Annual_Report2560-Eng

Contents 2 Direction 3 Message from the Chairperson 4 Financial Overview 6 EXAT’s Board of Directors 18 Organization Structure and Manpower 20 EXAT’s Executives 26 Executives’ Profile and Remuneration 28 Human Resource Development 29 The Expressway Authority of Thailand’s Practical Ethics 30 The Expressway Authority of Thailand’s Corporate Governance Guidelines 72 Audit Committee Report 74 Report on Performance Analysis 77 Risk Management 78 Internal Control 79 Research & Development of Expressway Service 82 EXAT’s Performance on Corporate Social Responsibility 84 Annual Performance in Year 2017 91 EXAT’s 2017 Operation under the Official Information Act B.E. 2540 (1997) 94 Report of the Board of Directors’ Responsibility for the Financial Report 95 Auditor’s Report and Financial Statements 98 Financial Statements 103 Notes to the Financial Statement 122 Significant Statistics of Expressway Usage 128 Expressway Map 1

Direction Vision Development of the expressway for provision of good and worthwhile services, with convenience, fastness, sustainable safety. Mission (Obligation) 1. To provide expressway development in accordance with required standards and safety. 2. To provide innovative and valuable services. 3. To manage its assets efficiently in order to enhance expressway operation potentiality and social benefits. 4. To develop management and investment system in order to add organizational values. Strategy Strategy 1 : Extend the network and provide sustainable service. Strategy 2 : Make maximum use of the assets. Strategy 3 : Build sustainability for society, communities and the environment. Strategy 4 : Make EXAT an organization of the future. 2

fMroemssathgee Chairperson oEfxpTrheasislawnady’sACuhthaoirrpiteyrson The core mission of the Expressway Authority of Thailand (EXAT) is to develop the country’s mass transit system along with service efficiency and expressway networks so that they can be connected as a complete network. In addition, EXAT has developed, improved, found faults in the course of operation in order to solve problems and remove obstacles as well as to accelerate the ongoing expressway construction so that they can be complete as scheduled. The goal has been set and management plan prepared in accordance with the government public policy under the vision of “Stability, Prosperity, Sustainability”, to be used as a long term operational guideline. This has resulted in economic drive and an increase in investment, which will be a benefit to the country development and sustainability for the future transportation system. Over the past year, EXAT has implemented the construction of connection point from Sirat- Expressway Bangkok Outer Ring Road to Sirat Expressway in the north (bounding for Chaengwattana), a distance of 360 meters approximately, to facilitate users of Sirat Expressway-Outer Ring Road, enabling them to enter Sirat Expressway bounding for Chaengwattana Road without leaving the expressway, which will help reduce the traffic congestion in such area. It is expected that the construction will be complete and open for service in August, 2018. Furthermore, EXAT has also used Highway Sound Barrier innovation made of vinyl containing rubber because it is light, inexpensive, and with efficiency for soundproofing. This is to promote the using of local materials in accordance with the government policy. In addition, cable inspection robot for Rama IX Bridge has been used for maintenance and inspection of transport infrastructure. The robot is developed to replace human workers in risky tasks for safety to operating staff and more accuracy of cable inspection. It can reduce working time and lessen damage that may occur to the cable, comparing with other methods. As a result, the inspection system can be managed efficiently. In addition to the core mission of construction and connecting the expressways in several routes, EXAT continues with activities and projects for benefits to the society, ranging from building a good relationship with the communities along the expressways, promoting the quality of life and increasing educational opportunities for the youth that will be crucial force for the country development, e.g. the activity of share a smile to expressway side, the activity of expressway for the youth, Magic Box & Expressway Loves the Earth Project, providing expressway areas for building of public parks, sports ground, and shortcut roads, etc. The capabilities in the provision of safety service for expressway users has also been increased in the area of rescue operation, traffic management, as well as providing of information and notification services by EXAT Call Center, telephone number 1543, 24 hours a day. This includes the providing of Smart Interactive Map Plus: SIMAP+ and Schematic Map through EXAT website, www.exat.co.th. On the auspicious occasion of entering its 45th year, EXAT’s staff members and employees are determined to perform their duties as assigned in order to develop the expressway networks and provide service with greater efficiency for maximum benefits to the expressway users, the general public and the nation, with good, worthwhile, convenient, fast, safe and sustainable service. General (Viwat Suchart) 3 Chairperson

Financial Overview Unit : Million Baht 2017 2016 Increase (Decrease) Item Amount Percentage Performance (for the years ended 30 September) Total revenue 17,555.49 16,406.41 1,149.08 7.00 8,015.76 7,481.69 534.07 7.14 Total expense 9,539.73 8,924.72 615.01 6.89 Comprehensive income Financial Status (as of 30 September) Total assets 199,331.02 198,898.52 432.50 0.22 79,361.50 84,483.73 (5,122.23) (6.06) Total liabilities 119,969.52 114,414.79 5,554.73 4.85 Equity Financial Ratio Current ratio Times 0.85 0.36 0.49 136.11 0.40 0.42 (0.02) (4.76) Total Liabilities/Total Assets ratio Times 0.66 0.74 (0.08) (10.81) 11.00 8.82 2.18 24.72 Debt/Equity ratio Times 0.69 0.67 0.02 2.99 0.08 0.07 0.01 14.29 Interest coverage Times 0.07 0.07 - 51.29 56.39 (5.10) - Debt service coverage Times 66.44 63.08 3.36 (9.04) 4.79 4.70 0.09 5.33 Fixed asset turnover Times 8.14 7.89 0.25 1.91 11,015.55 11,052.83 (37.28) 3.17 Total asset turnover Times (0.34) Operating return % Return from net profit % Return from total assets % Net return on equity % Earnings Before Interest, Milion Baht Depreciation, and Amortization (EBIDA) Source : Accounting Division, Treasury and Accounting Department as of September 30, 2017 4

Financial Status Unit : Million Baht 2015 2016 2017 Current assets 7,654.27 5,053.27 7,519.07 Increase (Decrease) % (25.41) (33.98) 48.80 Fixed assets Increase (Decrease) % 170,578.54 192,338.52 191,339.56 Other assets 0.35 12.76 (0.52) Increase (Decrease) % 472.39 Total assets 2,463.20 1,506.73 (68.65) Increase (Decrease) % (32.90) (38.83) Total liabilities 199,331.02 Increase (Decrease) % 180,696.01 198,898.52 0.22 Total equity (1.75) 10.07 Increase (Decrease) % 79,361.50 Total liabilities & equity 68,903.34 84,483.73 (6.06) Increase (Decrease) % (10.83) 22.61 119,969.52 111,792.67 114,414.79 4.85 4.83 2.35 199,331.02 180,696.01 198,898.52 0.22 (1.75) 10.07 Financial Performance Unit : Million Baht 2015 2016 2017 Total revenue 16,059.90 16,406.41 17,555.49 Increase (Decrease) % 4.51 2.16 7.00 Total expense Increase (Decrease) % 7,679.22 7,481.69 8,015.76 Comprehensive income (1.69) (2.57) 7.14 Increase (Decrease) % 8,380.68 8,924.72 9,539.73 Financial Ratio 10.92 6.49 6.89 2015 2016 Unit : Million Baht 2017 Current assets to 0.56 0.36 0.85 current liabilities ratio (Times) Total liabilities to 0.38 0.42 0.40 total assets ratio (Times) Total liabilities to 0.62 0.74 0.66 equity ratio (Times) Return on net profit to 4.60 4.70 4.79 total assets (Average) % Return on net profit to 7.67 7.89 8.14 equity (Average) % Source : Accounting Division, Treasury and Accounting Department as of September 30, 2017 5

BEXoAarTd’sof Directors General Viwat Suchart Education Chairperson Bachelor’s Degree Date of Birth • Chulachomklao Royal Military Academy • Duntroon, Royal Military College, Australia September 9, 1956 • Bachelor of Engineering (Mechanical Engineering), Second Class Honors, University of New South Wales, Australia Position Master’s Degree Retired Government Official • Master of Engineering (Mechanical Engineering), University of New South Wales, Australia Degree • Degree of National Defence College, The State, Private Sector and Political Sectors Course, Class 5, National Defence College Diploma • Officer Basic Course, Class 54 • Officer Advance Course, Class 27 • Command and General Staff Officers Course, Class 67, Royal Thai Army Command and General Staff College • Army War College Course, Class 46 • Development of Logistics Management Relations and Defence Industry Course, Class 2 • Integrated Logistics Support (ILS) Course for Commander Work Records • Engineer Department Officer • Commander, Engineer Field Maintenance Company • Section Chief, Directorate of Logistics • Instructor, Academic Course Chief, RTA Logistics School • Director, Directorate of Logistics • Deputy Commander, RTA Logistics School • Deputy Director, Directorate of Logistics • Chief of RTA Post Engineer • Deputy Chief of Staff, RTA • Senior Expert, RTA 6

Mr. Lavaron Sangsanit Education Member Representing Bachelor’s Degree Ministry of Finance • Bachelor of Economics, Chulalongkorn University Date of Birth Master’s Degree March 27, 1967 • M.S. (Economic Policy and Planning) Northeastern University, U.S.A. Position Degree • Degree of National Defence College, Class 58, National Defence College Inspector-General, Ministry of Finance Diploma • Director Certification Program (DCP) Course, Class 205, Year 2015, Thai Institute of Directors (IOD) Work Records • Senior Specialist on Taxation System Development, Fiscal Policy Office • Director, Bureau of Financial Protection Policy, Fiscal Policy Office • Director, Bureau of Financial Policy and Financial Institutions, Fiscal Policy Office • Deputy Director, Fiscal Policy Office • Advisor on Monetary Economy, Fiscal Policy Office • Inspector-General, Ministry of Finance 7

Mr. Chusak Gaywee Education Member Representing Bachelor’s Degree Ministry of Transport • Bachelor of Engineering (Civil Engineering), Chiang Mai University Date of Birth Master’s Degree August 8, 1958 • Master of Engineering (M. Eng.) in Structural Engineering and Construction, Asian Institute of Technology (AIT) Position Degree Inspector-General, • Degree of National Defence College, National Defence College, Ministry of Transport National Defence Studies Institute Diploma • Certificate of Transportation Planning, University of Westminster, London and University of Birmingham, England • Corporate Governance Program for Directors and Top Executives of State Enterprises and Public Organizations, Class 13, Public Director Institute (PDI) Work Records • Civil Engineer 7 (Plan and Development Specialist) Planning Division, Department of Highways • Civil Engineer 8, Bureau of Planning, Department of Highways • Experts in Civil Engineering (Planning) • Professional Engineer 9 (Civil Engineering), Bureau of Planning, (Director of Functional Planning Sub-Division), Department of Highways • Director, Bureau of Planning, Department of Highways • Deputy Director General for Engineering, Department of Highways • Deputy Permanent Secretary, Ministry of Transport (Head of Transport Infrastructure Development Cluster), Ministry of Transport • Director General, Department of Highways 8

Mr. Somsak Chotrattanasiri Education Member Representing Bureau of the Budget Bachelor’s Degree Date of Birth • Bachelor of Arts (Political Science), Kasetsart University September 13, 1957 Master’s Degree • Master of Public Administration (Public Administration), Position National Institute of Development Administration Director General, Degree Bureau of the Budget • Degree of National Defence College, National Defence College Diploma • Director Certification Program (DCP), Class 113, Thai Institute of Directors Association (IOD) • Audit Committee Program (ACP), Class 33, Thai Institute of Directors Association (IOD) Work Records • Budget Analyst 8 • Expert on Budget Strategy (Budget Analyst 9) • Director, Economic Sector Budget Preparation Office 4 • Director, Social Sector Budget Preparation Office 1 • Senior Advisor, Bureau of the Budget • Deputy Director General, Bureau of the Budget 9

Mr. Montri Bunphanich Education Member Representing Bachelor’s Degree the Office of the National • Cooperatives Economics, Kasetsart University Economic and Social Development Board Master’s Degree Date of Birth • Planning Studies, University of Queensland, Australia October 6, 1957 Diploma • Advanced Course on Administration of Justice, Ministry of Justice, Position Class 12, 2006-2007 • Senior Management Course, Office of the Civil Service Commission, Deputy Secretary General National Class 68, 2010 Economic and Social Development • Degree of National Defence College, Class 54, Board National Defence College, 2011-2012 • Public Law Management Course, Office of the Council of State, Class 5, 2016 • Director Certification Program (DCP) Course, Class 240, Year 2017, Thai Institute of Directors (IOD) Work Records • Director, Northeastern Region Economic and Social Development Office, Office of the National Economics and Social Development Board • Director, Agriculture, Natural Resource and Environment Planning Office, Office of the National Economics and Social Development Board • Senior Advisor in Policy and Plan (Plan and Policy Analyst, Advisory Level), Office of the National Economics and Social Development Board 10

Education Bachelor’s Degree • Bachelor of Public Administration, Royal Thai Police Cadet Academy Master’s Degree • Master of Social Sciences (Criminology and Criminal Justice Administration), Mahidol University Doctoral Degree • Doctor of Philosophy (Public Administration), Eastern Asia University Pol. Maj. Gen. Surachet Hakpan Work Records Member Representing Royal Thai Police Headquarters • Deputy Inspector, Royal Thai Police Cadet Academy • Deputy Inspector for Investigation, Nongkhaem Metropolitan Police Station Date of Birth • Deputy Inspector for Investigation, Muang Samut Sakhon Police Station • Assistant Aide (Level 1) to Commissioner of Provincial Police Region 3 October 29, 1970 • Assistant Aide (Level 1) to Commissioner of Provincial Police Region 7 • Deputy Inspector, Work Group 5, Investigation Sub-Division, Position Provincial Police Region 7 • Inspector (serving as legal Officer for punitive discipline consideration) Acting Deputy Commissioner, Disciplinary Division Tourist Police Division • Inspector, Highway Police Station 4, Sub-Division 5, Highway Police Division • Inspector, Highway Police Station 2, Sub-Division 3, Highway Police Division • Assistant Aide (Level 3) to Chief of Royal Court Security Police (Level 10) • Assistant Aide (Level 3) Office of the Commissioner General, Royal Thai Police • Superintendent, Office of the Commissioner General, Royal Thai Police • Superintendent 3, Anti-Human Trafficking Division • Superintendent, General Staff Sub-Division 10, General Staff Division, Central Investigation Bureau • Superintendent, Hat Yai Police Station • Deputy Commander of Songkhla Province Police • Deputy Commander for Patrol and Special Operation • Commander, Office of the Commissioner General, Royal Thai Police (serving as policy liaison with the Prime Minister) • Commander of the Tourist Police Division • Commander of the Patrol and Special Operations Division 11

Education Bachelor’s Degree • Bachelor of Science, Royal Thai Air Force (RTAF) Academy Degree • Degree of National Defence College, Class 50 Diploma • Infantry Officer Basic Course, Class 58 • Infantry Officer Advance Course, Class 43 • Air Command and Staff College, Class 33 • Air War College, Class 32 Air Chief Marshal Yutthana Sukumolchan Work Records Qualified Member • Rifle Platoon Leader, RTAF Security Forces Battalion, Wing 41, Date of Birth Chiang Mai • Commander, RTAF Security Forces Battalion, Wing 41, Chiang Mai September 23, 1954 • Commanding Officer, RTAF Security Forces Regiment, King’s Guard • Chief of Staff, RTAF Security Forces Command Position • Deputy Commander, RTAF Security Forces Command • Commander, RTAF Security Forces Command Retired Government Official • Senior Air Force Expert 12

Mr. Jessada Phromjad Education Qualified Member Bachelor’s Degree Date of Birth • Bachelor of Accounting, Thammasat University August 7, 1961 Master’s Degree • Master of Accounting, Thammasat University Position Diploma Advisor and Company Director • Corporate Governance for Director and Senior Executive of State Enterprises and Public Organization, Class 14, King Prajadhipok’s Institute • Ethical Leadership Program (ELP), Class 5/2559, Thai Institute of Directors (IOD) • Public Administration and Public Law, Class 12, King Prajadhipok’s Institute • Advance Course on Strategic Management of Anti-Corruption, Class 1, Anti-Corruption Institute • TCLA Executive Development Program (EDP), Class 9, Thai Listed Companies Association • Company Secretary Program (CSP), Class 7/2004, Thai Institute of Directors (IOD) • Director Certification Program (DCP), Class 45/2004, Thai Institute of Directors (IOD) • Telecommunication Management, Faculty of Engineering, Chulalongkorn University Work Records • Director and Audit Committee Member, Government Savings Bank • Director and Audit Committee Member, IRPC Public Company Limited • Director, Chu Kai Public Company Limited • Independent Director and Audit Committee Member, Nation Broadcasting Corporation Public Company Limited • Regulatory Committee, Joint Venture Agreement on Color Television Business, between MCOT Public Company Limited and Bangkok Entertainment Company Limited • Regulatory Committee, Agreement on Utilization of Shopping Center at Phaholyothin Triangle between State Railway of Thailand and Central Inter Patthana Co., Ltd. • Audit Committee Member, Chulabhorn Royal Academy, Chulabhorn Hospital • Management Committee, Construction of Extension, Chulabhorn Hospital and Chulabhorn Medical Institute • Director and Chief Executive Officer (CEO), Chu Kai Public Company Limited • Deputy Chairman, Seed MCOT Co., Ltd. • Executive Vice President, Chief Financial Officer (CFO), MCOT Public Company Limited • Director, True Visions Public Company Limited • Chief Financial Officer (CFO), MCOT Public Company Limited • Vice President, Piyavate Hospital • Director, D-Land Development Co., Ltd. • Independent Director and Audit Committee Member, Chu Kai Public Company Limited 13

Mr. Pakorn Aphaphan Education Qualified Member Bachelor’s Degree Date of Birth • Bachelor of Engineering (Mechanical Engineering), King Mongkut’s Institute of Technology Ladkrabang November 18, 1968 Master’s Degree Position • M.Sc. (Engineering)-Civil Engineering, Purdue University, USA. President and Chairman of the Audit Doctoral Degree Committee, Single Point Parts • Ph.D.-Civil Engineering, Purdue University, USA. (Thailand) Public Company Limited Diploma • Political Leadership in the New Era, Class 3, King Prajadhipok’s Institute • Director Accreditation Program (DAP), Class 72, 2008, Thai Institute of Directors (IOD) • Audit Committee Program (ACP), Class 34, 2011, Thai Institute of Directors (IOD) • Advanced Certificate Course, Promotion of a Peaceful Society, Class 4 (4Sor4), King Prajadhipok’s Institute • Executive Energy Program, Class 1, The Institute of Industrial Energy, The Federation of Thai Industries • Advanced Certificate Course, Politics and Governance in Democratic Systems for Executives, Class 20, King Prajadhipok’s Institute Work Records • Chief of Research and Development Group, Geo-Informatics and Space Technology Development Agency (Public Organization) • Guest Lecturer, Graduate School/Faculty of Engineering, Kasetsart University • Guest Lecturer, Faculty of Social Sciences, Chiang Mai University • Guest Lecturer, Faculty of Civil Engineering, Rangsit University • Specialist, National Disaster Warning Center • Executive Director, Software Industry Promotion Agency (Public Organization) • Director, Data Mining Co., Ltd. • Director and Audit Committee Member, Eastern Commercial Leasing PCL • Director and Audit Committee Member, Dhanarak Asset Development Co., Ltd. 14

Mrs. Phongsaward Guyaroonsuith Education Qualified Member Bachelor’s Degree Date of Birth • Bachelor of Laws, Thammasat University January 25, 1967 Work Records Position • Director, Communication Law Section, responsible for the task of the Ministry of Transport and the Ministry of Information Permanent Law Councilor and Communication Technology • Director, Political and Public Governance Law Section, responsible for the task of constitution, organic laws, security laws, and local administration organization laws • Director, Administrative Law Division, responsible for legal task, administrative procedure, law on liability for wrongful act of officials, and official information laws 15

• Managing Asia-Pacific Mega-Cities: Policies to Promote Sustainable Urban, National Institute of Development Administration • Policy Formulation, Strategic Planning and Implementation Course, Office of the Commission for the Management of Road Traffic • Environment and Public Transport Management Program, Kingdom of Sweden • Financial Executive Program for State Enterprise Sector, State Enterprise Policy Office • Course on How to Efficiently Apply SIX SIGMA Approach to Organizational Administration, Krung Thai Bank Public Company Limited MMer.mNbearroanngd SGecieredtdareych • Structural and Risk Management in Fundraising Course, Faculty of Commerce and Accountancy, Chulalongkorn University Date of Birth • Principles and Concepts of Public Private Partnerships (PPPs) Course, Public Debt Management Office, Ministry of Finance January 12, 1959 • Fiscal Risk Management Course, Fiscal Policy Office Position • CFO State Enterprise Forum on Roles of State Enterprise’s Financial Executive, CFO’s Roles under the Wind of Governor, the Expressway Authority of Thailand Change and Silent Threat after Economic Crisis, State Enterprise Policy Office Education • TLCA Annual Risk Management Conference 2010, Bachelor’s Degree • Bachelor of Economics, Thammasat University State Enterprise Policy Office Master’s Degree • Course on Integrated Management System for Operational • Master of Arts, Chulalongkorn University Excellence, State Enterprise Policy Office • Master of Engineering (Civil Engineering), • Course on Global Environment and Investment Innovation Asian Institute of Technology (A.I.T.) for the Future, MFC Asset Management Company Limited Diploma • Advanced Certificate Course in Public Economics Work Records Management for Executives, Class 8, • Economist 4, Economic and Financial Analysis Section, King Prajadhipok’s Institute Technical Affairs and Planning Division, Technical Affairs • Advance Human Resource Management Program, Department, the Expressway Authority of Thailand Thammasat University • Economist 5, Economic and Financial Analysis Section, • Executive Finance Management Program (EFM), Technical Affairs and Planning Division, Technical Affairs Economics and Finance Academy, Class 4 Department, the Expressway Authority of Thailand • Thailand Insurance Leadership (TIL) Program, • Economist 6, Economic and Financial Analysis Section, Class 3, Office of Insurance Commission Technical Affairs and Planning Division, Technical Affairs • Principles and Procedures for Effective Adaptation Department, the Expressway Authority of Thailand to Business Program (Malaysia, Singapore and Japan), • Head of Economic and Financial Analysis Section, Policy National Institute of Development Administration and Project Planning Division, Office of the Governor, • Micro MBA Program, EXAT and Thammasat University the Expressway Authority of Thailand • Urban Transport Planning and Design Course, • Director of Technical Affairs and Planning Division, Singapore Project Planning and Working System Department, • Urban Transport Policy and Planning Course, the Expressway Authority of Thailand Office of the Commission for the Management • Director of Treasury and Accounting Department, of Road Traffic the Expressway Authority of Thailand • Deputy Governor for Administration, the Expressway Authority of Thailand 16

The Expressway Authority of mThaanilaagnedm’semntaiins otobjeacllteivveiaotef traffic congestion problem in RtheegiBonanignkookrdeMrettoropreodliutacne national economic loss and fpi enrafnorcmi a litss tbaubsiilni teyssa fnodr sustainable growth. Efficient mcoarpnoargaetemegonvt erannadncgeoaorde considered crucial to achieve such objective. 17

Organization Structure and Manpower EXAT’s Board of Directors Committee Groups as appointed Governor by EXAT’s Board of Directors Advisor to Governor Office of Governor CGoennfeerraelnAcfefaDirisvisainodn PublDicivRiseiolantions Information Division MDaervkeBelotuipnsmigneeDsnisvt iasinodn • General Service Section • Public Relations Section • Expressway Information Service Section • Business Development Section • Conference Coordination Section • Mass Relations Section • Library and Reference Section • Marketing Section • Conference Document Section • Public Relations Media Section • Information Analysis and Dissemination • Customer Relationship Section • Corporate Social Section • Market Research Section Responsibility Section • Information System Development Section fDoer pAudtmy iGniosvtreartnioonr DeTpeucthynGicoavl eArfnfaoirrsfor LaDwep&utLyanGdovAecrqnouirsfitoior n GeneDrael pAadrmtmineisnttration AccouTnrteinagsuDryeapnadrtment Policy and Planning Information Land Acquisition Department Technology Department Department Personnel Division LandDAivcisqiuoinsition Finance Division Planning and Computer - Recruitment Section ProjeDcivt isAinoanlysis SyAstpepmlicDaitvioisnion - Survey Section - Registration Section - Finance Section - Appraisal Section - General Welfare Section - Loan Section - Planning Section - Computer Application - Verification Section - Fringe Benefit Section - Disbursement Audit Section 1 - Engineering Analysis Section Section 1 - Property Acquisition Section - Employee Relationship - Disbursement Audit Section 2 - Environmental Analysis - Appeal and Grievance Section - Computer Application - Land Acquisition Data Section Accounting Section Section 2 - Occupational Safety and Division - Economic and Financial Management Service Section - Database Development Healthy Environment - Consolidate Accounting Section Analysis Section Section Property Development Section - Cost Accounting Section and Right of Way Evaluation Division OperCatoiomnpsuDteivrision Personnel and Maintenance Division 1 WDoerkvienlgopSmysetnetm Budget Division - Evaluation Section - Computer Control - Operating Budget Analysis - Statistics Section and Maintenance Section - Property Planning Section 1 Division Section - Property Management Section 1 - Computer Network Section - Revenue Collection Section 1 - Personnel Development - Right of Way Maintenance Section 1 Section - Capital Budget Analysis Section - Right of Way Maintenance Section 2 - Budget Monitoring - Right of Way Maintenance Section 3 - Working System and Evaluation Section Development Section SupDpilvyisSioenrvice Revenue Audit Division Property Development and Right of Way - Procurement Section - Revenue Audit Section 1 - Supply Section - Revenue Audit Section 2 Maintenance Division 2 - Revenue Audit Section 3 - Property Planning Section 2 CorporVaatelueGoMvaenrnaagnecmeeannt dDiOvirsgiaonnization - Property Management Section 2 - Revenue Collection Section 2 - Corporate Governance Section - Right of Way Maintenance Section 4 - Organization Value Management Section - Right of Way Maintenance Section 5 - Right of Way Maintenance Section 6 Total number of regular and temporary employees Governor 1 1 ETmyppleoyoefe Number of Employee (Person) Deputy Governor 5 Advisor to Governor Year 2017 Year 2016 Year 2015 Year 2014 Assistant Governor 1 Expert 3 REmegpulolayree Department Level 12 Departments Assistant Department Director 3 Temporary 4,787 4,827 4,701 4,623 Division Level 39 Divisions Section Level 152 Sections Employee 613 556 624 608 18

Audit Committee Assistant Governor EngEinxepererisnsgwRayesSeyasrctehmand Internal Audit Office Development Division Expert (Administration) Risk Management and Internal Audit Division 1 Internal Audit Division 2 Expert (Engineering) - Transport System Research Internal Control Division - Internal Audit Section 1 - Internal Audit Section 4 and Development Section - Risk Management - Internal Audit Section 2 - Internal Audit Section 5 Expert (Law) Development Section - Internal Audit Section 3 - Internal Audit Section 6 - Testing, Quality Control, - Risk Management Evaluation Section Standard Development Section - Core System Internal Control Section - Support System Internal Control Section - Research and Development Administration Section ConsDtruecptuiotynGaonvdeMrnaoirntfeonr ance DefoprutOypGeoravteiornnor Legal Department Expressway Maintenance Traffic Control Toll Collection Construction Department Department Department Department Litigation Division EExnpgrineessewrinagy AssistaDnitreDcetpoar rtment AssistaDnitreDcetpoar rtment AssistaDnitreDcetpoar rtment Division 1 - Administration Litigation Expressway Traffic Management Toll Collection Operation Section - Expressway Engineering Maintenance Division Division Division 1 Planning Division Section 1 - Civil Litigation Section - Expressway Maintenance - Traffic Management - Din Daeng Toll - Toll Collection Planning - Arbitration Section - Expressway Engineering Planning Section Section 1 Collection Section Section Section 2 LeDgaivlisAifofnairs - Expressway Inspection - Traffic Management - Bang Na Toll - Safety and Traffic - Expressway Engineering and Maintenance Section 1 Section 2 Collection Section Planning Section - Contract Section Section 3 - Disciplinary Section - Expressway Inspection - Traffic Management - Dao Khanong Toll - Legal Affairs Section - Administration Section 1 and Maintenance Section 2 Section 3 Collection Section - Sukhumvit 62 Toll Collection Section EExnpgrineessewrinagy - Suksawat Toll Collection Section Division 2 - Bridge Maintenance Section ReCsocmuemuanndicaTtriaofnfic - Ram Inthra Toll Collection Section Division - Pracha Uthit Toll Collection Section Manpower - Expressway Engineering Building and General - At Narong Toll Collection Section Section 4 PropertDyivMisaiionntenance - Rescue Section 1 Classified by Level (Person) - Rescue Section 2 ToDll iCviosilolenct2ion Top Executive (Governor Level 12) 1 - Expressway Engineering - Building Maintenance Section 1 - Rescue Section 3 Executives (Level 11) 5 Section 5 - Building Maintenance Section 2 - Traffic Communication - Pracha Chuen Toll Collection Section Executives (Level 10) 1 - General Property Maintenance - Ratchadaphisek Toll Collection Section Executives (Level 9) 13 - Expressway Engineering Section - Yommarat Toll Collection Section Section 6 and Gardening Section - Hua Lamphong Toll Collection Section Executives (Level 8) 41 - Surawong Toll Collection Section Executives (Level 7) 165 - Administration Section 2 Equipment Maintenance - Sathon Toll Collection Section Division General Executives (Level 4-6) 2,720 Construction - Planning and Equipment Maintenance - Asok Toll Collection Section Executives (Level 1-3) 1,841 Section - Srinagarindra Toll Collection Section Total 4,787 Division - Si Saman Toll Collection Section Temporary Employees 613 - Toll Collection Equipment Section 1 - Bang Pa-in Toll Collection Section Classified by Education (Person) - Engineering Section - Toll Collection Equipment Section 2 Doctoral Degree 1 - Architectural Section Master’s Degree 123 - Construction Section - Traffic Control Equipment Section - Administration Section 3 - Electric Toll Collection Engineering Section and equivalent 847 - E-Business Database Management ToDll iCviosilolenct3ion E-Business Bachelor’s Degree Services Division and equivalent and Development Section Diploma Degree 641 and equivalent Electrical Maintenance - Bang Na Km.6 Toll - Clearing Account Center Vocational Certificate 1,288 Work and Vehicles Division Collection Section Management Section and equivalent - Bang Phli Toll Collection Section High School Certificate 1,710 - Expressway Lighting Maintenance Section - Chon Buri Toll Collection Section - ETC and E-Business Management Section Junior High School Certificate 111 - Building and Toll Plaza Electrical System - Bang Khun Thian Toll - E-Business Customer Communication Section Compulsory Education 65 Collection Section - E-Business Service Development Section Section - Bang Muang Toll Collection Section Total 4,786 - Mechanical and Vehicles Section - Thepharak Toll Collection Section * Regular and temporary employees classified 19 by education except Governor

EXAT’s Executives 20

21 34 1. Mr. Narong Gieddech 3. Mr. Sudthisak Wattanavinid Governor, the Expressway Authority of Thailand Deputy Governor for Law & Land Acquisition 2. Mr. Suchart Chonsakpipat 4. Mr. Wichan Ekarintrakul Deputy Governor for Construction and Maintenance Deputy Governor for Technical Affairs 21

76 5 89 5. Mr. Prasit Dachsiri 8. Mr. Vittayut Palipho Deputy Governor for Administration Expert (Law) 6. Mr. Dumkerng Pankam 9. Mr. Somchai Saengtipbovorn Deputy Governor for Operation Expert (Engineering) 7. Mr. Panya Chaiyanont Assistant Governor 22

14 11 10 12 13 10. Mrs. Benchamas Piyachotisukit 13. Mrs. Supapan Juntavong Director of Office of the Governor 11. Ms. Suwan Lolurlert Director of Treasury and Accounting Department (Oct 1, 2016-May 1, 2017) Director of Internal Audit Office 14. Mr. Sakda Panwai 12. Ms. Pawinee Sirayootyothin Director of Treasury and Accounting Department Director of General Administration Department (May 18-Sep 1, 2017) 23

15 16 17 18 15. Ms. Jariya Thongjunthuck 17. Mr. Phuttigun Kanjanapangka Director of Policy and Planning Department Director of Expressway Construction Department 16. Mr. Chirasak Pamasiri 18. Mr. Sombat Suraprasit Director of Information Technology Department Director of Maintenance Department 24

19 20 21 22 19. Mr. Wichien Anukul 21. Mr. Phuthanit Thepsoomthorn Director of Land Acquisition Department Director of Traffic Control Department 20. Mr. Somporn Somabot 22. Mr. Phongsopon Kururaichaikul Director of Toll Collection Department Director of Legal Department 25

Executive’s Profile and Remuneration Mr. Narong Gieddech - Course on How to Efficiently Apply SIX SIGMA Approach to Organizational Administration, Governor, the Expressway Authority Krung Thai Bank Public Company Limited of Thailand Date of Birth January 12, 1959 - Structural and Risk Management in Fundraising Course, Education Faculty of Commerce and Accountancy, Chulalongkorn Bachelor’s Degree University - Bachelor of Economics, Thammasat University Master’s Degree - Principles and Concepts of Public Private Partnerships - Master of Arts, Chulalongkorn University (PPPs) Course, Public Debt Management Office, - Master of Engineering (Civil Engineering), Ministry of Finance Asian Institute of Technology (A.I.T.) Training - Fiscal Risk Management Course, Fiscal Policy Office - Advanced Certificate Course in Public Economics - CFO State Enterprise Forum on Roles of State Enterprise’s Management for Executives, Class 8, King Prajadhipok’s Institute Financial Executive, CFO’s Roles under the Wind - Advance Human Resource Management Program, of Change and Silent Threat after Economic Crisis, Thammasat University State Enterprise Policy Office - Executive Finance Management Program (EFM), - TLCA Annual Risk Management Conference 2010, Economics and Finance Academy, Class 4 State Enterprise Policy Office - Thailand Insurance Leadership (TIL) Program, - Course on Integrated Management System for Class 3, Office of Insurance Commission Operational Excellence, State Enterprise Policy Office - Principles and Procedures for Effective Adaptation - Course on Global Environment and Investment to Business Program (Malaysia, Singapore and Japan), Innovation for the Future, MFC Asset Management National Institute of Development Administration Company Limited - Micro MBA Program, EXAT and Thammasat University - Urban Transport Planning and Design Course, Work Records Singapore - Urban Transport Policy and Planning Course, Office - Director of Technical Affairs and Planning Division, of the Commission for the Management of Road Project Planning and Working System Department Traffic - Managing Asia-Pacific Mega-Cities: Policies to - Director of Treasury and Accounting Department Promote Sustainable Urban, National Institute of - Deputy Governor for Administration Development Administration - Policy Formulation, Strategic Planning and Mr. Sudthisak Wattanavinid Implementation Course, Office of the Commission for the Management of Road Traffic Deputy Governor for Law & Land Acquisition - Environment and Public Transport Management Date of Birth July 24, 1959 Program, Kingdom of Sweden Education - Financial Executive Program for State Enterprise Sector, State Enterprise Policy Office Bachelor’s Degree - Bachelor of Laws, Ramkhamhaeng University Master’s Degree - Master of Public Administration, Dhurakij Pundit University Work Records - Director of Property Development and Right of Way Maintenance Division 2, Department of Land Acquisition - Director of Legal Department - Acting Deputy Governor for Law & Land Acquisition 26

Mr. Suchart Cholsakpipat Mr. Dumkerng Pankam Deputy Governor for Construction Deputy Governor for Operation and Maintenance Date of Birth October 17, 1962 Date of Birth July 3, 1960 Education Education Bachelor’s Degree Bachelor’s Degree - Bachelor of Laws, Thammasat University - Bachelor of Engineering (Civil Engineering), - Barrister-at-Law, Institute of Legal Education, Thai Bar Association Chulalongkorn University Work Records Master’s Degree - Master of Engineering (Civil Engineering), - Director of Legal Affairs Division, Legal Department - Director of Land Acquisition Division, Department of Land Acquisition The University of New South Wales - Director of Toll Collection Department - Master of Business Administration Mr. Prasit Dachsiri (Business Administration), Chulalongkorn University Doctoral Degree Deputy Governor for Administration - Doctor of Public Administration in Public and Private Date of Birth July 17, 1958 Education Management, National Institute of Development Administration Bachelor’s Degree - Bachelor of Political Science, Ramkhamhaeng University Work Records Master’s Degree - Master of Public Administration (Social Development), - Director of Expressway Engineering Division 1, Expressway Construction Department National Institute of Development Administration - Acting Director of Expressway Construction Department Work Records - Director of Expressway Construction Department - Director of Traffic Management Division, Traffic Control Department Mr. Wichan Ekarintrakul - Director of Rescue and Traffic Communication Division, Deputy Governor for Technical Affairs Traffic Control Department Date of Birth May 25, 1964 - Director of Traffic Control Department Education - Director of Land Acquisition Department - Acting Deputy Governor for Operation Master’s Degree - Master of Engineering in Transportation Engineering, Mr. Panya Chaiyanont Chulalongkorn University Assistant Governor Date of Birth February 25, 1960 Work Records Education - Director of Expressway Engineering Division 1, Bachelor’s Degree Expressway Construction Department - Bachelor of Accounting, Thammasat University - Director of Planning and Project Analysis Division, Work Records Policy and Planning Department - Director of Revenue Audit Division, Treasury and Accounting - Director of Policy and Planning Department Department Remuneration to Top Executives 2015 - Director of Treasury and Accounting Department Item Unit : Million Baht 2016 2017 Remuneration to executives 12.91 13.13 15.60 27Remark: Remuneration to executives includes salary and bonus of the Governor, the Deputy Governors and the Assistant Governor.

Human Resource Development The Expressway Authority of Thailand (EXAT) is fully aware of and recognizes the importance of establishing potential or competency development for all levels of personnel. In this regard, EXAT’s human resource development plan has been prepared in accordance with the need in personnel development and under EXAT’s corporate plan (Vision, Mission, Objectives, Values and Organizational Culture) and competency, taking into consideration the Core Competency Functional Competency Managerial Competency and Training Roadmap. In fiscal year 2017, the annual human resource development plan in key areas is carried out as follows. 1) Develop personnel and EXAT’s readiness for management towards excellence under State Enterprise Performance Appraisal (SEPA) in accordance with SEPO’s organizational assessment direction. 2) Develop EXAT’s standards of servicing for users impressions, in particular, of operational staff (Toll Collection, Traffic Control), complaint handling staff and Call Center, One Stop Service staff. Services are provided under Service Standard Protocol that reflects EXAT’s values and image in order to respond and provide service to clients in every touch point for Customer Experience Customer Engagement, and resulting in making EXAT an organization with Customer Service Excellence. 3) Develop EXAT as a learning organization by promoting knowledge management for tacit knowledge transfer in the form of information (Explicit Knowledge) that can be accessed and used for innovation creation. 4) Develop knowledge and capability in information and communication technology to be in accordance with Thailand 4.0 government policy with the modernization of public administration and service system by the using of computer and communication technology, taking into consideration the consistency with EXAT’s master plan for information and communication technology. This is to make EXAT an organization that uses proper information and communication technology for excellence in expressway business and good management. 5) Prepare personnel for promotion, prepare successor, and according to Training Road Map. For fiscal 2017, the Expressway Authority of Thailand provided the executives and employees with 72 learning courses of training, seminars and field trips. This does not include other courses provided by external agencies, both public and private sectors. EXAT has supported the staff members to study further in a higher level as well, both the master’s degree and the doctoral degree. 28

The Expressway Authority of Thailand’s Practical Ethics Ethics is code of conduct and manner determined for the Expressway Authority of Thailand (EXAT)’s employees as obligations to maintain and promote honor, reputation and membership status. It is considered principal manner for all employees to be used as a mental guideline based on integrity and morality. The word “Jariyatham” (Morality) can be separated into “Jariya”, which means conduct or good act to take. Tham is defined in various meaning such as goodness, religious instructions and code of action. When two words are combined to “Jariyatham” it literally means “code of behavior” or “behavior guidance”. Therefore, EXAT defines “Jariyatham” as moral standard and behavioral guidance for all employees to perform their duties honestly, devotedly and equitably. The said performance must be practiced whether to their organization or to all stakeholder groups, including to the public and society. It aims to achieve the organization’s highest goal as the leading state-owned enterprise of the country. However, both “morality” and “ethics” share a common goal. It aims to encourage each person or organization to possess regulations and good behavior. Any good action must be committed to each individual and other persons as well. It is regarded a matter of reason and discretion as well as creation of sublime awareness of each individual. EXAT’s main mission is to solve traffic problems in the Bangkok Metropolitan Region and other commuting routes which leads to domestic logistics development. As EXAT is obligated to manage Thailand’s entire expressways, good corporate governance has been adopted and it is determined to significantly create awareness of ethical performance to EXAT. It is also meaningful to be acceptable and trustworthy by stakeholders and general public. Therefore, determined performance is considered successful approach to create awareness to all employees that stakeholders, customers and general public are capable of undoubtedly perceiving and sensing remarkable features of employees’ ethics. EXAT has reviewed organizational morality and general morality standard which is the core value of EXAT since fiscal year 2011. The word usage has been renewed and meant to communicate determination of EXAT’s employees to act morally and strictly follow the approaches as specified. The abbreviation that conveys the strong will of EXAT’s employees is “HEARTS”, which means “Working with HEARTS”. Determination that drives all employees to perform their duties with “HEARTS” consists of codes of ethics that all employees are capable of applying as work guidelines through life-time working under EXAT’s banner as follows. H Honesty E Equity/Equitable Treatment A Accuracy R Responsibility T Transparency S Society “Honesty, Equal Treatment, Accountability and Social Awareness” EXAT has already reviewed the ethics guidelines so that they are appropriate and up-to-date. The said guidelines have been approved by the Board of Directors in the meeting No. 3/2016 on March 9, 2016. 29

The Expressway Authority of Thailand’s Corporate Governance Guidelines Good Corporate Governance The Expressway Authority of Thailand’s main objective of management is to alleviate traffic congestion problem in the Bangkok Metropolitan Region in order to reduce national economic loss and perform its business for financial stability and sustainable growth. Efficient management and good corporate governance are considered crucial to achieve such objective. EXAT’s Board of Directors has an intention to enhance EXAT’s efficiency in its business and corporate governance as well as high performance of management. It focuses on convenient, fast and safe service provided for expressway users, including transparency and accountability of organization. Therefore, EXAT’s Board of Directors, executives and employees are required to follow “the 7 principles of international good corporate governance standard” as follows. 1. Accountability Accountable to the outcome of its performance 2. Responsibility Aware of duty to provide good service to expressway users or stakeholders through capability and adequate efficiency 3. Equity/Equitable Treat stakeholder (s) equitability Treatment Perform its task transparently, disclose information and be accountable 4. Transparency Increase capability in all dimensions to enhance competitive advantage and 5. Value Creation add value to business in both short and long term Follow EXAT’s morality and ethics 6. Ethics Allow public participation to express public opinion regarding any operation which may 7. Participation affect the environment, health, quality of life and lifestyle of community or locality EXAT’s Board of Directors has assigned Good Corporate Governance Sub-committee to establish policy, strategies, goals and implementation plan on good corporate governance, supervise, monitor and promote the implementation in accordance with corporate governance guidelines. EXAT’s Board of Directors has been aware of this policy in the meeting No. 6/2010 on June 28, 2010. Summary of EXAT’s Corporate Governance Independent Director in EXAT’s Board of Directors In the meeting No. 8/2003 on July 30, 2003, EXAT’s Board of Directors had resolved to approve the definition of “independence” as follows. “Independence” of EXAT’s director means the independence of outside director, e.g. qualified person from private sector, independent organization or educational institution, to use his/her own discretion for decision, make a real independent action and able to direct to change or restrain any actions when it is considered necessary. He/she must not have any business relationships, expectation of benefit or any other relationship, including direct or indirect interest, with state-owned enterprise executives, ministry, agency or company concerned. In fiscal year 2017, EXAT’s Board of Directors contains 4 independent board members, i.e. 1. Air Chief Marshal Yutthana Sukumolchan 2. Mr. Jessada Phromjad 3. Mr. Pakorn Aphaphan 4. Mrs. Phongsaward Guyaroonsuith 30

Independent Board’s Performance The Independent Board, in the meeting No. 1/2017 on April 19, 2017, had passed resolutions as follows. 1. Approve the redefinition of “Independent Director” for distinctness as follows. “Independent Director” means qualified member of the Board who is free to use his/her discretion for decision, making a real independent action and able to direct to change or restraint any actions when it is considered necessary. He/she must not have any business relationships, expectation of benefit or any other direct or indirect interest associated with state-owned enterprise executives, ministry, agency or company concerned. 2. Approve the human resource development planning and a clear-cut organizational restructuring in order to handle with change and business competition, making EXAT an organization with sustainable growth, as follows. 1) Human Resource Development Planning 1.1) Select EXAT’s staff member or employee based on knowledge, capability, according to the objectives of the unit requiring such personnel placement. 1.2) Make personnel placement proper to the task, workload, and budget of EXAT. 1.3) Provide study, training, both in-house and public trainings, so that they can gain knowledge, capability and experience. 1.4) Executive promotion and appointment must be considered by EXAT’s Selection and Appointment Committee. Evaluation will be fairly made based on performance, knowledge and capability, seniority, behavior and responsibility. 1.5) Prepare personnel development plan in every level for readiness for succession of the young generation. 2) Consider organizational restructuring that is proper to both present and future vision and mission, as well as to support human resource development planning. 3) Executive Self-Development Executive of every position should possess knowledge in his/her line and other lines of the same level and can make own presentation or answer questions in every meeting. In particular, executive at the level of deputy governor must be able to drive and bring the organization to success. EXAT’s Board of Directors, in the meeting No. 5/2017 on May 17, 2017, had resolved to approve as proposed by the Independent Board as follows. Respect to Stakeholders’ Benefit EXAT has been carrying out its work by considering impacts on stakeholders. Based on the preliminary study of stakeholders in terms of consequential relations by groups of influence and of interest, and by social and environmental responsibility, stakeholders are categorized and prioritized into 7 main groups, namely expressway users, government sector as owner, EXAT’s employees, people affected by land acquisition, business partners, community surrounding expressway right-of-way and society. The policy has been set up to treat stakeholders equitably and impartially and the rights of all stakeholder groups have been taken into consideration as well. Information Technology Disclosure and Transparency EXAT puts strong emphasis on disclosure of information technology and transparency of performance because information technology is considered crucial for decision making of all concerning internal and external parties as well as evaluation of organizational efficiency. Based on equitable treatment, EXAT provides appropriate, accurate, reliable and up-to-date financial and non-financial information technology to stakeholders through annual report, Internet, Intranet, EXAT Call Center and internal & external public relations activities via media channels. Disclosure of information complying with the Official Information Act B.E. 2540 (1997) is also included. The building of EXAT’s Information Center was constructed in fiscal year 2011 to facilitate visitors accordingly. 31

In addition, EXAT has monitored and evaluated the internal control and risk management and proposed the result of which to the executives and the Risk Management Committee for approval before submitting to the Board of Directors for acknowledgement as scheduled. Encouragement of Moral and Ethical Values EXAT annually organizes seminars/activities to encourage morality and ethical values among employees and disseminate knowledge of morality handbook, e.g. OJT Tour: HEARTS to HEART, EXAT CG Day and EXAT ethical idol: HEARTS, quiz contest on good corporate governance and EXAT’s ethics, Facebook Fanpage EXAT CG, etc. Besides of this, executives and employees have been designated to annually submit reports on conflict of interest to the governor, in case of either newly appointed or conflict of interest occurs raised in the meantime. In fiscal year 2017, no conflict interest is found among EXAT’s employees. Corporate Governance Monitoring and Assessment The State Enterprise Policy Office (SEPO) requires that EXAT adopt the State Enterprise Performance Appraisal (SEPA) for further performance evaluation in which corporate governance has been specified as Category 1: Leadership. To achieve such evaluation criteria, the management has been carried out in compliance with Deming Cycle. Good corporate governance annual plan has been established in accordance with SEPO’s Principles and Guidelines on Corporate Governance of State-Owned Enterprise 2009 by applying the 7 principles of international corporate governance (CG) standard namely Accountability, Responsibility, Equitable Treatment, Transparency, Value Creation, Ethics and Participation to the 8 sections (Plan) composing of 1) government sector’s execution as owner, 2) the Board of Directors, 3) financial report, management report, internal control and audit, 4) roles towards the stakeholders, 5) information technology disclosure and transparency, 6) conflict of interest, 7) risk management and 8) code of ethics. EXAT has determined that the said plan is implemented (DO); the CG 8 sections are monitored and their result is collected (Check); and the result of each section is analyzed and evaluated for further improvement (Act). EXAT proposed the result of the CG performance to the quarterly meetings of Corporate Governance Sub-committee and the Board of Directors for acknowledgement. Corporate Governance Information EXAT has disseminated the corporate governance policy and guidelines to the Board of Directors, executives and employees for acknowledgement and practical use. Other information relating to good corporate governance has been publicized through media such as circulation, notification at EXAT’s office buildings, EXAT Sound, publication leaflets, internal and external magazines, Digital Signage, Roll up, Internet and Intranet. The emphasis on corporate governance has been placed occasionally such as in the meetings, trainings, seminars and activities. General public can access the said information from the annual report and EXAT’s information technology channel. 32

Management Structure of the Expressway Authority of Thailand’s Board of Directors EXAT’s Board of Directors Executive Board of Committee for Risk and Sub-committee Sub-committee Directors Enterprise Relations Management for Coordination of for Screening the Committee Expressway Traffic Governor’s Action Plan The Independent Board and Assessment Sub-committee for Legal Affairs Sub-committee Management of the Governor’s for Development and Management of Expressway Sub-Committee for Good Performance Corporate Governance Right-of-Way Audit Committee Sub-committee for Development of electronic Sub-committee for Regulating Sub-committee for Screening, Toll Collection System Service the Feasibility Study for Expressway Regulating and Expediting EXAT’s Annual Budget Disbursement Master Plan Preparation Sub-committee for Sub-committee for Expediting and Regulating Scrutinizing Issues Future Implemented Expressway Projects to the Board of Directors 33

Committees and Sub-Committees The Board of Directors appoints committees and sub-committees to perform their duties as stipulated by applicable laws and as assigned by the Board of Directors for EXAT’s interests as detailed below. 1. Committees appointed in accordance with applicable laws: - Audit Committee - Committee for Enterprise Relations - Co-ordination Committee for Second Stage Expressway System Project - Co-ordination Committee for Bang Pa-in–Pak Kret Expressway Project 2. Committees and sub-committees appointed to perform duties as assigned by the Board of Directors - Executive Board of Directors - Sub-committee for Development and Management of Expressway Right-of-Way - Sub-committee for Legal Affairs - Sub-committee for Screening the Governor’s Action Plan and Assessment of the Governor’s Performance - Sub-committee for Good Corporate Governance - Risk Management Committee - The Independent Board - Sub-committee for Scrutinizing Issues to the Board of Directors - Sub-committee for Coordination of Expressway Traffic Management - Committee for Monitoring and Implementation in line with Environmental Measures during Construction Period of Si Rat-Outer Bangkok Ring Road Expressway Project - Committee for Oversight of Si Rat-Outer Bangkok Ring Road Expressway Project - Sub-committee for Development of Electronic Toll Collection System Service - Sub-committee for Strategic Route Study to Support the Ministry of Transport’s Infrastructure Strategy Based on the National Council for Peace and Order’s Policy and ASEAN Economic Community (AEC) - Sub-committee for Rama III-Dao Khanong-Western Outer Bangkok Ring Road Expressway Project - Sub-committee for Expediting and Regulating Future Implemented Expressway Projects - Sub-committee for Regulating the Feasibility Study for Expressway Master Plan Preparation 34

In fiscal year 2017, the Board of Directors convened 13 meetings. Details of name list of board members, sessions attended and remuneration accrued (comprising meeting allowances, monthly remuneration and bonus) are described in the table below: The Expressway Authority of Thailand’s Board of Directors (EXAT’s Board of Directors) Name/Agency Position Held Term of Office AStNeteosn.sdiooefndAMllo(Beweaathnintc)gesRemM(Buonanehthrta)lytion 2FB0iso1cn6aul(sBYafeohartr) 1. General Viwat Suchart Chairperson Feb 3, 2015-Jul 20, 2017 13/13 150,000 240,000 225,000 Retired Government Official (Appointed by the cabinet resolution on Feb 3, 2015 3,000 174,677.42 and reappointed by the 117,000 - cabinet resolution on Jul 18, 120,000 2017, taking effect as from 120,000 180,000 Jul 21, 2017-present) 120,000 180,000 2. Ms. Banthornchome Kaewsa-ard Member Oct 12, 2015-Nov 9, 2016 1/1 10,000 120,000 - Fiscal Policy Advisor Representing (Appointed by the agency) 17,000 Ministry of 176,612.91 Finance 180,000 Mr. Lavaron Sangsanit Nov 10, 2016-Sep 30, 2017 10/12 100,000 Inspector-General, Ministry (Appointed by the agency) of Finance Office of Permanent Secretary for Finance 3. Mr. Chusak Gaywee Member Dec 4, 2014-Sep 30, 2017 13/13 120,000 Inspector-General, Ministry Representing (Appointed by the agency) of Transport Ministry of Transport 4. Mr. Somsak Chotrattanasiri Member Oct 28, 2011-Sep 30, 2017 11/13 100,000 Director General of Bureau Representing (Appointed by the agency) of the Budget Bureau of the Budget 5. Mr. Montri Bunphanich Member Oct 11, 2016-Sep 30, 2017 13/13 120,000 Deputy Secretary General, Representing (Appointed by the agency) National Economic and Social Office of the Development Board National Economic and Social Development Board 6. Pol. Maj. Gen. Surachet Hakpan Member Oct 8, 2015-Sep 30, 2017 5/13 50,000 Acting Deputy Commissioner, Representing (Appointed by the agency) Tourist Police Division, Royal Thai Royal Thai Police Headquarters Police Headquarters 7. Mr. Plakorn Wanglee Qualified Jul 21, 2014-Nov 21, 2016 1/2 10,000 President and Chief Executive Member (Appointed by approval Officer, Standard Chartered Bank of the Head of NCPO on (Thai) Public Company Limited Jul 21, 2014) 35

The Expressway Authority of Thailand’s Board of Directors (EXAT’s Board of Directors) (Continued) Name/Agency Position Held Term of Office AStNeteosn.sdiooefndAMllo(Beweaathnintc)gesRemM(Buonnaehthrta)lytion 2FB0iso1cn6aul(sBYafeohartr) 8. Asst. Prof. Waressara Weerawat Qualified Jul 21, 2014-Jul 20, 2017 10/11 90,000 16,451.61 180,000 Professor, Department of Member (Appointed by approval 80,000 16,451.61 180,000 Industrial Engineering, Faculty of Qualified of the Head of NCPO on 180,000 Engineering, Mahidol University Member Qualified Jul 21, 2014) - 9. Mr. Chanvit Amatamatucharti Member Nov 22, 2016-Jul 20, 2017 9/9 Deputy Secretary General, (Appointed by the cabinet - National Economic and Social Qualified resolution on Nov 22, 2016) - Development Board, Office of the Member National Economic and Social Feb 3, 2015-Jul 20, 2017 13/13 120,000 120,000 Development Board Qualified (Appointed by the cabinet Member resolution on Feb 3, 2015 10. Air Chief Marshal Yutthana Sukumolchan Qualified and reappointed by the Retired Government Official Member cabinet resolution on Jul 18, 2017, taking effect as from 11. Mr. Jessada Phromjad Advisor and Company Director Jul 21, 2017-present) 12. Mr. Pakorn Aphaphan Nov 22, 2016-Jul 20, 2017 10/11 90,000 83,000 Chairman of Single Point Parts (Appointed by the cabinet (Thailand) Public Company resolution on Nov 22, 2016 Limited and reappointed by the cabinet resolution on Jul 18, 13. Mrs. Phongsaward Guyaroonsuith 2017, taking effect as from Permanent Law Councilor Jul 21, 2017-present) Jul 21, 2017-present 2/2 20,000 23,548.39 (Appointed by the cabinet resolution on Jul 18, 2017, taking effect as from Jul 21, 2017) Jul 21, 2017-present 1/2 10,000 13,548.39 (Appointed by the cabinet resolution on Jul 18, 2017, taking effect as from Jul 21, 2017) 36

The Expressway Authority of Thailand’s Board of Directors (EXAT’s Board of Directors) (Continued) Name/Agency Position Held Term of Office AStNeteosn.sdiooefndAMllo(Beweaathnintc)gesRemM(Buonnaehthrta)lytion 2FB0iso1cn6aul(sBYafeohartr) 14. Mr. Narong Gieddech Member and Signed in management 9/9 90,000 90,000 161,500 Governor, The Expressway Secretary hiring as Governor of the Authority of Thailand Expressway Authority of Thailand on Jan 13, 2016 and by Prime Minister’s Order No. 21/2017 of Jul 5, 2017, to act as public authority attached to the Office of the Prime Minister without retiring from the existing posision Mr. Sudthisak Wattanavinid Deputy Governor for Law 3/3 Pending advice from - Deputy Governor for Law and and Land Acquisition, acting SEPO whether Land Acquisition for Governor of the a person acting in Expressway Authority of a position can receive Thailand from Jul 11, meeting allowances 2017-present or not 15. Mrs. Benchamas Piyachotisukit Secretary Nov 13, 2012-Sep 30, 2017 12/13 - - - Director, Office of the Governor, Assistant (Appointed by Board of The Expressway Authority of Directors’ resolution No. Thailand 12/2012 on Nov 13, 2012) 16. Mrs. Vareerat Nititadakul Secretary Nov 13, 2012-Sep 30, 2017 12/13 - - - Director of the General Affairs and Assistant (Appointed by Board of Conference Division, Office of the Directors’ resolution No. Governor, The Expressway Authority of Thailand 12/2012 on Nov 13, 2012) Source : General Affairs and Conference Division, Office of the Governor as of September 30, 2017 Remark: 1. Board members who were out of duties and received bonus of fiscal year 2016 are as follows: - Mr. Wutthipong Vibulwong = Baht 113,709.67 - Mr. Aiyanat Thinaphai = Baht 18,500.00 2. In fiscal year 2017, the meeting of EXAT’s Board of Directors commenced on October 26, 2017 (No. 14/2016) 3. Remuneration rate is in compliance with the cabinet resolution on July 2, 2013 as indicated below: - The Board member would receive the meeting allowance of 10,000 Baht per month, while the chairperson of the Board of enterprises appointed would receive 25% higher than the board members and the board members will be responsible for their own income tax incurred. - Sub-committees, working groups or any other party appointed by law, cabinet resolution or by member of State Enterprise Board shall receive remuneration as follows: In case of State Enterprise member, the remuneration shall be paid as per number of sessions attended with the same rate as that of State Enterprise member. The remuneration paid for sub-committee, working group or any other party shall not be more than 2 parties and not more than once a month per party. The chairperson shall receive 25% higher than the members. All members would be responsible for income tax on their own. 37

4. Monthly remuneration rate is in compliance with the cabinet resolution on July 2, 2013. The board members will receive monthly remuneration of 10,000 Baht per person, while the Chairperson of the Board would receive twice the amount paid to member of the board. In case that board members of State Enterprise do not stay in the position in a full month period, the amount paid shall be deducted proportionally to the staying period. All members would be responsible for income tax on their own. 5. Bonus payment for Board of EXAT goes according to the rules of the Cabinet that passed a resolution on January 31, 1978, May 13, 1980 and February 5, 1991 including the guidelines that was determined in the incentive system complying with the State Enterprises Performance Evaluation handbook. All members would be responsible for income tax on their own. Authorities and Duties In addition to establishing a policy to generally supervise EXAT’s activities following the Expressway Authority of Thailand Act B.E. 2550 (2007), the Board of Directors performs its duties in accordance with the cabinet resolution and good corporate governance practices as described below: 1. To supervise the executives to formulate the corporate plan in compliance with a current situation and to serve the national strategic plan, the Ministry of Transport’s strategic plan and the government policy as well as to lay down the annual action plan for the organization management. 2. To control, monitor and assess EXAT’s performance to comply with the corporate plan and annual action plan. 3. To supervise performances relating to accounting, financial statement and accounting audit to be accurate, complete and reliable including those of internal control and internal audit system as well as adequate and appropriate risk management system by reporting results of performance and problems. 4. To study all laws, cabinet resolutions, rules and regulations applicable to the Expressway Authority of Thailand and monitor the updated amendment of laws and regulations. 5. To examine and manage conflict of interest that may occur to the Expressway Authority of Thailand. 6. To recruit the governor, assess performance and determine the remuneration. 7. To appoint a committee and sub-committee in order to monitor business undertaken by the Expressway Authority of Thailand and perform their duties as assigned by EXAT’s Board of Directors. Committees and Sub-Committees Committees appointed in accordance with applicable laws Audit Committee Name/Agency Position Term of Office No. of Meeting Held Session Allowances 1. Mrs. Banthornchome Kaewsa-ard Member Oct 1-Nov 9, 2016 Attended (Baht) Fiscal Policy Advisor, Fiscal Policy Office, (By Board of Director’s order No. Ministry of Finance Member - 13,000 6/2016 dated Jun 3, 2016) 2. Mr. Plakorn Wanglee Oct 1-Nov 21, 2016 - 17,000 President and Chief Executive Officer and Head of Organization and Client Coverage, Standard (By Board of Director’s order No. Chartered Bank (Thai) Public Company Limited 28/2015 dated Nov 3, 2015) 3. Mr. Lavaron Sangsanit Chairperson Dec 7, 2016-Sep 30, 2017 10/10 125,000 Inspector-General, Ministry of Finance (By Board of Director’s order No. 17/2016 dated Dec 27, 2016 and No. 6/2017 dated Aug 21, 2017) 38

Audit Committee (Continued) Name/Agency Position Term of Office No. of Meeting Held Session Allowances Attended (Baht) 4. Mr. Montri Bunphanich Member Dec 7, 2016-Sep 30, 2017 10/10 100,000 Plan and Policy Advisor (By Board of Director’s order No. (Plan and Policy Analyst, Advisory Level, Acting Deputy Secretary General National Economic 17/2016 dated Dec 27, 2016 and Social Development Board and No. 6/2017 dated Aug 21, 2017) 5. Mr. Jessada Phromjad Member Dec 7, 2016-Sep 30, 2017 10/10 100,000 Advisor and Company Director (By Board of Director’s order No. 17/2016 dated Dec 27, 2016 and No. 6/2017 dated Aug 21, 2017) 6. Ms. Suwan Lolurlert Secretary Oct 1-Nov 21, 2016 - 58,500 Director of Internal Audit Office (By Board of Director’s order No. 10/10 28/2015 dated Nov 3, 2015) Dec 7, 2016-Sep 30, 2017 (By Board of Director’s order No. 17/2016 dated Dec 27, 2016 and No. 6/2017 dated Aug 21, 2017) Source : Internal Audit Offiice as of September 30, 2017 Remark: 1. The Audit Committee’s meeting is conducted as stipulated in the operation guideline for State Enterprise Audit Committee version revised 2012, State Enterprise Policy Office, Ministry of Finance, in topic of Framework for Implementation of Audit Committee no. 1.11, which defines that “Audit Committee shall conduct a meeting at least once per quarter. The Audit Committee must conduct a meeting with auditor excluding top executives, executives or other related parties in the meeting at least once per 1 fiscal year.” 2. The Audit Committee members will obtain lump sum meeting allowance per month. The Chairperson, member and secretary will obtain the meeting allowances of 12,500 Baht, 10,000 Baht and 5,000 Baht (per month) respectively, which the income tax incurred will be paid by themselves. 3. From October to November 2016, there was no audit committee meeting as the Chairperson had retired and some member had resigned as state enterprise director, resulting in a lack of quorum under the regulation of the Ministry of Finance. In addition, the Ministry of Finance has appointed Mr. Lavaron Sangsanit, representative of the Ministry of Finance, as member in the Expressway Authority of Thailand’s Board of Directors in place of Miss Banthornchome Kaewsa-ard, effective from November 10, 2016 onwards. As a result, Miss Banthornchome Kaewsa-ard was retired from the Audit Committee. 4. EXAT’s Board of Directors issued the Board of Directors’ Order No. 17/2016 dated December 27, 2016, appointing the Audit Committee, effective from December 7, 2016 onwards. 5. In the cabinet meeting on July 18, 2017, there was a resolution of approval the appointment of Chairperson and qualified members in the Expressway Authority of Thailand’s Board of Directors. EXAT’s Board of Directors issued the Board of Directors’ Order No. 6/2017 dated August 21, 2017, appointing the Audit Committee (the old one), effective from August 9, 2017 onwards. 6. In fiscal year 2017, there were 10 audit committee meetings altogether. Authorities and Duties 1. To establish the Audit Committee’s Internal Audit Charter in compliance with the scope of responsibility of EXAT’s operation. The Charter must be approved by EXAT’s Board of Directors and its suitability must be reviewed at least once a year. 2. To review the efficiency and effectiveness of the processes of internal control, good corporate governance and risk management. 39

3. To review the accuracy and reliability of EXAT’s financial reports. 4. To review and ensure that EXAT’s operation is in conformity with rules, regulations, code of conduct, work procedures, cabinet resolutions, announcements or orders relevant to EXAT’s operation. 5. To review and ensure that EXAT has a reliable internal audit system and examine the independence of the Internal Audit Office. 6. To consider any transactions that may contain conflict of interests or lead to fraud or any other connected transactions that may affect EXAT’s performance. 7. To give suggestions to EXAT’s Board of Directors when it comes to consideration of appointing, transferring, promoting, or assessing the Director of Internal Audit Office. 8. To coordinate audit results with the auditor, suggest reviewing or examining any transactions deemed necessary and make recommendation on the auditor’s remuneration to EXAT’s Board of Directors. 9. To report the Audit Committee’s performance on internal audit to EXAT’s Board of Directors at least once every quarter within 60 days of the end of each quarter. The performance report for the fourth quarter shall be prepared as the annual performance report and submitted as such to the Ministry of Transport and the Ministry of Finance for acknowledgement within 90 days of the year end of EXAT’s financial accounting period. 10. To assess the Audit Committee’s performance on internal audit at least once a year in respect of the financial accounting period and report appraisal results, problems, obstacles and plans for improving the performance to EXAT’s Board of Directors. 11. To disclose the Audit Committee’s annual performance report and the auditor’s remuneration in EXAT’s Annual Report. 12. To perform other duties as required by law or assigned by EXAT’s Board of Directors. To perform the above-mentioned duties, the Audit Committee directly reports to EXAT’s Board of Directors. Committee for Enterprise Relations Name/Agency Position Term of Office No. of Meeting Held Session Allowances Attended (Baht) 1. Air Chief Marshal Yutthana Sukumolchan Chairperson Feb 25, 2015-Feb 14, 2019 13/13 146,250 EXAT’s Board of Directors (Under EXAT’s Board of Directors’ 11/13 14,850 9/13 12,150 2. Mr. Dumkerng Pankam Order No. 2/2015 dated Mar 2, 2015 Deputy Governor for Operation Order No. 5/2016 dated Apr 25, 2016 Order No. 1/2017 dated Mar 16, 2017 3. Mr. Prasit Dachsiri Deputy Governor for Administration and Order No. 8/2017 dated Aug 21, 2017) Member Feb 25, 2015-Feb 14, 2019 (Under EXAT’s Board of Directors’ Member Order No. 2/2015 dated Mar 2, 2015 Order No. 5/2016 dated Apr 25, 2016 Order No. 1/2017 dated Mar 16, 2017 and Order No. 8/2017 dated Aug 21, 2017) Feb 25, 2015-Feb 14, 2019 (Under EXAT’s Board of Directors’ Order No. 2/2015 dated Mar 2, 2015 Order No. 5/2016 dated Apr 25, 2016 Order No. 1/2017 dated Mar 16, 2017 and Order No. 8/2017 dated Aug 21, 2017) 40

Committee for Enterprise Relations (Continued) Name/Agency Position Term of Office No. of Meeting Held Session Allowances Attended (Baht) 4. Ms. Pawinee Sirayootyothin Secretary Feb 25, 2015-Feb 24, 2017 6/6 - Director of General Administration Department (Under EXAT’s Board of Directors’ 6/7 8,100 12/13 16,200 5. Mrs. Supapan Juntavong Order No. 2/2015 dated Mar 2, 2015 11/13 14,850 Mr. Sakda Panwai and Order No. 5/2016 dated 13/13 17,550 Director of Treasury and Accounting Department Apr 25, 2016) 12/13 16,200 13/13 17,550 6. Mr. Sombat Suraprasit Member Feb 25, 2017-Feb 24, 2019 7/7 9,450 Director of Maintenance Department (Under EXAT’s Board of Directors’ 7. Mr. Wichien Anukul Order No. 1/2017 dated Mar 16, 2017 Director of Land Acquisition Department and Order No. 8/2017 dated Aug 21, 2017) 8. Mr. Phongsopon Kururatchaikul Mr. Somporn Somabot Member Feb 25, 2015-Feb 24, 2019 Director of Legal Department Member (Under EXAT’s Board of Directors’ Member Order No. 2/2015 dated Mar 2, 2015 9. Mr. Phuthanit Thepsoornthorn Member Order No. 5/2016 dated Apr 25, 2016 Director of Traffic Control Department Member Order No. 1/2017 dated Mar 16, 2017 10. Mr. Somporn Somabot and Order No. 8/2017 dated Mr. Phongsopon Kururatchaikul Aug 21, 2017) Director of Toll Collection Department Feb 25, 2015-Feb 24, 2019 (Under EXAT’s Board of Directors’ Order No. 2/2015 dated Mar 2, 2015 Order No. 5/2016 dated Apr 25, 2016 Order No. 1/2017 dated Mar 16, 2017 and Order No. 8/2017 dated Aug 21, 2017) Feb 25, 2015-Feb 24, 2019 (Under EXAT’s Board of Directors’ Order No. 2/2015 dated Mar 2, 2015 Order No. 5/2016 dated Apr 25, 2016 Order No. 1/2017 dated Mar 16, 2017 and Order No. 8/2017 dated Aug 21, 2017) Feb 25, 2015-Feb 24, 2019 (Under EXAT’s Board of Directors’ Order No. 2/2015 dated Mar 2, 2015 Order No. 5/2016 dated Apr 25, 2016 Order No. 1/2017 dated Mar 16, 2017 and Order No. 8/2017 dated Aug 21, 2017) Feb 25, 2015-Feb 24, 2019 (Under EXAT’s Board of Directors’ Order No. 2/2015 dated Mar 2, 2015 Order No. 5/2016 dated Apr 25, 2016 Order No. 1/2017 dated Mar 16, 2017 and Order No. 8/2017 dated Aug 21, 2017) Member Feb 25, 2017-Feb 24, 2019 (Under EXAT’s Board of Directors’ Order No. 1/2017 dated Mar 16, 2017 and Order No. 8/2017 dated Aug 21, 2017) 41

Committee for Enterprise Relations (Continued) Name/Agency Position Term of Office No. of Meeting Held Session Allowances Attended (Baht) 1 1. Mr. Lapdee Kolyanee Member Feb 25, 2015-Feb 24, 2019 12/13 16,200 (President of EXAT State Enterprise Labor Union) Member (Under EXAT’s Board of Directors’ 10/13 13,500 Technician 6, Building and General Property Member Order No. 2/2015 dated Mar 2, 2015 13/13 17,550 Maintenance Division, Maintenance Department Member Order No. 5/2016 dated Apr 25, 2016 4/6 5,400 Order No. 1/2017 dated Mar 16, 2017 1 2. Mr. Rangsan Sunkachan Legal Officer 6, Land Acquisition Division, and Order No. 8/2017 dated Lang Acquisition Department Aug 21, 2017) 1 3. Mr. Pricha U-aroon Feb 25, 2015-Feb 24, 2019 Legal Officer 6, Legal Affairs Division, (Under EXAT’s Board of Directors’ Legal Department Order No. 2/2015 dated Mar 2, 2015 Order No. 5/2016 dated Apr 25, 2016 1 4. Mr. Panuthat Suwanparot Order No. 1/2017 dated Mar 16, 2017 General Affairs Officer 6, Rescue and Communication Division, and Order No. 8/2017 dated Traffic Control Department Aug 21, 2017) Feb 25, 2015-Feb 24, 2019 (Under EXAT’s Board of Directors’ Order No. 2/2015 dated Mar 2, 2015 Order No. 5/2016 dated Apr 25, 2016 Order No. 1/2017 dated Mar 16, 2017 and Order No. 8/2017 dated Aug 21, 2017) Feb 25, 2015-Feb 24, 2017 (Under EXAT’s Board of Directors’ Order No. 2/2015 dated Mar 2, 2015 and Order No. 5/2016 dated Apr 25, 2016) 15. Mr. Supachai Saowaphayon Member Feb 25, 2015-Feb 24, 2019 7/13 9,450 General Administration Officer 6, Member (Under EXAT’s Board of Directors’ 12/13 16,200 Building and General Property Maintenance Division, Member Order No. 2/2015 dated Mar 2, 2015 12/13 16,200 Maintenance Department Order No. 5/2016 dated Apr 25, 2016 Order No. 1/2017 dated Mar 16, 2017 16. Mr. Yutthana Raksawong Technician 6, General Construction Division, and Order No. 8/2017 dated Expressway Construction Department Aug 21, 2017) 17. Mr. Chanchai Phothongkham Feb 25, 2015-Feb 24, 2019 Toll Collection Control Officer 4, (Under EXAT’s Board of Directors’ Toll Collection Division 1, Order No. 2/2015 dated Mar 2, 2015 Toll Collection Department Order No. 5/2016 dated Apr 25, 2016 Order No. 1/2017 dated Mar 16, 2017 and Order No. 8/2017 dated Aug 21, 2017) Feb 25, 2015-Feb 24, 2019 (Under EXAT’s Board of Directors’ Order No. 2/2015 dated Mar 2, 2015 Order No. 5/2016 dated Apr 25, 2016 Order No. 1/2017 dated Mar 16, 2017 and Order No. 8/2017 dated Aug 21, 2017) 42

Committee for Enterprise Relations (Continued) Name/Agency Position Term of Office No. of Meeting Held Session Allowances Attended (Baht) 1 8. Mr. Chamlong Phanthana Member Feb 25, 2017-Feb 24, 2019 4/7 5,400 Rescue Officer 6, Member (Under EXAT’s Board of Directors’ 5/7 6,750 Rescue and Traffic Communication Division, Order No. 1/2017 dated Mar 16, 2017 Traffic Control Department and Order No. 8/2017 dated 1 9. Mr. Bundit Pruenglampoo Aug 21, 2017) Technician 5, Traffic Control Equipment Section, Equipment Maintenance Division, Feb 25, 2017-Feb 24, 2019 Maintenance Department (Under EXAT’s Board of Directors’ Order No. 1/2017 dated Mar 16, 2017 and Order No. 8/2017 dated Aug 21, 2017) 2 0. Mr. Prasong Sisuksai Member Feb 25, 2017-Feb 24, 2019 6/7 8,100 Toll Collection Control Officer 4, (Under EXAT’s Board of Directors’ Suksawat Toll Collection Section, Order No. 1/2017 dated Mar 16, 2017 Toll Collection Division 1 and Order No. 8/2017 dated Aug 21, 2017) 21. Mrs. Kanokporn Yensudjai Assistant Feb 25, 2015-Feb 24, 2017 5/6 - Director, Personnel Division Secretary (Under EXAT’s Board of Directors’ 7/7 - Order No. 2/2015 dated Mar 2, 2015 and Order No. 5/2016 dated Apr 25, 2016) Secretary Feb 25, 2017-Feb 24, 2019 (Under EXAT’s Board of Directors’ Order No. 1/2017 dated Mar 16, 2017 and Order No. 8/2017 dated Aug 21, 2017) 22. Mr. Kritsada Saardsri Assistant Feb 25, 2017-Feb 24, 2019 3/7 - Chief of Fringe Benefit Section Secretary (Under EXAT’s Board of Directors’ Order No. 1/2017 dated Mar 16, 2017 and Order No. 8/2017 dated Aug 21, 2017) Source : Personnel Division, General Administration Department as of September 30, 2017 Authorities and Duties 1. To consider and provide any comments on the efficiency of EXAT’s performance as well as promote and develop labor relations. 2. To compromise and restrain internal conflict. 3. To improve rules and regulations beneficial to EXAT’s employers, employees and its organization. 4. To seek advice and consult in order to solve problems due to any complaints submitted by EXAT’s employees or labor union including those relating to disciplinary punishment. 5. To seek advice and consult in order to improve the condition of employment. 43

Co-ordination Committee for the Second Stage Expressway System Project Name/Agency Position Term of Office No. of Meeting Held Session Allowances Attended (Baht) 1. Mr. Krichthep Simlee Chairperson Dec 18, 2015-Sep 30, 2017 2/2 20,000 Deputy Permanent Secretary, Ministry of Transport 2. Mr. Chanvit Nakburee Member Oct 7, 2016-Sep 30, 2017 - - Deputy Director of the State Enterprise Policy Office, Ministry of Finance 3. Mrs. Nutteewan Siemangern Substitute Oct 7, 2016-Sep 30, 2017 2/2 16,000 Director of State Enterprise Development Bureau 1, Member State Enterprise Policy Office 4. Ms. Ployngam Rasmeefueng Substitute Oct 7, 2016-Sep 30, 2017 - - State Enterprise Analyst, Member Senior Professional Level, State Enterprise Policy Office 5. Mr. Pitsanu Vichiensan Member Feb 17, 2015-Sep 30, 2017 1/2 8,000 Special Public Prosecutor, Contract and Legal Advices Division 4, Office of the Attorney General 6. Gp. Capt. Jirapon Kuaduang Qualified Feb 17, 2015-Sep 30, 2017 2/2 16,000 President, Civil Aviation Training Center Member Feb 17, 2015-Sep 30, 2017 2/2 16,000 Feb 17, 2015-Sep 30, 2017 1/2 8,000 7. Mr. Somsak Hommuang Qualified Inspector-General, Ministry of Transport Member 8. Mr. Charn Tharawas Qualified Board Chairman/Chief Executive Officer, Member C.Am Creation Co., Ltd. 9. Assoc. Prof. Noppadol Phienwej Qualified Feb 17, 2015-Sep 30, 2017 2/2 16,000 Department of Geotechnical and Earth Resources Member Engineering Asian Institute of Technology (AIT) 10. Mr. Narong Gieddech Member and Nov 1, 2015-Sep 30, 2017 1/2 8,000 Governor, The Expressway Authority of Thailand Secretary Dec 12, 2015-Sep 30, 2017 1/2 - 11. Mr. Phongsopon Kururatchaikul Secretary Feb 17, 2015-Sep 30, 2017 Director of Legal Department, Assistant 2/2 - The Expressway Authority of Thailand 12. Mr. Nontajit Bangsomboon Secretary Director of Operation Planning Division, Assistant The Expressway Authority of Thailand Source : Operation Planning Division as of September 30, 2017 Authorities and Duties 1. To supervise the implementation as stipulated in the joint investment contract, action plan under the joint investment contract and resolution plan for the problems which may occur from the projects. 44

2. To consider and provide suggestions to solve the project problems to the contracting agency. The committee may require that the contracting agency engage a consultant to analyze the problem solutions of the project and formulate a resolution plan for the problems which may occur. 3. To notify EXAT’s internal and external relating units to give explanation or relating information to the Committee. 4. To report the operation, progress, problem and solution to the Minister of Transport for acknowledgement at least once every six months and submit a copy of the relevant reports and documents to State Enterprise Policy Office. Co-ordination Committee for Bang Pa-in-Pak Kret Expressway Project Name/Agency Position Term of Office No. of Meeting Held Session Allowances Attended (Baht) 1. Mr. Somsak Hommuang Chairperson Oct 1, 2016-Sep 30, 2017 2/2 20,000 Deputy Permanent Secretary, Ministry of Transport 2. Mr. Chanvit Nakburee Member Oct 9, 2016-Sep 30, 2017 - - Deputy Director of the State Enterprise Policy Office, Ministry of Finance 3. Mrs. Nutteewan Siemangern Substitute Oct 9, 2016-Sep 30, 2017 2/2 16,000 Director of State Enterprise Development Bureau 1, Member State Enterprise Policy Office 4. Ms. Ployngam Rasmeefueng Substitute Oct 9, 2016-Sep 30, 2017 - - State Enterprise Analyst, Member Senior Professional Level, Ministry of Transport 5. Mr. Pitsanu Vichiensan Member Feb 17, 2015-Sep 30, 2017 2/2 16,000 Special Public Prosecutor, Contract and Legal Advices Division 4, Office of the Attorney General 6. Gp. Capt. Jirapon Kuaduang Qualified Feb 17, 2015-Sep 30, 2017 2/2 16,000 Member 7. Mr. Charn Tharawas Qualified Feb 17, 2015-Sep 30, 2017 2/2 16,000 Board Chairman, C.Am Creation Co., Ltd. Member 8. Assoc. Prof. Noppadol Phienwej Qualified Feb 17, 2015-Sep 30, 2017 2/2 16,000 Department of Geotechnical and Earth Resources Member Engineering Asian Institute of Technology (AIT) 9. Mr. Narong Gieddech Member and Nov 1, 2015-Sep 30, 2017 - - Governor, The Expressway Authority of Thailand Secretary 10. Mr. Phongsopon Kururatchaikul Secretary Dec 12, 2015-Sep 30, 2017 2/2 - Director of Legal Department, Assistant The Expressway Authority of Thailand 11. Mr. Nontajit Bangsomboon Secretary Feb 17, 2015-Sep 30, 2017 2/2 - Director of Operation Planning Division, Assistant The Expressway Authority of Thailand Source : Operation Planning Division as of September 30, 2017 45

Authorities and Duties 1. To supervise the implementation as stipulated in the joint investment contract, action plan under the joint investment contract and resolution plan for the problems which may occur from the projects. 2. To consider and provide suggestions to solve the project problems to the contracting agency. The committee may require that the contracting agency engage a consultant to analyze the problem solutions of the project and formulate a resolution plan for the problems which may occur. 3. To notify EXAT’s internal and external relating units to give explanation or relating information to the Committee. 4. To report the operation, progress, problem and solution to the Minister of Transport for acknowledgement at least once every six months and submit a copy of the relevant reports and documents to State Enterprise Policy Office. Committees and Sub-committees appointed to perform duties as assigned by the Board of Directors Executive Board of Directors In fiscal year 2017, the Executive Board of Directors convened 8 meetings with the name list of members, sessions attended and remuneration (meeting allowance) as detailed below. Name/Agency Position Term of Office No. of Meeting Held Session Allowances Attended (Baht) 1. Mr. Somsak Chotrattanasiri Chairperson Nov 30, 2011-Sep 30, 2017 8/8 100,000 Member representing Bureau of Budget, (By Board of Directors’ 8/8 80,000 Director General of Bureau of Budget order No. 8/2011 dated Dec 7, 2011, 2. Mr. Chusak Gaywee order No. 2/2013 dated Feb 4, 2013, Member representing Ministry of Transport, order No. 4/2014 dated Sep 8, 2014, Inspector-General, Ministry of Transport order No. 1/2015 dated Mar 2, 2015 and order No. 4/2017 dated Jul 27, 2017) Member Feb 25, 2015-Sep 30, 2017 (By Board of Directors’ order No.1/2015 dated Mar 2, 2015 and order No. 4/2017 dated Jul 27, 2017) 3. Air Chief Marshal Yutthana Sukumolchan Member Feb 25, 2015-Sep 30, 2017 8/8 80,000 Qualified Member, (By Board of Directors’ Retired Government Official order No.1/2015 dated Mar 2, 2015 and order No. 4/2017 dated Jul 27, 2017) 4. Mr. Narong Gieddech Member Jan 13, 2016-Sep 30, 2017 5/6 30,000 Governor, The Expressway Authority of Thailand (Signed in management hiring as Governor of the Expressway Authority of Thailand on Jan 13, 2016 and by Prime Minister’s Order No. 21/2017 of Jul 5, 2017, to act as public authority attached to the Office of the Prime Minister without retiring from the existing position) 46

Executive Board of Directors (Continued) Name/Agency Position Term of Office No. of Meeting Mr. Sudthisak Wattanavinid Held Session Allowances Deputy Governor for Law and Land Acquisition, Attended (Baht) Acting Governor of the Expressway Authority of Thailand Member Deputy Governor for Law and Land 2/2 10,000 Acquisition, acting for Governor of the (Aug 2017) 5. Mrs. Benchamas Piyachotisukit Expressway Authority of Thailand from For Sep Director, Office of the Governor, Jul 11, 2017-present 2017, Pending The Expressway Authority of Thailand advice from 6. Mrs. Vareerat Nititadakul SEPO Director of the General Affairs and Conference Division, whether a person Office of the Governor, acting in The Expressway Authority of Thailand a position can receive meeting allowances or not Secretary Nov 13, 2012-Sep 30, 2017 8/8 - (By Board of Directors’ order No. 19/2012 dated Dec 13, 2012, order No. 2/2013 dated Feb 4, 2013, order No. 4/2014 dated Sep 8, 2014, order No. 1/2015 dated Mar 2, 2015 and order No. 4/2017 dated Jul 27, 2017) Secretary Nov 30, 2011-Sep 30, 2017 8/8 - Assistant (By Board of Directors’ order No. 8/2011 dated Dec 7, 2011, order No. 2/2013 dated Feb 4, 2013, order No. 4/2014 dated Sep 8, 2014, order No. 1/2015 dated Mar 2, 2015 and order No. 4/2017 dated Jul 27, 2017) Source : General Affairs and Conference Division, Office of the Governor as of September 30, 2017 Remark: Meeting allowances conform to the cabinet resolution on July 2, 2013 as follows. - The Board member would receive the meeting allowance of 10,000 Baht per month, while the chairperson of the Board of enterprises appointed would receive 25% higher than the board members and the board members will be responsible for their own income tax incurred. - Sub-committees, working groups or any other party appointed by law, cabinet resolution or by member of State Enterprise Board shall receive remuneration as follows: In case of State Enterprise member, the remuneration shall be paid as per number of sessions attended with the same rate as that of State Enterprise member. The remuneration paid for sub-committee, working group or any other party shall not be more than 2 parties and not more than once a month per party. The chairperson shall receive 25% higher than the members. All members would be responsible for income tax on their own. Authorities and Duties 1. To consider financial and investment policy of EXAT, study and formulate guidelines on both short and long-termed management to any problem that may affect Expressway Authority of Thailand’s financial status and any related responsibilities. 2. To consider and screen the annual expenditure budget of Expressway Authority of Thailand for proposal to the Board of Directors for approval. 47

3. To consider any purchase, procurement and engagement of consultant that was in the Board of Directors’ authority under the Expressway Authority of Thailand’s rules of supply for proposal to the Board of Directors for approval. 4. To scrutinize a reserve fund for emergency situation, value of over 8 million Baht in accordance with Regulations on Investment Budget of State Enterprises B.E. 2550 (2007), and to consider and screen a reserve fund in event of any change of price over 10% of the approved budget in order to propose to the Board of Directors for approval. 5. To consider compensation for property as prescribed by immovable property expropriation law, which is determined by the Committee for setting preliminary price and compensation for immovable property to be expropriated, which amounted over 100 million Baht per person to propose to the Board of Directors for approval. 6. To consider EXAT’s regulations to propose to the Board of Directors for approval. 7. To consider other matters as assigned by the Board of Directors. Sub-committee for Development and Management of Expressway Right-of-Way Name/Agency Position Term of Office No. of Meeting Held Session Allowances Attended (Baht) 1. Mr. Chanvit Amatamatucharti Chairperson Dec 7, 2016-Jun 22, 2017 6 75,000 2. Mr. Pakorn Aphaphan Chairperson Aug 9, 2017-Sep 30, 2017 1 -* 3. General Panuwat Sataman Member Dec 7, 2016-Sep 30, 2017 7 21,000 4. General Chaiyaporn Rattaphaet Member Dec 7, 2016-Sep 30, 2017 3 9,000 5. Mr. Pongsakorn Chullabodhi Member Dec 7, 2016-Sep 30, 2017 6 18,000 6. Colonel Suranart Sabaithup Member Dec 7, 2016-Sep 30, 2017 7 21,000 7. Colonel Charan Singsiri Member Dec 7, 2016-Sep 30, 2017 6 18,000 8. Colonel Siraphong Wilalai Member Dec 7, 2016-Jun 22, 2017 6 18,000 9. Mr. Kosolwat Inthuchanyong Member Aug 9, 2017-Sep 30, 2017 1 3,000 10. Mr. Patan Somburanasin Member Aug 9, 2017-Sep 30, 2017 1 3,000 11. Mr. Sudthisak Wattanavinid Member Dec 7, 2016-Sep 30, 2017 6 - Deputy Governor for Law and Land Acquisition, The Expressway Authority of Thailand 12. Mr. Wichien Anukul Member Dec 7, 2016-Sep 30, 2017 5 - Director of Land Acquisition Department, The Expressway Authority of Thailand 13. Mr. Pisan Thaisom Secretary Dec 7, 2016-Sep 30, 2017 7 - Director of Property Development and Right-of-Way Maintenance Division 1, The Expressway Authority of Thailand 14. Mr. Adisak Kongcharoen Secretary Dec 7, 2016-Sep 30, 2017 6 - Acting Director of Property Development and Assistant Right-of-Way Maintenance Division 2, The Expressway Authority of Thailand 15. Mr. Woraprach Phongphongsri Secretary Aug 18, 2017-Sep 30, 2017 1 - Director of Property Development and Right-of-Way Assistant Maintenance Division 2, The Expressway Authority of Thailand Source : Land Acquisition Department as of September 30,2017 48Remark: *Mr. Pakorn Aphaphan did not receive meeting allowance because he already received such allowance from other committee’s meeting.