sold several years ago, which was before the downturn in the condominium
	product market. In addition, the Company adapted to do the low-rise product marketing
	efficiently in Bangkok and major cities in other provinces. As a result, sales of ready-to-
	ownership transfer products are positive, both high-rise projects and low-rise projects.
•	The value of new project launch : 37,800 million Baht.

During 2021-2022, the Company grew by leaps and bounds in both revenue and profit. The Company adapted to do marketing for low-rise products increasingly, including the delivery of high-rise projects sold before the COVID-19 pandemic. When the situation of the COVID-19 pandemic improved, customers were confident in their financial stability, so they were able to accept the transfer of ownership of high-rise projects. The appearance and function of the product are constantly being improved by the Company.

Action plan, sales target, total revenue, and new project launches in 2023 The Company has set growth targets in all aspects. The details are as follows:

• Sales Target : 36,000 million baht. In the first quarter of 2023, it achieved 9,029 million baht in line with the target.
• Total Revenue Target : 36,000 million baht. In 2023, it will be a better year than 2022 if the Company achieves its targets and compares with the performance in 2022.
• New Project Launches : The total project value is 41,000 million baht.

Proportion of Presales Target in 2023

Provinces	High Rise Projects	Low Rise Projects
Bangkok Metropolitan	27%	31%
Other provinces	3%	39%

• Sales Target : The Company continues to focus on regional projects, where the sales target is expected to be 42% of the Company's sales proportion. Previously, regional projects had been expanded to 28 provinces nationwide. In 2023, the projects have already begun to be developed in 5 provinces, namely, Lamphun, Lampang, Nakhon Pathom, Ratchaburi, and Chanthaburi. It can be seen that the Company is not an entrepreneur that focuses only Bangkok, but also other provinces nationwide. It is the Company that has the highest selling value in the regional major cities. If it is compared to sales, it can be seen that the Company successfully develops projects in regional major cities.

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• Product Design : The Company has been continuous improvement product, both high- rise projects and low-rise projects. High rise projects were redesigned 4-5 years ago. Some of them may be completed after the delivery of the condominium unit to the customer. Customers will see the new design project 1-2 years ago. As for low-rise projects, customers will see a clearer picture because they are redesigned every year, both new house styles and various functions of the common area. Low-Rise projects have developed new series design in various locations in 2022 are as follows:
• 1. Supalai Grand Essence @ Tha Phra Interchange Project: This is a new project in the form home office on high potential location and a project that is convenient to access and near BTS&MRT stations.
  2. Supalai Elegance Borommaratchachonnani 121 Project: This is a new project in the form of a 3-storeydetached house.
  3. Supalai Tuscany Donkaew - Maerim Project: This is a new project developed at Mae Rim, Chiang Mai Province.
• Projects ready for ownership transfer for this year : There are 2 projects as follows:
• 1. Supalai Loft Sathorn - Ratchaphruek Project: Project value amounted to 1,465 million baht. At the end of 2022, 97% were sold and it was sold out at the beginning of this year. The ownership transfer commences in the second quarter of 2023.
  2. Supalai Premier Si Phraya - Samyan ProjectThe project value amounted to 2,300 million baht. It was sold out since the project launched. The ownership transfer commences in the third quarter of 2023.

Investment Budget in 2023

To follow the Company to be able to operate its business in accordance with the sales targets and project launch. As a result, the land purchase budget was set at 8,000 million baht and the construction cost budget was 15,600 million baht. This is the investment to generate sales and revenue for the Company in the future.

New Project Launch Plan

There are 37 projects with a total value of 41,000 million baht, accounting for the following proportion:

Provinces	High Rise Projects	Low Rise Projects
Bangkok Metropolitan	20%	38%
Other provinces	-	42%

In 2022, the Company launched one high-rise project, namely, Supalai Blue Whale Hua Hin

Project.

The Chairman further clarified that in order to increase growth potential and diversify risks over the past 10 years, the Company has expanded its investment in major cities of 28 provinces. For the same reason, the Company has expanded its investment to ASEAN countries, including Philippines, Vietnam, Malaysia and Australia, especially Australia, which is a large country with stable economy and resources with a few exchange rate fluctuations. It has good purchasing power and some part of the foreign market.

The Chairman reported the results of overseas investment operating results and operating results in subsidiaries, performances and environmental, social and governance (ESG) awards as follows:

Overseas Investment

The Company has been expanding its overseas investment for 10 years, which generates good returns. The Company invests in 12 projects in 3 states of Australia, consisting of:

• 2 projects in Perth
• 8 projects in Melbourne & Geelong, and
• 2 Projects in Brisbane

The investment amounted to AUD 415 million, equivalent to 9,735 million baht. The total project value is AUD 2.2 billion, equivalent to 52,531 million baht. The previous year's total sales amounted to AUD 163 million, equivalent to 3,814 million baht. The ownership transfer amounted to AUD 121 million, equivalent to 2,827 million baht. The backlogs awaiting for ownership transfer amounted to AUD 309 million, equivalent to 7,256 million baht.

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