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Published by njblackboy7, 2022-03-09 02:05:09

an_super_2020_en

an_super_2020_en

The management structure of SUPERW as at January 29, 2021 consisted of 7 executives as follows;

Board of Directors

Chairman of the Board
Mr. Tachabhull Rojnatham

President
Mr.Pitipong Cheeranont

Executive Vice President

Ms.Rungnapa Chandenduang (Acting)

Operation Manager Engineering Manager Business Development Manager Human Resources Manager Accounting Manager
นายวรพจน์ ชินวรกิจกลุ นายวรพจน์ ชินวรกิจกลุ (รกั ษาการ) นายพรเทพ จฑู งั คะ นายอภิชา ศรีพินิจ (Acting)
Ms.Rungnapa Chandenduang

(Acting)

Remark: Mr. Tachabhull Rojnatham took a position as a director on 29 January 2021
The management structure of OPEN as at December 31, 2020 consisted of 5 executives as follows;

Board of Director Audit Committee

Chairman of the Board Internal Audit
Mr. Jormsup Lochaya

Senior Vice President Sale Division Senior Vice President Client Property Management Division Chief Financial Officer
Miss Somsuk Tangsathititham Services & Outsourcing Division Miss Janya Kongman Miss Warinthip Chaisungka
Miss Somsuk Tangsathittham

8.3 Company Secretary Company Meechai Thailand Law Office
Company Limited
To ensure the management of the Company to be in Type of Business
accordance with the provisions of Section 8 9 /1 5 and Section Date of Registration Legal Consultant
89/16 of the Securities and Exchange Act (No.4) B.E. 2551, the Registered Capital December 27, 2000
Board of Directors’ Meeting of Super Energy Corporation Divided into Ordinary 16,000,000 Baht
(Public) Company Limited No. 4 /2 551 on August 13, 2 0 0 8 Shares 160,000 Shares
passed the resolution to appoint Meechai Thailand Law Office (Par value of 100 Bahr per
Company Limited to be the Company Secretary. This shall be Paid-up Capital share)
effective from August 1 3 , 2 0 0 8 onwards. Currently, Miss 16,000,000 Baht
Duangdao Prasertsri, the Legal and Contract Manager, is Location of
assigned to perform works of the Company Secretary. The Headquarters No. 223/96, 21st Floor,
Company Secretary shall perform duties as specified in Country Tower Building A,
Section 8 9 / 1 5 and Section 8 9 / 1 6 of the Securities and Authorized Director Sanphawut Road, Bang Na
Exchange Act (No.4) B.E. 2551, which is effective from August Corporate Registration Tai, Bang Na, Bangkok,
31, 2008, with responsibility, prudence, and integrity, and also Telephone 10260
comply with the laws, objectives, regulations of the Company, Fax
resolutions of the Board of Directors’ Meeting, and resolutions Shareholding Mr. Jormsup Lochaya
of Shareholders’ Meeting. The duties and responsibilities Structure 0105543117336
according to the law of company secretary are as follows; (662) 720-7797
(662) 720-7808
Duties and Responsibilities of Company Secretary 1. Mr. Jormsup Lochaya
93.75%
1. Preparing and storing the following documents 2. Lochaya Law Office
1.1. a register of directors; Company Limited
1.2. a notice summoning the Board of Directors’ 6.25%
3. Other 5 shareholders less
Meeting, minutes of the Board of Directors’ Meeting and an than 0.01%
annual report of the Company;

1.3. a notice summoning a Shareholders’ Meeting
and minutes of a Shareholders’ Meeting

1.4. related important documents of the Company
2. Storing a report on interest filed by a director or an
executive
3. Performing any other acts as announced and
prescribed by the Capital Market Supervisory Board

8.4 Remuneration of Directors and Executives

8.4.1 Remuneration of Directors and Executives
At the 2019 Annual General Meeting of Shareholders on April 28, 2020, the resolution was passed to approve the remuneration

and meeting allowance for each committee. The details were as follows;

- Meeting allowance for the Board of Directors, the Audit Committee, and the Risk Management Committee

Position Board of Directors Audit Committee Risk Management
Committee
Meeting Allowance Meeting Allowance
(Baht/Occurrence) (Baht/Occurrence) Meeting Allowance

(Baht/Occurrence)

Chairman of the Board 30,000 31,000 31,000
Vice Chairman of the Board 20,000 21,000 21,000
15,000 11,000 11,000
Director

For the year 2020, the Company paid the remuneration for directors and meeting allowances and bonuses to directors with the

following details;

Remuneration (Baht) Meeting Allowance (Baht) Other

List of Name Position Board of Audit Risk Board of Audit Risk Meeting
Directors Committee Management Directors Committee Management Allowanc
Committee Committee
es

1. Mr. Jormsup Lochaya Chairman of the Board of Directors - - - 210,000 - 66,000 60,000
Member of Risk Management Committee

2. Mr. Kamthorn Udomritthiruj Vice Chairman of the Board of Directors 610,000 480,000 - 140,000 124,000 --
Chairman of Audit Committee

3. Miss Vanida Majjimanonda Director 510,000 360,000 - 105,000 44,000 --
Member of Audit Committee

4. Miss Trithip Sivakriskul Vice Chairman of Audit Committee 560,000 360,000 - 75,000 84,000 --
Director

5. POL. LT.COL. Piya Chairman of Risk Management 610,000 - 480,000 105,000 - 186,000 -
Sorntrakul Committee, Director

6. Miss Sunsiri Chaijareonpat Director, Vice Chairman of Risk 510,000 - 360,000 90,000 - 105,000 -
7. Miss Warinthip Chaisungka Management Committee - - - 105,000 -- -
Director

Total 2,800,000 1,200,000 840,000 830,000 312,000 357,000 60,000

Remarks

1 . Other meeting allowances include meeting allowances that Mr. Jormsup Lochaya attended the meeting of the Board or other

working groups.

8.4.2 Remuneration of Executives of the Company for the year 2019

- The Company and important subsidiaries paid remuneration of executives as follows;

Company Energy Subsidiary Water Subsidiary IT Subsidiary

Salary 8 Persons 29 Persons 5 Persons 6 Persons
Bonus (Million Baht) (Million Baht) (Million Baht) (Million Baht)
Other remunerations, such as travel expenses, etc.
23.03 46.65 5.43 9.68
Total 3.95 6.34 1.27 0.86
0.28 0.94 0.26 0.16
27.27 54.86 8.28 10.70

8.4.3 Other Remunerations
The Company and its subsidiaries jointly registered to establish a fund in accordance with the Provident Fund Act B.E. 2530.

The Company pays the contribution at the rate of 2% of salaries. This is based on the willingness of the directors. Currently, this fund is
managed by Kasikorn Asset Management Company and will pay such remuneration to employees in the event of resignation according
to regulations of the fund.

8.5 Remuneration of Personnel
8.5.1 Total Number of Employees
The total number of employees (Including directors and executives but excluding independent directors) of the Company and

its subsidiaries that received remuneration from the Company as at December 31, 2020, categorized by the field of work, are detailed as
follows;

Company Energy Subsidiary Water Subsidiary IT Subsidiary

Field of Work Number of Employees Number of Employees Number of Employees Number of Employees
(Persons) (Persons) (Persons) (Persons)
1. Executives 8 28 6 4
2. Finance and Accounting Department 43 14 4 4
3. Operation Department 11 188 48 143
4. Human Resource and Administration
Department 21 239
5.Information Technology department
6.Legal Department 4 10 -
1 00 -
Total 88 233 61 160

8.5.2 Major Labor Disputes over the Past 3 years (2018 – 2020)
The Company and its subsidiaries have had no significant labor disputes over the past 3 years.

8.5.3 Total Remuneration and Characteristics of Remuneration for Employees
The Company paid the total remuneration to employees in the form of salaries, commissions, overtime pay, allowances,

diligence allowances, bonuses, group insurance premiums, training fees, social security contributions, compensation fund
contributions, provident fund, and other benefits for the year ended December 31, 2020, with the following details;

Company Energy Subsidiary Water Subsidiary IT Subsidiary

Characteristics of Returns (Million Baht) (Million Baht) (Million Baht) (Million Baht)
Salary 29.84
Bonus 3.03 61.47 15.20 59.34
Other remunerations, such as travel expenses, etc. 3.49 5.88 0.71 3.45
36.36 9.49 4.27 3.94
Total 76.84 20.18 66.73

8.5.4 Other Remunerations Company has effective recruitment procedures and
The Company and its subsidiaries jointly registered to select appropriate employees to be a part of the
establish a fund in accordance with the Provident Fund Act B.E. Company's achievement.
2530. The Company pays the contribution at the rate of 2% of 2. The Company provides employees and executives
salaries. This is based on the willingness of the directors. with various training courses relating to business
Currently, this fund is managed by Kasikorn Asset Management operations, such as amended/added training
Company and will pay such remuneration to employees in the courses on accounting, taxation course, or sales
event of resignation according to regulations of the fund. management course. Employees and executives
have the opportunity to develop up-to-date
8.5.5 Policy on Human Resources Development knowledge which will create benefits to the Company
and shareholders in the long run.
Super Energy Corporation (Public) Company Limited 3. The Company has the policy on retaining personnel
and Subsidiaries by giving employees the opportunity to show their
ability for promotion based on the appropriateness of
The Board of Directors focuses on the development of abilities. In addition, the Company also establishes
human resources which are the valuable resource of the the policy on wage payment based on the capability
Company and realizes that the human resource development is of employees and offers the opportunity to
very important in developing its competitiveness with other employees to receive wages as employees deem
companies. The company emphasizes on managing existing that they should receive according to their capability.
resources by creating and developing personnel to have
knowledge, working skills, capability, and good attitudes as well Open Technology (Public) Company Limited
as promoting quality career progress. The Company establishes In the transition to Thailand 4.0 era, human resources
methods for selecting, developing and retaining employees as management is very important in order to keep pace with
follows; technologies and correspond to changing technologies in
terms of the selection of personnel, training and retaining
1. The Company recruits employees through recruitment quality personnel. For OPEN, the key factors of business
service providers based on field of study, study operations depend on skillful and knowledgeable personnel
results, and experiences. In addition, the Company who have expertise in technology in various fields, including
establishes the policy for supervisors to perform
assessment regularly throughout the probationary of
new employees are in the period to ensure that the

the enhancement of knowledge and ability to keep up with - Creating an understanding of the role, authority,
changing technologies for customer services. The Company scope, duty, and the status of the Company and its
pays attention to the Human Resources Department and the subsidiaries
Personnel Training Department of the Company that will
prepare the readiness of personnel to support the changing - Establishing the management structure for efficient
technologies from the process of recruitment. In addition, in- operations based on the appropriateness of the Company and
house and external trainings are provided continuously. its subsidiaries
9. Corporate Governance
- Creating work systems to maximize the Company's
9.1 Corporate Governance Policy benefits and ensure that the Company operates businesses
The Company focuses on strengthening and correctly according to its objectives

creating confidence and reliability for shareholders, investors, - Performing duties with responsibility, prudence and
stakeholders, and relevant parties of the Company through the integrity under good leadership and independently in the
policy on good corporate governance of the Board of operation of the Management and being responsible for all
Directors. It adheres to principles of relationships and employees of the Company, customers, and stakeholders
practices to create transparency and duty responsibilities of
the Board of Directors, executives, employees, customers, Principle 2
society and all stakeholders. However, in 2 0 20, the Company The company has set policies, objectives and
applied the Corporate Governance Code for Listed Companies business goals that are consistent with short-term, medium-
2 0 1 7 , "CG Code", issued by the Securities and Exchange term and long-term business operations in order to enable the
Commission, in the form of 8 Principles to its businesses. Such Company to maintain good operating results continuously. It
principles emphasize on the roles of the Board of Directors, also creates awareness and communicates to the Board of
who is considered the leader or the most responsible person in Directors, executives, employees and all relevant parties to
leading the Company to the specified goals for the benefit of jointly lead the Company to the goal effectively as follows;
creating value for the steady and sustainable growth of the - Establishing the vision, mission, and main goals
business. The Company has applied the principles as follows; - Establishing strategies and guidelines

Principle 1 Principle 3
The Company has set policies and business The Company has established the structure of Board
management structures of companies in the Group to of Directors and sub-committees according to qualifications.
understand the roles and responsibilities of the Committee as They are proficient in a variety of professions and have
an organization leader and business management to create knowledge, experiences and suitability for the Company to
sustainable values for the business by appointing committees ensure that the Board can perform duties efficiently and
and executives in each field of work, including important promote good corporate cultures, including the independence
practices and duties. The Company will review, monitor and of the Chairman from the Management as follows;
evaluate the results to ensure that they are suitable for the - Appointing various sub-committees as necessary,
changing circumstances. Important guidelines are as follows; clearly defining roles and responsibilities to supervise the work
- Creating an understanding of rules and regulations systems and control the operations to be in accordance with
of the Company and its subsidiaries the Company’s policies
- Supervising the transparent process of recruitment
and appointment of directors and clearly determining
remunerations and responsibility

- Establishing mechanisms for supporting the Board - Raising awareness and commitment to duties and
to have knowledge and understanding of roles, duties and joint responsibilities
responsibilities, including dedicate time to perform duties
sufficiently Principle 6
The Company focuses on managing and handling
Principle 4 with risks and compliance to ensure the good internal control
The Company selects and recruits personnel with system in accordance with laws, and also managing a conflict
knowledge and capability to perform the management of interest and complaints. In addition to establishing the Risk
according to the Company's policy direction. They can perform Management Committee, the Company provides the good
duties appropriately, oversee the remuneration structure, and internal control system to minimize risks possibly arising from
monitor the appropriate human resource management. In order operations as follows;
to create sustainable growth as follows; - Establishing policies for risk management by
- Establishing plans for senior management regularly monitoring and evaluating any events that are
development and trainings which will increase skills, expected to have an impact on changes
knowledge and ability applied to the Company - Establishing the internal control system and internal
- Providing sufficient number of personnel to be audit system, overseeing conflicts of interest and offense
consistent with the direction and strategy of the Company, prevention to build reliability in the information system
promoting fair operation - Perform any act to ensure that the work processes
- Establishing the management structure for the of the Company are operated efficiently and transparently and
Company, determining the scope, authority and responsibility able to effectively balance the power of duties
for effective performance of duties
Principle 7
Principle 5 The Company has established the system for
The Company pays attention to new innovations that preparing financial information in accordance with recognized
are beneficial to the Company, promotes innovations and rules, standards and practices. Information is disclosed
responsible business operations, provides innovations creating accurately, sufficiently, and timely via convenient access
common values, defines action plans from the specified channels. In addition, there is the tracking system and it can be
strategies, and applies technologies appropriately, whether to explained and clarified to any inquiries regularly. The Company
promote operations or to create value for the Company, in maintains financial reliability and information disclosure to
order to strengthen competitiveness, including create mutual ensure the accurate financial reports and information
benefits in society as follows; disclosure, and also oversees financial liquidity and debt
- Supporting ethical business operations and social service coverage by taking into account the fairness to
and environmental responsibility creditors and shareholders in accordance with the following
- Respecting for the rights of all groups of practices;
stakeholders and supporting participation mechanisms to build - Providing the accurate and reliable financial
good relationships and cooperation with society reporting system, including monitoring the Company's liquidity
- Acting against corruption by creating awareness of to be at an appropriate and sufficient level for business
actions causing risks of corruption operations
- Monitoring and following up the worthwhile and
effective use of resources by considering all-round impacts

- Providing information disclosure and the obtaining a share of profits from the Company, receiving
explanations of the Management through the channel of the sufficient information about the Company, attending
Stock Exchange of Thailand and the Company’s website shareholders' meetings, independently expressing opinions at
the meeting, participating in the decision-making on important
- Maintaining data by keeping and protecting internal matters of the Company. However, all shareholders have the
data, being careful to disclose information clearly, sufficiently right to vote according to the number of shares held. Each
and appropriately share has one vote. The implementation is as follows;

- Promoting the performance of duty with integrity 1. Disseminate important and necessary information
- Building confidence in financial position and for shareholders consistently via the Company’s website and
business performances at an appropriate level the news system of the Stock Exchange of Thailand

Principle 8 2. Submitting the invitation letter to the meeting
The Company supports the participation of all invitation specifying the date and time of the meeting, venue,
stakeholders, including the communication of information that and the meeting agenda together with relevant documents to
is necessary for investors' decisions and interested persons by shareholders, including maps of the meeting venue, details of
adhering to equality principles, supporting participation and each agenda item, annual report, Proxy Form, and information
communication with shareholders, allowing shareholders to about independent directors, so that the shareholders can
participate in important decision making, and ensuring the date choose to authorize a proxy to attend the meeting on their
of the shareholders' meeting and correct and complete behalf. The invitation letter to the meeting contains the details
disclosure of the resolutions of the meeting and the minutes of of the documents that the shareholders have to present on the
the shareholders' meeting, as follows; meeting date, including Articles of Association In relation to the
- Respecting for the basic rights of all shareholders shareholders' meeting. However, the Company will submit
equally, allowing shareholders to exercise their rights in such invitation letter to the shareholders' meeting within the
monitoring the Company's operations, such as organizing a period specified by laws or related notifications.
meeting, listening to any inquiries
- Determining the exact and sufficient 3. Before the meeting, the Chairman of the Board
communication channels for the stakeholders, including announces the number/proportion of shareholders attending
listening to suggestions and opinions for transparency and the meeting in person and by proxy. After that, the voting and
creating the process of participation in the Company's counting methods will be clarified. There is the vote counting
operations committee, which consists of independent directors, auditors
As a result, the Board of Directors considers and officers of the Company, conducting the vote counting for
applying such principles together with "Principles of Good transparency and showing the summary of votes of all agendas
Corporate Governance for Listed Companies 2 0 1 2 " of the at the meeting room.
Stock Exchange of Thailand, which covers the 5 principles of
OECD as follows; 4. Shareholders are offered opportunities to have
participation during the meeting by allowing them to ask
1. Rights of Shareholders questions on various issues or express additional opinions
The Company establishes the policy on corporate before voting and summarizing the resolution of each meeting
agenda. The directors and members of the Board of Executive
governance by taking into account the rights of shareholders in holding specific positions will clarify the details and answer
order to create confidence that all shareholders are entitled to questions of shareholders as well.
basic rights, such as buying, selling or transferring shares,
5. Granting the right to vote or cast a vote on any
agenda, which is considered and has not been voted yet, to

shareholders attending the meeting after the meeting 2. Equitable Treatment of Shareholders
convened For shareholders who are unable to attend the

6. Arranging the directors to attend the shareholders' meeting in person, the Company attaches any form of proxies
meeting every time so that shareholders can ask questions on to the invitation letter to the meeting which the shareholders are
related issues able to grant proxy to other persons. The Company proposed
to authorize any independent director to attend a meeting on
7 . Performing operations efficiently in creating a their behalf.
sustainable growth for the organization so that the
shareholders can receive appropriate returns Regarding the internal data protection measures, the
Board of Directors requires executives, including the Board of
In addition, the Board of Directors pays attention to Directors, executives, persons holding the highest position in
the shareholders' meetings and respects for the rights of accounting and finance, as well as all relevant employees, to
shareholders by complying with the rules prescribed by laws. sign and acknowledge measures on insider trading. The Board
The Management is required to strictly perform operations with requires directors and executives to report changes in securities
equality to all shareholders. holding to the Office of the Securities and Exchange Commission
in accordance with Section 5 9 of the Securities and Exchange
In 2 0 20, the Company held the general meeting of Act, and establishes the prohibition of insider trading which
shareholders on April 2 8, 2 0 20, which Mr. Jomsup Lochaya, information is known from being a director, executive, or
the Chair of the Board of Directors, presided over the meeting. employee for their personal gain in trading the Company's
There were shareholders attending the meeting as follows; shares or securities according to the details disclosed in the
topic of Insider Trading on Page 9 6 . During the previous year,
1. Mr. Kamthorn Udomritthiruj directors and executives had strictly complied with this policy
2. Miss Trithip Sivakriskul and no insider trading for personal gain occurred.
3. Miss Vanida Majjimanonda
4. POL. LT.COL. Piya Sorntrakul 3. Roles of Stakeholders
5. Miss Sunsiri Chaijareonpat The Board of Directors recognizes the rights of all
6. Miss Warinthip Chaisungka
groups of stakeholders by establishing the policy for the
At every shareholders' meeting, the Company Management to establish the management system for all
assigns the Thailand Securities Depository Company Limited, groups of stakeholders with equality in order to create
which is the Company's share registrar, to submit the invitation cooperation between the Company and stakeholder groups.
letter to the shareholders' meeting, consisting of the meeting This will create stability in the long-term operations of the
agenda and any information that is sufficient for making Company. The policy on supervising rights of stakeholders is
decisions, to all shareholders whose names appear in the as follows;
shareholder registration book on the closing date (XM) at least
7 days before the meeting date, and also publish it in daily 1 . The Company divides the stakeholders into
newspapers for at least 3 consecutive days before the meeting groups, namely minor shareholder, major shareholder and
date so that the shareholders have enough time to study the institutional investor, creditor, customer, business partner and
information and any agendas of the meeting. subsidiary/joint venture company, community and society. The
Company shall provide sufficient communication channels for
each group and the response to the needs of each group from
the Company.

2 . The Company will treat customers and business beneficial to institutional investors, general investors,
partners by pricing the product appropriately and operating its shareholders, and analysts, including relevant government
business fairly and appropriately. The benefits of the Company agencies equally, correctly, completely and in a timely manner.
shall be mainly taken into consideration. The Company shall In the initial stage, the Company will publish important
not take advantage of business partners. There is the policy to information in both Thai and English version through the media
develop products to meet the needs of customers at a of the Stock Exchange of Thailand (www.set.or.th).
reasonable price level by focusing on delivering products on
time, including providing advices and after-sales services The Board of Directors is responsible for the
continuously. preparation of the Company's financial reports which will be
shown in Annual Report. The Board of Directors determines
3 . The Company is aware of the welfare of its that the preparation of financial statements must be in
personnel by not taking advantage of the employment contract. accordance with generally accepted accounting standards in
Remunerations are determined which are appropriate to the Thailand. The appropriate accounting policy is selected and
potential to encourage the personnel of the Company to have applied. The Company also adheres to the conservatism
work motivation. Trainings and good working environment are concept and complies with it regularly. In addition, important
provided. Safety standards and working disciplines are set. information is disclosed in the notes to the financial statements
They receive thorough attention and care. sufficiently. Besides, the Board of Directors also assigns the
Audit Committee to be responsible for reviewing and
4 . The Company has social responsibility, supports, evaluating the internal control system. The Audit Committee will
assists, and creates benefits for community and society. In provide opinions on the internal control system in the annual
addition, the policy is established to generate income and report.
develop communities continuously. The Company also has
plans on environment protection and safety, especially 5. Responsibilities of Board of Directors
environmental impacts caused by the Company's businesses. The Board of directors consists of persons with
Furthermore, the good compensation plan is also established if
there is an accident. There is the plan for sustainable solutions. knowledge and ability who are an important person in
This is in return for the Company being recognized as a part of determining the Company’s policies by collaborating with
society in the environmental aspect. senior executives to plan both short-term and long-term action
plans as well as establishing financial policies, risk
4. Information Disclosure and Transparency management, and overview of organization. The Board has an
The Board of Directors pays attention to the important role in independently supervising, inspecting and
evaluating the Company's operations and the performances of
transparent, accurate and complete information disclosure. senior executives to be in accordance with the specified plan.
The Company has published financial data and other important
information relating to the Company, such as financial Currently, the Board of Directors comprises 7
statements, annual reports, In accordance with the regulations directors, consisting of 1 executive director, 1 executive
of the Stock Exchange of Thailand and the Securities and director from its subsidiary, and 5 independent non-executive
Exchange Commission, so that investors and related parties directors who have no interest and no relationship with major
will be notified of such information. shareholders and are not a director or executive of a major
shareholder or an executive or representative of a major
In addition, the Board of Directors highly focuses on shareholder.
the management of investor relations. The Company is in the
process of appointing an investor relations department to be
directly responsible for disclosing information and news that is

(1) Roles and Responsibilities of Board of Directors evaluating results shall report directly to the Audit Committee
The Board of Directors, together with senior so that the Audit Committee is able to inspect the Company's
operations in all procedures.
executives, shall set objectives, visions, strategies, goals, and
business plans for both short-term and long-term operations, The Board of Directors greatly pays attention to the
Including financial policy, risk management, and the risk management by establishing the strict risk management
Company’s overview so that executives area able to operate policy for operations at an appropriate and controllable level. In
the business effectively and efficiently. However, the Board of addition, the risk prevention and risk management system has
Directors also has an important duty in supervising, inspecting been set up as a guideline for operations as well.
and evaluating the performances of executives independently
by taking into account the interests of the Company and (2) Board of Directors’ Meeting
shareholders in the long term. The Board of Directors shall hold a general meeting

The Board of Directors establishes the corporate at least once a quarter and may hold an extraordinary meeting
governance policy of the Company. The Board reviews the as deemed appropriate. The Company will submit the invitation
compliance policy for such policy at least once a year. In 2020, letter to the meeting at least 7 days in advance before the
the policy was reviewed and the resolution was passed to meeting date, except an urgent meeting summon in
approve the policy at the Board of Directors’ Meeting No. accordance with the regulations of the Company. Each
3/2020 on February 27, 2020. invitation letter to the meeting shall contain meeting agendas
specified in advance. In addition, details of the meeting
The Board of Directors deems that ethics are agendas shall be submitted to the Board of Directors so that
important issue that requires promoting and supporting they will have time to study and consider in advance.
employees to comply with regularly. The Board of Directors Consideration of any agendas will take into account the
establishes the Code of Conduct as a guideline for operations benefits of shareholders and relevant parties fairly and offer an
and encourages senior executives to behave as a good model. opportunity to express opinions freely. In each agenda,
sufficient time is allocated for thoroughly discussing and
The Board of Directors pays attention to the expressing opinions. The Chairman is responsible for
investigation of transactions that may cause conflicts of interest supervising the time spent at the meeting appropriately. The
of related parties by requiring the Management to strictly number of meeting attendance of the board of directors is
comply with the Board of Directors' rules regarding framework reported in the annual report.
of connected transactions with persons with potential conflicts
of interest according to the Board of Directors' Meeting No. At the Board of Directors Meeting, the Management
1/2548 on January 21, 2005, which is in accordance with the will also attend the meeting to report the operating results,
regulations of the Stock Exchange of Thailand and the propose any matters, providing useful information and
Securities and Exchange Commission. opinions, and acknowledge the policy and decisions of the
Board of Directors in order to apply any policies and action
The Board of Directors focuses on the internal plans to operations efficiently and rapidly, except some certain
control and audit system at the executive level and the meetings to be convened only by the Board of Directors for
operational level. Therefore, the obligations, duties, and expressing opinions regarding the Management
authorities of operators and executives are clearly determined. independently.
There is a control on the use of Company’s assets for benefits
and there is the separation of duty of the operators and
persons responsible for monitoring and evaluating results In
order to create the balance and inspect between the parties
appropriately. Persons responsible for monitoring and

(3) Remuneration of Board of Directors (4) Development of Directors and Executives
Regarding the determination of remuneration, the The Board of Directors promotes and facilitates

Company does not have the sub-committee for determining the training and education for those involved in corporate
remuneration of the Board of Directors and executives. governance, such as directors, members of the Audit
However, there is the suitable preliminary compensation Committee, executives, etc., in order to constantly improve
process by taking remuneration data of companies in the same operations, for example, participating in any training courses of
industry and with the similar size, including the operating the Thai Institute of Directors (Thai IOD), attending meeting,
results of the Company into consideration before presenting seminars and trainings for exchanging ideas, knowledge and
the opinions to the Shareholders' Meeting for final decision experiences that are beneficial to the development of directors
making. and executives.

As for the directors' remuneration, the 2 0 20 Annual Upon the change of new directors, the Company will
General Meeting of Shareholders on April 28, 2020 determined provide documents and information that are beneficial to the
the remuneration of directors by considering the duties of each performance of duties of new directors, including introduce the
director and the level of remuneration for directors in the nature of business and business practices of the Company to
industry. Such remuneration must be appropriate and sufficient new directors.
to retain quality directors to be the Company's directors for the
highest benefit of the shareholders. In addition, if any director (5) Nomination of Board of Directors
acts beyond the duties of the general director, such as the The Board of Directors or one of the directors may
Audit Committee or President, the Company will consider
additional remuneration for such additional duties. The policy nominate a person to be appointed as a director. The Board of
on remuneration of directors will be proposed to the Directors will nominate such persons so that the Shareholders’
Shareholders' Meeting for approval every year. The Company Meeting can consider and appoint them. The shareholders will
will disclose the remuneration of directors in the annual report consider and select the director in accordance with the
(Form 5 6 -1 and Form 5 6 -2 ) , Item 8 . 4 , Remuneration of obligations the Company or the main shareholder has towards
Directors and Executives. the persons who will be selected and also consider the
contracts that the Company has entered into with shareholders.
Regarding the remuneration of executives, the
Annual General Meeting of Shareholders No. 1 / 2 547, on In some cases, it may be necessary to select a
September 2 9 , 2 0 0 4 , authorized the Board of Directors to director that has the relationship with shareholders who has a
determine the remuneration for all executives by considering significant interest in the Company as it is a contractual
from the operating results of the Company, performances of obligation that such shareholders shall have representatives to
each executive, and the level of remuneration for executives in be the director in the Company. However, such person who will
the industry. Such remuneration must be able to motivate be selected to be the director shall be selected based on the
executives with high potentials to work for the Company in the following qualifications;
long term. The Board of Directors will consider the - Experience
appropriateness of the remuneration for executives. In this - Knowledge
regard, the Company will disclose remuneration for executives - Integrity
in the annual report (Form 5 6 -1 and Form 5 6 -2 ), Item 8 .4 , - Understanding of the overview of this industry
Remuneration of Directors and Executives.

(6) Number of Companies in which Each Director of the 1. Managing the Company as well as performing duties
Company Eligible to Hold Positions in accordance with the laws, objectives and
Directors of the Company are eligible to hold the regulations of the Company, including the legal
resolutions of the Shareholders' Meeting with
position of director in other companies. However, the director integrity and prudence, and protecting the interests
positions in other companies must not hinder the performance of the Company
of directors of the Company. In addition, the Company has the
policy to dispatch directors and executives to be directors and 2. Determining the internal regulations of the Company
executives in subsidiaries in order to closely monitor operations in any matters
as well.
3. Considering and approving the business plans and
9.2 Sub-Committee budgets, including monitoring and overseeing the
operations and performances of the Management to
Regarding the structure of the Board of Directors of be in accordance with the business plans and
the Company, other than the Board of Directors, there are 2 budgets efficiently
sub-committees, namely the Audit Committee and the Risk
Management Committee, totaling 3 committees. The details of 4. Approving the balance sheet and profit and loss
each committee are as follows; statement at the end of the accounting period of the
Company and ensuring that the financial statements
(1) Board of Directors are in compliance with generally accepted
The Board of directors consists of persons with accounting principles

knowledge and ability who are an important person in 5. Supervising to ensure that there is the audit from the
determining the Company’s policies by collaborating with internal auditors and external auditors who perform
senior executives to plan both short-term and long-term action duties effectively
plans as well as establishing financial policies, risk
management, and overview of organization. The Board has an 6. Assigning one or more directors to take any action
important role in independently supervising, inspecting and on behalf of the Board
evaluating the Company's operations and the performances of
senior executives to be in accordance with the specified plan. 7. Appointing any other person to conduct the
Company's business under the control of the Board
Currently, the Board of Directors comprises 7 or authorizing such person to have power within the
directors, consisting of 1 executive director, 1 executive period as the Board deems appropriate; and the
director from its subsidiary, and 5 independent non-executive Board may cancel, revoke, change or amend such
directors who have no interest and no relationship with major authority
shareholders and are not a director or executive of a major
shareholder or an executive or representative of a major 8. Arranging the Board of Directors’ Meeting and
shareholder. summoning the Shareholders’ Meeting, preparing
the minutes of the Board of Directors’ Meeting and
Authority of the Board of Directors the minutes of the Shareholders’ Meeting
Summary of major duties and responsibilities of the Board of
Directors are as follows; 9. Specifying the name of the authorized director to
sign and bind the Company and affix the Company’s
seal

10. Considering and approving the structure of the
Company, human resources management policy,
and executive development plan, including

determining remunerations and arranging the auditors and responsible executives, including reviewing the
performance evaluation of the President Company's internal control system, internal audit system, and
11. Considering the granting of consent in the case that
any director purchases the Company's assets or risk management system that are strict, appropriate, up-to-
disposes assets to the Company or conduct
business with the Company, whether acting on their date, and effective. The Internal Audit Department acts as the
behalf or other individuals
12. Expressing opinions on any matters proposed to the internal audit section of the Company which reports directly to
Shareholders' Meeting, including comments for
proposing and requesting for an approval on the the Audit Committee.
allocation of annual net profits as the reserve
13. Considering the payment of interim dividends when As at December 31, 2 0 20, the Audit Committee of
the Company earns sufficient profits and reporting to
the Shareholders' Meeting in the next meeting the Company consisted of 3 independent directors as follows;

For considering and approving connected List of Name Position
transactions with persons with potential conflicts, by virtue of 1. Mr. Kamthorn Udomritthiruj Chairman of Audit
the duties of the Board under Item 1 and 2 above, the Board Committee
shall comply with the framework of connected transactions with 2. Miss Trithip Sivakriskul Vice Chairman of
persons with potential conflicts as stated in Section 9 ,
Corporate Governance, Item 9.4, Conflict of Interest. Audit Committee

(2) Audit Committee 3. Miss Vanida Majjimanonda Member of Audit
It consists of 3 independent directors. The
Committee
composition of the Committee consists of at least one third
of independent directors or at least 3 independent Remarks: The member of the Audit Committee under No. 2 ,
directors and has the qualifications of independent
directors in accordance with the regulations of the namely Miss Trithip Sivakriskul, has sufficient knowledge and
Securities and Exchange Commission.
experiences to review the credibility of financial statements.
3 members of the Audit Committee are qualified
persons with background and expertise from many 3 members of the Company’s Audit Committee are
professions, leadership, wide vision, morality and ethics, independent according to the definition of independence of
transparent work background, and ability to independently independent directors as follows;
express opinions. In addition, the duties and responsibilities of
the Committee are clearly defined so that they are able to 1. Holding shares of not more than 1% of the total
perform duties efficiently. voting shares of the Company, its parent company,
subsidiary, associate, or juristic person that may
The Audit Committee is responsible for reviewing to have conflicts of interest
ensure that the financial reports of the Company are accurate
and are disclosed sufficiently by coordinating with external 2. Not being a worker, employee, consultant receiving
a regular salary, or controlling person of the
Company, its parent company, subsidiary, associate,
or juristic person that may have conflicts of interest

3. Not being a person related by blood or legal
registration as father, mother, spouse, sibling, or
child, including spouse of child of an executive,
major shareholder, controlling person, or person
to be nominated as an executive or a controlling
person of the Company or its subsidiary

4. Not having a business relationship with the
Company, its parent company, subsidiary,
associate, or juristic person that may have conflicts

of interest, in a manner that may interfere with his/her (3) Risk Management Committee
independent judgment The Risk Management Committee consists of at least
5. Not having any other characteristics that limit his
or her ability to express independent opinions 3 qualified persons and related senior executives appointed by
regarding the Company’s operations. the Board of Directors. They are responsible for assisting the
Board of Directors to supervising the overall risk management
Authority and Duties of Audit Committee process to be at an appropriate level and taking actions to
ensure that the Company has effective and efficient risk
1. Reviewing to ensure that the financial reports of the management covering all risks. This includes determining,
Company are accurate and are disclosed sufficiently evaluating, minimizing and monitoring risks, and reporting such
results to the Audit Committee and the Board of Directors to
2. Reviewing to ensure that the Company’s internal ensure that the Board of Directors acknowledges and is aware
control and internal audit systems are appropriate of any factors that may significantly affect the business
and efficient operations of the Company. The term of office is 3 years. After
the expiration of the term of office, they may be appointed for
3. Reviewing operations of the Company to be in another term as deemed appropriate by the Board of Directors.
accordance with the law on securities and
exchange, regulations of the Stock Exchange of Risk Management Committee’s Meeting
Thailand, Including laws and regulations relating to 1. The quorum of the Risk Management Committee
the businesses of the Company shall not be less than a half of the members of the
Committee.
4. Considering, selecting, nominating, and proposing 2. The meeting shall be held at least once a quarter.
remunerations for the Company's auditor 3. The Committee may invite other parties relating to
the meeting agenda to attend the meeting as
5. Considering the Company’s information disclosure necessary.
and/or considering the appropriateness in the case 4. Voting on any matter shall obtain a vote of not less
of connected transactions and transactions that may than a half of the total number of attendees in that
cause conflicts of interest, which shall be in meeting.
accordance with the law on securities and 5. Secretary of the Risk Management Committee Is
exchange, regulations of the Stock Exchange of responsible for preparing the meeting, including
Thailand, Including laws and regulations relating to meeting arrangement, meeting agenda, documents
the businesses of the Company; such consideration supporting the meeting, including the submission of
of the information disclosure and/or the above meeting documents to all members of the Risk
opinions shall be in accordance with the principles of Management Committee, in a timely manner prior to
corporate governance of the Company. (As detailed the date of meeting, and providing the minutes of the
in Section 9 , Corporate Governance, Item 9 . 4 , meeting which is kept at the Company’s
Conflict of Interest) headquarters
On December 31, 2 0 20, the Audit Committee of the
6. Preparing the report on corporate governance of the
Audit Committee and disclosing it in the Company's Company consisted of 2 independent directors, one
annual report for presenting it to shareholders committee management is as follows:

7. Performing other duties as assigned by the Board of
Directors and with the approval of the Audit
Committee

List of Name Position 5 . Assessing the performances of the Risk
1. POL. LT.COL. Piya Sorntrakul Chairman of Risk Management Management Committee, Including providing suggestions for
Committee improvement and presenting them to the Board of Directors for
2. Miss Sunsiri Chaijareonpat Vice Chairman of Risk acknowledgment and applying them as information in
Management Committee establishing the policy on continuous development of
3. Mr. Jormsup Lochaya Member of Risk organization

Management Committee 6 . Preparing a report on activities of the Risk
Management Committee and disclosing it in the Company's
Scope of Duties and Responsibilities of Risk Management annual report; such report shall be signed by the Chairman of
Committee the Risk Management Committee

The Board of Directors establishes the scope of duties 6.1) Overall opinions or observations obtained by the
and responsibilities of the Risk Management Committee as follows; Risk Management Committee from the performance of duty

1. Studying, reviewing and assessing potential risks, 6 .2 ) Other reports that the Risk Management
including the tendency of impacts possibly affecting the Committee deems that shareholders and general investors
organization, both external and internal risks, which includes at should know within the scope of duties and responsibilities
least 4 areas as follows; assigned by the Board of Directors

1.1) Financial risk 6.3) The number of meetings for the Risk
1.2) Operational risk Management Committee and attendance of each member of
1.3) Business risk the Risk Management Committee, including the remuneration
1.4) Risk from external events from holding positions of each member
2. Establishing policies, guidelines and framework
for risk management of the Company to be used as a guideline 7 . Defining strategies, organization structure, and
for business operations which are in accordance with the law resources used in risk management of the Company in
on securities and exchange, requirements of the Stock accordance with the risk management policy as well as the
Exchange of Thailand, or laws relating to the Company's strategy and business direction of the Company
business operations, including measures and practices against
corruption and proposing them to the Board of Directors for 8. Supervising and reviewing policies, strategies and
considering the overall risk management. procedures to ensure that the risk management strategy is
3 . Supervising, monitoring and supporting risk applied appropriately
management to achieve success at the organization level and
the project level by considering risks in each aspect In order to 9. Setting the limit or type of activities based on risks
evaluate, analyze, and make decisions to ensure that the risk and proposing it to the Board of Directors in order to request
management process covers all procedures of business for an approval to establish it as a basis for the operation in
operations situations based on each type of risk
4. Reviewing the practices and framework for risk
management by comparing them to the international practices 10. Having the authority to appoint a working group
and providing suggestions for improvement as appropriate to to assess and monitor risks throughout the organization
the Board of Directors
1 1 . Other matters as assigned by the Board of
Directors

9 . 3 Nomination and Appointment of Directors and Senior
Executives

The Company does not have the Nomination their number of directors cannot be divided into three, the
Committee for selecting persons to be appointed as an number nearest to one-third shall retire from office. Directors
independent director. Directors and executives have the who have to vacate their positions in the first and second years
following rules and procedures for selection. after the registration of the Company shall be decided by
drawing lots. In subsequent years, the directors who remained
(1) Nomination of Independent Director in office for the longest time shall vacate office. Directors
Regarding rules for nomination of the Audit retiring by rotation may be re-elected.

Committee, all members must be independent directors which Number of External Directors and Directors from Major
have independence as basic qualifications as required by the Shareholders
Notifications of the Capital Market Supervisory Board and in
accordance with the principles of corporate governance of the The Company has 7 directors, consisting of 5
Company. At least 1 member of the audit committee shall have directors appointed from external individuals and 2 directors
knowledge on accounting and/or finance In order to audit and from major shareholders and/or the Management as follows;
oversee the Company's operations, including supervise
financial reports, internal control system, recruitment of External Directors
auditors, and consideration of conflicts of interest. 1. Mr. Kamthorn Udomritthiruj
2. Miss Vanida Majjimanonda
(2) Nomination of Directors and Senior Executives 3. Miss Trithip Sivakriskul
Rules for Nomination of the Board of Directors 4. POL. LT.COL. Piya Sorntrakul
5. Miss Sunsiri Chaijareonpat
1) The Board of Directors consists of at least 5
directors of which not less than one half shall reside in the Directors from Major Shareholders and / or the Management
Kingdom. The Company's directors shall have qualifications as 1. Mr. Jormsup Lochaya
stipulated by laws. 2. Miss Warinthip Chaisungka

2) The Shareholders’ Meeting appoints the directors 9.4 Conflicts of Interest
by using the majority vote according to the following rules and
procedures; The Board of Directors pays attention to the
investigation of transactions that may cause conflicts of interest
2.1) One shareholder shall have a vote equal to one among related parties by requiring the Management to strictly
share per one vote. comply with the Board of Directors' rules regarding the
framework of connected transactions with persons with
2.2) Each shareholder shall use all of his/her votes potential conflicts of interest according to the Board's
under Item 2.1 to elect one person or several persons to be the resolution at the Meeting No. 1/2548 held on January 21, 2004,
director(s) but he/she may not distribute their votes. which was in accordance with the regulations of the Stock
Exchange of Thailand and the Securities and Exchange
2.3) Persons receiving the highest votes in Commission.
descending order shall be elected as directors equal to the Conflict of Interest or Connected Transactions
number of directors to be elected on that occasion. In the The Company has measures to approve tractions that may
event that the persons being elected in subsequent order have cause conflicts of interest of related parties as follows;
equal votes but their election would exceed the number of
directors required to be elected on that occasion, the
Chairman shall have a casting vote.

3) At every annual general meeting of shareholders,
at least one-third of the directors must be retired by rotation. If

(1) Connected transactions with persons possibly 9.5 Corporate Governance of Subsidiaries
having conflicts that are not a normal transaction shall be
approved by the Audit Committee and the Board of Directors The Board of Directors has the mechanism for good
before performing such transactions. Reasons, necessity, and governance that is able to control, manage and take
reasonableness shall be taken into consideration and it can be responsibility for the operations of subsidiaries in order to
compared with the terms of the transaction made by the maintain the benefits in the investment as follows;
Company with third parties. In addition, it shall be in
accordance with the rules or notifications of the Securities and (1) The Company has the policy to dispatch
Exchange Commission and notifications of the Stock Exchange directors and executives to be directors and executives in
of Thailand and relevant laws. subsidiaries in order to closely monitor the operations. Such
(2) The President shall approve the connected dispatch of directors and executives shall be approved by the
transactions with persons who may have conflicts in normal Board of Directors’ Meeting.
transactions, such as product sales, service provision,
purchase of products, etc., when such transaction has (2) Person appointed as a director in the subsidiary
conditions of price, payment, and other conditions that are is responsible for performing operations for the best interests of
similar to transactions made by the Company with other that subsidiary. The Company stipulates that such appointed
parties. person shall be approved by the Board of Directors before
voting or exercising voting rights in important matters at the
- In the event that the President becomes the same level as those required an approval from the Board of
"Person possibly having conflicts", the President shall have no Directors if it is conducted by the Company itself
authority for approval. The Board of Directors shall have the
authority for approval. In such case, the President may not (3) Person appointed as a director in the subsidiary
attend the meeting or cast a vote on that matter, unless it is a shall ensure that the subsidiary establishes regulations
normal business transaction with the value of not exceeding 2 regarding connected transactions, which are consistent with
million Baht per transaction. When the President has requested the Company, and provides the data collection and accounting
for an approval in principle by notifying the Board of the recording so that the Company is able to inspect and collect
conditions under Paragraph One, the President can take action data to prepare financial statements on a timely basis.
under Paragraph One. However, this matter shall be notified to
the Audit Committee in the next meeting (4) The subsidiary company shall supervise to
ensure the complete and accurate disclosure of financial
- In the case that any director becomes " Person position and operating results, connected transactions
possibly having conflicts " in the matter proposed to the Board, between the Company and the related party, acquisition or
such director may not attend the meeting or cast a vote on that disposal of assets, or other important transactions of the
matter. Company, and also apply the same rules regarding disclosure
of information and transactions in the aforementioned manner
However, the Audit Committee will review as the Company's rules.
transactions that may lead to conflicts of interest and/or
transactions that may have connected transactions by (5) The appropriate and sufficient internal control
considering the appropriateness of such transaction every time system in the subsidiary which operates the main business is
and disclose details, transaction value, contractual parties, established.
reasons, and necessity in the annual report and Form 56-1.
9.6 Supervision of Insider Trading
The Board of Directors recognizes the importance of

strict control and insider trading. The financial position
information of the Company must be reviewed or audited by a

certified auditor and considered and reviewed by the Audit The Company has informed the directors, executives
Committee every time before proposing it to the Board of and the person holding the highest positions in accounting and
Directors and the Stock Exchange of Thailand and/or finance to acknowledge the duty of reporting securities holding
publishing to the public. of their spouses and minor child. They must comply with the
SEC Notification No. SorChor. 1 4 /2 5 4 0 , Re: Preparation and
The Board of Directors has specified rules on insider Disclosure of Reports on Securities Holding, and penalties
trading for personal gain as follows; under the Securities and Exchange Act B.E. 2535.

(1) The Company has the system to maintain 9.7 Auditor's Remuneration
information about financial statements by using computer. The auditor's remuneration was in accordance with the
However, the Company prohibits those who are authorized to
use financial information, including their spouses and minor resolution of the 2020 Annual General Meeting of Shareholders
child, to use internal information for purchasing, disposing, held on April 28, 2020 of the Company, which passed the
transferring or accepting the transfer of the Company’s resolution to approve the appointment of Deloitte Touche
securities before such information is disclosed to the general Tohmatsu Jaiyos Audit Company Limited to be the auditor of
public, especially during the period of 1 month prior to the the Company and its subsidiaries. Such company had been
publishment of the Company's financial statements to the approved by the Securities and Board of the Securities and
public. Exchange Commission, Thailand (SEC). The auditor signed the
audit report and reviewed the companies' financial statements,
(2) Directors, executives, and the person holding namely Miss Sophapan Saptippayarattana, the Certified Public
the highest positions in accounting and finance, including their Accountant No. 6533.
spouse and minor child, are not allowed to use internal During the year 2 0 1 9 , the Company established the " SUPER
information for purchasing, disposing, transferring or accepting ENERGY POWER PLANT INFRASTRUCTURE FUND " by
the transfer of the Company’s securities before such transferring the rights to the net revenue from the distribution of
information is disclosed to the general public, especially during electricity according to the Power Purchase Agreement under
the period of 1 month prior to the publishment of the 1 7 Aunyavee Holding Company Limited ("1 7 AYH") and Health
Company's financial statements to the public. Planet Management (Thailand) Company Limited ("HPM"), with
the total capacity of 1 1 8 megawatts on August 14, 2 0 1 9 ,
(3) After the information has been published, the causing 1 7 AYH and HPM to have audit fees from EY Office
abovementioned persons in Item (1 ) should refrain from Company Limited. The auditor signed the audit report and
purchasing or disposing the Company’s securities until the reviewed the company's financial statements, namely Mrs.
public who receives such information have sufficient time to Suchada Tantiolarn, the certified public accountant number
assess the information received (1 5 days from the date of 7138.
publishment)
In addition, there are 2 subsidiaries paying the
The Company establishes the penalties if the audit fees to Patrakom and Associates Company Limited.
abovementioned persons commit an offense regarding the The auditor signing the audit report and reviewing the
disclosure of internal information to third parties or Company's financial statements was Mr. Pattarakom
unconcerned persons. Such persons are required to comply Ketsamlee, Certified Public Accountant No. 6431, who
with the code of ethics in regularly carrying out their duties in was the former auditor of such subsidiary.
good faith and fairness. They shall not engage in any act or
conceal any act causing harm to the Company or violating the
laws. In case of violation, it shall be considered the disciplinary
offence, which imposes the maximum penalty up to dismissal.

(1) Audit Fee

Audit Fee for

No. Name of Company Name of Auditor Financial

Statements (Baht)

1 Super Energy Corporation Public Company Limited Miss Sophapan Saptipparattana 1,625,000

2 64 Subsidiary companies Miss Sophapan Saptipparattana 25,698,000

3 2 Subsidiary companies Mrs, Suchada Tantiolarn 1,415,000

4 2 Subsidiary companies Mr. Pattarakom Ketsamlee 75,000

Total Audit Fee of the Company and its Subsidiaries 28,813.00

Remarks: Such audit fee includes the review fee of the subsidiary's financial statements prepared by other auditors.

Regarding the audit fee of overseas companies in 2 0 2 0 , it was based on the reasonableness of entering into the
transaction of acquisition of subsidiaries and legal necessity in each country in which the subsidiary was established. In 2020,
there were other auditors' remuneration other than the Company's main auditors as follows:

No. Name of Company Auditor Name Of Auditor Audit Fee for
Financial
1 1 Subsidiary company Joe Tan & Accociates PAC Mr.Joe Tan
Statements (Baht)
2 9 Subsidiary companies Grant Thomton (Vietnam) Limited Mr.NguyenManh Tuan & 159,670
2,556.00
Mr.Nguyn Dao Than Thao
510,000
3 1 Subsidiary 1 company Emst & Young Vietnam Limited Mr.Duong Le Anthony 660,000
3,885,730
4 6 Subsidiary companies PxC Vietnam Mr.Trieu Nguyen Duy

Total Audit Fee of the Company and its Subsidiaries

Remarks: Regarding the audit fee in Singapore, it was calculated from the exchange rate of 1 Singapore dollar to 22.81 Baht. Regarding the audit fee
in Vietnam, it was calculated from the exchange rate of 1 USD to 30.00 Baht.

9.8 Attendance to the Shareholders' Meeting of the Board of Directors for the year 2020

List of Directors Attendance to
(Number of Meting Attendance/ Number of Meting ) Shareholders’

1. Mr. Jormsup Lochaya Meeting/1
1/1

2. Mr. Kamthorn Udomritthiruj 1/1

3. Miss Vanida Majjimanonda 1/1

4. Miss Trithip Sivakriskul 1/1

5. POL. LT.COL. Piya Sorntrakul 1/1

6. Miss Sunsiri Chaijareonpat 1/1

7. Miss Warinthip Chaisungka 1/1

Remarks: 1. The Company held the Annual General Meeting of Shareholders for the year 2020 on April 28, 2020.

10. Social Responsibility 3) Labor Treatment
The Company has supervised the wage to be at an
10.1 Social Responsibility
Super Energy Company Corporation (Public) appropriate level for the Thai industry. The structure adjustment
and change and corporate organizing shall be operated
Company Limited, its affiliates, and renewable energy power responsibly under the framework of Thai laws. In addition, the
plants (SOLAR/ Wind/ Waste) of the Company Group have the Company also complies with the laws and regulations relating
business policy with Corporate Social Responsibility (CSR). to occupational health and safety strictly, create the safe
They are aware of and focus on supporting activities for society working environment for employees, contractors and visitors at
and surrounding communities as well as pay attention to the the Company Group's power plants by attempting to keep
environment continuously with the intention to work and everyone free from any potential accidents and hazards.
cooperate with related parties. They focus on building and
inheriting the good relationship resulting from acceptance and 4) Environment
trust for each other, considering the potential impacts on The Company has the clear environmental policies
stakeholders, such as shareholders, employees, communities
in which the Company operates businesses, customers, which are considered as a strict guideline, such as measures
business partners, and government agencies, as well as to reduce the environmental impact of any activities of the
society and the nation, also creating attitudes and organization. This is to conserve and maintain the ecosystem
organizational culture to enable employees to be responsible and environment of the communities in which the Company
for the society that are included in this policy. There are operates businesses, Including create organizational culture
principles set out to be the common practices consisting of 7 by raising awareness among employees and workers in the
principles as follows; power plants of the Company Group and leading to green
culture and sustainable green networks.
1) Corporate Governance
The Company is committed to being a good model 5) Fair Operation
The Company is committed to conducting business
of renewable power plants in Thailand by creating credibility
for investors and stakeholders in business operations, adding fairly and ethically, paying attention to legal compliance,
values and promoting the sustainable growth of the respecting for social rules, and becoming an organization with
organization, including the management according to the political neutrality.
principles of good corporate governance that are universal and
beneficial to Thai society. This is to achieve the goals and 6) Relationship with Customers and Suppliers
maintain the excellence in morality which is the basic values of The Company focuses on good service for the
leading organizations.
highest satisfaction of customers, being sincere in handling
2) Human Rights customer complaints, including putting efforts to correct any
The Company focuses on basic human rights in defects possibly arising from the production and/or services. At
the same time, the Company expects to receive similar manner
order to promote respect for rights and freedoms by avoiding of products and services from the supplier organizations by
discrimination and child labor, promoting equality without focusing on maintaining the sustainable relationship with
discrimination of gender and class, and acting against all customers and suppliers.
forms of corruption.

7) Participation and Community Development located, for example, investing in projects causing benefits to
The Company will consider the needs of the the public, participating in human resources support,
supporting materials and equipment, becoming a volunteer,
community, encourage personnel to be partners with local etc.
stakeholders around the business establishment in terms of
education, culture, and society, and contribute to improving the
quality of life of the community as well as promote and support
employees to participate in volunteer works and public benefit
activities together with the community.

However, the Company is always aware of being a
part of the Thai community and society so it has focused on the
development of surrounding communities and societies and
expanded to nearby communities where solar power plants are

The CSR team of Super Energy Corporation (Public) Company Limited and Super Earth 6 Company Limited
participated in activities for Children's Day and organized the exhibition booth on January 11, 2020 at Nong Lum
Subdistrict Administration Office, Wachirabarami Sub-Ddistrict, Phichit Province.

Super Earth Energy 6 Company Limited, Ava Super Scholarships for Super Students:
Granting 135 scholarships to 11 schools
Grand Energy Company Limited, and Sbang including 5,000 notebooks and 500 bags,
Sustainable Phichit Company Limited jointly with a total amount of 210,000,000,000
organized the activities under the Project of VND.
Power Plant Caring for Community to Fight

Against COVID-19 by donating face masks to

children.

Super Earth Energy 6 Company Limited and RDF Power Plant of Nong Khai Na Yu Company
representatives from Ava Grand Energy Company Limited donated items to help alleviate the
Limited, Sbang Sustainable Phichit Company Limited suffering of people affected by the Covid-19
donated and distributed the survival bags to all outbreak. The Company donated 300 survival
villagers living around the industrial estate in order to bags to disabled people and patients during the
fight against the economic crisis caused by Covid-19. impact of the Covid-19 outbreak situation.
This was the good sign for the industrial sector and
the people sector to live together without problems.

NFE of Khong Chiam District visited the power plant under Super Solar Energy Company Limited welcomed
the PTDrive Project, Ubonratchathani Province, to provide 200 teachers and students from Ban Nong Bua
knowledge and understanding on power energy and the School and Bo Luang School for the study tour at
power energy conservation to people in the area. This was the solar power plant of PTI Company in Han Sai
to ensure that the implementation of such project would Sub-district, Sa Kaeo Province.
create the highest benefits to participants in the energy
consumption project.

Media Mark Company Limited (Wang Lum Project) Super Solar Energy Company Limited donated a
supported the dredging of ditches surrounding the solar panel project to provide village water
solar project in order to reduce the suffering of supply to Ban Nong Bua Community, Village No.
villagers from flooding during the rainy season in the 4 , Han Sai Sub-district, Aranyaprathet District,
amount of 44,000 Baht. This was to create the public Sa Kaeo Province.
benefit of the community and build good relationships
with the communities surrounding the power plant.

10.2 Stakeholders Responsibility Employees can directly report such matter to the Company
Secretary, Human Resources Department, or supervisor. All
The Company and its subsidiaries have the policy on matters will be considered transparently and fairly.
operational transparency and anti-corruption for both inside
and outside the organization by operating the businesses that However, the Board of Directors is responsible for
do not participate and Involve in corruption, regardless of overseeing the Company and its subsidiaries, including
demanding, receiving and paying bribes. In addition, the employees of the Company and its subsidiaries, to perform
organization has established the transparent audit process and operations with transparency and in accordance with relevant
internal control system, defined the organizational structure laws as well as laws relating to involvement in corruption.
according to the principles of good corporate governance,
provided communication to create understanding and lead to
acceptance and application as a guideline, fostered good
awareness among employees, managed personnel
transparently, and created values and culture for everyone not
to get involved in corruption. In this regard, the Company has
guidelines for implementation as follows;

1. Providing an assessment of risk from corruption of each
department and the entire businesses

2. Establishing the guidelines for transparency to control
and prevent the risk from corruption

3 . Communicating the policies and guidelines from the
supervisor level to the operational level to create good
awareness

4 . Follow up and evaluate the performances to review the
suitability annually in order to improve for more complete and
effective performances

Previously, one of the activities that the Company
focused on and expressed its intention to participate in was the
Thai Private Sector Collective Action Coalition Against
Corruption (CAC) Project. The Company has announced the
intention to participate in solving problems of corruption in all
manners from March 29, 2020 onwards.

In addition, all employees of the Company and its
subsidiaries are also involved in overseeing the implementation
of good corporate governance principles and Code of
Conduct. They are able to report when inappropriate behavior
or violation of business ethics is observed or when any
behaviors that are risky to cause corruption are found.

11. Internal Control and Risk Management agreed that the Company had the sufficient internal control as
The Company pays attention to the internal control well.

by establishing the Internal Audit Department for inspection 11.2 Internal Audit Supervisor and Compliance Supervisor of
and evaluation. The Internal Audit Department will perform an Company
audit in 5 main parts, which are;
11.2.1. Supervisor of Internal Audit of Company
(1) Control Environment
The Company has appointed IA Signature Company
(2) Risk Assessment Limited to act as the Company's internal auditor from
November 4 , 2 0 1 6 onwards. The Company has considered
(3) Control Activities and found that IA Signature Company Limited has sufficient
qualifications and suitability for performing duties and
(4) Information & Communication System adequate experiences in internal audit. However, the Company
has also considered assigning Rungnapa Chandenduang to
(5) Monitoring Activities follow up and take corrective actions according to the
suggestions of IA Signature Company Limited. IA Signature
1 1 . 1 Summary of Board of Directors’ Opinions regarding Company Limited will report the results of the internal audit
Internal Control System of Company directly to the Audit Committee. However, to consider and
approve the appointment, removal and transfer of the position
The Board of Directors assigned the Internal Audit of Internal Audit Supervisor of the Company must be approved
Department to be an independent department and report the by the Audit Committee.
audit results directly to the Audit Committee to achieve
effective improvements and corrective actions as well as follow 11.2.2 Compliance Supervisor of Company
up and assess the system solutions according to the
suggestions of the Audit Committee. However, at the Board of The Company assigned Meechai Thailand Law
Directors Meeting No. 3/2019 held on February 27, 2020, which Office Company Limited, with Mr. Jormsup Lochaya as the
all members of the Audit Committee attended, the Board of Compliance Supervisor, to supervise the Company's business
Directors assessed the internal control system based on the based on rules and regulations of government agencies. The
evaluation report of the Audit Committee. It can be concluded qualifications of the Supervisor of Compliance the Company
that, according to the assessment of the internal control system was shown in Attachment 3.
of the Company in 5 elements as mentioned above, the Board
of Directors agreed that the internal control system of the
Company was sufficient and appropriate. The Company has
provided sufficient personnel to perform operations based on
the system efficiently as well as the internal control system for
monitoring and overseeing the operations of its subsidiaries so
that they can prevent the assets of the Company and its
subsidiaries from being abused by the directors or executives
or without authorization, including sufficient transactions with
persons that may have conflicts and related parties. Regarding
the internal control in other issues, the Board of Directors

Corporate Governance Report of Audit Committee

The Audit Committee which has been appointed by the Board of Directors comprises of 3 qualified directors. All of them are
independent directors. During the year 2020, The Audit Committee held a total of 4 Audit Committee’s meetings. All members of the
Committee attended every meeting. Such meetings are held together with the Management and the audit officers in order to consider
any matters, such as audit plans, key issues detected in the audit, and audit results, etc., and review the adequacy of the control system
and risk management as well as perform other operations according to the scope of duties assigned by the Board of Directors.

Regarding the Audit Committee’s Meeting for considering the audit results and reviewing the financial statements, both
quarterly and annual financial statements, the Audit Committee also invited internal auditors to attend the meeting every time. However,
the Audit Committee has reported the results of all meetings to the Board of Directors. In 2020, the Audit Committee had considered
various matters based on independence which can be summarized as follows;

1. Reviewing the financial statements of the Company by discussing with the Management and the Company's auditors to ensure that
the financial statements of the Company are prepared in accordance with generally accepted accounting standards and
government regulations. The auditor did not express opinions that the Company's financial statements had significant deficiency.

2. Reviewing the Company to ensure the appropriate and effective operations of the internal control system and the internal audit
3. Reviewing the operations of the Company to ensure the compliance with the law on securities and stock exchange, regulations of

the Stock Exchange of Thailand, including laws and regulations relating to the business of the Company
4. Reviewing the information disclosure of the Company in the event that there are connected transactions or transactions that may

cause conflict of interest to ensure the accuracy and completeness
5. Considering the corporate governance policy to ensure the good corporate governance in accordance with the principles of the

Stock Exchange of Thailand
6. Considering the nomination of auditors and the remuneration of the auditors to propose and request for an appointment from the

Board of Directors and shareholders of the Company

The Audit Committee has independently performed duties with care and expressed opinions straightforwardly for the highest
benefits of the organization without restrictions on obtaining information, resources and cooperation from the Company.

...............-Signature-..................
(Mr. Kamthorn Udomritthiruj)
Chairman of Audit Committee

12. Connected Transaction
12.1 Connected Transaction in 2020, 2019 and 2018

Name Relationship Nature of Transaction Value (Baht) Necessity and Reasonableness
2019
Super Energy Subsidiary (The Short-term Borrowings 2020 2018 Short-term loans to subsidiaries
Group Co.,Ltd. company invests Increase during the 6,038,490.16 6,353,260.86 11,473,277.61 for use in operations and
in 100% of year 3,027,800.00 4,866,707.50 4,113,083.25 investments in water production
shares) Decrease during the (3.332,108.16) (5,181,478.20) (9,233,100.00) and distribution projects without
year 5,734,182.00 6,038,490.16 6,353,260.86 a loan contract with interest
Outstanding Balance charged and without collateral.
at the end of the year - 6,561.33 - Such transaction was
- - 6,561.33 considered reasonable by the
Energy Serve Subsidiary Short-term Borrowings - Audit Committee.
Co., Ltd. Increase during the - (6,561.33) - Short-term loans to subsidiaries
year - 6,561.33 for use in operations and
Decrease during the 491,800.00 investments in water production
year - - - and distribution projects without
Outstanding Balance 491,800.00 - a loan contract with interest
at the end of the year (491,800.00) - charged and without collateral.
- - Such transaction was
Super Solar Subsidiary (The Short-term Borrowings 785,100.03 491,800.00 considered reasonable by the
Energy company invests Increase during the 501,095.00 - Audit Committee.
Co.,Ltd. in 100% of year (534,920.00) - - Short-term loans to subsidiaries
shares) Decrease during the 751,275.03 859,350.03 - for use in operations and
year (74,250.00) - investments in water production
Outstanding Balance 785,100.03 and distribution projects without
at the end of the year a loan contract with interest
charged and without collateral.
Super Water Subsidiary Short-term Borrowings Such transaction was
Co., Ltd. (The company Increase during the considered reasonable by the
invests in 100% of year Audit Committee.
shares) Decrease during the Short-term loans to subsidiaries
year for use in operations and
Outstanding Balance investments in water production
at the end of the year and distribution projects without
a loan contract with interest
charged and without collateral.
Such transaction was
considered reasonable by the
Audit Committee.

Name Relationship Nature of Transaction Value (Baht) Necessity and Reasonableness
2019 2018
Super Speed Subsidiary (The Short-term Borrowings 2020 -
Construction Co.,Ltd. company invests Increase during the 117,280.00 117,280.00 - Short-term loans to subsidiaries
in 100% of year - for use in operations and
shares) Decrease during the -
year investments in water production
Outstanding Balance (4,740.00) - - and distribution projects without
at the end of the year
112,540.00 117,280.00 a loan contract with interest
- charged and without collateral.
Thai Panichnawa Subsidiary Short-term Borrowings 248,265.00 248,265.00
Construction and (The company Increase during the 800.00 - Such transaction was
Langnumthai Joint invests in 100% of year considered reasonable by the
Venture Co., Ltd. shares) Decrease during the (9,900.00) 248,265.00 Audit Committee.
year 239,165.00 - Short-term loans to subsidiaries
Outstanding Balance - for use in operations and
at the end of the year - investments in water production
- and distribution projects without
Super Energy Group Subsidiary (The Short-term Borrowings - - a loan contract with interest
(Hong Kong) company invests Increase during the 396,425.30 - charged and without collateral.
Co.,Ltd. in 100% of year Such transaction was
shares) Decrease during the (25,681.26) - considered reasonable by the
year Audit Committee.
Outstanding Balance 370,744.04 - - Short-term loans to subsidiaries
at the end of the year - for use in operations and
investments in water production
Nam Viet Phan Lam Subsidiary (The Short-term Borrowings - - - and distribution projects without
Co.,Ltd. company invests Increase during the 1,868,950.09 - a loan contract with interest
in 100% of year - charged and without collateral.
shares) Decrease during the (1,000,162.85) - Such transaction was
year 868,787.24 considered reasonable by the
Outstanding Balance - Audit Committee.
at the end of the year - Short-term loans to subsidiaries
- for use in operations and
Everich Binh Thuan Subsidiary (The Short-term Borrowings - - investments in water production
Energy Co.,Ltd. company invests Increase during the 2,638,777.66 - - and distribution projects without
in 100% of year a loan contract with interest
shares) Decrease during the (1,425,323,67) - - charged and without collateral.
year Such transaction was
Outstanding Balance 1,213,453.99 - considered reasonable by the
at the end of the year Audit Committee.
- Short-term loans to subsidiaries
- for use in operations and
investments in water production
- and distribution projects without
a loan contract with interest
- charged and without collateral.
Such transaction was
considered reasonable by the

Name Relationship Nature of Transaction 2020 Value (Baht) Audit Committee.
- 2019 Necessity and Reasonableness
Van Giao Solar Subsidiary (The Short-term Borrowings - 2018
Power Plant JSC company invests Increase during the 2,643,215.46 - - Short-term loans to subsidiaries
in 100% of year - for use in operations and
shares) Decrease during the (1,416,058.83) - investments in water production
year - and distribution projects without
Outstanding Balance 1,227,156.63 - a loan contract with interest
at the end of the year - charged and without collateral.
Such transaction was
Van Giao Solar Subsidiary (The Short-term Borrowings - - considered reasonable by the
Energy Plant JSC company invests Increase during the 2,725,054.63 - Audit Committee.
in 100% of year - Short-term loans to subsidiaries
shares) Decrease during the (1,474,348.65) - - for use in operations and
year investments in water production
Outstanding Balance 1,250,705.98 - - and distribution projects without
at the end of the year a loan contract with interest
- charged and without collateral.
SineneryNinhThuan Subsidiary (The Short-term Borrowings - - Such transaction was
Power Limited company invests Increase during the 1,254,740.77 - considered reasonable by the
Liability Company in 100% of year Audit Committee.
shares) Decrease during the (108,416.96) - - Short-term loans to subsidiaries
year - for use in operations and
Outstanding Balance 1,146,323.81 - investments in water production
at the end of the year - and distribution projects without
a loan contract with interest
SSE Vietnam 1 Joint Subsidiary (The Short-term Borrowings - - - charged and without collateral.
Stock Company company invests Increase during the 77,721.20 - Such transaction was
in 100% of year considered reasonable by the
shares) Decrease during the (4,814.87) - Audit Committee.
year - Short-term loans to subsidiaries
Outstanding Balance 72,906.32 - - for use in operations and
at the end of the year investments in water production
- and distribution projects without
SSE LN 2 Joint Stock Subsidiary (The Short-term Borrowings - - a loan contract with interest
Company company invests Increase during the 58,267.02 - - charged and without collateral.
in 100% of year Such transaction was
shares) Decrease during the (3,609.68) - considered reasonable by the
year Audit Committee.
Outstanding Balance 54,657.34 - - Short-term loans to subsidiaries
at the end of the year - for use in operations and
investments in water production
- and distribution projects without
a loan contract with interest
- charged and without collateral.
Such transaction was
considered reasonable by the

Name Relationship Nature of Transaction Value (Baht) Audit Committee.
2019 Necessity and Reasonableness
SSE BP 3 Joint Stock Subsidiary (The Short-term Borrowings 2020 - 2018
Company company invests Increase during the - - - Short-term loans to subsidiaries
in 100% of year - for use in operations and
shares) Decrease during the 38,943.29 - investments in water production
year - and distribution projects without
Outstanding Balance (2,415.46) - a loan contract with interest
at the end of the year 80,325.02 charged and without collateral.
36,527.83 - 870,253.04 Such transaction was
(950,553.06) considered reasonable by the
Mr. Jormsup Lochaya Director and Short-term Borrowings 9,209.58 25.00 Audit Committee.
Shareholder of Increase during the - 445,153.60 25.00 The Company received money
the Company year from directors by depositing to
Decrease during the 2,122.95 the bank account of the
year (9,209.58) (435,969.02) 164.64 Company for using as the
Outstanding Balance working capital in the Company
at the end of the year - 9,209.58 (1,238.84) without entering into a loan
1,048.75 agreement, interest charged,
Kittisak Laphatnithiroj Director and Short-term Borrowings 1,048.75 1,048.75 and collateral. Such transaction
Shareholder of Increase during the - - - was considered reasonable by
the Subsidiary year - the Audit Committee.
Decrease during the - - - The Company received money
year 1,536.52 from directors by depositing to
Outstanding Balance 1,048.75 1,048.75 the bank account of the
at the end of the year Company for using as the
working capital in the Company
Chatchanan Director and Short-term Borrowings 1,536.52 1,536.52 without entering into a loan
Boonthanaphibun Shareholder of Increase during the - - agreement, interest charged,
the Subsidiary year and collateral. Such transaction
Decrease during the - - was considered reasonable by
year the Audit Committee.
Outstanding Balance 1,536.52 1,536.52 The Company received money
at the end of the year from directors by depositing to
the bank account of the
Company for using as the
working capital in the Company
without entering into a loan
agreement, interest charged,
and collateral. Such transaction
was considered reasonable by
the Audit Committee.

Name Relationship Nature of Transaction Value (Baht) Necessity and Reasonableness
2019
Mr. Chaphamon Director and Short-term Borrowings 2020 2.96 2018 The Company received money
Chantarapongphan Shareholder of Increase during the 2.80 - 2. from directors by depositing to
the Subsidiary year 0.14 the bank account of the
Decrease during the 0.04 Company for using as the
year - (0.16) - working capital in the Company
Outstanding Balance without entering into a loan
at the end of the year 2.94 2.80 2.96 agreement, interest charged,
and collateral. Such transaction
Thanachat Phochana Director and Short-term Borrowings 989.57 989.57 989.57 was considered reasonable by
Shareholder of Increase during the - - 11.00 the Audit Committee.
the Subsidiary year (11.00) The Company received money
Decrease during the - - 989.57 from directors by depositing to
year the bank account of the
Outstanding Balance 989.57 989.57 151.45 Company for using as the
at the end of the year working capital in the Company
(151.45) without entering into a loan
Bawon Director and Short-term Borrowings 151.45 - agreement, interest charged,
Roongruangnaowarat Shareholder of Increase during the 29,863.00 151.45 2,810.01 and collateral. Such transaction
the Subsidiary year 17,035.96 was considered reasonable by
Decrease during the (29.00) - the Audit Committee.
year 917.02 The Company received money
Outstanding Balance 29,985.45 151.45 1,825.06 from directors by depositing to
at the end of the year the bank account of the
154.11 Company for using as the
Bangna Asset Co., Related company Other receivables 199.44 1,871.84 1,431.51 working capital in the Company
Ltd (Joint directors Office rental 21,058.30 17,470.40 without entering into a loan
with subsidiaries Contract security 126.90 agreement, interest charged,
since November deposit 221.80 221.80 130.00 and collateral. Such transaction
26, 2014) Electric bill was considered reasonable by
Accrued electricity bill 1,352.01 1,831.04 the Audit Committee.
Common expenses 67.79 149.19 It is the contract of service and
Accrued expenses space rental for a contract term
Parking service 1,423.21 1,423.21 of 3 years, starting from 2017 to
charges 118.60 126.90 2020, with the rental rate as
244.00 120.00 agreed in the contract. Such
transaction was considered
reasonable by the Audit
Committee.

Name Relationship Nature of Transaction 2020 Value (Baht) 2018 Necessity and Reasonableness
158.50 2019 -
Super Water Co., Ltd. Joint directors Other receivables 1,860.00 - It is the contract of office space
with subsidiary Revenues from office 915.00 1,815.00 rental in the area of 300 sqm. for
rental a contract term of 1 year,
starting from April 1, 2 0 1 9 to
March 31, 2 0 21, with the rental
rate of 105 ,0 0 0 Baht a month.
The common fee was at the rate
of 35,000 Baht. The equipment
rental fee is at the flat rate of
15,000 Baht.

Everland Co., Ltd. Joint directors Other receivables 1,453.06 1,540.80 1,219.00 It is the transaction of IT system
with subsidiary Revenues from sales 878.00 1,440.00 756.00 maintenance service charges
with related companies in
Mr. Jormsup Lochaya Director and Meeting Allowance 336.00 351.00 419.00 accordance with the service
Shareholder of contract and the transaction
the Company 355.00 from the sales of H/W, S/W
based on the general market
Mr.Kamthorn Director and Meeting Allowance 264.00 275.00 215.00 prices or agreed prices under
Udomritthiruj Member of Audit contracts.
Committee of the Meeting allowances of directors
Company according to the resolution of the
Shareholders' Meeting for the
Vanida Majjimanonda Director and Meeting Allowance 149.00 160.00 year 2 0 1 9 held on April 2 6 ,
Member of Audit 2 0 1 9 ; Such transaction was
Committee of the considered reasonable by the
Company Audit Committee.
Meeting allowances of directors
according to the resolution of the
Shareholders' Meeting for the
year 2 0 1 9 held on April 2 6 ,
2 0 1 9 ; Such transaction was
considered reasonable by the
Audit Committee.
Meeting allowances of directors
according to the resolution of the
Shareholders' Meeting for the
year 2 0 1 9 held on April 2 6 ,
2 0 1 9 ; Such transaction was
considered reasonable by the
Audit Committee.

Name Relationship Nature of Transaction Value (Baht) Necessity and Reasonableness
2019
Warinthip Chaisungka Director of Super Meeting Allowance 2020 105.00 2018 Meeting allowances of directors
Block PLC and 105.00 150.00 according to the resolution of the
Open Technology Shareholders' Meeting for the
PLC 147.00 year 2 0 1 9 held on April 2 6 ,
2 0 1 9 ; Such transaction was
Sunsiri Chaijareonpat Director Meeting Allowance 195.00 159.00 102.00 considered reasonable by the
Audit Committee.
Trithip Sivakriskul Director and Meeting Allowance 159.00 51.00 244.00 Meeting allowances of directors
Member of Audit according to the resolution of the
Committee of the Shareholders' Meeting for the
Company year 2 0 1 9 held on April 2 6 ,
2 0 1 9 ; Such transaction was
Piya Sorntrakul Director Meeting Allowance 291.00 291.00 considered reasonable by the
Audit Committee.
Meeting allowances of directors
according to the resolution of the
Shareholders' Meeting for the
year 2 0 1 9 held on April 2 6 ,
2 0 1 9 ; Such transaction was
considered reasonable by the
Audit Committee.
Meeting allowances of directors
according to the resolution of the
Shareholders' Meeting for the
year 2 0 1 9 held on April 2 6 ,
2 0 1 9 ; Such transaction was
considered reasonable by the
Audit Committee.

1 2 . 2 Necessity and Reasonableness of Connected the persons having mutual interests or persons with potential
transaction conflicts under the notifications and regulations of the
Securities and Exchange Commission and notifications of the
The Audit Committee and the Company jointly Stock Exchange of Thailand.
supervise the connected transactions by taking into
consideration the necessity of entering into the transaction and Connected transactions of the Company for the fiscal
the reasonableness of the rate charged, and also disclose the year ended December 31, 2020 was considered and reviewed
type and value of connected transactions of the Company and by the Audit Committee on February 2 5, 2 0 2 1. The Audit
Committee considered and expresses opinions that the

connected transactions of the Company for the fiscal year 12.4 Policy or Trend of Future Connected Transactions
ended December 31, 2020 were for the purpose of the normal
course of business of the Company and in accordance with In the event that there are connected transactions
general trading conditions. There was no benefit between the with persons that may have conflicts in the future, such as
Company and the persons with potential conflicts. product sales, service provision, and purchase of products,
etc. The Company has the policy to specify terms according to
1 2 . 3 Measures or Procedures for Approving Connected the nature of the normal course of business. Prices and
Transactions conditions of such transaction are fair and reasonable and can
be compared with the terms of the connected transaction
Connected transactions with persons possibly between the Company and third parties. However, any future
having conflicts that are not a normal transaction shall be connected transactions which are not the normal course of
approved by the Audit Committee and the Board of Directors business must be considered by the Audit Committee or
before performing such transactions. Reasons, necessity, and independent expert. The Audit Committee of the Company will
reasonableness shall be taken into consideration and it can be consider the reasonableness of the transaction, consider the
compared with the terms of the transaction made by the pricing conditions and the transaction conditions to ensure that
Company with third parties. In addition, it shall be in they are according to the nature of the normal course of
accordance with the rules or notifications of the Securities and business, and also compare the pricing with third parties.
Exchange Commission and notifications of the Stock Exchange Stakeholders will not participate in the consideration and
of Thailand and relevant laws. approval of such connected transactions. Once the
consideration is completed, the Audit Committee will approve
The President can approve connected transactions such connected transaction and propose it to the Board of
with persons who may have conflicts in normal transactions, Directors for approval again.
such as product sales, service provision, purchase of
products, etc., when such transaction has conditions of price, The Board of Directors will comply with the securities
payment, and other conditions that are similar to transactions and exchange laws, regulations, notifications or requirements
made by the Company with other parties. of the Stock Exchange of Thailand, including requirements on
disclosure of connected transactions and acquisition or
In the event that the President becomes a "person disposal of important assets of the Company or its subsidiary
who may have conflicts", the President shall have no authority and the accounting standards prescribed by the Institute of
to approve. The Board of Directors shall have authority to Certified Accountants and Auditors of Thailand. The Company
approve. In such case, the President shall not attend the will disclose the connected transactions in the notes to the
meeting or cast a vote on that matter. However, unless it is a financial statements which have been audited by the auditor of
normal business transaction arising from the normal course of the Company.
business that do not exceed 2 million Baht per transaction,
when the President requests for approval in principle by
notifying the Board of the conditions under paragraph one, the
President can perform the act under the first paragraph.
However, this matter shall be informed to the Audit Committee
in the next meeting.

Part 3
Financial Position and Operating Results

13. Significant Financial Information o Summary of Audit Report as at December 31, 2018
Auditor:
13.1 Summary of Financial Information Audit Report Performed Deloitte Touche Tohmatsu Jaiyos Audit Company
by Auditors during the Past 3 Years
Limited
o Summary of Audit Report as at December 31, 2020 Mr. Chavala Tianprasertkij
Certified Public Accountant Number 4301
Auditor :
Auditor’s Opinions :
Deloitte Touche Tohmatsu Jaiyos Audit Company Limited
The above consolidated and separate financial statements
Miss Sopapan Sapthippayarattana showed the financial position of Super Block Corporation (Public)
Certified Public Accountant Number 6533 Company Limited and its subsidiaries as at December 31, the 2 0 1 8
and operating results and cash flows for the years then ended, which
Auditor’s Opinions: were correct and appropriate in all material respects according to
financial reporting standards. There was no reason to believe that the
The above consolidated and separate financial statements aforementioned financial statements were not significantly prepared in
showed the financial position of Super Energy Corporation (Public) accordance with Accounting Standard.
Company Limited and its subsidiaries as at December 31, the 2 0 2 0
and operating results and cash flows for the years then ended, which
were correct and appropriate in all material respects according to
financial reporting standards. There was no reason to believe that the
aforementioned financial statements were not significantly prepared in
accordance with Accounting Standard.

o Summary of Audit Report as at December 31, 2019

Auditor :
Deloitte Touche Tohmatsu Jaiyos Audit Company
Limited
Mr. Chavala Tianprasertkij
Certified Public Accountant Number 4301
Auditor’s Opinions :

The above consolidated and separate financial statements
showed the financial position of Super Energy Corporation (Public)
Company Limited and its subsidiaries as at December 31, the 2 0 1 9
and operating results and cash flows for the years then ended, which
were correct and appropriate in all material respects according to
financial reporting standards. There was no reason to believe that the
aforementioned financial statements were not significantly prepared in
accordance with Accounting Standard.

13.2 Table of Summary of Company’s Financial Information

It consists of statements of the statement of financial position, statement of income and other comprehensive income, statement
of cash flow, and significant financial ratios for a period of 3 years for the years ended December 31, 2020, 2019 and 2018.

Statement of Financial Position As at December 31, 2020 As at December 31, 2019 As at December 31, 20118

Consolidated Financial Statements (Audited)

Million Baht % Million Baht % Million Baht %

Assets

Current Assets

Cash and cash equivalents 1,586.55 2.17 2,048.89 3.68 1,839.10 3.70

Temporary investment - - 5.07 0.01 5.01 0.01

Trade and other current receivables 1,345.92 1.84 1,242.71 2.23 1,241.41 2.50

Short-term loans to related parties 206.59 0.28 1,449.94 2.60 --

Long-term loans to other parties, valid in 163.52 0.22 -- --
one year

Inventories 64.34 0.09 28.52 0.05 32.13 0.06

Other financial current assets 8.54 0.01 -- --

Other current assets 258.88 0.35 197.56 0.35 136.27 0.27

Total Current Assets 3,634.33 4.97 4,972.69 8.93 3,253.93 6.55

Non-Current Assets

Bank deposits used as collateral 1,872.05 2.56 1,134.07 2.04 1,097.76 2.21

Investments in associates 702.54 0.96 1,504.83 2.70 745.24 1.50

Long-term loans to other parties 1,764.34 2.41 1,538.54 2.76 --

Property for investment 29.94 0.04 29.94 0.05 29.94 0.06

Property, plant and equipment 51,976.75 71.05 38,557.85 69.26 38,680.08 77.91

Right for usage assets 1,599.42 2.19 -- --

Goodwill 312.26 0.43 203.74 0.37 5.63 0.01

Other intangible assets 529.78 0.72 578.03 1.04 480.94 0.97

Right to electricity generation and 6,155.40 8.41 3,348.48 6.01 2,923.39 5.89
distribution
- -
Right to raw water and tap water 140.69 0.19 25.61 0.05
distribution 27.40 0.06
2,405.66 4.85
Deferred income tax assets - - -- 46,396.04 93.45
49,649.96 100.00
Other non-current assets 4,442.82 6.07 3,775.64 6.78

Total Non-Current Assets 69,525.98 95.03 50,696.74 91.07

Total Assets 73,160.31 100.00 55,669.43 100.00

Source: Consolidated financial statements of Super Energy Corporation (Public Company Limited

Statement of Financial Position (Continued)

Cosolidated Financial Statements (Audited) As at December 31, As at December 31, As at December 31,
2020 2019 2018
Liabilities and Shareholders’ Equity
Current Liabilities Million % Million % Million %

Bank overdrafts and short-term loans from financial institutions 6,994.28 9.56 111.92 0.20 635.66 1.28
Trade and other current payables 10,667.26 14.58 5,598.01 10.06 1,067.90 2.15
Bank overdrafts and long-term loans from financial institutions 2,461.40 3.36 2,081.56 3.74 2,238.30 4.51
debentures due in one year
Liability as rental agreement debentures due in one year 62.72 0.09 7.66 0.01 9.75 0.02
Short-term borrowings from related parties 3.60 0.01
Short-term borrowings from other persons or business 33.56 0.05 12.94 0.02 407.70 0.82
Income tax payable 5.63 0.01
Provisions for current liabilities for employee benefits 418.88 0.57 356.39 0.64 4.36 0.01
Long-term debentures due within one year 367.07 0.74
Other Current Liabilities 10.55 0.01 4.90 0.01 86.20 0.17
4,826.20 9.72
Total Current Liabilities 4.71 0.01 6.66 0.01
Non-Current Liabilities
1,051.30 1.44 719.75 1.29
Long-term borrowings from financial institutions
Long-term debts under financial leases 118.89 0.16 127.80 0.23

21,823.54 29.83 9,027.58 16.22

25,507.97 34.87 25,731.92 46.22 26,494.95 53.36
8.33 0.02
340.00 0.46 12.21 0.02

Long-term debentures 3,630.00 4.96 1,045.58 1.88 716.99 1.44

Deferred income tax liabilities 213.47 0.29 227.82 0.41 --

Non-current provisions for employee benefits 13.58 0.02 10.74 0.02 6.40 0.01

Provision for decommissioning costs 483.50 0.66 204.57 0.37 --

Other non-current liabilities 525.16 0.72 550.85 0.99 42.03 0.08

Other Non-Current Liabilities 30,713.69 41.98 27,783.69 49.91 27,268.70 54.92

Total Liabilities 52,537.23 71.81 36,811.27 66.12 32,094.91 64.64

Shareholders’ Equity

Capital Stock 3,281.94 4.49 3,281.94 5.90 3,281.94 6.61
Ordinary shares 32,819,358,728 shares 0.10 Baht per value

Issued and paid-up capital

27,349,465,607 ordinary shares, fully paid-up 2,734.95 3.74 2,734.95 4.91 2,734.95 5.51

Premium on ordinary shares 9,002.59 12.31 9,002.57 16.17 9,002.57 18.13

Capital surplus from change in proportion shareholding in 233.63 0.32 23.35 0.04 4.30 0.01
subsidiaries

Retained earnings

Appropriated – Legal reserve 197.97 0.27 179.57 0.32 7.80 0.02

Unappropriated 4,946.86 6.76 3,683.69 6.62 2,018.13 4.06

Other components of shareholders’ equity (334.79) 0.46 (149.47) (0.27) (14.62) (0.03)

Total Shareholders’ Equity 20,623.08 28.19 18,858.16 33.88 17,555.05 35.36

Total Liabilities and Shareholders’ Equity 73,160.31 100.00 55,669.43 100.00 49,649.96 100.00

Source: Consolidated financial statements of Super Energy Corporation (Public) Company Limited

Statement of Income and Other Comprehensive Income

Consolidated Financial Statements Year 2020 Year 2019 Year 20218
Million Baht % Million Baht % Million Baht %

Revenue from sales 6,340.14 97.32 6,128.11 98.12 5,588.95 97.55

Revenue from services 174.47 2.68 117.47 1.88 140.45 2.45

Total Revenues 6,514.61 100.00 6,245.58 100.00 5,729.40 100.00

Cost of sales (3,054.90) (46.89) (2,857.51) (45.75) (2533.12) (44.21)

Cost of service (149.16) (2.29) (89.45) (1.43) (94.54) (1.65)

Gross profit 3,310.56 50.82 3,298.62 52.82 3,101.74 54.14

Foreign exchange gains – net 225.79 3.47 (88.87) (1.42) 12.21 0.21

Profit from asset disposition to infrastructure fund - - 1,289.92 20.65 --

Other revenues 77.36 1.19 52.75 0.84 33.79 0.59

Selling expenses (4.56) (0.07) (2.08) (0.03) (4.25) (0.07)

Administrative expenses (663.62) (10.19) (567.32) (9.08) (505.22) (8.82)

Profit from doing business 2,945.53 45.21 3,983.03 63.77 2,638.27 46.04

Finance income 176.37 2.71 77.60 1.24 --

Finance costs (1,656.71) (25.43) (1,495.31) (23.94) (1,456.72) (25.43)

Share of profit from investment in associates using gain and 76.72 1.18 91.73 1.47 84.10 1.47
loss method

Loss from investment in associates and subsidiaries (29.40) (0.45) -- --

Profit (loss) before income tax expenses 1,512.51 23.22 2,657.05 42.54 1,280.45 22.35

Income (expense) income tax 15.28 0.23 (282.64) (4.53) (6.25) (0.11)

Profit (loss) for the year 1,527.79 23.45 2,374.41 (38.02) 1,274.20 22.24

Transaction of exchange rate differences from financial (188.84) 2.90 (134.85) (2.16) (13.93) (0.24)
conversion

Profit from valuation of financial asset of associates -- 0.10 0.01 0 0.01

Profit (loss) from remeasurement of defined benefit plans of -- 0.91 0.01 (1.06) (0.02)
employees

Total comprehensive profit (loss) for the year 1,338.94 20.55 2,240.56 35.87 1,259.22 21.98

Equity attributable to the parent company (Baht) 1,118.50 17.17 2,003.26 32.07 1,030.45 17.99

The non-controlling interests 220.44 3.38 237.30 3.80 228.76 3.99

Basic profit (loss) per share 0.0477 - 0.0781 - 0.0382 -

Equity attributable to the parent company (Baht)

Weighted average number of ordinary shares (shares) 27,349.47 - 27,349.47 - 27,349.47 -

Source: Consolidated financial statements of Super Energy Corporation (Public) Company Limited

1 In 2019, the company has the rights to net income recognition were transferred to establish the Infrastructure Fund for
1,289.92 million baht (profit before tax effect)

Statement of Cash Flow Year 2020 Year 2019 Year 2019
Million baht Million baht Million baht
Total financial statements (already checked)
1,512.51 2,657.05 1,280.45
Cash flows from operating activities 2,303.79 2,170.03 1,987.39
Profit (loss) before income tax expenses
Depreciation/ Amortization of rights to electricity generation and distribution and 1,656.71 1,495.31 1,456.72
amortization of intangible assets 1,697.79 (1,044.48) (1,080.92)
Finance costs 3,306.92
Other non-current assets 174.15 (6.19)
Trade and other current payables - (1,289.92) -
Profit from asset disposition to infrastructure fund (656.39)
Others 9,821.32 (409.71) (391.45)
3,752.42 3,246.01
Net cash provided by (used in) operating activities
Cash flows from investing activities (12,102.05) (2,326.10) (2,078.91)
Cash paid for purchase of property, plant and equipment (5,105.81) (1,475.69) (252.04)
Cash paid for purchase of investments in subsidiaries -
Cash paid for purchase of investments in associates 780.00 - -
- (1,030.00) -
Cash paid for purchase investment fund in associates - 3,748.78 -
(1,614.61) -
Cash received from asset disposition to infrastructure fund (2,466.26) (1,553.96) 128.16
Cash paid for short-term loans to other parties (446.94)
Cash paid for long-term loans to other parties 543.85 149.23 (2,202.79)
(4,102.35)
Others (18,797.20)

Net cash provided by (used in) investing activities 6,818.78 - -
325.16 372.06 501.00
Cash flows from financing activities (217.40) (447.00) (1,151.00)
Cash received from short-term borrowings from financial institutions 5,662.83 5,087.27
Cash received from short-term borrowings from other parties 2,296.83 (2,376.22) (3,142.72)
Repayment of short-term borrowings from other parties (2,130.56) 1,056.80 723.30
Cash received from long-term debentures from financial institutions 3,679.00
Repayment of long-term borrowings from financial institutions
Cash received from long-term debentures

Cash paid for finance costs (1,770.48) (1,735.94) (1,482.86)
(301.55) (3.04)
Dividend payment - (77.08)
(1,671.26) 457.91
Others (487.79) 559.72
209.79 1,501.13
Net cash provided by (used in) financing activities 8,513.55 337.98
1,839.10
Net increase (decrease) in cash and cash equivalents (462.34) 2,048.89 1,839.10

Cash and cash equivalents at the beginning of the year 2,048.89

Cash and cash equivalents at the end of the year 1,586.55

Source: Consolidated financial statements of Super Energy Corporation (Public) Company Limited

Significant Financial Ratios Year 2020 Year 2019 Year 2018
0.17 0.55 0.67
Financial Ratios 0.13 0.37 0.64
Liquidity ratio (times) 0.64 0.56 0.56
Quick ratio (times) 10.93 10.39 10.60
Cash flow liquidity ratio (times) 32.94 34.65 33.96
Accounts receivable turnover ratio (times) 65.80 88.94
Average collection period (days) 5.47 4.05 105.76
Inventory turnover ratio (times) 0.39 2.76 3.40
Average inventory period (days) 50.82 52.82 1.95
45.21 65.02 54.14
Payable turnover ratio (times) 23.45 38.02 46.31
Gross profit margin (percentage) 97.70 22.24
Operating profit margin (percentage) 333.43 13.04
Net profit margin (percentage) 7.74 4.51 123.04
Cash to profitability ratio (percentage) 2.37 21.76 7.54
Return on equity (percentage) 15.05 0.12 2.64
Return on assets (%) 0.10 1.95 15.62
Return on fixed assets (%) 2.55 4.23 0.12
Asset turnover ratio (times) 3.30 0.46 1.83
Debt to equity ratio (times)1 0.47 1.60 3.24
Interest coverage ratio (times)2 1.96 0.42
4.42 1.76
Debt-service coverage ratio (times)3 7.11
Interest-bearing debt to equity ratio (times)4 0.01 6.15
Net debt-to-profit ratio before interest expenses, income tax, 0.03
depreciation, and amortization (times)5 0.03
B/E size to interest-bearing debt ratio (times)

Current portion of interest-bearing debt to total interest-bearing 0.27 0.11 0.12
debt ratio (times)

Loan from financial institutions to total liabilities ratio (times) 0.67 0.76 0.92

Profit/Loss per share 0.06 0.09 0.05

Book value per share 0.75 0.69 0.64

Source: Consolidated financial statements of Super Energy Corporation (Public) Company Limited

1. Calculated from total liabilities divided by total shareholders’ equity

2. Calculated from profit before interest, tax, depreciation, and amortization / interest expense

3. Calculated from operating cash flow / (debt payment + capital expenditure + acquisition of assets + dividend payment)

4. Calculated from the specific interest-bearing debt divided by total shareholders’ equity

5. Calculated from (Total interest-bearing debt - Cash and cash equivalents - Temporary Investment) / Profit before interest expenses, income tax,

depreciation, and amortization

14. Management Discussion and Analysis (MD&A) entered into a contract of 3 wind power plant construction
14.1 Overview of Past Operations projects in Vietnam with a total capacity of 221 megawatts,
namely,
Regarding the operations in 2020, the COVID-19
outbreak caused a broader impact on the economy. Many Project of Bac Lieu Wind Power Plant with a
businesses had slowed down and adapted their business capacity of 141 megawatts
models by using information technology to support their
operations. In the previous year, SUPER was not directly Project of Soc Trang Wind Power Plant with a
affected by the COVID-19 outbreak because the revenue capacity of 30 megawatts
source of SUPER Group is in a form of contract with
specified terms of purchase and fixed price. It is Project of Gia Lai Wind Power Plant with a
undeniable that the business was indirectly affected by the capacity of 50 megawatts
COVID-19 outbreak as SUPER also made the overseas
investment. As a result, it is inconvenient to communicate, Project of Phu Yen Wind Power Plant with a
travel, and make business negotiations in terms of capacity of 200 megawatts is in the process of signing a
operations. However, the Company has changed its style contract at the beginning of the year 2021. Regarding all
by using information technology to assist in communication projects, the Company will invest in the first deposit of 10%
through any package software so that the operations of to 15% of the value of the construction contract together
SUPER Group can be implemented effectively in with the issuance of a performance bond. The Company
accordance with the specified plan. then makes the payment after the commercial operation
date for 6 months. However, such investment derives from
SUPER's operating results in the previous year the Company's cash flow, funds from financial institutions,
still mainly relied on the investment and development of and the source of fund from the issuance and offering of
solar power plant projects in Vietnam. In 2019, SUPER the Company’s debentures. In 2020, SUPER issued and
additionally invested in 4 solar power plants, namely, offered 3 sets of bonds. The total amount received was
3,679 million Baht which was used to repay existing due
Project of Thinh Long Solar Power Plant with a bonds and to expand investment for projects under
capacity of 50 megawatts construction.

Project of Loc Ninh 1 Solar Power Plant with a Regarding domestic projects, the Company
capacity of 200 megawatts focuses on the waste-based thermal power plant project
with a capacity of 9.9 megawatts in Phichit province that
Project of Loc Ninh 2 Solar Power Plant with a was commercially operated on April 30, 2021. After the
capacity of 200 megawatts completion of this project, SUPER has invested in and
developed a solid waste-based thermal power plant
Project of Loc Ninh 3 Solar Power Plant with a project with an installed capacity of 8 megawatts in Nong
capacity of 150 megawatts Khai Province which is under construction and expected to
be commercially operated in early 2022.
These projects have been commercially
operated. Thinh Long Project is the completed construction However, SUPER is still interested in the
project purchased by SUPER from the original seller, while investment in the renewable energy power plant business
Loc Ninh 1, 2, 3 Projects are the project in which SUPER and sees the growth opportunity in this business, either
has acquired related licenses and performed the project domestic or international. The Company believes that
construction and development. Such projects were renewable energy will replace the original energy that
completely constructed and commercially operated at the causes environmental pollution. In addition, the cost of
end of the year 2020. In addition, during the year, SUPER renewable energy tends to decrease which is close to the

cost of coal energy or other forms of energy. Although renewable energy consumption will be replaced by the
renewable energy consumption still has some limitation on technology development, such as battery, in the future.
instability, the Company believes that such instability of
14.2 Summary of Operating Results
Table of Total Revenue (Classified by Business)

Type of Revenue Company 2020 2019 2018
Million Baht % Million Baht %
Million Baht %

Company’s separate financial

statements

1 - O&M SUPER 374.46 78.81 368.10 70.96 339.06 70.22
14.58 3.07 51.99 10.02 40.00 8.28
2 - Consultant for project and product SUPER
86.10 18.12 98.65 19.02 103.79 21.50
sales

3 - Accounting management SUPER

Consolidated financial statements

1 Revenue from renewable energy

business

- Domestic solar energy Subsidiary 4,602.85 68.11 5,275.72 68.31 5,376.25 91.87
1,013.33 15.00 398.59 5.16 - -
- International solar energy Subsidiary 8.30 406.76 5.27
560.75 2.46 44.35 0.57 209.09 3.57
- Waste energy Subsidiary 166.48 - -

2 Revenue from water for consumption Subsidiary

business

3 Revenue from information technology Subsidiary 83.88 1.24 86.33 1.12 133.92 2.29

business

4 Financial income Subsidiary 176.37 2.61 77.60 1.00 --
76.72 1.14 91.73 1.19 84.10 1.44
5 Share of profits from investments in SUPER,

associated companies Subsidiary

6 Other revenues 77.36 1.14 52.75 0.68 48.59 0.83
- - 1,289.92 16.70 - -
7 Profit from disposal of assets to the Fund Subsidiary 7,723.75 100.00
6,757.74 100.00 5,851.95 100.00

The Group's operating results were satisfactory of income, it could generate income consistently every
and meets the planned operational goals. In 2020, the year.
main revenues still derived from the renewable power plant
business. Additional revenues were recognized from the The Company recognized the total main
following projects in 2020, including solar power plants in revenues from operations in the amount of 6,514.61 million
Vietnam and RDF solid waste-based thermal power plants Baht, increased by 269.03 million Baht from the year 2019
in Phichit Province together with investment projects in the or accounting for 4.31%, which was in accordance with the
water for consumption production and distribution action plan set by the Company. The main income is
business. In 2020, there were a total of 7 investment divided into 5 business groups, namely, 1) Revenue from
projects which 4 of them were completed in terms of domestic solar power plants amounting to 4,602.85 million
construction and water distribution. In addition, there were Baht from 100 projects with a capacity of 563.60
revenues derived from the business of information and megawatts, 2) Revenue from solar power plants in Vietnam
communication technology. Although it was a small amount amounting to 1,013.33 million Baht from the same 5
projects in 2019, which at that time the revenues of only 4

projects were recognized in the second half of the year This shows the proportion of revenue changes in
with a capacity of 186.32 megawatts and the revenues of 1 each business type. The solar power plant business is still
project were recognized in 2020 together with additional the main business generating revenues for the Company.
investments in 4 new projects with a total capacity of 650 Although the proportion of revenues from this business in
megawatts, 3) Revenue from waste-based thermal power the country decreased due to the transfer of rights to the
plant business amounting to 560.75 million Baht from 2 Fund, the business expansion in Vietnam resulted in higher
projects with a capacity of 18 megawatts, 4) Revenue from revenues from solar power plants in Vietnam. When it was
the production and distribution of water for consumption compared to the previous year, it showed the growth of
business amounting to 166.48 million Baht from the water 154.23% and would continue growing in 2021 due to the
distribution project in the area of Chaimongkol Sub-district full-year revenue recognition of Loc Ninh 1,2, 3 Power Plant
Administrative Organization, Amata Water Project, 4 water Project.
production and distribution projects in Phuket, and Samnak
Bok Project in Chonburi, 5) Revenue from information and Meanwhile, the Company recorded the average
communication technology business amounting to 83.88 costs of sales and services of 40-50%. Most of them are in
million Baht. Revenues from renewable energy business the renewable energy power plant business, such as solar
accounted for 91.41% of the total main revenues from the energy, which is regarded as the business generating the
business operations. In addition to the operating income, main revenue for the Company Group, consisting of
he Company also earned other revenues from financial approximately 75% of depreciation, 8% of operating and
income, which were the revenue from interest income from maintenance expenses, and 1.5% of premium. It can be
which its subsidiaries lend to other unrelated companies seen that most of the costs are not in the monetary form for
for investment and development of a waste-based power payment. Consequently, EBITDA in this type of business is
plant project, the interest income from loans on projects high up to 8% to 85% compared to the total operating
under construction and development amounting to 176.37 income. The Company therefore has sufficient cash flow to
million Baht, the revenue from share of profits from make debt repayment to financial institutions and
investments in Super Energy Power Plant Infrastructure sufficiently set aside some reserve for new investments. In
Fund, where the Company has transferred the rights to the meantime, overall expenses are still considered to be
revenue from the distribution of electricity units of solar at the same level as last year, slightly increased in
power plants, totaling 118 megawatts, on August 14, 2019. investment costs for new projects under development. As a
SUPER invested in such investment units by at the rate of result, the Company recognized operating net profit in
20% with a share of profits from investment of 76.72 million 2020 in the amount of 1,527.79 million Baht, accounting for
Baht. 23.45% of the total revenue. Compared to the year 2019,
Figure 1 Revenue Classified by Type of Business for Past 3 which the impact of investments in the infrastructure fund
Years was eliminated in the amount of 1,289.92 million Baht
(earnings before tax effects), it was found that the net profit
Sale and Service revenue (MB) increased by 443.30 million Baht, representing 40.88%,
compared to the year 2019. Such increasing profits
7,000.00 6,245.58 6,514.61 derived from additional commercially operated power plant
6,000.00 projects. However, as the Company continues investing in
5,000.00 5,275.72 new projects together with a number of projects under
4,000.00 4,602.85 construction and projects that are in the process of
3,000.00
2,000.00 1,013.33
1,000.00 398.59 406.75660.75 44.13656.48 86.3833.8833.8387.32

-

2018 2019


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