Schedule of Shareholders' meeting

Subject                                  : Schedule of Annual General Meeting of
 Shareholders
Date of Board resolution                 : 24-Feb-2025
Shareholder's meeting date               : 22-Apr-2025
Beginning time of meeting (hh:mm)        : 14 : 00
Record date for the right to attend the  : 11-Mar-2025
meeting (Update)
Ex-meeting date (Update)                 : 10-Mar-2025
Significant agenda item                  :
  - Cash dividend payment
  - Changing / renewal of the term of the director(s)
  - To consider and approve the amendment of Article of the Company's Memorandum
 of Association to reflect the capital reduction
Venue of the meeting                     : Electronic Meeting

Agenda Item                              : 1
Agenda Detail                            : To acknowledge the 2024 AGM minutes.
Type                                     : To acknowledge
Board's Resolution                       : The Shareholders should acknowledge 
the Minutes of the 2024 AGM held on Tuesday, 23 April 2024, which was published
on the Company's website since Tuesday, 7 May 2024. There has been no opposition
 to such minutes.

Agenda Item                              : 2
Agenda Detail                            : To acknowledge the Company's 
operating results for the year 2024.
Type                                     : To acknowledge
Board's Resolution                       : The Shareholders should acknowledge 
the Company's operating results for the year 2024.

Agenda Item                              : 3
Agenda Detail                            : To consider and approve the Audited 
Financial Statements for the year ended 31 December 2024 including the auditor's
 report.
Type                                     : To Consider and approve
Board's Resolution                       : It is considered appropriate to 
approve the Audited Financial Statements for the year ended 31 December 2024
including the auditor's report, which was certified by the Audit Committee and
endorsed by the Board of Directors.

Agenda Item                              : 4
Agenda Detail                            : To consider and approve the 2024 net 
profit's allocation and annual dividend payment.
Type                                     : To Consider and approve
Board's Resolution (Update)              : 4.1	To consider and approve the 
allocation of the Company's net profit as legal reserve.
Board of Directors' Opinion: It is considered appropriate to approve an 
allocation of five (5) percent of the Company's 2024 net profit as legal
reserve, which amounted to 38.53 million baht as the Company's 2024 net profit
was 770.51 million baht, in accordance with Section 116 of the Public Companies
Act B.E.2535 and Clause 54 of the ERW's Articles of Association.

4.2	To consider and approve the dividend payment.
Board of Directors' Opinion: It is considered appropriate to approve the 
dividend payment of 2024 Operating results at 0.09 baht per share with an amount
totaling 439.82 million baht that is equal to 48.56 percent of consolidated net
profit after deducting extraordinary items of 905.68 million baht (consolidated
net profit of 1,280.74 million baht) and was in line with the Company's
dividend payment policy. The policy is to pay 40 percent of the Consolidated Net
Profit after deductions of all categories of reserves specified by law and the
Company and to pay from the Company's net profit. The payment of such dividends
is subject to the cash flow and investment plans of the Company. The Record date
to determine the name of shareholders who are entitled to receive the dividend
payment is Tuesday, 11 March 2025 and the dividend payment date is set to be
Wednesday, 21 May 2025.  However, the right to receive the dividend is still
uncertain subject to the approval of shareholders' meeting. The company
suspended the dividend payments in 2021 and 2022 and have paid at 0.07 baht per
share in 2023.

Agenda Item                              : 5
Agenda Detail                            : To consider and appoint directors.
Type                                     : To consider and approve the 
appointment of directors
Board's Resolution                       : The Board of Directors considered 
it's appropriate to propose the shareholder's meeting to re-appoint 4 directors
who retired by rotation to be the director for another term, and to appoint a
new director for vacant position, namely:
1. Mr. Chanin Vongkusolkit 	        Proposed for re-appointment as Director
2. Mr. Banyong Pongpanich 	        Proposed for re-appointment as Independent 
Director
3. Mrs. Panida Thepkanjana	        Proposed for re-appointment as Director
4. Mr. Gavin Vongkusolkit 	                Proposed for re-appointment as 
Director
5. Mrs. Amporn Kanjanakumnerd	Proposed for Director for a vacant position
The term of office will be a three-year term starting from 23 April 2025 to the 
Annual General Meeting of Shareholders in 2028.  Directors who have conflict of
interest will be abstained from this agenda.

Agenda Item                              : 6
Agenda Detail                            : To consider and approve the 
compensation for director for the year 2025.
Type                                     : To Consider and approve
Board's Resolution                       : It is considered appropriate to 
approve the compensation for director for the year 2025 consisting of retainer
fee, meeting attendance fee and bonus, which are not more than 10,500,000 baht
and without any other benefits.

Agenda Item                              : 7
Agenda Detail                            : To consider and appoint the auditors 
and approve the audit fee for the year 2025.
Type                                     : To Consider and approve
Board's Resolution                       : It is considered appropriate to 
approve the appointment of KPMG Phoomchai Audit Limited as the Company's auditor
caused its satisfactory auditing results and internationally well-recognized
reputation.
In complying with the Performance Standard, independence, the code of conduct 
and integrity, the Board of Directors propose to appoint the following auditors
from KPMG to be the Company auditors for the fiscal year ended 2025 namely:
1.	Ms. Chanarat Chanwa, Certified Public Accountant (Thailand) No. 9052 and/or
2.	Ms. Vipavan Pattavanvivek, Certified Public Accountant (Thailand) No. 4795 
and/or
3.	Ms. Vannaporn Jongperadechanon, Certified Public Accountant (Thailand) No. 
4098
and the 2025 audit fee for the Company, amounting to 3,287,000 baht (excluding 
transportation costs outside Bangkok and relevant miscellaneous expenses). This
represents an increase of 143,000 baht, or 4.55 percent, compared to the
previous year's fee of 3,144,000 baht.

Agenda Item                              : 8
Agenda Detail                            : To consider and approve the reduction
of the registered capital of the Company by cancelling the authorized but
unissued shares.
Type                                     : To Consider and approve
Board's Resolution                       : It is considered appropriate to 
approve the reduction of the registered capital of the Company from
4,891,207,330 shares to 4,886,929,429 shares by cancelling the authorized but
unissued shares of 4,277,901 shares (4,277,901 baht).

Agenda Item                              : 9
Agenda Detail                            : To consider and approve the amendment
 to Clause 4. of the Memorandum of Association of the Company
to be in line with the reduction of the registered capital
Type                                     : To Consider and approve
Board's Resolution                       : It is considered appropriate to 
approve the amendment to Clause 4. of the Memorandum of Association of the
Company to be in line with the reduction of the registered capital.  The
registered capital of the Company from 4,891,207,330 baht to 4,886,929,429 baht
divided to common stock 4,886,929,429 shares at share value 1.00 baht.

Agenda Item                              : 10
Agenda Detail                            : To consider other agenda
Type                                     : To acknowledge
Board's Resolution                       : The Shareholders are free to ask any 
questions without resolution.

______________________________________________________________________
Dividend payment / Omitted dividend payment

Subject                                  : Cash dividend payment
Date of Board resolution                 : 24-Feb-2025
Type of dividend payment                 : Cash dividend payment
Record date for the right to receive     : 11-Mar-2025
dividends (Update)
Ex-dividend date (Update)                : 10-Mar-2025
Payment for                              : Common shareholders
Cash dividend payment (baht per share)   : 0.09
Par value (baht)                         : 1.00
Payment date                             : 21-May-2025
Paid from                                :
    Operating period from 01-Jan-2024 to 31-Dec-2024

Remark                                   :
Paid from the consolidated net profit after deducting extraordinary items
______________________________________________________________________
Change of director/Executive

Re-election
Director Name                            : Mr. CHANIN VONGKUSOLKIT

Position in company (1)                  : CHAIRMAN OF THE BOARD
Effective Date (1)                       : 27-Apr-2018

______________________________________________________________________
Change of director/Executive

Re-election
Director Name                            : Mr. GAVIN VONGKUSOLKIT

Position in company (1)                  : DIRECTOR
Effective Date (1)                       : 01-Dec-2011

Position in company (2)                  : 1. Chairman of the Executive 
Committee
2. Member of the Nominating and Corporate Governance Committee

______________________________________________________________________
Change of director/Executive

Re-election
Director Name                            : Mrs. PANIDA THEPKANJANA

Position in company (1)                  : DIRECTOR
Effective Date (1)                       : 28-Apr-2000

Position in company (2)                  : Chairman of the Nominating and 
Corporate Governance Committee

______________________________________________________________________
Change of director/Executive

New election
Director Name                            : Mrs. Amporn Kanjanakumnerd

Position in company (1)                  : Director
Effective Date (1)                       : 22-Apr-2025

More detail                              : Director for a vacant position
______________________________________________________________________
Change of director/Executive

Re-election
Director Name                            : Mr. BANYONG PONGPANICH

Position in company (1)                  : INDEPENDENT DIRECTOR
Effective Date (1)                       : 04-Nov-2004

Position in company (2)                  : Member of the Nominating and 
Corporate Governance Committee

______________________________________________________________________
Auditors Appointment

No                                       : 1
Auditor Name                             : MISS VANNAPORN JONGPERADECHANON
CPA License No.                          : 4098
Accounting and Audit firm                : KPMG PHOOMCHAI AUDIT LIMITED
Audit End Date                           : 31-Dec-2025

No                                       : 2
Auditor Name                             : MISS VIPAVAN PATTAVANVIVEK
CPA License No.                          : 4795
Accounting and Audit firm                : KPMG PHOOMCHAI AUDIT LIMITED
Audit End Date                           : 31-Dec-2025

No                                       : 3
Auditor Name                             : Miss CHANARAT CHANWA
CPA License No.                          : 9052
Accounting and Audit firm                : KPMG PHOOMCHAI AUDIT LIMITED
Audit End Date                           : 31-Dec-2025

______________________________________________________________________
More detail                              :
The Company will disclose the 2025 AGM's itineraries, agendas and related 
documents for the shareholders' acknowledgement 30 days prior to 2025 AGM date
on the Company's website at www.theerawan.com .  For any inquiries, please do
not hesitate to contact us on 0-2257-4588 ext. 2301

______________________________________________________________________

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