Investor FAQ

The major shareholder is CP group, holding 85% of the shares, and 15% of minority shareholders.

Unless otherwise required, the Company’s Board of Directors has the policy, which has been effective from 1994 onwards, to seek approval from the Annual General Meeting of Shareholders to pay dividends not less than 40% of its annual net profit after tax from the consolidated financial statement.

• In 2024, the Company’s Omni Channel sales accounted for 18% of total sales.
• Over the next five years, we target to increase this proportion to 50%, driven by our commitment to digital transformation, customer convenience, and an integrated online-offline ecosystem.
• We are proud to be recognized as Thailand’s No.1 E-Commerce Grocery retailer by Euromonitor. Our continued focus on expanding our online presence through Makro PRO and My Lotus’s platforms, coupled with last-mile delivery solutions, positions us as a leader in the Retail Tech.

In 2025, the Company anticipated a capital expenditure of in the range of Baht 24 billion and Baht 28 billion, which will be used for operations and investments. The investment allocation will primarily support the expansion of new stores and the renovation of existing stores, both domestically and regionally, as well as the development of investment properties.

However, it is important to note that the full capital expenditure may not be fully utilized, as the Company is taking a cautious and disciplined approach to regional expansion. Given the prevailing economic uncertainties, we are closely monitoring regional market conditions. The Company will proceed regional expansions only when the business environment stabilizes, ensuring that the selected countries can deliver high GDP growth, sustainable returns, and a favorable regulatory landscape to ensure efficient capital deployment.

The Company and its subsidiaries plan to expand leasing space in existing stores to optimize asset value and meet changing consumer needs. The strategy for developing commercial space can be divided into three main parts as follows:

• Mall Improvement: Renovating 87 locations over the next 3-5 years to modernize shopping experiences and attract high-value tenants.
• Mall Expansion: Repurposing underutilized areas into 100 new commercial spaces, serving as community hubs.
• Community Centers: Developing 16 smart community centers to unlock the potential of high-value properties.

The Company expects to increase its NLA by 80,000 square meters in 2025, derived from 20,000 sq.m. from new store openings, 20,000 sq.m. from mall improvement and expansion programs, the remaining new spaces will gradually be added in line with the COD plan of Lotus’s Mall Bangna (The Happitat), starting in Q4/2025 towards early 2026.

By 2029, the Company expects an incremental NLA of 240,000 sqm from 2024, driven by ongoing expansion and optimization efforts.

The Lotus’s Mall Bangna project is located on approximately 30 rai (11.86 acres) of land, of which the Company owns around 24 rai (9.48 acres), with the remainder held under leasehold rights.

The project consists of three key buildings:

• Building N1: A retail hub and lifestyle shopping center, with leasing space for a fitness center, swimming pool, and sports activity area.
• Building N2: A 10-story office building, with leasing space for a food court.
• Building N3: Retail space comprising shops, restaurants, and Festive Town.

As of March 2025, construction of the Lotus’s Mall Bangna project has resumed, with an overall completion rate of 80%. Additionally, Building N3 and part of the office space in Building N2 are scheduled to open by the end of Q4/2025. The remaining portions of the project are expected to be completed in Q1/2026, positioning this project as a prime commercial and lifestyle destination. The development is progressing according to plan, ensuring that the project meets its strategic objectives for retail business, commercial leasing, and community center.

To boost its competitiveness in Thailand and region, including increase the ability to fulfill client’s needs with a variety and price worthwhile of products and services by using in-depth data-analytic technology within the legal framework to better understand customers, which leads to the presentation of products and services that serves customer’s needs in both national and regional level.

To increase efficiency and flexibility of the group companies’ operations from the management of resources which includes;

• The use of jointly existing assets in full potential including reducing the duplication of an investment which would occur in the future. For examples, stores, warehouses, distribution systems and etc. which would efficiently develop the organisation structure and create opportunities to obtain long-term return for Newco.
• The combining of personnel’s expertise in wholesale and retail businesses, including enhancing the ability to efficiently use human resources which will help the Company to be able to maintain leadership status in the retail and wholesale business as well as to continuously expand the scope of business operation in the regional level.

To create value enhancement from the business synergy in both products and services, marketing activities and customer’s benefits which would increase NewCo’s opportunity to develop business in several aspects such as customer relationship management and promotional marketing, the expressing of corporate image with group of customers and etc.

To improve financial management efficiency in terms of both cash flow management, planning and investment procurement under NewCo.

To support local agriculturist, small producers and SMEs business operators with an aim to become the business partner, in both distribution channels and the development of knowledge in relation to products and business management, in order for local entrepreneurs to have sustainable growth and being the important driving force of the country’s economy.

Exchange Ratio of shares in NewCo Entitled to the Shareholders of the Company

From the calculation above, the existing shareholders of the Company shall receive ordinary shares of NewCo according to the Exchange Ratio after the Amalgamation of 1 ordinary share of the Company to 0.9856 ordinary share of NewCo, approximately.