”). Enclosure 3.3 Rational and background of the transaction As the conglomerate has a new business plan of 100% battery electric vehicle business, Rich Asia Industry Co., Ltd. (Subsidiary) will be the

the following matters: 1) The Rational and Necessity to Increase Capital: Recently, retail business trend is decelerate due to the continuously decreasing of economic status and consumption product

258 of the investor; moreover, the Company’s Board of Directors shall provide opinions towards the following matters: 1) The Rational and Necessity to Increase Capital:       Ocean Commerce Public

the investor; moreover, the Company’s Board of Directors shall provide opinions towards the following matters: 1) The Rational and Necessity to Increase Capital: Ocean Commerce Public Company Limited

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. Total size of

are person under Section 258 of SUTGH; moreover, the Company’s Board of Directors shall provide opinions towards the following matters: 1) The Rational and Necessity to Increase Capital: As the Company

) Rational Securitie The Co Per Exp (10 NM Exp pro sha le in Fixing es Co., Ltd., valuation fr mpany riod for Asse pected Value 00%) MG’s shareho pected Value oportion to areholding In this rega according to

amended documents Topic Summary of amendment and rational Information Memorandum on the Offering of Newly Issued Ordinary Shares to Specific Investors (Private Placement) at the Offering Price with a

บริษทั ไฮโดรเท็ค จํากดั 1) The Rational and Necessity to Increase Capital: As the Company is in need of a business partner, in order to support to expand its future business, and also to strengthen the

transaction is appropriate and reasonable in light of price and conditions since value of consideration of KMM is higher than the assessed price. In addition, the Company will be recognized the profit in