Connected transaction : Renewal of a hotel management advisor agreement

		(Translation)
CS 0326/2020	September 25, 2020
Subject:	Connected transaction : Renewal of a hotel management advisor agreement
Attn:	President
	The Stock Exchange of Thailand

With reference to the Board of Directors' Meeting No 8/2020 of Quality Houses Public Company Limited ("the Company") held on September 25,2020 at the meeting room 7th Floor Q.House Lumpini Building, South Sathorn Road, Bangkok has resolved to approve a subsidiary to renew a hotel management advisor agreement to Mandarin Hotel that is owned by The Mandarin Hotel Public Company Limited ("Mandarin"). This transaction is classified as the connected transaction with the following details:

Transaction date	:	After the approval of the Board of Directors' meeting.
Connected parties	:	Employee : The Subsidiary of Quality Houses Public Company
		Limited ("the Subsidiary")
		Employer : The Mandarin Hotel Public Company Limited
		("Mandarin")
Transaction description	:	Renewal of a hotel management advisor agreement to Mandarin
		Hotel that is owned by Mandarin which also granted the right to
		use the brand "Centre Point" for one year (1 October 2020 - 30
		September 2021), with a renewal option upon mutual agreement.
		The Board of Directors shall authorize the management to have
		power to negotiate, agree and enter into any terms and conditions
		of such agreement and other related agreements and any other
		details as the management deem appropriated.
Value of connected	:	The remuneration is based on 2% of total revenues (excluding
Transactions		some categories of revenues that have already declared in the
		hotel management advisor agreement) which is approximately
		Baht 8 Million per year ( 1 October 2020 - 30 September 2021).
		The remuneration is calculated from forecasted total revenues of
		the Hotels, with the following details :

		(Translation)
				(Unit: Million Baht)
		Year	2020	2021
			(Oct-Dec)	(Jan-Sep)
		Total Revenue	107	301
Type and size of transaction	:	This transaction is considered normal support business without
		any trade condition. The calculate size of this transaction is
		0.031% which is more than 0.03% but less than 3% of the net
		tangible assets ("NTA") based on the Company's consolidated
		financial statement as of June 30, 2020. The size of transaction is
		considered as a medium size. Therefore, the Company is required
		to get the approval from the Board of Directors and has to
		disclose the information to the Stock Exchange of Thailand.
Criteria for determining remuneration	:	The remuneration is similar to that of operators in the same
		business.
Details of the connected persons	:	1) Ms. Piengchai Harnpanich and the connected person are the
		major shareholders of The Mandarin Hotel Public Company
		Limited in the portion of 55.85% and Ms. Piengchai Harnpanich is
		in the position of Chairman of the Board of Directors and
		Managing Director of The Mandarin Hotel Public Company
		Limited, as well as being the mother of Mr. Anant Asavabhokhin,
		the major shareholders of Land and Houses Public Company
		Limited which is the major shareholders of	Quality Houses Public
		Company Limited.
		2) Mrs. Suwanna Bhuddhaprasart is Director of The Mandarin
		Hotel Public Company Limited and Quality Houses Public
		Company Limited and the Subsidiary.
The connected director	:	Mrs. Suwanna Bhuddhaprasart did not attend the meeting and
		she had no right to vote in this agenda.
The Board of Directors'	:	The Board of Directors' meeting has considered and given
Opinion		opinion that the connected transaction is reasonable and it is a
		normal operation business of the Subsidiary.

(Translation)

The opinion of the Audit Committee : None and/or the directors that different from

The Board of directors.

Please be informed accordingly.

Sincerely yours

Apinya Jarutrakulchai

(Ms. Apinya Jarutrakulchai)

Senior Executive Vice President

Corporate Secretary Department

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