2021 for the year Report of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)

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2021 for the year Report of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)
Report of BTS Rail Mass Transit Growth
Infrastructure Fund (BTSGIF)
for the year
2021
to Unitholders in lieu of convening the Annual General Meeting of Unitholders for the year 2021
Report of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)
                                                                                                                        for the year 2021
                                                                                                                                            1

No. 1276/2021							7 July 2021

Re          Report of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF) for the year 2021 to Unitholders
            in lieu of convening the Annual General Meeting of Unitholders for the year 2021
To          The Unitholders of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)
Attachment 1. 2020/21 annual report in QR Code format
             2. The criteria for submitting questions and inquiries in relation to the report of BTS Rail Mass
                Transit Growth Infrastructure Fund (BTSGIF) for the year 2021 to Unitholders in lieu of Convening
                the Annual General Meeting of the Unitholders for the year 2021 and related supporting
                documents
              BBL Asset Management Company Limited (the “Management Company”) as the Management
Company of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF) (the “Fund”) notified the Unitholders
that the Management Company has deemed it appropriate to deliver the report, related supporting documents
and the annual report of the Fund for the year 2020/21 in QR Code format to the Unitholders for acknowledgement
by registered mail in lieu of convening the Annual General Meeting of Unitholders for the year 2021 of the Fund
to the Unitholders whose name appeared on the Unitholders registration book of the Fund on 30 June 2021.
The details were in accordance with the information published by the Management Company through the digital
platform of the Stock Exchange of Thailand on 16 June 2021 re: The delivery of the Report to the Unitholders
in lieu of convening the Annual General Meeting for the year 2021 of BTS Rail Mass Transit Growth Infrastructure
Fund (BTSGIF).
             In this regard, the Management Company would like to deliver the Report of the Fund for the year 2021
in lieu of convening the Annual General Meeting of Unitholders for the year 2021 (the “Report”) along with its
related supporting documents to report to the Unitholders for acknowledgment, detailed as follows:
Item 1      To acknowledge the Fund’s significant management and the management guideline in the future
            The Management Company hereby informs the Unitholders to acknowledge the Fund’s significant
management for the year 2020/21 and the management guideline in the future which are presented in
the annual report for the year 2020/21 as Attachment 1. The basic information of the Fund is as follows:
2   Report of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)
    for the year 2021

    1.1 The Information of the Fund
            General Information
             Fund Name                                           BTS Rail Mass Transit Growth Infrastructure Fund
             Security Symbol                                     BTSGIF
             Fund Type                                           Infrastructure Fund
             Number of Investment Units                          5,788mn units
             Fund Capital                                        • Registration date: THB 62,510.40mn
                                                                 • After the 11st Capital Return: THB 55,813.68mn
             Par Value per Unit                                  • Registration date: THB 10.80
                                                                 • After the 11st Capital Return: THB 9.643
             Management Company                                  BBL Asset Management Company Limited
             Sponsor                                             BTS Group Holdings Public Company Limited (“BTSG”) and
                                                                 Bangkok Mass Transit System Public Company Limited (“BTSC”)
             Fund Supervisor                                     Standard Chartered Bank (Thai) Public Company Limited
             Lock-up Agreement                                   BTSG agrees to hold the investment units in the Fund at 33% of
                                                                 the total units for 10 years.
            Detail of Asset Invested by the Fund
             Details of Asset                                   Net farebox revenues to be generated from the operation of the Core
                                                                BTS SkyTrain System covering 23.5 kilometres, consisting of the
                                                                17-kilometre Sukhumvit line from Mo Chit to On Nut stations, and the
                                                                6.5-kilometre Silom line from National Stadium to Saphan Taksin stations
                                                                pursuant to the Concession Agreement. (The Concession will expire on
                                                                4 December 2029)
                                         Net farebox revenues mean all farebox revenues less costs, expenses,
                                         taxes, and capital expenditures relevant to operation and maintenance
                                         of the Core BTS SkyTrain System.
             Type of Asset               Right to receive benefits from future revenue from Rail Mass Transit
                                         Infrastructure Project
             Operator                    Bangkok Mass Transit System Public Company Limited
             Date of Investment          17 April 2013
             Period for Seeking Benefits From 17 April 2013 to 4 December 2029
             Investment Cost             THB 61,724.00mn (including investment in Saint Louis station of
             As at 31 March 2021         THB 325.00mn)
             Latest Appraisal Value      THB 44,790.00mn (appraised on 12 May 2020, and updated on 12 May 2021)
             As at 31 March 2021         by C.I.T. Appraisal Co., Ltd., using the income approach
Report of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)
                                                                                                                      for the year 2021
                                                                                                                                          3

1.2   Significant Changes and Developments
      1 April 2020             BTSC announced the ending of promotional fares for stored-value card to be
                               THB 16 – 44 (equaling to current effective fare).
      5 June 2020              BTSC opened the Northern Green Line extension from Kasetsart University to
                               Wat Phra Sri Mahathat.
      16 December 2020         BTSC opened the Northern Green Line extension from Wat Phra Sri Mahathat
                               to Khu Khot.
      8 February 2021          BTSC opened the new station, Saint Louis station.
1.3   The Fund’s Significant Management and the Management Guideline in the Future
      • Operating Strategies
         1. Growth in Initial Asset: the opportunities lie in the increase in ridership and fare adjustment.
         2. Growth strategy for investment in other Infrastructure Assets: the Fund has the Right of First
            Refusal and Right to Purchase Revenues from BTSC and/or BTSG group.
      • Supervision of the Asset Manager’s Operation
         The Management Company oversees and monitors the operations of BTSC. Each year
         the Management Company shall consider the budget for O&M expenses and the annual Net
         Revenue Target from the reports submitted to the Fund by BTSC. The Management Company will
         consider whether the income and expenses are in accordance with the planned budgets and
         whether the actual farebox revenue and expenses are accurate and appropriate.
         For the revenue collection, the Management Company shall conduct reviews on the internal control
         of the farebox revenue collection and conduct random reviews on the income recognition of BTSC
         and arrange for a meeting with BTSC in order to seek solutions for the problems.
         Moreover, the Management Company also takes part in some operations of BTSC by taking
         the directorship in the Board of Directors of BTSC at the number of 1/3 of the total directors.
      • Factors or Occurrences Which may Have Impact in the Future
         1. Capital Expenditure
             BTSC plans for total capital expenditure of the Fund for FY 2021/22 of THB 90.28mn which is
             split into (1) rolling stock and relevant equipment of THB 2.04mn, (2) machinery & equipment of
             THB 42.26mn, (3) spare parts of THB 35.12mn and (4) office equipment & furniture of THB 10.86mn.
             The majority of machinery & equipment CAPEX are the station improvement and maintenance
             of THB 16.99mn, traction substation improvement of THB 13.50mn and Automatic Fare
             Collection (AFC) system upgrade and relevant equipment of THB 11.76mn.
4   Report of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)
    for the year 2021

                            In addition, in FY 2021/22, the Fund plans for investment in Saphan Taksin station of THB 60.00mn
                            which will be recorded as investment in NRTA.
                      2. Maintenance Agreement
                            On 15 September 2014, BTSC signed a 15-year maintenance agreement with Siemens from
                            1 January 2015 until 4 December 2029 (concession expiry date). BTSC has commitments in
                            respect to the cost of maintenance and spares supply service fee in relation to the project (both
                            core and extension line phase 1; Saphan Taksin - Bang Wa and Onnut - Bearing) (including
                            future train overhaul) for the whole period. The cost and fee for each year shall be based on the
                            first year fee and subject to price escalation each year based on annual consumer price index
                            each year. The first year fee was THB 253mn and EUR 3mn and also shall be allocated to the fund
                            in accordance with the appropriate criteria and assumptions. On 23 May 2016, BTSC signed
                            the additional maintenance agreement for new rolling stocks which started from the mobilization
                            period in July 2018 until the end of the 16th year of the full maintenance service. The full
                            maintenance service fee has been collected since November 2019. The annual fee prescribed
                            at THB 72.52mn and EUR 1.27mn and subject to price escalation each year based on annual
                            consumer price index each year. The fee shall be allocated to the Fund in accordance with
                            the appropriate criteria and assumptions.
                      3. Order of the Head of the National Council for Peace and Order
                            The Order of the Head of the National Council for Peace and Order (“NCPO”) No. 3/2562
                            Re: Operation of the Green Line Project dated 11 April 2019 (“NCPO Order No. 3/2562”)
                            can be summarized as follows:
                            • The NCPO Order No. 3/2562 has the purpose of integrating the operations of the Green
                              Line Project – Core Line (Mo Chit – On Nut and National Stadium – Saphan Taksin),
                              the Green Line Project – Extension 1 (Saphan Taksin – Bang Wa and On Nut – Bearing) and
                              the Green Line Project – Extension 2 (Bearing – Samut Prakan, and Mo Chit – Saphan Mai
                              – Khu Khot) into one network (Through Operation) in order to facilitate the passengers’ travel
                              as well as to set a fair and reasonable fare structure with a view to alleviate the financial
                              burden of the public.
                            • The NCPO Order No. 3/2562 provides that the Ministry of Interior appoint a committee to
                              establish a framework and negotiate with BTSC (concessionaire) with respect to benefit
                              sharing as well as other relevant criteria for the purposes of integrating the Green Line
                              Project – Core Line, the Green Line Project - Extension 1 and the Green Line Project -
                              Extension 2. The negotiation shall be completed within 30 days from the date of the order
                              appointing the committee after which the amendment of the Concession Contract for
                              the Green Line Project – Core Line shall be completed within 30 days (such period has
                              already been extended).
Report of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)
                                                                                                                      for the year 2021
                                                                                                                                          5

              • Currently, it is in the process of submission of the draft Public-Private Partnership Agreement
                (PPPA) to the Cabinet for approval. If the Cabinet passes an approval, this may cause
                changes in the effective fare structure which collects from the passengers. In this regard,
                the Management Company will seek the resolution from the Unitholders and will provide
                further details.
The Opinion of the Management Company
            The Management Company deems it appropriate to report the Unitholders to acknowledge
the Fund’s significant management and the management guideline in the future.
The Opinion of the Fund Supervisor
             The Fund Supervisor deems it appropriate to report the Unitholders to acknowledge the Fund’s
significant management and the management guideline in the future.
Item 2     To acknowledge the financial statements and the performance of the Fund for the year
           2020/21
2.1 Financial Statements of the Fund
            The Management Company prepared the financial statement for the year 2020/21 from 1 April 2020
to 31 March 2021 which has been audited and certified by the auditor as shown in the annual report for
the year 2020/21 as Attachment 1, the summary of which is as follows:
                                                                                                               Unit: THB mn
                                 Statement                                            FY 2020/21                FY 2019/20
Balance Sheet (as at 31 March)
    Investment in the net revenue purchase and transfer agreement                         44,790.0                  52,410.0
		 at cost                                                                                61,724.0                  61,472.2
    Investment in securities and cash at bank                                                672.5                     997.5
    Other assets                                                                              16.9                      54.1
    Total Assets                                                                          45,479.4                  53,461.6
    Total Liabilities                                                                        157.5                      53.6
    Net Asset Value                                                                       45,321.9                  53,408.0
    Net Asset Value per Unit (THB)                                                         7.8303                    9.2273
Income Statement
    Total income                                                                           2,112.6                   4,818.7
    Total expenses                                                                            75.2                      88.7
    Net investment income                                                                  2,037.4                   4,730.0
    Net loss on valuation of investments                                                  (7,872.0)                 (6,729.8)
    Changes in net assets resulting from operations                                       (5,834.6)                 (1,999.8)
6   Report of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)
    for the year 2021

                                                                                                      Unit: THB mn
                                                         Statement                   FY 2020/21       FY 2019/20
     Cash Flow Statement
        Net cash from operating activities                                               2,280.4         4,683.4
        Net cash used in financing activities                                           (2,251.5)       (4,711.4)
        Net increase (decrease) in cash at banks                                            28.9            (28.0)
        Cash at banks at the beginning of the year                                          39.0             67.0
        Cash at banks at the end of the year                                                67.9             39.0
    Note: For the audit report for the year ended 31 March 2021, the auditor has an emphasis to draw attention to
    Note 1.2 of the financial statements regarding the COVID-19 pandemic. The Fund’s management assessed
    the financial impact in respect of the fair value of investment in the Net Revenue Purchase and Transfer
    Agreement and the Fund has recorded the impact in the financial information for the year ended 31 March 2021.
    The auditor’s opinion is not modified in respect of this matter. The key audit matter of financial statements of
    the Fund in auditor’s professional judgement is the audit of the measurement of investment in the Net Revenue
    Purchase and Transfer Agreement. The auditor gained an understanding of the calculation of the fair value of
    investment in the Net Revenue Purchase and Transfer Agreement, considered the scope and objectives of
    the fair value measurement performed by an independent appraiser, evaluated the techniques and models
    applied by the independent appraiser to measure fair value, as specified in the fair value report prepared by
    the independent appraiser, considered the consistency of the use of the techniques and models, evaluated
    the competence and the independence of such independent appraiser based on the examination of publicly
    available information and reviewed the key information and the reasonableness of key assumptions used in
    the measurement by comparing the information on actual operating performance with the information used in
    the estimation of cash flows expected to be realised in the future to evaluate the judgement of the Fund’s
    management and tested the fair value calculation in accordance with the above models and assumptions in
    order to address this matter in the context of auditor’s audit of the financial statement as a whole, and in
    the forming auditor’s opinion thereon. The auditor does not provide a separate opinion on this matter.
                   For the year 2020/21, the Fund recorded the net loss on valuation of investments of THB 7,872.0mn
    primarily from devaluation in the fair value of its investment in the Net Revenue Purchase and Transfer Agreement
    of THB 7,620.0mn (non-cash expense) due to the impact of new wave of COVID-19 pandemic, including
    the update of other assumptions to correspond to current economic conditions and situations (such as lower
    economic growth rate, lower number of tourists in Bangkok, lower inflation rate, delay of fare increase on Core
    BTS Network, change in the opening of some rail projects and the adjustment of entry fee for other rail projects,
    etc.), resulting in the decrease in the forecasted performance of BTS Skytrain from FY 2021/22 to the concession
    expiry, and the recognition of the investment cost for Saint Louis station of THB 251.8mn.
Report of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)
                                                                                                                        for the year 2021
                                                                                                                                            7

2.2 The Performance of the Fund
           The Management Company summarises the performance of the Fund from 1 April 2020 to
31 March 2021 as shown in the annual report for the year 2020/21 as Attachment 1, detailed as follows:
                                                                                                                 Unit: THB mn
                      Statement                             FY 2020/21            FY 2019/20                        %YoY
Farebox revenue                                                 3,714.9               6,814.2                        (45.5)%
Total operating and maintenance costs                           1,607.1               2,015.8                        (20.3)%
   Employee expenses                                              562.0                 693.0                        (18.9)%
   Maintenance costs                                              467.4                 466.0                           0.3%
   Utilities expenses                                             321.7                 372.9                        (13.7)%
   Property insurance premium                                      19.4                  17.3                         12.1%
   Selling expenses*                                               66.6                  69.7                          (4.4)%
   Administrative and other expenses*                              77.2                  92.6                        (16.7)%
   Capital expenditures                                            92.8                 304.3                        (69.5)%
Total income from investment in Net Revenue                     2,107.8               4,798.4                        (56.1)%
Purchase and Transfer Agreement
* Some items in selling expenses were reclassified to administrative and other expenses since Apr 2020
             The income from investment in Net Revenue Purchase and Transfer Agreement for the year
2020/21 was THB 2,107.8mn, decreasing by 56.1% YoY, primarily due to COVID-19 impact since April 2020
and new waves throughout this year. This reflects lower out-going activities, lower tourists, and more work-
from-home patterns, even though the ridership weakened from COVID-19 situation, there were the full operation
of the Northern Green Line Extension and additional Saint Louis station this year, which causes a decrease in
ridership by 47.3% YoY to 124.9mn trips. This was partially offset by an increase in the average fare by 2.5% YoY
to THB 29.7 per trip from the removal of the discount on stored value card (Purse) to be the same fare as single
journey card since April 2020.
           The operating and maintenance costs for the year 2020/21 decreased by 20.3% YoY to
THB 1,607.1mn, primarily from the decrease in
              (i) Capital expenditures (AFC system upgrade of THB 32.9mn, station improvement of THB 25.5mn
and rolling stocks of THB 6.3mn this year, compared to rolling stocks of THB 161.4mn, radio upgrade of
THB 42.2mn and AFC system upgrade of THB 31.5mn last year)
             (ii) Employee expenses from lower bonus payment, no base salary increase and lower allocation
costs from the opening of new green line extensions and
               (iii) Utilities expenses from reducing operating hours during the curfew period and lower ridership
resulting in less electricity consumption together with lower security expenses.
8   Report of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)
    for the year 2021

    The Opinion of the Management Company
                  The Management Company deems it appropriate to report the Unitholders to acknowledge
    the financial statements and the performance of the Fund for the year 2020/21.
    The Opinion of the Fund Supervisor
                The Fund Supervisor deems it appropriate to report the Unitholders to acknowledge the financial
    statements and the performance of the Fund for the year 2020/21.
    Item 3             To acknowledge the payment of dividend and capital return for the year 2020/21
                  The Fund has a policy to pay dividends to Unitholders more than once a year if the Fund has
    sufficient retained earnings, in aggregate for each financial year, at a rate of no less than 90% of the adjusted
    net profit.
                  For the year from 1 April 2020 to 31 March 2021, the Fund announced the capital return 3 times
    in the total amount of THB 0.308 per unit, detailed as follows:
                                                                 Dividend Capital Return*   Total
              Performance Period                                                                         Payment Date
                                                               (THB / Unit) (THB / Unit) (THB / Unit)
     1 April – 30 September 2020                                     -         0.134        0.134       15 December 2020
     1 October – 31 December 2020                                    -         0.125        0.125         15 March 2021
     1 January – 31 March 2021                                       -         0.049        0.049          28 June 2021
                   Total                                             -         0.308        0.308
    * Reason of the Return of Capital: the Fund has loss on valuation of investments which was non-cash expense.
                 For the performance period above, the Fund has a payout ratio to the Unitholders of the Fund for
    the year 2020/21, in term of capital return of 87.50% of net investment income (before adjusting the net gain
    (loss) on valuation of investments).
                 The dividend payment from the Fund’s performance from 1 April 2020 to 31 March 2021 was not
    in accordance with the terms and policy of dividend payment specified in the Fund prospectus since the Fund
    has retained deficits. Thus, the Management Company would not pay dividends from the operational performance
    during such periods. Nevertheless, the Fund had cash from the operation (from loss on valuation of investments
    which was non-cash expense); thus, the Fund paid out in the form of capital return.
                 In addition, the Management Company prepares a table of comparison of the dividend payment
    and capital return for the year 2020/21 and 2019/20, detailed as follows:
                                                        Dividend                 Capital Return             Total
           For the year
                                                      (THB / Unit)                (THB / Unit)           (THB / Unit)
               2019/20                                   0.284                       0.491                  0.775
               2020/21                                      -                        0.308                  0.308
Report of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)
                                                                                                                         for the year 2021
                                                                                                                                             9

The Opinion of the Management Company
           The Management Company deems it appropriate to report the Unitholders to acknowledge
the payment of dividend and capital return for the year 2020/21.
The Opinion of the Fund Supervisor
             The Fund Supervisor deems it appropriate to report the Unitholders to acknowledge the payment
of dividend and capital return for the year 2020/21.
Item 4      To acknowledge the appointment of the auditor and remuneration for the year 2021/22
            The Management Company has appointed EY Office Co., Ltd. to be the auditor of the Fund for
the year 2021/22 and determines the remuneration for the year 2021/22, detailed as follows:
4.1 The Appointment of the Auditor
             The Management Company hereby informs the Unitholders to acknowledge the appointment of
the auditor of the Fund for the year 2021/22 whom has been approved in accordance with the regulations of
the Office of the SEC. The Management Company considered the qualification and capability of the auditors
based on the qualification, quality, competence, and the independence of the auditor who does not have any
interest or conflict of interest in performing duties as an auditor of the Fund. The names of the auditors are as
follows:
               For the year 2021/22                               For the year 2020/21
                                  CPA Registration                                   CPA Registration
     Names of the auditors                              Names of the auditors
                                     Number                                             Number
1. Miss Pinpaka Akaranuphong           5767        1. Miss Pinpaka Akaranuphong           5767
2. Miss Waraporn Prapasirikul          4579        2. Miss Waraporn Prapasirikul          4579
3. Mrs. Chonlaros Suntiasvaraporn      4523        3. Mrs. Chonlaros Suntiasvaraporn      4523
Note : The auditor No. 1, the key audit partner, has conducted the audit for the Fund for 3 fiscal years (since
the year 2018/19). If the aforementioned auditor has conducted the audit for the Fund for 7 fiscal years, whether
consecutively or not, such auditor must cease to perform duties as an auditor for the Fund at least 5 consecutive
fiscal years.
             In the case that aforementioned auditors are unable to perform their duties, EY Office Co., Ltd. shall
arrange its other auditors as the replacement to audit and express the opinion of the Fund’s financial statement.
10   Report of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)
     for the year 2021

     4.2 The Determination of the Remuneration
                 The Management Company deems it appropriate to report the Unitholders to acknowledge
     the determination of the remuneration for the year 2021/22, detailed as follows:
            Audit Fee                                      Year 2021/22                   Year 2020/21   % Change
      Annual audit fee                                       1,800,000                     1,800,000        -
      Other expenses                           Reimbursement has not been requested yet      1,349         N/A
     Other expenses will be charged at the actual cost e.g., photocopy fee, travelling fee and other fees.
                   The above annual audit fee for the year 2021/22 does not include additional work which may have
     if the Net Revenue Purchase and Transfer Agreement is amended in the future. Fees for this additional work will
     be charged based on the actual hours spent but will not exceed THB 200,000. The fee cap may need to be
     raised if there are other amendments besides those to farebox revenue compensation, such as the period of
     the agreement or new conditions, or if the agreement is replaced.
     The Opinion of the Management Company
                 The Management Company deems it appropriate to report the Unitholders to acknowledge
     the appointment of the auditors and remuneration for the year 2021/22, as detailed above. The Management
     Company considered that the aforesaid auditors from EY Office Co., Ltd. are the certified auditor in accordance
     with the regulations of the Office of the SEC. The auditors have conducted their duties professionally and
     do not have any relationship or interest with the Fund.
     The Opinion of the Fund Supervisor
                  The Fund Supervisor considered that the auditors from EY Office Co., Ltd. as proposed by
     the Management Company are the certified auditors in accordance with the regulations of the Office of the SEC.
     The auditors have conducted their duties professionally and do not have any relationship or interest with the Fund.
                The Unitholders may submit questions and inquiries related to the Report and its related supporting
     documents including the annual report for the year 2020/21 of the Fund by 6 August 2021 via the following
     channels:
                  1. E-mail to btsgif_agm@bblam.co.th
                  2. Registered mail address to
                         Real Estate and Infrastructure Investment (Questions and Inquiries)
                         BTS Rail Mass Transit Growth Infrastructure Fund
                         BBL Asset Management Company Limited
                         No. 175 Sathorn City Tower, 21st floor, South Sathorn road,
                         Tungmahamek sub-district, Sathorn district, Bangkok 10120
แขวงทุ่งมหาเมฆ เขตสาทร กรุงเทพมหานคร 10120

         โดยหลักเกณฑ ์การส่งคาถามและสอบถามขอ้ มูลเพิ่มเติมที่เกียวข                                         ่        อ้ งกับรายงาน
         ข อ้ มูล และเอกสารประกอบที่เกียวข                   ่  อ้ ง มีรายละเอี      of BTS Rail Mass Transit สิ
                                                                                 ยดปรากฏใน
                                                                              Report                             ่ Infrastructure
                                                                                                                 งที
                                                                                                              Growth    ่ งมาด้
                                                                                                                       ส่         Fundว  ย2
                                                                                                                                       (BTSGIF)     11
                                                                                                                              for the year 2021
         ที่ ไ ด ้ จั ด ส่ ง ใ ห ้ แ ก่ ผู ้ ถื อ ห น่ ว ย ล ง ทุ น พ ร ้อ ม กั บ ร า ย ง า น ข ้ อ มู ล ฉ บั บ นี ้
             The criteria for submitting questions or inquiries in relation to report and supporting appears in
         และบริษท     ั จัดการจะดาเนิ นการจัดทาสรุปประเด็นสาคัญในลักษณะคาถามและคาตอบเ
the Attachment 2 herewith. The Management Company will summarise the questions and answers and inform
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         หากท่ านมี ข อ้ สงสัย หรือ ค าถามเกี่ ยวกับ การส่ งค าถาม สามารถสอบถามได ท                                                          ้ ่ี
         บริษท  ั จัดการ โทร 0-2674-6400 ต่อ 469 ในวันและเวลาทาการ

                                                                                       ขอแสดงความนั
                                                                                          Best regards, บถือ

                                                                           (Mr.Pornchalit
                                                                     (นายพรชลิ            Ploykrachang)
                                                                                   ต พลอยกระจ่        าง)
                                                                            Deputy Managing Director
                                                                   Deputy Managing Director
                                                                      Real Estate & Infrastructure Investment
                                                             Real Estate & Infrastructure Investment

                                                                            18
12   Report of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)
     for the year 2021

                                                                                    Attachment 1

                                                                               Attachment 1

                                            2020/21 Annual Report
                                                               of
                                                       2020/21 Annual Report
        BTS Rail Mass Transit Growth
                                 of Infrastructure Fund
                                          (BTSGIF)
                         BTS Rail Mass Transit Growth Infrastructure Fund
                                            (BTSGIF)
Report of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)
                                                                                                                       for the year 2021
                                                                                                                                           13

                                                                                                                  Attachment 2
         The Criteria for Submitting Questions and Inquiries in Relation to
     the Report of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)
             for the Year 2021 to the Unitholders in lieu of Convening
         the Annual General Meeting of the Unitholders for the Year 2021
                            and Supporting Documents

1.      The qualification of the Unitholders to submit questions and inquiries related to the report of the Fund
        for the year 2021 in lieu of convening the Annual General Meeting of the Unitholders for the year
        2021 (the “Report”) and the related supporting documents
        The qualification of the Unitholders to submit questions and inquiries
        • Must be the Unitholders of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)
            (the “Fund”) whose name appeared in the Unitholders registration book of the Fund on 30 June 2021
            which is the date to determine the rights of the Unitholders to receive the Report (Record Date)
            in lieu of Convening the Annual General Meeting of the Unitholders for the Year 2021
        The supporting documents
        For natural persons:
        • A certified true copy of unexpired identification card or passport (as the case may be)
        For juristic persons:
        • A copy of company affidavit (issued not more than 3 months old) certified true copy by
          the authorized director together with the company’s seal affixed (if any) or any additional documents
          requested by the Management Company
        • A certified true copy of unexpired identification card or passport (as the case may be) of
          the authorized director
2.      Matter of questions and inquires
        • Must relate to the information contained in the Report as follows:
            Item 1    To acknowledge the Fund’s significant management and the management guideline in
                      the future
            Item 2    To acknowledge the financial statements and the performance of the Fund for the year
                      2020/21
            Item 3    To acknowledge the payment of dividend and capital return for the year 2020/21
            Item 4    To acknowledge the appointment of the auditor and remuneration for the year 2021/22
        • Must relate to other significant information contained in the supporting documents of the Report i.e.
          the annual report for the year 2020/21
14   Report of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)
     for the year 2021

                                                                                                          Attachment 2
           3. Consideration Process

           • The qualified Unitholders pursuant to item 1. are entitled to submit their questions and inquiries in
             relation to the Report or the supporting documents by using “Form for Unitholders to Submit
             Question and Inquiry” attached herewith at the end of this Attachment submitting to the Management
             Company by 6 August 2021 within 5.00P.M.. (closing date for submission) via the following channels:
                  1. E-mail to btsgif_agm@bblam.co.th or
                  2. Registered mail to:

                          To :
                                       Real Estate and Infrastructure Investment (Question and Inquiry)
                                       BTS Rail Mass Transit Growth Infrastructure Fund
                                       BBL Asset Management Company Limited
                                       No. 175 Sathorn City Tower, 21st floor, South Sathorn road,
                                       Tungmahamek sub-district, Sathorn district, Bangkok 10120

                  Note: Delivering expenses and all related expenses shall be borne by the Unitholders.
           • The qualified unitholders must completely specify name, surname, nationality, identification number or
             passport number or juristic identification number (as the case may be), address, telephone number,
             email (if any), including the amount of the unit holding in the Fund.
           • The qualified unitholders must submit the Form for Unitholders to Submit Question and Inquiry to
             the Management Company by 6 August 2021 within 5.00P.M..
           • All questions and inquiries submitted will be initially considered by the Management Company and
             the Management Company will summarise the questions and answers and inform the Unitholders by
             publishing on the digital platform of the Stock Exchange of Thailand and on the website of the Fund
             at www.btsgif.com within 14 days from the last day of the said inquiry submission period. In the event
             that the submission of question and inquiry is not in accordance with the criteria as specified in item 2.
             or the question and inquiry is not submitted to the Management Company within the specified period
             as stipulated in item 3., the Company shall deem that the Unitholders waive their rights to submit such
             question and inquiry.
Report of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF)
                                                                                                                                                                for the year 2021
                                                                                                                                                                                     15

                                                                                                                                                            Attachment 2
                 Form for Unitholders to Submit Question and Inquiry
   in Relation to the Report of BTS Rail Mass Transit Growth Infrastructure Fund
                              (BTSGIF) for the Year 2021
         in lieu of convening the Annual General Meeting of the Unitholders
                     for the Year 2021 and supporting documents

			                                                                                                                                      Date................................
I/We, Mr./Mrs./Miss...........................................................................................Nationality........................................
Identification No. /Passport No. /Juristic Identification No. ...................................................................................
Address..................................................................................................................................................................
..................................................................................................................................................................................
Tel........................................................E-mail........................................................................... being a Unitholder
of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF), holding the total amount of ..........................units
hereby, submit questions and inquiries, as detailed below (Please specify that the questions are in relation to
which agenda of the Report or specify the name of supporting documents in question e.g. the annual report for
the year 2020/21 (in case the question relating to the supporting documents)
1. ........................................................................................................................................................................
   ........................................................................................................................................................................
   ........................................................................................................................................................................
2. ........................................................................................................................................................................
   ........................................................................................................................................................................
   ........................................................................................................................................................................
3. ........................................................................................................................................................................
   ........................................................................................................................................................................
   ........................................................................................................................................................................
4. ........................................................................................................................................................................
   ........................................................................................................................................................................
   ........................................................................................................................................................................

                                                                  Signed......................................................................... the Unitholder
                                                                       (                                                                          )
175 Sathorn City Tower 7th, 21th and 26th Floor, South Sathorn Road, Tungmahamek, Sathorn,
                   Bangkok 10120 Tel. 0-2674-6488 Fax 0-2679-5996
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