Sermsang Power Public : The disposition of HIDAKA Solar Power Project in Japan with Installed Capacity of 21 MW which considered as disposition of assets

	-Translation-
At SSP OG012/2022
	June 9, 2022
Re:	The disposition of HIDAKA Solar Power Project in Japan with Installed Capacity of 21 MW
	which considered as disposition of assets
Attn:	The Director and Manager of
	The Stock Exchange of Thailand

Sermsang Power Corporation Public Company Limited (the "Company") wishes to inform the Stock Exchange of Thailand to acknowledge the resolution of the Board of Directors' meeting No. 3/2022 on May 20, 2022 that the meeting has resolved to approve the disposition of HIDAKA Solar Power Project in Japan with installed capacity of 21 MW which considered as disposition of assets. Surge Energy Corporation Limited ("SEG"), an overseas subsidiary of the Company with S. Global Power Limited as a shareholder holding 100% of shares, will dispose all TK Investor (the "Asset") of

86.91 percent in SS Hidaka No Mori G.K. ("SSH"), which holds Hidaka Solar Power Project in Japan. The Asset will be purchased by ZEC1 Godo Kaisha (the Buyers") a renewable energy player in Japan, at a total consideration value of JPY 2,800 million or equivalent to THB 718.18 million (with reference to the exchange rate of THB 25.6492 per JPY 100 as of 7 June 2022 as announced by the Bank of Thailand) (collectively the "Transaction"). The Company would like to inform that the conditions specified in Assets Sale and Purchase Agreements has been fulfilled, and transaction has been closed on June 8, 2022. Details are as following:

Details of the Transaction

SEG (the "Sellers") have agreed to enter into the Transaction with Buyers under the mutually agreed key terms and conditions. Accordingly, the Sellers have entered into the sale and purchase agreements as well as other relevant transaction agreements with the Buyers on June 8, 2022 under the following conditions:

• The written approvals from lender of project have been obtained
• The Sellers have SSH into a GK-TK structure
• Both parties have prepared and delivered relevant documents to the opposite parties

Details of Project HIDAKA
Province	:	Hokkaido
Installed Capacity	:	21 MWdc /17 MWac
PPA Period	:	20 years
Off-taker	:	Hokkaido EPCO
End of PPA	:	March 2581
Status	:	Operational
Curtailment Limit	:	Unlimited
COD	:	01 March 2018
Details of the Asset

SS Hidaka No Mori G.K.("SSH")

Nature of Business	:	Power Distribution and Generation
Total TK Interests	:	JPY 1,458,000,000
Proportion of TK Interests :	SEG (86.91%)and Others (13.09%)

Representative Member :

A.P. Asset management Co., Ltd.

The return received from entering into such transaction, the Company foresees the benefits which led to the sufficient working capital for developing new projects according to the Company's business expansion plan. This including the improving in overall financial position and the liquidity. In addition, the Company's profits can be distributed back to its shareholders to create value added, and the shareholders are able to receive a good return on investment in the long term.

The Transaction is deemed as a disposition of assets by the Company pursuant to Notification of the Capital Market Supervisory Board No. TorJor. 20/2551 Re: Rules on Entering into Material Transactions Deemed as Acquisition or Disposition of Assets dated August 31, 2008 (including its amendments) 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 Acquisition or Disposition of Assets B.E. 2547 (2004) dated October 29, 2004 (including its amendments) (collectively, the "Notifications on Acquisition or Disposition of Assets"). Considering the transaction size calculated using various approaches under the Notifications on Acquisition or Disposition of Assets, the maximum value of the transaction is equal to 4.25 percent calculated based on the net tangible assets criteria based on the reviewed financial statements of the Company for the year ended March 31, 2022 (as of the exchange rate of THB 27.2845 per JPY). Upon combination with the Company's transactions on disposition of assets over the past 6 months prior to the execution of this transaction which has not been approved by the shareholders' meeting, the total transaction value of the disposition of assets by the Company is equal to 4.25 percent based on the net tangible assets which is lower than 15 percent. Therefore, the transaction is considered a disposition of assets transaction which has a value lower than 15 percent as prescribed in the Notifications on Acquisition or Disposition of Assets. As a result, the Company is not obliged to prepare a report and disclose the information in respect of the entry into the transaction to the SET and not required to seek approval of the shareholders. However, the Company deems it appropriate to disclose such transaction to the SET in order to comply with the principles of good corporate governance and the disclosure of information which is sufficient for the investors' decision.

In this regard, the Transaction is not regarded as a connected transaction of the Company under the Notification of the Capital Market Supervisory Board No. TorJor. 21/2551 Re: Rules on Connected Transactions (including its amendments) 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 B.E. 2546 (2003) (including its amendments).

Please be informed accordingly.

Yours sincerely,

(Mr. Chayut Leehacharoenkul)

Chief of Accounting and Finance