Nok Airlines Public : Ratification the Subsidiary enter into the connected transaction with the connected person on receiving financial assistance

-Translation-

Ref. BOD003/2020

23 January 2020

Subject: Ratification the Subsidiary enter into the connected transaction with the connected person on receiving financial assistance

To:	The President
	The Stock Exchange of Thailand

Nok Airlines Public Company Limited would like to inform that the Board of Director meeting No. 1/2020, held on 23 January 2020, has resolution to approve the ratification of NokScoot Company Limited (Subsidiary) to enter into the connected transaction with the connected person on receiving financial assistance under the credit limit of Baht 200 million from Mrs. Hatairatn Jurangkool, who is a major shareholder of the Company, making a connected person of the company. The entering into such transaction is defined as connected transactions of a listed company under the Notification of the Capital Market Supervisory Board No. TorChor. 21/2551 Re: Rules on Connected Transactions and the Notification of the Board of Governors of the Stock Exchange of Thailand Re: Disclosure of Information and Other Acts of Listed Companies Concerning the Connected Transactions 2003 (the "Notifications on Connected Transactions"). The net tangible asset ("NTA") is less than zero, therefore, it is unable to calculate the transaction size based on NTA. However, the size of this transaction is Baht 12.60 Million, which categorized as a medium transaction size, with the details as follows:

1. Date of the transaction 12 December 2019
2. Related Parties and Relationship with Nok Airlines Public Company Limited

Lender	:	Mrs. Hatairatn Jurangkool
Relationship	:	- Major Shareholder of the Company, holding 757,636,442 shares
		(24.373 percent) (as of 27 December 2019)
		- Close relative of the Board of Director. (Mr. Wutthiphum Jurangkool)
		- Close relative of the major shareholders. (Mr. Nuttapol Jurangkool and
		Mr. Thaveechat Jurangkool)
Borrower	:	NokScoot Company Limited (Subsidiary)

3.	General information of the Connected Transaction
	Credit line	:	Baht 200 million, by issuing promissory notes
	Interest rate	:	6.30% per annum (as of 22 January 2020, the average of Minimum Loan
			Rate of Commercial Banks registered in Thailand is 6.9263 % per annum)
	Tenor	:	No longer than 12 months
	Payment of Interest
	and Principal	:	Payment on the maturity date of promissory notes
	Collateral	:	None
4.	Objective	:	To use for working capital and general operation purpose

5.	Total value and valuation criteria of the transaction
	5.1 The transaction that the Subsidiary made with the connected person and her close
	relatives during period 6 months.
	None
	5.2 Size of transaction (Current transaction)
		Loan	Interest rate	Start date	End date		Interest
		(Baht)	(%)				(Baht)
		200,000,000	6.30	12 Dec 2019	11 Dec 2020		12,600,000
	Total estimated interest amount per annum (current transaction) is Baht 12,600,000
6.	Characteristics and scope of interests of connected persons when agreeing to enter into such
	connected transaction.
	The transaction is considered the connected transaction regarding the receipt of financial assistance
	pursuant to the Notifications on Connected Transactions. In consideration of the size of the
	transaction under the Notifications on Connected Transactions, the size of transaction is more than
	Baht 1 million not over than Baht 20 million. This transaction, therefore, is required an approval from
	the Board of Director and disclose the information to the Stock Exchange of Thailand.
7.	Names of connected persons and nature of relationship of the connected persons.
	Mr. Wutthiphum Jurangkool, Board of Director
8.	Condition which may affect the rights of shareholders.
	None

1. Opinions of the Board of Director concerning the connected transaction.
   The Board of Directors determined an appropriated the borrowing transaction from Mrs. Hatairatn Jurangkool for working capital and general operation purpose. The interest rate is adjacent to Financial Institution's interest rate and flexible to manage the subsidiary's liquidity and match with the cash flow projection plan.
2. Opinion of the Audit Committee and/or the Board of Directors having differing opinions from the Board of Director
   The Audit Committee has the opinion in correspondence with the opinion of the Board of Directors, and none of the Directors had the different opinion or abstention.

Please be informed accordingly.

Yours sincerely,

-Signed-

(Mr. Wutthiphum Jurangkool)

Chief Executive Officer