MCOT : Minutes of 2023 Annual General Meeting of Shareholders

Minutes of the 2023 Annual General Meeting of Shareholders of MCOT Public Company Limited via electronic platform on Tuesday, April 11, 2023

Live Broadcast from Auditorium Room Radio and Television Operating Building MCOT Public Company Limited

63/1, Khwaeng/Khet Huai khwang, Bangkok

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Chairman in the Meeting
Mr. Kittipong Khantiratana	Shareholder/ Chairman in the Meeting
Directors present at the Meeting
1.	Asst. Prof. Kangwan Yodwisitsak	Independent Director/ Chairman of the Audit
		Committee/ Chairman of the Nomination
		Committee
2.	Pol.Lt.Gen. Sirichun Chunsangsawang	Independent Director/ / Chairman of the
		Remuneration Committee/ Member of
		the Audit Committee
3.	Mr. Chanvit Nakburee	Director/ Member of the Remuneration
		Committee/ Member of the Risk
		Management Committee
4.	Mr. Teerapong Wongsiwawilas	Director
5.	Miss Kornpranom Wongmongkol	Director/ Member of the Corporate
		Governance and Sustainable
		Development Committee/ Member of
		Executive Committee
6.	Mr. Phaiboon Siripanoosatien	Director/Member of
		Executive Committee
7.	Asst. Prof. Prasert Akkharaprathomphong	Independent Director/ Chairman of the
		Corporate Governance and Sustainable
		Development Committee/ Member of the
		Nomination Committee/ Member of the
		Risk Management Committee
8.	Mrs. Yanee Sangsrichun	Independent Director/ Member of the
		Remuneration Committee/ Member of
		the Nomination Committee/ Member of
		the Audit Committee

There were 8 directors attending the Meeting, representing 72.73% of all directors holding directorship at present.

Directors absent from the Meeting
1. Pol. Gen. Tawitchat Palasak	Chairman/ Independent Director
2. Mr. Sommai Lakananurak	Vice Chairman/ Chairman of the Risk
	Management Committee/ Chairman of
	the Executive Committee
3. Mr. Boonson Jenchaimahakoon	Director/ Chairman of the Risk
	Management Committee

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Minutes of The 2023 Annual General Meeting of Shareholders of MCOT Public Company Limited

The executives present at the Meeting
1. Mr. Phatiyuth Jaiswang	Executive Vice President, Product Group/
		Acting President/ Acting Senior Vice
		President, Office of Television/ Acting
		Senior Vice President, Office of Radio
2. Miss Soontareeya Wongsirikul	Executive Vice President and Chief
		Financial Officer, / Acting Senior Vice
		President, Corporate Strategy Group
3. Mrs. Chothip Norasretkul	Executive Vice President, Corporate
		Management Group
4.	Mr. Sommai Suwannawong	Executive Vice President, Marketing and
		Sales Group, Acting Senior Vice President,
		Office of Marketing, and Acting Senior Vice
		President, Office of Sales
5. Mr. Kittipong Khantiratana	Senior Vice President, Office of Asset
		Management/ Acting Senior Vice President,
		Special Affairs Group
6. Miss Krisana Ubonpeng	Senior Vice President, Office of Accounting
		and Finance, Acting Senior Vice Presient,
		Office of the President
7. Mr. Kriengsak Kangwanwong	Senior Vice President, Office of Legal
		Affairs
8. Mr. Khajornsak Jaturapattaranon	Senior Vice President, Office of Internal
		Audit
9. Mr. Thanin Thavonsassanavong	Senior Vice President, Office of Network
		Engineering
10.	Mr. Noppadol Korniti	Senior Vice President, Thai News Agency
11.	Mr. Nimit Sukprasert	Senior Vice President, Office of Business
		Development
12.	Mr. Phairach Santhawe	Senior Vice President, Office of Information
		Technology
13.	Mr. Suwit Supmahaudom	Senior Vice President, Office of Asset
		Management
14.	Mr. Pornchit Piamsri	Vice President, Corporate Secretary
		Department, Company Secretary

Auditor from EY Office Company Limited

Mr. Krisada Lertwana, the Company's certified public accountant for this year.

Witness vertifying the vote counting
Miss Apornpas Phu-aree	Shareholder

Shareholders attending the Meeting via electronic means

1. The Ministry of Finance, holding 452,134,022 shares (Ms. Worachara Lutthayaporn, Director of the State Enterprise Development Bureau 2, Ministry of Finance was the proxy).
2. The Government Savings Bank, holding 78,865,978 shares (Ms. Nutya Kleeplumjueak, was the proxy).
3. Other shareholders totaling 41, holding 1,675,943 shares.

There were 43 shareholders in total, holding 532,675,943 shares, representing 77.53%.

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Minutes of The 2023 Annual General Meeting of Shareholders of MCOT Public Company Limited

The Meeting started at 13.30 hrs.

Mr. Supachat Supamethee, who served as the MC of the 2023 Annual General Meeting of Shareholders, reported to the Meeting as follows:

1. The 2023 Annual General Meeting of Shareholders of MCOT Plc. was arranged via electronic platform in accordance with the Emergency Decree on Electronic Meetings, B.E. 2563 (A.D. 2020), and the Notification of the Ministry of Digital Economy and Society on Standards for Maintaining Security on Meetings via Electronic Means, B.E. 2563 (A.D.2020).

The Company also complied with the Privacy Policy for the 2023 Annual General

Meeting of Shareholders in accordance with the Personal Data Protection Act, B.E. 2562.

2. Voting, vote counting and procedures of questioning or opinion sharing were as follows:

• Each attendee eligible to attend the Meeting had to verify his/her identity to receive the username and password based on the procedure determined by the Company, which has been advised earlier in the Notice to this Meeting.
• The sequence of meeting agenda items would be subject to those specified in the Notice to the Meeting. All details about a particular agenda would be presented first, and, then, the shareholders would be allowed to raise any questions before passing the resolution. The voting result shall be reported to the Meeting when the vote counting of that particular agenda was complete.
• In voting, a shareholder shall have his/her votes equivalent to the number of shares held or authorized or one vote per one share.
• Votes of shareholders authorizing any independent director should be accordance with details specified in the proxy form.
• Voting in every agenda shall depend on the majority votes cast by total votes of the shareholders present at the meeting and eligible to vote, except
  o Agenda 6 - To consider and approve the remuneration for directors,

which requires votes for not less than two-thirds(2/3) of the total votes of shareholders who are present at the meeting and eligible to vote.

• In vote counting, disagreement and abstention votes would be deducted from total votes of the shareholders attending the Meeting and eligible to vote. The remaining votes would be deemed the agreement votes.

In case of questions raised by shareholders

Before resolving each agenda, the Chairman in the Meeting would allow the meeting attendants to raise questions or to share opinions relating to such agenda as appropriate. The questions might be raised via 2 following means:

1. If a meeting attendant wished to raise his/her question via texting, please choose the questioning menu before choosing the agenda he/she wants to raise the question, typing his/her question or opinion, and sending it. The Company shall clarity such question in the Meeting when it turns to the agenda relating to such question.

1. In case the meeting attendant wished to raise any question via video and audio
2. • Press the button "Questioning via video and audio".
   • Press "OK" to confirm the queue.
   • Wait for the queue officer for questioning before you further open your microphone and camera.

However, if many questions were sent to the Meeting, the Company reserved the right to consider answering them accordingly.

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Minutes of The 2023 Annual General Meeting of Shareholders of MCOT Public Company Limited

3. This Meeting would be in line with the resolutions of the Meeting of the Board of Directors, No. 2/2023 to consider the matters as specified in the Notice to the Meeting dated January 24, 2023. The Company announced the record date to be on February 22, 2023.

On the Meeting date, 39 shareholders holding 120,143 shares and 4 proxies holding

532,555,800 shares attended the Meeting. A total number of present shareholders were 43 holding shares of 532,675,943 or 77.53% of the total issued shares. This constituted a quorum as required by the Company's regulations.

Selection of the Chairman in the Meeting

MC

In accordance with Article 27 of the Company's Regulation, "In the case where there is no chairman or the chairman is not present at the meeting or is unable to perform the duty, a vice chairman, if any, shall preside over the meeting. If there is no vice chairman or there is a vice chairman but the vice chairman is unable to perform the duty, the shareholders present at the meeting shall elect one amongst themselves to preside over the meeting." In this Annual General Meeting of Shareholders, as both Chairman and Vice Chairman were absent; therefore, the shareholders present at the Meeting were invited to nominate a shareholder to preside over the Meeting.

Mr. Pranee Polprueksa, Shareholder, nominated Mr. Kittipong Khantiratana, Shareholder, to preside over the Meeting.

MC asked the shareholders to pass a resolution to approve Mr. Kittipong Khantiratana to preside over the Meeting.

Resolution: The Meeting approved Mr. Kittipong Khantiratana, Shareholder, to preside over the Meeting by the majority votes of all shareholders present at the Meeting and eligible to vote as follows:

Approved	531,094,188	votes, representing	99.71%
Disapproved	100	votes, representing	0%
Abstained	0	votes, representing	0%
Voided Ballot	1,556,155	votes, representing	0.29%

Mr. Kittipong Khantiratana, Shareholder, presided overand greeted the Meeting. Then, he stated that the total number of shareholders attending the Meeting constituted a quorum; therefore, as Chairman of the Meeting, he would like to open the meeting according to the agenda items indicated in the Notice to the Meeting.

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Minutes of The 2023 Annual General Meeting of Shareholders of MCOT Public Company Limited

Agenda 1: Report by the Chairman

The Chairmaninformed the Meeting as follows:

1. the Company invited its minority shareholders to propose the agenda items to the Annual General Meeting of Shareholders, and to nominate candidates for the Company's directors in order to comply with the Principle of Corporate Governance. MCOT Public Company Limited notified the criteria of granting the shareholder's rights to propose agenda items to the Annual General Meeting of Shareholders, including the nomination for directors of MCOT Public Company Limited via www.mcot.net/ir from October 1 - December 31, 2022. At the end of such period permitting the shareholders to propose the agenda items to the 2023 Annual General Meeting of Shareholders, and to nominate candidates as the Company's directors, no agenda items or a list of candidates to be nominated as the Company's directors was proposed via post, e-mail or facsimile.
2. To promote good corporate governance and to value the Company's shareholders, an inquiry system was provided so that the shareholders could submit their inquiries in advance regarding agenda items to the Annual General Meeting of Shareholders via post, e-mail, or facsimile from March 16 onward. Up to the meeting date, the inquiries were submitted by one shareholder, which would be further clarified in Agenda 3 regarding the acknowledgement of the operating performance of the Company.
3. Thai Private Sector Collective Action Against Corruption (CAC) passed a resolution to renew the certification of "MCOT Public Company Limited" as a CAC member for the third round. This certification term is 3 years, from March 31, 2023 to March 31, 2026.

Agenda 2: To certify the Minutes of the 2022 Annual General Meeting of Shareholders held on Thursday, April 21, 2022

The Chairmaninformed the Meeting that the Company prepared the minutes of the 2022 Annual General Meeting of Shareholders held on Thursday, April 21, 2022, which was earlier submitted to the Stock Exchange of Thailand within 14 days after the meeting date as required by law. The minutes of meeting was also sent to the shareholders in advance together with other supporting documents for the Meeting. The Board of Directors considered that such minutes of the 2022 Annual General Meeting of Shareholders have been recorded accurately and completely based on meeting agenda items; therefore, it deemed appropriate to propose the 2023 General Meeting of Shareholders to consider and certify such minutes.

The Chairmaninvited the shareholders present at the Meeting to raise their questions or opinions.

- No question was raised by shareholders -

The Chairmanproposed the Meeting to pass the resolution to certify the minutes of the 2022 Annual General Meeting of Shareholders, held on Thursday, April 21, 2022.

Resolution:The Meeting certified the minutes of the 2022 Annual General Meeting of Shareholders held on Thursday, April 21, 2022 by a majority of votes of shareholders present at the meeting and cast their votes as follows:

Approved	532,670,443	votes, representing	100.00%
Disapproved	0	votes, representing	0%
Abstained	0	votes, representing	0%
Voided Ballot	0	votes, representing	0%