Next Capital Public : Notification of Entering Related Parties Transaction with Com7 Public Company Limited (Amendment version)

NCAP-SET-2022-10

	9 August 2022
Subject	Notification of Entering Related Parties Transaction with Com7 Public Company Limited (Amendment
	version)
To	President and Manager
	The Stock Exchange of Thailand

The Meeting of the Board of Directors of Next Capital Public Limited (the "Company") No. 4/2022, held on 9 August 2022 has approved Entering Related Parties Transaction with Com7 Public Company Limited for Loan Management System and approve Acquisition of Asset which is major shareholders of the Company the details are as follows:

1. Date Month Year of Transaction Within August 2022
2. Relevant Parties and Relationship with the Company

Service Provider: Com7 Public Company Limited because Com7 Public Company Limited is an authorized distributor of Kuliza Technologies Private Limited and Alibaba Cloud (Singapore) in Thailand.

Service Recipient: Next Capital Public Company Limited

Relationship with the Company: Com7 Public Company Limited is the major shareholder, holding 34.32 percent of the total issued shares of the Company.

1. General Details of the Transaction, Total Value for Consideration, and Calculation Methods of the Transaction
   The Company entered into service agreement with Com7 Public Company Limited because Com7 Public Company Limited is an authorized distributor of Kuliza Technologies Private Limited and Alibaba Cloud (Singapore) in Thailand, details are as follows:
   Expenses for Loan Management System:

Details		Amount (USD)	Exchange rate	Amount (Baht)
Subscription and Cloud fee	310,474	35.6357	11,063,953
Fixed Assets:
-	Implementation	116,285	35.6357	4,643,897
-	Pentest			500,000.00
Total:				15,707,850

บริษัท เน็คซ์ แคปปิ ตอล จ ำกัด (มหำชน)(Next Capital Public Company Limited)

Headquarters: 163 Thai Samut Building, 15th Floor, Surawongse Road, Suriyawongse, Bangrak, Bangkok 10500 Tel. [phone] Fax [phone]

ส ำนักงำนใหญ่: 163 อำคำรไทยสมุทร ชั้น 15 ถนนสุรวงศ์ แขวงสุริยวงศ์ เขตบำงรัก กรุงเทพมหำนคร10500 Tel. [phone] Fax [phone]

Note: Use exchange rate as of 9 August 2022 (Therefore, the above amount is subject to change according to the actual exchange rate.)

Value of the transaction:

The total transaction value is baht 15.71 million when compared with the net tangible assets of the Company as of 30 June 2022 (latest consolidated financial statements), the transaction size is 0.39% of net tangible assets (NTA), which is the Moderate significance that the Company is obliged to receive the approval for the transaction from the Board of Directors and disclose the information of memorandum to the Stock Exchange of Thailand in pursuant to the Connected Transaction Notifications but not subjected to receiving the approval from the shareholders' meeting of the Company.

1. Nature and scope of connected persons' interest

As of 30 June 2022, Com7 Public Company Limited holds 463,371,714 shares of the Company, or equivalent to 34.32 percent of the total issued shares of the Company.

1. The Company's Board of Directors' opinion

The Company's Board of Directors deemed that entering into this transaction is reasonable and beneficial for the Company because the system functions are sufficient for operating when compared with other system. The Company needs to purchase the system from Com7 Public Company Limited which is the only authorized distributor in Thailand.

1. Board of Directors and/or Audit Committee's opinion that differs from the opinion of the Board of
   Directors in Item (5) -None-

The directors with potential conflicts of interest have not attended the meeting and exercised their voting in favor of entry into this transaction by the Company

Please be informed accordingly.

Yours sincerely,

(Mr. Punnamas Vichitkulwongsa)

Chief Executive Officer

บริษัท เน็คซ์ แคปปิ ตอล จ ำกัด (มหำชน)(Next Capital Public Company Limited)

Headquarters: 163 Thai Samut Building, 15th Floor, Surawongse Road, Suriyawongse, Bangrak, Bangkok 10500 Tel. [phone] Fax [phone]

ส ำนักงำนใหญ่: 163 อำคำรไทยสมุทร ชั้น 15 ถนนสุรวงศ์ แขวงสุริยวงศ์ เขตบำงรัก กรุงเทพมหำนคร10500 Tel. [phone] Fax [phone]