annualreport2016

4 Financial 6 EXAT’s Board of Directors Overview 18 Organization Structure and Manpower 3 MfCrohmeathsierspaegrseon 20 EXAT’s Executives 2 D irection 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 Table of Contents 74 Report on Performance Analysis 77 Internal Control 78 Risk Management 79 Research & Development for Expressway Service 82 EXAT’s Performance on Corporate Social Responsibility 84 Annual Performance in Year 2016 91 EXAT’s 2016 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 97 Financial Statements 102 Notes to the Financial Statement 116 Significant Statistics of Expressway Usage 128 Expressway System Map

Direction Vision Worthwhile choice, advanced development and environmental awareness Mission 1. To provide expressway development in accordance with required standards and safety. 2. To provide innovative and valuable services. 3. T o 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 : D evelop business and services. Promote efficient usage of resources to generate income, enhance service quality and solve traffic problems. Strategy 2 : Increase the efficiency of maintenance, safety precautions and environmental quality to minimize loss and promote good quality of life to customers, general public and society. Strategy 3 : Develop management and good corporate governance to enhance efficiency and effectiveness of the operational system, business performance as well as the organization’s image while strengthening personnel’s competency and good quality of life. Strategy 4 : Create knowledge base and innovations in expressway. 2 Annual Report 2016

Message from the Chairperson General Viwat Suchart Expressway Authority of Thailand’s Chairperson In 2016, the Expressway Authority of Thailand (EXAT) has carried out its core missions to provide expressway services based on the vision “Strong commitment to sustainably develop the expressways for better, worthwhile, convenient, fast and safe service” by expediting the development of all expressway routes so that they are connected and become a complete network. On August 22, 2016 EXAT officially operated Si Rat-Outer Bangkok Ring Road Expressway in full service to extend the expressway network in the Bangkok Metropolitan Region with service expansion from Si Rat Expressway to western Bangkok which terminates on the western Outer Bangkok Ring Road to lighten at-grade traffic volume and mitigate the traffic in the west between Bangkok and surrounding provinces to be more effective. In addition to implementing the expressway construction, EXAT has also developed the electronic toll collection system (ETCS) continuously with Easy Pass adoption by improving data collection system software so that it can support more input of the expressway users and enhancing the ETCS efficiency. Increasing more transaction channels associated with Easy Pass has been improved as well, for example, provision of more access of Easy Card top-up service and application for Easy Pass service in the future. The Ministry of Transport has initiated a policy on jointly linking the ETCS of EXAT and the Department of Highways and the Memorandum of Understanding (MOU) on linking the Easy Pass and the M-Pass under the joint ETCS would be signed in October 2016. Providing safe transport service to expressway users is one of the crucial missions EXAT has operated namely rescue capacity building, traffic management, right-of-way area development for public utility and EXAT Call Center 1543 which is available 24 hours resulting in being certified to the ISO 9001 : 2008 Quality Management System standard in terms of services as well as the ISO 14001 : 2004 Environmental Management System standard. Additionally, EXAT has engaged in corporate social responsibility consecutively through different activities including Sharing Smiles with Kids surrounding Expressway Activity, Expressway for Youths Activity and Volunteer Spirit by Thai Expressway Project etc. For the expressway projects in 2017, EXAT will expedite the implementation of Rama III - Dao Khanong - Western Outer Bangkok Ring Road Expressway Project, covering total length of 19 kilometers to relieve traffic congestion problems on Chaloem Maha Nakhon Expressway, Bang Khlo-Dao Kanong Section. It will serve as transportation route in case that Rama IX Bridge is closed for maintenance due to almost 30 years of service. The project construction is scheduled to be completed and open for service in 2020. Additionally, EXAT has speeded up the implementation of Third Stage Expressway System Project, Northern Route, Section N2 and Eastern E-W Corridor to enable the construction to commence in 2017. EXAT’s past achievements have resulted from its adherence to the management criteria which respond to the government policy. Good support and cooperation from EXAT employees, the expressway users and government and private agencies involved enable EXAT to successfully achieve its determined goals, aiming to be the organization that provides expressway services with high quality based on transparent service and operation. General  (Viwat Suchart) Chairperson 3Annual Report 2016

Financial Overview Unit : Million Baht Item 2016 2015 Increase (Decrease) Amount Percentage Performance (for the years ended 30 September) Total revenue 16,406.41 16,059.90 346.51 2.16 7,481.69 7,679.22 (197.53) (2.57) Total expense 8,924.72 8,380.68 544.04 6.49 Comprehensive income Financial Status (as of 30 September) Total assets 198,898.52 180,696.01 18,202.51 10.07 84,483.73 68,903.34 15,580.39 22.61 Total liabilities 114,414.79 111,792.67 2,622.12 2.35 Equity Financial Ratio Times 0.36 0.56 (0.20) (35.71) Current ratio 0.42 0.38 0.04 10.53 0.74 0.62 0.12 19.35 Total Liabilities/Total Assets ratio Times 8.82 6.89 1.93 28.01 0.67 0.95 (0.28) (29.47) Debt/Equity ratio Times 0.07 0.08 (0.01) (12.50) 0.07 0.08 (0.01) (12.50) Interest coverage Times 56.39 56.34 0.05 0.09 63.08 60.75 2.33 3.84 Debt service coverage Times 4.70 4.60 0.10 2.17 7.89 7.67 0.22 2.87 Fixed asset turnover Times 11,052.83 10,947.61 105.22 0.96 Total asset turnover Times Operating return % Return from net profit % Return from total assets % Net return on equity % Earnings Before Interest, Million Baht Depreciation, and Amortization (EBIDA) Source : Accounting Division, Treasury and Accounting Department as of September 30, 2016 4 Annual Report 2016

Financial Status Current assets 2014 2015 Unit : Million Baht Increase (Decrease) % 10,261.65 7,654.27 2016 Fixed assets 5,053.27 Increase (Decrease) % 51.42 (25.41) (33.98) Other assets 169,980.11 170,578.54 192,338.52 Increase (Decrease) % 12.76 Total assets (0.37) 0.35 1,506.73 Increase (Decrease) % 3,671.19 2,463.20 (38.83) Total liabilities 198,898.52 Increase (Decrease) % (15.68) (32.90) 10.07 Total equity 183,912.95 180,696.01 84,483.73 Increase (Decrease) % 22.61 Total liabilities & equity 1.19 (1.75) 114,414.79 Increase (Decrease) % 77,267.96 68,903.34 2.35 (3.17) (10.83) 198,898.52 106,644.99 111,792.67 10.07 4.61 4.83 183,912.95 180,696.01 1.19 (1.75) Financial Performance Unit : Million Baht 2016 Total revenue 2014 2015 16,406.41 Increase (Decrease) % 15,366.92 16,059.90 Total expense 2.16 Increase (Decrease) % 5.86 4.51 7,481.69 Comprehensive income 7,811.41 7,679.22 Increase (Decrease) % (2.57) (1.46) (1.69) 8,924.72 7,555.51 8,380.68 6.49 14.67 10.92 Financial Ratio 2014 2015 Unit : Million Baht 0.86 0.56 2016 Current assets to 0.42 0.38 current liabilities ratio (Times) 0.72 0.62 0.36 Total liabilities to 4.13 4.60 total assets ratio (Times) 7.24 7.67 0.42 Total liabilities to equity ratio (Times) 0.74 Return on net profit to total assets (Average) % 4.70 Return on net profit to equity (Average) % 7.89 Source : Accounting Division, Treasury and Accounting Department as of September 30, 2016 5Annual Report 2016

EXAT’s Board of Directors General Viwat Suchart Chairperson Date of Birth Diploma - Officer Basic Course, Class 54 September 9, 1956 - Officer Advance Course, Class 27 - Command and General Staff Officers Course, Position Class 67, Royal Thai Army Command and General Senior RTA Expert Staff College - Army War College Course, Class 46 Education - Development of Logistics Management Relations and Defence Industry Course, Class 2 Bachelor’s Degree - Integrated Logistics Support (ILS) Course - Chulachomklao Royal Military Academy Duntroon, for Commander Royal Military College, Australia Work Records - Bachelor of Engineering (Mechanical Engineering), - Engineer Department Officer Second Class Honors, University of New South Wales, - Commander, Engineer Field Maintenance Company Australia - Section Chief, Directorate of Logistics Master’s Degree - Instructor, Academic Course Chief, - Master of Engineering (Mechanical Engineering), University of New South Wales, Australia RTA Logistics School Degree - Director, Directorate of Logistics - Degree of National Defence College, The State, - Deputy Commander, RTA Logistics School Private Sector and Political Sectors Course, - Deputy Director, Directorate of Logistics Class 5, National Defence College - Chief of RTA Post Engineer - Deputy Chief of Staff, RTA 6 Annual Report 2016

Miss Banthornchome Kaewsa-ard Member Representing Ministry of Finance Date of Birth - Modern Management Executives Program, Fiscal Policy Office June 26, 1958 - Professional Executive Development Program for the Position Ministry of Finance’s Government Officials by Kellogg School of Management Fiscal Policy Advisor, Fiscal Policy Office - Public Economics Management for Executives Program, Education Class 6, King Prajadhipok’s Institute Bachelor’s Degree - Financial Executive Development Program - FINEX 19, - Bachelor of Economics (Finance), the Thai Institute of Banking and Finance Association Chulalongkorn University - Global Customer Summit South East Asia Executive Master’s Degree Program, GE - Master of Economics (Development Economics), - Senior Executive Program London Business School, National Institute of Development Administration London, England (NIDA) - Master of Arts (Finance and Investment), - Senior Executive Development Program (SED 2), University of Exeter, England Class 5, Office of the Civil Service Commission Diploma - Negotiation on Access to Capital Market Workshop - Top Executive Program, Class 20, Capital Market - Economic Crime Cambridge University, England Academy (CMA) - Financial Development and ODA Loan, JICA, Japan - Modern Management Professional Development Work Records Training Program, Canada - Specialized Course on Financial Market and New - Financial Specialist, Financial System and Financial Financial Instruments, IMF Washington D.C., U.S.A. Institutions Policy Bureau, Fiscal Policy Office - ADFP Workshop on Development Government Bond Markets in APEC Economics, APEC, Shanghai - Director, Financial System and Financial Institutions - International Investment Promotion Course, Madrid, Policy Bureau, Fiscal Policy Office Spain - Macroeconomic Management for Senior Officials, IMF, - Deputy Director-General, Fiscal Policy Office Singapore 7Annual Report 2016

Mr. Chusak Gaywee Member Representing Ministry of Transport Date of Birth Work Records August 8, 1958 - Civil Engineer 7 (Plan and Development Specialist) Planning Division, Department of Highways Position - Civil Engineer 8, Bureau of Planning and Highway Inspector-General, Ministry of Transport Project, Department of Highways Education - Experts in Civil Engineering (Planning) - Professional Engineer 9 (Civil Engineering), Bureau Bachelor’s Degree - Bachelor of Engineering (Civil Engineering), of Planning, (Director of Functional Planning Sub-Division), Department of Highways Chiang Mai University - Director, Bureau of Planning, Department of Highways Master’s Degree - Deputy Director General for Engineering, Department - Master of Engineering (M. Eng.) in Structural of Highways - Deputy Permanent Secretary, Ministry of Transport Engineering and Construction, Asian Institute (Head of Transport Infrastructure Development of Technology (AIT) Cluster), Ministry of Transport Degree - Director-General, Department of Highways - Degree of National Defence College, National Defence College, 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) 8 Annual Report 2016

Mr. Somsak Chotrattanasiri Member Representing Bureau of the Budget Date of Birth Work Records September 13, 1957 - Budget Analyst 8 - Expert on Budget Strategy (Budget Analyst 9) Position - Director, Economic Sector Budget Preparation Office 4 - Director, Social Sector Budget Preparation Office 1 Director-General, Bureau of the Budget - Senior Advisor, Bureau of the Budget - Deputy Director-General, Bureau of the Budget Education Bachelor’s Degree - Bachelor of Arts (Political Science), Kasetsart University Master’s Degree - Master of Public Administration (Public Administration), National Institute of Development Administration Degree - 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) 9Annual Report 2016

Mr. Chanvit Amatamatucharti Member Representing the Office of the National Economic and Social Development Board Date of Birth - “Top Executive Program in Commerce and Trade (TEP CoT)”, Class 4, Commerce Academy March 18, 1956 - “The 4 Imperatives of Great Leaders” Program, Position Office of the Civil Service Commission Deputy Secretary-General, National Economic and - “Cross-Border Infrastructure in a Market Economy” Social Development Board Program, Phnom Penh, Cambodia Education - Corporate Governance Program for Directors and Top Executives of State Enterprises and Public Bachelor’s Degree Organizations” Program, Public Director Institute (PDI) - Bachelor of Arts (Economics), Chiang Mai University Master’s Degree Work Records - Master of Economics (Development Economics), - Director, Infrastructure Division (Plan and Policy National Institute of Development Administration Analyst 8) Degree - Degree of National Defence College, Class 50, - Department Secretary (General Administration Officer 8) National Defence College Diploma - Director, Infrastructure Project Office (Plan and - Public Economics Management for Executives, Class 5, Policy Analyst 9) King Prajadhipok’s Institute - Director, Competitiveness Development Office - Middle Management, Office of the Civil Service (Plan and Policy Analyst 9) Commission - Senior Advisor in Policy and Plan (Plan and Policy - Director Certification Program (DCP), Class 109, Analyst, Advisory Level) Thai Institute of Directors Association (IOD) - Audit Committee Program (ACP), Class 39/2012, Thai Institute of Directors Association (IOD) 10 Annual Report 2016

Pol. Maj. Gen. Surachet Hakpan Member Representing Royal Thai Police Headquarters Date of Birth - Deputy Inspector, Work Group 5, Investigation Sub-Division, Provincial Police Region 7 October 29, 1970 - Inspector (serving as legal officer for punitive discipline Position consideration), Disciplinary Division Commander of Tourist Police Division, - Inspector, Highway Police Station 4, Sub-Division 5, Royal Thai Police Headquarters Highway Police Division Education - Inspector, Highway Police Station 2, Sub-Division 3, Highway Police Station Bachelor’s Degree - Bachelor of Public Administration, Royal Thai Police - Assistant Aide (Level 3) to Chief of Royal Court Security Police (Level 10) Cadet Academy Master’s Degree - Assistant Aide (Level 3) Office of the Commissioner - Master of Social Sciences (Criminology and General, Royal Thai Police Criminal Justice Administration), Mahidol University - Superintendent, Office of the Commissioner General, Doctoral Degree Royal Thai Police - Doctor of Philosophy (Public Administration), - Superintendent 3, Anti Human Trafficking Division Eastern Asia University - Superintendent, General Staff Sub-Division 10, General Work Records Staff Division, Central Investigation Bureau - Superintendent, Hat Yai Police Station - Deputy Inspector, Royal Thai Police Cadet Academy - Deputy Commander of Songkhla Province Police - Deputy Inspector for Investigation, Nongkhaem - Deputy Commander for Patrol and Special Operation - Commander, Office of the Commissioner General, Metropolitan Police Station - Deputy Inspector for Investigation, Royal Thai Police (serving as policy liaison with the Prime Minister) Muangsamutsakhon Police Station - Deputy Commissioner-General - Assistant Aide (Level 1) to Commissioner of 11Annual Report 2016 Provincial Police Region 3 - Assistant Aide (Level 1) to Commissioner of Provincial Police Region 7

Asst. Prof. Waressara Weerawat Qualified Member Position Work Records Professor, Department of Industrial Engineering, Faculty - Deputy Dean for Academic Affairs, Faculty of of Engineering, Mahidol University Engineering, Mahidol University Education - Deputy Dean for Student Affairs, Faculty of Engineering, Mahidol University Bachelor’s Degree - Industrial Engineering (Honors), Mahidol University, - Associate Director, Center for Logistics Management, Faculty of Engineering, Mahidol University Thailand 1994 Master’s Degree - Associate Department Head, Industrial Engineering - Industrial Engineering, USA 1996 Department, Mahidol University Doctoral Degree - Industrial Engineering, USA 2003 - Board of Division, Faculty of Engineering, Diploma Mahidol University - Corporate Governance Program for Directors and - Director, Logistics Innovation Center, Faculty of Top Executives of State Enterprises and Public Engineering, Mahidol University Organizations, Class 13, Public Director Institute (PDI) 12 Annual Report 2016

Mr. Plakorn Wanglee Qualified Member Date of Birth Work Records April 21, 1966 - Management Associate, International Banking, California Bank, San Francisco Position - Assistant Marketing Manager, Proctor & Gamble President and Chief Executive Officer Standard (Thailand) Co., Ltd. Chartered Bank (Thai) Public Company Limited - Chief of Investment Banking Group, Education Telecommunication & Communications and Infrastructure, Ake Thanakij Funding Public Company Bachelor’s Degree Limited - Faculty of Commerce and Accountancy (Accounting) - Director and Head of Thanakij Corporation, Chulalongkorn University Telecommunication & Communications, ABN AMRO Master’s Degree N.V, Branch of Thailand - MBA, San Francisco State University, USA - Department Director of ABN AMRO N.V, Branch of Thailand - Country Executive, The Royal Bank of Scotland N.V, Branch of Thailand - Senior Executive Vice President Head of Origination and Client Coverage, Standard Chartered Bank (Thai) Public Company Limited 13Annual Report 2016

Mr. Wuttipong Wiboonwong Qualified Member Date of Birth Work Records May 19, 1951 - Deputy Director-General for Administrative Litigation, Nakhon Ratchasima Position - Deputy Director-General for Intellectual Property and Senior Public Prosecutor International Trade Litigation Education - Director-General for Appellate Litigation Region 5, Chiang Mai Bachelor’s Degree - Bachelor of Laws, Thammasat University - Director-General for the State Attorney Commission Master’s Degree (SAT) - Master of Public Administration National Institute - Inspector-General of Development Administration - Deputy Attorney General Diploma - Barrister-at-Law, Institute of Legal Education, Thai Bar Association 14 Annual Report 2016

Air Chief Marshal Yutthana Sukumolchan Qualified Member Date of Birth Work Records September 13, 1954 - Rifle Platoon Leader, RTAF Security Forces Battalion, Wing 41, Chiang Mai Position - Commander, RTAF Security Forces Battalion, Wing 41, Retired Government Official Chiang Mai Education - Commanding Officer, RTAF Security Forces Regiment, King’s Guard Bachelor’s Degree - Bachelor of Science, Royal Thai Air Force (RTAF) - Chief of Staff, RTAF Security Forces Command - Deputy Commander, RTAF Security Forces Command Academy - Commander, RTAF Security Forces Command Degree - Senior Air Force Expert - 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 15Annual Report 2016

Mr. Narong Gieddech Member and Secretary Date of Birth - Structural and Risk Management in Fundraising Course, Faculty of January 12, 1959 Commerce and Accountancy, Chulalongkorn University Position Governor, the Expressway Authority of Thailand - Principles and Concepts of Public Private Partnerships (PPPs) Education Course, Public Debt Management Office, Ministry of Finance Bachelor’s Degree - Bachelor of Economics, Thammasat University - Fiscal Risk Management Course, Fiscal Policy Office Master’s Degree - CFO State Enterprise Forum on Roles of State Enterprise’s Financial - Master of Arts, Chulalongkorn University - Master of Engineering (Civil Engineering), Asian Institute of Technology Executive, CFO’s Roles under the Wind of Change and Silent Threat after Economic Crisis, State Enterprise Policy Office (AIT) - TCLA Annual Risk Management Conference 2010, State Enterprise Diploma Policy Office - Advanced Certificate Course in Public Economics Management for - Course on Integrated Management System for Operational Excellence, State Enterprise Policy Office Executives, Class 8, King Prajadhipok’s Institute - Course on Global Environment and Investment Innovation for the - Advance Human Resource Management Program, Thammasat University Future, MFC Asset Management Company Limited - Executive Finance Management Program (EFM), Economics and Work Records - Economist 4, Economic and Financial Analysis Section, Finance Academy, Class 4 Technical Affairs and Planning Division, Technical Affairs Department, - Thailand Insurance Leadership (TIL) Program, Class 3, Office of the Expressway Authority of Thailand - Economist 5, Economic and Financial Analysis Section, Technical Affairs Insurance Commission and Planning Division, Technical Affairs Department, the Expressway - Principles and Procedures for Effective Adaptation to Business Authority of Thailand - Economist 6, Economic and Financial Analysis Section, Technical Affairs Program (Malaysia, Singapore and Japan), National Institute of and Planning Division, Technical Affairs Department, the Expressway Development Administration Authority of Thailand - Micro MBA Program, EXAT and Thammasat University - Head of Economic and Financial Analysis Section, Policy and Project - Urban Transport Planning and Design Course, Singapore Planning Division, Office of the Governor, the Expressway Authority - Urban Transport Policy and Planning Course, Office of the Commission of Thailand for the Management of Road Traffic - Director of Technical Affairs and Planning Division, Project Planning - Managing Asia-Pacific Mega - Cities : Policies to Promote Sustainable and Working System Department, the Expressway Authority of Urban Program, National Institute of Development Administration Thailand - Policy Formulation, Strategic Planning and Implementation Course, - Director of Treasury and Accounting Department, the Expressway Office of the Commission for the Management of Road Traffic Authority of Thailand - Environment and Public Transport Management program, Kingdom - Deputy Governor for Administration, the Expressway Authority of of Sweden Thailand - Financial Executive Program for State Enterprise Sector, State Enterprise Policy Office - Course on How to Efficiently Apply SIX SIGMA Approach to Organizational Administration, Krungthai Bank Public Company Limited 16 Annual Report 2016

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. 17Annual Report 2016

Organization Structure and Manpower Governor Cobmy mEXitAteTe’sGBroouaprds oafsDaiprepcotionrtsed Office of Governor General Affairs and Public Relations Division Information Division Business Development and Conference Division - Public Relations Section - Expressway Information Marketing Division - General Service Section - Mass Relations Section - Conference Co-ordination - Public Relations Media Service Section - Business Development Section - Library and Reference Section Section - Conference Document Section - Information Analysis and Section - Corporate Social - Marketing Section Dissemination Section - Customer Relationship Responsibility Section - Information System Section Development Section - Market Research Section Deputy Governor for Deputy Governor for Deputy Governor for Law & Administration Technical Affairs Land Acquisition General Administration Treasury and Policy and Planning Information Technology Land Acquisition Department Accounting Department Department Department Department Land Acquisition Personnel Division Finance Division Planning and Project Computer Application Division - Recruitment Section - Finance Section Analysis Division System Division - Registration Section - Loan Section - Survey Section - General Welfare Section - Disbursement Audit Section 1 - Planning Section - Computer Application - Appraisal Section - Fringe Benefit Section - Disbursement Audit Section 2 - Engineering Analysis Section Section 1 - Verification Section - Employee Relationship - Environmental Analysis - Property Acquisition Section Accounting Division - Computer Application - Appeal and Grievance Section - Consolidate Accounting Section Section Section 2 - Occupational safety and - Cost Accounting Section - Economic and Financial Section - Database Development - Land Acquisition Data Healthy Environment Analysis Section Section Section Management Service Section Evaluation Division Computer Operations Personnel and Working Division Property Development System Development Budget Division - Evaluation Section and Right of Way - Statistics Section - Computer Control and Division - Operating Budget Analysis Maintenance Section Maintenance Division 1 - Personnel Development Section - Property Planning Section 1 - Capital Budget Analysis Section - Computer Network Section - Property Management Section - Working System - Budget Monitoring and Evaluation Section Section 1 - Revenue Collection Section 1 Development Section Revenue Audit Division - Right of Way Maintenance Supply Service Division - Procurement Section - Revenue Audit Section 1 Section 1 - Supply Section - Revenue Audit Section 2 - Right of Way Maintenance - Revenue Audit Section 3 Section 2 Corporate Governance and - Right of Way Maintenance Organization Value Management Division - Corporate Governance Section Section 3 - Organization Value Management Section Property Development EDDAGDSxseeeiovpscppvisietesuaiiorotrrttanytnn mnoGLtLre eoenGvvvtoeeeLvllr eenvronero l r 11351522192 DDSeeivcpistaiioortnnmssents Total number of regular and temporary employees in the past 3 years and Right of Way Data as of March 30, 2016 Type of Number of Employee (Person) Maintenance Division 2 EXAT’s Order No. 103/2016 Employee - Property Planning Section 2 Year 2016 Year 2015 Year 2014 - Property Management 18 Annual Report 2016 Regular 4,827 4,701 4,623 Employee Section 2 Temporary 556 624 608 - Revenue Collection Section 2 Employee - Right of Way Maintenance Section 4 - Right of Way Maintenance Section 5 - Right of Way Maintenance Section 6

Assistant Governor Audit Committee Internal Audit Office Expert Expressway System Risk Management Internal Audit Internal Audit (Administration) Engineering Research and Internal Control Division Division 1 Division 2 and Development Division - Risk Management Development Expert - Transport System Research and Section - Internal Audit Section 1 - Internal Audit Section 4 (Engineering) Development Section - Risk Management Evaluation Section - Internal Audit Section 2 - Internal Audit Section 5 - Testing, Quality Control, Standard - Core System Internal Control Section - Internal Audit Section 3 - Internal Audit Section 6 Expert Development Section - Support System Internal Control (Law) - Research and Development Section Administration Section Deputy Governor for Deputy Governor Construction and Maintenance for Operation Legal Department Expressway Construction Maintenance Traffic Control Toll Collection Department Department Department Department Litigation Division Expressway Expressway Traffic Management Toll Collection Division 1 Operation - Administration Litigation Engineering Division 1 Maintenance Division Division - Din Daeng Toll Planning Division - Expressway - Toll Collection Section Engineering Section 1 - Expressway - Traffic Management Collection Section - Civil Litigation Section - Expressway Maintenance Planning Section 1 - Bang Na Toll Planning Section - Arbitration Section Engineering Section 2 Section - Safety and Traffic - Expressway - Traffic Management Collection Section Legal Affairs Division Engineering Section 3 - Expressway Inspection Section 2 - Dao Khanong Toll Planning Section - Contract Section - Administration and Maintenance Collection Section - Disciplinary Section Section 1 Section 1 - Traffic Management - Sukhumvit 62 Toll Collection Section - Legal Affairs Section Section 3 - Suksawat Toll Collection Section Expressway - Expressway Inspection - Ram Inthra Toll Collection Section CETETEECMTaEJMHDCDEaaEaBTVuooeonnnnoxxxxxxxaoioillapagaamnddddttpeeeeeeecccmsaanlhssicccccccaohottplleeeeEpsso puuuuuuuetmerSoiqqqqiixroortttttttulffaiiiiiiio’cHraiieuuuuvvvvvvvnlwsaeeslhreeeeeeeciiiiiavvvv’rogDddDeoDssssssssuylaaaarhreoteyeCllllbbDi(((((((EeeeegvlLLLLLLLggSennnnyymEeerCeeeeeeerrcerttttegedvvvvvvvtELpe(heeiereeeeeeeGufreld eoi o tlllllllccovieouyfa7819141aive lcectt)))0-1-e e liaCe36ao ))r ts))tnnee i oo r trnifi Lceavt((eePP lee1111424rr2ss,,,,,,78287818516oo)691243288452725nn1497397135518036606)) Engineering Division 2 and Maintenance Rescue and Traffic - Pracha Uthit Toll Collection Section - Expressway Section 2 Communication Division - At Narong Toll Collection Section Engineering Section 4 - Rescue Section 1 - Expressway - Bridge Maintenance - Rescue Section 2 Toll Collection Division 2 Engineering Section 5 Section - Rescue Section 3 - Pracha Chuen Toll Collection Section - Expressway Building and General - Traffic Communication - Ratchadaphisek Toll Collection Section Engineering Section 6 Property Maintenance - Administration Division Section Section 2 - Building Maintenance Section 1 - Yommarat Toll Collection Section General Construction - Building Maintenance Section 2 - Hua Lamphong Toll Collection Section Division - General Property Maintenance and - Surawong Toll Collection Section - Sathon Toll Collection Section - Engineering Section Gardening Section - Asok Toll Collection Section - Architectural Section Equipment Maintenance Division - Srinagarindra Toll Collection Section - Construction Section - Administration - Planning and Equipment Maintenance Section - Si Saman Toll Collection Section - Toll Collection Equipment Section 1 - Bang Pa-in Toll Collection Section Section 3 - Toll Collection Equipment Section 2 - Traffic Control Equipment Section 19Toll Collection Division 3 E-Business Services - Electric Toll Collection Engineering Division - Bang Na Km.6 Toll Section Collection Section - Clearing Account Center - E-Business Database Management Management Section - Bang Phli Toll Collection and Development Section Section - ETC and E-Business Management Electrical Mechanical Work Section - Chon Buri Toll Collection and Vehicles Division Section - E-Business Customer Communication Section - Expressway Lighting - Bang Khun Thian Toll Maintenance Section Collection Section - E-Business Service Development Section - Building and Toll Plaza - Bang Mueang Toll ** Regular and temporary employees classified by education except Governor Electrical System Section Collection Section Annual Report 2016 - Thepharak Toll - Mechanical and Vehicles Section Collection Section

EXAT’s Executives 20 Annual Report 2016

51 2 1. Mr. Narong Gieddech 4 3 Governor of the Expressway Authority of Thailand 2. Mr. Sudthisak Wattanavinid Deputy Governor Director for Law & Land Acquisition 3. Mr. Suchart Chonsakpipat Deputy Governor for Construction and Maintenance 4. Mr. Wichan Ekarintrakul Deputy Governor for Technical Affairs 5. Mr. Dumkerng Pankam Deputy Governor for Operation 21Annual Report 2016

9 68 6. Mrs. Uravadee Jusri 7 Deputy Governor for Administration 7. Mrs. Bhanumatee Smutkeeree Assistant Governor 8. Mr. Manus Boonmacha Expert (Administration) 9. Mr. Surasak Kanjanavakoon Director of Traffic Control Department 22 Annual Report 2016

10 13 10. Mrs. Benchamas Piyachotisukit 12 Director of Office of the Governor 11. Miss Suwan Lolurlert 11 Director of Internal Audit Office 12. Mr. Vittayut Palipho Expert (Law) 13. Mr. Somchai Saengtipbovorn Expert (Engineering) 23Annual Report 2016

17 15 18 14. Miss Pawinee Sirayootyothin 16 14 Director of General Administration Department 15. Miss Jariya Thongjunthuck Director of Policy and Planning Department 16. Mr. Chirasak Pamasiri Director of Information Technology Department 17. Mr. Phuttigun Kanjanapangka Director of Expressway Construction Department 18. Mr. Somporn Somabot Director of Toll Collection Department 24 Annual Report 2016

19 20 22 19. Mr. Panya Chaiyanont 21 Director of Treasury and Accounting Department 20. Mr. Prasit Dachsiri Director of Land Acquisition Department 21. Mr. Phongsopon Kururatchaikul Director of Legal Department 22. Mr. Sombat Suraprasit Director of Maintenance Department 25Annual Report 2016

Executive’s Profile and Remuneration Mr. Narong Gieddech - Fiscal Risk Management Course, Fiscal Policy Office - CFO State Enterprise Forum on Roles of State Enterprise’s Governor, the Expressway Authority of Thailand Date of Birth January 12, 1959 Financial Executive, CFO’s Roles under the Wind of Change Education and Silent Threat after Economic Crisis, State Enterprise Policy Bachelor’s Degree Office - Bachelor of Economics, Thammasat University - TCLA Annual Risk Management Conference 2010, State Master’s Degree Enterprise Policy Office - Master of Arts, Chulalongkorn University - Course on Integrated Management System for Operational - Master of Engineering (Civil Engineering), Asian Institute of Excellence, State Enterprise Policy Office - Course on Global Environment and Investment Innovation for Technology (AIT) the Future, MFC Asset Management Company Limited Training Work Records - Advanced Certificate Course in Public Economics Management - Director of Technical Affairs and Planning Division, Project Planning and Working System Department for Executives, Class 8, King Prajadhipok’s Institute - Director of Treasury and Accounting Department - Advance Human Resource Management Program, - Deputy Governor for Administration Thammasat University Mr. Sudthisak Wattanavinid - Executive Finance Management Program (EFM), Economics Deputy Governor for Law & Land Acquisition and Finance Academy, Class 4 Date of Birth July 24, 1959 - Thailand Insurance Leadership (TIL) Program, Class 3, Office Education Bachelor’s Degree of Insurance Commission - Bachelor of Laws, Ramkhamhaeng University - Principles and Procedures for Effective Adaptation to Business Master’s Degree - Master of Public Administration, Dhurakij Pundit University Program (Malaysia, Singapore and Japan), National Institute of Work Records Development Administration - Director of Property Development and Right of Way Maintenance - Micro MBA Program, EXAT and Thammasat University - Urban Transport Planning and Design Course, Singapore Division 2, Department of Land Acquisition - Urban Transport Policy and Planning Course, Office of the - Director of Legal Department Commission for the Management of Road Traffic - Acting Deputy Governor for Law & Land Acquisition - Course on Managing Asia-Pacific Mega-Cities : Policies to Promote Sustainable Urban, National Institute of Development Mr. Suchart Cholsakpipat Administration - Policy Formulation, Strategic Planning and Implementation Deputy Governor for Construction and Maintenance Course, Office of the Commission for the Management of Road Date of Birth July 3, 1960 Traffic Education - Environment and Public Transport Management, Kingdom of Bachelor’s Degree Sweden - Bachelor of Engineering (Civil Engineering), Chulalongkorn - Financial Executive Program for State Enterprise Sector, State Enterprise Policy Office University - Course on How to Efficiently Apply SIX SIGMA Approach to Master’s Degree Organizational Administration, Krungthai Bank Public Company - Master of Engineering (Civil Engineering), The University of Limited - Structural and Risk Management in Fundraising Course, Faculty New South Wales of Commerce and Accountancy, Chulalongkorn University - Master of Business Administration (Business Administration), - Principles and Concepts of Public Private Partnerships (PPPs) Course, Public Debt Management Office, Ministry of Finance Chulalongkorn University 26 Annual Report 2016

Doctoral Degree Mrs. Uravadee Jusri - Doctor of Public Administration in Public and Private Deputy Governor for Administration Management, National Institute of Development Administration Date of Birth April 19, 1956 Work Records Education - Director of Expressway Engineering Division 1, Expressway Bachelor’s Degree - Bachelor of Economics in Economics, Chulalongkorn University Construction Department Master’s Degree - Acting Director of Expressway Construction Department - Master of Economics (Development Economics), National - Director of Expressway Construction Department Institute of Development Administration Mr. Wichan Ekarintrakul Work Records - Director of Finance Division, Treasury and Accounting Deputy Governor for Technical Affairs Date of Birth May 25, 1964 Department Education - Director of Treasury and Accounting Department Master’s Degree - Director of Audit Office - Master of Engineering in Transportation Engineering Mrs. Bhanumatee Smutkeeree Chulalongkorn University Work Records Assistant Governor - Director of Expressway Engineering Division 1, Expressway Date of Birth March 11, 1956 Education Construction Department Bachelor’s Degree - Director of Planning and Project Analysis Division, Policy and - Bachelor of Economics in Finance, Ramkhamhaeng University - Bachelor of Arts in Political Science, Ramkhamhaeng University Planning Department Master’s Degree - Director of Policy and Planning Department - Master of Political Science in Public Administration, Thammasat Mr. Dumkerng Pankam University - Master of Political Science in Local Politics and Government, Deputy Governor for Operation Date of Birth October 17, 1962 Sukhothai Thammathirat Open University Education Work Records Bachelor’s Degree - Director of Operating Work and Engineering Audit Division, - Bachelor of Laws, Thammasat University Work Records Internal Audit Office - Director of Legal Affairs Division, Legal Department - Director of Budget Division, Treasury and Accounting - Director of Land Acquisition Division, Department of Land Department Acquisition - Expert Level 9 (Finance) - Director of Toll Collection Department Remuneration to Top Executives (Unit : Million Baht) Item 2014 2015 2016 Remuneration to executives 13.23 12.91 13.13 Remarks : Remuneration to executives includes salary and bonus of the Governor, the Deputy Governors and the Assistant Governor. 27Annual Report 2016

Human Resource Development The Expressway Authority of Thailand (EXAT) is fully aware and recognizes the importance of establishing potential or competency development for all levels of personnel, the main factors that drive the organization to be a high performance organization (HPO) according to State Enterprise Performance Appraisal (SEPA). EXAT’s human resource development plan has been laid down based on State Enterprise Good Corporate guidelines to build up knowledge and understanding about good governance based management for executives and promote moral as well as ethics for all levels of employees to ensure that they work diligently and honestly with good physical and mental health and that strong engagement with the organization is formed among employees. In fiscal year 2016, EXAT’s annual plans on personnel development are carried out as follows: 1) Provide knowledge to executives and employees in preparation for being a high performance organization (HPO) according to State Enterprise Performance Appraisal (SEPA). 2) Build up employees’ work competency or performance by developing and establishing training courses derived from the outcome of competency gap analysis to improve employees’ knowledge, ability and skills so that they are prepared for work based on their core, functional and managerial competency. 3) Develop and promote a learning organization by conducting knowledge management (KM) and forming a KM team or community of practice (CoP) to encourage a sharing knowledge environment among job performers. EXAT has also developed a KM web network system and organized a KM exhibition day to engage the employees in jointly exchanging, sharing and transferring knowledge. 4) Promote learning activities and build innovation into the organization to leverage service standards to be convenient, rapid and safe to satisfy the expressway users. In fiscal year 2016, EXAT provided the executives and employees with 81 learning courses through training, seminars and field trips. In addition, EXAT personnel are also encouraged to attend other training 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, including the master’s degree and the doctoral degree. 28 Annual Report 2016

PTheraExcprteiscswaaly AEutthhoriitcy sof Thailand’s 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 guidelines based on integrity and morality. The words “Jariyatham” (Morality) can be separated into “Jariya”, which means conduct or good act to take. Tham are defined in various meanings such as goodness, religious instructions and code of action. When two words are combined to “Jariyatham”, it literally means “code of behavior” or “behavioral 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 and 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” shares 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 on 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. 29Annual Report 2016

TChoe Erpxporersaswteay AGuothovreityrnofaTnhacilaendG’suidelines 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 4. Transparency Perform its task transparently, disclose information and be accountable 5. Value Creation Increase capability in all dimensions to enhance competitive advantage and add value to business in both short and long term 6. Ethics Follow EXAT’s morality and ethics 7. Participation Allow public participation to express public opinion regarding any operation which may 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 Board In the meeting No. 9/2015 on October 22, 2015, EXAT’s Board of Directors had resolution on approving the definition of “Independent Board” as follows: “Independent Board” means a board member who is appointed by the Cabinet to serve as a qualified member. The independent board member would be free to use his/her discretion for decision, making a real independent action 30 Annual Report 2016

and able to direct to change or restrain any actions when it is considered necessary. S/he 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. In fiscal year 2016, EXAT’s Board of Directors contains 4 independent board members including Air Chief Marshal Yutthana Sukumolchan, Asst. Prof. Waressara Weerawat, Mr. Plakorn Wanglee and Mr. Wuttipong Wiboonwong (retired as qualified member from the Independent Board on May 19, 2016 due to 65 years of age). Independent Board’s Performance in Fiscal Year 2016 During the fiscal year 2016, the Independent Board convened 2 meetings as indicated below. 1) In the meeting No.2/2015 on October 15, 2015, the Independent Board approved the following resolution: The definition of the term “Independent Board” as described below. “Independent Board” means a board member who is appointed by the Cabinet to serve as a qualified member. The independent board member would be free to use his/ her discretion for decision, making a real independent action and able to direct to change or restrain any actions when it is considered necessary. S/he 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) In the meeting No.1/2016 on August 9, 2016, the Independent Directors approved the following resolutions: 1. Revision of EXAT’s Board of Directors’ performance evaluation forms used for individual, cross and board evaluation and proposal of the revised forms to the Board of Directors for further approval as detailed below: 1) Revision of evaluation items and explanation statements of rating level in the performance evaluation forms used for individual and cross evaluation 2) Revision of evaluation items in the performance evaluation form used for board evaluation. 2. Continuation of cross evaluation for the performance of EXAT’s Board of Directors so that it is in accordance with Principles and Guidelines on Corporate Governance of State-Owned Enterprise 2009 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. 31Annual Report 2016

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 on 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. 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 and disseminate knowledge of morality handbook among the executives and employees for implementation, e.g., EXAT CG roadshow : HEARTS to HEART, EXAT CG Day, EXAT CG Idol and morality slogan contest has been organized as well. 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 2016, no conflict interest is found among the executives, regular employees and temporary 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 gover- nance (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, LED TV, 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 enables to access the said information from the annual report and EXAT’s information technology channel. 32 Annual Report 2016

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 Sub-committee Directors Enterprise Relations Management for Development and for Coordination of for Screening the Committee Expressway Traffic Governor’s Action Plan Management of and Assessment Expressway Management of the Governor’s Right-of-Way Sub-Committee Performance for Good Corporate The Independent Board Governance Sub-committee for Audit Committee Legal Affairs Strategy Formulation Sub-committee Committee for Monitoring and Sub-committee for Screening, for Development of Electronic Toll Implementation in line with Environmental Regulating and Expediting EXAT’s Measures during Construction Period Collection System Service of Si Rat-Outer Bangkok Ring Road Annual Budget Disbursement Expressway Project Annual Report 332016 Sub-committee for Strategic Route Study Sub-committee for Rama III– Sub-committee for to Support the Ministry of Transport’s Infrastructure Strategy Dao Khanong–Western Outer Bangkok Scrutinizing Meeting Agendas Based on the National Council for Peace Ring Road Expressway Project to the Board of Directors and Order’s Policy and ASEAN Economic Community (AEC)

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 - Recruitment Committee for the Governor - Sub-committee for the Governor’s Remuneration Consideration - Sub-committee for Good Corporate Governance - Risk Management Committee - The Independent Board - Sub-committee for Scrutinizing Meeting Agendas 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 - Strategy Formulation 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 34 Annual Report 2016

In fiscal year 2016, the Board of Directors convened 16 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 Appointed No. of Meeting Monthly Bonus for Date Session Allowances Remuneration Fiscal Year Attended 2015 (Baht) 1. General Viwat Suchart Chairperson Feb 3, 2015- 16/16 (Baht) (Baht) 148,660.71 Senior RTA Expert Sep 30, 2016 150,000 150,000.00 Appointed by the - cabinFeetbre3s,o2lu0t1io5n on 14/16 - 15/16 120,000 2. Mr. Narin Kalayanamit Member Sep 22, 2014- 11/16 120,000 3,548.39 180,000.00 FPIniensrpamneaccnetoern-Gt Seneecrraelt,aOryf,fiMceinoisftrtyheof MinRisetpryreosfenFtininagnce ApOpcotaing1te1en,dc2by0y15the 12/16 110,000 100,000 3. Miss Banthornchome Kaewsa-ard Member Oct 12, 2015- - 116,451.61 - Fiscal Policy Advisor MinRisetpryreosfenFtininagnce ApSpeopaing3tee0nd, c2by0y1t6he - - 12/16 - 4 . ITMnrsar.pneCscphtoourrst-aGkenGeraayl,wMeienistry of MiniRsterMpyreoemfseTbnreatrinnsgport ApOSpecoptain2g3t1ee0,nd, 2c2by00y115t6h- e 13/16 90,000 113,548.39 111,411.29 100,000 5 . DBMuirrd.egcSetootmr sGaekneCrahloBtruartetaanuasoifri the BRueMrpereaemuseboneftritnhge ApOSpecopt in23t8e0,d, 22b00y111t6h- e 11/16 120,000.00 147,148.62 Budget agency 100,000 6 . NDMearpt.iouCnthyaalSnEevcciotrentoAamrmyicaGtaaenmndearSatulocchiaalrti ROefMfpicreeemsoebfnettrihneg ApOSpecopt in23t1e0,d, 22b00y111t6h- e 120,000.00 180,000.00 agency Development Board, Office of the National Economic National Economic and Social and Social Development Board Development Board 7. Pol. Gen. Ruangsak Jritake Member Oct 30, 2014- - 82,850.80 Deputy Commissioner–General Representing Jun 9, 2015 2,258.06 55,500.00 RoHyeaal dTqhuaai rPteorlsice Appoaingteendcbyy the 117,741.94 180,000.00 Royal Thai Police Headquarters 120,000.00 180,000.00 8. Pol. Lt. Gen. Prawut Thavornsiri Member Jun 10, 2015- Assistant Commissioner General Representing Oct 7, 2015 Appoaingteendcbyy the Royal Thai Police Headquarters RoHyeaal dTqhuaai rPteorlsice 9. Pol. Maj. Gen. Surachet Hakpan Member Oct 8, 2015- CHDioevamisdimoqnua,anRrdteeorrysaolfTThoauirPisot lPicoelice RoHRyeeaapl drTeqhsuaeainrPttienorglsice ApSpeopaing3tee0nd, c2by0y1t6he 10 . APMEnrsaogshfiteni.dsePoserloroiUrn,f.gnDWi,veFepaararsceriuttsymltsyeaonraftEoWnf gIeninederuaeswrtirniaagtl Qualified Member NAapStJiopuenolpai2n3l1teC0,d,o22u0b0n1y1c4ti6-lhfeor Peace and Order’s approval on Jul 21, 2014 11. Mr. Plakorn Wanglee Qualified Member Jul 21, 2014- 120,000.00 180,000.00 President and Chief Executive Sep 30, 2016 Appointed by the 35Annual Report 2016 Officer, Standard Chartered Bank (Thai) Public Company Limited appNProaetavioacnleoaalnnCJdouuOl n2rcd1iel,rf2o’s0r14

The Expressway Authority of Thailand’s Board of Directors (EXAT’s Board of Directors) (Continued) Name/Agency Position Held Appointed No. of Meeting Monthly Bonus for Date AStetesnsdioend Allo(Bwaahntc) es Rem(uBnaehrta)tion 2F0is1c5al(BYaehatr) 12. Mr. Wuttipong Wiboonwong Qualified Member Oct 22, 2014- 8/10 80,000 75,806.45 169,838.72 Senior Public Prosecutor NPAaepMtaiopcanoeyainal1tnCe8dd,o2uObn0yrc1dti6elhrfeo’sr approval on Sep 4, 2014 Effective on Oct 22, 2014 Pr(oAspepcruotvoerdCboymPmuisbsliicon) 13. AirChiefMarshalYutthana Sukumolchan Qualified Member Feb 3, 2015- 16/16 120,000 120,000.00 118,928.57 Retired Government Official Sbeyptho3en0c,Fa2eb0bi1n3e6,tA2rep0sp1oo5luinttioend 14 . GMAuort.vheAorirnyitoayrnoTafhtTehTEainxilapanrpedasisway MSemecbreetraarynd NmoavnaN7Ng,ooe2vvm088e1,,n52t2S00h1i1igr1i1nn-egdoinn 3/3 30,000 12,333.33 180,000.00 15 . MAGuort.vheNorrnaitoryornoTgfhTehGEaixielapdnrdedesscwhay MSemecbreetraarynd SmJeapann3Ja1a0g3n,e,m21203e01,n16t260hS(1iEirgi6Xnn-gAeTdo’snin 13/13 90,000 107,666.67 - Acting Governor froJmanN1o2v, 82,021061) 5- 16. Mrs. Benchamas Piyachotisukit Secretary Assistant Nov 13, 2012– 15/16 - - - Director, Office of the Governor Sep 30, 2016 Appointed TThheailEanxdpressway Authority of rbeysooBnluotNaiorondvNo1fo3.D, 1i2re20c/12t2o0r1s2’ 17 . DoaMnfirrdteshc.CetVooGarnroofeevfereetrrhannetcoerGNTDeihntivieetisarEaidolxanpAkrfOuefalsffiisrcsweay Secretary Assistant SrbeepysoB3Nlu0oot,aiovr2nd103N1o,6fo2.DA01irp1e2p2c/2–oto0inr1tse2’d 15/16 - - - Authority of Thailand on Nov 13, 2012 Source : General Affairs and Conference Division, Office of the Governor as of September 30, 2016 Remarks 1. Board members who were out of duties and received bonus of fiscal year 2015 are as follows: - Mr. Narin Kalayanamit = Baht 180,000.00 - Pol. Gen. Ruangsak Jritake = Baht 82,850.80 - Pol. Lt. Gen. Prawut Thavornsiri = Baht 55,500.00 - Mr. Aiyanat Tinapai = Baht 180,000.00 2. In fiscal year 2016, the meeting of EXAT’s Board of Directors commenced on October 22, 2015 (No. 9/2015). 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. 36 Annual Report 2016

- 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 rate of that same as 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. 4. Monthly remuneration rate is in compliance with the cabinet resolution on July 2, 2013. The board members will receive monthly remuneration of Baht 10,000 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. 37Annual Report 2016

Committees and Sub-Committees Committees appointed in accordance with applicable laws Audit Committee Position Held Appointed Date No. of Session Meeting Chairperson Attended Allowances (Baht) Name/Agency Chairperson 1. Mr. Narin Kalayanamit Oct 1-11, 2015 - 4,435.48 Inspector-General, Office of the Member (By Board of Directors’ 141,532.26 75,806.45 Permanent Secretary, Ministry of Member order No. 5/2015 Finance Member dated Mar 2, 2015) 40,000.00 2. Mr. Chanvit Amatamatuchatri 120,000.00 Deputy Secretary General, National Secretary Oct 22, 2015– 11/11 Economic and Social Development Sep 30, 2016 17,096.77 Board, Office of the National Economic (By Board of Directors’ and Social Development Board order No. 28/2015 dated 3. Mr. Wuttipong Wiboonwong Nov 3, 2015) Senior Public Prosecutor Department of Policy, Strategy and Oct 1-21, 2015 - Budget Planning (By Board of Directors’ 4/7 order No. 5/2015 dated 4. Mrs. Banthornchome Kaewsa-ard Fiscal Policy Advisor Fiscal Policy Mar 2, 2015) Oct 22, 2015-May 18, 2016 Office Ministry of Finance 5. Mr. Plakorn Wanglee (By Board of Directors’ President and Chief Executive order No. 28/2015 dated Nov 3, 2015) Officer and Head of Origination and Client Coverage Standard May 11–Sep 30, 2016 3/4 Chartered Bank (Thai) Public (By Board of Directors’ Company Limited order No. 6/2016 dated 6. Mrs. Uravadee Jusri Jun 3, 2016) Director of Internal Audit Office Oct 1-21, 2015 - (By Board of Directors’ 10/11 order No. 5/2015 dated Mar 2, 2015) Oct 22, 2015-Sep 30, 2016 (By Board of Directors’ order No. 28/2015 dated Nov 3, 2015) Oct 1-21, 2015 - (By Board of Directors’ 2/2 order No. 5/2015 dated Mar 2, 2015) Oct 22, 2015-Jan 13, 2016 (By Board of Directors’ order No. 28/2015 dated Nov 3, 2015) 38 Annual Report 2016

Audit Committee (Continued) Name/Agency Position Held Appointed Date No. of Session Meeting Attended Allowances (Baht) 7. Miss Suwan Lolurlert Secretary Mar 10-Sep 30, 2016 9/9 33,548.39 Director of Internal Audit Office (By Board of Directors’ order No. 5/2015 dated Mar 2, 2015) Source : Internal Audit Office as of September 30, 2016 Remarks 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. In October 2015, there was no audit committee meeting as the Ministry of Finance appointed Miss Banthornchome Kaewsa-ard, a member representing the Ministry of Finance, to serve as a member of EXAT’s Board of Directors and replace Mr. Narin Kalayanamit from October 12, 2015 onwards. As a result, Mr. Narin was discharged from the Audit Committee and EXAT’s Board of Directors issued the Board of Directors’ Order No. 28/2015 dated November 3, 2015 to appoint the Audit Committee members, effective from October 22, 2015 onwards. 4. In January 2016, Mrs. Uravadee Jusri, Director of Internal Audit Office serving as the Audit Committee’s secretary, was appointed as Deputy Governor for Administration on January 14, 2016 and EXAT issued EXAT’s Order No. 75/2016 dated March 10, 2016 to appoint Miss Suwan Lolurlert as Director of Internal Audit Office. 5. In May 2016, Mr. Wuttipong Wiboonwong, the Audit Committee member, retired from a qualified member of EXAT’s Board of Directors due to 65 years of age on May 19, 2016. EXAT’s Board of Directors issued the Board of Director’s Order No. 6/2016 dated June 3, 2016 to appoint Miss Banthornchome Kaewsa-ard as the Audit Committee member in order to replace Mr. Wuttipong Wiboonwong. 6. In fiscal year 2016, there were 11 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. 3. To review the accuracy and reliability of EXAT’s financial reports. 39Annual Report 2016

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 subjects that may contain conflict of interests or lead to fraud or any other related subjects that may affect EXAT’s performance. 7. To propose 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 subjects 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 Director 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 Held Appointed Date No. of Session Meeting Attended Allowances (Baht) 1. Air Chief Marshal Yutthana Sukumolchan Chairperson Feb 25, 2015– 11/11 EXAT’s Board of Directors Member Feb 25, 2017 56,250 2. Mr. Dumkerng Pankam Member Feb 25, 2015– 5/11 Deputy Governor for Operation Member Feb 25, 2017 6,750 3. Mrs. Uravadee Jusri Apr 11, 2016- 6/6 Deputy Governor for Administration Member Sep 30, 2016 (Retired) 8,100 4. Mr. Panya Chaiyanont Member Feb 25, 2015– 10/11 Director of Treasury and Accounting Member Feb 25, 2017 13,500 Member Department Apr 11, 2016- 6/6 8,100 5. Mr. Sombat Suraprasit Feb 25, 2017 5/6 6,750 Director of Maintenance Department Apr 11, 2016- 6/6 8,100 6. Mr. Prasit Dachsiri Feb 25, 2017 5/6 6,750 Director Land Acquisition Department Apr 11, 2016- 7. Mr. Phongsopon Kururatchaikul Feb 25, 2017 Director of Legal Department Apr 11, 2016- 8. Mr. Surasak Kanjanavakoon Sep 30, 2016 (Retired) Director Traffic Control Department 40 Annual Report 2016

Committee for Enterprise Relations (Continued) Name/Agency Position Held Appointed Date No. of Session Meeting Feb 25, 2015– Attended Allowances (Baht) Feb 25, 2017 9. Mr. Lapdee Kolyanee Member 11/11 14,850 (President of EXAT State Enterprise Member Feb 25, 2015– 8/11 10,800 Labor Union) Technician 6, Building and Member Feb 25, 2017 11/11 14,850 General Property Maintenance Division, Member Feb 25, 2015– 9/11 12,150 Maintenance Department Member Feb 25, 2017 10. Mr. Rangsan Sunkachan Member Feb 25, 2015– Legal Officer 6, Land Acquisition Division, Member Feb 25, 2017 Land Acquisition Department Secretary 11. Mr. Pricha U-aroon Feb 25, 2015– 8/11 10,800 Legal Officer 6, Legal Affairs Division, Feb 25, 2017 Legal Department 12. Mr. Panuthat Suwanparot Apr 11, 2016- 5/6 6,750 General Affairs Officer 6, Rescue and Feb 25, 2017 Communication Division, Traffic Control Department Apr 11, 2016- 6/6 8,100 13. Mr. Supachai Saowaphayon Feb 25, 2017 General Administration Officer 6, Building and General Property Maintenance Apr 11, 2016- 6/6 - Division, Maintenance Department Feb 25, 2017 14. Mr. Yutthana Raksawong Technician 5, General Construction Source : Personnel Division, General Administration Department Division, Expressway Construction as of September 30, 2016 Department 15. Mr. Chanchai Phothongkham Toll Collection Control Officer 3, Toll Collection Division 1, Toll Collection Department 16. Miss Pawinee Sirayootyothin Director of General Administration Department 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. 41Annual Report 2016

Co-ordination Committee for the Second Stage Expressway System Project Name/Agency Position Held Appointed Date No. of Session Meeting Oct 1, 2015– Attended Allowances (Baht) Sep 30, 2016 1. Mr. Pongsak Somjai Chairperson Feb 17, 2015– 2/2 20,000 Deputy Permanent Secretary, Ministry of Sep 30, 2016 Feb 17, 2015– Transport Sep 30, 2016 Feb 17, 2015– 2. Mr. Poomsak Aranyakasemsuk Member Sep 30, 2016 2/2 16,000 Director of State Enterprise Development Feb 17, 2015– Sep 30, 2016 Bureau 1 State Enterprise Policy Office Feb 17, 2015– 3. Mr. Pitaya Uthaisang Substitute Sep 30, 2016 1/2 - State Enterprise Analyst, Senior Profes- Member Feb 17, 2015– Sep 30, 2016 sional Level State Enterprise Policy Office Feb 17, 2015– Sep 30, 2016 4. Miss Sakulphet Phetdee Substitute Feb 17, 2015– 2/2 - State Enterprise Analyst, Practioner Level Member Sep 30, 2016 State Enterprise Policy Office Nov 1, 2015– Sep 30, 2016 5. Mr. Pitsanu Vichiensan Member Dec 12, 2015– 2/2 16,000 Special Public Prosecutor, Contract and Sep 30, 2016 Feb 17, 2015– Legal Advices Division 4 Office of the Sep 30, 2016 Attorney General 6. Gp. Capt. Jirapon Kuaduang Qualified Member 2/2 16,000 President, Civil Aviation Training Centre 1/2 8,000 2/2 16,000 7. Mr. Somsak Hommaung Qualified Member Inspector-General, Ministry of Transport 2/2 16,000 8. Mr. Charn Tharawas Qualified Member Board Chairman/Chief Executive Officer C.Am Creation Co.,Ltd. 9. Assoc. Prof. Noppadol Phienwej Qualified Member Department of Geotechnical and Earth Resources Engineering, Asian Institute of Technology (AIT) 10. Mr. Narong Gieddech Member and 2/2 16,000 Governor The Expressway Authority of Secretary 2/2 - 2/2 - Thailand Source : Operation Planning Division as of September 30, 2016 11. Mr. Phongsopon Kururatchaikul Secretary Director of Legal Department Assistant The Expressway Authority of Thailand 12. Mr. Nontajit Bangsomboon Secretary Director of Operation Planning Division Assistant The Expressway Authority of Thailand 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. 42 Annual Report 2016

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 acknowledgment 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 Held Appointed Date No. of Session Meeting Oct 1, 2015– Attended Allowances (Baht) Sep 30, 2016 1. Mr. Darun Sangchai Chairperson Feb 17, 2015– 2/2 20,000 Deputy Permanent Secretary Ministry of Sep 30, 2016 Feb 17, 2015– Transport Sep 30, 2016 Feb 17, 2015– 2. Mr. Poomsak Aranyakasemsuk Member Sep 30, 2016 2/2 16,000 Director of State Enterprise Development Feb 17, 2015– Sep 30, 2016 Bureau 1, Ministry of Finance Feb 17, 2015– 3. Mr. Pitaya Uthaisang Substitute Sep 30, 2016 1/2 - State Enterprise Analyst, Senior Member Feb 17, 2015– Sep 30, 2016 Professional Level, Ministry of Finance Feb 17, 2015– Sep 30, 2016 4. Miss Sakulphet Phetdee Substitute Feb 17, 2015– 2/2 - State Enterprise Analyst, Practioner Member Sep 30, 2016 Level, Ministry of Finance Nov 1, 2015- Sept 30, 2016 5. Mr. Pitsanu Vichiensan Member 2/2 16,000 Special Public Prosecutor, Contract and Legal Advices Division 4, Office of the Attorney General 6. Gp. Capt. Jirapon Kuaduang Qualified Member 2/2 16,000 President, Civil Aviation Training Center 2/2 16,000 2/2 16,000 7. Mr. Somsak Hommaung Qualified Member 2/2 16,000 Inspector-General, Ministry of Transport 8. Mr. Charn Tharawas Qualified Member Board Chairman, C.am creation Co.,Ltd. 9. Assoc. Prof. Noppadol Phienwej Qualified Member Department of Geotechnical and Earth Resources Engineering Asian Institute of Technology (AIT) 10. Mr. Narong Gieddech Member and 2/2 16,000 Governor The Expressway Authority of Secretary Thailand 43Annual Report 2016

Co-ordination Committee for Bang Pa-in – Pak Kret Expressway Project (Continued) Name/Agency Position Held Appointed Date No. of Session Meeting Secretary Dec 12, 2015– Attended Allowances (Baht) 11. Mr. Phongsopon Kururatchaikul Assistant Sep 30, 2016 Director of Legal Department Secretary 2/2 - Assistant The Expressway Authority of Thailand Feb 17, 2015– 2/2 - 12. Mr. Nontajit Bangsomboon Sep 30, 2016 Director of Operation Planning Division Source : Operation Planning Division The Expressway Authority of Thailand as of September 30, 2016 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 acknowledgment 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 2016, 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 Held Appointed Date No. of Session Meeting 1. Mr. Somsak Chotrattanasiri Chairperson Attended Allowances (Baht) Member representing Bureau of Member Nov 30, 2011–Sep 30, 2016 8/8 100,000 Budget Director General of Bureau (By Board of Directors’ order of the Budget No. 8/2011 dated Dec 7, 2011, order No. 2/2013 dated Feb 4, 2013 2. Mr. Chusak Gaywee No. 4/2014 dated Sep 8, 2014 and Member representing Ministry of order No. 1/2015 dated Mar 2, 2015) Transport Inspector-General, Feb 25, 2015-Sep 30, 2016 7/8 70,000 Ministry of Transport (By Board of Directors’ order 3. Air Chief Marshal Yutthana No. 1/2015 dated Mar 2, 2015) Sukumolchan Qualified Member Retired Government Official Member Feb 25, 2015-Sep 30, 2016 8/8 70,000 (By Board of Directors’ order No. 1/2015 dated Mar 2, 2015) 44 Annual Report 2016

Executive Board of Directors (Continued) Name/Agency Position Held Appointed Date No. of Session Meeting Attended Allowances (Baht) 4. Mr. Narong Gieddech Member Jan 13, 2016-Sep 30, 2016 8/8 60,000 Governor, the Expressway Authority Signed in management hiring on of Thailand Jan 13, 2016 5. Mrs. Benchamas Piyachotisukit Secretary Nov 13, 2012-Sep 30, 2016 7/8 - Director of the Office of the Governor (By Board of Directors’ order No. 19/2012 dated Dec 13, 2012, The Expressway Authority of Thailand order No. 2/2013 dated Feb 4, 2013, order No. 4/2014 dated Sep 8, 2014 and order No. 1/2015 dated Mar 2, 2015 6. Mrs. Vareerat Nititadakul Secretary Assistant Nov 30, 2011–Sep 30, 2016 7/8 - Director of the General Affairs and (By Board of Directors’ order No. 8/2011 dated Dec 7, 2011, Conference Division, Office of the Governor The Expressway Authority order No. 2/2013 dated of Thailand Feb 4, 2013, order No. 4/2014 dated Sep 8, 2014 and order No. 1/2015 dated Mar 2, 2015) Source : General Affairs and Conference Division, Office of the Governor as of September 30, 2016 Remarks Meeting allowances conforms 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 member and the Board will be responsible for their own income tax incurred. - Subcommittee, working group or any 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 rate of that same as State Enterprise member. The remuneration paid for subcommittee, 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. 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. 45Annual Report 2016

4. To scrutinize a reserve fund for emergency situation, value of over Baht 8 million 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 Held Appointed Date No. of Session Meeting 1. Pol. Lt. Gen. Prawut Thavornsiri Chairperson Attended Allowances (Baht) Jun 23, 2015– May 7, 2015 1 12,500 Oct 22, 2015– Mr. Wuttipong Wiboonwong Chairperson May 19, 2016 3 50,000 Jun 8, 2016– Mr. Chanvit Amatamatycharti Chairperson Sep 30, 2016 3 37,500 Feb 25, 2015– 2. Mr. Plakorn Wanglee Member May 19, 2016 5 50,000 Feb 25, 2015– 3. General Panuwat Sataman Member Sep 30, 2016 9 27,000 Apr 8, 2015– 4. Lt.Gen. Chaiyaporn Rattaphaet Member Sep 30, 2016 10 30,000 Aug 13, 2015– 5. Mr. Pongsakorn Chullabodhi Member Sep 30, 2019 9 27,000 Feb 25, 2015– 6. Lt.Col. Siraphong Wilalai Member Sep 30, 2016 7 21,000 Feb 25, 2015– 7. Colonel Suranart Sabaithup Member Sep 30, 2016 9 27,000 Jun 8, 2016– 8. Colonel Charan Singsiri Member Sep 30, 2016 3 9,000 Feb 25, 2015– 9. Mr. Sudthisak Wattanavinid Member Sep 30, 2016 7- Deputy Governor for Law and Land Member Feb 25, 2015– 1 - Acquisition The Expressway Authority of Oct 7, 2015 Thailand 10. Mr.Panya Chaiyanont Director of Treasury and Accounting Department The Expressway Authority of Thailand 46 Annual Report 2016

Sub-committee for Development and Management of Expressway Right-Of-Way (Continued) Name/Agency Position Held Appointed Date No. of Session Meeting Attended Allowances (Baht) 11. Mr.Prasit Dachsiri Member Feb 25, 2015– 10 - Director of Land Acquisition Department Sep 30, 2016 The Expressway Authority of Thailand 12. Mr. Adisak Kongcharoen Secretary Feb 25, 2015– 10 - Head of Property Planning Section 1 Sep 30, 2016 Acting Director of Property Development and Right-of-Way Maintenance Division 1 The Expressway Authority of Thailand 13. Mr. Pisan Thaisom Secretary Feb 25, 2015– 5 - Head of Property Management Section 2 Assistant Feb 18, 2016 Acting Director of Property Development and Right-of-Way Maintenance Division 2 The Expressway Authority of Thailand 14. Mr. Wichien Anukul Secretary Sep 18, 2016 – 5 - Director of Property Development and Assistant Sep 30, 2016 Right-of-Way Maintenance Division 2 The Expressway Authority of Thailand Source : Property Development and Right-of-Way Maintenance Division 1, Land Acquisition Department as of September 30, 2016 Authorities and Duties: 1. To provide additional suggestions or comments on development and management of right-of-way utilization. 2. To consider about renting or awarding any rights in EXAT’s property which its value is more than one hundred million Baht or its rental period is over five years with exemption of awarding those mentioned to governmental agencies before submission to the Board of Directors for consideration. 3. To consider other matters as assigned by the Board of Directors. Sub-committee for Legal Affairs Position Held Appointed Date No. of Session Meeting Chairperson Feb 25, 2015 Attended Allowances (Baht) Name/Agency Chairperson 6/6 12,500 1. Mr. Wuttipong Wiboonwong Member Deputy Attorney General Jun 8, 2016– 1/1 12,500 Pol. Maj. Gen. Surachet Hakpan Sep 30, 2016 0/1 10,000 Commander of Tourist Police Division Jun 23, 2015 2. Pol. Lt. Gen. Prawut Thavornsiri Assistant Commissioner General, Royal Member Oct 22, 2015- 2/5 10,000 Sep 30, 2016 Thai Police 47Annual Report 2016 Pol. Maj. Gen. Surachet Hakpan Commander of Tourist Police Division

Sub-committee for Legal Affairs (Continued) Position Held Appointed Date No. of Session Meeting Feb 25, 2015– Attended Allowances (Baht) Name/Agency Sep 30, 2016 3. Pol. Maj. Gen. Santi Wijakkana Member 5/7 3,000 Chairperson, Sun Thai Rubber Gloves Member Jun 8, 2016– 1/1 3,000 Industry Public Co.,Ltd. Member Sep 30, 2016 6/7 3,000 Chairperson of the Board of Directors, Member Feb 25, 2015– 7/7 3,000 Member Sep 30, 2016 3/7 3,000 TT&T Subscriber Services Co., Ltd. Member Feb 25, 2015– 7/7 3,000 Chairperson of the Board of Directors, Sep 30, 2016 Member Feb 25, 2015– 7/7 3,000 Triple T Global Net Co.,Ltd. Member Sep 30, 2016 7/7 3,000 4. Colonel Charan Singsiri Feb 25, 2015– Aide De Camp Deputy Permanent Member Sep 30, 2016 4/7 - Member 4/5 - Secretary for Defence (4) Member Feb 25, 2015– 1/2 - 5. Mr. Chanis Khlaisang Member Sep 30, 2016 4/5 - Director of Technology and Member Feb 25, 2015– 2/2 - Sep 30, 2016 Communication Law Division 6. Mr. Sanay Tangsathit Feb 25, 2015– Director of Legal Affairs Bureau Sep 30, 2016 7. Mr. Wichan Thammasujarit Mar 11, 2015 Deputy Director-General Department of Mar 10, 2016- Administrative Litigation Sep 30, 2016 8. Pol. Capt. Chokchai Sittipolkul Apr 30, 2015 Senior Expert Public Prosecutor Depart- Mar 30, 2016- Sep 30, 2016 ment of Legal Counsel Official to assist as Secretary to the Inspector General 9. ML. Supakit Charoonrojn Senior Expert Public Prosecutor 10. Mr. Charoonpong Intachan Provincial Chief Public Prosecutor attached to the Office of the Attorney General 11. Mr.Sudthisak Wattanavinid Deputy Governor for Law & Land Acquisition 12. Mr. Woraprach Phongphongsri Director of Litigation Division, Acting Director of Legal Department Mr. Phongsopon Kururatchaikul Director of Legal Department 13. Mr. Woraprach Phongphongsri Director of Litigation Division Mr. Suwat Dansrichanchai Director of Legal Department 48 Annual Report 2016