Schedule of Shareholders' meeting

Subject                                  : Schedule of Extra-General Meeting of 
Shareholders
Date of Board resolution                 : 17-Sep-2025
Shareholder's meeting date               : 06-Nov-2025
Beginning time of meeting (hh:mm)        : 14 : 00
Record date for the right to attend the  : 02-Oct-2025
meeting
Ex-meeting date                          : 01-Oct-2025
Significant agenda item                  :
  - Connected transaction
Venue of the meeting                     : Electronic Meetings

Agenda Item                              : 1
Agenda Detail                            : Approval of the Connected 
Transactions and Disposal of Assets Related to the Rinascente Department Store
Business
Type                                     : To Consider and approve
Board's Resolution                       : The Board of Directors' Meeting No. 
6/2025 held on 17 September 2025 (without attendance of the directors having
interests) had considered and viewed that entry into the Transaction was
appropriate, reasonable and beneficial to the best interests of the Company and
its shareholders, and the benefits the Company will receive is appropriate and
reasonable (as detailed in Item 8).
For the reasons stated in item 8, the Board of Directors has resolved to approve
the entering into of the said Transaction and the submission of the matter to
the Extraordinary General Meeting of Shareholders No. 1/2025 for further
consideration and approval. It is noted that (1) Mr. Sudhitham Chirathivat, (2)
Mr. Suthilaksh Chirathivat, (3) Mr. Prin Chirathivat, (4) Mr. Tos Chirathivat,
and (5) Ms. Sukulaya Uahwatanasakul, who are directors of HCDS, did not
participate in the consideration and voting during the agenda.

Agenda Item                              : 2
Agenda Detail                            : To consider other agenda (If Any)
Type                                     : To Consider and approve
Board's Resolution                       : -

______________________________________________________________________
Connected transaction

According to the proposal from HCDS, the Company will enter into the following 
Transactions:
(1) The Company will dispose its Rinascente Department Store Business in Italy 
to HCDS by selling all 100 percent of the issued and paid-up shares of CRC
Holland B.V., a subsidiary of the Company which holds all shares of the group of
companies operating the Rinascente department store business in Italy
("Rinascente Department Store Business"), from the Company. The acquisition
value is EUR 250 million (or approximately THB 9,384 million ); and
(2) The Company will transfer the shareholder loan from Central Retail 
Investment Limited, a subsidiary of the Company, which was granted to CRC
Rinascente S.p.A., a subsidiary of CRC Holland B.V., to HCDS, and to receive
repayment of such shareholder loan from HCDS , the aggregate amount comprising
of both principal and accrued interest to be received by the Company will depend
on the outstanding principal and accrued interest as of the date of the share
transfer of CRC Holland B.V., which will take place after the Company has
obtained approval for the Transaction from the Company's shareholders meeting.
(As of June 30, 2025, the outstanding principal and accrued interest amounted to
approximately EUR 141 million, or approximately THB 5,297 million) The
repayment of the shareholder loan by HCDS to Central Retail Investment Limited
and the transfer of shares in CRC Holland B.V. to HCDS will occur concurrently.
((1)-(2) collectively, the "Transaction")
In this regard, the Company has entered into a Share Purchase Agreement with 
HCDS, which stipulates that the Transaction shall be executed only upon the
satisfaction of the condition precedent, which is the shareholders' meeting of
the Company shall have resolved to approve the Transaction in accordance with
applicable regulations.
______________________________________________________________________
Acquisition or disposition of assets

According to the proposal from HCDS, the Company will enter into the following 
Transactions:
(1)	The Company will dispose its Rinascente Department Store Business in Italy 
to HCDS by selling all 100 percent of the issued and paid-up shares of CRC
Holland B.V., a subsidiary of the Company which holds all shares of the group of
companies operating the Rinascente department store business in Italy
("Rinascente Department Store Business"), from the Company. The acquisition
value is EUR 250 million (or approximately THB 9,384 million ); and
(2)	The Company will transfer the shareholder loan from Central Retail 
Investment Limited, a subsidiary of the Company, which was granted to CRC
Rinascente S.p.A., a subsidiary of CRC Holland B.V., to HCDS, and to receive
repayment of such shareholder loan from HCDS , the aggregate amount comprising
of both principal and accrued interest to be received by the Company will depend
on the outstanding principal and accrued interest as of the date of the share
transfer of CRC Holland B.V., which will take place after the Company has
obtained approval for the Transaction from the Company's shareholders meeting.
(As of June 30, 2025, the outstanding principal and accrued interest amounted to
approximately EUR 141 million, or approximately THB 5,297 million) The
repayment of the shareholder loan by HCDS to Central Retail Investment Limited
and the transfer of shares in CRC Holland B.V. to HCDS will occur concurrently.
((1) - (2) collectively, the "Transaction")
In this regard, the Company has entered into a Share Purchase Agreement with 
HCDS, which stipulates that the Transaction shall be executed only upon the
satisfaction of the condition precedent, which is the shareholders' meeting of
the Company shall have resolved to approve the Transaction in accordance with
applicable regulations.
______________________________________________________________________
More detail (New)                        :
The Company plans to allocate the net cash proceeds from the disposal of the 
Rinascente Department Store Business, after tax, of approximately THB 7,700
million, to be distributed as dividends to the shareholders of the Company,
equivalent to approximately THB 1.28 per share. This will deliver value creation
and returns to shareholders. The Company plans to propose to the Board of
Directors and/or the shareholders' meeting (as the case may be) to consider and
approve the payment of such dividends after the Company has received the
proceeds from the asset disposal to consider paying such dividend in two
tranches:
First Tranche: approximately THB 4,200 million, after the Company has received 
the net cash proceeds from the disposal of the Rinascente Department Store
Business; and
Second Tranche: approximately THB 3,500 million, together with the annual 
dividend from the Company's operating results for the year 2025, in the second
quarter of 2026.
The specified amount may be subject to change depending on the actual net 
proceeds received by the Company from the Transaction, after taxes. The Company
will seek approval from the Board of Directors and/or shareholders (as the case
may be) for the dividend payment after the Company has received the proceeds
from the asset sale.

______________________________________________________________________

This announcement was prepared and disseminated by listed company or issuer 
through the electronic system which is provided for the purpose of dissemination
of the information and related documents of listed company or issuer to the
Stock Exchange of Thailand only.  The Stock Exchange of Thailand has   no
responsibility for the correctness and completeness of any statements, figures,
reports or opinions contained in this announcement, and has no liability for any
losses and damages in any cases.  In case you have any inquiries or
clarification regarding this announcement, please directly contact listed
company or issuer who made this announcement.

If you would like to see the full details of this information, please click view
 "full details" in attached file.