1. Objective

The Executive Committee is appointed by the Board of Directors to manage and oversee the Company’s operations in accordance with the authority delegated by the Board of Directors.

2. Composition

2.1 The Board of Directors shall appoint the Executive Committee by selecting from among the Company’s directors and executives who possess suitable qualifications.

2.2 The Executive Committee shall consist of no fewer than three (3) members. The Board of Directors shall appoint members from directors, executives, or other individuals with knowledge, capabilities, experience, and qualifications suitable for the Company’s business operations.

2.3 The appointment of Executive Committee members shall be under the authority of the Board of Directors and may be subject to screening or recommendations from the Nomination and Remuneration Committee or other relevant sub-committees, as deemed appropriate by the Board of Directors. Such consideration shall take into account knowledge, competence, experience, suitability, and the best interests of the Company.

2.4 The Board of Directors shall appoint the Chairman of the Executive Committee or may assign the Executive Committee to select one member to serve as Chairman of the Executive Committee in order to ensure clarity in management and alignment with the authority framework prescribed by the Board of Directors.

3. Qualifications

3.1 Executive Committee members shall possess knowledge, capability, integrity, honesty, and ethical standards in conducting business and shall have sufficient time to dedicate their knowledge, abilities, and efforts to perform their duties for the Company.

3.2 Executive Committee members shall possess qualifications and shall not have any prohibited characteristics under the Public Limited Companies Act and other applicable laws.

4. Term of Office and Appointment of Executive Committee Members

4.1 Executive Committee members shall hold office for a term of three (3) years or until otherwise resolved by the Board of Directors. Members retiring by rotation may be reappointed.

4.2 In addition to retirement by rotation, Executive Committee members shall vacate office upon:

(1) Death;

(2) Resignation;

(3) Lack of qualifications or possessing prohibited characteristics under the Public Limited Companies Act;

(4) Removal by court order; or

(5) Removal by resolution of the Board of Directors.

4.3 Any Executive Committee member who is also an executive or employee of the Company and ceases to hold such position due to retirement, resignation, or any other reason shall also cease to be an Executive Committee member unless otherwise resolved by the Board of Directors.

4.4 Following the Annual General Meeting of Shareholders, the Board of Directors may review the composition and membership of the Executive Committee as appropriate to align with the Board structure, management structure, and business requirements of the Company.

5. Duties and Responsibilities of the Executive Committee

5.1 Consider, review, and provide recommendations to the Board of Directors for approval on significant matters of the Company, including:

A. Corporate objectives;

B. Business policies;

C. Business plans;

D. Business strategies;

E. Management authority framework;

F. Annual budget;

G. Risk management policy;

H. Scope of authority and responsibilities of the Chief Executive Officer and other senior executives; and

I. Other matters that may materially affect the Company’s business operations;

J. Other matters which the Executive Committee deems appropriate to propose for approval or in accordance with criteria prescribed by the Board of Directors.

5.2 Supervise the Company’s business operations to ensure compliance with the business policies, business plans, and business strategies approved by the Board of Directors.

5.3 Monitor and oversee business policies, business plans, business strategies, operating performance, and significant matters relating to subsidiaries and affiliated companies in accordance with the policy framework prescribed by the Board of Directors.

5.4 Have the authority to consider and approve borrowings, credit facilities, provision of security, guarantees, or other financial transactions in the ordinary course of business, including payments for normal business operations, with a limit not exceeding Baht 20,000,000 per transaction or equivalent, or within other limits approved or prescribed by the Board of Directors from time to time. Such actions shall comply with the Company’s approval authority regulations and applicable laws, rules, and regulations.

5.5 Have the authority to consider and approve liquidity management transactions, including deposits, financial institution bills, government bonds, open-ended debt mutual funds, or other low-risk financial products, with a limit not exceeding Baht 30,000,000 per transaction or within other limits approved or prescribed by the Board of Directors from time to time, and review reports on such transactions from the finance management function. Such actions shall comply with the Company’s financial policies, approval authority regulations, and applicable laws, rules, and regulations.

5.6 Consider and provide opinions or approve matters relating to organizational structure, management structure, human resource management, recruitment, termination, remuneration, and other personnel matters within the authority delegated by the Board of Directors or the Company’s approval authority regulations.

5.7 Consider, review, and provide recommendations regarding investments in projects, securities, joint ventures, acquisitions or disposals of assets, or other significant transactions of the Company and its subsidiaries to the Board of Directors for approval in accordance with applicable laws, rules, and regulations.

5.8 Perform other duties as assigned by the Board of Directors from time to time.

5.9 Report meeting results, resolutions, recommendations, and significant matters considered by the Executive Committee to the Board of Directors, as appropriate, in order to enable the Board of Directors to effectively supervise management operations.

In cases where any transaction or action involves or may involve interests or conflicts of interest of any Executive Committee member or any person who may have conflicts of interest (as defined by notifications of the Securities and Exchange Commission), such matter shall be proposed to the Board of Directors for further consideration. The Executive Committee member concerned and any conflicted person shall have no voting rights on such matters.

6. Meetings

6.1 The Executive Committee shall convene meetings as necessary and appropriate. Meetings may be scheduled regularly or convened additionally for significant or urgent matters. Executive Committee members are expected to attend meetings regularly.

6.2 A quorum shall consist of not less than one-half of the total number of Executive Committee members. Members attending meetings through electronic means shall be deemed present and counted toward the quorum.

6.3 Meeting agendas and supporting documents should be delivered to Executive Committee members sufficiently in advance of the meeting date to allow adequate time for consideration, except in urgent circumstances or where otherwise justified.

6.3/1 Meetings of the Executive Committee may be conducted at meeting venues, via electronic means, or through any other methods permitted by law, in accordance with legal requirements and Company regulations.

6.4 Resolutions of the Executive Committee shall be passed by a majority vote of members attending the meeting and entitled to vote. Any member having an interest in any matter shall not have voting rights on such matter and may be required to leave the meeting during consideration of such agenda unless the meeting determines otherwise for clarification purposes.

6.5 The Chairman of the Executive Committee shall preside over meetings. In the absence or inability of the Chairman to perform duties, members attending the meeting shall elect one member to act as chairman of that meeting.

7. Secretary to the Executive Committee

The Executive Committee may appoint a Secretary to the Executive Committee to prepare meetings, agendas, supporting documents, minutes of meetings, and coordinate matters relating to the performance of the Executive Committee’s duties.

8. Performance Evaluation and Charter Review

The Executive Committee shall arrange for performance evaluations of the Executive Committee in accordance with criteria and methods prescribed by the Company and shall review this Charter at least once annually or whenever necessary to ensure its appropriateness in light of the Company’s structure, business operations, and good corporate governance principles.

Approved amendments to this Charter of the Executive Committee were approved by Resolution No. 5/2026 of the Board of Directors Meeting held on 14 May 2026.

(Mr. Wiroj Bunsirirungruang)
Chairman of the Board of Directors
Matching Maximize Solution Public Company Limited