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The  business  relationship  under  Paragraph  1  shall  include  normal  business

                             transactions, rental or lease of real estate, transactions related to assets or
                             services  or  granting  or  receipt  of  financial  assistance  through  receiving  or
                             extending loan, guarantee, providing assets as collateral, and any other similar

                             actions,  which  result  in  the  company  or  the  counterparty  being  subject  to
                             indebtedness payable to the other party in an amount starting from 3% of

                             the  net  tangible  assets  of  the  company  or  from  20  million  Baht  or  more,
                             whichever amount is lower.

                         (5)  Not currently be or never been an auditor of the company, its parent company,

                             subsidiary, affiliate, major shareholder, or controlling person of the company.
                             In  addition,  the  person  should  not  be  a  significant  shareholder,  controlling
                             person, or partners of an audit firm which employs auditors of the company,

                             its  parent  company,  subsidiary,  affiliate,  major  shareholder,  or  controlling
                             person of the company unless the foregoing status has ended not less than

                             two years prior to the date of appointment.

                         (6)  Not  currently  be  providing  or  never  provided  professional  services,  legal
                             consulting  service,  or  financial  consulting  service  with  a  fee  of  more  than

                             2 million Baht per year paid by the company, its parent company, subsidiary,
                             affiliate, major shareholder, or controlling person of the company. In addition,
                             the  person  should  not  be  a  significant  shareholder,  controlling  person,  or

                             partners of such service providers unless the foregoing status has ended not
                             less than two years prior to the date of appointment.

                         (7)  Not currently be a director appointed to represent the company’s directors,

                             major shareholder, or the shareholder related to major shareholder.

                         (8)  Not  currently  undertake  any  business  in  the  similar  business  nature  and  in
                             significant competition to the company or subsidiary; or not be a significant

                             partner of the partnership, nor be an executive, worker, employee, salaried
                             consultant;  nor  hold  more  than  1%  of  voting shares  of  any juristic  persons

                             operating  under  similar  business  nature  and  significant  competition  to
                             the company and subsidiary.











                   สายงานสํานักเลขาZิกา องคNก  บ ิษัท เมืองไทยป ะกันชีวิต จํากัด (มหาชน)             43
                   Corporate Secretariat Office Division, Muang Thai Life Assurance PCL.
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