Page 107 - BTSGroup ONE REPORT 2021/22_EN

BTS Group Holdings Public Company Limited 4.3 Risk Management Review 105
Annual Report 2021/22

Since 2000, there have been five epidemics in the world, 2002-2003: SARS Control Dilution Risk from the Issuance of Ordinary Shares Under
(Severe Acute Respiratory Syndrome), 2009: 2009 Influenza H1N1, 2012: MERS the Warrants Issuance
(Middle East Respiratory Syndrome), 2014-2016: Ebola Haemorrhagic On 11 April 2022, the Company has the shares allocated to accommodate
Fever, and 2019 till Now: Covid-19 or Corona Virus Disease 2019. the exercise of rights under BTS-WD warrants of 7,266,390 shares, BTS-WE

warrants of 18,000,000 shares, BTS-WF warrants of 18,000,000 shares, BTS-W6
According to statistics, it is likely that the world would experience epidemics again in warrants of 657,330,462 shares, BTS-W7 warrants of 1,316,713,825 shares,
the future. Therefore, the Company has given importance to, planned additional risk and BTS-W8 warrants of 2,633,427,649 shares. As such, if the rights under
management strategies for the MOVE business (Rail business and the aforementioned warrants are exercised in full, the current shareholding
Non-rail businesses) by laying out guidelines in order to respond and reduce ratio will be subject to dilution up to 0.06%, 0.14%, 0.14%, 4.75%, 9.09%
the impact of future pandemics, risks affecting both individuals’ health and and 16.67%, respectively. In the case where all the rights under the BTS-WD,
business operations. Moreover, the Group has equipped itself for potential BTS-WE, BTS-WF, BTS-W6, BTS-W7 and BTS-W8 warrants are exercised in
unwarranted circumstances in various areas, including the use of technologies full, the current shareholding ratio will be subject to dilution up to 26.10%
to enhance services in order to reduce infections, installations of disinfectant (calculated based on the total issued and paid up shares as at 11 April 2022,
system on buses during service, the promotion of marketing strategies to at 13,167,610,605 shares).
encourage Contactless payment, for example, campaigning for passengers to
buy tickets via QR Code or topping up via online channels (Rabbit LINE Pay) >25% Major Shareholder Risk
and campaigning preventive measures, such as body temperature checks before
boarding the train, requiring passengers to mandating face masks while on On the book closing date of 31 March 2022, Mr. Keeree Kanjanapas’s group
the station and inside trains. In addition, the Group has diversified its investments into holds a total of 5,299,920,194 shares, representing 40.26% of all the voting
other businesses in order to stabilise its revenue stream to cope with changing shares in the Company, thereby enabling Mr. Keeree Kanjanapas’s group to
consumer behaviour and to create sustainable growth for the Company. exercise the right to oppose or disapprove the resolution of the shareholders’
These investments include Advance Life Insurance (life insurance), Kerry Express meeting on various matters that the Company’s Articles of Association or
Thailand (distribution provider), Rabbit LINE Pay (online payment platform). related laws require a vote of not less than three-fourths of the total votes of
the shareholders who attend the meeting and have the right to vote.