Company’s Board of Directors regarding the entering into the transaction The Board of directors considered that the said transaction will benefit to the Company operations which related with the main business
infrastructure and E&M Systems for the MRT Blue Line Project, in the amount of Baht 2,777.7 Million (excluding VAT), as well as (Translation) 7 approval for appointment of Capital Advantage Co., Ltd. as an
approval for appointment of Capital Advantage Co., Ltd. as an independent financial advisor to provide opinions on the justification and benefits for the Company, price fairness, and conditions of the
maintenance services on civil infrastructure and E&M Systems for the MRT Blue Line Project, in the amount of Baht 2,777.7 Million (excluding VAT), as well as approval for appointment of Capital Advantage Co
obtained from negotiations between the Company and the Seller, the fair value of which had been evaluated by Capital Advantage Company Limited (“CapAd” or the “Financial Advisor”), which valued ART and AWM
Capital Advantage Company Limited (“CapAd” or the “Financial Advisor”), which valued ART and AWM at Baht 493.37 million and Baht 148.01 million based on a 30 percent share acquisition calculated based on
fair value of which had been evaluated by Capital Advantage Company Limited (“CapAd” or the “Financial Advisor”), which valued ART and AWM at Baht 493.37 million and Baht 148.01 million based on a 30
and its for the benefit of the Company and its shareholders as to expand opportunity in the entry into cosmeceuticals and medical business which is consumers-oriented goodwill , increase Group of
the entry into the Transaction is reasonable and its for the benefit of the Company and its shareholders as to expand opportunity in the entry into cosmeceuticals and medical business which is consumers
Purchase Agreement. Ref. WINNER 0009/20108 Page 10 of 10 11. Opinion of the Board of Directors The Board of Directors deems that the entry into the Transaction is created benefit of the Company and its