Enclosure 10

Proxy Form B

For individuals and juristic persons

  • • Please sign your name on page 4 and attach a certified copy of I.D. card.

  • • Please return/bring the entire set of Proxy Form together with the Notification of Meeting page which barcode appeared on it.

  • • If you wish to assign your proxy to cast the vote on your own behalf at the proxy's own discretion in respect of any agenda, please tick X in a box in front of paragraph (a) in such agenda.

  • • If you wish to assign your proxy to cast the vote on your own behalf in accordance with your instructions in respect of any agenda, please tick X in a box in front of paragraph (b) in such agenda.

Page 1 of 6

Proxy Form B

(Form Specifying Various Particulars for Authorization Containing Specific Details)

Annexed to Notice of Department of Business Development

Re: Form of Proxy (No. 5) B.E. 2550 (2007)

------------------------------------------

Made at

DateMonth

Year

1. I/We residing/located at No. Amphur/KhetNationality

, , Province

Road, Tambol/Kwaeng , Postal Code

, ,2. being a shareholder of Thoresen Thai Agencies Public Company Limited, holding shares in total which are entitled to cast votes as follows:

Ordinary shares: shares in total which are entitled to castPreferred shares:

-shares in total which are entitled to cast

-votes; and votes

years,

residing/located at No.

,

Road, Tambol/Kwaeng

,

Amphur/Khet

, Province

, Postal Code

, or

3. I/We wish to appoint any one of the followings: (1) age

(2) Mr. Somboonkiat Kasemsuwan, aged 78 years, residing/located at No. 11, Soi Suan Nakharin Village 2, Nong Bon Sub-District, Prawet District, Bangkok 10250, or

(3) Mr. Santi Bangor, aged 77 years, residing/located at No. 73/21 Soi Areesumpun 1, Phaholyothin Road, Samsen-Nai Sub-District, Phayathai District, Bangkok 10400, or

(4) Mr. Cherdpong Siriwit, aged 77 years, residing/located at No. 9/142, Soi 2/3, Panya-Ramindra Village, Panya-Ramindra Road, Kannayao Sub-District, Kannayao District, Bangkok 10230

as my/our proxy to attend and vote on my/our behalf at the 2024 Annual General Meeting of Shareholders to be held on Friday, 26 April 2024, at 13:30 hours via electronic means (e-AGM) or such other date, time and place as may be adjourned.

4. I/We authorise my/our proxy to cast the votes on my/our behalf at the above Meeting in the following manners:

  • Agenda 1

    To acknowledge the results of operations of the Company for the fiscal year ended 31 December 2023 - For acknowledgement -

  • Agenda 2

To consider and approve the Company's audited financial statements for the fiscal year ended 31 December 2023 with the auditor's report thereon

(a)

The proxy is entitled to cast the votes on my/our behalf at his/her own discretion.

(b)

The proxy must cast the votes in accordance with the following instructions:

Approve Disapprove Abstain

Page 2 of 6

  • Agenda 3

    To consider and approve the payment of dividend

     

    • (a) The proxy is entitled to cast the votes on my/our behalf at his/her own discretion.

    • (b) The proxy must cast the votes in accordance with the following instructions: Approve Disapprove Abstain

  • Agenda 4

    To consider and approve the election of directors to succeed those who will be retiring by rotation

    (a)

    The proxy is entitled to cast the votes on my/our behalf at his/her own discretion.

    (b)

    The proxy must cast the votes in accordance with the following instructions:

    • To elect directors as a whole Approve

    • To elect each director individually

    Agenda 4.1

    Mr. Kamolsut Dabbaransi

    Disapprove

    Abstain

     

    • (a) The proxy is entitled to cast the votes on my/our behalf at his/her own discretion.

    • (b) The proxy must cast the votes in accordance with the following instructions: Approve Disapprove Abstain

    Agenda 4.2

    Mr. Somboonkiat Kasemsuwan

     

    • (a) The proxy is entitled to cast the votes on my/our behalf at his/her own discretion.

    • (b) The proxy must cast the votes in accordance with the following instructions: Approve Disapprove Abstain

    Agenda 4.3

    Mr. Cherdpong Siriwit

     

    • (a) The proxy is entitled to cast the votes on my/our behalf at his/her own discretion.

    • (b) The proxy must cast the votes in accordance with the following instructions: Approve Disapprove Abstain

    Agenda 4.4

    Dr. Chitrapongse Kwangsukstith

     

    • (a) The proxy is entitled to cast the votes on my/our behalf at his/her own discretion.

    • (b) The proxy must cast the votes in accordance with the following instructions: Approve Disapprove Abstain

  • Agenda 5

    To consider and approve the remuneration for directors and members of the subcommittees

    (a)

    The proxy is entitled to cast the votes on my/our behalf at his/her own discretion.

    (b)

    The proxy must cast the votes in accordance with the following instructions:

    Approve Disapprove Abstain

  • Agenda 6

    To consider and approve the appointment of auditors and the determination of the audit fee for the fiscal year 2024

    (a)

    The proxy is entitled to cast the votes on my/our behalf at his/her own discretion.

    (b)

    The proxy must cast the votes in accordance with the following instructions:

    Approve Disapprove Abstain

  • Agenda 7

    To consider and approve the provision of financial assistance in the form of a guarantee amounting USD 51,740,000 to financial institution providing guarantees for Mermaid Maritime Public Company Limited and/or its subsidiaries

    (a)

    The proxy is entitled to cast the votes on my/our behalf at his/her own discretion.

    (b)

    The proxy must cast the votes in accordance with the following instructions:

    Approve Disapprove Abstain

  • Agenda 8

To consider other businesses (if any)

(a)

The proxy is entitled to cast the votes on my/our behalf at his/her own discretion.

(b)

The proxy must cast the votes in accordance with the following instructions:

Approve Disapprove Abstain

5. If the votes which the proxy casts on any agenda conflict with my/our specified instruction in this proxy form, those votes are invalid and will be regarded as having not been cast by me/us in my/our capacity as the shareholder(s).

6. If my/our instruction on voting is not expressly or clearly indicated on any agenda, the Meeting considers or resolves on any matter other than those stated above, or there is any change or addition to the relevant facts, then the proxy will be entitled to cast the votes on my/our behalf at his/her own discretion.

Any acts or performance caused by the proxy at the above Meeting, except voting in contravention of my/our instruction, shall be deemed as my/our acts and performance in all respects.

Signed

(

Grantor )

Signed

(

Proxy Holder )

Signed

(

Proxy Holder )

Signed

(

Proxy Holder )

Remarks

  • 1. A shareholder shall grant a proxy to only one person to attend and vote for on his/her behalf. The number of shares held by a shareholder may not be divided into several portions and granted to more than one proxy in order to divide the votes.

  • 2. In the agenda relating to the election of directors, it is applicable to elect either nominated directors as a whole or elect each nominated director individually.

  • 3. In case there are more agenda items to be discussed than those specified above, the grantor may make additional authorisation in the Annex to Proxy Form B.

Annex to Proxy Form B

A proxy is granted by a shareholder of Thoresen Thai Agencies Public Company Limited.

For the 2024 Annual General Meeting of Shareholders to be held on Friday, 26 April 2024 at 13:30 hours via electronic means (e-AGM) or such other date, time and place as may be adjourned.

------------------------------------------

Agenda no.

re:

(a)

The proxy is entitled to cast the votes on my/our behalf at his/her own discretion.

(b)

The proxy must cast the votes in accordance with the following instructions:

Approve Disapprove Abstain

Agenda no.

re:

(a)

The proxy is entitled to cast the votes on my/our behalf at his/her own discretion.

(b)

The proxy must cast the votes in accordance with the following instructions:

Approve Disapprove Abstain

Agenda no.

re:

(a)

The proxy is entitled to cast the votes on my/our behalf at his/her own discretion.

(b)

The proxy must cast the votes in accordance with the following instructions:

Approve Disapprove Abstain

Agenda no.

re:

(a)

The proxy is entitled to cast the votes on my/our behalf at his/her own discretion.

(b)

The proxy must cast the votes in accordance with the following instructions:

Approve Disapprove Abstain

Agenda no.

re:

(a)

The proxy is entitled to cast the votes on my/our behalf at his/her own discretion.

(b)

The proxy must cast the votes in accordance with the following instructions:

Approve Disapprove Abstain

Agenda no.

re:

(a)

The proxy is entitled to cast the votes on my/our behalf at his/her own discretion.

(b)

The proxy must cast the votes in accordance with the following instructions:

Approve Disapprove Abstain

Profiles of Independent Directors who are proposed to serve as a proxy for shareholders

1. Name AgeMr. Somboonkiat Kasemsuwan

78 years

Position

Independent Director

Address

No. 11, Soi Suan Nakharin Village 2, Nong Bon Sub-District, Prawet District, Bangkok 10250

Date of first appointment

14 November 2016

Conflict of interest in agenda items of this Meeting

Conflict of interest in agenda item 4 and 5

2.

Name

Mr. Santi Bangor

Age

77 years

Position

Independent Director

Address

No. 73/21 Soi Areesumpun 1, Phaholyothin Road, Samsen-Nai Sub-District, Phayathai District, Bangkok 10400

Date of first appointment

31 January 2012

Conflict of interest in agenda items of this Meeting

No conflict of interest in agenda items 1-7

3. Name

Mr. Cherdpong Siriwit

Age

77 years

Position

Independent Director

Address

No. 9/142, Soi 2/3, Panya-Ramindra Village, Panya-Ramindra Road, Kannayao Sub-District, Kannayao District, Bangkok 10230

Date of first appointment

30 January 2013

Conflict of interest in agenda items of this Meeting

Conflict of interest in agenda item 4 and 5

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Thoresen Thai Agencies pcl published this content on 28 March 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 March 2024 12:21:58 UTC.