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No. 01 - 096 / 2021 April 19, 2021 Subject : Minutes of the 2021 Annual General Meeting of Shareholders To : Shareholders Attachment : the Minutes of the 2021 Annual General Meeting of Shareholders In reference to the 2021 Annual General Meeting of Shareholders held by PTT Global Chemical Public Company Limited (the Company) on Monday, April 5, 2021, the Company enclosed herewith the Minutes of Meeting. If you wish to submit any amendments or objections, please contact the Company no later than May 19, 2021 to [email protected] or Telephone No. 02-265-8339, 02-265-8634, 02-140-8719 or Facsimile No. 02-265-8500 in order that the Company collects all such amendments or objections (if any) for further action. If no any input is received, it shall be deemed that all shareholders approved the Minutes as written. Yours sincerely, - Kongkrapan Intarajang - (Kongkrapan Intarajang) Chief Executive Officer Corporate Secretary and Legal Telephone 0 2140 8762 / 0 2265 8339 Fax. 0 2265 8500

Transcript of 01 - 096 / 2021

Page 1: 01 - 096 / 2021

No. 01 - 096 / 2021

April 19, 2021

Subject : Minutes of the 2021 Annual General Meeting of Shareholders

To : Shareholders

Attachment : the Minutes of the 2021 Annual General Meeting of Shareholders

In reference to the 2021 Annual General Meeting of Shareholders held by PTT Global

Chemical Public Company Limited (the Company) on Monday, April 5, 2021, the Company

enclosed herewith the Minutes of Meeting. If you wish to submit any amendments or objections,

please contact the Company no later than May 19, 2021 to [email protected]

or Telephone No. 02-265-8339, 02-265-8634, 02-140-8719 or Facsimile No. 02-265-8500 in order

that the Company collects all such amendments or objections (if any) for further action. If no any

input is received, it shall be deemed that all shareholders approved the Minutes as written.

Yours sincerely,

- Kongkrapan Intarajang -

(Kongkrapan Intarajang)

Chief Executive Officer

Corporate Secretary and Legal

Telephone 0 2140 8762 / 0 2265 8339

Fax. 0 2265 8500

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(Translation)

Minutes of Annual General Meeting of Shareholders for the Year 2021

of PTT Global Chemical Public Company Limited

------------------------------------

Date, Time and Venue

The Annual General Meeting of Shareholders (the Meeting) was held on Monday, April

5, 2021 at 9:00 hours at Bangkok Convention Center, 5th Floor, Central Plaza Ladprao, 1695

Phaholyothin Road, Chatuchak, Chatuchak, Bangkok 10900.

Before the commencement of the Meeting

PTT Global Chemical Public Company Limited (the Company) had presented a safety

instruction video and the precautionary measures and guidelines for holding the Meeting under

the Coronavirus disease 2019 (COVID-19) pandemic as follows:

With the current circumstance of COVID-19 outbreak and concerns for the well-being

of Shareholders, the Company had set the guidelines for attending the Meeting to minimize

risk of the disease spread. Shareholders are encouraged to appoint a proxy to the Company’s

Independent Directors to attend the Meeting instead of participating in persons as informed in

the Invitation Letter and the Company’s Notification of the Stock Exchange of Thailand on

March 4, 2021, in which Shareholders could watch the live meeting via Web-live Broadcast.

The Company had set the health-screening point at the entrance which all attendees are

required to complete the Company’s COVID-19 Infection Risk Screening Form and register

with “MorChana” and/or “ThaiChana” applications before entering the meeting venue. In case

of anyone was found at risk, refraining from attending the Meeting in persons and appointing

proxy to the Company’ Independent Directors are recommended.

The Company had arranged seating in the meeting room for appropriate social

distancing of 1.5 meters. The meeting venue had been disinfected and ozone sterilized prior to

the Meeting. All attendees are required to wear ones’ own face mask at all time as well as

sit as specific seating numbers for the benefits following up any unforeseen circumstances.

To minimize the risk of COVID-19 spread and the well-being of the attendees,

microphone was NOT been provided for the enquiry in the meeting room. There are no gift,

foods and beverages provided, yet bottled waters are served.

The Company had encouraged the concept of the sustainable event for the efficient and

effective resource utilization to minimize the negative environmental impacts according to the

Circular Economy principles as follows:

1) Refraining or reducing providing hard-copy documents to minimize resource usage.

2) Using used decorating materials for other occasions to maximize resource

efficiency.

3) Sorting and recycling waste as much as possible.

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Therefore, all attendees are encouraged to be a part of holding the Meeting with the

sustainable event concept by sorting and recycling waste.

To conduct the Meeting concisely, Shareholders and proxies could submit the questions

in advance by scanning provided QR Code or writing in the question form and send to the

Company’s staff conveying them to the Company’s Board of Directors.

Mr. Piyasvasti Amranand, Chairman of the Board of Directors, presided over the

Meeting as its Chairman, welcomed Shareholders and informed the Meeting that the Company

would conduct the Meeting concisely within two hours to comply with the Government’s

Precautionary Measures for the prevention of the COVID-19 outbreak.

On the Record Date, the Company had registered the paid-up capital at

Baht 45,088,491,170 by dividing into 4,508,849,117 ordinary shares, par value at Baht 10 per

share.

To count the quorum and the vote, the Company would deduct the Treasury Stock,

a total of 22,300,000 shares, out of the ordinary shares as the Treasury Stock was not counted

as the quorum, having no rights to vote nor receive the dividend. Therefore, the total amount

of the ordinary shares was 4,486,549,117 shares.

There were total of 2,075 shareholders attending this Meeting in person and by proxy,

representing a total of 3,184,727,442 shares or 70.9839 percent of the Company’s outstanding

shares. Therefore, a quorum was formed in accordance with the Company’s Articles of

Association.

The Chairman then declared the Annual General Meeting of Shareholders for the Year 2021

open and introduced all 15 Directors attending the Meeting representing 100%, as follows:

1. Mr. Piyasvasti Amranand Chairman of the Board of Directors and

Chairman of the Independent Directors

2. Mr. Apisak Tantivorawong Independent Director, Chairman of the Audit

Committee

3. Mr. Grisada Boonrach Independent Director, Chairman of the Risk

Management Committee

4. Professor Somkit Lertpaithoon Independent Director, Chairman of the Corporate

Governance Committee

5. Mr. Don Wasantapruek Independent Director, Chairman of the

Nomination and Remuneration Committee

6. Mr. Prapas Kong-ied Director, Director to the Corporate Governance

Committee

7. Mr. Pakorn Nilprapunt Independent Director, Director to the Audit

Committee

8. Lieutenant General Nithi

Chungcharoen

Independent Director, Director to the Corporate

Governance Committee and Director to

the Nomination and Remuneration Committee

9. Mrs. Watanan Petersik Independent Director,

Director to the Corporate Governance Committee

and Director to the Audit Committee

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10. Mr. Chansin Treenuchagron Director, Director to the Corporate Governance

Committee

11. Mr. Sarawut Kaewtathip Director, Director to the Risk Management

Committee

12. Mr. Wittawat Svasti-xuto Director, Director to the Nomination and

Remuneration Committee

13. Mrs. Arawadee Photisaro Director, Director to the Risk Management

Committee

14. Mr. Disathat Panyarachun Director, Director to the Risk Management

Committee

15. Mr. Kongkrapan Intarajang Director and Secretary to the Board of Directors,

Director to the Risk Management Committee,

and Chief Executive Officer

The Director attending the Meeting via the electronic means from Singapore was

Mrs. Watanan Petersik which had declared herself prior to the Meeting.

There were three Independent Directors; Mr. Apisak Tantivorawong, Mr. Don

Wasantapruek, and Mr. Grisada Boonrach, who were appointed by certain minority

Shareholders as their proxies in the Meeting.

The Chairman then requested Mr. Kongkrapan Intarajang, Chief Executive Officer

to introduce the attending executives as follows:

1. Mr. Patiparn Sukorndhaman President

2. Mr. Varit Namwong Chief Operating Officer of Center of

Excellence

3. Mr. Toasaporn Boonyapipat Senior Executive Vice President of Upstream

Petrochemical Business

4. Mr. Wiboon Chuchepchunkamon Senior Executive Vice President of

Downstream Petrochemical Business

5. Miss Pattaralada Sa-Ngasang Executive Vice President of Finance and

Accounting

6. Mr. Narongsak Jivakanun Executive Vice President of International

Business Operations

7. Mrs. Warawan Tippawanich Executive Vice President of Corporate Strategy

8. Mr. Saroj Putthammawong Executive Vice President of Marketing,

Commercial and Supply

9. Mr. Pirun Krimwongrut Executive Vice President of Organizational

Effectiveness

10. Mr. Chaya Chandavasu Senior Vice President of Sustainability and

Corporate Branding

11. Mrs. Pilasphan Udomjarumanee Senior Vice President of Corporate Secretary

and Legal and Company Secretary

12. Mr. Amorn Putiphrawan Senior Vice President of Internal Audit

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The Chairman then introduced persons as follows:

The Company’s auditors from Deloitte Touche Tohmatsu Jaiyos Audit Company Limited

- Mr. Suphamit Techamontrikul - Mongkol Somphol

The legal advisor from Weerawong, Chinnavat & Partners Limited

- Mrs. Veeranuch Thammavaranucupt

A Shareholders' right protection volunteer from Thai Investors Association

- Mrs. Rungsri Jiaranaika

A proxy from PTT Public Company Limited (PTT), a major shareholder of the Company

- Mr. Rathakorn Kampanathsanyakorn

Before starting with the agenda, Mrs. Pilasphan Udomjarumanee, Company Secretary

explained to the Meeting the following method of Shareholders’ voting and vote counting for

casting in each agenda:

- A Shareholder may cast a vote for approval, objection or abstention on each agenda

on voting cards received when registered. The voting was counted one share one vote.

The number of votes held by a Shareholder would correspond to that of shares being held, or

that of proxy.

- Only votes for objection and abstention on each agenda would be counted and

deducted from the total number of votes of shareholders attending the Meeting who vote or

entitled to vote as the case may be, whereas the remaining portion would be deemed as approval

votes on such agenda.

- In voting, a ballot was considered void when, but not limited to, casting votes

expressing a conflict of intent, more than the permitted number of votes, or crossing out on a

ballot without any signature of a Shareholder or proxy.

- However, the number of Shareholders and votes may not be equal due to some

Shareholders leaving the meeting room.

- There were 2 categories of vote counting of the Company’s Shareholders Meeting

according to the Public Limited Companies Act B.E. 2535 as follows:

• Requiring majority of votes of the Shareholders who attend the Meeting and

cast their votes:

Agenda 1 : To Acknowledge the Operations for the Year 2020 and the

Recommendation for the Business Plan, and Approve the Financial Statement for the Year

Ended December 31, 2020

Agenda 2 : To Consider and Approve the Allocation of Profit from the

Operating Results in the Year 2020, and Dividend Distribution

Agenda 3 : To Consider and Elect New Directors to Replace Those Who are

due to Retire by Rotation

Agenda 5 : To Consider the Appointment of the Auditor and Fix the Annual

Fee for the Year 2021

The Company would count only attending Shareholders who voted for

approval and objection, while abstention votes, voided ballots and Treasury Stock would not

be counted.

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• Requiring not less than two-thirds (2/3) of the total number of votes of the

Shareholders attending the Meeting as follows:

Agenda 4 : To Consider and Approve the Directors’ Remuneration

The Company would count attending Shareholders who voted for approval,

objection, abstention, and voided ballots, while Treasury Stock would not be counted.

- Having disagreement or abstention in any agenda, Shareholders were asked to raise

their hands and the staff would collect their completed voting cards for the vote counting.

- For Agenda 3: To Consider and Elect New Directors to Replace Those Who are due

to Retire by Rotation, each share would be entitled to one vote for each Director to be elected.

Objection or abstention ballots would be collected first, and then approval ballots would be

collected.

The Chairman stated that Miss Sompatsorn Liewpolvanit, a lawyer from Weerawong,

Chinnavat & Partners Limited, acted as a voting inspector and Miss Rojpailin Chaum,

a volunteer from the shareholder, was a witness in the vote casting.

In case of Foreign Shareholders, the Company’s staff would collect sent questions from

QR Code and provided question forms, then the Directors and Executives would answer in

Thai or English.

To comply with good corporate governance principles regarding shareholder rights and

equitable treatment of shareholders, the Company had made the announcement through the

Stock Exchange of Thailand inviting Shareholders to propose the agenda for the Annual

General Meeting of Shareholders for the Year 2021, and to propose Director Nominee in

advance from September 16, to December 31, 2020. However, there were no proposition

submitted to the Company.

The Chairman’s Acknowledgement

The Chairman informed the Meeting as follows:

• The year 2020 was an incredibly challenging year for the global economy and

society, as the result of the coronavirus disease 2019 (COVID-19) pandemic,

causing devastating impacts and still protracting. As well as the US-China Trade

War continued from 2019 and the 2020 oil-price war were negative factors triggered

the global economic crisis and ushered in the New Normal, resulted in dramatic

reduction in energy demand and severe impacts on the global investments and

the industrial sector throughout the supply chain. Furthermore, Thailand had faced

a drought, a major risk to industries in Eastern Thailand.

• The Company had assessed and considered such global situations, especially the

COVID-19 pandemic, the unprecedented situations causing greatly business

implications. With the proactive management strategies to be equipped for such

crisis, the re-visited corporate direction and strategies and the short-term and long-

term investments, the risk management, and the continuous global economic and

event monitoring, the Company, thus, were able to respond to the situations

promptly and minimize impacts from external factors and the economic fluctuation.

• The Company had conducted its business operations adhering to the transparency

and fairness and strictly follow its corporate governance policies and anti-

corruption guidelines. In 2020, the Company had been recertified as a member of

Thai Private Sector Collective Action Against Corruption (CAC) for the third

consecutive year, which could ensure that the Company’s internal control policies,

guidelines and measures in anti-corruption were practical and adequate. As well as

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having promoted and encouraged its subsidiaries and partners to join the CAC to

expand and strengthen transparent and corruption-free business operation network.

• The Company had given precedence to its operation with the good corporate

governance, the equitable and fair treatment to all stakeholders, resulted in the

acceptance of both domestic and international institutions and organizations,

reflecting in its balancing business operation between the economy, society, and

environment.

Thereafter, the Chairman proceeded with the Meeting in accordance with the following

agendas:

Agenda 1 : To Acknowledge the Operations for the Year 2020 and the

Recommendation for the Business Plan, and Approve the Financial

Statement for the Year Ended December 31, 2020

The Chairman informed the Meeting that the Company would report

the Company’s operation for the year 2020 and the Recommendation for the Business Plan in

the form of video presentation which the details was as stated in the Annual Registration

Statement/Annual Report 2020 (Form 56-1 One Report) and 2020 Integrated Sustainability

Report in the digital form as in QR Code attached in the Notice of Meeting.

The Chairman requested Mr. Kongkrapan Intarajang, Chief Executive Officer,

to report the Company’s the Financial Statement for the Year Ended December 31, 2020 and

other information.

After the video presentation, Mr. Kongkrapan Intarajang informed the Meeting

that for the 2020 operation, the Company had total sales revenue at Baht 326,270 million and

net profit of Baht 200 million, the operating profit of Baht 7,356 million, declined by 11% from

the previous year, reflecting the Company’s strength from various measures such as cost saving

program, production cost reduction, and production efficiency enhancement, technology

implementation for efficient performance, along with the PTT’s group management policy to

build group management and synergy in PTT Group. Therefore, there was the discussion on

investment plan to avoid business overlap and competition. Moreover, PTT would provide

financial support for its flagship companies’ investment, both internal and external investment,

to build business growth continuously. Also, PTT would be a leader in a new business to grow

and create more value to the group.

The Company’s Financial Statement for the Year Ended December 31, 2020

which were reviewed by the Audit Committee and audited and certified by the auditors from

Deloitte as the details appeared in the Annual Registration Statement/Annual Report 2020

(Form 56-1 One Report) in page 228 – 390 as follows:

Summary of the Consolidated Operating Performance and Financial Position

Consolidated Operating Performance Year 2020 Year 2019

Selling and Service Revenues

(Million Baht)

329,291 412,810

Profit/(Loss) for the Year (Million Baht) (1) 200 11,682

Profit/(Loss) per Share (Baht per Share) 0.04 2.59

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Consolidated Financial Position As at

December 31,

2020

As at

December 31,

2019

Assets (Million Baht) 489,383 452,514

Liabilities (Million Baht) 200,389 158,919

Equity (Million Baht) 288,994 293,595 Note:(1) Referring to the profit attributable to the Company.

After the presentation, the Chairman asked the Meeting if there were any

comments or questions regarding the Company’s Operations for the Year 2020 and the

Recommendation for the Company’s Business Plan, as well as to approve the Financial

Statement for the Year Ended December 31, 2020 which were audited and certified by the

auditors and reviewed by the Audit Committee.

Shareholders raised additional comments and questions as follows:

1. Miss Khemmakorn Wachirawarakarn (Shareholder) asked as follow:

- Besides Stock Loss, the main factor of the Company’s decreasing

operating profit, was there any other factors and what the Company’s implementation on such?

Mr. Kongkrapan Intarajang, Chief Executive Officer, had clarified that

besides Stock Loss, the main factor of the Company’s decreasing operating profit of 2020,

there were the impact from the COVID-19 pandemic to global economic crisis and dramatic

decline in product demand and price. However, the Company had implemented cost saving

program, production cost reduction, production efficiency enhancement, and the application of

technologies and digital systems. Thus, the Company’s operating profit of 2020 was Baht 7,781

million and the Adjusted EBITDA was at a similar level of 2019, excluding Stock Loss.

- In the last year, the COVID-19 pandemic had led to the travel bans and

restrictions around the world, was there any effect on the refinery’s utilization rate of the

Company?

Mr. Kongkrapan Intarajang had clarified that even there were the

decreases in the product and petroleum product demand, the Company had adjusted the

refinery’s production mode, according with the market demand, by fully producing Diesel

instead of Jet Fuel (Zero Jet). Therefore, in 2020, the Company could maintain the refinery’s

utilization rate at 97%, increased by 10% comparing to 2019. In addition, 50% of the petroleum

products of the Company would be used as the feedstock for the petrochemical product

production. In conclusion, although there were impacts on product prices, but the Company

had managed its production to align with the product demand and maintained the normal

utilization rate.

- With the economic recession, how were the Company’s business plan

and investment plan? Mr. Kongkrapan Intarajang had clarified that the Company had

reviewed the corporate direction and the long-term strategies; 3 Steps (Step Change, Step Out

and Step Up) with the analysis of the economic factors and market situations and demand, both

short and long term, which found that the strategies “3 Steps” still aligned with the current

situations and megatrends with the proper operating timing adjustment. The Company had

carefully revised the strategic plans for the business growth and the investment plan as follows:

(1) Step Change: the Company would continue enhancing its business

competitiveness and feedstock flexibility to reduce production cost and maintain production

efficiency, as well as the marketing operation and the investment towards high value products

(HVPs).

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(2) Step Out: the Company would focus on the High Value Businesses

(HVBs) investment as it is a growth business according to Megatrend, through the Mergers and

Acquisitions (M&A).

2. Mr. Suchart Wiriyasiri (Shareholder) asked as follows:

- Was there the Company’s cost saving program on personnel during

COVID-19 pandemic and how was it?

Mr. Kongkrapan Intarajang had clarified that in 2020, the Company had

established cost saving measures in various areas which the personnel costs had been reduced

for approximately Baht 1,944 Million by the revision of new employee recruitment for essential

functions, the performance efficiency enhancement with the training programs, the

encouragement of technology applications to improve performance capabilities, as well as the

research and development for future employees’ capabilities. In conclusion, the Company had

effective cost saving programs, together with the priority of the employees’ capability

development for the business growth of the Company.

- How was the Company’s operating profit for the year 2021?

Mr. Kongkrapan Intarajang had clarified that even there were the

decrease in the product spreads such as polymers products and petroleum products in Q2 and

Q3 of 2020, the Company had expected that the trends of the product prices and spreads in

2021 would be upward. In addition, with the ORP and PO/Polyols Projects that had been

commercially operated this year, the Company’s sales revenue was projected to increase by 8%.

3. Mr. Decha Suntharachun (Shareholder) asked about the current

petrochemical product market.

Mr. Kongkrapan Intarajang had clarified that as the petrochemical product

market was related to the business growing trend which would affect product demands. In year

2021, there was the recovery signal of the global economy triggering the recovery in the

petrochemical product market from rising product demands such as downstream products in

the textile industry, the packaging products, the construction industry, electronics industry, and

the transportation.

4. Mr. Sombat H. Phianjaroen (Shareholder) asked about the estimated

operating performance for Q1/2021 and the year 2021.

Mr. Kongkrapan Intarajang had clarified that even the economic volatility

in the previous year that had led to New Normal in several areas in the business operation, the

petrochemical product demand was growing. Thus, the Company’s estimated sales profit was

expected to increase and be greater than 2020.

5. Mrs. Rungsri Jiaranaika (Proxy) commented that from the information

stated in Form 56-1 One Report page 7 and 112-242 that in 2020, the Company had recorded

higher total liabilities as well as the finance costs of Baht 3,511 Million, higher than 2019

at Baht 3,119 Million. Then, asked how were the Company’s liability and rising interest rates

management?

Mr. Kongkrapan Intarajang had clarified that even the liabilities were

recorded higher in 2020, the Company had set the liability and rising interest rates management,

as well as measures to maintain liquidity such as the bond issuance of Baht 15,000 million,

the long-term borrowings from financial institutions of Baht 30,000 million and the issuance

of U.S. Dollar debenture. Then, requested Miss Pattaralada Sa-Ngasang, Executive Vice

President of Finance and Accounting, to clarify more information.

Miss Pattaralada Sa-Ngasang clarified that in 2020, the interest rates were

low leading to receive a lower deposit interest rates from some source of deposits, together

with the above liquidity management. Thus, the Company’s financial costs were recorded

higher, yet still at a competitive level. In 2021, with the strength of the business operation, the

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Company’s credit rating was still considered at the investment grade. In addition,

with the debentures issuance in the amount of USD 4,000 million during the period of 5 years

(2020-2024), approved by the 2020 Annual General Meeting of Shareholders, the Company

had issued and offered the debentures of US$ 1,250 million, consisting of 10-year and 30-year

bonds with the fixed coupon rates.

The Company had financial policies for the financial structure management

to enhance its strength, reduce production costs, and build operating profits, in order to

maintain the credit rating at a satisfactory level and be able to seek additional sources of funds

in the future and to use its trade credit to extend feedstock payment dues as well. Overall, the

Company would manage its loan agreements at the average period of 8 – 10 years, maintain

and balance the U.S. Dollar exchange rate which GC Treasury Center Company Limited

(GCTC), the Company’s treasury center, would help approach more sources of loans having

the most competitive financial costs.

6. Mr. Akradeth Wasasara (Shareholder) asked that How were the Company’s

international investment expansion plan and preparation for the business expansion in Vietnam

of other companies that would be operated this year?

Mr. Kongkrapan Intarajang had clarified that the Company had set the

strategy to invest internationally and with Step Change, the Company would consider business

and market shares expansion to strengthen its business competitiveness in Thailand and

Southeast Asia. Also, with Step Out focusing on building new production bases overseas, the

Company would consider operating on the business sustainability foundation to balance

between economy, society and environment. From the above clarification, the Company would

focus on new business investments, through Mergers and Acquisitions (M&A), in High Value

Businesses (HVB) having a potential growth and products according to the sustainability in the

future. With such strategies, the Company expected to increase quality of earnings and the

financial stability.

For the business operation in Vietnam, having production home bases in

Map Ta Phut Industrial Estate in Rayong which were the strong production bases in Southeast

Asia, the Company could expand its home bases to other countries. Recently, the Company

had invested more in Vinythai Public Company Limited (VNT) which expand PVC business

in Vietnam already.

7. Mr. Anupoj Panapornsirikul (Shareholder) asked as follows:

- How was the Company’s application of new innovations for its value creation?

Mr. Kongkrapan Intarajang had clarified that under Step Change,

the Company would focus on creating added value by developing more high value products

(HVPs) through research and development (R&D) new innovations in order to meet market

and customer needs, with the aim of its product portfolio adjustment by increasing the portion

of HVPs in Polymers products from 30% in 2020 to be 65% in the next 5 years. In addition,

the Company had invested in Corporate Venture Capital (CVC) to enter new businesses with

technologies to strengthen and expand current businesses.

- How was the Company’s green chemicals business and whether any

impact from the new U.S. President’s energy policies?

Mr. Kongkrapan Intarajang had clarified that the Company was a

company that had been operating fully integrated green chemicals business such as productions

of biofuels, bioplastics and biochemicals. In addition, the Company had focused on both

petrochemicals and green chemicals businesses in order to meet diverse customers’ and

societies’ needs. In bioplastics, there were uses of natural feedstocks such as sugar made from

sugarcane, cassava, and corn, for the productions of polylactic acid (PLA) and polybutylene

succinate (PBS) through NatureWorks LLC and PTTMCC Biochem Co., Ltd. (PTTMCC)

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respectively. The oleochemicals were used for the productions of biofuels, yet home and

personal care such as cleaning products, soap, and detergent.

For the new U.S. President’s energy policies, with the studies and

investing experiences in US, the Company found that eco-friendly product trend and promoting

would support the growth of the Company’s green chemicals business.

There was no further question. The Chairman requested Company Secretary to

report the voting results of the total number of votes of the Shareholders who attend the Meeting

and vote as follows:

Approval 3,266,872,747 Votes equivalent to 100.0000

Objection 0 Votes equivalent to 0.0000

Abstention 1,705,093 Votes equivalent to -

Void Ballot 0 Votes equivalent to -

RESOLUTION: The Meeting, by the majority of votes of the Shareholders

who attend the Meeting and vote, acknowledged the

Company’s Operations for the Year 2020 and the

Recommendation for the Company’s Business Plan, and

approved the Company’s Financial Statement for the Year

Ended December 31, 2020 as proposed.

Agenda 2 : To Consider and Approve the Allocation of Profit from the Operating

Results in the Year 2020, and Dividend Distribution

The Chairman informed the Meeting that pursuant to the Company’s dividend

policy requiring that dividend shall be paid not less than 30 percent of the net profit after tax

and all the Company’s reserve funds. Condition for the distribution of dividend is also subject

to investment plan, necessity and other properness in the future. Then, the Chairman requested

Mr. Kongkrapan Intarajang, Chief Executive Officer, to report the Meeting that the Company’s

dividend would be considered from the net profit from the consolidated financial statements to

reflect the actual performance. While the dividend payment would be paid from the separated

financial statements in accordance with the Notification of the Ministry of Commerce.

The Company’s operating results for the Year 2020 recorded net profit of Baht

200 million. With the consideration of various factors, the current cash flow, and to maintain

dividend yield at the competitive rate to other returns on investments, the Company deemed

appropriate to propose the dividend distribution for the operating results in the year 2020 at the

rate of Baht 1.00 per share, totaling Baht 4,487 million or equivalent to 2,248 percent of the

net profit based on consolidated financial statements, in compliance with the Company’s

dividend policy. Due to the Coronavirus disease (COVID-19) pandemic, impacting on economic

activities, and the market fluctuation, the interim dividend payment for the year 2020 was

omitted according to the resolutions of the Company’s Board of Directors’ Meeting No.

9/2020, held on August 24, 2020.

For the tax benefits of the Individual Shareholders, the Company would propose

the dividend distribution for the operating results in the year 2020 at the rate of Baht 1.00 per

share, which would be allocated from the unappropriated retained earnings (the separated

financial statements at December 31, 2020) as follows:

1. Dividend of Baht 0.74 per share, paid from the taxable profit at the rate of

10 percent which the Individual Shareholders are subject to withholding tax of 10 percent,

but are entitled to claim tax credit on 10/90 of the dividend.

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2. Dividend of Baht 0.26 per share, paid from the taxable profit at the rate of

20 percent which the Individual Shareholders are subject to withholding tax of 10 percent,

but are entitled to claim tax credit on 20/80 of the dividend.

The comparison with the last year dividend distribution was as follows:

Detail of the Interim Dividends Payment

The

Operating

Results in

the Year 2020

The

Operating

Results in

the Year 2019

1 Net profit after deduction of tax (Million Baht) 200 11,682

2 Profit per share (Baht/Share) 0.04 2.59

3 The number of shares (Shares)

3.1 1st time interim dividend - 4,508,449,117(1)

3.2 2nd time interim dividend - 4,486,549,117(2)

3.3 Final dividend 4,486,549,117(2) - 4 Total dividend paid per share (Baht/Share) 1.00 2.00

4.1 Interim dividend - 2.00

4.2 Final dividend 1.00 - 5 Total dividend paid (Million Baht) 4,487 8,995

6 Dividend payout ratio based on consolidated

financial statements (Percentage) 2,248 77

7 Dividend payout ratio based on separated financial

statements (Percentage) N/A 99

(1) The total of 4,508,849,117 ordinary shares deducted by 400,000 of shares repurchased. (2) The total of 4,508,849,117 ordinary shares deducted by 22,300,000 of shares repurchased.

After the presentation, the Chairman asked the Meeting if there were any

comments or questions regarding the allocation of profit from the operating results in the year

2020, and dividend distribution.

Shareholders raised additional comments and questions as follows:

1. Mr. Suchart Wiriyasiri (Shareholder) asked why was the Company’s

dividend distribution for the year 2020 not higher than this and why there was the omission of

the interim dividend payment for the year 2020?

Mr. Kongkrapan Intarajang had clarified that according to the dividend

policy requiring that dividend shall be paid not less than 30 percent of the net profit and the

Company’s net profit for the year 2020 of Baht 200 million, the dividend distribution at the

rate of Baht 1.00 per share was equivalent to 2,248% of the net profit, 60% of the operating

profit and 1.71% of dividend yield, which were comparable and even higher levels than other

similar-level companies. However, due to the COVID-19 pandemic, impacting on economic

activities and the market fluctuation, so the interim dividend payment for the year 2020 was

omitted according to the resolutions of the Company’s Board of Directors’ Meeting

No. 9/2020, held on August 24, 2020.

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There was no further question. The Chairman requested Company Secretary to

report the voting results of the total number of votes of the Shareholders who attend the Meeting

and vote as follows:

Approval 3,261,157,380 Votes equivalent to 99.7591

Objection 7,874,456 Votes equivalent to 0.2409

Abstention 13,108 Votes equivalent to -

Void Ballot 0 Votes equivalent to -

RESOLUTION: The Meeting, by the majority of votes of the Shareholders

who attend the Meeting and vote, approved the allocation of

profit from the operating results in the year 2020, and

dividend distribution for the operating results in the year

2020 at the rate of Baht 1.00 per share, totaling Baht 4,487

million, which would be allocated from the unappropriated

retained earnings to Shareholders whose names were listed

on the Record Date on which the Shareholders were entitled

to receive dividend on March 1, 2021 and the dividend

payment would be on April 23, 2021 as proposed.

Agenda 3 To Consider and Elect New Directors to Replace Those Who are due to

Retire by Rotation

The Chairman informed the Meeting that according to the Public Company

Limited Act B.E. 2535 and the Article 14 of the Articles of Association of the Company, at

every annual general meeting of shareholders, one-third (1/3) of the Directors have to retire by

rotation. If not, the nearest numbers of one-third (1/3) shall retire. However, the retiring

Directors are eligible for re-election. The Directors to vacate office in the first and second years

following the registration of the conversion of the Company shall be drawn by lots. After that,

the remaining Directors with the longest term of service shall be retired.

In the year 2021, there are 5 Directors who are due to retire by rotation namely:

(1) Mr. Piyasvasti Amranand Chairman of the Board of Directors and

Chairman of the Independent Directors

(2) Professor Somkit Lertpaithoon Independent Director and Chairman of

the Corporate Governance Committee

(3) Mr. Pakorn Nilprapunt Independent Director and Director to

the Audit Committee

(4) Lieutenant General Nithi Chungcharoen Independent Director, Director to the

Corporate Governance Committee

and Director to the Nomination and

Remuneration Committee

(5) Mr. Disathat Panyarachun Director and Director to the Risk

Management Committee

To comply with the good corporate governance principles, the Directors who

were due to retire by rotation, considered having a conflict of interest in this matter, would

leave the meeting room until the consideration of the agenda was completed. Then, the

Chairman requested Mr. Don Wasantapruek, Chairman of the Nomination and Remuneration

Committee to report as follows:

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Through announcement on the Stock Exchange of Thailand and the Company’s

website, www.pttgcgroup.com, the Company invited Shareholders to nominate the qualified

person(s) to be elected as the Company’s Director from September 16, - December 31, 2020.

There was no proposal of Director Nominee submitted to the Company.

The Nomination and Remuneration Committee had considered and elected the

qualified person(s) thoroughly according to the Company’s criteria for the nomination and

appointment of directors, being qualified and shall not possess any prohibited characteristics

as prescribed by related laws and regulations, the Company’s Articles of Association, good

corporate governance principles and composition of the board of directors, along with their

professional skills, knowledge, capabilities, expertise and experiences in diverse areas for the

business operation according to the board skills matrix, together with the consideration of the

proposal of PTT Public Company Limited, the Company’s major shareholder. Then, the

nomination was proposed to the Board of Directors’ Meeting.

The Board of Directors, excluding the Director considered having conflict of

interest in this matter, had considered carefully and thoroughly, and deemed it appropriate to

propose the Shareholders’ Meeting to elect person(s) to be the Company’s Board of Directors

to replace those who are due to retire by rotation as follows:

(1) Mr. Piyasvasti Amranand to be elected for another term as (Independent) Director

(2) Professor Somkit Lertpaithoon to be elected for another term as (Independent) Director

(3) Mr. Pakorn Nilprapunt to be elected for another term as (Independent) Director

(4) Lieutenant General Nithi Chungcharoen to be elected for another term as (Independent) Director

(5) Mr. Disathat Panyarachun to be elected for another term as Director

The curriculum vitae of 5 nominated persons was enclosed in Attachment 1 of

the invitation letter. The candidates No. (1) - (4) were qualified in accordance with the

Company’s definition of Independent Director which was specified pursuant to those defined

by the Capital Market Supervisory Board, and even more stringent in the proportion of

shareholding in Attachment 1 of the invitation letter.

The Chairman asked the Meeting if there were any comments and questions

regarding the election of new directors to replace those who are due to retire by rotation.

In order to comply with the good corporate governance principles,

- The Company had prepared five-separate ballots for Shareholders to elect

Directors individually. The election results would be released for each nominee.

- The Company’s staff would collect ballots for all five nominees at once

which would collect ballots for “objection” and “abstention” first, then followed by all ballots

for “approval”.

There was no question. The Chairman requested Company Secretary to report

the result of vote counting as follows:

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No Directors

Approval Objection Abstain Voided

Ballots

Number of

Votes Percentage

Number of

Votes Percentage

Number

of Votes

Number

of Votes

1. Mr. Piyasvasti Amranand 3,258,628,020 99.6828 10,370,209 0.3172 73,128 0

2. Professor Somkit

Lertpaithoon 3,252,372,698 99.4915 16,624,331 0.5085 74,328 0

3. Mr. Pakorn Nilprapunt 3,244,828,618 99.2606 24,170,211 0.7394 72,528 0

4. Lieutenant General Nithi

Chungcharoen 3,148,865,001 96.3337 119,839,326 3.6663 367,030 0

5. Mr. Disathat Panyarachun 3,257,604,862 99.6514 11,396,667 0.3486 69,828 0

RESOLUTION: The Meeting, by the majority of votes of the Shareholders

who attend the Meeting and vote, approved the election of 5

persons namely (1) Mr. Piyasvasti Amranand (2) Professor

Somkit Lertpaithoon (3) Mr. Pakorn Nilprapunt

(4) Lieutenant General Nithi Chungcharoen and

(5) Mr. Disathat Panyarachun to be the Company’s Directors

as proposed.

Agenda 4 To Consider and Approve the Directors’ Remuneration

The Chairman informed the Meeting that according to Article 15 of the Articles

of Association of the Company, Directors shall be entitled to be remunerated by the Company

in the form of awards, meeting allowances, retirement pensions, bonuses or other benefits in

other forms pursuant to the Company’s Articles of Association or the approval of the

Shareholders’ Meeting. The remuneration may be designated in fixed amounts or as a specific

guideline, for any specific time of payment, or for continuous application until any future

amendment by a resolution of the Shareholders’ Meeting. Then, the Chairman requested

Mr. Don Wasantapruek, Chairman of the Nomination and Remuneration Committee to report

as follows:

The Nomination and Remuneration Committee had considered the Directors’

and Specific Committees’ remuneration for the year 2021 and the payment of bonus for the

year 2020 with the consideration of various factors and the good corporate governance

principles on the following matters: the Company’s performance of the year 2020,

the economic situation relating to the current business, the principles and policies approved by

the Shareholders, the Board of Directors’ obligations and responsibilities, the Board of

Directors’ annual performance appraisal, together with the remuneration comparison of the

listed companies within the PTT Group and other listed companies. Then, it was proposed to

the Board of Directors’ Meeting which deemed it appropriate to propose the Shareholders’

Meeting to consider and approve the Company’s Directors’ and Specific Committees’

remuneration for the year 2021 and the payment of Bonus for the Board of Directors for the

Year 2020 as follows:

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(1) Directors’ Remuneration: To be maintained monthly remuneration and

meeting allowance for those who attend the meeting at the same rate as

the year 2020 as follows:

The Director’s Remuneration

Types of Remuneration 2021 (Current Proposal) Compared with 2020

Monthly Remuneration Baht / Person Baht / Person

• Chairman

• Director

62,500

50,000

62,500

50,000

Meeting Allowance (Only those who attend

the meeting) Baht / Person / Attendance Baht / Person / Attendance

• Chairman

• Director

50,000

40,000

50,000

40,000

(2) Specific Committees Remuneration: To be maintained meeting allowance

for those who attend the meeting at the same rate as the year 2020, i.e. Audit

Committee, Nomination and Remuneration Committee, Corporate

Governance Committee, Risk Management Committee, and shall include

specific committees that may be appointed by the Board of Directors, as

necessary and appropriated in the future as follows :

(3) Bonus for the Board of Directors for the year 2020: To be paid Bonus for

the Board of Directors for the year 2020 as follows:

“The bonus will be paid to the Board of Directors if the dividend is payable

to the Shareholders at that year, at the rate of 0.30 percent of the Company

net profit, but not exceeding the amount of Baht 60 million by calculation

in accordance with the Directors’ terms, and the Chairman will receive the

bonus at the rate of 25 percent higher than that of Directors”

(4) Other Remuneration : None

The Chairman asked the Meeting if there were any comments and questions

regarding the Directors’ Remuneration.

There was no question. The Chairman requested Company Secretary to report

the voting results of the total number of entitled votes of the Shareholders presenting at the

Meeting as follows:

Approval 3,243,145,943 Votes equivalent to 99.2067

Objection 25,857,983 Votes equivalent to 0.7910

Abstention 76,336 Votes equivalent to 0.0023

Void Ballot 0 Votes equivalent to 0.0000

Specific Committees’ Remuneration

Types of Remuneration 2021 (Current Proposal) Compared with 2020

Meeting Allowance (Only those who attend

the meeting) Baht / Person / Attendance Baht / Person / Attendance

• Chairman • Director

56,250

45,000 56,250

45,000

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RESOLOTION: The Meeting, by more than two-thirds of the total number of

entitled votes of the Shareholders presenting at the Meeting,

approved the Company’s Directors’ and Specific

Committees’ remuneration for the year 2021 and the

payment of Bonus for the Board of Directors for the Year

2020 as proposed.

Agenda 5 To Consider the Appointment of the Auditor and Fix the Annual Fee for

the Year 2020

The Chairman informed the Meeting that the Board of Directors agreed with the

Audit Committee to propose the Shareholders’ Meeting to appoint the Company’s auditor and

fix the annual fee and requested Mr. Apisak Tantivorawong, Chairman of the Audit Committee

to report to the Meeting as follows:

According to the Notification of the Capital Market Supervisory Board No. Tor Chor. 75/2561 regarding rules, conditions and procedures for disclosure of information on

the financial status and results of operations of the issuing Company (Issue Code) shall come

into force from January 1, 2019 onwards, requiring the issuing company whose shares are listed

on the Stock Exchange of Thailand to arrange for rotation of the auditor. In case of any auditor

had performed their duties and expressed their opinion on the financial statements of the

company for the past seven fiscal years, consecutively or not, the company could re-appoint

such auditor as the company’s auditor after a period of at least five consecutive fiscal years had

passed.

The Audit Committee had considered that the performance of auditors from

Deloitte was appropriate due to its reputable auditing quality and standard and good business

knowledge of GC Group, leading to rapid, flexible and efficient auditing performance.

The Audit Committee deemed it appropriate to propose to the Board of Director

to consider and propose the Shareholders’ Meeting to appoint the Company’s auditor and fix

the annual fee for the year 2021 according to the following details:

1) Names of Auditors and the Company: To appoint any of the Deloitte Touche

Tohmatsu Jaiyos Audit Company Limited (Deloitte)’s auditors to be the

Company’s auditor for the Year 2021 as namely:

1. Mr. Mongkol Somphol C.P.A. (Thailand) Reg. No. 8444

years of service : 2 (2019-2020) or

2. Mr. Suphamit Techamontrikul C.P.A. (Thailand) Reg. No. 3356

years of service : none or

3. Mr. Suwatchai Meakhaamnouychai C.P.A. (Thailand) Reg. No. 6638

years of service : none or

4. Mr. Chavala Tienpasertkij C.P.A. (Thailand) Reg. No. 4301

years of service : none

2) Annual Remuneration Fee for the year 2021: the annual fee of Baht 3,000,000,

maintaining the same rate as 2020.

Auditor’s Remuneration (Unit : Baht)

2021 (Current Proposal) Compared with 2020

Quarterly and Annual Audit Fee and 3,000,000 3,000,000

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3) Relation with the Company: Deloitte’s auditors proposed to audit the Company

had no relationship nor conflict of interest with the Company, its subsidiaries, executives,

major shareholders or their related persons of such. The said auditor is accordingly independent to

audit and comment the Company’s financial statements.

4) Services to Other Companies: Deloitte will audit and certify the financial

statements of the year 2021 of the Company’s subsidiaries, joint ventures and its affiliates

totaling of 29 companies.

The Chairman asked the Meeting if there was any comments or questions

regarding the Appointment of the Auditor and Fix the Annual Fee for the Year 2021.

There was no question. The Chairman requested Company Secretary to report

the voting results of the total number of votes of the Shareholders who attend the Meeting and

vote as follows:

Approval 3,232,036,977 Votes equivalent to 98.8759

Objection 36,745,083 Votes equivalent to 1.1241

Abstention 298,202 Votes equivalent to -

Void Ballot 0 Votes equivalent to -

RESOLUTION: The Meeting, by the majority of votes of the Shareholders

who attend the Meeting and vote, approved the appointment

of any of the Deloitte Touche Tohmatsu Jaiyos Audit

Company Limited (Deloitte)’s auditors to be the Company’s

auditor for the Year 2021, as namely Mr. Mongkol Somphol

C.P.A. (Thailand) Reg. No. 8444 or Mr. Suphamit

Techamontrikul C.P.A. (Thailand) Reg. No. 3356 or Mr.

Suwatchai Meakhaamnouychai C.P.A. (Thailand) Reg. No.

6638 or Mr. Chavala Tienpasertkij C.P.A. (Thailand) Reg.

No. 4301 and approve the audit fee of Baht 3,000,000

together with other expenses such as travel expenses,

accommodation fees, telephone charges, postal fees, stamp

duty fees, photocopying fees etc. based on actual cost, but

not exceeding 10 percent of the audit fees as proposed.

Agenda 6 Other Business (If any)

The Chairman asked the Meeting if there were any comments or questions.

Shareholders raised additional comments and questions as follows:

1. Mr. Sombat H. Phianjaroen (Shareholder) asked about the progress on the

Company’s operations such as the consideration for the investments in U.S. and other

countries.

Mr. Kongkrapan Intarajang had clarified that one of the key factors for the

investment consideration for the US Petrochemical Complex Project was strategic partner(s)

as it was the large-scale investment project. The Company was currently in discussion with

potential partners, as well as in processes of the loan program application submission from the

U.S. Government and the re-negotiation with the project contractor. In addition, there were

other international investment projects which by that the Company was in the process of the

merger and acquisition of the specialty chemicals businesses, having potential growth in the

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future. For the large-scale domestic investment projects, the Olefins Reconfiguration Project

(ORP), the Propylene Oxide (PO) and Polyols Project were completed and had been operated

commercially as planned.

2. Miss Irarom Anun (Shareholder) asked as follows:

- When would the Smart Energy Storage System, the model technology

and innovation of PTT Group, generate revenue for the Eastern Industry and how much it

would be?

Mr. Kongkrapan Intarajang had clarified that the Smart Energy Storage

System was designed by Global Power Synergy Public Company Limited (GPSC) which the

Company had participated in the system testing and developing, as well as adopted the ESS

system at the office buildings and Innovation and Technology Center, with the capacity of 1

megawatt-hours (MWh) which could save costs by approximately Baht 1.2 million per year.

In addition, GPSC was in the process of adopting the ESS system in other areas such as

Vidyasirimedhi Institute of Science and Technology (VISTEC).

- How was the progress of the floating solar power installation project in

Rayong, when and how much it would generate the revenue to the company?

Mr. Kongkrapan Intarajang had clarified that the project was

the collaboration within PTT Group. The first 100-KW floating solar was installed at PTT Tank

Terminal Company Limited (PTT Tank) in Rayong. The Company developed the special-grade

Polyethylene to be used for the floating pontoon production, and was in the process of the

project designing and applying for a license to install 700-KW floating solar at the Company’s

Aromatics plant 2 (ARO2) which were expected to complete in Q1/2022, save electricity

consumption by Baht of 340,000 per year, and reduce Carbon dioxide emission by 520

tonCO2e per year.

3. Miss Srinuan Phataranon (Shareholder) questioned as follows:

- With the Company’s issuing and offering of US Dollar debentures and

Thai Baht debenture at 3.05% of the annual coupon rate, which the maturity date was in 2022,

then would the Company consider issuing Baht debenture and how was the coupon rate?

Mr. Kongkrapan Intarajang requested Miss Pattaralada Sa-Ngasang,

Executive Vice President of Finance and Accounting to clarify as follows:

The Company had issued and offered Debentures of US$ 1,250 million

to refinance the unsubordinated debentures in a total amount of US$ 1,000 million in 2022, as

well as for general corporate purposes. However, if there was any project investment, requiring

additional working capital, in the second half of 2021, the Company would consider issuing

and offering new debentures to replace Thai Baht debentures which its maturity was in Q3 of

2021. By that, the consideration was subject to the market condition, world economic situation

and the Company’s investment plan at that time as well.

- Having purchased agricultural products, was there the Company’s

policies to invent innovations for its agricultural partners to avoid agricultural waste burning?

Mr. Kongkrapan Intarajang had clarified that the Company did not

purchase agricultural products directly from suppliers. However, the Company’s subsidiary,

Global Green Chemicals Public Company Limited (GGC) had operated green chemical

businesses, utilizing palm and cassava as feedstocks. Also, according to the GGC’s policy on

the sustainable business operation, it promoted the standard for sustainable oil palm plantation

(Roundtable on Sustainable Palm Oil: RSPO) for farmers in order to meet the needs of

customers who have realized the importance of purchasing raw materials with social, economic

and environmental responsibilities. In addition, to promote the reduction of the agricultural

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waste burning, GGC had purchased and used agricultural products as fuels for Nakhonsawan

Biocomplex’s power plants. 4. Miss Srinuan Phataranon (Shareholder) and Miss Puangthong Boonsong

(Shareholder) asked that whether the current political situation in neighboring countries had

any impact on the Company’s business operation? How?

Mr. Kongkrapan Intarajang had clarified that such situation had not much

impact on the Company and then, requested Mr. Patiparn Sukorndhaman, President, to clarify

as follows:

In 2021, due to its low polyethylene market demand, the Company had set

the low sales volume target in Myanmar at the average of 50,000 tons per year. However, such

situation might affect the business operation, possibly resulted in failing achieving the set

targets, yet sale activities continued. In addition, being concern for the safety of the partners

and employees, operating in Myanmar, the Company had already called our employees back

to Thailand. Also, we would follow up the situation closely with Royal Thai Embassy, Yangon.

5. Mr. Anupoj Panapornsirikul (Shareholder) asked how was the Company’s

plan to organize any activity for Shareholder and was there the Company Visit Program in

2021?

Mr. Kongkrapan Intarajang had clarified that due to the epidemic of

COVID-19 and the Company’s concern of Shareholders’ well-beings, there was no the

Company Visit Program in 2021. However, if there was any update regarding the Company

Visit Program, the Company would inform shareholders of such via the Company’s website

and/or other channels.

6. Mr. Prasit Charoensap (Shareholder) inquired about Internal Audit Function

regarding its structure, personnel, technology utilization for internal audit?

Mr. Kongkrapan Intarajang requested Mr. Amorn Putiphrawan, Senior Vice

President of Internal Audit, to clarify as follows:

The Internal Audit’s structure had been re-organized to comply with the

corporate’s business growth, including 3 departments: 1) Strategies and Transformation

2) GC and Subsidiaries Audit, and 3) IT Audit and IA Technology. To prepare for the future

changes of the internal audit process, the Company had invested on the information technology

systems to improve the auditing efficiency to be proactive and rapid to support business growth.

Moreover, Performance audits had resulted in cost savings over the past 3 years.

The Company currently used SAP GRC Access Control system to control

access rights on SAP system, the corporate’s main system.

For the information stated in the Annual Registration Statement/Annual

Report 2020 (Form 56-1 One Report) regarding the internal control and the internal audit, i.e.

the management would monitor and evaluate the internal control according to the internal

control elements. Meanwhile, the Board of Directors would oversee and assess the internal

control and internal audit management as their duty.

In the matter of employee resignation in the last year, as per the Company’s

Mutual Separation Plan (MSP), there were employees from the Internal Audit Function that

voluntarily joined the program due to their health issues. There was also a case of an employee,

whose employment period was less than 45 days, that resigned for personal reasons. With such

incidents and changing trends in the future, the Company had already prepared for these

changes by further uplifting applications and applied digital technology to internal auditing to

enhance its efficiency.

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7. Mr. Wuttirat Phupiboon (Shareholder) asked that with the Company’s

investment plan in 2021 as stated above, what would the Company’s stock price and D/E Ratio be?

Mr. Kongkrapan Intarajang had clarified that at the end of the year 2020, the

Company’s D/E Ratio was 0.33, considered at a low level. In addition, the Company had

considered the plan for sources of funding to be able to seek business growth opportunities as

well as to maintain its credit rating at the investment grade. The Company would utilize some

amount of funding received from the issuance and offering of $1,250 million debenture to

redeem its debentures which maturity dates were in 2021-2022. With the investment and

business operation plan in 2021, the Company expected to enhance its quality of earnings,

reflecting on the Company's stock value in the future. Yet, depending on market conditions and

other factors as well.

8. Mrs. Wandee Khummetha (Proxy) commented that with the New Normal,

the Company had considered convening the Annual General Meeting of Shareholders for the

year 2021, without souvenirs given, so why did the Company not organize the Meetings via

electronic means or used the Company’s facilities to reduce costs?

Mr. Kongkrapan Intarajang had clarified that as the annual general meeting

of shareholders was held only once a year, the Company would use this opportunity to meet

shareholders by considering holding the physical meeting. However, with the COVID-19

pandemic and for the well-being of all attendees, the Company had to strictly follow the

announcement and precautions guidelines set by the government and related institutions such

as keeping social distancing. Thus, the Company’s facilities were not having enough space to

accommodate all shareholders. However, we had provided shareholders the Web-Live

Broadcast for watching the live meeting as well.

9. Mr. Piyachart Sirisattayawong (Shareholder) questioned that if the oil price

had risen, how was the Company’ risk management?

Mr. Kongkrapan Intarajang had clarified that the Company had

continuously managed product price and spread risks which the Risk Management Committee

would define the hedging policy and framework, as well as govern and monitor the risk

management progress regularly. The Managements would convene the meeting to closely

monitor market conditions and fluctuation on a weekly basis to hedge rapidly and appropriately

with the changing circumstances. In Q1/2021, The Company had processed crude oil inventory

hedging for 100 percent as well as hedging in petroleum, aromatics, and olefins products at the

appropriate levels of prices and volumes.

10. Mr. Basant Kumar Dugar (Shareholder) asked as follows:

- Could the Company provide training courses by IMD Business School

in Switzerland for the Chairman of the Board of Directors or Chief Executive Officer or the

authorized directors?

Mr. Kongkrapan Intarajang had clarified that the Company had set the

training guideline and provided training courses from both domestic and international

institutions, as well as providing training sessions adequately for the Company’s Board of

Directors to enhance knowledges and experiences in various fields.

- Could the Company pay an additional bonus from 1% of net profit

growth?

Mr. Kongkrapan Intarajang had clarified that the Company had

considered the bonus payment for employees and the Board of Directors by the relevant

frameworks and policies, as well as external factors such as appropriateness and Market and

economic situation, etc.

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- Could the Company increase its revenue growth or seek new streams of

income from new businesses having EBITDA Margin of higher than 50%? Mr. Kongkrapan Intarajang had clarified that most of the chemical

companies had EBITDA Margin of less than 50%. With the economic cycles, the Company’s

EBITDA Margin could be risen at a certain time, yet not be up to 50%.

- Could the Company provide tax credit of 20/80 of the dividend for Thai

investors and foreign investors from England, European countries and the United States having

the Double Taxation Avoidance Agreements (DTAA)?

Mr. Kongkrapan Intarajang asked Miss Pattaralada Sa-Ngasang,

Executive Vice President of Finance and Accounting, to clarify as follows:

The Company provide the tax credit of 20/80 of the dividend to Thai

investors only. The foreign investors' tax credit was subject to the Double Taxation Avoidance

Agreements of their countries which normally, the corporate income tax of such countries was

higher than one of Thailand.

11. Miss Phacharathorn Poomkam (Proxy) asked as follows:

- The progress and operational plan for the investment project in Vinythai

Public Company Limited (VNT) and what would be the benefits for the Company?

Mr. Kongkrapan Intarajang had clarified that the Company had made a

tender offer for all ordinary shares in VNT at the tender offer price of Baht 39 per share, totaling

192,491,246 shares, representing 16.24 percent of the total number of issued and paid-up

shares of VNT. Once the delisting of securities of VNT was completed, AGC Inc. planned to

restructure the business units of AGC Inc. in Vietnam to be under AGC-TH and would merge

between VNT and AGC-TH to form a newly established company which would operate and

become a leader in the fully integrated PVC and Chlor-Alkali in Southeast Asia, having

steadily demands and growth. As well as aligning with the strategy to enter CLMVT countries

to expand our home base.

- Would the Company’s operating performance in Q1/2021 be higher

than that of last year and from which factors?

The Chairman explained that if the economic conditions, market

situation, petrochemical products and prices was on a upward trend, the Company expected

that the Company’s operating performance in Q1/2021 would recover and be higher than the

that of the same quarter of 2020.

12. Mr. Supawit Jomsomsa (Shareholder) asked the following questions:

- Did the situation in Myanmar affect the Company's oil supplier?

Mr. Kongkrapan Intarajang had clarified that overall, the Company was

not much impacted by such situation, also the Company did not purchase crude oil from

Myanmar.

- With the current trend of Electric Vehicle (EV), what would be the

benefits or impact on the Company and how was the Company’s preparation? Mr. Kongkrapan Intarajang had clarified that the Company was the

petrochemical company which had been operated by the global direction and megatrends such

as the application of EV and digitalization. However, in the automotive and EV industries,

there was utilization of plastics, petrochemicals and synthetic rubber in the manufacturing

processes. Also, whether gasoline-powered vehicles or electric vehicles, there was no impact

on the Company. In addition, the performance chemicals and advanced material products, used

for the manufacturing of EV parts and components, were the direction the Company was

moving forward to as well.

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The Chairman declared that the Meeting considered all agenda of this Meeting.

For good corporate governance principles and vote counting, the Chairman informed the

Meeting that the Company’s staff would collect all voting. If any questions are not raised and

answered at the Meeting, the Company had recorded all questions and answers in the Minutes

of the Meeting.

The Chairman appreciated for the Shareholders’ valuable time for attending the

Annual General Meeting of Shareholders for the year 2021 as well watching via Web-live

Broadcast, including stakeholders’ great supports and cooperation. With the diverse

experiences, knowledge, capabilities of the Board of Directors who set the vision, policies, and

direction, along with the strategy and the effort of the executives and employees, the Company

believed that we could overcome any challenges and difficulties and could grow and achieve

its goals steadily in the future. Then, the Meeting was adjourned.

The total Shareholders, who registered to attend the Meeting in person and by

proxies were 2,191 Shareholders. The number of shares could be totally calculated

3,269,112,631 shares, equivalent to 72.8648% of total number of outstanding shares. There

were 185 Shareholders who attend the Meeting in person, representing a total of 1,671,815

shares, equivalent to 0.0373%. There were 2,006 proxies who attend the Meeting, representing

a total of 3,267,440,816 shares, equivalent to 72.8275%, and the Company already rechecked

the votes.

With the concept of the Sustainable Event of the Company’s Annual General

Meeting of Shareholders for the Year 2021, comply with the guideline of the Thailand

Convention & Exhibition Bureau (Public Organization), the Company could reduce 500 bottles

of plastic waste by landfill under the Upcycling Project and reduce 305 kilogram of paper waste

by landfill, equivalent to reducing greenhouse gas emission for 244.66 kgCO2e.

The Meeting was adjourned at 11.00 hours.

Signed -signature- Chairman of the Board of Directors

(Mr. Piyasvasti Amranand)

Chairman of the Meeting

Signed -signature- Chief Executive Officer,

(Mr. Kongkrapan Intarajang) Director and Secretary

to the Board of Directors

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Enclosure

The Summary of Questions and Answers

at the Annual General Meeting of Shareholders for the Year 2021

(At the Meeting and Web-live Broadcast Channel)

Agenda 1 : To Acknowledge the Operations for the Year 2020 and the Recommendation

for the Business Plan, and Approve the Financial Statement for the Year

Ended December 31, 2020

No. Questions/Suggestions Answers

At the Meeting

1 Miss Khemmakorn Wachirawarakarn

(Shareholder) asked as follow:

- Besides Stock Loss, the main

factor of the Company’s decreasing

operating profit, was there any other

factors and what the Company’s

implementation on such?

Besides Stock Loss, the main factor of the

Company’s decreasing operating profit of 2020,

there were the impact from the COVID-19

pandemic to global economic crisis and dramatic

decline in product demand and price. However,

the Company had implemented cost saving

program, production cost reduction, production

efficiency enhancement, and the application of

technologies and digital systems. Thus, the

Company’s operating profit of 2020 was Baht

7,781 million and the Adjusted EBITDA was at a

similar level of 2019, excluding Stock Loss.

- In the last year, the COVID-19

pandemic had led to the travel bans and

restrictions around the world, was there

any effect on the refinery’s utilization

rate of the Company?

Even there were the decreases in the product

and petroleum product demand, the Company had

adjusted the refinery’s production mode,

according with the market demand, by fully

producing Diesel instead of Jet Fuel (Zero Jet).

Therefore, in 2020, the Company could maintain

the refinery’s utilization rate at 97%, increased by

10% comparing to 2019. In addition, 50% of the

petroleum products of the Company would be

used as the feedstock for the petrochemical

product production. In conclusion, although there

were impacts on product prices, but the Company

had managed its production to align with the

product demand and maintained the normal

utilization rate.

- With the economic recession,

how were the Company’s business plan

and investment plan?

The Company had reviewed the corporate

direction and the long-term strategies; 3 Steps

(Step Change, Step Out and Step Up) with the

analysis of the economic factors and market

situations and demand, both short and long term,

which found that the strategies “3 Steps” still

aligned with the current situations and

megatrends with the proper operating timing

adjustment. The Company had carefully revised

the strategic plans for the business growth and the

investment plan as follows:

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No. Questions/Suggestions Answers

(1) Step Change: the Company would

continue enhancing its business competitiveness

and feedstock flexibility to reduce production

cost and maintain production efficiency, as well

as the marketing operation and the investment

towards high value products (HVPs).

(2) Step Out: the Company would focus on

the High Value Businesses (HVBs) investment as

it is a growth business according to Megatrend,

through the Mergers and Acquisitions (M&A).

2 Mr. Suchart Wiriyasiri (Shareholder)

asked as follows:

- Was there the Company’s cost

saving program on personnel during

COVID-19 pandemic and how was it?

In 2020, the Company had established cost

saving measures in various areas which the

personnel costs had been reduced for

approximately Baht 1,944 Million by the revision

of new employee recruitment for essential

functions, the performance efficiency

enhancement with the training programs, the

encouragement of technology applications to

improve performance capabilities, as well as the

research and development for future employees’

capabilities. In conclusion, the Company had

effective cost saving programs, together with the

priority of the employees’ capability development

for the business growth of the Company.

- How was the Company’s

operating profit for the year 2021?

Even there were the decrease in the product

spreads such as polymers products and petroleum

products in Q2 and Q3 of 2020, the Company had

expected that the trends of the product prices and

spreads in 2021 would be upward. In addition,

with the ORP and PO/Polyols Projects that had

been commercially operated this year, the

Company’s sales revenue was projected to

increase by 8%.

3 Mr. Decha Suntharachun (Shareholder)

asked about the current petrochemical

product market.

As the petrochemical product market was

related to the business growing trend which

would affect product demands. In year 2021,

there was the recovery signal of the global

economy triggering the recovery in the petrochemical

product market from rising product demands such

as downstream products in the textile industry,

the packaging products, the construction industry,

electronics industry, and the transportation.

4 Mr. Sombat H. Phianjaroen

(Shareholder) asked about the estimated

operating performance for Q1/2021 and

the year 2021.

Even the economic volatility in the previous

year that had led to New Normal in several areas

in the business operation, the petrochemical

product demand was growing. Thus, the

Company’s estimated sales profit was expected to

increase and be greater than 2020.

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No. Questions/Suggestions Answers

5 Mrs. Rungsri Jiaranaika (Proxy)

commented that from the information

stated in Form 56-1 One Report page 7

and 112-242 that in 2020, the Company

had recorded higher total liabilities as

well as the finance costs of Baht 3,511

Million, higher than 2019 at Baht 3,119

Million. Then, asked how were the

Company’s liability and rising interest

rates management?

Even the liabilities were recorded higher in

2020, the Company had set the liability and rising

interest rates management, as well as measures to

maintain liquidity such as the bond issuance of

Baht 15,000 million, the long-term borrowings

from financial institutions of Baht 30,000 million

and the issuance of U.S. Dollar debenture.

In 2020, the interest rates were low leading to

receive a lower deposit interest rates from some

source of deposits, together with the above

liquidity management. Thus, the Company’s

financial costs were recorded higher, yet still at a

competitive level. In 2021, with the strength of

the business operation, the Company’s credit

rating was still considered at the investment

grade. In addition, with the debentures issuance in

the amount of USD 4,000 million during the

period of 5 years (2020-2024), approved by the

2020 Annual General Meeting of Shareholders,

the Company had issued and offered the

debentures of US$ 1,250 million, consisting of

10-year and 30-year bonds with the fixed coupon

rates.

The Company had financial policies for the

financial structure management to enhance its

strength, reduce production costs, and build

operating profits, in order to maintain the credit

rating at a satisfactory level and be able to seek

additional sources of funds in the future and to

use its trade credit to extend feedstock payment

dues as well. Overall, the Company would

manage its loan agreements at the average period

of 8 – 10 years, maintain and balance the U.S.

Dollar exchange rate which GC Treasury Center

Company Limited (GCTC), the Company’s

treasury center, would help approach more

sources of loans having the most competitive

financial costs.

6 Mr. Akradeth Wasasara (Shareholder)

asked that How were the Company’s

international investment expansion plan

and preparation for the business

expansion in Vietnam of other companies

that would be operated this year?

The Company had set the strategy to invest

internationally and with Step Change, the

Company would consider business and market

shares expansion to strengthen its business

competitiveness in Thailand and Southeast Asia.

Also, with Step Out focusing on building new

production bases overseas, the Company would

consider operating on the business sustainability

foundation to balance between economy, society

and environment. From the above clarification,

the Company would focus on new business

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No. Questions/Suggestions Answers

investments, through Mergers and Acquisitions

(M&A), in High Value Businesses (HVB) having

a potential growth and products according to the

sustainability in the future. With such strategies,

the Company expected to increase quality of

earnings and the financial stability.

For the business operation in Vietnam, having

production home bases in Map Ta Phut Industrial

Estate in Rayong which were the strong

production bases in Southeast Asia, the Company

could expand its home bases to other countries.

Recently, the Company had invested more in

Vinythai Public Company Limited (VNT) which

expand PVC business in Vietnam already.

7 Mr. Anupoj Panapornsirikul

(Shareholder) asked as follows:

- How was the Company’s

application of new innovations for its

value creation?

Under Step Change, the Company would focus

on creating added value by developing more high

value products (HVPs) through research and

development (R&D) new innovations in order to

meet market and customer needs, with the aim of

its product portfolio adjustment by increasing the

portion of HVPs in Polymers products from 30%

in 2020 to be 65% in the next 5 years. In addition,

the Company had invested in Corporate Venture

Capital (CVC) to enter new businesses with

technologies to strengthen and expand current

businesses.

- How was the Company’s green

chemicals business and whether any

impact from the new U.S. President’s

energy policies?

The Company was a company that had been

operating fully integrated green chemicals

business such as productions of biofuels,

bioplastics and biochemicals. In addition, the

Company had focused on both petrochemicals

and green chemicals businesses in order to meet

diverse customers’ and societies’ needs. In

bioplastics, there were uses of natural feedstocks

such as sugar made from sugarcane, cassava, and

corn, for the productions of polylactic acid (PLA)

and polybutylene succinate (PBS) through

NatureWorks LLC and PTTMCC Biochem Co.,

Ltd. (PTTMCC) respectively. The oleochemicals

were used for the productions of biofuels, yet

home and personal care such as cleaning

products, soap, and detergent.

For the new U.S. President’s energy policies,

with the studies and investing experiences in US,

the Company found that eco-friendly product

trend and promoting would support the growth of

the Company’s green chemicals business.

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No. Questions/Suggestions Answers

Web-live Broadcast Channel

8 Mr. Sahatsapol Aiumthong

(Shareholder) asked whether the

Company would issue and offer a new

set of debentures in 2021?

With the debentures issuance in the amount of

USD 4,000 million during the period of 5 years

(2020-2024), approved by the 2020 Annual

General Meeting of Shareholders, the Company

had issued and offered the debentures of US$

1,250 million, perceived the appropriate interests

rate, to support general corporate purposes. As

there were Baht 20,000 debentures which its

maturity was in 2021, the Company was

considering and aligning its investment plan and

seeking debt financing by loans.

9 Mr. Nopparat Phongthagoon

(Shareholder) asked how was the

Company’s plan to invest in EV and

digital businesses?

The Company had studied the business

possibility from the rising EV trend as there were

used of specialty materials for the EV component

productions, which was the Company’s strategy

to enter the high value business.

The Company had invested in the form of

CVC in 4 areas, which one of them was the

digital platform business, to enter outstanding

growth businesses and apply knowledges for

supporting the current business unit and new

businesses.

In addition, the Company had applied digital

systems to enhance its operational efficiency.

Agenda 2 : To Consider and Approve the Allocation of Profit from the Operating

Results in the Year 2020, and Dividend Distribution

No. Questions/Suggestions Answers

At the Meeting

1 Mr. Suchart Wiriyasiri (Shareholder)

asked why was the Company’s dividend

distribution for the year 2020 not higher

than this and why there was the omission

of the interim dividend payment for the

year 2020?

According to the dividend policy requiring that

dividend shall be paid not less than 30 percent of

the net profit and the Company’s net profit for the

year 2020 of Baht 200 million, the dividend

distribution at the rate of Baht 1.00 per share was

equivalent to 2,248% of the net profit, 60% of the

operating profit and 1.71% of dividend yield,

which were comparable and even higher levels

than other similar-level companies. However, due

to the COVID-19 pandemic, impacting on

economic activities and the market fluctuation, so

the interim dividend payment for the year 2020

was omitted according to the resolutions of the

Company’s Board of Directors’ Meeting No.

9/2020, held on August 24, 2020.

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Agenda 6 Other Business (If any)

No. Questions/Suggestions Answers

At the Meeting

1 Mr. Sombat H. Phianjaroen

(Shareholder) asked about the progress

on the Company’s operations such as the

consideration for the investments in U.S.

and other countries.

One of the key factors for the investment

consideration for the US Petrochemical Complex

Project was strategic partner(s) as it was the

large-scale investment project. The Company was

currently in discussion with potential partners, as

well as in processes of the loan program

application submission from the U.S.

Government and the re-negotiation with the

project contractor. In addition, there were other

international investment projects which by that

the Company was in the process of the merger

and acquisition of the specialty chemicals

businesses, having potential growth in the future.

For the large-scale domestic investment projects,

the Olefins Reconfiguration Project (ORP), the

Propylene Oxide (PO) and Polyols Project were

completed and had been operated commercially

as planned.

2 Miss Irarom Anun (Shareholder) asked as

follows:

- When would the Smart Energy

Storage System, the model technology

and innovation of PTT Group, generate

revenue for the Eastern Industry and how

much it would be?

The Smart Energy Storage System was

designed by Global Power Synergy Public

Company Limited (GPSC) which the Company

had participated in the system testing and

developing, as well as adopted the ESS system at

the office buildings and Innovation and

Technology Center, with the capacity of 1

megawatt-hours (MWh) which could save costs

by approximately Baht 1.2 million per year. In

addition, GPSC was in the process of adopting

the ESS system in other areas such as

Vidyasirimedhi Institute of Science and

Technology (VISTEC).

- How was the progress of the

floating solar power installation project

in Rayong, when and how much it would

generate the revenue to the company?

The project was the collaboration within PTT

Group. The first 100-KW floating solar was

installed at PTT Tank Terminal Company

Limited (PTT Tank) in Rayong. The Company

developed the special-grade Polyethylene to be

used for the floating pontoon production, and was

in the process of the project designing and

applying for a license to install 700-KW floating

solar at the Company’s Aromatics plant 2

(ARO2) which were expected to complete in

Q1/2022, save electricity consumption by Baht of

340,000 per year, and reduce Carbon dioxide

emission by 520 tonCO2e per year.

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No. Questions/Suggestions Answers

3 Miss Srinuan Phataranon (Shareholder)

questioned as follows:

- With the Company’s issuing and

offering of US Dollar debentures and

Thai Baht debenture at 3.05% of the

annual coupon rate, which the maturity

date was in 2022, then would the

Company consider issuing Baht

debenture and how was the coupon rate?

The Company had issued and offered

Debentures of US$ 1,250 million to refinance the

unsubordinated debentures in a total amount of

US$ 1,000 million in 2022, as well as for general

corporate purposes. However, if there was any

project investment, requiring additional working

capital, in the second half of 2021, the Company

would consider issuing and offering new

debentures to replace Thai Baht debentures which

its maturity was in Q3 of 2021.By that, the

consideration was subject to the market condition,

world economic situation and the Company’s

investment plan at that time as well.

- Having purchased agricultural

products, was there the Company’s

policies to invent innovations for its

agricultural partners to avoid agricultural

waste burning?

The Company did not purchase agricultural

products directly from suppliers. However, the

Company’s subsidiary, Global Green Chemicals

Public Company Limited (GGC) had operated

green chemical businesses, utilizing palm and

cassava as feedstocks. Also, according to the

GGC’s policy on the sustainable business

operation, it promoted the standard for

sustainable oil palm plantation (Roundtable on

Sustainable Palm Oil: RSPO) for farmers in order

to meet the needs of customers who have realized

the importance of purchasing raw materials with

social, economic and environmental

responsibilities. In addition, to promote the

reduction of the agricultural waste burning, GGC

had purchased and used agricultural products as

fuels for Nakhonsawan Biocomplex’s power

plants.

4 Miss Srinuan Phataranon (Shareholder)

and Miss Puangthong Boonsong

(Shareholder) asked that whether the

current political situation in neighboring

countries had any impact on the

Company’s business operation? How?

Such situation had not much impact on the

Company.

In 2021, due to its low polyethylene market

demand, the Company had set the low sales

volume target in Myanmar at the average of

50,000 tons per year. However, such situation

might affect the business operation, possibly

resulted in failing achieving the set targets, yet

sale activities continued. In addition, being

concern for the safety of the partners and

employees, operating in Myanmar, the Company

had already called our employees back to

Thailand. Also, we would follow up the situation

closely with Royal Thai Embassy, Yangon.

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No. Questions/Suggestions Answers

5 Mr. Anupoj Panapornsirikul

(Shareholder) asked how was the

Company’s plan to organize any activity

for Shareholder and was there the

Company Visit Program in 2021?

Due to the epidemic of COVID-19 and the

Company’s concern of Shareholders’ well-beings,

there was no the Company Visit Program in 2021.

However, if there was any update regarding the

Company Visit Program, the Company would

inform shareholders of such via the Company’s

website and/or other channels.

6 Mr. Prasit Charoensap (Shareholder)

inquired about Internal Audit Function

regarding its structure, personnel,

technology utilization for internal audit?

Mr. Kongkrapan Intarajang requested Mr.

Amorn Putiphrawan, Senior Vice President of

Internal Audit, to clarify as follows:

The Internal Audit’s structure had been re-

organized to comply with the corporate’s

business growth, including 3 departments:

1) Strategies and Transformation 2) GC and

Subsidiaries Audit, and 3) IT Audit and IA

Technology. To prepare for the future changes of

the internal audit process, the Company had

invested on the information technology systems

to improve the auditing efficiency to be proactive

and rapid to support business growth. Moreover,

Performance audits had resulted in cost savings

over the past 3 years.

The Company currently used SAP GRC

Access Control system to control access rights on

SAP system, the corporate’s main system.

For the information stated in the Annual

Registration Statement/Annual Report 2020

(Form 56-1 One Report) regarding the internal

control and the internal audit, i.e. the

management would monitor and evaluate the

internal control according to the internal control

elements. Meanwhile, the Board of Directors

would oversee and assess the internal control and

internal audit management as their duty.

In the matter of employee resignation in the

last year, as per the Company’s Mutual

Separation Plan (MSP), there were employees

from the Internal Audit Function that voluntarily

joined the program due to their health issues.

There was also a case of an employee, whose

employment period was less than 45 days, that

resigned for personal reasons. With such

incidents and changing trends in the future, the

Company had already prepared for these changes

by further uplifting applications and applied

digital technology to internal auditing to enhance

its efficiency.

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No. Questions/Suggestions Answers

7 Mr. Wuttirat Phupiboon (Shareholder)

asked that with the Company’s

investment plan in 2021 as stated above,

what would the Company’s stock price

and D/E Ratio be?

At the end of the year 2020, the Company’s

D/E Ratio was 0.33, considered at a low level. In

addition, the Company had considered the plan

for sources of funding to be able to seek business

growth opportunities as well as to maintain its

credit rating at the investment grade. The

Company would utilize some amount of funding

received from the issuance and offering of $1,250

million debenture to redeem its debentures which

maturity dates were in 2021-2022. With the

investment and business operation plan in 2021,

the Company expected to enhance its quality of

earnings, reflecting on the Company's stock value

in the future. Yet, depending on market

conditions and other factors as well.

8 Mrs. Wandee Khummetha (Proxy)

commented that with the New Normal,

the Company had considered convening

the Annual General Meeting of

Shareholders for the year 2021, without

souvenirs given, so why did the

Company not organize the Meetings via

electronic means or used the Company’s

facilities to reduce costs?

As the annual general meeting of shareholders

was held only once a year, the Company would

use this opportunity to meet shareholders by

considering holding the physical meeting.

However, with the COVID-19 pandemic and for

the well-being of all attendees, the Company had

to strictly follow the announcement and

precautions guidelines set by the government and

related institutions such as keeping social

distancing. Thus, the Company’s facilities were

not having enough space to accommodate all

shareholders. However, we had provided

shareholders the Web-Live Broadcast for

watching the live meeting as well.

9 Mr. Piyachart Sirisattayawong

(Shareholder) questioned that if the oil

price had risen, how was the Company’

risk management?

The Company had continuously managed

product price and spread risks which the Risk

Management Committee would define the

hedging policy and framework, as well as govern

and monitor the risk management progress

regularly. The Managements would convene the

meeting to closely monitor market conditions and

fluctuation on a weekly basis to hedge rapidly

and appropriately with the changing

circumstances. In Q1/2021, The Company had

processed crude oil inventory hedging for 100

percent as well as hedging in petroleum,

aromatics, and olefins products at the appropriate

levels of prices and volumes.

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No. Questions/Suggestions Answers

10 Mr. Basant Kumar Dugar (Shareholder)

asked as follows:

- Could the Company provide

training courses by IMD Business

School in Switzerland for the Chairman

of the Board of Directors or Chief

Executive Officer or the authorized

directors?

The Company had set the training guideline

and provided training courses from both domestic

and international institutions, as well as providing

training sessions adequately for the Company’s

Board of Directors to enhance knowledges and

experiences in various fields

- Could the Company pay an

additional bonus from 1% of net profit

growth?

The Company had considered the bonus

payment for employees and the Board of

Directors by the relevant frameworks and

policies, as well as external factors such as

appropriateness and Market and economic

situation, etc.

- Could the Company increase its

revenue growth or seek new streams of

income from new businesses having

EBITDA Margin of higher than 50%?

Most of the chemical companies had EBITDA

Margin of less than 50%. With the economic

cycles, the Company’s EBITDA Margin could be

risen at a certain time, yet not be up to 50%.

- Could the Company provide tax

credit of 20/80 of the dividend for Thai

investors and foreign investors from

England, European countries and the

United States having the Double

Taxation Avoidance Agreements

(DTAA)?

The Company provide the tax credit of 20/80

of the dividend to Thai investors only. The

foreign investors' tax credit was subject to the

Double Taxation Avoidance Agreements of their

countries which normally, the corporate income

tax of such countries was higher than one of

Thailand.

11 Miss Phacharathorn Poomkam (Proxy)

asked as follows:

- The progress and operational plan

for the investment project in Vinythai

Public Company Limited (VNT) and

what would be the benefits for the

Company?

The Company had made a tender offer for all

ordinary shares in VNT at the tender offer price

of Baht 39 per share, totaling 192,491,246 shares,

representing 16.24 percent of the total number of

issued and paid-up shares of VNT. Once the

delisting of securities of VNT was completed,

AGC Inc. planned to restructure the business

units of AGC Inc. in Vietnam to be under AGC-

TH and would merge between VNT and AGC-

TH to form a newly established company which

would operate and become a leader in the fully

integrated PVC and Chlor-Alkali in Southeast

Asia, having steadily demands and growth. As

well as aligning with the strategy to enter

CLMVT countries to expand our home base.

- Would the Company’s operating

performance in Q1/2021 be higher than

that of last year and from which factors?

The Chairman explained that if the economic

conditions, market situation, petrochemical

products and prices was on a upward trend, the

Company expected that the Company’s operating

performance in Q1/2021 would recover and be

higher than the that of the same quarter of 2020.

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Minutes of Annual General Meeting of Shareholders for the Year 2021

PTT Global Chemical Public Company Limited

April 5, 2021 Page 33/33

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No. Questions/Suggestions Answers

12 Mr. Supawit Jomsomsa (Shareholder)

asked the following questions:

- Did the situation in Myanmar

affect the Company's oil supplier?

Overall, the Company was not much impacted

by such situation, also the Company did not

purchase crude oil from Myanmar.

- With the current trend of Electric

Vehicle (EV), what would be the

benefits or impact on the Company and

how was the Company’s preparation?

The Company was the petrochemical company

which had been operated by the global direction

and megatrends such as the application of EV and

digitalization. However, in the automotive and

EV industries, there was utilization of plastics,

petrochemicals and synthetic rubber in the

manufacturing processes. Also, whether gasoline-

powered vehicles or electric vehicles, there was

no impact on the Company. In addition, the

performance chemicals and advanced material

products, used for the manufacturing of EV parts

and components, were the direction the Company

was moving forward to as well.

Web-live Broadcast Channel

13 Mrs. Prakai Wongngern (Shareholder)

and Mr. Sahatsapol Aiumthong

(Shareholder) asked that with the

decreasing operating performance in

2020 and the increasing dept by the

debenture issuance, was the Company

downgraded and how?

The Company had managed its working capital

and dept financing, to support investments, with

the consideration of the credit rating. Thus, the

Company had been operated to maintaining and

not to impact its credit rating at the investment

grade, as well as communicated closely with the

credit rating agencies for the mutual

understanding. Therefore, even there were

additional debenture issuances, the Company’s

credit rating was remained at BBB from S&P and

Baa2 from Moody’s.