Thai Beverage 2010 Annual Report

1

3 |� Investor Information

4 |�Financial Highlights

8 |�Message from the Chairman

10 |�CEO Talk

22 |�Shareholding Structure

24 |�Report of the Board of Directors

36 |�Board of Directors

38 |�Executive Committee & Management Committee

40 |�Profile of Directors & Key Management

52 |�Organization Structure

56 |�Product Portfolio

67 |�Operating and Financial Review

92 |�Thai Beverage Logistics

94 |�Thai Beverage Energy

95 |�Our People Our Success

98 |�Credit Rating Announcement

100 |�Awards

102 |�Corporate Governance Report

113 |�Corporate Social Responsibility (CSR) Report

117 |�Audit Committee Report

118 |�Audit Report of Certified Public Accountant

119 |�Financial Statements

201 |� Interested Persons Transactions Report

214 |�Announcements to SGX in 2010

215 |�General Corporate Information

CONTENTS

Annual Report 2010 | Thai Beverage Public Company Limited 2

BEYOND HORIZON

Horizon … may seem to be limitation but in fact, it stretches far beyond any boundaries.

To achieve business sustainability requires various factors besides financial goals.

These aspects include international recognition of the highest production standards,

human resources development to ensure readiness for changes and global competition,

cutting-edge technology and leading operations which lead to the excellent performance.

To reach our ultimate goal of being an organization with transparency, stability and

management of world-class production, revered and admired by customers and

consumers alike, the company must be prompt to harness powerful ideas and business

edges to make beneficial contributions to the society.

ThaiBev’s Philosophy therefore does not see “horizon” as limitation, since our vision

stretches far beyond to achieve business and social excellence. We aim to be a “green”

organization that cares for the society and environment; our goals and objectives

guide us to create and nurture the sustainable abundance of nature and human’s

quality of life.

“Green”, is not only our company’s color, but also a symbol of our care for the society and the world.

3

INVESTOR INFORMATIONThai Beverage Public Company Limited

is listed on the Singapore Exchange

(SGX-ST) main board.

SGX Ticker THBEV

Reuters tbev.si

Bloomberg thbev sp

Google Finance SIN:Y92

IPO date

May 30, 2006

IPO offer price

S$ 0.28

Fiscal year ends

December 31

External Auditor

KPMG Phoomchai Audit Ltd.

Dividend Policy

not less than 50% of net profit

after deducting all appropriated

reserves and investments

Share price *2010 High S$ 0.30

2010 Low S$ 0.245

* data from January 4, 2010

to December 31, 2010

Investor Relations ContactInvestor Relations Department

Thai Beverage Public Company Limited

14 Vibhavadi Rangsit Rd., Chomphon

Chatuchak, Bangkok 10900 THAILAND

Investor Relations DepartmentE-mail: [email protected]

Panya ThongchaiTel: +662 785 5035

Fax: +662 272 2280

E-mail: [email protected]

Namfon AungsutornrungsiTel: +662 785 5037

Fax: +662 272 2280


Note: STI and SET indices are

rebased in order to compare

with ThaiBev’s price.

0.4

0.35

0.3

0.25

0.2

0.15

0.1

0.05

0

2010 4 Jan 15 Feb 29 Mar 10 May 22 Jun 3 Aug 14 Sep 26 Oct 7 Dec

ThaiBev Close STI Rebased SET Rebased Price (S$)

THAIBEV’S STOCK PERFORMANCE

Ariya Silakorn

Tel: +662 785 5036

Fax: +662 272 2280


Corporate website:www.thaibev.com

IR website:www.thaibev.com/ir.html

500

450

400

350

300

250

200

150

100

50

0

2010

THAIBEV’S MONTHLY VOLUME

Jan Feb Mar Apr May Jun Jul �� Sep Oct �� Dec

Vol. (M Shares)


Restated*

2010 2009

Statements of Income (Mil.Baht)

Revenue from sales 121,361 107,969

Total revenues 121,735 108,258

Cost of sales 88,097 76,610

Gross profit 33,264 31,359

Operating profit 14,690 15,264

EBIT 15,064 15,553

Net profit 10,721 10,643

Depreciation and amortisation 4,492 4,356

EBITDA 19,556 19,909

Balance Sheets (Mil.Baht)

Current assets 35,190 33,492

Non-current assets 42,112 43,658

Total assets 77,302 77,150

Current liabilities 18,370 18,090

Non-current liabilities 704 2,616

Total liabilities 19,074 20,706

Shareholders’ equity 58,228 56,444

Total liabilities and shareholders’ equity 77,302 77,150

Liquidity Ratio

Current Ratio times 1.91 1.85

Quick Ratio times 0.44 0.40

Average Collection Period days 5.97 6.03

Average Inventory Period days 110.50 133.22

Average Payable Period days 14.29 15.55

Cash Cycle days 102.18 123.70

FINANCIAL HIGHLIGHTSAnnual Report 2010Thai Beverage Public Company Limited


5

Restated*

2010 2009

Profitability Ratio

Gross Profit Margin % 27.41 29.04

EBITDA Margin % 16.11 18.44

EBIT Margin % 12.41 14.41

Operating Cash Flows to Operating Profit Ratio % 103.56 115.44

Net Profit Margin % 8.83 9.86

Return on Equity % 18.70 19.27

Efficiency Ratios

Return on Assets % 13.88 13.54

Return on Fixed Assets % 28.90 27.53

Total Assets Turnover times 1.57 1.37

Leverage Ratios

Debt to Equity Ratio times 0.33 0.37

Interest Bearing Debt to Equity Ratio times 0.16 0.21

Interest Bearing Debt to EBITDA Ratio times 0.48 0.60

Interest Coverage Ratio times 75.59 36.29

Dividend Payout Ratio % 83.33 78.57

* Restated with fair value of acquiree net assets from the acquisition in late 2009 per valuation report from independent financial advisor.

5


Sales of Baht Billion in 2010121.4from spirits 63%

White 348

White 346

Brown 168

Brown 141

Million liters

Million liters

Million liters

from beer 28%

��

Total Sales

Spirits: Volume Beer: Volume2010

2009

2010

2009

Billion Baht

121.4108.02009

2010

Chang

Chang

Other

Other

503

93

87

484

503

93

87

484

777777777777777


MESSAGE FROM THE CHAIRMAN

Dear Shareholders

2010 was considered a least favorable year for the Thai business community. Despite long-drawn-out

demonstrations with violent outcome, the nation’s overall economy in 2010 managed to generate a

GDP growth of 7.8% when compared to a contraction of 2.3% in 2009.

ThaiBev shone through with our resilience, delivering positive growth at the top and bottom line

with sales growth across all business segments. This year, we launched full-scale into our

“premiumisation” strategy and have begun to enjoy the fruits of our success.

Our Group’s net profit grew by Baht 10,721 million or 0.7% year-on-year in 2010 and a testament

to the success of our premiumisation strategy. I am pleased that our management has done well to

deliver strong business performance in a year of uncertainty.

We see corporate social responsibility (CSR) as one of our greatest missions. We focus on different

dimensions of CSR with programs that involve the social, religious, educational, public health,

sports and cultural aspects. Some examples include “ThaiBev… Unites to Fight the Cold”,

a project that has been carried out for more than 10 years in Thailand where blankets are offer to

villagers who live in remote areas in preparation for the harsh winter period.

As a publically listed company, we adhere and comply with the strictest guidelines of the Singapore

Exchange. Since our listing, ThaiBev has received numerous awards and recognitions from the

investment community for our good corporate governance and transparent conduct. On behalf of

the board members and the management team, I would like to assure all shareholders that ThaiBev

will continue to honor and uphold the highest standards of integrity in its business dealings.

Amongst the key commitments from the management team, a priority is to strive to deliver the

highest returns to our shareholders by executing on the board’s directive in the best interest of every

stakeholder. ThaiBev intends to maintain its dividend policy of a payout ratio not less than 50% of

net profit after deducting all appropriated reserves and investment.

I would like to take this opportunity to express my sincere gratitude to the Board of Directors and

the management team for their tireless pursuit to achieve the company’s goal. Furthermore,

my appreciation to our business partners and alliances for your kind support throughout the year,

and more importantly, I would like to acknowledge and thank all of our shareholders for your loyalty

and belief in the ThaiBev’s businesses and our long-term vision.

Charoen SirivadhanabhakdiChairman of the Board

9


CEO TALK

Dear Shareholders

In 2010, the overall Thai economy saw positive growth

despite several adverse factors throughout the year,

including the uncertain global economy, the domestic

political situations, the Baht currency fluctuation as well as

the severe floods nationwide. Thailand’s economy gradually

showed signs of improvement late last year when these

situations subsided.

Against this backdrop, ThaiBev shone through with our

resilience, delivering positive sales growth across all

business segments. In 2010, total sales were Baht

121,361 million, an increase of 12.4%. Gross profit was

Baht 33,264 million, an increase of 6.1%. Net profit was

Baht 10,721 million, an increase of 0.7%. Group’s sales

across ThaiBev’s range of products such as spirits, beer,

and non-alcohol beverages delivered reasonably strong

results. We are attributing this desirable outcome mostly to

our premiumisation strategy. Hence, we will continue to

11

implement this strategy to further compete with our import

counterparts in the area of on-premise trade like hotels,

restaurants, and entertainment establishment. And in the

area of brand emphasis, we will continue to reinforce and

promote our leading brands like Hong Thong, Blend 285,

SangSom, and Mekhong.

For the beer segment, I am delighted to report that we have

been seeing positive results from our brand refresh and

re-launch strategy for the new Chang Classic, Chang Draught,

and Chang Light. The annual beer sale in terms of value

has grown by 11.7%. Rigorous sports and music platform

marketing campaigns executed during the year has been

the major impetus that elevated and heightened Chang

beer’s brand awareness amongst consumers.

Demand for ThaiBev’s non-alcohol beverages continued

to grow in 2010, led by Oishi’s ready-to-drink (RTD) tea

product with volume growth of approximately 30.1%. Oishi

continues to maintain a leading market share of 60.7%.

To meet the growing popularity and demand for RTD

tea consumption in Thailand, new Cold Aseptic Filling

production lines were added. The new production lines

consist of two-phase implementation that expects to yield

additional 124 million liters of capacity per year. The first,

starting February 2011, the new lines will begin producing

bottled RTD tea and to be followed by the second-phase

commencing in third quarter for additional UHT pack RTD

production. This will bring Oishi total annual production

capability to 393 million liters. As the Oishi brand becomes

more recognised, we will look into ways to leverage on this

prominence brand for further market expansion.

Sales of drinking water grew by 80.1% while that of soda

water grew by 79.9%. Although these products display

strong growth percentage, they have generally grown from

a lower base. Drinking water and soda water segment are

highly competitive. But we are determined to grow in this

area. As such, we will continue to support both products

with brand building campaign.

Our international sales performance, in terms of value,

grew by 20.5% driven by three focus regions –

the United States, UK/Europe and Asia. Much of the

contribution has predominately been in the area of

spirits produced by our Scottish’s holding, Inver House

Distillers. Our scotch whiskey brand, Speyburn, continues

to outperform our expectations. We are also pleased to

see continuing growth for our Chang beer export. As

for China, our North Asian subsidiary Yunnan Yulinquan

Liquor Co., Ltd., the white spirits operation has achieved

32% sales growth and is profitable. Although overall

international revenue contribution to the Group consists

of around 3%, I am confident that this portion will

steadily increase over time through brand marketing-

supported activities.

The management team is confident that our continuous

branding activities, together with internal progress of the

organization both in local and international markets, will drive

growth of both top-line and bottom-line of the Company to

meet our estimates. I, on behalf of the management team,

would like to thank you for your support and look forward to

such warm encouragement as we step forward.

Thapana Sirivadhanabhakdi President and CEO

Annual Report 2010 | Thai Beverage Public Company Limited 12AAnnAnnA uaualual RepRepRepoort 201202010 00 | ThThai a BevBeverage g PuPublicc CoC mpampmpannyny Limimiteted 12

Business operations with transparency

and accountability in compliance

with good corporate governance.

Focuses on Human resources

development through provision

of training courses and modernization

of organization to ensure readiness

for the ever-changing business.

Experienced and skillful

management team,

combined with creative

and refreshing new generation.


1313

ThaiBev Group’s strategy aims

to enhance its competing ability,

including increase in revenues

and profitability and building

of image and knowledge base.

Thai Beverage Training Co., Ltd.

was established with the key mission

to train and develop quality human

resources for every aspect of business.

ThaiBev won the Runner-Up title

in the category of Most Transparent

Company Award 2010: Foreign Listings,

from Securities Investors Association

(Singapore) (SIAS).

STRATEGY GOOD GOVERNANCE

Apart from sound operating result, an excellent organization shall process

good corporate governance and focus on development of ethical

and capable human resources. ThaiBev therefore aims to develop its people

to be great both in aspect of business and morality and;

to righteously and appropriately apply their capability

to achieve peaceful and thriving co-existence with the community.

Each step of our growth reflects our people’s achievement

to drive the organization forward,

along with the social and environmental development,

in order to establish sustainable balance

in the world of business and the world we live in.

13


ThaiBev’s spirits business in 2010

witnessed continuous growth, mainly derived

from growth in brown spirits. Hong Thong

and Blend 285 were main contributors

are popular among consumers due to

their value-for-money quality and price.

Apart from adherence

to the Good Corporate Governance,

ThaiBev focuses on maintaining

its production standards to strive

for international recognition

in respect of its product quality.

ThaiBev’s beer business of 2010

has been improving gradually consequent

to the Company’s restructured

distribution and Chang Beer

re-branding in Q4 of 2009.

ACCEPTANCE LEADERSHIP

Our long-standing experience, success, and expertise in food and beverage industry,

coupled with our innovative product ideas,

makes ThaiBev brands well-accepted among domestic and overseas consumers.

To proudly secure the leading position in the global market,

we are inspired to become a leader in product creation along with fostering

business stability – a leader who is swift to respond to changes in global market.


15

Chang beer won the Gold Medal for Beers, Waters, Soft Drinks

and Non-Alcohol Beverages from World Selection 2010 of Monde

Selection Bruxelles International Institute for Quality Selections.

Since Chang beer received the gold medal for 3 consecutive years

from 2008-2010, it was awarded the International High Quality

Trophy as an honorary guarantee.

In 2010, Mekhong spirit won International

Wine and Spirit Competition Award

and Los Angeles International Wine & Spirits Award.

15


Mekhong Spirit is broadly available in

the US market, especially in major cities.

Many delightful Mekhong cocktails such

as “Sabai Sabai” and “Lemongrass Lawan”

have been introduced since.

Chang beer is available at Thai restaurants

in London and more than 30 cities across

the world and impresses consumers with

superb taste and quality that lives up to its

reputation as the award- winning Thai beer.


17

STANDARD INTERNATIONAL

Internationally-acclaimed products possess subtle flavor

that pleases delicate taste buds of consumers in different markets.

To be the preferred choice of different demographics thus presents major challenge

in terms of product development and in-depth market understanding,

combinded with “international standards” creativity, management,

production and distribution, in which ThaiBev take pride.

TRIS affirmed the rating of Thai Beverage

Public Company Limited at “AA” with a “Stable” outlook.

S&P and Moody’s, global rating agencies, also affirmed

ThaiBev’s rating at “BBB” rating with a “Stable” outlook,

and Baa2 with a Stable outlook, respectively.

IBHL aims to be a global player

with a comprehensive product portfolio

for international markets across the globe.

17


SIAS Investors Choice Award

for Most Transparent Company

2006, 2009, 2010

SUCCESS ACHIEVEMENT

ThaiBev takes pride in domestic and international recognition symbolized

in awards presented by leading and prominent institutions.

We are inspired by such recognition to further raise our standards in every dimension.

Our devotion only grows stronger, fueled by the faith

in being a transparent organization with award-winning products,

well environmental conservation and development of the quality of life of our people

and the surrounding communities. These are our prestigious prizes,

which drive us to look beyond the horizon and reach for even greater goals that lie ahead.

SIAS Investors Choice Award

for Most Transparent Company

2006, 2009, 2010

Prime Minister

Industry Award

2009, 2010

Best IR in Singapore Market

by a Thai Company

2006, 2007, 2008


19

International High Quality Trophy 2010 - Chang Beer International Golden Award

for Food & Beverages - SangSom

1982, 1983, 2006

Australia’s A.I.B.A.

Gold medal in

1998, 2007

19

BANGKOK SHANGHAI LONDON

TBL is one of the largest

distribution networks in Thailand

and among the biggest ones

in Southeast Asia.

TBL provides logistics service across

Thailand equivalent to approximately

1,400 million liters per year.

Thai Beverage Logistics Co., Ltd. (TBL)

is working around the clock; Day and Night,

to deliver its high quality products

to destinations in Thailand and overseas.

InterBev has offices

in seven countries distributing

and selling our beverage products

to over 80 countries.

Local partners and management team

are critical factors to IBHL when it engages

in new markets, as well as having

on team key executives with long experience

in the beer and spirits businesses

from different countries around the world.

ThaiBev is determined to expand overseas.

It entered the Chinese market in 2009

through the acquisition of Yunnan Yulinquan

Liquor Co., Ltd.

LOCAL GLOBAL

To gauge how far the horizon is, we have to move toward it.

ThaiBev has journeyed through limitations in forms of distance, nations and languages.

To us, the world has become one.

We are now poised to introduce Thai-style happiness to world consumers,

a window of opportunity for the world to learn about and appreciate Thai brands,

which lead to sincere recognition.

ThaiBev is expanding from existing to new territories with focus on systematic development.

Our 360 degree vision makes possible product diversity, quality production,

intensive efficiency enhancement of technology, human resources and sales and marketing system.

From where we stand, the business horizon simply records how far we have flourished and;

we are ready to move beyond the horizon to contribute to prosperity of the organization,

society and to preserve environment with unbroken devotion.

Annual Report 2010 | Thai Beverage Public Company Limited 20 21

Sangsom Co., Ltd.

Fuengfuanant Co., Ltd.

Mongkolsamai Co., Ltd.

Thanapakdi Co., Ltd.

Kanchanasingkorn Co., Ltd.

Sura Piset Thipharat Co., Ltd.

Sura Bangyikhan Co., Ltd.

Mekhong Distillery Limited

Athimart Co., Ltd.

S.S. Karnsura Co., Ltd.

Kankwan Co., Ltd.

Theparunothai Co., Ltd.

Red Bull Distillery (1988) Co., Ltd.*

United Winery and Distillery Co., Ltd.

Simathurakij Co., Ltd.

Nateechai Co., Ltd.

Luckchai Liquor Trading Co., Ltd.

Sura Piset Pattharalanna Co., Ltd.*

United Products Co., Ltd.

100%

Distillery Group

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

99.83%

100%

99.99%

100%

Beer Thip Brewery (1991) Co., Ltd.

Cosmos Brewery (Thailand) Co., Ltd.

Beer Thai (1991) Public Company Limited

Vidhayathan Co., Ltd.

Brewery Group

100%

100%

100%

100%

100%

Pomthip Co., Ltd.

Pomkit Co., Ltd.

Pomklung Co., Ltd.

Pomchok Co., Ltd.

Pomcharoen Co., Ltd.

Pomburapa Co., Ltd.

Pompalang Co., Ltd.

Pomnakorn Co., Ltd.

Beer Group

100%

100%

100%

100%

100%

100%

100%

100%

100%

Num Yuk Co., Ltd.

Num Kijjakarn Co., Ltd.

Num Palang Co., Ltd.

Num Muang Co., Ltd.

Num Nakorn Co., Ltd.

Num Thurakij Co., Ltd.

Numrungrod Co., Ltd.

Numthip Co., Ltd.

Liquor Marketing Group

100%

100%

100%

100%

100%

100%

100%

100%

100%

Thipchalothorn Co., Ltd.

Krittayabun Co., Ltd.

Surathip Co., Ltd.

Sunthornpirom Co., Ltd.

Piromsurang Co., Ltd.

Sole Agent Group

100%

100%

100%

100%

100%

100%

Thai Beverage Marketing Co., Ltd.

Chang International Co., Ltd. (D) (N)

Chang Corp Co., Ltd. (D) (N)

Dhospaak Co., Ltd.

Marketing Group

100%

100%

100%

100%

100%

International Beverage Holdings Limited

InterBev (Singapore) Limited

Super Brands Company Pte. Ltd. (ii)

Beer Chang International Limited (iii)

InterBev (Cambodia) Co., Ltd.

InterBev Malaysia Sdn. Bhd.

Best Spirits Company Limited

International Beverage Holdings (UK) Limited

International Beverage Holdings Limited USA, Inc.

Blairmhor Limited (N)

Inver House Distillers Limited

Glen Calder Blenders Limited (D) (N)

Hankey Bannister & Company Limited (D) (N)

R Carmichael & Sons Limited (D) (N)

J MacArthur Jr & Company Limited (D) (N)

Mason & Summers Limited (D) (N)

James Catto & Company Limited (D) (N)

Blairmhor Distillers Limited (D) (N)

Liquorland Limited

Inver House Polska Limited

Wee Beastie Limited (D) (N)

Inver House Distribution SA (D) (N)

Moffat & Towers Limited (D) (N)

Speyburn-Glenlivet DistilleryCompany Limited (D) (N)

The Knockdhu DistilleryCompany Limited (D) (N)

The Balblair DistilleryCompany Limited (D) (N)

The Pulteney DistilleryCompany Limited (D) (N)

InterBev Trading (China) Limited

Yunnan Yulinquan Liquor Co., Ltd.

Overseas Group

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

International Beverage Holdings (China) Limited

100%

100%

100%

49.49%

44%

100%

50.02%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

Remarks:

i : Incorporated on January 26, 2010

ii : Incorporated in Singapore on April 14, 2010

iii : International Beverage Holdings Limited acquired 100% shares of this

company on September 17, 2010. This company was incorporated in Singapore.

Updated (January 1 – February 28, 2011):

(a) International Beverage Trading Limited was incorporated in Bermuda

on January 5, 2011.

Thai Beverage Public Company LimitedAuthorized share capital of Baht 29,000,000,000 with paid-up capital of Baht 25,110,025,000 consisting of 25,110,025,000 issued common shares, with the par value of Baht 1 each.

SHAREHOLDING STRUCTURE

Note : According to Auditor’s Note

D : Dormant

N : Non-trading

* : Those companies are in Business Development Group (Supply Chain Group) or Distillery Group, as the case may be.

We represent those companies in Other Group for the benefit and the clearness in consideration of the group of company’s shareholding.

Thai Cooperage Co., Ltd.*

Sura Piset Pattharalanna Co., Ltd.*

Red Bull Distillery (1988) Co., Ltd.*

Thai Beverage Training Co., Ltd. (i)

Thai Thum Distillery Co., Ltd. (N)

Sura Piset Sahasan Co., Ltd. (N)

Sura Piset Samphan Co., Ltd. (N)

Other Group

100%

5.98%93.50%

18.55%

41.45%

0.41%

7.54%

33.83%

40%

58.63%

100%

Thai Beverage Brands Co., Ltd.

Archa Beer Co., Ltd.

Beer Chang Co., Ltd.

Chang Beer International Co., Ltd. (D) (N)

Trademark Group

100%

100%

100%

100%

100%

Thai Beverage Energy Co., Ltd.

Thai Molasses Co., Ltd.

Feed Addition Co., Ltd.

Pan International (Thailand) Co., Ltd.

Charun Business 52 Co., Ltd.

Thai Cooperage Co., Ltd.*

Thai Beverage Recycle Co., Ltd.

Thai Beverage Logistics Co., Ltd.

Dhanasindhi Co., Ltd.

Business Development Group(Supply Chain Group)

100%

100%

100%

100%

100%

100%

100%

100%

99.72%

100%

Wrangyer Beverage (2008) Co., Ltd.

Thai Drinks Co., Ltd.

Oishi Group Public Company Limited

Oishi Trading Co., Ltd.

Oishi Ramen Co., Ltd.

SPM Foods and Beverages Company Limited

Non-Alcohol Beverageand Food Business Group

100%

100%

89.26%

89.26%

89.26%

100%


As at December 31, 2010

23


Company / LocationType of

BusinessType of Share

Paid-up Capital (Baht)

SharesIssued

No. of Shares Held (Direct and

Indirect)

% of Share-holding Remark

1. Beer Thai (1991) Public Company Limited15 Moo 14, Vibhavadi Rangsit Road

Chomphon Sub-District, Chatuchak District

Bangkok 10900

Beer brewery

and production

of drinking water

and soda water

Common 5,550,000,000.00 555,000,000 555,000,000 100.00%

2. Beer Thip Brewery (1991) Co., Ltd.15 Moo 14, Vibhavadi Rangsit Road


Bangkok 10900

Beer brewery

and production

of drinking water

and soda water

Common 6,600,000,000.00 660,000,000 660,000,000 100.00%

3. Sangsom Co., Ltd.14 Vibhavadi Rangsit Road

Chomphon Sub-District

Chatuchak District, Bangkok 10900

Spirits distillery Common 7,500,000,000.00 750,000,000 750,000,000 100.00%

4. Fuengfuanant Co., Ltd.333 Moo 1, Tambon Tha Toom

Amphoe Si Maha Phot, Prachin Buri 25140

Spirits distillery Common 900,000,000.00 90,000,000 90,000,000 100.00%

5. Mongkolsamai Co., Ltd.14 Vibhavadi Rangsit Road




6. Thanapakdi Co., Ltd.315 Moo 4, Tambon Mae Faek

Amphoe San Sai, Chiangmai 50290


7. Kanchanasingkorn Co., Ltd.14 Vibhavadi Rangsit Road




8. Sura Bangyikhan Co., Ltd.82 Moo 3, Tambon Bang Ku Wat

Amphoe Muang Pathum Thani

Pathum Thani 12000


9. Athimart Co., Ltd.170 Moo 11, Tambon Nikhom

Amphoe Satuek, Buri Ram 31150


10. S.S. Karnsura Co., Ltd.101 Moo 8, Tambon Kaeng Dom

Amphoe Sawang Wirawong

Ubon Ratchathani 34190


11. Kankwan Co., Ltd.14 Vibhavadi Rangsit Road




12. Theparunothai Co., Ltd.99 Moo 4, Tambon Hat Kham

Amphoe Muang Nong Khai,

Nong Khai 43000


13. Red Bull Distillery (1988) Co., Ltd.15 Moo 14, Vibhavadi Rangsit Road


Bangkok 10900


REPORT OF THE BOARD OF DIRECTORS

Breakdown in Shares and Types of Share

25




SharesIssued


Indirect)


14. United Winery and Distillery Co., Ltd.14 Sangsom Building, Soi Yasoob 1

Vibhavadi Rangsit Road




15. Simathurakij Co., Ltd.1 Moo 6, Tambon Ban Daen

Amphoe Banphot Phisai

Nakhon Sawan 60180


16. Nateechai Co., Ltd.14 Vibhavadi Rangsit Road




17. Luckchai Liquor Trading Co., Ltd.46 Moo 1, Tambon Nong Klang Na

Amphoe Muang Ratchaburi

Ratchaburi 70000


18. Sura Piset Thipharat Co., Ltd.14 Sangsom Building, Soi Yasoob 1





19. Pomthip Co., Ltd.40/53 Moo 3, Talad Bangkhen Sub-District

Laksi District, Bangkok 10210

Beer and

non-alcoholic

beverages

distributor

Common 10,000,000.00 1,000,000 1,000,000 100.00%

20. Pomkit Co., Ltd.48, 50, 52 Suranaree Road

Tambon Nai Muang

Amphoe Muang Nakhon Ratchasima

Nakhon Ratchasima 30000

Beer and

non-alcoholic

beverages

distributor

Common 10,000,000.00 1,000,000 1,000,000 100.00%

21. Pomklung Co., Ltd.22/1 Soi 2 (Paprao)

Paprao Road, Tambon Padad

Amphoe Muang Chiang Mai

Chiang Mai 50100

Beer and

non-alcoholic

beverages

distributor

Common 10,000,000.00 1,000,000 1,000,000 100.00%

22. Pomchok Co., Ltd.16/1 Moo 1, U Thong Road

Tambon Tha Wasukri

Amphoe Phra Nakhon Si Ayutthaya

Phra Nakhon Si Ayutthaya 13000

Beer and

non-alcoholic

beverages

distributor

Common 10,000,000.00 1,000,000 1,000,000 100.00%

23. Pomcharoen Co., Ltd.135/3 Moo 4, Kanchanavithi Road

Tambon Bang Kung

Amphoe Muang Surat Thani

Surat Thani 84000

Beer and

non-alcoholic

beverages

distributor

Common 10,000,000.00 1,000,000 1,000,000 100.00%

24. Pomburapa Co., Ltd.51/42 Moo 3, Sukhumvit Road

Tambon Ban Suan

Amphoe Muang Chon Buri

Chon Buri 20000

Beer and

non-alcoholic

beverages

distributor

Common 10,000,000.00 1,000,000 1,000,000 100.00%





SharesIssued


Indirect)


25. Pompalang Co., Ltd.439 Moo 11, Tambon Muang Kao

Amphoe Muang Khon Kaen

Khon Kaen 40000

Beer and

non-alcoholic

beverages

distributor

Common 10,000,000.00 1,000,000 1,000,000 100.00%

26. Pomnakorn Co., Ltd.85/35, 85/36 Petchakasem Road

Tambon Na-Muang


Ratchaburi 70000

Beer and

non-alcoholic

beverages

distributor

Common 10,000,000.00 1,000,000 1,000,000 100.00%

27. Num Yuk Co., Ltd.40/53 Moo 3, Talad Bangkhen Sub-District


Spirits

distributor

Common 10,000,000.00 1,000,000 1,000,000 100.00%

28. Num Kijjakarn Co., Ltd.1, 3, 5 Trok Wat Muang, Suranaree Road

Tambon Nai Muang



Spirits

distributor

Common 10,000,000.00 1,000,000 1,000,000 100.00%

29. Num Palang Co., Ltd.22/1 Soi 2 (Paprao), Paprao Road

Tambon Padad, Amphoe Muang Chiang Mai

Chiang Mai 50100

Spirits

distributor

Common 10,000,000.00 1,000,000 1,000,000 100.00%

30. Num Muang Co., Ltd.16/2 Moo 1, U Thong Road

Tambon Tha Wasukri



Spirits

distributor

Common 10,000,000.00 1,000,000 1,000,000 100.00%

31. Num Nakorn Co., Ltd.149/3 Chulachomklao Road

Tambon Tha Kham

Amphoe Phun Phin, Surat Thani 84130

Spirits

distributor

Common 10,000,000.00 1,000,000 1,000,000 100.00%

32. Num Thurakij Co., Ltd.51/40-41 Moo 3, Sukhumvit Road

Tambon Ban Suan


Chon Buri 20000

Spirits

distributor

Common 10,000,000.00 1,000,000 1,000,000 100.00%

33. Numrungrod Co., Ltd.439 Moo 11, Tambon Muang Kao


Khon Kaen 40000

Spirits

distributor

Common 10,000,000.00 100,000 100,000 100.00%

34. Numthip Co., Ltd.85/33, 85/34 Petchakasem Road

Tambon Na-Muang


Ratchaburi 70000

Spirits

distributor

Common 10,000,000.00 100,000 100,000 100.00%

35. Thipchalothorn Co., Ltd.15 Moo 14, Vibhavadi Rangsit Road



Beer, Spirits and

non-alcoholic

beverages

agency

Common 1,000,000.00 100,000 100,000 100.00%

36. Krittayabun Co., Ltd.14 Vibhavadi Rangsit Road



Beer, Spirits and

non-alcoholic

beverages

agency

Common 5,000,000.00 500,000 500,000 100.00%

37. Surathip Co., Ltd.14 Vibhavadi Rangsit Road



Beer, Spirits and

non-alcoholic

beverages

agency

Common 1,200,000.00 120,000 120,000 100.00%

27




SharesIssued


Indirect)


38. Sunthornpirom Co., Ltd.14 Vibhavadi Rangsit Road



Beer, Spirits and

non-alcoholic

beverages

agency

Common 5,000,000.00 500,000 500,000 100.00%

39. Piromsurang Co., Ltd.14 Vibhavadi Rangsit Road



Beer, Spirits and

non-alcoholic

beverages

agency

Common 5,000,000.00 500,000 500,000 100.00%

40. Thai Beverage Energy Co., Ltd.15 Moo 14, Vibhavadi Rangsit Road



Trading of

bio gas

Common 860,000,000.00 8,600,000 8,600,000 100.00%

41. Wrangyer Beverage (2008) Co., Ltd.14 Vibhavadi Rangsit Road



Production and

distribution

of energy drink

Common 200,000,000.00 20,000,000 20,000,000 100.00%

42. Thai Molasses Co., Ltd.14 Vibhavadi Rangsit Road



Trading of

molasses

Common 40,000,000.00 40,000 39,889 99.72%

43. Feed Addition Co., Ltd.15 Moo 14, Vibhavadi Rangsit Road



Trading of

feeds and

fertilizer

Common 1,000,000.00 10,000 10,000 100.00%

44. Pan International (Thailand) Co., Ltd.15 Moo 14, Vibhavadi Rangsit Road



Trading of

supplies and

procurement

Common 1,000,000.00 10,000 10,000 100.00%

45. Charun Business 52 Co., Ltd.15 Moo 14, Vibhavadi Rangsit Road



Brick producer

and distribution

of spirits

Common 121,800,000.00 1,218,000 1,218,000 100.00%

46. Thai Cooperage Co., Ltd.15 Moo 14, Vibhavadi Rangsit Road



Oak barrel

producer

Common 300,000,000.00 30,000,000 30,000,000 100.00%

47. Thai Beverage Recycle Co., Ltd.15 Moo 14, Vibhavadi Rangsit Road



Trading of

bottles

Common 123,000,000.00 1,230,000 1,230,000 100.00%

48. Thai Beverage Logistics Co., Ltd.1 East Water Building

Soi Vibhavadi-Rangsit 5




Transportation

and distribution

Common 1,012,000,000.00 101,200,000 101,200,000 100.00%

49. Thai Beverage Marketing Co., Ltd.15 Moo 14, Vibhavadi Rangsit Road



Import and

export spirits

for trading /

international

marketing and

non-alcoholic

beverages

agency

Common 300,000,000.00 30,000,000 30,000,000 100.00%

50. Dhanasindhi Co., Ltd.14 Soi Yasoop 1, Vibhavadi Rangsit Road



Construction Common 20,000,000.00 20,000 20,000 100.00%





SharesIssued


Indirect)


51. Dhospaak Co., Ltd.1 East Water Building, 20th Floor




Advertising

agency

Common 25,000,000.00 2,500,000 2,500,000 100.00%

52. Thai Beverage Training Co., Ltd.14 Vibhavadi Rangsit Road



(Incorporated on January 26, 2010)

Training Common 10,000,000.00 1,000,000 1,000,000 100.00% (1)

53. International Beverage Holdings LimitedRoom 901-2, Silvercord Tower 1

30 Canton Road, Tsim Sha Tsui

Kowloon, Hong Kong

Holding

company

Ordinary HKD 1,724,100,000.00 1,724,100,000 1,724,100,000 100.00%

54. Cosmos Brewery (Thailand) Co., Ltd.15 Moo 14, Vibhavadi Rangsit Road



Beer brewery

and production

of drinking water

and soda water

Common 1,666,666,500.00 166,666,650 166,666,650 100.00%

55. Thai Beverage Brands Co., Ltd.15 Moo 14, Vibhavadi Rangsit Road



Trademark

holding

Common 5,000,000.00 50,000 50,000 100.00%

56. Beer Chang Co., Ltd.15 Moo 14, Vibhavadi Rangsit Road



Trademark

holding and

production of

concentrate

materials

Common 1,000,000.00 10,000 10,000 100.00%

57. Archa Beer Co., Ltd.14 Vibhavadi Rangsit Road



Trademark

holding and

production of

concentrate

materials

Common 1,000,000.00 100,000 100,000 100.00%

58. Sura Piset Pattharalanna Co., Ltd.14 Sangsom Building, Soi Yasoob 1




Holding

company

Common 1,000,000,000.00 10,000,000 10,000,000 100.00%

59. Thai Drinks Co., Ltd.14 Sangsom Building




Distribution of

beverages

Common 60,000,000.00 600,000 600,000 100.00%

60. Oishi Group Public Company Limited9 UM Tower Building, 20th Floor

Ramkhamhaeng Road

Suan Luang Sub-District

Suan Luang District

Bangkok 10250

Japanese

restaurants,

bakery shops

and production

and distribution

of food and

beverage

Common 375,000,000.00 187,500,000 167,360,199 89.26%

61. Thai Thum Distillery Co., Ltd.*14 Vibhavadi Rangsit Road



Production

and distribution

of spirits

Common 17,500,000.00 17,500 17,483 99.90%

62. Sura Piset Sahasan Co., Ltd.*14 Sangsom Building, Soi Yasoob 1




Trading of

spirits

Common 100,000,000.00 1,000,000 1,000,000 100.00%

29




SharesIssued


Indirect)


63. Sura Piset Samphan Co., Ltd.*14 Sangsom Building, Soi Yasoob 1




Trading of

spirits

Common 100,000,000.00 1,000,000 1,000,000 100.00%

64. Vidhayathan Co., Ltd.15 Moo 14, Vibhavadi Rangsit Road


Bangkok 10900

Environmental

public relations

Common 5,000,000.00 500,000 500,000 100.00%

65. InterBev (Singapore) LimitedNo. 138 Cecil Street # 05-02 Cecil Court

Singapore 069538

Trading of

alcoholic

beverages

Common SGD 3,000,000.00 3,000,000 3,000,000 100.00%

66. InterBev (Cambodia) Co., Ltd.No. 35, Street 322, Sangkat Boeung

Keng Kang 1, Khan Chamkamon

Phnom Penh, Cambodia

Trading of

alcoholic

beverages

Common USD 200,000.00 1,000 1,000 100.00%

67. InterBev Malaysia Sdn. Bhd.No. 9-1, Jalan USJ 1/1B

Regalia Business Centre

47620 Subang Jaya, Selangor, Malaysia

Trading of

alcoholic

beverages

Common MYR 100,000.00 100,000 100,000 100.00%

68. Best Spirits Company LimitedRoom 901-2, Silvercord Tower 1


Kowloon, Hong Kong

Trading of

alcoholic

beverages

Ordinary HKD 15,300,000.00 15,300,000 15,300,000 100.00%

69. International Beverage Holdings (UK) LimitedMoffat Distillery, Airdrie, ML6 8PL

Scotland

Holding

company

Common GBP 71,670,000.00 71,670,000 71,670,000 100.00%

70. International Beverage Holdings (China) LimitedRoom 901-2, Silvercord Tower 1


Kowloon, Hong Kong

Holding

company

Ordinary HKD 210,500,000.00 21,050,000 21,050,000 100.00% (2)

71. United Products Company Limited56 Sukhapibal Road

Tambon Nakhon Chai Si

Amphoe Nakhon Chai Si

Nakhon Pathom 73120

Production

and distribution

of spirits

Common 350,000,000.00 3,500,000 3,499,619 99.99% (b)

72. SPM Foods and Beverages Company Limited79 Moo 3, Tambon Lamlookbua

Amphoe Dontoom

Nakhon Pathom 73150

Production and

distribution of

drinking water

and energy

drinks and

spirits agency

Common 606,250,000.00 60,625,000 60,520,000 99.83%

73. Oishi Trading Co., Ltd. 9 Ramkhamhaeng Road


Suan Luang District, Bangkok, 10250

Production

and distribution

of food and

beverage

Common 420,000,000.00 4,200,000 3,748,870 89.26%

74. Oishi Ramen Co., Ltd.444 1st Floor, Room No. 1 A 08-09

Phaya Thai Road, Wangmai Sub-District

Pathumwan District, Bangkok 10330

Japanese ramen

restaurants

Common 158,000,000.00 1,580,000 1,410,289 89.26%

75. Chang Beer International Co., Ltd.*15 Moo 14, Vibhavadi Rangsit Road



Dormant Common 1,000,000.00 100,000 100,000 100.00%





SharesIssued


Indirect)


76. Mekhong Distillery Limited14 Vibhavadi Rangsit Road



Consultancy

service

Common 500,000.00 5,000 5,000 100.00%

77. Chang International Co., Ltd.*15 Moo 14, Vibhavadi Rangsit Road



Dormant Common 100,000.00 10,000 10,000 100.00%

78. Chang Corp Co., Ltd.*15 Moo 14, Vibhavadi Rangsit Road



Dormant Common 100,000.00 10,000 10,000 100.00%

79. Super Brands Company Pte. Ltd.138 Cecil Street # 05-02 Cecil Court

Singapore 069538

(Incorporated on April 14, 2010)

Trademark

Holding

Ordinary SGD 10,000.00 10,000 10,000 100.00% (3)

80. Beer Chang International LimitedNo. 138 Cecil Street # 05-02 Cecil Court

Singapore 069538

Not yet

operated

Ordinary SGD 10,000.00 10,000 10,000 100.00% (4)

81. International Beverage Holdings Limited USA, Inc.275 Madison Avenue, Suite 1718

New York, NY 10016

Trading of

alcoholic

beverages

Common USD 1.00 1,000 1,000 100.00% (5)

82. Blairmhor Limited*Moffat Distillery, Airdrie, ML6 8PL

Scotland

Holding

Company

Common £9,009,407.00 900,940,700 900,940,700 100.00%

83. Inver House Distillers LimitedMoffat Distillery, Airdrie, ML6 8PL

Scotland

Production

and distribution

of spirits

Common £10,000,000.00 10,000,000 10,000,000 100.00%

84. InterBev Trading (China) LimitedRoom 01-03 Level 1

No. 63 Kunluo Road, Shuangjiang Zheng

Ershan County, Yuxi Yunnan

China 650011

Trading of

alcoholic

beverages

- RMB 10,000,000.00 - - 100.00% (6)

85. Yunnan Yulinquan Liquor Co., Ltd.Yunlin Village, Shuangjiang Town

Eshan County, Yuxi City, Yunnan, China

Spirits distillery - RMB 120,000,000.00 - - 100.00% (6) (c)

86. Blairmhor Distillers Limited*Moffat Distillery, Airdrie, ML6 8PL

Scotland

Dormant Common £200.00 2,000 2,000 100.00%

87. Wee Beastie Limited*Moffat Distillery, Airdrie, ML6 8PL

Scotland

Dormant Common £100.00 100 100 100.00%

88. Moffat & Towers Limited*Moffat Distillery, Airdrie, ML6 8PL

Scotland

Dormant Common £1.00 1 1 100.00%

89. Glen Calder Blenders Limited*Moffat Distillery, Airdrie, ML6 8PL

Scotland

Dormant Common £100.00 100 100 100.00%

90. Hankey Bannister & Company Limited*Moffat Distillery, Airdrie, ML6 8PL

Scotland

Dormant Common £100.00 100 100 100.00%

91. R Carmichael & Sons Limited*Moffat Distillery, Airdrie, ML6 8PL

Scotland

Dormant Common £30,000.00 30,000 30,000 100.00%

31




SharesIssued


Indirect)


92. J MacArthur Jr & Company Limited*Moffat Distillery, Airdrie, ML6 8PL

Scotland

Dormant Common £100.00 100 100 100.00%

93. Mason & Summers Limited*10 Foster Lane, London, EC2V 6HH

England

Dormant Common £10,030.00 10,030 10,030 100.00%

94. James Catto & Company Limited*Moffat Distillery, Airdrie, ML6 8PL

Scotland

Dormant Common £50,000.00 50,000 50,000 100.00%

95. The Knockdhu Distillery Company Limited*Moffat Distillery, Airdrie, ML6 8PL

Scotland

Dormant Common £100.00 100 100 100.00%

96. Speyburn-Glenlivet Distillery Company Limited*Moffat Distillery, Airdrie, ML6 8PL

Scotland

Dormant Common £100.00 100 100 100.00%

97. The Pulteney Distillery Company Limited*Moffat Distillery, Airdrie, ML6 8PL

Scotland


98. The Balblair Distillery Company Limited*Moffat Distillery, Airdrie, ML6 8PL

Scotland


99. Liquorland Limited8 Westbank Road, Belfast, BT3 9JL

Northern Ireland

Off licences Common £495,000.00 495,000 245,000 49.49%

100. Inver House Polska Limitedul. Obodrzyców 34 A/1, 81-812 Sopot

Poland

Trading of

alcoholic

beverages

Common PLN 700,000.00 700,000 308,000 44.00%

101. Inver House Distribution SA*Avenue des Tilleuls, 62140 Marconne

France

Dormant Common EUR 24,930.00 2,493 1,247 50.02%

Remarks : *These are currently non-trading companies

(1) On January 26, 2010 its registered capital is Baht 10,000,000 consisting of 1,000,000 issued common shares. Thai Beverage Public Company Limited

directly and indirectly holds 1,000,000 shares in Thai Beverage Training Co., Ltd. representing 100% of the registered capital. Currently, Thai Beverage

Training Co., Ltd.’s issued shares had not been fully paid. Its paid up capital is Baht 2,500,000.

(2) On November 18, 2010, International Beverage Holdings (China) Limited registered the increase of paid up capital from HKD 193,500,000 to HKD 210,500,000.

(3) On April 14, 2010 its registered capital is SGD 10,000 consisting of 10,000 issued common shares. Thai Beverage Public Company Limited indirectly holds

10,000 shares, representing 100% in Super Brands Company Pte. Ltd. through International Beverage Holdings Limited.

(4) On September 17, 2010 International Beverage Holdings Limited acquired 100% shares of this company. On November 16, 2010 Beer Chang International

Limited registered the increase of capital from SGD 2 to SGD 10,000.

(5) On March 26, 2010 International Beverage Holdings Limited USA, Inc. registered the increase of capital from USD 10,300,000 to USD 10,800,000; and

on November 9, 2010 this company registered the increase of capital from USD 10,800,000 to USD 11,800,000.

(6) This company was incorporated with the type of investment as equity interest, therefore, there is no shares to be issued.

Updated (January 1 – February 28, 2011):

(a) International Beverage Trading Limited was incorporated on January 5, 2011. Its registered capital is USD 100,000 consisting of 100,000 issued common

shares. Thai Beverage Public Company Limited indirectly holds 100,000 shares, representing 100% in International Beverage Trading Limited through

International Beverage Holdings Limited. International Beverage Trading Limited engages in investment of stocks of maturing spirits.

(b) On February 7, 2011 Sura Piset Pattharalanna Co., Ltd. acquired 375 common shares of United Products Company Limited, resulting Thai Beverage Public

Company Limited indirectly holds 3,500,000 shares in United Products Company Limited, representing 100% of the registered capital.

(c) On February 23, 2011 Yunnan Yulinquan Liquor Co., Ltd. registered the increase of equity interest from RMB 120,000,000 to RMB 159,388,200.


Name of directors Direct InterestsNumber of

Shares

Percentage of

Shareholding

Increase (decrease) during the accounting

period (1) Deemed InterestsNumber of

Shares

Percentage of

Shareholding

1. Mr. Charoen Sirivadhanabhakdi Thai Beverage Public Company Limited - - 281,286,762 Director and his spouse have

deemed interests through his

associated companies in THBEV

shares, totaling of

16,441,405,762 65.48

Siriwana Co., Ltd. (2) 369,750,000 25.50 Shiny Treasure Holdings Limited (2) 710,500,000 49

Maxtop Management Corp. (3) - - MM Group Limited (3) 50,000 100

Risen Mark Enterprise Ltd. (4) - - MM Group Limited (4) 50,000 100

Golden Capital (Singapore) Limited (5) - - MM Group Limited (5) 140,600,420 100

Shiny Treasure Holdings Limited 25,000 50 - - -

MM Group Limited 25,000 50 - - -

2. Khunying Wanna Sirivadhanabhakdi Thai Beverage Public Company Limited - - 281,286,762 Director and her spouse have

deemed interests through her

associated companies in THBEV

shares, totaling of

16,441,405,762 65.48

Siriwana Co., Ltd. (2) 369,750,000 25.50 Shiny Treasure Holdings Limited (2) 710,500,000 49

Maxtop Management Corp. (3) - - MM Group Limited (3) 50,000 100

Risen Mark Enterprise Ltd. (4) - - MM Group Limited (4) 50,000 100

Golden Capital (Singapore) Limited (5) - - MM Group Limited (5) 140,600,420 100

Shiny Treasure Holdings Limited 25,000 50 - - -

MM Group Limited 25,000 50 - - -

3. Mr. Narong Srisa-an Thai Beverage Public Company Limited 1 0.00 - - - -

4. Mr. Komen Tantiwiwatthanaphan Thai Beverage Public Company Limited 34,068,668 0.14 - - - -

5. Mr. Puchchong Chandhanakij Thai Beverage Public Company Limited 1 0.00 - - - -

6. Ms. Kanoknart Rangsithienchai Thai Beverage Public Company Limited 1 0.00 - - - -

7. Mr. Chukiet Tangpongprush Thai Beverage Public Company Limited 1 0.00 - - - -

8. Mr. Staporn Kavitanon - - - - - - -

9. Prof. Kanung Luchai - - - - - - -

10. Mr. Manu Leopairote - - - - - - -

11. Mr. Ng Tat Pun - - - - - - -

12. Mr. Michael Lau Hwai Keong - - - - - - -

13. Prof. Pornchai Matangkasombut - - - - - - -

14. Mr. Sakthip Krairiksh - - - - - - -

15. Gen. Dr. Choo-Chat Kambhu Na Ayudhya - - - - - - -

16. Mr. Vivat Tejapaibul Thai Beverage Public Company Limited 241,541,500 0.96 - His spouse 50,000,000 0.20

17. Mr. Panote Sirivadhanabhakdi Thai Beverage Public Company Limited 107,000,000 0.43 - - - -

18. Mr. Thapana Sirivadhanabhakdi Thai Beverage Public Company Limited 107,000,000 0.43 - - - -

19. Mr. Sawat Sopa (6) Thai Beverage Public Company Limited 1 0.00 - - - -

20. Mr. Ueychai Tantha-Obhas - - - - - - -

21. Mr. Sithichai Chaikriangkrai Thai Beverage Public Company Limited 1 0.00 - - - -

22. Dr. Pisanu Vichiensanth - - - - - - -

Remarks: (1) This is to comply with the requirement of Public Limited Company Act B.E. 2535 (as amended). This shows the total number of shares which the director directly

and indirectly holds shares of the company increasing or decreasing during a fiscal year. In this regard, no director holds shares in the Company’s affiliate companies.

The company does not have any outstanding debentures.

(2) Siriwana Co., Ltd. holds 11,368,060,000 shares in Thai Beverage Public Company Limited. Shares in Siriwana Co., Ltd. were held by Shiny Treasure Holdings Limited

which the director holds shares in Shiny Treasure Holdings Limited as per details shown in the table above.

(3) Maxtop Management Corp. holds 4,223,760,762 shares in Thai Beverage Public Company Limited. (According to the report of change of interests of Maxtop Management

Corp. which was submitted and announced via Singapore Exchange website on September 28, 2010) Shares in Maxtop Management Corp. were held by MM Group

Limited which the director holds shares in MM Group Limited as per details shown in the table above.

(4) Risen Mark Enterprise Ltd. holds 833,335,000 shares in Thai Beverage Public Company Limited. Shares in Risen Mark Enterprise Ltd. were held by MM Group Limited

which the director holds shares in MM Group Limited as per details shown in the table above.

(5) Golden Capital (Singapore) Limited holds 16,250,000 shares in Thai Beverage Public Company Limited. Shares in Golden Capital (Singapore) Limited were held by MM

Group Limited which the director holds shares in MM Group Limited as per details shown in the table above.

(6) Mr. Sawat Sopa was appointed as Director by the 2010 Annual General Meeting of Shareholders on April 29, 2010.

LIST OF DIRECT AND DEEMED INTERESTS OF EACH DIRECTOR

As at January 21, 2011

33

STATISTICS OF SHAREHOLDERS As at March 8, 2011

INFORMATION ON SHARE CAPITAL

Authorised share capital Baht 29,000,000,000

Issued and fully paid-up capital Baht 25,110,025,000

Class of shares Common shares with a par value of Baht 1

Number of shares issued 25,110,025,000 shares

Voting rights One vote per one share

Analysis of Shareholders by Size of Shareholdings

Size of ShareholdingsNumber of

Shareholders %Number

of Shares %

1 – 999 10 8.85 1,008 0.00

1,000 – 10,000 N/A N/A N/A N/A

10,001 – 1,000,000 33 29.20 11,308,925 0.05

1,000,001 and above 70 61.95 25,098,715,067 99.95

Total 113 100.00 25,110,025,000 100.00

The 21.23 % the Company’s shares are held in the hands of public. Accordingly, the Company has complied with Rule 723

of the Listing Manual of the SGX-ST.

TOP TWENTY SHAREHOLDERS

No. Name of shareholders Number of Shares %

1. Siriwana Co., Ltd. 11,368,060,000 45.27

2. The Central Depository (Pte) Limited 6,908,865,002 27.51

3. Maxtop Management Corp. 3,694,675,000 14.71

4. Sparkle View Development Limited 1,042,543,572 4.15

5. Trinity Fortune Investment Ltd. 524,000,000 2.09

6. Citibank Nominees Singapore Pte Ltd 110,236,750 0.44

7. Mrs. Atinant Bijananda 107,000,000 0.43

8. Mr. Thapana Sirivadhanabhakdi 107,000,000 0.43

9. Mrs. Thapanee Techajareonvikul 107,000,000 0.43

10. Mr. Panote Sirivadhanabhakdi 107,000,000 0.43

11. Mrs. Wallapa Traisorat 107,000,000 0.43

12. Mrs. Varang Srethbhakdi 65,650,500 0.26

13. Mr. Winyou Chaiyawan 65,641,500 0.26

14. Mr. Vanich Chaiyawan 64,863,500 0.26

15. Mr. Veeravet Chaiyawan 61,600,000 0.24

16. Miss Somruedee Siravongprasert 55,000,000 0.22

17. Miss Weena Chaiyawan 50,000,000 0.20

18. Mrs. Chompoonuch Tejapaibul 50,000,000 0.20

19. Mrs. Nontana Chaiyawan 48,000,000 0.19

20. Mr. Vivat Tejapaibul 41,541,500 0.16

Total 24,685,677,324 98.31


Statistics of Shareholders under The Central Depository (Pte) Limited

Size of ShareholdingsNumber of

Shareholders %Number

of Shares %

1 – 999 10 0.12 2,640 0.00

1,000 – 10,000 6,132 73.27 26,136,175 0.38

10,001 – 1,000,000 2,204 26.34 134,066,236 1.94

1,000,001 and above 23 0.27 6,748,659,951 97.68

Total 8,369 100.00 6,908,865,002 100.00

Twenty Largest Shareholders under The Central Depository (Pte) Limited

No. Name of shareholders Number of Shares %

1. Citibank Nominees Singapore Pte Ltd 2,878,367,269 41.66

2. DBS Nominees Pte Ltd 1,816,629,383 26.29

3. HSBC (Singapore) Nominees Pte Ltd 600,148,074 8.69

4. UOB Kay Hian Pte Ltd 445,008,000 6.44

5. Risen Mark Enterprise Ltd 383,335,000 5.55

6. Vivat Tejapaibul 200,000,000 2.89

7. DBSN Services Pte Ltd 162,729,312 2.36

8. United Overseas Bank Nominees Pte Ltd 105,024,560 1.52

9. Morgan Stanley Asia (S'pore) Securities Pte Ltd 59,356,000 0.86

10. DB Nominees (S) Pte Ltd 31,981,415 0.46

11. BNP Paribas Securities Services S'pore 24,826,231 0.36

12. Raffles Nominees Pte Ltd 11,760,442 0.17

13. Merrill Lynch (Singapore) Pte Ltd 8,300,265 0.12

14. CIMB Securities (S'pore) Pte Ltd 6,294,000 0.09

15. DBS Vickers Securities (S) Pte Ltd 2,385,000 0.03

16. Daiwa Capital Mkts S'pore Ltd 2,060,000 0.03

17. Lee Heng Tin 1,750,000 0.03

18. OCBC Securities Private Ltd 1,562,000 0.02

19. Ong Poh Leng 1,500,000 0.02

20. Wee Soon Kiat 1,500,000 0.02

Total 6,744,516,951 97.61

35

Particular of Material Contracts with the Interested Persons for the year 2010 consist of:

Molasses purchase agreements, Thai Molasses Co.,Ltd., the company’s subsidiary entered into molasses purchase and sale

agreements with Plantheon Trading Co.,Ltd., a related company, in order to sell to other subsidiaries within the group under

the purchase price and condition specified in the agreements.

Net book value of the company freehold land and building as at 31 December 2010 were as follows:

(million Baht)

Land 8,004

Surplus on land revaluation 4,263

Land improvement 669

Building and improvements 10,458

Total 23,394

The company leases various premises, primarily for the branch offices and warehouses. All of these leases are operating

leases and not financial leases.

As at 31 December 2010, the amount of freehold land held for planned future business operations amounted to Baht

1,221 million which was 8.2% of profit before income tax.


1.� Mr. Charoen Sirivadhanabhakdi Chairman

2.� Khunying Wanna Sirivadhanabhakdi Vice Chairman�3.� Mr. Narong Srisa-an Vice Chairman

4.� Mr. Komen Tantiwiwatthanaphan

Vice Chairman

5.� Mr. Puchchong Chandhanakij Director

6.� Ms. Kanoknart Rangsithienchai Director

7.� Mr. Chukiet Tangpongprush Director

8.� Mr. Staporn Kavitanon

Independent Director and

Audit Committee Chairman

9.� Prof. Kanung Luchai Independent Director and

Audit Committee Member

10.� �Mr. Manu Leopairote Independent Director and


11.� �Mr. Ng Tat Pun Independent Director and


12.� �Mr. Michael Lau Hwai Keong

Independent Director

5 6 7 8

9 10 11 12


BOARD OF DIRECTORS

1 2 3 4

37

13.� �Prof. Pornchai Matangkasombut Independent Director

14.� �Mr. Sakthip Krairiksh Independent Director

15.� �Gen. Dr. Choo-Chat Kambhu Na Ayudhya Independent Director

16.� �Mr. Vivat Tejapaibul Director

17.� �Mr. Panote Sirivadhanabhakdi Director

18.� �Mr. Thapana Sirivadhanabhakdi President and CEO

19.� �Mr. Sawat Sopa Director and Executive Vice President

20.� �Mr. Ueychai Tantha-Obhas Director and Executive Vice President

21.� �Mr. Sithichai Chaikriangkrai Director and Executive Vice President

22.� �Dr. Pisanu Vichiensanth Director and Senior Vice President

21 22

13 14 15 16

17 18 19 20

37

� � Ms. Vaewmanee Soponpinij Company Secretary /

Secretary to the Board

Mr. Thidi Suwanarat Assistant Secretary to the Board


17 18

1 2 3 4

13 14 15 16

5 6 7 8

9 10 11 12


EXECUTIVE COMMITTEE

39

1.� Mr. Charoen Sirivadhanabhakdi Executive Chairman

2.� Khunying Wanna Sirivadhanabhakdi 1st Executive Vice Chairman�

3.� Mr. Narong Srisa-an 2nd Executive Vice Chairman

4.� Mr. Komen Tantiwiwatthanaphan

3rd Executive Vice Chairman

5.� Mr. Puchchong Chandhanakij 4th Executive Vice Chairman

6.� Ms. Kanoknart Rangsithienchai 5th Executive Vice Chairman

7.� � Mr. Chukiet Tangpongprush 6th Executive Vice Chairman

8.� � Mr. Thapana Sirivadhanabhakdi President and CEO

9.� � Mr. Sawat Sopa Director and Executive Vice President

10.� �Mr. Ueychai Tantha-Obhas

Director and Executive Vice President

11.� �Mr. Sithichai Chaikriangkrai

Director and Executive Vice President

12.� �Dr. Pisanu Vichiensanth

Director and Senior Vice President

13.� �Mr. Vichai Chaiyavaranurak Senior Vice President

14.� �Mr. Karn Chitaravimol Senior Vice President

15.� �Mr. Matthew Kichodhan Senior Vice President

16.� �Mr. Jean Lebreton Senior Vice President

17.� �Mr. Polapatr Suvarnazorn Senior Vice President

18.� �Mr. Marut Buranasetkul Senior Vice President

1.� Mr. Thapana Sirivadhanabhakdi President and CEO

Marketing

2.� Mr. Sawat Sopa Director and Executive Vice President

Spirit Production�

3.� Mr. Ueychai Tantha-Obhas Director and Executive Vice President

Sales

4.� Mr. Sithichai Chaikriangkrai Director and Executive Vice President

Finance

5.� Dr. Pisanu Vichiensanth Director and Senior Vice President

Beer Production

6.� Mr. Vichai Chaiyavaranurak

Senior Vice President

Business Development

7.� Mr. Karn Chitaravimol Senior Vice President

Non-Alcohol Production

8.� Mr. Matthew Kichodhan Senior Vice President

International Business

9.� � Mr. Jean Lebreton Senior Vice President

Strategy

10.� �Mr. Polapatr Suvarnazorn Senior Vice President

General Affairs

11.� �Mr. Marut Buranasetkul Senior Vice President

Corporate Services

39

MANAGEMENT COMMITTEE

EXECUTIVE COMMITTEE


DIRECTOR PROFILE

Mr. Charoen Sirivadhanabhakdi was appointed Chairman of the Board of Directors of

Thai Beverage Public Company Limited in 2003. He has been the Chairman of Beer

Thai (1991) Public Company Limited since 2001, the Chairman of the Red Bull

Distillery Group of Companies since 2004, the Chairman of TCC Land Co., Ltd. since

2002, the Chairman of Berli Jucker Public Company Limited since 2001 and the

Chairman of South East Group Co., Ltd. since 1997. In addition, he has been the

Chairman of TCC Holding Co., Ltd. since 1987.

Mr. Charoen holds an Honorary Doctoral Degree in Agricultural Business Administration

from Maejo Institute of Agricultural Technology, an Honorary Doctoral Degree in

Industrial Technology from Chandrakasem Rajabhat University, an Honorary Doctoral

Degree in Management from Huachiew Chalermprakiet University, an Honorary Doctoral

Degree in Business Administration from Eastern Asia University, an Honorary Doctoral

of Philosophy Degree in Business Administration from Mae Fah Luang University, and

an Honorary Doctoral Degree in Management from Rajamangala University of Technology

Suvarnabhumi. Mr. Charoen has received many honors and Royal decorations, including

the Knight Grand Cordon (Special Class) of the Most Exalted Order of the White

Elephant, Knight Grand Cordon (Special Class) of the Most Noble Order of the Crown of

Thailand, the Knight Grand Cross (First Class) of the Most Admirable Order of the

Diredgunabhorn, Knight Grand Commander (Second Class, Higher Grade) of the Most

Illustrious Order of Chula Chom Klao, and Grand Companion (Third Class, Higher

Grade) of the Most Illustrious Order of Chula Chom Klao.

Khunying Wanna Sirivadhanabhakdi was appointed Vice Chairperson of the Board of

Directors in 2003. She has been the Chairperson of Beer Thip Brewery (1991) Co., Ltd.

and the Sangsom Group of Companies since 2004. She has also been the Vice

Chairperson of TCC Capital Land Limited since 2003, the Vice Chairperson of Berli

Jucker Public Company Limited since 2001 and the Vice Chairperson of the Executive

Board of T.C.C. Holding Co., Ltd. since 1972.

Khunying Wanna holds an Honorary Doctoral Degree in Bio-technology from

Ramkhamhaeng University, an Honorary Doctoral Degree in Business Administration

from Maejo Institute of Agricultural Technology, an Honorary Doctoral Degree in

Business Administration from Chiang Mai University and an Honorary Doctoral of

Philosophy Degree in Social Sciences from Mae Fah Luang University.

On the social activity side, she is the Vice Chairperson of the Bhumirajanagarindra

Kidney Institute Foundation, a Director of the Siriraj Foundation, a Director of Ramathibodi

Foundation, a Director of the Crown Prince Hospital Foundation, a Director of the

Kidney Foundation of Thailand, a Director of the Elephant Reintroduction Foundation,

a Director of the Committee for Recruitment and Promotion of Voluntary Blood Donors

of the Thai Red Cross Society, and a Director of the Sala Chalermkrung Foundation.

Khunying Wanna received numerous Royal Thai decorations, such as the Knight Grand

Cordon (Special Class) of the Most Exalted Order of the White Elephant (Ladies), the

Knight Grand Cordon (First Class) of the Most Noble Order of the Crown of Thailand

(Ladies), the Knight Commander (Second Class, Lower Grade) of the Most Illustrious

Order of Chula Chom Klao and the Knight Grand Cross (First Class) of the Most

Admirable Order of the Diredgunabhorn.

Mr. CharoenSirivadhanabhakdiChairman

Executive Chairman

Khunying Wanna SirivadhanabhakdiVice Chairman

1st Executive Vice Chairman

41

Mr. Komen TantiwiwatthanaphanVice Chairman

3rd Executive Vice Chairman

Mr. Puchchong ChandhanakijDirector

4th Executive Vice Chairman

Mr. Narong Srisa-anVice Chairman

2nd Executive Vice Chairman

Mr. Narong Srisa-an was appointed Vice Chairman of the Board of Directors in 2003.

He has 44 years’ experience in the banking industry, having served in Kasikorn Bank

Public Company Limited from 1954 to 1998 as its Executive Vice Chairman. He also

holds directorships in several public companies in Thailand, including Chairman of

Oishi Group Public Company Limited, Chairman of Double A (1991) Public Company

Limited (Previously, Advance Agro Public Company Limited) and Independent Director

of True Corporation Public Company Limited. He holds an Honorary Master of Economics

from Thammasat University.

Mr. Komen Tantiwiwatthanaphan was appointed Vice Chairman of the Board of Directors

in 2003. He has had over 40 years’ experience in managing companies in the distilling

industry. He has served as President of Sahasan (2529) Co., Ltd. since 1986, and as

Director and Senior Vice President of Suramaharas Public Company Limited from 1986

to 1999. He holds a High School Certificate from China.

Mr. Puchchong Chandhanakij was appointed a Director and Executive Vice Chairman in

2003. Before joining Thai Beverage Public Company Limited, he was Managing Director

of LSPV Co., Ltd. from 1988 to 2003. He was Executive Director (Finance) of the

T.C.C. Group of Companies from 1983 to 1988, Director of Robina Credit Ltd. from

1980 to 1982 and Vice President of Asia Credit Ltd. from 1975 to 1979. He also holds

the position of independent director of Krisdamahanakorn Public Company Limited.

He holds a Bachelor of Business Administration and a Master of Science in Accounting

from California State University, Long Beach, USA.


Mr. Chukiet Tangpongprush was appointed as an Executive Vice Chairman of Thai

Beverage Public Company Limited in May 2010. Prior to this appointment, he was the

Director and Senior Vice President since 2003. Before joining, he was a lawyer from

1963 to 1983. From 1983 to 1986, he served first as Manager of law firm and later as

Executive Director of Surathip Sansukko Co., Ltd. From 1987 to 1999, he served first

as Executive Director and later as the head of the General Affairs Department of

Suramaharas Public Company Limited. He joined Sura Bangyikhan Co., Ltd. in 2000

as the head of the Human Administration and General Affairs.

He holds a Bachelor of Laws from Thammasat University and the Thai Barrister at Law

from the Institute of Legal Education Barrister at Law, and has completed the Director

Accreditation Program with the Thai Institute of Directors. He is also a member of the

Thai Bar and of the Lawyers Council of Thailand.

Mr. Staporn Kavitanon was appointed a Director in 2004. He has extensive experiences

in the management of companies with directorship and membership of Committees at

various companies, such as Bangkok Bank Berhad, Siam Food Public Company Limited,

Berli Jucker Public Company Limited, and Kang Yong Electric Public Company Limited.

He was also the Vice Chairman of Bangkok Bank Public Company Limited since 1994.

He holds a Bachelor of Arts in Economics from Thammasat University and a Master of

Arts in Economics from Vanderbilt University, USA.

Ms. Kanoknart Rangsithienchai was appointed as an Executive Vice Chairman of the

Company in May 2010. Prior to this appointment, she was the Director and Executive

Vice President since 2003. She has extensive experience in finance and accounting.

Before joining the Company, she had been the Executive Vice President of the Sangsom

Group of Companies from 2000 to 2003, and the Vice President of the Office of

Controller, Surathip Group of Companies from 1983 to 1999. From 1975 to 1982, she

served as the Accounting Manager of the T.C.C. Group of Companies and as an

accountant at J&JHO Co., Ltd., from 1970 to 1975.

She holds a Bachelor of Accounting from Thammasat University and has completed the

Director Accreditation Program with the Thai Institute of Directors.

Ms. Kanoknart RangsithienchaiDirector


Mr. Chukiet TangpongprushDirector


Mr. Staporn KavitanonIndependent Director and

Audit Committee Chairman

43

Prof. Kanung Luchai was appointed an Independent Director in 2004. He has wide-

ranging experiences in the public sector and legal business, having worked as Junior

and Senior Public Prosecutor in the Department of Public Prosecution from 1946 to

1973 and Director-General of the Policy and Planning Office of the Ministry of Interior

from 1973 to 1975. He served as the Deputy Under-Secretary of State for the Ministry

of Interior from 1975 to 1976 and as the Deputy Minister of Interior from 1976 to

1977. He practiced law at Bangkok International Law Offices Co., Ltd., from 1976 to

1985, and at Kanung-Prok Law Office Co., Ltd., from 1986 to 1992. He is currently a

Director of Kanung & Partners Law Offices Company Limited and a Director of Kanung

& Partners International Consultancy Company Limited. He is also a Director of Thailand

Iron Works Public Company Limited and Bangkok Bank Public Company Limited.

In 2001, he received the Prof. Sanya Thammasak Award for being an Outstanding

Lawyer from the Private Sector. He holds a Bachelor of Laws from Thammasat University,

a B.A. Hons., LL.B. Cambridge University, United Kingdom, an Honorary Doctorate

Degree of Law from Chulalongkorn University and Thammasat University, and an

Honorary Doctorate Degree of Management Technology from Suranaree University of

Technology. He is also a member of the Thai Bar Association.

Mr. Manu Leopairote was appointed an Independent Director in 2004. He has extensive

experiences in the public sector, having served as a Director, Secretary General,

Inspector-General and Director-General from 1968 to 1999, and as the Permanent

Secretary at the Ministry of Industry from 1999 to 2004. He was also the Chairman of

PTT Public Company Limited from 1999 to 2004. From 1994 to 2008, he was the

Chairman of Technonet Asia, and from 1995 to 1996, the Chairman of the International

Sugar Organization Council of England. He was also part-time lecturer at the Faculty of

Economics, Thammasat University, Assumption University, and Bangkok University.

He was the President of the Thammasat University Association from 2003 to 2004

and was the President of the Thammasat University Economics Association from 2000

to 2006.

He holds a Bachelor of Science in Economics (Honors) from Thammasat University, a

Master of Science in Economics from the University of Kentucky, USA, the National

Defense College of Thailand Class 34, and an Honorary Doctoral Degree in Business

Administration from Thammasat University. He won the Asian Productivity Organization

Award in 2005.

Prof. Kanung LuchaiIndependent Director and


Mr. Manu LeopairoteIndependent Director and



Mr. Ng Tat Pun was appointed as an Independent Director in 2006. He has extensive

experience in the banking and finance industry. He started his banking career with

Citibank in 1971. Since then, he has served in various senior positions with local and

international financial institutions. From 1988 to 1997, he was the Executive Vice

President of OCBC Bank, Singapore, in charge of its International Banking and Financial

Institutions business. In 1998, he was appointed the Executive Director and Chief

Executive Officer of OCBC Bank, Malaysia. He was a Managing Director at JP Morgan

Chase from 1999 to 2002, a Managing Director and subsequently a Senior Advisor at

UBS AG. from 2003 to 2008. He is also an Independent Director, Chairman of the

Audit Committee, Member of the Nomination Committee of Engro Corporation Ltd.,

Singapore and Chairman of the Board of Directors of SP Chemical Holdings Ltd.

He holds a Bachelor of Arts degree (Economics and History) from the University of

Singapore.

Mr. Ng Tat PunIndependent Director and


Mr. Michael Lau Hwai Keong was appointed as an Independent Director in 2006.

He is a Managing Director, Advisory Services of Octagon Advisors Pte. Ltd. and a

director of Octagon Advisors (Shanghai) Co., Ltd. From June 2000 to September 2004,

he served as the Executive Vice President, International of United Overseas Bank Ltd.,

where he was responsible for the administration and governance of the bank’s

international operations. He was an Advisor to Asia Pulp and Paper Ltd. from February

1999 to May 2000. He has held various positions at the Monetary Authority of Singapore

(MAS) from February 1985 to July 1989 and from April 1991 to August 1997. His

last position at the MAS was Senior Deputy Director (Development and Domestic

Institutions). From August 1989 to March 1991, he was a Senior Manager (Institutional

Sales) at J M Sassoon & Company, a stock broking company. He was also the Executive

Vice President of the Central Depository (Pte) Limited (CDP) from November 1997 to

February 1999.

He holds a Bachelor of Business Administration (First Class Honors) from the National

University of Singapore and the Chartered Financial Analyst (CFA) from Institute of

Chartered Financial Analysis.

Mr. Michael Lau Hwai KeongIndependent Director

45

Prof. Pornchai Matangkasombut was appointed as an Independent Director in 2006.

He was the President of the Mahidol University from 1999 to 2007 and, before his

appointment in 1999, Dean of Sciences from 1991 to 1999 and has been a professor

at the University. He has been a member of the International Union of Immunological

Societies since 1971 and a Member of the Executive Board of the International Union

of Microbiological Societies from 1986 to 1990. He has won the highest level of Royal

Decorations (Knight Grand Cordon of White Elephant, Special Class and Knight Grand

Cordon of the Crown of Thailand, Special Class) and the Royal Thai Award of Chula

Chom Klao Order (Special Third Class) and the Palmes Academiques (Commandeur)

from the Government of France, the Borden Research Award in Medicine. He was also

an Honorary Research Associate at Harvard University and a Visiting Professor at Osaka

University and the University of Saigon. He was awarded honorary doctorates from

Osaka and Mahidol Universities.

He holds a Bachelor of Arts (B.A.) Degree, Doctor of Medicine (M.D.) and Doctor of

Philosophy (Ph.D.) all from the University of Wisconsin.

Mr. Sakthip Krairiksh was appointed an Independent Director in 2005. He has extensive

experience in the public sector, having worked in Thai ministries. He began his career

as a civil servant in 1971 at the Ministry of Interior. From 1979 to 2004, he served

as a Diplomat in the Ministry of Foreign Affairs, where he held various positions,

including Secretary to the Minister, Deputy Chief of Mission of the Embassy in

Washington, USA, Director-General, Protocol Department, Director-General, Information

Department, Spokesman of the Foreign Ministry, and Ambassador to the Kingdom of

Cambodia, Japan and the United States. He was an Advisor to the Prime Minister in

2004 and from 2004 to September 2007 the Permanent Secretary, Ministry of Tourism

and Sports.

He holds a Bachelor of Political Science from Boston University, USA, a Master degree

of Public Administration from Bangkok Thonburi University, and has attended the

National Defense College. He also holds an Honorary Doctorate Degree from Soka

University, Japan. He has received various Royal Thai and foreign decorations, such as

the Knight Grand Cordon (Special Class) of the Most Noble Order of the Crown of

Thailand, the Knight Grand Cordon (Special Class) of the Most Exalted Order of the

White Elephant, the Grand Companion (Second Class, lower grade) of the Most

Illustrious Order of Chula Chom Klao, the Order of the Sacred Treasure, Gold and Silver

Star and the Grand Cordon of the Order of the Rising Sun.

He is currently a Chairman of the University Council at the Rajamangala University of

Technology Krungthep.

Prof. Pornchai MatangkasombutIndependent Director

Mr. Sakthip KrairikshIndependent Director


Gen. Dr. Choo-Chat Kambhu Na Ayudhya was appointed Independent Director in 2006.

He served the Royal Thai Army from 1973 to 1987 as Surgeon of Phramongkutklao

Hospital. From 1987 to 1991, he was Chairman of the Department of Anatomy of the

Phramongkutklao College of Medicine. From 1991 to 1994, he was a Deputy

Commander of Army Medical Department School, the Royal Thai Army Medical

Department (Sena Rak School of the Royal Thai Army Medical Department). From

1994 to 2004, he held various positions in the Royal Thai Army Medical Department,

including the Director-General of the Armed Forces Research Institute of Medical

Sciences, an Assistant Surgeon-General, Deputy Surgeon-General, Director-General of

the Phramongkutklao Medical Center, Surgeon-General, and General Special Army

Expert and Consultant. He is a senior surgeon and physician at the Medical Bureau to

the Royal Court of Thailand.

He received his Diploma in Medicine from Westf. Wilhelms Universität zu Munster,

and Doctorate in Medicine from the Georg-August Universität zu Goettingen. He also

has a Diploma from the National Defense College of Thailand (WorRorPorOr 399),

a Certificate of Proficiency in General Surgery from the Royal College of Surgeons of

Thailand and a Diploma from the Army War College (34). He is a permanent member of

the Royal College of Surgeons of Thailand, the International College of Surgeons, and

the Medical Association of Thailand. As for Royal decorations, he has won the Knight

Grand Commander (Special Class, Higher Grade) of the Most Illustrious Order of Chula

Chom Klao, Knight Grand Cordon (Special Class) of the Most Exalted Order of the White

Elephant and Knight Grand Cordon (First Class) of the Most Noble Order of the Crown

of Thailand.

Mr. Vivat Tejapaibul was appointed a Director in 2003. He has over 18 years’ experiences

in the banking industry, having served in Bangkok Metropolitan Bank Public Company

Limited in various positions from 1979 to 1998, including Secretary to the Chairman,

Deputy Director of the Trading Department, Director of Branch Administrative and Vice

President.

He holds a Bachelor of Laws from Thammasat University and a Master’s Degree in

Business Administration from Fairleigh Dickinson University, USA.

Gen. Dr. Choo-Chat Kambhu Na AyudhyaIndependent Director

Mr. Vivat TejapaibulDirector

47

Mr. Panote Sirivadhanabhakdi was appointed Director in February 2007. He has been

Director of Beer Thai (1991) Public Company Limited from 2000 to 2004 and Director

of Beer Thip Brewery (1991) Co., Ltd. since 2004 and Director of Sura Bangyikhan

Group of Companies since 2002. He holds a Bachelor of Science in Manufacturing

Engineering from Boston University, USA, a Master of Science in Analysis, Design and

Management of Information System from the London School of Economics and Political

Science, England and Industrial Engineering and Economics from Massachusetts

University, USA.

Mr. Sawat Sopa was appointed as a Director in April 2010. Prior to this appointment,

he was the Executive Vice President of the Company since 2004. He is responsible for

liquor production and technique. He was the Managing Director of Beer Thai (1991)

Co., Ltd., and Executive Vice Chairman of Red Bull Distillery (1988) Co., Ltd., from

1992 to 1995 and from 1995 to present, respectively. From 1980 to 1992, he served

as an Executive Director of the 43 Group of Companies and Assistant Chief Executive

Director, responsible for liquor and alcohol production. From 1964 to 1975, he served

first as an engineer and later as the Chief Engineer of Siam Chem Co., Ltd. From 1963

to 1964, he served as an engineer in Bangchak Oil Refinery. Mr. Sawat sits on the

boards of directors of various organizations including the Thab Neelaniti Foundation,

Chulalongkorn University Association, The Petroleum & Petrochemical College,

Chulalongkorn University and President of Gymnastics Association of Thailand. He has

Mr. Thapana Sirivadhanabhakdi was appointed the President and CEO of the Company

in January 2008. Prior to this appointment, he was the Director and Executive Vice

President of the Company from 2003 to January 2008. In addition, he has also held

several executive positions in many leading companies such as Vice Chairman of Red Bull

Distillery Group of Companies since 2004, Director of Berli Jucker Public Company Limited

since 2001, Director of Beer Thai (1991) Public Company Limited and Vice Chairman

of Dhospaak Co., Ltd. since 2004, Vice Chairman of Oishi Group of Companies since 2006,

Executive Chairman of Oishi Group Public Company Limited since February 2011, Director

and Chairman of the Executive Committee of Univentures Public Company Limited and Vice

Chairman of Siam Food Products Public Company Limited since 2007, and Vice Chairman

of the South East Group of Companies since 2008. He has also acted as a Director of several

Thai Beverage subsidiary companies.

He holds a Bachelor of Business Administration (Finance), a Master of Science Administration

in Financial Economics from Boston University, USA, and an Honorary Degree of Doctor

of Philosophy in Department of General Management from Ramkhamhaeng University.

In 2009, he received Asia’s Best Companies 2009, Thailand: Best CEO award from

FinanceAsia Magazine.

Mr. Panote SirivadhanabhakdiDirector

Mr. Sawat SopaDirector and

Executive Vice President

Mr. Thapana SirivadhanabhakdiPresident and CEO


Mr. Ueychai Tantha-Obhas was appointed as a Director and Executive Vice President in

May 2010. Prior to this appointment, he was the Director and Senior Vice President of

the Company since July 2005. Before joining Thai Beverage Public Company Limited,

he was the Chief Executive Officer from July 1995 to December 2002, and Managing

Director of Riche Monde (Bangkok) Ltd. from January 1988 to February 1994, the

Managing Director of Sarin Property Co., Ltd. from March 1994 to June 1995, and the

Group Product Manager of Colgate Palmolive Co., Ltd. from September 1979 to June

1983. From May 1973 to August 1979, he held various sales and marketing positions

in Karnasuta General Assembly Co., Ltd.

He holds a Bachelor of Science in Accounting from St. Louis University, Missouri, USA,

a Master of Business Administration from Thammasat University and has completed

the Advance Management Program from INSEAD, France.

Mr. Sithichai Chaikriangkrai was appointed a Director and Executive Vice President in

May 2010. Prior to this appointment, he was the Director and Senior Vice President of

the Company since 2003. He joined the T.C.C. Group in year 1990. He has over 30

years’ experience in financial positions, including the Finance and Accounting Manager

of Asia Voyages & Pansea Hotel from 1983 to 1990, as a Financial Analyst of Goodyear

(Thailand) Co., Ltd. from 1980 to 1983, and as an External Auditor in Coopers &

Lybrand from 1977 to 1980.

He holds a Bachelor of Accountancy (First Class Honors) from Thammasat University,

and has a Diploma in Computer Management from Chulalongkorn University and

completed the Director Certification Program with the Thai Institute of Directors. He

also has a Certificate of the Mini MBA Leadership Management from Kasetsart University.

In 2009, he received Asia’s Best Companies 2009, Thailand: Best CFO awards from

FinanceAsia Magazine.

Mr. Ueychai Tantha-ObhasDirector and


Mr. Sithichai ChaikriangkraiDirector and


also been appointed as Special Commissioner of the Secretariat of the House of

Representatives to consider draft bills on workmen’s protection, the securities and

stock market and excise tax, a specialist to the Committee of the House Standing

Committee on Natural Resources and Environment, and a member of the Financial

Committee and Subcommittee of the Ethanol Investment Project under the Royal

Ethanol Project Bureau, Ministry of Science, Technology and Environment.

He holds a Bachelor degree of Science in Chemical Engineering from Chulalongkorn

University, a Master Degree of Industrial Management, Kensai Kasu Center, Japan,

a Master Degree Dynamic Management International Executive, Syracuse University,

USA and has completed the Director Accreditation Program with the Thai Institute of

Directors. He is a Member (Fifth Class) of the Most Exalted Order of the White Elephant

and a Companion (Fourth Class) of the Most Noble Order of the Crown of Thailand.

49

Dr. Pisanu Vichiensanth has been a Director and Senior Vice President since February

2004. He has held several positions in Thai Beverage Group of Companies, including

Executive Vice President from 2000 to 2003 and Senior Vice Executive President from

2003 to 2004, at subsidiary, Beer Thai (1991) Public Company Limited. He is currently

the President of Beer Thai (1991) Public Company Limited. Before joining Thai

Beverage Public Company Limited, he had been the Vice President of Engineering and

Development (1997-2000) and Assistant Plant Executive (1994-1996) of Carlsberg

Brewery (Thailand) Co., Ltd. He was a consultant at Pan Engineering Consultant Co.,

Ltd. from 1992 to 1994. From 1977 to 1993, he held several teaching positions,

including Head of Food Science and Technology at Thammasat University and Head of

Food Technology at Khon Kaen University from 1992 to 1993, and from 1989 to

1992, respectively. He lectured in food technology at Khon Kaen University from 1977

to 1990.

He holds a Ph.D. in Engineering from Technical University, Berlin, Germany, a Master

of Technology (Second Class Honors) in Biotechnology from Massey University, a Master

Brewer from the Scandinavian School of Brewing, Denmark and a Bachelor of Science

(Food Science) from Kasetsart University.

Dr. Pisanu VichiensanthDirector and


Mr. Vichai Chaiyavaranurak was appointed a Senior Vice President on August 1, 2008.

Prior to the appointment, he held many executive positions in Thai Beverage Group of

Companies, including the director of Thai Beverage Logistics Co., Ltd., the director of

Thai Beverage Marketing Co., Ltd., and Accounting & Finance President (Marketing

Group) of Thai Beverage Public Company Limited.

He holds a Bachelor of Business Administration in Finance and Banking, Thammasat

University.

Mr. Vichai Chaiyavaranurak



Mr. Matthew Kichodhan was appointed as Senior Vice President on September 9,

2009. He has extensive experiences in Thailand and International markets. From 1990

to 1995, he worked at Lever Brothers (Thailand) Co., Ltd. with a last position as Product

Group Manager. In 1995 to 2004, he has held various positions with PepsiCo Inc. in

Asia Pacific and International markets with a last position as Brand Marketing Director,

Asia Pacific. From 2004 to 2006, he was Vice President, Business Management, Asia

Pacific for Gillette Asia Pacific Group, Singapore, and from 2006 to 2009, he was the

Director and Chief Operating Officer of Minor Corporation Public Company Limited.

He also holds directorships at various companies; as Director of Wave Entertainment

Public Company Limited, Director of BEC World Public Company Limited, and

Independent Director of Ocean Glass Public Company Limited.

In September 2010, he was appointed as Director and President of Oishi Group Public

Company Limited and Director in Oishi Group of Companies.

He holds a Bachelor of Commerce from University of Toronto, Canada and a Master of

Science, Management from Imperial College (Management School), University of

London, England.

Mr. Matthew Kichodhan Senior Vice President

Mr. Karn Chitaravimol was appointed as a Senior Vice President on February 1, 2011

and was appointed as Managing Director of Thai Drinks Co., Ltd., Wrangyer Beverage

(2008) Co., Ltd., and SPM Foods and Beverages Company Limited. Prior to this

appointment, he was an Advisor of Thai Beverage Public Company Limited from October

2010 to January 2011 and the Managing Director of Thai Beverage Logistics Co., Ltd.

from January 2009 to September 2010. Before joining the Company, he was the Senior

Executive Vice President, Business Development and Investments of TCC Land

Industrial and Logistics Co., Ltd. in 2008, the Executive Vice President – Logistics

Business and the Executive Vice President – Consumer Product Business of Berli Jucker

Public Company Limited, respectively, in 2007 and from 1999 to 2007. He was the

Senior Vice President – Consumer Product Business of Premier Group of Companies

from 1996 to 1999, the President – Tissue Paper Products and the Vice President –

Marketing and Sales Consumer Products Business of Thai-Scott Paper Company

Limited, respectively, from 1993 to 1995 and 1991 to 1993.

He holds a Master Degree in MBA – Marketing from Oklahoma State University, USA.

Mr. Karn ChitaravimolSenior Vice President

51

Mr. Polapatr Suvarnazorn was appointed as a Senior Vice President on May 14, 2010.

From 2003 to 2010, he assumed the position of Vice President – Office of External

Affairs of Thai Beverage Public Company Limited. Before joining this company, he was

the Executive Vice President of External Affairs of Riche Monde (Bangkok) Ltd. during

1986 and 2003. In 1984 to 1986, he held the role of Managing Director of Caldbeck

MacGregor (Thailand) Limited. He worked as the Client Service Director of Ogilvy &

Mather (Thailand) Co., Ltd. during 1976 and 1984. From 1974 to 1976, he was the

Account Executive of Leo Burnett Limited (Thailand).

He holds a Bachelor Degree in Asian Studies and a Master Degree in Chinese Philosophy

from Auckland University, New Zealand.Mr. Polapatr Suvarnazorn Senior Vice President

Mr. Marut Buranasetkul was appointed as a Senior Vice President on May 14, 2010. In

2008 to 2010, he was the Vice President – Office of the President of Thai Beverage

Public Company Limited, the Managing Director of Thai Drinks Co., Ltd., and the

Deputy Managing Director of Thai Beverage Marketing Co., Ltd. Before joining the

Company, he was the Senior Executive Vice President (Marketing & Sales) & Chief

Marketing Officer of CAT Telecom Public Company from 2005 to 2009. During 2001

and 2008, he held various positions as the director of CAT Buzz TV Ltd. from 2007 to

2008, the director of Hutchison CAT Wireless Multimedia Ltd. from 2006 to 2008, the

Marketing Director, Digital Business of GMM Grammy Entertainment Public Company

Limited from 2004 to 2005, and the Marketing Manager, Channel Distribution

Management of Advanced Info Service Public Company Limited from 2001 to 2004.

He holds a Bachelor Degree in Computer Science (Applied Statistics in General

Business) from Chulalongkorn University and a Master Degree in Business Administration

(Marketing & General Management) from Cleveland State University, USA.

Mr. Marut Buranasetkul Senior Vice President

Mr. Jean Lebreton was appointed Senior Vice President in February 2008. At Thai

Beverage Public Company Limited, Mr. Lebreton works with other senior executives to

develop and implement strategy and facilitate the integration of future acquisitions.

He worked for the Boston Consulting Group (BCG) from 1989 to 2005. After working

for BCG in France for five years, he moved to Thailand in 1994 to open the Bangkok

office of BCG. He became a partner in the company in 1995. After leaving BCG in

2005, Mr. Lebreton worked independently for several years before joining Thai Beverage

Public Company Limited.

Mr. Lebreton has extensive experience in Asia, including several years in Shanghai,

China. He has worked in many industry sectors as a consultant, including consumer

goods, banking, and energy, covering topics such as market development, consumer

research, re-engineering, and value management.

Mr. Lebreton has an MBA from Wharton School of the University of Pennsylvania.

Mr. Jean LebretonSenior Vice President


Office of HumanResources Office ofInformationTechnology Office ofGeneral Services

Office of StrategicPlanning Centre ofExcellence

Office of Controller Office of Treasury

Office of Sales Planningand Support

Office of Marketing

Office of the Chairmanof the Executive Board

Board of DirectorsAudit Committee

Office of Internal Audit Executive Committee

Office of the President

Office of Corporate Communications*

Office of Corporate Secretariat*

Office of External Affairs*

Office of Legal Affairs*

Strategy Finance Sales MarketingCorporateServices

General Affairs

ORGANIZATION STRUCTURE

President and CEO

* Under process of being transferred to report to General Affairs.

53

Office of LiquorProduction Office of TechnicalService and Environment Office of Engineering Office of NaturalEssences Production

Office of BusinessDevelopment

Office of Non-AlcoholProduction

Office of BeerProduction

Risk Management Committee

Nomination Committee

International Businesses

Remuneration Committee

BusinessDevelopment

BeerProduction

SpiritProduction

Non-AlcoholProduction


RESPONSIBILITIES AND AUTHORIZATION OF EACH OFFICE

Office of the Chairman of the Executive Board

Co-ordinates and scrutinizes documentation work for

presentation to the Chairman of the Executive Board and is

responsible for the related secretarial tasks.

Office of the President

Manages secretarial tasks for the President. Provides

essential back-up in both administrative and strategic

tasks. Coordinates with all internal units as well as external

organizations both domestically and internationally.

Arranges meetings of each ad hoc committee as assigned.

Office of Internal Audit

Assists the Board in promoting good corporate governance;

reports to the Audit Committee on significant issues of risk

management, internal controls and governance; provides

advisory services and the resolution of issues concerning

internal controls; and promotes risk management to all

units’ operations.

Office of Liquor Production

Manages and oversees operations of the three liquor groups

in compliance with the goals and policies of the Company,

including the promotion of the development of production and

personnel skills for the sustainable benefit of the Company.

Office of Technical Service & Environment

Formulates liquor production processes and controls liquor

production at 17 distilleries to meet the requirements of

each type as well as the standards of the Thai Industrial

Standards Institute. This includes the formulation of

environmental management systems and controlling water

treatment systems.

Office of Engineering

Oversees the engineering section to support the distilleries

and the Company’s affiliates to align with goals for the

utmost benefit to the Group.

Office of Natural Essences Production

Oversees the process of natural essences production to

meet the quality set forth by the Company.

Office of Beer Production

Manages and oversees the production of the three beer

companies in compliance with the goals and policies of the

Company, including the promotion of the development of

production and personnel skills for the sustainable benefit

of the Group.

Office of Non-Alcohol Production

Manages and oversees the production operation and the

development of new products in non-alcoholic beverage

category in compliance with the goals and policies of

the company, including the promotion of production and

personnel skills development for the sustainable benefits of

the company.

Office of Business Development

Supervises and oversees the operation of all related

businesses under the responsibility of the Office of Business

Development in compliance with the Company’s policies

including giving advice and strategic planning to develop

the businesses in charge to gain a maximize value added

to the Company.

Office of Marketing

Creates marketing, sales, advertising, public relations,

product development and merchandise distribution plans

in support of Group activities. Manages budgets, arranges

and controls the total product distribution in compliance

with goals. Analyzes and formulates marketing strategies in

line with market competition.

Office of Sales Planning and Supporting

Supervises and oversees support on the sale activities by

coordinating with production and logistics units in order to

ensure that the sale activities are performed according to

the strategic plan.

55

Office of Controller

Supervises and oversees the corporate functions of accounting

and budgeting to ensure the compliance with generally

accepted accounting principles in Thailand to present the

complete, accurate and timely financial informations as

well as compliance with the procedures set forth by the

Board of Directors.

Office of Treasury

Supervises and oversees support for treasury affairs to

ensure technical and legal compliance of operations, as

well as compliance with the procedures set forth by the

Board of Directors.

Office of Strategic Planning

Oversees and coordinates the Company’s transformation

program through the Project Management Office (PMO),

centralizes all M&A activities in close coordination with the

finance Office, with a focus on strategic evaluation and

Post Merger Integration, and leads key projects as required

to define and implement the group’s strategy.

Centre of Excellence

Manages the budgeting and reporting processes, oversees

the investor relation department, and identifies and

disseminates best practices.

Office of Human Resources

Institutes international-standard human resources

procedures that are capable of coordinating between the

headquarters and regional offices – taking into account the

value of human resources, commitment to ethics, and

compliance with laws.

Office of Information Technology

Responsible for information technology (IT) services,

including development of advanced IT systems so that

business units can access information and tools to enhance

the Company’s competitiveness.

Office of General Services

Oversees administrative works for both the Company and its

affiliates, such as cleaning services and maintenance of

office buildings, supply of office equipment and stationery,

security systems and insurance for the assets. Ensures that

the work complies with Company policies and regulations

to efficiently support the major business and activities of

the Group.

Office of Corporate Communications

Supervises and responsible for all aspects of corporate

communications functions, namely advertising and public

relations, internal and external communications, electronic

communications as well as investor relations, to garner the

utmost benefits for the company, particularly in regards

to corporate image and the fostering of relationship to

efficiently support the company’s businesses and activities.

Office of Corporate Secretariat

Arranges all board of directors and shareholders meetings,

provides minutes of the relevant meetings of the Company

and its subsidiaries as well as other sub-committee meetings

as assigned by the management; Oversees the compliance

in according to the Public Company Limited Law, Civil and

Commercial Code in relation to Partnership and Company

Limited, Securities Laws and the Listing Manual of the

Singapore Exchange which relevant to the Company and/

or subsidiaries; Prepares and keeps documents pursuant

to Public Limited Company, Private Limited Company and

Securities Laws as applicable; Controls disclosure of material

information to ensure compliance with laws, regulations

and the Listing Manual, as well as the Company policy;

Analyzes Securities Laws relating to the Company’s business;

Provides appropriate advice to all directors and key executives

in relation to the compliance with rules and regulations

of the Securities Laws including the resolutions of

shareholders, the resolutions of Board of Directors of the

Company; Oversees the share registration of the Company

and its group of companies; Coordinates with related

parties on the company secretary and share registrar works;

and Organizes the preparation of the annual report.

Office of External Affairs

Oversees external affairs. Directly and indirectly creates

positive relationships with business partners, leading to

commercial opportunities and supporting negotiations and

business connections over the short and long terms. In

addition, build relations with government and social aspects

organizations as well as planning and running corporate

community programmes.

Office of Legal Affairs

Analyzes and advises all units of the Company on legal issues

to ensure full compliance with the law and for the best interests

of the Company as well as being responsible for litigation

matters, juristic acts/contracts matters, registration matters

relating to partnerships/companies, and intellectual property.


PRODUCT PORTFOLIO

57

Brown Spirits1. SangSom

2. SangSom Premium

3. SangSom Superior

4. Mekhong

5. Mekhong (Flask)

6. Drummer

7. SangSom Similan

8. Blend 285

9. Crown 99

10. Hong Thong

11. Mungkorn Thong

Brandy�12. Meridian

1 2 3 4 5 12 6 7 8 9 10 11


White Spirits

Ruang Khao 28 Degrees




Paitong 30 Degrees

Paitong 35 Degrees

White Tiger 28 Degrees




Niyomthai 28 Degrees




59

White Spirits

White Bear 30 Degrees



Tajeen 30 Degrees

Tajeen 35 Degrees

Tajeen 40 Degrees

Chaiya

Chao Praya

Hanuman

Mae Wang

Nagaraj

Phaya Seur

Chinese Herb SpiritsSua Dum

Chiang-Chun

Choo Sip Niw

OthersShinobu Sake


Beer

Chang Classic

Chang Draught

Chang Light

Archa

Federbräu

61

Non Alcohol Beverage

Chang Soda Water

Chang Bitter Lime-Lemon Flavored Soda Water

Chang Apple Mint Flavored Soda Water

Chang Drinking Water


Non Alcohol Beverage

Power Plus

(Electrolyte Beverage)

Wrangyer

Ranger (Export)

(Energy Drink)

Fruitnette

(100% Fruit Juice)

Black Up Coffee

63

Oishi Beverage

Amino Plus

Matcha Mineral Greentea

Matcha Milktea

Coffio Coffee


Oishi Beverage

Oishi Green Tea

Oishi Black Tea

65

Oishi Chilled & Frozen Foods

Gyoza

Japanese Restaurants / Kiosks

Cup Oden Kani Sandwiches


67

OverviewFounded in Thailand in October 2003, Thai Beverage

Public Company Limited (ThaiBev) consolidated

Thailand’s leading businesses of beer and spirits,

belonging to the principal shareholders and other

business associates, into a single holding company. It was

later registered on the Singapore Exchange (SGX) on

May 30, 2006, raising S$1.574 billion (approximately

Baht 38 billion). A portion of the fund raised was used to

pay off short-term debts and for working capital. ThaiBev

is not only Thailand’s leading beverage manufacturer,

but also one of Southeast Asia’s biggest manufacturers.

Today, ThaiBev has four core businesses: spirits, beer,

non-alcoholic drinks, and food.

VisionOur vision is to be a leading manufacturer and distributor

of beverages with a focus on commercial excellence,

premiumization of products, and professionalism. Our

mission is to forge partnerships with our key stakeholders

by offering six guiding values:

• Offer quality products for every customer segment;

• Satisfy distributors’ needs by offering professional

services;

• Provide first-quartile returns to our shareholders with

consistent, high revenue growth and profitability;

• Become a role model in professionalism, transparency,

and good corporate governance;

• Trust, empower, and reward our staff to make them

accountable and;

• Contribute to the society.

StrategiesThaiBev’s product development plan seeks continuous

market premiumization in both quality and price that fits

market changes while internationalizing the image of its

products on par with imports. Both the development of

existing products and the introduction of new ones with

continually high profitability will enable ThaiBev to forge

OPERATIONAL AND FINANCIAL REVIEW

both sales and profit growth. Besides strengthening

product sales, this adds new products to satisfy diverse

consumers’ demand while preparing ThaiBev for the

time when the economy picks up and the public regains

high purchasing power. For instance, the new, one-liter

SKU of Blend 285 spirit meets the demand of those

desiring value for their money. Besides catering to larger

drinking crowd, the attractive designs of labels, lids, and

cases—with an embossed emblem—add a prestigious

image to Blend 285 as a premium product.

Apart from its alcoholic drinks, which established the

foundation of its business, today ThaiBev has expanded

its business scope to profitable, non-alcoholic beverages.

This is evident in its acquisition of Oishi Group Public

Company Limited (Oishi), with a steady growth prospect

after ThaiBev had moved its product distribution from

Oishi’s former distributors to ThaiBev’s own distribution

channels. Besides Oishi products, ThaiBev aggressively

promoted Chang water and Chang soda in 2010. Both

products successfully gained market shares – particularly

bottled water. Besides its presence in food outlets

and restaurants, stores, and modern-trade outlets,

Chang water are delivered to homes and offices in an

effort to create brand awareness. Business diversification

to non-alcoholic drinks will lower risks, particularly excise

tax hikes on alcoholic drinks, which affect the spirit and

beer businesses; optimize ThaiBev’s distribution network;

and position ThaiBev as an overall leader of the beverage

business, not just alcoholic drinks.

ThaiBev is committed to retaining its market leadership

by focusing on marketing investment to ensure its products

are at ‘top of mind’ of target-group customers. Marketing

activities through music and sports are in focus as they

appeal to these customers; for instance our support for

concerts in conjunction with leading music companies

and sponsorship for leading English Premier League and

Thai Premier League soccer clubs.


ThaiBev’s distribution network is at the heart of its

success. With the spirits and beer business network dating

back three decades, coupled with its cordial relationship

with distribution agents, ThaiBev is committed to the

consistent development of this network. This was evident

in its restructuring of distribution agents and introduction

of innovative technologies as well as initiatives for

improving sales, including the application of handheld

computers to the work of sales teams and the issuing

of ThaiBev credit cards to facilitate retail outlets’

purchases—which saves time, boosts work efficiency,

and aids cash management for such retail outlets. In

addition, ThaiBev has invested in logistics system

development. This year witnessed construction completion

of three distribution centers at Nakhon Ratchasima

(for the Northeast), Chon Buri (for the East), and Surat

Thani (for the South) to lower long-term transportation

costs.

While remaining focused on developing international

business for further growth, ThaiBev has assigned

professional teams to define business formats to suit each

country. It was through gradual moves that ThaiBev made

its presence in overseas markets with an aim to create a

stable foundation for its business and products. It focuses

on establishing distribution channels—the route to

market—which is identified as the key success factor for

the business. The year saw ThaiBev’s marketing activities

launched to establish its brand in key target countries,

including concerts of famed vocalist ‘Bird’ Thongchai

McIntyre in the US to publicize its brand and attract more

customers in the US market. Besides, Chang served as

the official beverage partner of major golf tournaments

like the CIMB Asia Pacific Classic in Malaysia, the first

PGA tournament held in Southeast Asia this year. ThaiBev

also renewed its sponsorship agreement of Everton

Football Club through 2014. These activities and

sponsorships are expanding the presence of Chang in

the global markets.

Human resources being indispensable to organizational

success, ThaiBev has promoted training courses to

sharpen employees’ skills. On the part of the organization,

a restructuring exercise prepared ThaiBev for dynamic

business circumstances and a performance management

system was implemented to ensure efficient management

of employees.

Thai economyThe first two months of the year saw ongoing improvement

in the domestic economy from late 2009 in line with the

global recovery. However, the heightened political conflicts

starting in mid-March eroded consumers’ confidence and

the PCI (Private Consumption Index), as a curfew was

enforced. Consumers hesitated to spend while cutting

down on dining out, particularly in Bangkok Metropolis

and key cities where protests erupted.

In the latter half of the year, consumers’ confidence

climbed with the apparent belief that the domestic

situation would improve once political issues died down.

Yet, the related overall index remained below 100, which

reflected consumers’ lingering worries, particularly those

about political circumstances after the chaos, which

indeed delayed economic recovery. Late in the year,

floods ravaged many parts of the country, wreaking havoc

on properties and farms while sapping consumers’

confidence and spending. This prompted the government

to devise plans to accelerate recovery.

For alcoholic drinks, consumers’ demand hinges on the

domestic economy—which was why a healthy trend was

observed for the first two months of the year. Amid political

chaos, consumers’ confidence plummeted, as did the

overall ambience, to the extent that the positive news and

events of the second quarter of the year—including the

World Cup Soccer tournament—could not compensate

sufficiently. Thanks to market improvement, ThaiBev’s

beverage business began to take off in the second half

69

of the year, so it is expected that such improvement will

raise consumers’ confidence in spending on foods and

drinks, among others.

Excise taxIn 2010, the government made no adjustment in excise tax

rates for alcoholic beverages.

Annual Report 2010 | Thai Beverage Public Company Limited 70Annual Report 2010 | Thai Beverage Public Company Limited 70

71

The Thai economy began its revival from late 2009 through

the first two months of 2010. But the outbreak of political

conflicts in late February, worsening through May,

devastated the domestic political and economic situations

for the first half of the year, with repercussions on domestic

tourism and consumers’ confidence. For safety concerns,

consumers dined out less often, which directly affected the

beverage industry, particularly in key provinces with

political conflicts. These problems hit beer and imported

spirits, the common drinks consumed in entertainment

outlets and tourism attractions, head on. But the overall

market edged up around mid-year with the improved

DOMESTIC BUSINESS

political situation, coupled with the World Cup Soccer

tournament in June to July, prompting more frequent dining

out by consumers, which in turn raised the sales of drinks.

However, with the severe domestic floods toward the end of

the rainy season hurting the economies of several provinces,

people’s lower consumption during that period caused

drink makers to speed up their year-end sales to make up

for the decline in several affected areas.


The domestic beer market slightly shrank from the past

year because of the increased political insecurity, which

in turn undermined consumers’ confidence. In fact, such

conflicts of the first half of the year shrank the domestic

beer market—particularly consumption at food outlets and

pubs hurt by the government’s state of emergency

declaration. The market turned positive only with the World

Cup Soccer tournament’s boost along with eased political

tension, which bolstered consumers’ confidence. However,

this year’s beer market has not recovered because of the

overwhelming floods.

On the whole, however, with a 4.4% rise in sales from

last year, ThaiBev’s beer business of 2010 featured

improvement. Despite its lower sales for the first half of the

BEER BUSINESS

year, ThaiBev scored a lower percentage decline than

domestic rivals. Its gradually improving beer business

resulted from the restructuring of goods distribution and

rebranding of Chang Beer since the last quarter of 2009.

Launched in mid-2008, the restructuring of ThaiBev’s

distribution network continued in 2010. Today, its sales

teams work through handheld computers and sales data

became more systematized. These data find uses in the

analysis of consumption patterns, as well as product

placement and sales. In 2010, ThaiBev added a payment

system through credit cards for retail shops to address the

needs of those without cash on hand at the time of sales

teams’ visit. The improvement of sales channels through

all retail outlets has improved relationships between

73

ThaiBev and such outlets to the benefit of ThaiBev’s beer

business. As generally known, the beer business’s key

success factors lie in beer distribution and shelf-life

management at points of sale before reaching consumers.

This differs from the spirits business, which relies on the

push by agents, because spirits have no shelf-life problems.

In 2010, ThaiBev continued to invest in the rebranding and

modernization of Chang Beer. Marketing investment

accompanied sales promotions, with more intensive

promotion of Chang Draught and Chang Light to address

the needs of modern consumers who prefer low-degree

beer; sales promotions focused on sports and music

sponsorships. Notably, Chang Beer not only sponsored the

live telecast of the 2010 World Cup Soccer tournament,

but also sponsored Everton Football Club of the English

Premier League and 12 Thai Premier League teams.

In addition, ThaiBev continually monitored consumers’

opinions to improve its mix of marketing components to

align with consumers’ demand.

Sales of Federbräu Beer slowed down in 2010 in line with

the domestic premium beer market, consequent to domestic

insecurity, since this market primarily relies on dining-out

sales volumes. ThaiBev’s return to investment in Federbräu

is expected once the market improves.


SPIRITS BUSINESS

75

The overall domestic spirits business in 2010 edged up

slightly since premium spirits were terribly hurt by political

insecurity, which sharply lowered consumers’ trips to pubs

and bars in the first half of the year. Spirits consumption

at food outlets, pubs, bars, and entertainment outlets

normally takes the lion’s share of premium spirits, in which

consumers tend to pick more prestigious products to

support their image. This year, brown spirits took the lead

in driving the growth of the spirits business. As a rule, local

brown spirits are regarded as belonging to low-to-middle

markets, mostly consumed off-premise. Consequently,

Thai brown spirits were less affected than premium ones.

ThaiBev’s spirits business in 2010 witnessed saw growth,

mainly derived from the steady growth in brown spirits, with

5.9% growth from the previous year. The growth of its

brown spirits stemmed from the huge popularity of Hong

Thong and Blend 285, due to their value-for-money quality

and price. Although net profit of overall spirits sales

increased, the year saw a decrease in gross profit due to

the rising costs of molasses—the key ingredient of spirits.

In 2010, because of the domestic drought, the supply of

domestic molasses ran low.


NON-ALCOHOLIC BEVERAGE BUSINESS

Steady and healthy growth is widely foreseen for this

market. This, coupled with ThaiBev’s strong distribution

channels, contributed to its optimization of resources. In

view of this opportunity, ThaiBev is taking this non-alcoholic

beverage business seriously.

The year saw ThaiBev’s substantial investment in marketing

and publicity for Chang water and Chang soda, including

TV and radio ads and various marketing activities. As a

result, these ThaiBev products were warmly welcomed by

consumers, as seen in high sales growth rates of 80.1%

for Chang water and 79.9% for Chang soda, buoyed by

expansion in food outlets and modern-trade channels.

Oishi drinks continued their popularity among consumers,

with Oishi green tea topping the domestic market shares of

green-tea drinks thanks to a strong brand buoyed by

consumers’ confidence. Besides, the marketing campaign

known as “Pai Tae Tua Tour Yok Gaeng (Free-All-the-Way

Trip with Friends)”, in its third year, led to skyrocketing

sales, particularly during the summer months. For the year,

sales of Oishi beverages rose by 30.1% with steady growth

projection. In view of the opportunity from this growth,

ThaiBev invested in raising the production capacity of Oishi

by installing a cold aseptic line during the year so as to

deploy it in 2011.

77


FOOD BUSINESS

79

For the first half of the year, the domestic economic and

political situations dealt a stunning blow to the restaurant

business as a whole. Still, Japanese food continued to find

widespread popularity among consumers, partly because of

people’s admiration for healthy dishes and their tastes.

ThaiBev’s food business—best known by the Oishi chain of

restaurants—continued its steady expansion of branches in

2010; 20 new branches made their debuts this year, raising

the total number of outlets to 125. Despite the gloomy

political and economic outlooks of the first half of the year,

Oishi food outlets registered healthy growth, thanks to its

consistent brand advertisement. In fact, the year witnessed

23.6% growth in this business from 2009, accounted for

by both branch expansion and sales in existing stores.

Notably, Shabushi restaurants enjoyed extraordinary growth

as a major contributor to Oishi’s income.

Besides the food business, Oishi has recognized channels

to expand its food business through home deliveries, an

exciting market buoyed by the demand of consumers who

do not prefer home cooking. Today, Oishi’s home delivery

business is still modest, so expansion in this business

stands to add substantial income to ThaiBev’s food

business.


81

INTERNATIONAL BUSINESS

ThaiBev through its wholly own subsidiary, International

Beverage Holdings Limited (IBHL), is responsible for

building the international business. In 2010, IBHL has

offices in Hong Kong, Singapore, Cambodia, Malaysia, UK,

USA, and China. IBHL distributes to over 80 countries,

selling whiskies from the Inver House portfolio, Chinese

spirits from Yunnan Yulinquan Liquor Co., Ltd. (YLQ),

and ThaiBev’s Chang Beer, Thai spirits and non-alcohol

product portfolio.

Our international production centers include five distilleries

in Scotland, and one distillery in Yunnan, China.

Strategy IBHL’s strategy continues to build on the three building

blocks i.e. premiumization of its product portfolio;

professionalization of the organization; and internationalizing

its products across the world markets.

IBHL is focusing on building its flagship brands – Chang

beer, Mekhong (branded overseas as “the Spirit of

Thailand”), its single malt whiskies, Balblair, Old Pulteney,

Speyburn and anCnoc, blended scotch whiskies such as

Hankey Bannister, and Caorunn GIN, to be produced in the

UK. IBHL has identified key focus markets for each brand

and is directing its efforts and resources at these ‘brand

market units’ (BMU’s). IBHL intends to be a global player

with a comprehensive portfolio of products across the

international markets.

Identifying and establishing an appropriate route to market

is one of IBHL’s key strategies, whether wholly owned or

third party is subject to the market conditions, and our

goals for that specific market.

Local partners and management are a critical part of the

strategy as IBHL moves into new markets, with our key

executives experienced in the beer and spirits businesses

from different countries around the world.

Development in 2010Overall performance of international business

ThaiBev’s international operations showed dramatic growth

in 2010 across all regions, with sales growth of 20.5% when

compared year-on-year. ThaiBev’s international business

contributed 3.2% of the Company’s overall sale revenue in

2010. The growth in 2010 was backed by the expansion of

Chang Beer coverage, Inver House Scotch whisky expansion

into USA and new markets in Europe, and continuing

growth in China via YLQ.

Chang Beer exportChang Beer sales continue to grow in many regions

especially in Asia and US, with the sales growth of 59%

YoY. In USA market, Chang Beer saw the significant sales

growth of 24%. The music marketing was the key activities

we used to support Chang Beer in USA. Key concerts were

arranged in the key markets such as New York and L.A.

The concerts with Thai super stars such as Bird Thongchai,

Nuvo and Da Endorphine were well accepted. Also, more

penetration into both on-premise and off-premise channels

helped improve beer sales in USA. In Asia market, coverage

expansion continues to drive the sales of Chang Beer to

72% growth.

Sports marketing also another marketing platform that was

used to promote Chang Beer. Chang Beer is proud to be the

main sponsor on Everton FC’s jersey again. The contract

with Everton FC was renewed and this will be another 3

years sponsorship with Everton until 2014. The sponsorship

helped promote Chang brand’s presence in all regions. In

addition, Chang Beer sponsored the first PGA tour in Asia,

as the official beverage partner.

Thai SpiritsThe Company expanded Mekhong through more distribution

channels in 2010. For US market, Mekhong is expanding

availability through Thai restaurants nationwide.


Inver House productsInver House’s single malt portfolio was the key driver for our

US market with Speyburn continued to outperform our

expectation. Also, Inver House’s portfolio of whiskies was

introduced to the new market in Eastern Europe and Russia.

The expansion into Eastern Europe will help push the sales

growth of the whisky portfolio and compensate for the

slowdown in mature markets like Western Europe.

Yunnan Yulinquan products After ThaiBev completed the acquisition of Yunnan

Yulinquan Liquor Co., Ltd. (YLQ) in China in 2009, the

Company helped YLQ extend its coverage in Yunnan.

The new sales office of YLQ was established in 2010 at

Kunming, to serve more distribution channel in this area.

The new strategy that YLQ started in 2010 was to expand

beyond their current product portfolio, which mostly falls

into economy segment, to mid to high tier brands. Promoting

more of the upper tier products helped YLQ to improve

margin and profitability.

8383


MILESTONES

2003

2006

2008

2009

2010

OctoberThai Beverage Public Company Limited

was established as a holding company

for the alcohol beverage business

MayThaiBev successfully listed

in the Singapore Exchange

main board

OctoberAcquisition of Pacific Spirits UK

(PSUK), owner of Inver House

Distillers in Scotland and

acquisition of Best Spirits

Company Limited

SeptemberAcquisition of 43.9% of Oishi Group Public

Company Limited (“Oishi”) and disposal of 100% of

Thai Alcohol Public Company Limited; followed by

acquisition of additional Oishi shares via tender offer

in November, resulting ThaiBev holds more than 50%

of total sold shares in Oishi

SeptemberThaiBev turned a new chapter

in the history of “Beer Chang”

under one umbrella concept of

“Kon Thai Hua Jai Deaw Gun”

s UK

se

MayThaiBev’s first distribution center (DC) in

Nakhon Ratchasima province commenced operations.,

followed by two more DCs in Chonburi and Surat Thani

provinces, respectively, in June and August 2010

NovemberSoda Chang launched its latest innovative

products ‘Flavored Soda’ with 2 new variants,

Bitter Lime-Lemon and Apple Mint

NovemberAcquisition of Yunnan

Yulinquan Liquor Co., Ltd.,

Chinese white spirit

distillery in China

85

MANAGEMENT DISCUSSIONAND ANALYSIS

Performance for the year ended 31 December 2010

The Company acquired Yunnan Yulinquan Liquor Co., Ltd.,

a white spirits distillery in People’s Republic of China, in

the fourth quarter of 2009 through an indirect subsidiary

in Hong Kong at a total consideration of RMB 69 million.

The operation of this company was included in the spirits

business segment since the fourth quarter ended

31 December 2009 onwards.

GroupFor the year 2010, total sales revenue of the Company was

Baht 121,361 million, an increase by Baht 13,392 million,

or 12.4%, from Baht 107,969 million of last year, due to

an increase of sales revenue from the spirits business of

10.5%, the beer business of 11.7%, the non-alcoholic

beverages business of 34.5% and the food business of

23.6%.

Gross profit was Baht 33,264 million, an increase by Baht

1,904 million, or 6.1%, due to a higher gross profit in the

spirits business of 3.3%, the beer business of 15.3%, the

non-alcoholic beverages business of 5.8% and the food

business of 17.3%.

Earnings before interest, tax, depreciation and amortization

(EBITDA) was Baht 19,556 million, a decrease by Baht

355 million or 1.8%, due to a decrease of EBITDA in the

beer business of 71.2%, the non-alcoholic beverages

business of 31.2% although there was an increase of

EBITDA in the spirits business of 0.8% and the food

business of 26.5%.

Net profit was Baht 10,721 million, an increase by Baht 78

million, or 0.7%, due to a higher net profit in the spirits

business of 1.3%, the food business of 23.2% and a lower

net loss in the beer business of 0.2% although there was

a lower net profit in the non-alcoholic business of 22.3%.

Unit: Million Baht

YTD_2010 Spirits%

to Sales Beer%

to Sales

Non-alcoholic beverages

%to Sales Food

%to Sales Eliminate

%to Sales Total

%to Sales

Revenue from sales 77,034 100.0 33,729 100.0 6,611 100.0 4,075 100.0 (88) 100.0 121,361 100.0

Cost to sales 52,046 67.6 28,812 85.4 4,722 71.4 2,616 64.2 (99) 112.5 88,097 72.6

Gross profit 24,988 32.4 4,917 14.6 1,889 28.6 1,459 35.8 11 (12.5) 33,264 27.4

Selling expenses 2,116 2.7 4,230 12.5 841 12.7 128 3.1 (28) 31.8 7,287 6.0

Administative expenses 6,275 8.1 3,091 9.2 796 12.0 1,127 27.7 (2) 2.3 11,287 9.3

Operating profit (loss) 16,597 21.5 (2,404) (7.1) 252 3.8 204 5.0 41 (46.6) 14,690 12.1

Other income / Interest income 272 0.4 94 0.3 30 0.5 19 0.5 (41) 46.6 374 0.3

EBIT (loss) 16,869 21.9 (2,310) (6.8) 282 4.3 223 5.5 - - 15,064 12.4

Finance costs 161 0.2 73 0.2 21 0.3 4 0.1 - - 259 0.2

Income tax 4,924 6.4 (755) (2.2) (118) (1.8) 33 0.8 - - 4,084 3.4

Net profit (loss) 11,784 15.3 (1,628) (4.8) 379 5.7 186 4.6 - - 10,721 8.8

Depreciation & Amortization 2,302 3.0 1,620 4.8 382 5.8 188 4.6 - - 4,492 3.7

EBITDA (loss) 19,171 24.9 (690) (2.0) 664 10.0 411 10.1 - - 19,556 16.1


Unit: Million Baht

YTD_2009 Spirits%

to Sales Beer%

to Sales

Non-alcoholic beverages

%to Sales Food

%to Sales Eliminate

%to Sales Total

%to Sales

Revenue from sales �� !��" �� Cost to sales �#�#�� #�� #�� #�� #� �� !�#" �#�� Gross profit �� !��" �� Selling expenses �� # �� #�� !��" �� #�� #��Administative expenses #�� #� �� !��" �� #Operating profit (loss) ��# � �� !��" !��" #�� #� �� !�#��" �#��# ��Other income / Interest income � �� !��" �#�� EBIT (loss) �� !��" !��" �� #�� $ $ �#�##� ��Finance costs �� $ $ #�� #Income tax �� !#� " !��" �� $ $ �� Net profit (loss) �� !��" !#��" � �� #� �� $ $ �� Depreciation & Amortization ��#� �� #�� #�� #� �� ## �� $ $ ��#� ��EBITDA (loss) �� !��" !��" ��# �� # �� $ $ ��

Unit: Million Baht

Increase (Decrease) Spirits % Beer %

Non-alcoholic beverages % Food % Eliminate % Total %

Revenue from sales �� # ��#�� # ��# �� Cost to sales ��#�� #�� #�� #�� !#�" !��" �� #��Gross profit ��# �� #� �#�� #� ��# �� # �� Selling expenses ��# ��# # # �� #�� !�" !��" ��# �� #�� Administative expenses � # �� #�� # ��# �� #Operating profit (loss) �# �� ! �" !��" !��" !#��" #� �#�� !��" ! #��" !#�#" !�� "Other income / Interest income � �� !��" !��" !�" !��" $ $ �� #�� # ��EBIT (loss) �� !��" !�#� " !��" !#��" #� �� $ $ !��" !��"Finance costs !��" !��#" !��" !��" !��" !��" !�" !��" $ $ !��" !#�� "Income tax �� !� �" !��" !��" !��" �� $ $ !�� " !��"Net profit (loss) �� !��" !��" �# �� $ $ � ��Depreciation & Amortization � �� # �� $ $ ��# ��EBITDA (loss) �� !� �" !��" !��" !��" � ��# $ $ !�##" !�� "�

87

Spirits Business For the year 2010, sales revenue was Baht 77,034 million,

an increase by Baht 7,301 million, or 10.5%, mainly due to

an increase of sales price to cover the excise tax rise in May

2009 and an increase of sales volume. Total sales volume of

spirits was 515.8 million litres, an increase of 5.9%.


795 million, or 3.3%, mainly due to the increase in sales

although there was an increase in raw material cost.

EBITDA was Baht 19,171 million, an increase by Baht 147

million, or 0.8%, mainly due to an increase in gross profit

and a decrease in idle costs although there was an increase

in donation expenses and product protection expenses.

Net profit was Baht 11,784 million, an increase by Baht

148 million, or 1.3%, mainly due to the increase EBITDA

and a decrease in interest expenses.

Beer BusinessFor the year 2010, sales revenue was Baht 33,729 million,

an increase by Baht 3,533 million, or 11.7%, mainly due

to an increase of sales price to cover the excise tax rise in

May 2009 and an increase of sales volume. Total sales

volume of beer was 596.5 million litres, an increase of 4.4%.


651 million, or 15.3%, mainly due to the increase in sales.

EBITDA showed a loss of Baht 690 million, an increase by

Baht 287 million, or 71.2%, mainly due to an increase of

sales promotion expenses.

Net loss was Baht 1,628 million, a decrease by Baht 4

million or 0.2%, mainly due to an income tax impacts and

there was a decrease of interest expenses.

Non-Alcoholic Beverages Business For the year 2010, sales revenue was Baht 6,611 million,

an increase by Baht 1,695 million, or 34.5%, mainly due

to an increase of Oishi’s beverages sales. Total sales volume

of Oishi beverages, which consist of green tea, black tea,

and other non-alcoholic beverages, was 211.6 million litres,

an increase of 30.1%. Energy drinks generated sales volume

of 8.1 million litres, a decrease of 6.7%. Soda and drinking

water generated sales volume of 24.3 million litres and

92.7 million litres respectively, an increase of 79.9% and

80.1% respectively.

Gross profit was Baht 1,889 million, an increase by Baht 103

million, or 5.8%, mainly due to the increase of Oishi beverages

sales. The lower margin was mainly due to product mix of

Oishi beverages sales and an increase in raw material cost.

EBITDA was Baht 664 million, a decrease by Baht 301

million, or 31.2%, mainly due to an increase in marketing

expenses.

Net profit was Baht 379 million, a decrease by Baht 109

million, or 22.3%, mainly due to the decrease in EBITDA

although there was a decrease in interest expenses.

Food Business For the year 2010, sales revenue was Baht 4,075 million,

an increase by Baht 777 million, or 23.6%, mainly due to

an increase in number of branches and sales price.



215 million, or 17.3%, mainly due to the increase in sales

although food costs increased in accordance with the variety

of foods available.

EBITDA was Baht 411 million, an increase by Baht 86

million, or 26.5%, mainly due to the increase in gross profit

although branch rental fees increased.

Net profit was Baht 186 million, an increase by Baht 35

million, or 23.2%, mainly due to the increase in EBITDA

and a decrease in interest expenses.

Financial Position

Assets

Total assets as at the end of December 2010 was Baht

77,302 million, an increase by Baht 153 million, or 0.2%,

compared with the end of 2009. Current assets increased

by Baht 1,699 million, mainly due to an increase in

inventories. Non-current assets decreased by Baht 1,546

million, mainly due to depreciation of property, plant and

equipment.

Liabilities

Total liabilities as at the end of December 2010 was Baht

19,074 million, a decrease by Baht 1,632 million, or 7.9%,

compared with the end of 2009. This was mainly due to a

decrease in long-term loans from financial institutions.

The maturity of interest-bearing loans was as follows:

Unit: Million Baht

Within December 2011 8,762

Within October 2012 600

Total 9,362

Shareholders’ Equity

Total equity as at the end of December 2010 was Baht

58,228 million, an increase of Baht 1,785 million, or

3.2% compared with the end of 2009. This was mainly due

to an increase in net retained earning which comprised of

profit for the period and dividend payment.

Liquidity

Cash and cash equivalents, as at December 31, 2010,

was Baht 3,359 million. The net increase from the beginning

of the period was Baht 769 million. Details of activities

were as follows:

Unit: Million Baht

Net cash provided by operating activities 15,213

Net cash used in investing activities (2,818)

Net cash used in financing activities (11,235)

Net increase in cash

and cash equivalents in period 1,160

Adjustment from financial statement translation (391)

Cash and cash equivalents at beginning of period 2,590

Cash and cash equivalents at end of period 3,359

Net cash provided by operating activities of Baht 15,213

million was mainly derived from net income of Baht 10,721

million and non-cash items from depreciation and

amortization of Baht 4,492 million.

Net cash used in investing activities of Baht 2,818 million

was mainly due to purchase of property, plant and

equipments.

Net cash used in financing activities of Baht 11,235

million was mainly due to repayment of loans and

dividend payment.

89

Financial Ratios

Dec.31, 10 Dec.31, 09

Current Ratio (times) 1.91 1.85

Total Debt to Equity Ratio (times) 0.33 0.37

Net asset value per share (Baht) 2.31 2.24

Jan. – Dec.10 Jan. - Dec.09

Accounts Receivable Turnover (days) 6 6

Inventory Turnover (days)

Spirits Business

Finished Goods (Excl. Legacy Stocks) 49 59

Beer Business

Finished Goods 27 40

Shareholder Returns

Dividends

The current policy of the Board of Directors is to recommend to our shareholders a dividend of not less than 50% of net

profits after deduction of all specified reserve, subject to investments plan and as the Board of Directors deems appropriate.

For the financial year ended 31 December 2010, the Board of Directors has recommended total dividend of Baht 8,788.51

million.

Year 2010 Year 2009

Dividend for the year (Million Baht) 8,788.51 8,286.31

Number of shares issued (Million shares) 25,110 25,110

Interim dividend per share (Baht) 0.15 0.15

Final dividend per share (Baht) 0.20 0.18

Total dividend per share (Baht) 0.35 0.33

Dividend payout ratio (%) 83.33 78.57

Return on Equity

Return on Average Equity (%) 18.70 19.27

Earnings Per Share

Earnings per weighted average ordinary shares (Baht) 0.42 0.42

Weighted average number of ordinary shares for the year (million shares) 25,110 25,110


Market Competition Risk The political conflicts during the second quarter of last year

negatively impacted the on-premise channel, which is a key

consumption channel of the beer business in Thailand.

As a result, beer consumption in 2010 shrank by 4% when

compared with the previous year. In the event of slow

market, major players pushed extra hard to increase beer

sales and the competition was even fiercer in the past year.

For reasons given, beer producers could not raise the price

and in the mean time, they needed to spend more resources

to win the market share. This adversely affected their

profitability. Subsequent to the extended crackdown in

early May and the lift of the States of The Emergency Act

of Thailand, the anti-government meetings in public venues

still recur regularly. Such political gathering hinders the

recovering on-premise business and therefore; the fierce

competition in the beer industry is expected to continue at

least until the next general election.

Despite a rather low competition among taxpaying white

spirit producers, the market risk lies in the increasing

numbers of illegal white spirit producers, subsequent to

the latest tax increase of the white spirit in May 2009.

Mitigation of such risk depends on the ability to persuade

and encourage responsible authorities of the public sector

to solve this problem seriously.

On brown spirits side, ThaiBev effectively won the market

share from low-price imported spirits. However, the year

2011 is expected to see intense competition due to

marketing activities from imported spirits distributors in

an attempt to regain the market share.

ThaiBev’s seasoned Marketing Team and Sales Team have

been long competing in the spirits and beer businesses.

Since the re-launch of Chang beer in October 2009,

ThaiBev has efficiently ceased growth of major competitors

and began to regain the market share. Despite a rather

small market share regained, it positively indicates higher

market share to be gained by the Company in the following

years. In addition, ThaiBev, as the market leader with high

potential distribution, is confident in the competing ability

of our spirits business.

Regulatory and Tax Risk In the past year, the Ministry of Public Health strictly

enforced the Alcohol Beverage Control Act. Therefore,

RISK MANAGEMENT STRATEGIES

ThaiBev focused on communicating with related executives

in order to ensure their understanding about the Act.

In addition, legal officers were appointed in every region

to oversee the matter. They were assigned to visit relevant

agencies overseeing the Alcohol Beverage Control Act

enforcement to gain thorough understanding of the law in

order to ensure that the Company’s activities are compliance

with the law.

There has been news that the Ministry of Finance is

considering making adjustments of the entire excise tax

system, including alcoholic beverages. To date; however,

there are still no certain directions on the adjustment

of excise tax for beers and spirits. Nevertheless, such

adjustment will definitely more or less affect the total

cost of goods, which largely comprises the excise tax.

Excise tax administration completely lies in the hand of

the related government agencies without any involvement

of the private sector and therefore; the Company closely

monitors the matter and prepares itself to ensure that such

tax adjustment results in a minimum impact to the business.

Our management team consists of executives with long-

standing experience in the alcoholic beverage business

and has undergone several tax changes. The Company is

confident that the team will efficiently manage the excise

tax risk as proven by its past records.

Operational Risk Certain raw materials in alcoholic beverage production

are natural products; for example, rice, malt, hops and

molasses. Their prices vary according to the weather,

demand and supply in the market each year. Also, some

packaging materials – such as foil labels – are imported

supply, which requires a certain period of time for

preparation and delivery. ThaiBev therefore mitigates the

price fluctuation risk by stipulating a policy to make

purchases from several vendors, entering into forward

contracts to control costs, entering into long-term

agreements with major producers to obtain the required

quantities and quality of goods and, supporting sellers to

relocate their production facilities closer to those of ThaiBev.

Finance and Investment RiskThaiBev’s business operations and expansion are capital-

intensive and therefore, incur risks and several uncertainties.

The business itself is capital-intensive. In addition, new

91

product research and development, new factory construction

and maintenance and modifications of the existing factories

call for continuous investments. Furthermore, the Company

incurs expenses in constant surveillance on the latest

developments in the domestic and overseas beverage markets.

Previous investments were funded by external loan resources,

recapitalization, and ThaiBev’s internal cash flow. It is

expected that future business expansion or modifications

of breweries and distilleries of the Company will be funded

by additional borrowing and internal cash flow. In this

regard, ThaiBev has taken steps to secure additional

credit lines from financial institutions, including O/D

(overdrawing) credit lines, promissory notes credit line and

issuance of bills of exchange. ThaiBev currently commands

financial liquidity of 3.6 times of the total average sales

of one month. If it somehow cannot secure commercially-

acceptable funds, it may then raise funds through

recapitalization, which would reduce shareholders’ proportion.

Furthermore, if it cannot secure the necessary funds to

maintain or expand plants, this may harm its financial

status, performance and business opportunities. Such risk

is constantly mitigated by the Office of Controller, which is

in attendance at planning meetings to share information for

use in preparing the appropriate financial structure.

HR Risk: human resources preparation for stability and business growth ThaiBev places importance on human resource management

and puts in place personnel strategies with an intention

to prepare and formulate the standardized human resource

management in accordance with the ever-changing

competitive environment.

Due to the competitive circumstances in the market and

our growth, the effort to re-structure the organization, which

began in 2009, has reduced the complexity in terms of

management and resulted in enhanced working competency,

coordination, and dynamic. Also, such re-structure reduced

the cost of management to a reasonable level in terms of

momentary investment and time.

Developments were seen in the recruiting processes in

order to indentify qualified and proper personnel with sound

social, corporate and professional responsibilities. The

Company puts in place the psychological and qualification

tests and applies the test result to analyze candidate’s level

of maturity, consciousness and capability, all of which form

part of determination whether candidates are qualified for

the available positions.

In respect of personnel development, Thai Beverage Training

Co., Ltd. was established with an aim to build confidence

that the Company is moving towards its goals. ThaiBev

Training is responsible for creating and developing quality

personnel who uplifts the organization to become the

leading international beverage company. The project on

assessment of management and individual personnel

development was conducted in response to the growth of

the organization.

Moreover, the Company promotes the use of the Performance

Management System by developing an information system

to collect data, conduct performance evaluation, and

produce reports. This allows employees to learn about their

strengths and weaknesses in their performance and how

to enhance their potential. The High-Potential Personnel

Management Program has continued with an annual

assessment to identify the level of success of the program

in order to ensure that successors are nominated for

prominent positions and employees are provided with

opportunities to make advances in their career.

Environmental Risk: Compliance with Environmental Protection Law ThaiBev sees significance in ensuring compliance with laws

and constant updates of production standards, reflected in

our applications of various systems such as the Quality

Management System Standard (ISO 9000), Food Safety

Management System Standard (ISO 22000), Environmental

Management System Standard (ISO 14000), Good Manufacturing

Practice and Hazard Analysis Critical Control Points

(GMP&HACCP) and so on.

Furthermore, the Company appointed the Energy Management

Committee to oversee the consumption of electricity,

thermal energy and hydropower, with an aim to optimize

consumption of the 3 resources in a long run. Constant

surveillance is arranged for these 3 resources and annual

objectives are defined in order to control usage ratio.

In addition, contamination monitoring is set and continuous

search for alternative resources is carried out; for example,

random tests for sources of water used in production

process and the search for substitute fuels, etc.


THAI BEVERAGE LOGISTICS

“ThaiBev Logistics driving beyond the Horizon Strategic&

Tactic driving to be the best largest distribution network in

Thailand and Regional”

The horizon line is a starting journey of our Thai Beverage

Logistics Co., Ltd. (ThaiBev Logistics), Business is

working around the clock; Day and Night delivers the high

quality of Thai Beverage products to all destinations in

Thailand and Overseas. ThaiBev Logistics vision is to be

the domestic and international leader in logistics industry,

to maximize and sustain its ability to compete in the

industry and to be an integral part to the Thai Beverage

Public Company Limited in becoming the leader in

beverage industry, both locally and internationality.

Achievement in 2010 (Phase I) is an integration of

logistics related activities from all Factory, Distribution

Centers and Thai Beverage’s sales offices into one Center

of excellence. Thank you to the international standards

and World-class IT technology, result is maximize customer

satisfaction and lower supply chain costs. With the volume

sales of approximately 1,400 million liters per year,

ThaiBev Logistics organization had been redesigned

with the modernize concept of “International Logistics

Development”.

Currently at the end of Phase I, ThaiBev Logistics is one

of the largest distribution networks in Thailand and one of

the biggest in Southeast Asia as well, ThaiBev Logistics

infrastructure asset consists of:

• 4,800 People, – warehouse and transport staffs

• 2,000 Commercial vehicles (100% own fleets),

• + 1,000 Drop points,

• + 100 Sales offices,

• + 86 Warehouses,

• + 16 Transportation offices,

• + 3 Strategic distribution centers

(2 distribution centers will be in Phase II).

Of course, year on year, asset value of Thai Beverage

Logistics is growing and significantly contributes to the

business value chain, such as the largest distribution

network (nationwide warehouses and distribution centers),

modernization distribution services, asset utilization, and

cost control. Professional people and world-class IT

technology are implemented, which allow the business

to optimize inventory in all locations, maximize asset

utilization and achieve the highest customer satisfaction,

while minimize overall supply chain cost-to-serve.

In Phase II, Development of ThaiBev Logistics project will

focus into 3 perspectives; financial perspective, operation

perspective, and customer perspective. The 1st phase,

3 distribution centers had been established in Nakon

Ratchasima, Surat Thani and Chonburi with the investment

in Warehouse Management System. All of these 3

distribution centers already operate with the total fleet of

788 commercial vehicles. In the 2nd phase consists of

investment in distribution centers in the other locations

such as Chiengmai, KhonKhan and the replacement of

transportation vehicles as planned. The 2nd phase of

distribution center is expected to finish in the mid 2012,

and transportation is expected to finish in the Q3 of 2011.

The success is a choice we make. ThaiBev Logistics 2011

will enhance efficiency of the business in 3 ways;

Distribution coverage, Cost & Asset management, Value

chain integration. Our strategic distribution network

nationwide will be tactically managed to efficiently serve

both alcohol and non-alcohol product group, this to be in

alignment with ThaiBev’s strategy. Scope of services in

2011 will focus in improving quality & cost of Thailand

distribution network, and moving services into upstream

supply chain and the cross border logistics. Joint projects

with key business partners will be formed a strategic

alliance to leverage the technology such as the Eco-

driving, Safety driving through Tire management program,

Fuel (energy) saving, and Fleet maintenance program.

93

6.00 a.m.

At ThaiBev Logistics, Distribution Center

7.30 a.m.

Truck reports at Transportation office

8.30 a.m.

Outbound process starts

9.00 a.m.

Truck leaves Distribution Center

to all destinations

7.30 a.m.

Next day,

Truck reports at Distribution Center

6.30 a.m.

Sales office is ready

8.00 a.m.

Distribution Center

starts 1st Inbound loading

8.00 a.m.

Loading process

8.45 a.m.

ThaiBev Logistics ready to deliver

Operation works all day

We are ThaiBev Logistics…

7.00 a.m.

Truck arrive from

Kamphengpetch Beer Factory

8.30 a.m.

Ready for next assignment

9.00 a.m.

ThaiBev’s Sales offices

confirm Customer’s order

6.00 p.m.

Trucks report for day end

Thai Beverage Logistics gallery – Thai Beverage Logistics 24 hours “Beyond the Horizon”


THAI BEVERAGE ENERGY

It has been the determination of the Distillery Group to

develop clean alternative energies along with improving

the environment surrounding the facilities. Hence,

Thai Beverage Energy Co., Ltd. (“ThaiBev Energy”) focused

on studying the possibility of projects to capture biogas

and optimize the use of distillery slop at 11 distilleries in

different provinces nationwide.

Distillery slop is high strength; brownish-black wastewater

with high concentration of organic substance from the

distillation process. Currently, the distillery slop is treated

through the organic decomposition process in an anaerobic

opened lagoon and the treated wastewater is distributed to

agriculturists living near the facilities who benefit from its

soil improvement quality.

Our study indicated that biogas produced during the

decomposition of the organic substance in the distillery

slop in an anaerobic opened lagoon release into the

atmosphere. ThaiBev Energy hence opted for the distillery

slop treatment by the Anaerobic Covered Lagoon system

by ADI Systems Inc. – a Canadian company with over two

decades of expertise in wastewater treatment. The system

focuses on capturing the biogas and enables its use as

alternative energy to substitute the heavy fuel oil utilized

in steam boilers at the distilleries. The distilleries in 5

provinces i.e. Buri Ram, Ubon Ratchathani, Prachin Buri,

Khon Kaen, and Surat Thani, were chosen to participate in

the project, with the system construction and installation

budget of Baht 170 million for each distillery. The project

was divided into 2 phases, first of which was the investment

of the first 2 distilleries in Buri Ram and Ubon Ratchathani

provinces.

With the distillery slop treatment by Anaerobic Covered

Lagoon system, the lining and covering was provided

for every lagoon in order to prevent any environmental

problems, both in respect of leakage and disturbing odor in

areas surrounding the distilleries. Main constructions were

as follows;-

1. 3,000-cubic meter covered lagoon for distillery slop

equalization

2. 27,000-cubic meters covered lagoon for ADI—BVF

Reactor distillery slop treatment

3. 100,000-cubic meter covered lagoon for treated

wastewater

4. A biogas supply system with burners for steam boilers.

This distillery slop treatment system could capture the

biogas occurred from decomposition of the organic

substance in distillery slop amounting to 26,000 cubic

meters per day. Such volumes are almost adequate for the

total substitution for fuel oil at all distilleries. Upon full

operation of the system, a surplus of biogas may be

produced, which can be further developed and utilized in

other business activities. Moreover, the treated wastewater

possesses soil improvement quality and the distribution

of the treated distillery slop to nearby agriculturists is

uninterruptedly continued.

Since the project incurred high investment due to the

overseas technologies utilized specially for the high strength

distillery slop treatment, ThaiBev Energy applied with the

Board of Investment for tax privileges. Moreover, it applied

for registration as a project under the Clean Development

Mechanism (CDM project) through the Thailand Greenhouse

Gas Management Organization (Public Organization)

pertaining to the Kyoto Protocol, under the United Nations

Framework Convention on Climate Change (UNFCCC) in

order to improve the project’s return on investment.

ThaiBev Energy currently provides the service on distillery

slop treatment and disposal as well as sells the biogas

captured during the treatment as alternative energy in

substitution of heavy fuel oil at the following 5 distilleries.

1. Athimart Co., Ltd. in Prachin Buri Province

2. S.S. Karnsura Co., Ltd. in Ubon Ratchathani Province

3. Fuengfuanant Co., Ltd. in Prachin Buri Province

4. Kankwan Co., Ltd. in Khon Kaen Province

5. Nateechai Co., Ltd. in Surat Thani Province

The project is currently in the process of CDM registration.

It is estimated that these 5 distilleries can reduce the

emission of Green House Gas (GHG) equivalent to 200,000

tCO2e per year. All the 5 projects had received a Letter of

Approval issued by Thailand Greenhouse Gas Management

Organization (Public Organization) confirming that these

projects would assist The Kingdom of Thailand in achieving

sustainable development.

ThaiBev Energy success from the project not only significantly

improved the surrounding environment and landscape of

distillery slop treatment but also, created a knowledge

center for environmental management of the community,

schools, and educational institutes in general. Furthermore,

its use of the biogas in substitution of heavy fuel oil

contributed to the reduction of oil import of the country.

95

OUR PEOPLE… OUR SUCCESS

ThaiBev and the strategy of employees’ capacity building

With the Management team’s vision, Thai Beverage Public

Company Limited (“ThaiBev”) sees the value of “People”

and put its effort on staff development as much as on

technology or innovation. One of the company’s challenges

is driving force of big organization’s success through

employees’ capacity. At ThaiBev, employees are considered

valuable asset. Budget for human resource development

has been increasing every year. In order to achieve the goal

of human resource development mission, Thai Beverage

Training Co., Ltd. (“ThaiBev Training”) was established

in early 2010. Its mission is to developing all personnel

so as to increase the ThaiBev Group’s capacity in business

competition (ThaiBev Training as a strategic partner in

building corporate competitive advantage).

…..a few years ago, to stand still is to step back from

success. At present, moving forward does not mean survival

in the competition. In the future, running is not enough for

winning…..

When the pattern of the competition has been changed, the leader must adjust his/her concept idea to comply with it. (New business model, new leadership paradigm)

In reference to the above vision, the Management Team

has shown their intention and determination to lead the

organization to the international competition. So far,

ThaiBev Group is recognized as a successful organization.

The challenge is how to make the new generation of

employees manage the organization sustainably since the


pattern of the competition starts changing from Capital

Intensive or Industrial to Knowledge & Service Intensive.

Consequently, the Management Team has realized and

been aware that it is necessary to adjust the way of thinking

and the strategy in order to comply with the new direction.

The key is to mix the concept idea of management from

Industrial Organization with the new concept idea based on

Knowledge Organization. This leads to the driving force of

organization’s capacity building especially the concrete

capacity in Know-How Capital competition.

Human Resource Development & Increasing Organization’s Value

ThaiBev Group’s management direction has been set to the

strategy of increasing multi-competition capacity, such as

increasing revenue, increasing equity, increasing image

value, setting up know-how capital.

Therefore, the organization’s challenge is how to increase

human capacity and pass human’s knowledge to the

organization through new products and services, corporate

culture, innovation, modern working system, etc. Once the

customers perceive them and feel confident with them,

they will be willing to pay more, and buy more. As a result,

the revenue will increase, and then the profit will increase.

Of course, one part of the revenue will be used for human

resource development to increase their capacity. If we do it

more quickly than others; it means that we will take the

lead in the competition, impress the customers and gain

their loyalty.

As a result from this, during the last three months of year

2010, the company provided a capacity assessment and

executive development project through “Increasing Personal

and Team Effectiveness” for a group of 400 junior and

senior executives of the organization. Its aim was to have

the participants realize the necessity of capacity building in

competition. This started from oneself; that is, understand

one’s strength and limitation both oneself and subordinates.

The most important thing was that the company used

PPA (Personal Profile Analysis) and GTQ (General Training

Quotient). The data received is considered a research

result, which will help planning effective human resource

development in the right direction and according to each

executive’s skill.

Future Direction and Strategy of Human Resource Development

Leader’s concept idea of human resource development

must be in the same direction (new paradigm in people

development).

This must be the concept idea that all our employees have

potential and capacity to learn in order to creatively manage

the organization to move forward. It is the concept idea

that we will help everyone to be High Performer in all

status. In order to support this concept idea, the company

has made a tool of strategic planning for human resource

management and development. This is a so-called Internal

Potential Benchmarking (IPB): Phase 1. It is used to

receive basic data in setting human resource development

plan so as to meet the needs at person level, management

level, and organization level. Its objective is to understand

how each employee’s skill and learning method is different

since first day of working with the company.

As an organization, in order to help every employee succeed

in their careers or in their tasks (High Performer), different

strategies must be planned for individual like and readiness.

All of these are important mission of ThaiBev Training to

increase competition capacity for the affiliates in the year

2011.

97

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On February 21, 2011 the annual review announcement,

TRIS Rating Co., Ltd. (“TRIS”) affirmed the company rating

of Thai Beverage Public Company Limited (“ThaiBev”) at

“AA” with a “Stable” outlook

To gain an international credit rating in order to establish

Company’s overseas credit flexibility in the financial

markets, the Company engaged Standard and Poor’s

(“S&P”) and Moody’s Investors Service Pty Limited

(“Moody’s”), both well-recognized globally in their field.

S&P affirmed the ThaiBev rating at “BBB” rating with a

“Stable” outlook (as Ratings Direct by S&P announced

July 1, 2010), and Moody’s affirmed the ThaiBev rating at

Baa2 with a Stable outlook (as Global Credit Research

Credit Opinion by Moody’s announced April 26, 2010).

(Note: The Thailand Country Rating from TRIS is “AAA”, “BBB+” from

S&P and “Baa1” by Moody’s.)

The rating, if assigned, will be subjected to revision or withdrawal by each of

the Rating Companies, TRIS, S&P or Moody’s when there has been material

change to the rating and/or annual review and/or review on opinion of each

of the Rating Companies.

CREDIT RATING ANNOUNCEMENT

99


As a good corporate citizen, ThaiBev has always been well

aware of its responsibility to ensure transparency of its

business operations, as well as to produce and sell quality

products and to contribute to the society. ThaiBev adheres

to the good corporate governance and conducts its business

by taking its stakeholders into consideration, including

customers, business counterparts, employees, shareholders,

investors and the general public. These high standards

will make ThaiBev an internationally-acclaimed company,

recognized by domestic and international investors.

The Company is determined to operate the business with

transparency, strict compliance with laws and regulations,

which emphasize on fair and equal treatment to its

shareholders and investors, including disclosure of correct

and adequate information in an equal and timely manner

via appropriate communications channel. In 2010,

ThaiBev’s unbroken devotion has won the Company the

Runner-up of SIAS Investors’ Choice Award in the category

of Most Transparent Company 2010: Foreign Listings from

2006

Certificate of Excellence

by IR Magazine 2008

20082006 | 2009 | 2010

SIAS Investors’ Choice Award for Most Transparent Company2006 Runner-up: New Issues

2009 Winner: Foreign Listings

2010 Runner-up: Foreign Listings

IFR Asia Award: Capital Markets Deal

of the Year 2006

IR Magazine AwardBest IR in the

Singapore Market

by a Thai Company

Singapore Corporate Award2007 Best Annual Report

by a Newly Listed Company

2006 | 2007 | 2008 2007

the Securities Investors Association (Singapore) or SIAS.

ThaiBev has received the award for three years i.e. 2006,

2009 and 2010.

Apart from adherence to the Good Corporate Governance,

ThaiBev focuses on maintaining its production standards to

strive for international recognition in respect of its product

quality. In 2010, Chang Beer won the gold medal in the

Beers, Waters, Soft Drinks and Non-Alcohol Beverages

category from the World Selection 2010, organized for the

49th time by Monde Selection Bruxelles. 2010 marked the

third consecutive year that Chang beer won the gold medal

(2008-2010) and therefore; it was awarded the International

High Quality Trophy as an honorary guarantee from Monde

Selection.

Archa beer entered its first tasting competition in 2010 and

won a gold medal in the Beers, Waters, Soft Drinks and

Non-Alcohol Beverages category from the World Selection

2010 held by Monde Selection Bruxelles, subsequent to

2008 | 2009 | 2010 Other awards of beer products1998 | 2007

Monde Selection Bruxelles International Institute for Quality Selections Beers, Waters, Soft Drinks and Non-Alcohol Beverages

- Chang Beer

International High Quality Trophy 2010 - Chang Beer

Australian International Beer AwardsEuropean Style Lager

1998 - Chang Beer

2007 - Archa Beer

Beverage Testing Institute (BTI)The 2008 World Championships 2008 - Chang Beer

Beer Industry of FloridaBeer Festival of the South, Lager Category 2009 - Chang Beer

BEER PRODUCTS

AWARDS

101

Monde Selection Bruxelles International Institute for Quality Selections - Drummer, Mekhong

International Wine and Spirit Competition2009 - Drummer

2010 - Mekhong

Los Angeles International Wine & Spirits Awards2010 - Mekhong

Balblair, Old Pulteney, anCnoc, Hankey Bannister, Speyburn,Caorunn, Catto’s- Icon of Whisky, Distiller of the Year 2008

- International Spirits Challenge (Drinks International)

- International Wine and Spirit Competition

- Los Angeles International Wine & Spirits Awards

- US Beverage Testing Institute Review of Spirits

- UK Packaging Award

- Gin Master

- Starpack Industry Awards

- International Cocktail Challenge

2008

Asiamoney’s Corporate Governance Poll 2008 Best for Investor

Relations in Thailand

winning a gold medal from the Australian International

Beer Awards (AIBA) in 2007.

On spirits side, the recently launched Caorunn gin produced

by ThaiBev’s Inver House Distilleries in Scotland won gold

medals from several institutions namely, the International

Spirits Challenge 2010 (Design and Packaging Awards)

and the UK Packaging Awards 2010 (Glass Pack of the

Year). Furthermore, it received the 2nd consecutive gold

medal in the Super Premium category from the Gin Master

2010, a gold medal from the US Beverage Testing Institute,

a silver medal from the 2010 International Cocktail

Challenge, the Starpack Industry Awards, and the Super

Premium Gold Medal from 2010 Travel Retail Masters.

Our Scotch whisky products – Old Pulteney, Hankey

Bannister, anCnoc and Balblair-- have received international

recognition, totaling more than 50 medals and awards

namely, the International Spirits Challenge 2010, the Los

Angeles International Wine & Spirits, the Beverage Testing

Institute Review of Spirits, and the International Wine &

Spirit Competition.

Moreover, ThaiBev is socially responsible and places great

concern on environmental protection by opting to utilize

standardized technology in order to minimize the impact on

the environment, save energy and protect the environment

of its surrounding communities. ThaiBev’s factories are

well managed and maintained. For these efforts, the

company was awarded the Prime Minister Award 2010

from the Ministry of Industry. Beer Thai (1991) Public

Company Limited also won the award in the environment

conservation category from its continuous environmental

management and pollution control. Beer Thip (1991)

Co., Ltd. won the award in the energy management

category from its excellent energy management, machinery

improvement, energy-saving measures and effective energy

consumption.

2009 2009 | 20102009

Asia’s Best Companies 2009Thailand: Best CFO

by FinanceAsia Magazine

Thailand Energy Award 2009 ‘Energy Recycle Off-Grid’

- Gold

- Silver

Prime Minister’s Industry Awards‘Energy Management’

Asia’s Best Companies 2009Thailand: Best CEO

by FinanceAsia Magazine

2009

2009

2010

1982 | 1983 | 2006

2009 | 2010

International Golden Award for Food & Beverages- SangSom

SPIRITS PRODUCTS INVER HOUSE’S PRODUCTS


CORPORATE GOVERNANCE REPORT

At THBEV we adhere to good corporate governance principle, and the conduction of our business in compliance with all laws

and regulations applied to us. As a consequence, this year THBEV, as the Thai company listed on the Singapore Exchange

(“SGX”), received the Corporate Governance Asia Recognition Award 2010 from Corporate Governance Asia Magazine and

Most Transparent Company Award 2010 as the Runner-Up in the Foreign Listings Category from Securities Investors

Association (Singapore) (SIAS).

The Board’s Conduct of Affairs

Principle 1Our Board of Directors oversees the Company’s business and affairs in accordance with the resolutions of shareholders and

the applicable laws. The Board must exercise good business judgment and act in good faith for the best interests of the

Company.

In this year, the Board met five times, and the following table shows the details regarding the attendance to the meeting of

each director up to December 31, 2010:

Names PositionsNumber of Attendances /

Total of Meetings

1. Mr. Charoen Sirivadhanabhakdi Chairman 4/5

2. Khunying Wanna Sirivadhanabhakdi Vice Chairman 4/5

3. Mr. Narong Srisa-an Vice Chairman 4/5

4. Mr. Komen Tantiwiwatthanaphan Vice Chairman 5/5

5. Mr. Puchchong Chandhanakij Director 5/5

6. Ms. Kanoknart Rangsithienchai Director 3/5

7. Mr. Chukiet Tangpongprush Director 1/5

8. Mr. Staporn Kavitanon Independent Director and Audit Committee Chairman 3/5

9. Prof. Kanung Luchai Independent Director and Audit Committee Member 5/5

10. Mr. Manu Leopairote Independent Director and Audit Committee Member 5/5

11. Mr. Ng Tat Pun Independent Director and Audit Committee Member 3/5

12. Mr. Michael Lau Hwai Keong Independent Director 5/5

13. Prof. Pornchai Matangkasombut Independent Director 5/5

14. Mr. Sakthip Krairiksh Independent Director 5/5

15. Gen. Dr. Choo-Chat Kambhu Na Ayudhya Independent Director 5/5

16. Mr. Vivat Tejapaibul Director 5/5

17. Mr. Panote Sirivadhanabhakdi Director 4/5

18. Mr. Thapana Sirivadhanabhakdi President and CEO 4/5

19. Mr. Sawat Sopa (1) Director and Executive Vice President 3/5

20. Mr. Ueychai Tantha-Obhas (2) Director and Executive Vice President 5/5

21. Mr. Sithichai Chaikriangkrai (3) Director and Executive Vice President 5/5

22. Dr. Pisanu Vichiensanth Director and Senior Vice President 5/5

Remarks: (1) Mr. Sawat Sopa was appointed as director by the 2010 Annual General Meeting of Shareholders on April 29, 2010.

(2) Mr. Ueychai Tantha-Obhas was appointed as Executive Vice President by the Board of Directors Meeting No. 2/2010 on May 14, 2010.

(3) Mr. Sithichai Chaikriangkrai was appointed as Executive Vice President by the Board of Directors Meeting No. 2/2010 on May 14, 2010.

103

Matters Requiring Board Approval Our Board recognizes their utmost duties to administer business and oversee the Company’s operations. This includes the

administration of the subsidiary companies to be in line with the Company’s core business plans to ensure that it complies

with the shareholders’ resolutions in good faith and under the law, its objectives, and Articles of Association. In addition,

our Board ensures that the Company and its subsidiary companies comply with the SGX Listing Manual. Our Board is also

responsible for the determination of visions and business strategies of the Company and the oversight of management

performance of their duties according to the Company’s policies and report the financial statements and general information

to shareholders and investors with accuracy and sufficiency.

According to the Law, the Board is required to meet not less than four times in each year. In 2010, the Board met more

than such requirement in order to consider matter proposed by the management.

TrainingAll Directors have passed the Director Accreditation Program (DAP) of the Thai Institute of Directors. Some also accredited

the Director Certification Program (DCP) of the same institution. We also encourage and support directors to understand

Singapore Law and the Listing Manual applicable to our Company through training and information updating.

All Directors received a clear explanation of their roles and responsibilities at the time of their proposed appointment to

the Board.

Board Composition and Guidance

Principle 2

Board of DirectorsOur Board consists of twenty two directors, including eight independent directors which are more than one-third of the total

number of the Board members. All directors have long-term experience in business or attained honorary position.

Executive CommitteeThe Board appointed an Executive Committee which consists of eighteen members, they either are the Board members or

top executive officers of the Company.

To enhance Company business operation, the Board granted them the authority to perform their duties. In this regard, some

of the Executive Committee members are assigned to oversee business units under the supervision of the President and

CEO. The Executive Committee may appoint other sub-committees to support the Executive Committee and the Board in

order to ensure the good corporate governance of the Company.

The Executive Committee meets once a month to discuss on the Company’s business administration, except for the case of

emergency the meeting will be held as appropriate.

Apart from the oversight of the administration of THBEV, the Board also appoints certain Executive members to hold

directorship in both domestic and overseas subsidiary companies to monitor and control the business administration at

maximum efficiency according to the Company’s policy and for the best interest of the Company.


The Executive Committee’s responsibilities are as follows:

• Prepare and propose business plans, targets, operational

plans, business strategies and annual budgets of the

Company and its subsidiary companies to the Board of

Directors of the Company;

• Determine and propose business plans, budgets and

management roles and responsibilities of the Company

and its subsidiary companies to the Board of Directors

of the Company for approval;

• Monitor the operations of the Company and its subsidiary

companies to be in line with business policy, targets,

operational plans, business strategies, budgets and

management roles and responsibilities as approved by

the Board of Directors of the Company for the efficiency

of and to facilitate business conditions;

• Approve payments for investments or operations,

borrowing or requesting for any facility from a financial

institution, lending, including being a guarantor with

respect to the normal business of the Company and its

subsidiary companies as stipulated by the Board of

Directors;

• Approve the annual budget for annual increase or

adjustment of salary and bonus payment for employees

of the Company and its subsidiary companies;

• Approve payments as determined by Board of Directors

of the Company;

• Propose the efficient organization and management

structure of the Company and its subsidiary companies

to the Board of Directors of the Company;

• Recruit, employ, terminate employment, promote,

impose disciplinary penalty, transfer, adjust salary level,

increase salary, adjust salary rate, and determine bonus,

welfare and other benefits as well as consider all

other remunerations for all levels of employees of

the Company. The Executive Committee also has

the authority to appoint the President and CEO or

any appointee of the Company to be the authorized

representative of the Company to sign related

employment contracts within the budget approved by

the Board of Directors of the Company;

• Approve the appointment of the Company’s representatives

to the Board of Directors and/or the sub-committee

of its subsidiary companies in order to supervise all

administrative matters as approved by the Company

for the efficiency and best interest;

• Supervise and approve matters relating to the operation

of the Company. It may appoint or authorize any one or

more persons to engage in any act on behalf of the

Executive Committee as it deems appropriate such as

appointment of the sub-committee to consider salary

increase and bonus of executive leveled employees

ranking from Vice President to Executive Vice President,

appointment of any of the sub-committees that have

particular knowledge and expertise to manage and monitor

before proposing to the Executive Committee, provided

that the Executive Committee is entitled to repeal,

change or modify the scope of the authorization; and

• Perform any other act as delegated by the Board of

Directors of the Company.

However, the abovementioned approval shall not grant

power that cause the Executive Committee or the authorized

representative being able to approve any transaction

in which the Executive Committee or authorized

representative, or any related person has interest or may

have any conflict of interest with the Company or its

subsidiary companies (as defined in the Notification of the

Securities and Exchange Commission). Such approval must

be proposed to the meeting of the Board of Directors of

the Company and/or the meeting of shareholders, as the

case may be, for the approval, as stipulated in the Articles

of Association of the Company or its subsidiary companies,

or any applicable laws.

105

In 2010, the Executive Committee met twelve times, and the following table shows the details regarding the attendance to

the meeting of each member up to December 31, 2010.

Names PositionsNumber of Attendances /

Total of Meetings

1. Mr. Charoen Sirivadhanabhakdi Chairman of Executive Committee 11/12

2. Khunying Wanna Sirivadhanabhakdi 1st Executive Vice Chairman 9/12

3. Mr. Narong Srisa-an 2nd Executive Vice Chairman 12/12

4. Mr. Komen Tantiwiwatthanaphan 3rd Executive Vice Chairman 11/12

5. Mr. Puchchong Chandhanakij 4th Executive Vice Chairman 11/12

6. Ms. Kanoknart Rangsithienchai (1) 5th Executive Vice Chairman 12/12

7. Mr. Chukiet Tangpongprush (2) 6th Executive Vice Chairman 4/12

8. Mr. Thapana Sirivadhanabhakdi President and CEO 11/12

9. Mr. Sawat Sopa (3) Director and Executive Vice President 10/12

10. Mr. Ueychai Tantha-Obhas (4) Director and Executive Vice President 12/12

11. Mr. Sithichai Chaikriangkrai (5) Director and Executive Vice President 11/12

12. Dr. Pisanu Vichiensanth Director and Senior Vice President 11/12

13. Mr. Jean Lebreton Senior Vice President 10/12

14. Mr. Vichai Chaiyavaranurak Senior Vice President 12/12

15. Mr. Somchai Suthikulpanit (6) Senior Vice President 10/12

16. Mr. Matthew Kichodhan Senior Vice President 9/12

17. Mr. Polapatr Suvarnazorn (7) Senior Vice President 2/12

18. Mr. Marut Buranasetkul (8) Senior Vice President 2/12

Remarks: (1) Ms. Kanoknart Rangsithienchai was appointed as 5th Executive Vice Chairman by the Board of Directors Meeting No. 2/2010 on May 14,

2010.

(2) Mr. Chukiet Tangpongprush was appointed as 6th Executive Vice Chairman by the Board of Directors Meeting No. 2/2010 on May 14, 2010.

(3) Mr. Sawat Sopa was appointed as director by the 2010 Annual General Meeting of Shareholders on April 29, 2010.

(4) Mr. Ueychai Tantha-Obhas was appointed as Executive Vice President by the Board of Directors Meeting No. 2/2010 on May 14, 2010.

(5) Mr. Sithichai Chaikriangkrai was appointed as Executive Vice President by the Board of Directors Meeting No. 2/2010 on May 14, 2010.

(6) Mr. Somchai Suthikulpanit ceased from Executive Committee member and Senior Vice President as he was appointed as Vice Chairman of

Thai Beverage Marketing Co., Ltd. on February 1, 2011.

(7) Mr. Polapatr Suvarnazorn was appointed as Senior Vice President by the Board of Directors Meeting No. 2/2010 on May 14, 2010 and was

appointed to be the Executive Committee member by the Board of Directors Meeting No. 4/2010 on November 12, 2010.

(8) Mr. Marut Buranasetkul was appointed as Senior Vice President by the Board of Directors Meeting No. 2/2010 on May 14, 2010 and was

appointed to be the Executive Committee member by the Board of Directors Meeting No. 4/2010 on November 12, 2010.

Mr. Karn Chitaravimol was appointed as Senior Vice President in replace of Mr. Somchai Suthikulpanit by the order of

the Chairman which was authorized by the Board of Directors Meeting No. 2/2010 on May 14, 2010.

Management Committee

The Board of Directors approved the set up of the Management Committee (MC) and authorized the President and CEO to

be in charge of all MC activities. The MC was formed in January 2008 and consists of the top executives of business and

support units. Up to present, the members have been changed due to the additional appointment and change of the top

executives responsibility.


As at December 31, 2010, the MC consists of eleven members

namely, Mr. Thapana Sirivadhanabhakdi, Mr. Sawat Sopa,

Mr. Ueychai Tantha-Obhas, Mr. Sithichai Chaikriangkrai,

Dr. Pisanu Vichiensanth, Mr. Jean Lebreton, Mr. Vichai

Chaiyavaranurak, Mr. Somchai Suthikulpanit, Mr. Matthew

Kichodhan, Mr. Polapatr Suvarnazorn, and Mr. Marut

Buranasetkul.

The Chairman of the MC is Mr. Thapana Sirivadhanabhakdi,

the President and CEO.

From February 10, 2011 Mr. Karn Chitaravimol, Senior

Vice President, was appointed as MC member to supervise

Non-Alcohol Production Business in replace of Mr. Somchai

Suthikulpanit.

Investment Committee

The Company is very careful and will cautiously proceed in

the investment for our business expansion. In this regard, the

Executive Committee appointed the Investment Committee

(IC) which consists of nine members from various units.

Mr. Narong Srisa-an is the Chairman of the IC and

Mr. Thapana Sirivadhanabhakdi and Mr. Sithichai Chaikriangkrai

are the Vice Chairman of the IC. The IC is responsible for

consideration and advice the Executive Committee on the

acquisition/disposal of businesses, assets, including the

merger of businesses of Thai Beverage Public Company

Limited group of companies both domestic and overseas.

Audit Committee

The Board of Directors appointed the Audit Committee

which consists of 4 members, namely, Mr. Staporn Kavitanon,

Prof. Kanung Luchai, Mr. Manu Leopairote, and Mr. Ng Tat Pun.

Mr. Staporn Kavitanon is the Chairman of the Audit

Committee and Mr. Somsak Sae-Kuay, Vice President of

the Office of Internal Audit, is the Secretary to the Audit

Committee.

In this regard, Mr. Ng Tat Pun was appointed by the Board

of Directors to be the leader of the Audit Committee in its

roles in respect of the interested person transactions

undertaken by our Group.

The Audit Committee meets at least once in each quarter

or more, in case of emergency. Please refer to the Audit

Committee Report.

Risk Management Committee

The Board of Directors appointed the Risk Management

Committee in order to enhance the risk management to

be efficient and success in covering all business lines.

As at December 31, 2010, the Risk Management Committee

consists of seventeen members who are either directors

or executives. The Directors are Mr. Narong Srisa-an,

Mr. Puchchong Chandhanakij, Ms. Kanoknart Rangsithienchai,

Mr. Chukiet Tangpongprush, Mr. Thapana Sirivadhanabhakdi,

Mr. Sawat Sopa, Mr. Ueychai Tantha-Obhas, Mr. Sithichai

Chaikriangkrai, Dr. Pisanu Vichiensanth. The executives

are Mr. Jean Lebreton, Mr. Vichai Chaiyavaranurak,

Mr. Somchai Suthikulpanit, Mr. Matthew Kichodhan,

Mr. Polapatr Suvarnazorn, Mr. Marut Buranasetkul,

Mr. Chalerm Pornrutchakit, and Mr. Mahin Kraivixien.

The Chairman of the Risk Management Committee is

Mr. Narong Srisa-an. Mr. Somsak Sae-Kuay, Vice President

of the Office of Internal Audit, is the Secretary to the Risk

Management Committee. In this regard, any executive who

is appointed as the Senior Vice President will automatically

be the Risk Management Committee member.

From February 1, 2011 Mr. Somchai Suthikulpanit ceased

from Senior Vice President as he was appointed as

Vice Chairman of Thai Beverage Marketing Co., Ltd.,

consequently Mr. Somchai Suthikulpanit ceased from

Risk Management Committee member. In addition,

Mr. Karn Chitaravimol who was appointed as Senior Vice

President, to supervise Non-Alcohol Production Business

becomes the Risk Management Committee member.

Among others responsibilities, the Risk Management

Committee ensures the analysis of both internal and

external risks, determines the acceptable level of risks for

the Company and its subsidiary companies, and determines

and reviews criteria of risk management as well as evaluates

an emergency plan of each office to ensure that it is

107

practical. They also consider and review; overall policies,

guidelines of risk management of the Company and its

subsidiary companies, risks in the operation of the Company

and its subsidiary companies, including the preparation of

the risk management report, warning system and preventive

measures for operational risks. This includes the risk

assessment of the Company and its subsidiary companies

with timely review of the criteria of risk management.

Nomination Committee

The Board of Directors appointed the Nomination Committee

which consists of Mr. Staporn Kavitanon, Mr. Manu Leopairote,

and Khunying Wanna Sirivadhanabhakdi. The Chairman

of the Nomination Committee is Mr. Staporn Kavitanon.

Mr. Thidi Suwanarat is the Secretary to the Nomination

Committee. In this regard, the majority of NC members

including the NC Chairman are independent directors.

The Nomination Committee is responsible for the selection

of the suitable person to be appointed as director and/or

President and CEO, and setting the procedures and the

guidelines for selection.

Remuneration Committee

The Board of Directors appointed the Remuneration

Committee which consists of Mr. Staporn Kavitanon,

Mr. Manu Leopairote, and Prof. Kanung Luchai. The

Chairman of the Remuneration Committee is Mr. Staporn

Kavitanon. Mr. Thidi Suwanarat is the Secretary to the

Remuneration Committee. In this regard, all RC members

are independent directors.

The Remuneration Committee is responsible for setting

the policies and the guidelines in the determination of

remunerations of any kind including to consider and review

the remuneration of the key executives.

Chairman and CEO

Principle 3

Our Chairman encourages constructive relations among

the Board, Executive Committee and the Management. The

Chairman approves the agenda to be considered at the

Board meetings and the Executive Committee meetings

as he is the Chairman of the Executive Committee. The

President and CEO supervises the disclosure of adequate

and appropriate information to the Management and to

the Board for further consideration and actions at the

appropriate time.

The Chairman and the President and CEO are responsible

for their roles in the overseeing the business operation

and administration in accordance with the policy of the

Board of Directors and structure of the organization of

the Company.

Board Membership

Principle 4

In order to assure a transparent process for the appointment

of the directors to the Board, the Nomination Committee

(NC) would review and assess qualities of candidates for

directorships (including executive directorships) before

making recommendations to our Board. The NC also reviews

the retirement and re-election of directors for proposing the

election to the Annual General Meeting of Shareholders of

the Company to comply with our Articles of Association.

The Remuneration Committee (RC) also determines

remuneration policies and guidelines to set fair and

reasonable remunerations of any kind to directors and

executive committee members, as well as, reviews, revises,

amends, or revokes such policies and guidelines to be

proposed to the annual general meeting of shareholders of

the Company for approval. The Committee is also in charge

of the consideration and review of the remuneration of key

executives and proposes to the Board of Directors of the

Company.

In performing their roles, our NC and RC adhere to the

law and the Listing Manual of the Singapore Exchange

applicable to our Company. The NC and RC also adopted a

charter and proposed it to the Board for approval.


Board Performance

Principle 5

In conducting the business of the Company, the Board

perform their duties in good faith and due care according

to the laws, shareholders’ resolutions and to preserve the

interests of the Company. Our Board will do the self-

assessment of their performances and responsibilities.

Access to Information

Principle 6

We are committed to providing our Board members with

adequate, complete, continuous and timely information

before the Board meetings. The Board members have

separate and independent access to the Company Secretary.

The Company Secretary, in consultation and cooperation

with the Office of Legal Affairs, is responsible for advising

the Board on the laws concerning public company limited,

private company including securities laws and relevant

regulatory matters. In this respect, we set up a Compliance

Unit, having a Compliance Manager responsible for this

Unit under supervision of the Company Secretary. This is

to ensure compliance with the legal and regulatory

requirements. The Board approves the appointment and

the removal of the Company Secretary. In 2010, the

Company Secretary attended all Board meetings and

Executive Committee meetings.

Procedure for Developing Remuneration Policies

Principle 7

The Remuneration Committee (RC) is authorized by the

Board to determine the remuneration of directors and/or

executives in consultation with the Chairman to propose for

the approval of the shareholders’ meetings.

If a member of the RC has an interest in a matter deliberated

by the Committee, he will abstain from participating in the

review and approval process for that matter.

Level and Mix of Remuneration

Principle 8

The determination of level and band of remuneration of

the Directors, Executive Directors, and top executives of

the Company were based on the corporate and individual

performance. The approval of the remuneration for the

directors is proceeded with clarity and transparency to

comply with laws and the Code of Corporate Governance

2005 of SGX (including the amendment). The Remuneration

Committee will consider and endorse the remuneration

structure prior to propose to the shareholders for approval.

The level of remuneration reflects their experience and

dedication. The remuneration bands rank from A to C as

follows.

Remuneration bands:“A” refers to remuneration below the equivalent of

S$250,000.

“B” refers to remuneration between the equivalent of

S$250,000 and S$499,999.

“C” refers to remuneration from the equivalent of

S$500,000 and above.

The Company entered into a long-term employment agreement

with Dr. Pisanu Vichiensanth, who is the director in the

Company, the Managing Director of Beer Thai (1991) Public

Company Limited and the Managing Director of Cosmos

Brewery (Thailand) Co., Ltd., and a Senior Master Brewer.

109

Disclosure of Remuneration

Principle 9

As at December 31, 2010, the remuneration bands of

directors and six top executives are as follows:

9.1 Directors

(Remark: S$ 1 = Baht 24)

Names of Directors Remuneration Band

1. Mr. Charoen Sirivadhanabhakdi C

2. Khunying Wanna Sirivadhanabhakdi B

3. Mr. Narong Srisa-an C

4. Mr. Komen Tantiwiwatthanaphan B

5. Mr. Puchchong Chandhanakij B

6. Ms. Kanoknart Rangsithienchai C

7. Mr. Chukiet Tangpongprush B

8. Mr. Staporn Kavitanon A

9. Prof. Kanung Luchai A

10. Mr. Manu Leopairote A

11. Mr. Ng Tat Pun A

12. Mr. Michael Lau Hwai Keong A

13. Prof. Pornchai Matangkasombut A

14. Mr. Sakthip Krairiksh A

15. Gen. Dr. Choo-Chat Kambhu Na Ayudhya A

16. Mr. Vivat Tejapaibul A

17. Mr. Panote Sirivadhanabhakdi A

18. Mr. Thapana Sirivadhanabhakdi C

19. Mr. Sawat Sopa (1) B

20. Mr. Ueychai Tantha-Obhas (2) C

21. Mr. Sithichai Chaikriangkrai (3) C

22. Dr. Pisanu Vichiensanth C

9.2 Top Executives

(Remark: S$ 1 = Baht 24)

Name of Executives Remuneration Band

1. Mr. Jean Lebreton C

2. Mr. Vichai Chaiyavaranurak B

3. Mr. Somchai Suthikulpanit (4) B

4. Mr. Matthew Kichodhan C

5. Mr. Polapatr Suvarnazorn (5) B

6. Mr. Marut Buranasetkul (6) B

Remarks: (1) Mr. Sawat Sopa was appointed as director by the 2010

Annual General Meeting of Shareholders on April 29, 2010.

(2) Mr. Ueychai Tantha-Obhas was appointed as Executive

Vice President by the Board of Directors Meeting No. 2/2010

on May 14, 2010.

(3) Mr. Sithichai Chaikriangkrai was appointed as Executive

Vice President by the Board of Directors Meeting No. 2/2010

on May 14, 2010.

(4) Mr. Somchai Suthikulpanit ceased from Executive Committee

member and Senior Vice President as he was appointed

as Vice Chairman of Thai Beverage Marketing Co., Ltd. on

February 1, 2011.

(5) Mr. Polapatr Suvarnazorn was appointed as Senior Vice

President by the Board of Directors Meeting No. 2/2010 on

May 14, 2010 and was appointed to be the Executive

Committee member by the Board of Directors Meeting

No. 4/2010 on November 12, 2010.

(6) Mr. Marut Buranasetkul was appointed as Senior Vice

President by the Board of Directors Meeting No. 2/2010 on

May 14, 2010 and was appointed to be the Executive

Committee member by the Board of Directors Meeting

No. 4/2010 on November 12, 2010.

Mr. Karn Chitaravimol was appointed as Senior Vice President

in replace of Mr. Somchai Suthikulpanit by the order of the

Chairman which was authorized by the Board of Directors

Meeting No. 2/2010 on May 14, 2010.


Accountability

Principle 10

The Board is responsible for providing a balanced and

understandable assessment of the Company’s performance,

and for providing shareholders with quarterly and annual

financial reports. The financial statements for the first three

quarters are released to shareholders within 45 days of the

end of each quarter. The annual result is released within

60 days of the end of each financial year. In addition, after

the financial disclosure, our top executives also participates

in quarter results briefing and telephone conference from time

to time. This is to ensure the timely update to our investors.

Audit Committee

Principle 11

The Board appointed the Audit Committee (AC), which

consists of four independent directors: three Thais and one

Singaporean. The AC responsibilities are clearly set forth in

the Audit Committee Charter for instance, assessing the

adequacy and effectiveness of the internal controls of

the Company and its subsidiary companies, ensuring the

correctness and reliability of the preparation process and

information disclosures of the Company and its subsidiary

companies, and reviewing the Company and its subsidiary

companies compliance with the applicable laws, regulations

and rules of the Stock Exchange of Thailand and the

Singapore Exchange. This includes the internal controls

and consideration of Interested Persons Transactions to

prevent any occurrence of conflict of interests.

Internal Controls

Principle 12

Our Board values a sound management internal control

system. To safeguard shareholders’ investments and the

Company’s assets, the Board appointed an Executive

Committee, each member of which oversees different

departments and business units to ensure the adequacy of

financial, operational and compliance controls, including

risk management policies.

In support of this, the Board also assigned the Office of the

Corporate Secretariat to oversee the compliance with the

laws concerning the private company, public company

limited and the Securities Laws, which are applicable to

the Company.

In addition to the relevant laws and regulations, the Board

of Directors also announces the Business Ethics and

indicated that all directors, executives and employees be

complied. In the Business Ethics, the Board of Directors

included the policy for the handling of information in order

to protect against unduly handling of information for

personal benefits or the benefits of other persons. It is the

responsibility of the directors, executives and employees

of the Company to prevent any access by unauthorized

persons, and/or disclosure of, non-public information that

may affect the market price of the Company’s shares and

other financial instruments issued by the Company, before

it has been received by the stock exchange, or before the

information has been made public through SGXNET, or still

be price-sensitive information.

In addition the Board of Directors has a policy for directors

and executives on dealing in the Company’s securities.

The directors and executives of the Company are prohibited

from dealing in the Company’s securities from the date

commencing two weeks before the announcement of the

Company financial statements for each of the first three

quarters of the Company’s financial year and one month

before the announcement of the Company’s full year

financial statements, and from trading at any time on

short-term considerations. Under the Company’s Articles,

the Directors must also notify the Company and the SGX-ST

of the particulars of his shareholding interest in the

Company at the time of his appointment and, for so long

as he remains as a Director, of any interest in, and all

changes to, his shareholding in the Company within 2

business days of any such change. The Company Secretary

immediately announces such notice through SGXNET and

within 7 days provides a copy of the notice received to all

other directors.

111

Based on the information provided to it, the Audit Committee

believes that the system of internal controls and risk

management of the Company is adequate.

Internal Audit

Principle 13

The Company established the Office of Internal Audit to

assist the Board through the Audit Committee (AC) in

promoting sound risk management and good corporate

governance by assessing the adequacy and effectiveness of

the internal controls for key businesses and operations in

areas described in the audit plan. In this respect, the AC

appointed the Vice President, Office of Internal Audit, as

the Secretary to the AC. Annual audit plan was prepared to

ensure that the performance of internal audit is accurate

and complete.

The AC will propose its opinions on the appointment of the

auditors of the Company and its subsidiary companies

including their remuneration to the Board of Directors in

order to propose to the Shareholders Meeting for approval.

The 2010 Annual General Meeting of Shareholders held

on April 29, 2010, unanimously resolved to approve the

appointment of Ms. Nittaya Chetchotiros, Certified Public

Accountant No. 4439 or Ms. Bongkot Amsageam, Certified

Public Accountant No. 3684, or Mr. Santi Pongjareanpit,

Certified Public Accountant No. 4623 of KPMG Phoomchai

Audit Ltd. to be the auditor of the Company. This

appointment is also complied with Rule 713(1) of the

Listing Manual of Singapore Exchange (Listing Manual).

According to the financial statements ended December 31,

2010, there was no payment made by the Company for the

Non-Audit Fee to the auditor.

Normally, Thai Beverage Public Company Limited and

subsidiaries will appoint KPMG Phoomchai Audit Ltd.

(“KPMG Thailand”) and companies in the group of KPMG

Thailand in various countries to provide audit services.

However, there is one subsidiary in overseas which is

International Beverage Holdings Limited USA, Inc. appointed

different auditor from the Company. The Company’s Audit

Committee and Board of Directors considered and satisfied

that the appointment would not compromise the standard

and effectiveness of the audit of the Company, in

compliance with the Rule 716 of the Listing Manual.

Communication with Shareholders

Principle 14

Not only we make various announcements via SGXNET

to communicate with our shareholders, but our Investor

Relations Unit also works closely with our top executives

to ensure timely disclosure. The unit arranges quarterly

briefings following the disclosure of interim and full year

results, so that investors may query management about

financial, marketing or strategic issues. Between reporting

periods, the Investor Relations team regularly meets with

investors to communicate the policies and strategies of the

Company so that investors have a good understanding of

the Company operation. Investor Relations provides timely

detailed information via the corporate website.

The unit also reports to management about investors’

comments and concerns. Contact information for the

Investor Relations Unit appears in this annual report or on

the investor relations section of the corporate website

http://www.thaibev.com/ir.html.


Giving – Mission to Strengthen Relationship

“ThaiBev… Unites to Fight the Cold”, the longstanding project,

carried out for 11 consecutive years, to provide blankets to villagers in

remote areas as a relief from the harsh cold season.

113

Giving—ThaiBev‘s Mission to Strengthen Our Valuable

Relationship

Giving is distinguished as a unique Thai identity. ThaiBev’s

mission includes truly giving with determined purposes

and principles in which the value of such giving does not

only extends to its stakeholders, but also to the

environment surrounded.

ThaiBev’s giving represents its contributions to society

and the environment by fostering environmental

conscience among our staff and the public while

facilitating the development of the society as a whole. We

give to express our sincerity, driven by our gratitude to

mother nature for allowing us to create good things for the

society.

ThaiBev is looking beyond the horizon, regarded as the

frontier of its business. Even though our business has

extended to markets in many parts of the world, there is

still territory that stretches far beyond the horizon. ThaiBev

therefore, takes the concept of being a “Responsible

Company” more seriously than just a business trend. We

combine the concept of environmental conservation with

the long-term development of our business strategies to

make sure that both are compatible with our goal. After

listing on the Singapore Stock Exchange in 2006, ThaiBev

declared its determination to strive for commercial

excellence in the food and beverage industry by developing

its production processes, establishing personnel

excel lence, enhancing advanced technology of

management and production, engaging in charitable

activities, supporting and being socially responsible. The

Environmental Mission was added to contribute to the

world we all share and co-exist so that it may remain

beautiful, with the sound environment and sustainable

prosperity. Giving is infused in the good corporate

governance principles of ThaiBev to express its

determination to nurture the earth.

The summary of achievements in 2010 reflected

outstanding corporate governance, especially in terms of

transparency and professionalism. It has been ThaiBev’s

determination to implement projects to constantly improve

the quality of life of local people in most regions. In 2010,

ThaiBev continued its contributions to the society to assist

both public and private sectors in social, religious,

educational, public health, sports as well as arts and

cultural aspects.

Contributions:• “ThaiBev Unites to Fight the Cold”, the longstanding

project, carried out for 11 consecutive years, to provide

no less than 200,000 blankets each year to villagers in

remote areas as a relief from the harsh cold season. By

2010, the total individuals received the blankets

exceeded 2,200,000 persons.

• Integrated advertising and public relations campaigns

aiming to encourage people to commit good deeds in

coherent with His Majesty the King’s “For Benefit and

Happiness” solemn promise to Thais.

• Activities to improve the quality of life of the locals

living nearby ThaiBev facilities through learning new

professions that can create additional income.

• Following the success of our village sponsorship with

the Population and Community Development Association

(PDA) in Buriram Province, ThaiBev incorporate with

“Adam Scott Foundation” to sponsor our second village

in Khon Kaen.

• Establish ThaiBev Thai Talent program in sports and

arts to support talented Thai youths to reach their

dreams for professionalism or achievement.

• Sponsorship for the “Community Water Resources

Management under the Royal Initiative” project to fight

against draught and to increase agricultural fertility that

leads to sustainable prosperity of the community.

CORPORATE SOCIAL RESPONSIBILITY (CSR) REPORT


Top-left: ThaiBev, in cooperation with Sirivadhanabhakdi Foundation,

sponsored construction of a new building worth Baht 2.4 billion

of Bhumirajanagarindra Kidney Institute, for kidney patients

caring.

Bottom-left: ThaiBev provides integrated support to several projects

nationwide at community and national levels, ranging from

scholarship programs, building construction, teaching and

education materials, and lunch projects at many schools.

Top-right : “ThaiBev Football Academy” (TBFA), aims to develop and

encourage football spirits through sponsorship granted to

the Football Association of Thailand.

Bottom-right: ThaiBev supported an orchestra of the College of Music,

Mahidol University, in order to develop the music potential of

youth comparable to the international level.

• On social aspects, we continue to promote moderate

drinking and cooperating with authority on drink-drive

activities to prevent road accidents.

• On education, ThaiBev adheres to the principle that the

nation’s sustainable future equals a long-term

investment, and that only education holds the key to

the most solid foundation of the Thai society in the long

run. Therefore, ThaiBev continues to provide scholarship

for those with academic excellence, financial aid for

building construction, educational and teaching

materials, for general individuals as well as to staff.

• On sports, ThaiBev regards sports as a method to refine

the minds and health of people; therefore, it provides

continuous supports to various sports associations.

Each year, ThaiBev increases direct and indirect

assistance measures namely, funding, consultation,

and operation, for major sports associations and major

sports events that Thailand participates in, such as

volleyball, golf, billiards, tennis, and especially football.

ThaiBev opens a window of opportunity for the football

industry to develop and encourage football spirits in

wider demographics through sponsorship granted to the

Football Association of Thailand, various football clubs

115

Beer Thai (1991) Public Company Limited

in Kamphaeng Phet Province won the industrial award 2010

in the category of environmental conservation.

in Thai league, Everton Football Club, and the

establishment of the “ThaiBev Football Academy”

(TBFA) project, which contributes to the social

sustainability. TBFA will soon open its second branch to

serve the needs of thousands of children from several

communities in Bangkok.

• On public health, ThaiBev deeply cares about the health

of underprivileged people in remote and rural parts of

the country. It has provided constant support in forms

of funds and operations related to public health, as

captured below.

– ThaiBev takes a team of reputable physicians to give

free medical checkups and treatments at Chang Clinic

in Kamphaeng Phet province on a monthly basis.

– Donate medical equipment and tools to the Princess

Mother’s Medical Volunteer Foundation (PMMV).

– Sponsor the mobile unit of prosthetic limbs of

Mahavachiralongkorn Foundation and several others.

– Donate and support Bhumirajanagarindra Kidney

Institute Foundation such as seminars and building

the kidney hospital.

– Help wildlife injured in accidents by provide fund for

vehicles to the wildlife rescue unit of the Royal Forest

Department.

– Help natural-disaster victims.

• Preservation of Thai Arts and Culture by supporting

university symphony orchestras, exhibitions, traditional

fairs, and so on.

These are parts of the mission and responsibility held dear

by ThaiBev under the belief that it is the duty of an entity

with corporate governance and social responsibility to bring

true happiness to society through giving, especially when

the act of giving expands beyond the horizon of business.

ThaiBev believes that being a Responsible Company is the

true Thai way of giving—a firm commitment by ThaiBev—

along with its business operation. This is one of the ultimate

goals of our journey beyond the horizon.


1 2 3 4

AUDIT COMMITTEE

1. Mr. Staporn Kavitanon

Chairman of the Audit Committee

2. Mr. Kanung Luchai

Audit Committee member

3. Mr. Manu Leopairote


4. Mr. Ng Tat Pun


117

4. Approved the 2011 audit plan of the Internal Audit

Office, supervised the internal audit function through

the acknowledgement of its audit results and provided

guidelines to the Office of Internal Audit.

5. Proposed KPMG Phoomchai Audit Limited to continue

the role as the Company’s external auditor in 2011 and

the remuneration to the Board of Directors for approval

of the shareholders at the Annual General Meeting.

The Audit Committee considered and was satisfied

with the independence, performance, competency and

experience of the external auditor.

The Audit Committee is of the view that the Company’s

financial statements have been prepared in accordance

with the generally accepted accounting standards. The

interested person transactions have been accurate, fairly

disclosed and in compliance with corporate governance

practices. The Company’s internal controls have been both

adequate and appropriate to its business and found no

material discrepancy.

Staporn Kavitanon

Chairman of the Audit Committee

February 22, 2011

The Audit Committee of Thai Beverage Public Company

Limited consists of 4 independent directors who are

appropriately qualified to discharge their responsibilities,

namely Mr. Staporn Kavitanon as Chairman of the Audit

Committee, Mr. Kanung Luchai, Mr. Manu Leopairote and

Mr. Ng Tat Pun as Audit Committee members. The Audit

Committee is guided by the Audit Committee Charter

approved by the Board of Directors which clearly set out

its authority, responsibilities and duties.

In 2010, the Audit Committee held 4 regular meetings

with the Executive Management, Head of Internal Audit

Office and the external auditors of the Company in relation

to the meeting agenda as appropriate. The major tasks

undertaken by the Audit Committee were as follows:

1. Reviewed the quarterly and full-year financial statements

of the Company, including key significant financial

reporting issues, to ensure accuracy, reliability, complete

and adequate disclosure of significant information and

in accordance with the generally accepted accounting

standards. The Audit Committee then recommended

the quarterly financial results to the Board of Directors

for approval, as well as the annual financial results to

the Board of Directors for endorsement and approval of

the shareholders at the Annual General Meeting.

2. Reviewed interested person transactions and transactions

that may lead to conflict of interests to ensure their

compliance with the Company’s policy and corporate

governance principles with proper transparency and

disclosure.

3. Reviewed and assessed the adequacy and appropriateness

of the Company’s internal controls through the oversight

and audits of the Internal Audit Office.

AUDIT COMMITTEE REPORT


I have audited the accompanying consolidated and separate

balance sheets as at 31 December 2010 and 2009, and

the related statements of income, changes in equity and

cash flows for the years then ended of Thai Beverage

Public Company Limited and its subsidiaries, and of

Thai Beverage Public Company Limited, respectively. The

Company’s management is responsible for the correctness

and completeness of information presented in these

financial statements. My responsibility is to express an

opinion on these financial statements based on my audits.

I conducted my audits in accordance with generally

accepted auditing standards. Those standards require that I

plan and perform the audit to obtain reasonable assurance

about whether the financial statements are free of material

misstatement. An audit includes examining, on a test

basis, evidence supporting the amounts and disclosures in

the financial statements. An audit also includes assessing

the accounting principles used and significant estimates

made by management, as well as evaluating the overall

financial statement presentation. I believe that my audits

provide a reasonable basis for my opinion.

In my opinion, the consolidated and separate financial

statements referred to above present fairly, in all material

respects, the financial positions as at 31 December 2010

and 2009 and the results of operations and cash flows for

the years then ended of Thai Beverage Public Company

Limited and its subsidiaries, and of Thai Beverage Public

AUDIT REPORT OF CERTIFIED PUBLIC ACCOUNTANT

Company Limited, respectively, in accordance with generally

accepted accounting principles.

Disclosure of significant differences between Thai Financial

Reporting Standards and International Financial Reporting

Standards is not a required part of the basic financial

statements under generally accepted accounting principles

in Thailand, but it is presented in Note 37 to the financial

statements for information purposes only. I have not audited

or reviewed such information and therefore do not express

any audit opinion or review report thereon.

(Nittaya Chetchotiros)

Certified Public Accountant

Registration No. 4439

KPMG Phoomchai Audit Ltd.

Bangkok

23 February 2011

To the Shareholders of Thai Beverage Public Company Limited

119

Consolidated

financial statements

Separate


Assets Note 2010 2009 2010 2009

(in Baht)

Current assets

Cash and cash equivalents 6 3,358,696,022 2,590,213,439 22,849,120 128,663,235

Current investments 7 795,459 3,744,237 - -

Trade accounts receivable 5, 8 1,921,770,225 2,050,389,992 - -

Short-term loans to and

other receivables from related parties 5 790,866,676 503,887,458 2,370,666,238 2,995,032,567

Inventories 9 27,146,320,485 26,194,210,534 - -

Other current assets 10 1,971,422,068 2,148,994,269 18,901,550 13,849,022

TOTAL CURRENT ASSETS 35,189,870,935 33,491,439,929 2,412,416,908 3,137,544,824

Non-current assets

Investments in subsidiaries 11 - - 80,047,424,542 80,091,287,047

Investments in associates 12 122,755,082 127,832,595 - -

Other long-term investments 7 13,797,886 10,588,899 - -

Long-term loans to and

other receivables from related parties 5 39,405,277 51,908,826 2,502,181,738 3,466,307,738

Property, plant and equipment 13 36,442,590,607 37,745,873,799 47,129,294 62,938,895

Intangible assets 14 3,200,711,244 3,286,735,878 24,042,689 31,069,390

Leasehold rights 15 193,341,836 213,351,580 - -

Other non-current assets 16 2,099,718,673 2,221,933,597 314,936,650 325,816,250

TOTAL NON-CURRENT ASSETS 42,112,320,605 43,658,225,174 82,935,714,913 83,977,419,320

TOTAL ASSETS 77,302,191,540 77,149,665,103 85,348,131,821 87,114,964,144

BALANCE SHEETSAs at 31 December 2010 and 2009

The accompanying notes are an integral part of these financial statements.


Consolidated


Separate


Liabilities and equity Note 2010 2009 2010 2009

(in Baht)

Current liabilities

Bank overdrafts and short-term loans

from financial institutions 17 6,262,242,793 5,718,476,373 5,000,000,000 3,100,000,000

Trade accounts payable 5, 18 3,757,164,726 3,139,839,924 - -

Current portion of long-term loans

from financial institutions 17 2,500,000,000 3,765,000,000 2,500,000,000 3,765,000,000

Short-term loans from and

other payables to related parties 5, 17 163,275,883 153,590,445 6,083,425,215 7,390,687,827

Short-term loans from other party - 2,200,000 - -

Income tax payable 2,225,876,373 2,222,224,192 144,375,369 24,745,821

Other current liabilities 19 3,461,275,011 3,088,996,006 144,233,439 159,410,338

TOTAL CURRENT LIABILITIES 18,369,834,786 18,090,326,940 13,872,034,023 14,439,843,986

Non-current liabilities

Long-term loans from and

other payables to related parties 5, 17 285,526 897,087 10,402,800,000 9,742,700,000

Long-term loans from

financial institutions 17 600,000,000 2,500,000,000 - 2,500,000,000

Other non-current liabilities 103,702,329 114,860,331 - -

TOTAL NON-CURRENT LIABILITIES 703,987,855 2,615,757,418 10,402,800,000 12,242,700,000

TOTAL LIABILITIES 19,073,822,641 20,706,084,358 24,274,834,023 26,682,543,986



121

Consolidated


Separate


Liabilities and equity Note 2010 2009 2010 2009

(in Baht)

Equity

Share capital 20

Authorised share capital 29,000,000,000 29,000,000,000 29,000,000,000 29,000,000,000

Issued and paid-up share capital 25,110,025,000 25,110,025,000 25,110,025,000 25,110,025,000

Difference arising from common

control transactions 4 (19,732,320,907) (19,732,233,059) - -

Premium on ordinary shares 21 17,215,736,603 17,215,736,603 17,215,736,603 17,215,736,603

Fair value changes and revaluation

differences on assets 21 4,262,882,677 4,262,882,677 - -

Currency translation differences (1,923,389,031) (1,331,393,075) - -

Retained earnings

Appropriated - legal reserve 21 2,900,000,000 2,900,000,000 2,900,000,000 2,900,000,000

Unappropriated 30,111,160,538 27,785,867,220 15,847,536,195 15,206,658,555

TOTAL EQUITY ATTRIBUTABLE TO

EQUITY HOLDERS OF THE COMPANY 57,944,094,880 56,210,885,366 61,073,297,798 60,432,420,158

Minority interests 284,274,019 232,695,379 - -

TOTAL EQUITY 58,228,368,899 56,443,580,745 61,073,297,798 60,432,420,158

TOTAL LIABILITIES AND EQUITY 77,302,191,540 77,149,665,103 85,348,131,821 87,114,964,144




STATEMENTS OF INCOMEFor the years ended 31 December 2010 and 2009

Consolidated


Separate


Note 2010 2009 2010 2009

(in Baht)

Income 5

Revenue from sale of goods 121,361,355,617 107,969,216,150 - -

Management fees - - 2,903,484,765 2,594,776,788

Interest income 12,672,997 15,555,840 252,462,454 348,116,720

Dividends - - 8,289,511,707 8,237,578,932

Other income 23 350,656,454 262,276,825 58,083,605 12,094,186

TOTAL INCOME 121,724,685,068 108,247,048,815 11,503,542,531 11,192,566,626

Expenses 5, 27

Cost of sale of goods 88,097,084,609 76,609,559,464 - -

Cost of rendering of services - - 1,013,606,212 921,094,859

Selling expenses 24 7,287,561,335 5,784,519,888 - -

Administrative expenses 25 10,948,771,780 10,009,359,545 20,685,841 18,797,854

Management benefit expenses 26 338,086,268 301,396,844 294,921,534 265,956,844

TOTAL EXPENSES 106,671,503,992 92,704,835,741 1,329,213,587 1,205,849,557

Share of profit of associates, net of

income tax 10,422,725 11,221,936 - -

Profit before finance costs and

income tax expense 15,063,603,801 15,553,435,010 10,174,328,944 9,986,717,069

Finance costs 28 (258,712,073) (548,600,526) (950,846,638) (1,126,923,188)

Profit before income tax expense 14,804,891,728 15,004,834,484 9,223,482,306 8,859,793,881

Income tax expense 29 (4,083,980,588) (4,361,795,875) (296,296,416) (216,511,391)

Profit for the year 10,720,911,140 10,643,038,609 8,927,185,890 8,643,282,490

Profit attributable to:

Equity holders of the Company 10,611,601,568 10,566,412,729 8,927,185,890 8,643,282,490

Minority interests 109,309,572 76,625,880 - -


BASIC EARNINGS PER SHARE 31 0.42 0.42 0.36 0.34


123

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at

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-

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at

31

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02

5,1

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5,0

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1

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Consolidated


Separate


Note 2010 2009 2010 2009

(in Baht)

Cash flows from operating activities


Adjustments for

Depreciation and amortisation 4,492,427,645 4,355,958,603 35,096,090 37,101,713

Interest income (12,672,997) (15,555,840) (252,462,454) (348,116,720)

Finance costs 258,712,073 548,600,526 950,846,638 1,126,923,188

Unrealised (gain) loss on exchange 14,298,232 (8,464,378) (33,825) (187)

Bad debts and (reversal of) doubtful

debts expense (2,940,252) 40,579,017 - -

Amortisation of advance payments to a specialist 50,000,000 50,000,000 9,375,000 9,375,000

Write-off and (reversal of) allowance for

obsolete inventories (90,886,558) (184,325,749) - -

Write-off and (gain) loss on disposal of property,

plant and equipment and intangible assets (102,153,207) (72,823,714) (18,554) (2,919,788)

Gain on sale of investment (53,017,401) - (49,047,500) -

Dividends - - (8,289,511,707) (8,237,578,932)

Share of profit of associates, net of income tax (10,422,725) (11,221,936) -

Income tax expense 4,083,980,589 4,361,795,875 296,296,416 216,511,391

19,348,236,539 19,707,581,013 1,627,725,994 1,444,578,155

Changes in operating assets and liabilities

Trade accounts receivable 131,617,693 (539,636,623) - -

Other receivables from related parties (274,595,642) (456,438,174) (46,123,999) (47,983,161)

Inventories (861,223,393) 3,863,494,180 - -

Other current assets 176,038,015 (387,615,549) (5,052,528) (191,623)

Trade accounts payable 612,480,745 (257,334,906) - -

Other payables to related parties 9,054,372 24,681,391 (1,685,375) (12,779,953)

Other current liabilities 162,055,039 (24,636,898) (11,046,586) 20,775,993

Other non-current liabilities (10,785,555) 20,439,338 - -

Income tax paid (4,080,328,408) (4,329,085,759) (176,666,868) (329,686,209)

NET CASH PROVIDED BY OPERATING ACTIVITIES 15,212,549,405 17,621,448,013 1,387,150,638 1,074,713,202

STATEMENTS OF CASH FLOWSFor the years ended 31 December 2010 and 2009


127


Consolidated


Separate


Note 2010 2009 2010 2009

(in Baht)

Cash flows from investing activities

Interest received 12,554,868 15,599,523 265,678,783 355,677,681

Dividends received - - 8,289,511,707 8,237,578,932

Decrease in current investments 2,948,778 5,378,615 - -

Loans to related parties - - 1,621,400,000 2,816,196,822

(Increase) decrease in other long-term

investments (3,427,172) 90,536 -

-

Purchase of property, plant and equipment (3,109,959,947) (2,287,993,168) (16,038,852) (33,340,747)

Sale of property, plant and equipment 145,105,057 120,800,725 24,701 4,805,491

Purchase of intangible assets (30,583,006) (25,564,866) (2,061,932) (4,601,515)

(Increase) decrease in other non-current assets 72,214,924 (203,008,977) 1,504,600 -

Increase in share capital in subsidiaries - - - (2,886,205,850)

Purchase of investments (2,033,127) (458,041,032) (2,499,995) (43,379,133)

Net cash inflow on disposal of subsidiaries 95,410,000 - 95,410,000 -

NET CASH PROVIDED BY (USED IN)

INVESTING ACTIVITIES (2,817,769,625) (2,832,738,644) 10,252,929,012 8,446,731,681



Consolidated


Separate


Note 2010 2009 2010 2009

(in Baht)

Cash flows from financing activities

Interest paid (257,970,707) (566,484,489) (950,685,515) (1,113,177,092)

Dividends paid to equity holders of the

Company (8,286,308,250) (8,286,308,250) (8,286,308,250) (8,286,308,250)

Dividends paid to minority interests (67,452,521) (78,317,450) - -

Increase (decrease) in bank overdrafts and

short-term loans from financial institutions 543,766,420 (2,982,885,369) 1,900,000,000 (2,146,160,794)

Increase (decrease) in loans from related

parties -

- (643,900,000) 4,473,900,000

Proceeds from long-term loans from

financial institutions 600,000,000 3,000,000,000 - 3,000,000,000

Repayment of short-term loans from other

party (2,200,000) (4,800,000)

-

-

Repayment of long-term loans from

financial institutions (3,765,000,000) (5,325,000,000) (3,765,000,000) (5,325,000,000)

NET CASH USED IN FINANCING ACTIVITIES (11,235,165,058) (14,243,795,558) (11,745,893,765) (9,396,746,136)

Net increase (decrease) in cash and

cash equivalents 1,159,614,722 544,913,811 (105,814,115) 124,698,747

Cash and cash equivalents at beginning of year 2,590,213,439 1,920,971,995 128,663,235 3,964,488

Effect of exchange rate changes on balances

held in foreign currencies (391,132,139) 124,327,633 - -

CASH AND CASH EQUIVALENTS

AT END OF YEAR

6

3,358,696,022 2,590,213,439 22,849,120 128,663,235



129

Note Contents

1 General information

2 Basis of preparation of the financial statements

3 Significant accounting policies

4 Common control transactions and acquisitions

5 Related party transactions and balances

6 Cash and cash equivalents

7 Other investments

8 Trade accounts receivable

9 Inventories

10 Other current assets

11 Investments in subsidiaries

12 Investments in associates

13 Property, plant and equipment

14 Intangible assets

15 Leasehold rights

16 Other non-current assets

17 Interest-bearing liabilities

18 Trade accounts payable

19 Other current liabilities

20 Share capital

21 Additional paid-in capital and reserves

22 Segment information

23 Other income

24 Selling expenses

25 Administrative expenses

26 Employee benefit expenses

27 Expenses by nature

28 Finance costs

29 Income tax expense

30 Promotional privileges

31 Basic earnings per share

32 Dividends

33 Financial instruments

34 Commitments with non-related parties

35 Events after the reporting period

36 Thai Financial Reporting Standards (TFRS)

not yet adopted

37 Significant differences between TFRS and IFRS

NOTE TO THE FINANCIAL STATEMENTSFor the years ended 31 December 2010 and 2009


These notes form an integral part of the financial statements.

The financial statements were authorised for issue by the Board of Directors on 23 February 2011.

1. General Information

Thai Beverage Public Company Limited, the “Company”, is incorporated in Thailand and has its registered office at 14

Vibhavadi Rangsit Road, Chomphon, Chatuchak Bangkok.

The Company was listed on the Singapore Exchange Securities Trading Limited (SGX-ST) in May 2006.

The principal businesses of the Group are the production, distribution of alcoholic and non-alcoholic beverages, Japanese

restaurants and bakery shops. Details of the Company’s subsidiaries and associates as at 31 December 2010 and 2009

were as follows:

Name of the entity Type of business

Country of

incorporation

Ownership

interest (%)

2010 2009

Direct subsidiaries

1. Beer Thai (1991) PCL. Beer brewery and production of

drinking water and soda water Thailand 100.00 100.00

2. Beer Thip Brewery (1991) Co., Ltd. Beer brewery and production of

drinking water and soda water Thailand 100.00 100.00

3. Sangsom Co., Ltd. Spirits distillery Thailand 100.00 100.00

4. Fuengfuanant Co., Ltd. Spirits distillery Thailand 100.00 100.00

5. Mongkolsamai Co., Ltd. Spirits distillery Thailand 100.00 100.00

6. Thanapakdi Co., Ltd. Spirits distillery Thailand 100.00 100.00

7. Kanchanasingkorn Co., Ltd. Spirits distillery Thailand 100.00 100.00

8. Sura Bangyikhan Co., Ltd. Spirits distillery Thailand 100.00 100.00

9. Athimart Co., Ltd. Spirits distillery Thailand 100.00 100.00

10. S.S. Karnsura Co., Ltd. Spirits distillery Thailand 100.00 100.00

11. Kankwan Co., Ltd. Spirits distillery Thailand 100.00 100.00

12. Theparunothai Co., Ltd. Spirits distillery Thailand 100.00 100.00

13. Red Bull Distillery (1988) Co., Ltd. Spirits distillery Thailand 100.00 100.00

14. United Winery and Distillery Co., Ltd. Spirits distillery Thailand 100.00 100.00

15. Simathurakij Co., Ltd. Spirits distillery Thailand 100.00 100.00

16. Nateechai Co., Ltd. Spirits distillery Thailand 100.00 100.00

17. Luckchai Liquor Trading Co., Ltd. Spirits distillery Thailand 100.00 100.00

18. Sura Piset Thipparat Co., Ltd. Spirits distillery Thailand 100.00 100.00

19. Pomthip Co., Ltd. Beer and non-alcoholic

beverages distributor

Thailand 100.00 100.00

20. Pomkit Co., Ltd. Beer and non-alcoholic


Thailand 100.00 100.00

131


Country of

incorporation

Ownership

interest (%)

2010 2009

Direct subsidiaries (continued)

21. Pomkung Co., Ltd. Beer and non-alcoholic


Thailand 100.00 100.00

22. Pomchok Co., Ltd. Beer and non-alcoholic


Thailand 100.00 100.00

23. Pomcharoen Co., Ltd. Beer and non-alcoholic


Thailand 100.00 100.00

24. Pomburapa Co., Ltd. Beer and non-alcoholic Thailand 100.00 100.00


25. Pompalang Co., Ltd. Beer and non-alcoholic Thailand 100.00 100.00


26. Pomnakorn Co., Ltd. Beer and non-alcoholic Thailand 100.00 100.00


27. Num Yuk Co., Ltd. Spirits distributor Thailand 100.00 100.00

28. Num Kijjakarn Co., Ltd. Spirits distributor Thailand 100.00 100.00

29. Num Palang Co., Ltd. Spirits distributor Thailand 100.00 100.00

30. Num Muang Co., Ltd. Spirits distributor Thailand 100.00 100.00

31. Num Nakorn Co., Ltd. Spirits distributor Thailand 100.00 100.00

32. Num Thurakij Co., Ltd. Spirits distributor Thailand 100.00 100.00

33. Numrungrod Co., Ltd. Spirits distributor Thailand 100.00 100.00

34. Numthip Co., Ltd. Spirits distributor Thailand 100.00 100.00

35. Thipchalothorn Co., Ltd. Beer, spirits and non-alcoholic Thailand 100.00 100.00

beverages agency

36. Krittayabun Co., Ltd. Beer, spirits and non-alcoholic Thailand 100.00 100.00

beverages agency

37. Surathip Co., Ltd. Beer, spirits and non-alcoholic Thailand 100.00 100.00

beverages agency

38. Sunthronpirom Co., Ltd. Beer, spirits and non-alcoholic Thailand 100.00 100.00

beverages agency

39. Piromsurang Co., Ltd. Beer, spirits and non-alcoholic Thailand 100.00 100.00

beverages agency

40. Thai Beverage Energy Co., Ltd. Trading of bio gas Thailand 100.00 100.00

41. Wrangyer Beverage (2008) Co., Ltd. Production and distribution of Thailand 100.00 100.00

energy drink

42. Thai Molasses Co., Ltd. Trading of molasses Thailand 99.72 99.72

43. Feed Addition Co., Ltd. Trading of feeds and fertilizer Thailand 100.00 100.00

44. Pan International (Thailand) Co., Ltd. Trading of supplies and

procurement

Thailand 100.00 100.00

45. Charun Business 52 Co., Ltd. Brick producer and Thailand 100.00 100.00

distribution of spirits



Country of

incorporation

Ownership

interest (%)

2010 2009

Direct subsidiaries (continued)

46. Thai Cooperage Co., Ltd. Oak barrel producer Thailand 100.00 100.00

47. Thai Beverage Recycle Co., Ltd. Trading of bottles Thailand 100.00 100.00

48. Thai Beverage Logistics Co., Ltd. Transportation and distribution Thailand 100.00 100.00

49. Thai Beverage Marketing Co., Ltd. Import and export spirits for Thailand 100.00 100.00

trading/ international marketing

and non-alcoholic beverages

agency

50. Dhanasindhi Co., Ltd. Construction Thailand 100.00 100.00

51. Dhospaak Co., Ltd. Advertising agency Thailand 100.00 100.00

52. Thai Beverage Training Co., Ltd. Training Thailand 100.00 -

53. International Beverage Holdings Limited Holding company Hong Kong 100.00 100.00

54. Cosmos Brewery (Thailand) Co., Ltd. Beer brewery and production of Thailand 100.00 100.00

drinking water and soda water

55. Thai Beverage Brands Co., Ltd. Trademark holding Thailand 100.00 100.00

56. Beer Chang Co., Ltd. Trademark holding and

production

Thailand 100.00 100.00

of concentrate materials

57. Archa Beer Co., Ltd. Trademark holding and

production

Thailand 100.00 100.00

of concentrate materials

58. Sura Piset Phatra Lanna Co., Ltd. Holding company Thailand 100.00 100.00

59. Thai Drinks Co., Ltd. Distribution of beverages Thailand 100.00 100.00

60. Oishi Group PCL. Japanese restaurants,

bakery shops and distribution of

food and beverage

Thailand 89.26 89.93

Indirect subsidiaries

61. Thai Thum Distillery Co., Ltd. # Production and distribution

of spirits


62. Sura Piset Sahasan Co., Ltd. # Trading of spirits Thailand 100.00 100.00

63. Sura Piset Sampan Co., Ltd. # Trading of spirits Thailand 100.00 100.00

64. Vitayathan Co., Ltd. Environmental public relations Thailand 100.00 100.00

65. InterBev (Singapore) Limited Trading of alcoholic beverages Singapore 100.00 100.00

66. InterBev (Cambodia) Co., Ltd. Trading of alcoholic beverages Cambodia 100.00 100.00

67. InterBev Malaysia Sdn. Bhd. Trading of alcoholic beverages Malaysia 100.00 100.00

68. Best Spirits Company Limited Trading of alcoholic beverages Hong Kong 100.00 100.00

69. International Beverage Holdings

(UK) Limited

Holding company United Kingdom 100.00 100.00


(China) Limited

Holding company Hong Kong 100.00 100.00

133


Country of

incorporation

Ownership

interest (%)

2010 2009

Indirect subsidiaries (continued)

71. United Products Co., Ltd. Production and distribution

of spirits


72. S P M Foods & Beverages Co., Ltd. Production and distribution of

drinking water and energy drinks

and spirits agency


73. Oishi Trading Co., Ltd. Production and distribution of

food and beverage


74. Oishi Ramen Co., Ltd. Japanese ramen restaurants Thailand 89.26 89.93

75. Chang Beer International Co., Ltd. # Dormant Thailand 100.00 100.00

76. Maekhong Distillery Limited Consultancy service Thailand 100.00 100.00

77. Chang International Co., Ltd. # Dormant Thailand 100.00 100.00

78. Chang Corp Co., Ltd. # Dormant Thailand 100.00 100.00

79. Super Brands Company Pte. Ltd. Trademark holding Singapore 100.00 -

80. Beer Chang International Limited Not yet operated Singapore 100.00 -

Subsidiaries of indirect subsidiaries


Limited USA, Inc. *

Trading of alcoholic beverages United States

of America

100.00 100.00

82. Blairmhor Limited *# Holding Company United Kingdom 100.00 100.00

83. Inver House Distillers Limited * Production and distribution

of spirits

United Kingdom 100.00 100.00

84. InterBev Trading (China) Limited ** Trading of alcoholic beverages People’s Republic

of China

100.00 100.00

85. Yunnan Yulinquan Liquor Co., Ltd.** Spirits distillery People’s Republic

of China

100.00 100.00

86. Blairmhor Distillers Limited *# Dormant United Kingdom 100.00 100.00

87. Wee Beastie Limited *# Dormant United Kingdom 100.00 100.00

88. Moffat & Towers Limited *# Dormant United Kingdom 100.00 100.00

89. Glen Calder Blenders Limited *# Dormant United Kingdom 100.00 100.00

90. Hankey Bannister &

Company Limited *#

Dormant United Kingdom 100.00 100.00

91. R. Carmichael & Sons Limited *# Dormant United Kingdom 100.00 100.00

92. J MacArthur Junior &

Company Limited *#

Dormant United Kingdom 100.00 100.00

93. Mason & Summers Limited *# Dormant United Kingdom 100.00 100.00

94. James Catto & Company Limited *# Dormant United Kingdom 100.00 100.00

95. The Knockdhu Distillery Co., Ltd. *# Dormant United Kingdom 100.00 100.00

96. Speyburn-Glenlivet Distillery Co., Ltd. *# Dormant United Kingdom 100.00 100.00

97. The Pulteney Distillery Co., Ltd. *# Dormant United Kingdom 100.00 100.00

98. The Balblair Distillery Co., Ltd. *# Dormant United Kingdom 100.00 100.00



Country of

incorporation

Ownership

interest (%)

2010 2009

Associates of indirect subsidiaries ***

99. Liquorland Limited Off licences United Kingdom 49.49 49.49

100. Inver House Polska Limited Trading of alcoholic beverages Poland 44.00 44.00

101. Inver House Distribution SA # Dormant France 50.02 50.02

* Subsidiaries of International Beverage Holdings (UK) Limited

** Subsidiaries of International Beverage Holdings (China) Limited

*** Associates of International Beverage Holdings (UK) Limited

# These are currently non-trading.

On 26 January 2010 Thai Beverage Training Co., Ltd., the Company’s subsidiary, was incorporated with an authorised share

capital of Baht 10 million by issuing 1 million ordinary shares with a Baht 10 par value. The initial paid up capital was Baht

2.5 per share.

On 14 April 2010 Super Brands Company Pte. Ltd., the Company’s indirect subsidiary, was incorporated in Singapore

with an authorised share capital of SGD 10,000 by issuing 10,000 ordinary shares with a SGD 1 par value. International

Beverage Holdings Limited, the Company’s subsidiary, holds its entire shares.

During 2010, Sura Piset Phatra Lanna Co., Ltd., the Company’s direct subsidiary, acquired additional 15,406 ordinary shares of

United Products Co., Ltd., the Company’s indirect subsidiary, from the existing equity holders, amounting to Baht 1.95 million.

2. Basis of preparation of the financial statements

The financial statements issued for Thai reporting purposes are prepared in the Thai language. This English translation of

the financial statements has been prepared for the convenience of readers not conversant with the Thai language.

The financial statements are prepared and presented in Thai Baht. All financial information presented in Thai Baht has

been rounded in the notes to the financial statements to the nearest million. They are prepared on the historical cost basis

except as stated in the accounting policies.

The financial statements are prepared in accordance with Thai Financial Reporting Standards (“TFRS”); guidelines promulgated

by the Federation of Accounting Professions (“FAP”); applicable rules and regulations of the Thai Securities and Exchange

Commission; and with generally accepted accounting principles in Thailand.

During 2010, the FAP announced the re-numbering of the following TFRS.

Former no. Revised no. Topic

TAS 11 TAS 101 Doubtful Account and Bad Debts

TAS 40 TAS 105 Accounting for Investment in Debt and Equity Securities

TAS 48 TAS 107 Financial Instruments Disclosure and Presentation

135

The Group has adopted the revised Framework for the Preparation and Presentation of Financial Statements (revised 2009),

which was issued by the FAP during 2010 and effective on 26 May 2010. The adoption of the revised framework does not

have any material impact on the consolidated or separate financial statements.

The FAP has issued during 2010 a number of new and revised TFRS which are not currently effective and have not been adopted

in the preparation of these financial statements. These new and revised standards and interpretations are disclosed in note 36.

The preparation of financial statements in conformity with TFRS requires management to make judgements, estimates

and assumptions that affect the application of policies and reported amounts of assets, liabilities, income and expenses.

Actual results may differ from estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised

in the period in which estimates are revised and in any future periods affected.

3. Significant accounting policies

(a) Basis of consolidation

The consolidated financial statements relate to the Company and its subsidiaries (together referred to as the “Group”) and

the Group’s interests in associates.

Business combinations

Business combinations are accounted for under the purchase method. The cost of an acquisition is measured at the fair

value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs

directly attributable to the acquisition.

Business combinations of entities or businesses under common control are accounted for using a method similar to the pooling

of interest method and in accordance with the Guideline issued in 2010 by the FAP.

Subsidiaries

Subsidiaries are entities controlled by the Group. Control exists when the Group has the power, directly or indirectly, to govern

the financial and operating policies of an entity so as to obtain benefits from its activities. The financial statements of

subsidiaries are included in the consolidated financial statements from the date that control commences until the date

that control ceases. The accounting policies of subsidiaries have been changed where necessary to align them with the

policies adopted by the Group.

Associates

Associates are those entities in which the Group has significant influence, but not control, over the financial and operating

policies. Significant influence is presumed to exist when the Group holds between 20% and 50% of the voting power of

another entity. The consolidated financial statements include the Group’s share of the income, expenses and equity movements

of associates after adjustments to align the accounting policies with those of the Group, from the date that significant

influence commences until the date that significant influence ceases. When the Group’s share of losses exceeds its interest

in an associate, the Group’s carrying amount is reduced to nil and recognition of further losses is discontinued except to

the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate.


Transactions eliminated on consolidation

Intra-group balances and transactions, and any unrealised income or expenses arising from intra-group transactions, are

eliminated in preparing the consolidated financial statements. Unrealised gains arising from transactions with associates

are eliminated against the investment to the extent of the Group’s interest in the investee. Unrealised losses are eliminated

in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.

(b) Foreign currencies

Foreign currency transactions

Transactions in foreign currencies are translated to Thai Baht at the foreign exchange rates ruling at the dates of the

transactions.

Monetary assets and liabilities denominated in foreign currencies at the reporting date are translated to Thai Baht at

the foreign exchange rates ruling at that date. Foreign exchange differences arising on translation are recognised in the

statement of income.

Non-monetary assets and liabilities measured at cost in foreign currencies are translated to Thai Baht using the foreign

exchange rates ruling at the dates of the transactions.

Foreign entities

The assets and liabilities of foreign entities are translated to Thai Baht at the foreign exchange rates ruling at the reporting date.

Goodwill and fair value adjustments arising on the acquisition of foreign entities are stated at exchange rates ruling on

the reporting date.

The revenues and expenses of foreign entities are translated to Thai Baht at rates approximating the average foreign

exchange rates ruling at the dates of the transactions.

Foreign exchange differences arising on translation are recognised in a separate component of equity until disposal of

the investments.

(c) Derivative financial instruments

Forward exchange contracts are treated as off-balance sheet items.

(d) Cash and cash equivalents

Cash and cash equivalents comprise cash balances, call deposits and highly liquid short-term investments. Bank overdrafts

that are repayable on demand are a component of financing activities for the purpose of the statement of cash flows.

(e) Trade and other accounts receivable

Trade and other accounts receivable (including balances with related parties) are stated at their invoice value less allowance

for doubtful accounts.

The allowance for doubtful accounts is assessed primarily on analysis of payment histories and future expectations of customer

payments. Bad debts are written off when incurred.

137

(f) Inventories

Inventories are stated at the lower of cost and net realisable value.

Cost is calculated using the weighted average cost principle, and comprises all costs of purchase, costs of conversion

and other costs incurred in bringing the inventories to their present location and condition. In the case of manufactured

inventories and work-in-progress, cost includes an appropriate share of production overheads based on normal operating

capacity and is calculated using standard cost adjusted to approximate average cost.

Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs to complete

and to make the sale.

(g) Investments

Investments in subsidiaries and associates

Investments in subsidiaries and associates in the separate financial statements of the Company are accounted for using the

cost method. Investments in associates in the consolidated financial statements are accounted for using the equity method.

Investments in other debt and equity securities

Debt securities that the Group has the positive intent and ability to hold to maturity are classified as held-to-maturity investment.

Held-to-maturity investments are stated at amortised cost. The difference between the acquisition cost and redemption

value of such debt securities is amortised using the effective interest rate method over the period to maturity.

Marketable equity securities are classified as available-for-sale investments. Available-for-sale investments are, subsequent to

initial recognition, stated at fair value, and changes therein, other than impairment losses and foreign currency differences

on available-for-sale monetary items, are recognised directly in equity. Impairment losses and foreign exchange differences

are recognised in the statement of income. When these investments are derecognised, the cumulative gain or loss previously

recognised directly in equity is recognised in the statement of income.

Equity securities which are not marketable are stated at cost less any impairment losses.

The fair value of financial instruments classified as available-for-sale is determined as the quoted bid price at the reporting date.

Disposal of investments

On disposal of an investment, the difference between net disposal proceeds and the carrying amount together with the

associated cumulative gain or loss that was reported in equity is recognised in the statement of income.

(h) Property, plant and equipment

Owned assets

Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses except for land which

is stated at its revalued amount. The revalued amount is the fair value determined on the basis of the property’s existing

use at the date of revaluation.


Leased assets

Leases in terms of which the Group substantially assumes all the risk and rewards of ownership are classified as finance leases.

Property, plant and equipment acquired by way of finance leases is capitalised at the lower of its fair value and the present

value of the minimum lease payments at the inception of the lease, less accumulated depreciation and impairment losses.

Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant

rate of interest on the remaining balance of the liability. Finance charges are charged directly to the statement of income.

Revalued assets

Revaluations are performed by independent professional valuers with sufficient regularity. The Group’s policy requires an

appraisal to be conducted every three to five years or when there are factors that might materially impact the value of the

land, to ensure that the carrying amount of these assets does not differ materially from that which would be determined

using fair values at the reporting date.

Any increase in value, on revaluation, is credited to equity under the heading “revaluation surplus” unless it offsets a

previous decrease in value recognised in the statement of income in respect of the same asset. A decrease in value is recognised

in the statement of income to the extent it exceeds an increase previously recognised in equity in respect of the same

asset. Upon disposal of a revalued asset, any related revaluation surplus is transferred from equity to retained earnings

and is not taken into account in calculating the gain or loss on disposal.

Depreciation

Depreciation is charged to the statement of income on a straight-line basis over the estimated useful lives of each part

of an item of property, plant and equipment. The estimated useful lives are as follows:

Land improvement 3-20 years

Building and constructions 10-40 years

Building improvements 1.5-30 years

Machinery and equipment 4-40 years

Oak barrels 10-20 years

Furniture, fixtures and office equipment 3-10 years

Vehicles 3-10 years

No depreciation is provided on freehold land and assets under construction.

(i) Intangible assets

Goodwill

Goodwill in a business combination represents the excess of the cost of acquisition over the fair value of the Group’s share of

the identifiable net assets acquired. Negative goodwill in a business combination represents the excess of the fair value of

the Group’s share of the identifiable net assets acquired over the cost of acquisition.

Goodwill is measured at cost less accumulated impairment losses. Goodwill is tested for impairment as described in note 3 (k).

Negative goodwill is recognised immediately in the statement of income.

Other intangible assets

Other intangible assets that are acquired by the Group, which have finite useful lives, are stated at cost less accumulated

139

amortisation and impairment losses. Other intangible assets are amortised in the statement of income on a straight-line

basis over their estimated useful lives from the date that they are available for use. The estimated useful lives are as follows:

Computer software 3-10 years

Trademarks 3-20 years

Licences 10 years

(j) Leasehold rights

Leasehold rights are stated at cost less accumulated amortisation and impairment losses.

Amortisation is recognised in the statement of income on a straight-line basis over the agreement period.

(k) Impairment

The carrying amounts of the Group’s assets are reviewed at each reporting date to determine whether there is any indication

of impairment. If any such indication exists, the assets’ recoverable amounts are estimated. For goodwill, the recoverable

amount is estimated at each reporting date, and as and when indicators of impairment are identified.

An impairment loss is recognised if the carrying amount of an asset exceeds its recoverable amount. The impairment loss

is recognised in the statement of income unless it reverses a previous revaluation credited to equity, in which case it is

charged to equity.

Calculation of recoverable amount

The recoverable amount of available-for-sale financial assets is calculated by reference to the fair value.

The recoverable amount of a non-financial asset is the greater of the asset’s value in use and fair value less costs to sell.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount

rate that reflects current market assessments of the time value of money and the risks specific to the asset. For an asset

that does not generate cash inflows largely independent of those from other assets, the recoverable amount is determined

for the cash-generating unit to which the asset belongs.

Reversals of impairment

An impairment loss in respect of a financial asset is reversed if the subsequent increase in recoverable amount can be related

objectively to an event occurring after the impairment loss was recognised. For financial assets carried at amortised cost

and available-for-sale financial assets that are debt securities, the reversal is recognised in the statement of income. For

available-for-sale financial assets that are equity securities, the reversal is recognised directly in equity.

An impairment loss in respect of goodwill is not reversed. Impairment losses recognised in prior periods in respect of other

non-financial assets are assessed at each reporting date for any indications that the loss has decreased or no longer exists.

An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount.

An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount

that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

(l) Interest-bearing liabilities

Interest-bearing liabilities are recognised initially at fair value less attributable transaction charges. Subsequent to initial


recognition, interest-bearing liabilities are stated at amortised cost with any difference between cost and redemption value

being recognised in the statement of income over the period of the borrowings on an effective interest basis.

(m) Trade and other accounts payable

Trade and other accounts payable (including balances with related parties) are stated at cost.

(n) Employee benefits

Defined contribution plans

Obligations for contributions to defined contribution pension plans are recognised as an expense in the statement of income

as incurred.

(o) Provisions

A provision is recognised when the Group has a present legal or constructive obligation as a result of a past event, and it is

probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimate can be made

of the amount of the obligation. If the effect is material, provisions are determined by discounting the expected future

cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate,

the risks specific to the liability.

(p) Difference arising from common control transactions

Difference arising from common control transactions relates to the restructuring of businesses under the common control

of the ultimate majority equity holder of the Company and arises from the difference between the cost of the combination

and the carrying amounts of net identifiable assets at the date of combination (except for businesses acquired that are

not under common control, net identifiable assets are measured at the fair value). The Company recognises the difference

arising from common control transactions under equity until disposal of the investment.

(q) Revenue

Revenue excludes value added taxes and is arrived at after deduction of trade discounts.

Sale of goods and services rendered

Revenue is recognised in the statement of income when the significant risks and rewards of ownership have been transferred

to the buyer. No revenue is recognised if there is continuing management involvement with the goods or there are significant

uncertainties regarding recovery of the consideration due, associated costs or the probable return of goods. Service income is

recognised as services are provided.

When the outcome of a contract for the rendering of services can be estimated reliably, contract revenue is recognised in

the statement of income by reference to the stage of completion of the contract activity at the reporting date. When the

outcome of the contract cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised

that are recoverable.

141

Construction contracts

Contract revenue includes the initial amount agreed in the contract plus any variations in contract work, claims and

incentive payments to the extent that it is probable that they will result in revenue and can be measured reliably. As soon as

the outcome of a construction contract can be estimated reliably, contract revenue and expenses are recognised in the

statement of income in proportion to the stage of completion of the contract.

The stage of completion is assessed by reference to surveys of work performed. When the outcome of a construction contract

cannot be estimated reliably, contract revenue is recognised only to the extent of contract costs incurred that are likely

to be recoverable. An expected loss on a contract is recognised immediately in the statement of income.

Rental income

Rental income from investment property is recognised in the statement of income on a straight-line basis over the term of

the lease. Lease incentives granted are recognised as an integral part of the total rental income. Contingent rentals are

recognised as income in the accounting period in which they are earned.

Interest and dividend income

Interest income is recognised in the statement of income as it accrues. Dividend income is recognised in the statement

of income on the date the Group’s right to receive payments is established.

(r) Expenses

Lease payments

Payments made under operating leases are recognised in the statement of income on a straight line basis over the term of

the lease. Contingent rentals are charged to the statement of income for the accounting period in which they are incurred.

Finance costs

Interest expenses and similar costs are charged to the statement of income for the period in which they are incurred, except

to the extent that they are capitalised as being directly attributable to the acquisition, construction or production of an asset

which necessarily takes a substantial period of time to be prepared for its intended use or sale. The interest component of

finance lease payments is recognised in the statement of income using the effective interest rate method.

Research and development

Research and development costs, including costs of developing new beverage products and package design are expensed

in the accounting period in which they are incurred.

Other income and expenses are recognised on an accrual basis.

(s) Income tax

Income tax on the profit or loss for the year comprises current tax. Current tax is the expected tax payable on the taxable

income for the year, using tax rates enacted at the reporting date, and any adjustment to tax payable in respect of previous years.


4. Common control transactions and acquisitions

Common control transactions

On 15 September 2010, International Beverage Holdings Limited, the Company’s direct subsidiary, acquired the entire

2 ordinary issued shares of Beer Chang International Limited from the existing equity holders for a total amount of SGD

4,000. The said acquired company has not undertaken any business since incorporation, therefore the consolidated

financial statements have not been revised as if the acquisition had taken place at the beginning of 2009. The difference

between the consideration to be paid by the Company for the acquisition and the carrying amount of the net identifiable

assets is included in “Difference arising from common control transactions”.

On 2 February 2009, Sura Bangyikhan Co., Ltd., and another two subsidiaries of the Company acquired the entire 5,000

ordinary issued shares of Maekhong Distillery Limited from existing equity holders at Baht 13 per share, amounting to

Baht 65,000 and Beer Chang Co., Ltd., and another two subsidiaries of the Company acquired the entire 100,000 ordinary

issued shares of Chang Beer International Co., Ltd., from the existing equity holders at Baht 39 per share, amounting to

Baht 3.9 million. Both acquired companies incurred immaterial business transactions in 2008, the consolidated financial

statements have not been revised as if the acquisition had taken place at the beginning of 2008. The consolidated balance

sheet as at 31 December 2008 has been restated to include the assets and liabilities at their carrying values. The difference

between the consideration to be paid by the Company for the acquisition and the carrying amount of the net identifiable

assets is included in “Difference arising from common control transactions”.

Acquisitions

On 16 November 2009, International Beverage Holdings (China) Limited, the Company’s indirect subsidiary, acquired the

entire ordinary shares of Yunnan Yulinquan Liquor Co., Ltd. from Best Spirits (China) Co., Ltd. for a cash consideration

of USD 10.10 million. Due to the fair value of the identifiable net assets of Yunnan Yulinquan Liquor Co., Ltd. using

estimated amounts, the Company accounted for a business combination provisionally. However, the Company will adjust

the provisional amounts whenever the initial accounting is complete, within 12 months from the acquisition date.

143

Subsequently, in 2010 the Company reduced goodwill on acquisition in the amounted of Baht 67.5 million due to increase

in the fair value of the identifiable net assets of Yunnan Yulinquan Liquor Co., Ltd.. The acquiree’s net assets at the

acquisition date comprised the followings:

2010 2009

Adjusted to

fair value

Recognised

value at the

acquisition date

(in million Baht)

Cash and cash equivalents 10 10

Trade accounts receivable 37 37

Inventories 154 154

Property, plant and equipment 163 154

Intangible assets 171 117

Other assets 25 21

Trade accounts payable (17) (17)

Short-term loan (120) (120)

Other liabilities (147) (147)

Net identifiable assets and liabilities 276 209

Goodwill on acquisition 61 128

Consideration paid 337 337

Cash paid 110 110

Net cash outflow 447 447

5. Related party transactions and balances

Related parties are those parties linked to the Group and the Company as shareholders or by common shareholders or

directors. Transactions with related parties are conducted at prices based on market prices or, where no market price exists,

at contractually agreed prices.

Relationships with related parties that control or jointly control the Company or are being controlled or jointly-controlled by

the Company or have transactions with the Group other than direct subsidiaries, indirect subsidiaries, subsidiaries of indirect

subsidiaries and associates of indirect subsidiaries (as presented in note 1) were as follows:

Name of entities

Country of

incorporation/

nationality

Nature of relationships

1. Thai Alcohol PCL. Thailand Directors and controlling equity holders hold

substantial shares indirectly

2. Sint Ek Panich Co., Ltd. Thailand Directors and controlling equity holders hold



Name of entities

Country of

incorporation/

nationality


3. Banglen Agriculture Co., Ltd. Thailand Directors and controlling equity holders hold


4. Pisetkij Co., Ltd. Thailand Directors and controlling equity holders hold


5. The Maewang Sugar Industry Co., Ltd. Thailand Directors and controlling equity holders hold


6. The Chonburi Sugar Corp. Ltd. Thailand Directors and controlling equity holders hold


7. The Utaradit Sugar Industry Co., Ltd. Thailand Directors and controlling equity holders hold


8. The Suphanburi Sugar Industry Co., Ltd. Thailand Directors and controlling equity holders hold


9. The Southeast Insurance Co., Ltd. Thailand Directors and controlling equity holders hold


10. The Southeast Life Insurance Co., Ltd. Thailand Directors and controlling equity holders hold


11. Southeast Capital Co., Ltd. Thailand Directors and controlling equity holders hold


12. T.C.C. Technology Co., Ltd. Thailand Directors and controlling equity holders hold


13. Thai Glass Industries PCL. Thailand Directors and controlling equity holders hold


14. Bang-Na Glass Co., Ltd. Thailand Directors and controlling equity holders hold


15. TCC Hotel Collection Co., Ltd. Thailand Directors and controlling equity holders hold


16. Terragro Fertilizer Co., Ltd. Thailand Directors and controlling equity holders hold


17. Permkha Commercial Co., Ltd. Thailand Directors and controlling equity holders hold


18. BJC Industrial and Trading Co., Ltd. Thailand Directors and controlling equity holders hold


19. North Park Real Estate Co., Ltd. Thailand Directors and controlling equity holders hold


20. TCC PD 11 Co., Ltd. Thailand Directors and controlling equity holders hold


21. Thippatana Arcade Co., Ltd. Thailand Directors and controlling equity holders hold


22. Siam Food Products PCL. Thailand Directors and controlling equity holders hold


145

Name of entities

Country of

incorporation/

nationality


23. BJC Healthcare Co., Ltd. Thailand Directors and controlling equity holders hold


24. Wattanapat Trading Co., Ltd. Thailand Directors and controlling equity holders hold


25. Silvercord Capital (Singapore) Limited Singapore Directors and controlling equity holders hold


26. Plantheon Trading Co., Ltd. Thailand Directors and controlling equity holders hold


27. New Noble Property and Loan Fund Thailand Directors and controlling equity holders are

the principal unit holder of this real estate

investment fund

28. Dynamic Assets Property and Loan Fund Thailand Directors and controlling equity holders are


investment fund

29. Best Fortune Property and Loan Fund Thailand Directors and controlling equity holders are


investment fund

30. Regent Gold Property Fund Thailand Directors and controlling equity holders are


investment fund

31. Plaza Athenee Hotel (Thailand) Co., Ltd. Thailand Directors and controlling equity holders are

the directors and hold substantial shares indirectly

32. North Park Golf And Sports Club Co., Ltd. Thailand Directors and controlling equity holders are


33. Berli Jucker PCL. Thailand Directors and controlling equity holders are


34. Thai Beverage Can Co., Ltd. Thailand Directors and controlling equity holders

hold 50% shares

35. PS Recycle Co., Ltd. Thailand Directors and controlling equity holders are

relatives of controlling person

36. T.C.C. International Limited Hong Kong Controlling equity holders hold


37. Best wishes Co., Ltd. Hong Kong Controlling equity holders hold



The pricing policies for particular types of transactions are explained further below:

Transactions Pricing policies

Sale of goods Agreed prices which approximate market prices

Rendering of services Contractual prices

Purchase of goods/raw materials Agreed prices which approximate market prices

Receiving of services Contractual prices

Purchase and sale of property, plant

and equipment Contractual prices

Purchase and sale of investments Contractual prices

Interest income and interest expense Rate as mutually agreed by equity holders with

reference interest rates quoted by financial institutions

Significant transactions for the years ended 31 December 2010 and 2009 with related parties were as follows:

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Subsidiaries

Management fees - - 2,903 2,595

Cost of rendering of services - - 124 125

Interest income - - 252 347

Interest expense - - 728 704

Dividends - - 8,290 8,237

Other income - - 1 3

Administrative expenses - - 3 2

Purchases of investments - - 2 43

Increase in share capital in subsidiaries - - - 2,886

Associates

Share of profit of associates,

net of income tax 10 11 - -

147

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Other related parties

Sales of goods 930 1,198 - -

Purchases of raw materials and packaging 6,924 4,863 - -

Overhead costs 217 187 - -

Rendering of services 42 13 - -

Cost of rendering of services - - 109 113

Other income 27 39 7 6

Administrative expenses 477 432 2 2

Sales of equipment 2 6 - -

Purchases of plant and equipment 15 8 - 1

Directors’ remuneration 316 283 295 266

Balances as at 31 December 2010 and 2009 with related parties were as follows:

Trade accounts receivable from Consolidated


Separate

financial statements related parties

2010 2009 2010 2009

(in million Baht)

Other related companies

The Utaradit Sugar Industry Co., Ltd. 11 - - -

PS Recycle Co., Ltd. 4 22 - -

O.G.T. Co., Ltd. - 96 - -

Thai Alcohol PCL. - 18 - -

Others 6 8 - -

Total 21 144 - -

Annual Report 2010 | Thai Beverage Public Company Limited 148C

onsolidate

d fi

nancia

l sta

tem

ents

Separa

te fi

nancia

l sta

tem

ents

2010

2009

2010

2009

Sho

rt-t

erm

loan

s to

and

oth

er r

ecei

vabl

esfr

om r

elat

ed p

arti

esShort

-term

loans

to

Oth

er

receiv

able

sTota

l

Short

-term

loans

to

Oth

er

receiv

able

sTota

l

Short

-term

loans

to

Oth

er

receiv

able

sTota

l

Short

-term

loans

to

Oth

er

receiv

able

sTota

l

(in m

illion B

aht)

Sub

sidi

arie

s

Beer

Thai (1

99

1)

PC

L.

--

--

--

53

71

85

55

1,7

09

39

1,7

48

Beer

Thip

Bre

wery

(1

99

1)

Co.,

Ltd

.-

--

--

--

17

17

-1

21

2

Cosm

os B

rew

ery

(Thailand)

Co.,

Ltd

.-

--

--

--

55

-5

5

Sangsom

Co.,

Ltd

.-

--

--

--

66

-5

5

Fuengfu

anant

Co.,

Ltd

.-

--

--

--

33

-2

2

Mongkols

am

ai C

o.,

Ltd

.-

--

--

--

11

-1

1

Thanapakdi C

o.,

Ltd

.-

--

--

--

11

-1

1

Kanchanasin

gkorn

Co.,

Ltd

. -

--

--

--

11

-1

1

Sura

Bangyik

han C

o.,

Ltd

.-

--

--

--

21

21

-1

41

4

Ath

imart

Co.,

Ltd

.-

--

--

--

55

-3

3

S.S

. K

arn

sura

Co.,

Ltd

.-

--

--

--

44

-3

3

Kankw

an C

o.,

Ltd

.-

--

--

--

55

-4

4

Theparu

noth

ai C

o.,

Ltd

.-

--

--

--

44

-4

4

Red B

ull D

isti

llery

(1

98

8)

Co.,

Ltd

.-

--

--

-5

92

19

61

16

14

20

Unit

ed W

inery

and D

isti

llery

Co.,

Ltd

.-

--

--

--

11

-1

1

Sim

ath

ura

kij C

o.,

Ltd

.-

--

--

--

22

19

42

19

6

Nate

echai C

o.,

Ltd

.-

--

--

--

33

-2

2

Luckchai Liq

uor

Tra

din

g C

o.,

Ltd

.-

--

--

--

11

-1

1

Sura

Pis

et

Phatr

a L

anna C

o.,

Ltd

.-

--

--

-7

-7

--

-

Pom

thip

Co.,

Ltd

.-

--

--

-2

79

11

29

01

90

11

20

1

Pom

kit

Co.,

Ltd

.-

--

--

--

55

-7

7

Pom

kung C

o.,

Ltd

.-

--

--

--

55

-5

5

Pom

chok C

o.,

Ltd

.-

--

--

--

55

-5

5

Pom

charo

en C

o.,

Ltd

.-

--

--

--

44

-4

4

Pom

bura

pa C

o.,

Ltd

.-

--

--

--

55

-5

5

Pom

pala

ngC

o.,

Ltd

.-

--

--

-1

34

17

25

4

29

Pom

nakorn

Co.,

Ltd

.-

--

--

--

44

-5

5

Num

Yuk C

o.,

Ltd

.-

--

--

-3

02

25

21

54

19

17

3

149

Consolidate

d fi

nancia

l sta

tem

ents

Separa

te fi

nancia

l sta

tem

ents

2010

2009

2010

2009

Sho

rt-t

erm

loan

s to

and

oth

er r

ecei

vabl

esfr

om r

elat

ed p

arti

esShort

-term

loans

to

Oth

er

receiv

able

sTota

l

Short

-term

loans

to

Oth

er

receiv

able

sTota

l

Short

-term

loans

to

Oth

er

receiv

able

sTota

l

Short

-term

loans

to

Oth

er

receiv

able

sTota

l

(in m

illion B

aht)

Sub

sidi

arie

s (c

onti

nued

)

Num

Kijja

karn

Co.,

Ltd

.-

--

--

--

19

19

-1

51

5

Num

Pala

ng C

o.,

Ltd

.-

--

--

--

88

-7

7

Num

Muang C

o.,

Ltd

.-

--

--

--

12

12

-1

01

0

Num

Nakorn

Co.,

Ltd

.-

--

--

--

88

-6

6

Num

Thura

kij C

o.,

Ltd

.-

--

--

--

10

10

-7

7

Num

rungro

d C

o.,

Ltd

.-

--

--

--

15

15

-1

31

3

Num

thip

Co.,

Ltd

.-

--

--

--

99

-7

7

Thip

chalo

thorn

Co.,

Ltd

.-

--

--

--

22

22

-4

54

5

Kri

ttayabun C

o.,

Ltd

.-

--

--

--

29

29

-3

93

9

Sura

thip

Co.,

Ltd

.-

--

--

--

25

25

-1

61

6

Sunth

ronpir

om

Co.,

Ltd

.-

--

--

--

25

25

-2

2

Pir

om

sura

ng C

o.,

Ltd

.-

--

--

--

11

11

-2

2

Wra

ngyer

Bevera

ge (

20

08

) C

o.,

Ltd

.-

--

--

--

11

-1

1

Dhanasin

dhi C

o.,

Ltd

.-

--

--

-5

-5

--

-

Thai B

evera

ge R

ecycle

Co.,

Ltd

.-

--

--

-2

81

22

83

31

51

31

6

Thai B

evera

ge L

ogis

tics C

o.,

Ltd

.-

--

--

-1

82

21

84

--

-

Dhospaak C

o.,

Ltd

.-

--

--

-4

8-

48

40

-4

0

Thai B

evera

ge B

rands C

o.,

Ltd

.-

--

--

-3

-3

3-

3

Thai D

rinks C

o.,

Ltd

.-

--

--

--

--

6-

6

Tota

l sub

sidi

arie

s-

--

--

-1

,97

73

80

2,3

57

2,6

42

35

02

,99

2


Consolidate

d fi

nancia

l sta

tem

ents

Separa

te fi

nancia

l sta

tem

ents

2010

2009

2010

2009

Sho

rt-t

erm

loan

s to

and

oth

er r

ecei

vabl

esfr

om r

elat

ed p

arti

esShort

-term

loans

to

Oth

er

receiv

able

sTota

l

Short

-term

loans

to

Oth

er

receiv

able

sTota

l

Short

-term

loans

to

Oth

er

receiv

able

sTota

l

Short

-term

loans

to

Oth

er

receiv

able

sTota

l

(in m

illion B

aht)

Rel

ated

com

pani

es

Pla

nth

eon T

radin

g C

o.,

Ltd

.-

75

97

59

-3

92

39

2-

--

--

-

T.C

.C.

Technolo

gy C

o.,

Ltd

.-

14

14

-3

3-

14

14

-3

3

Best

Fort

une P

ropert

y a

nd L

oan F

und

-9

9-

99

--

--

--

New

Noble

Pro

pert

y A

nd L

oan F

und

-4

4-

44

--

--

--

The U

tara

dit

Sugar

Industr

y C

o.,

Ltd

.-

33

-3

33

3-

--

--

-

The S

uphanburi

Sugar

Industr

y

C

o.,

Ltd

.-

--

-3

83

8-

--

--

-

The M

aew

ang S

ugar

Industr

y

C

o.,

Ltd

.-

--

-1

71

7-

--

--

-

Thai A

lcohol P

CL.

--

--

33

--

--

--

Oth

ers

-2

2-

55

--

--

--

Tota

l rel

ated

com

pani

es-

79

17

91

-5

04

50

4-

14

14

-3

3

Tota

l-

79

17

91

-5

04

50

41

,97

73

94

2,3

71

2,6

42

35

32

,99

5

151

Consolidate

d fi

nancia

l sta

tem

ents

Separa

te fi

nancia

l sta

tem

ents

2010

2009

2010

2009

Long

-ter

m lo

ans

to a

nd o

ther

re

ceiv

able

s fr

om r

elat

ed p

arti

esLong-t

erm

loans

to

Oth

er

receiv

able

sTo

tal

Long-t

erm

loans

to

Oth

er

receiv

able

sTo

tal

Long-t

erm

loans

to

Oth

er

receiv

able

sTo

tal

Long-t

erm

loans

to

Oth

er

receiv

able

sTo

tal

(in m

illion B

aht)

Sub

sidi

arie

s

Beer

Thai (1

99

1)

PC

L.

--

--

--

1,6

05

-1

,60

52

,50

0-

2,5

00

Red B

ull D

isti

llery

(1

98

8)

Co.,

Ltd

.-

--

--

-1

92

-1

92

63

7-

63

7

Num

Yuk C

o.,

Ltd

.-

--

--

--

--

11

1-

11

1

Wra

ngyer

Bevera

ge (

20

08

) C

o.,

Ltd

.-

--

--

-1

65

-1

65

19

9-

19

9

Thai B

evera

ge R

ecycle

Co.,

Ltd

.-

--

--

-2

0-

20

--

-

Pom

pala

ng C

o.,

Ltd

.-

--

--

-1

13

-1

13

--

-

Thai B

evera

ge L

ogis

tics C

o.,

Ltd

.-

--

--

-3

95

-3

95

--

-

Thai B

evera

ge B

rands C

o.,

Ltd

.-

--

--

-9

-9

8-

8

Tota

l sub

sidi

arie

s-

--

--

-2

,49

9-

2,4

99

3,4

55

-3

,45

5

Rel

ated

com

pani

es

Nort

h P

ark

Real E

sta

te C

o.,

Ltd

.-

29

29

-2

92

9-

33

-3

3

TC

C P

D 1

1 C

o.,

Ltd

.-

33

-3

3-

--

--

-

T.C

.C.

Technolo

gy C

o.,

Ltd

. -

--

-9

9-

--

-8

8

Oth

ers

-

77

-1

11

1-

--

--

-

Tota

l rel

ated

com

pani

es-

39

39

-5

25

2-

33

-1

11

1

Tota

l-

39

39

-5

25

22

,49

93

2,5

02

3,4

55

11

3,4

66


Summary of loans to related parties

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Short-term loans - - 1,977 2,642

Long-term loans - - 2,499 3,455

Total loans to related parties - - 4,476 6,097

Movements during the years ended 31 December 2010 and 2009 of loans to related parties were as follows:

Loans to related parties Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Short-term loans

Subsidiaries

At 1 January - - 2,642 3,336

Increase - - 877 842

Decrease - - (1,542) (1,536)

At 31 December - - 1,977 2,642

Long-term loans

Subsidiaries

At 1 January - - 3,455 5,578

Increase - - 529 -

Decrease - - (1,485) (2,123)

At 31 December - - 2,499 3,455

Loans to and other receivables from related parties of the Group and the Company as at 31 December 2010 and 2009

were denominated entirely in Thai Baht and other functional currencies of foreign subsidiaries.

Trade accounts payable to related parties Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Other related companies

Berli Jucker PCL. 792 718 - -

Thai Beverage Can Ltd. 85 85 - -

Plantheon Trading Co., Ltd. 63 21 - -

Pisetkij Co., Ltd. 22 29 - -

PS Recycle Co., Ltd. 20 23 - -

Others 8 14 - -

Total 990 890 - -

153

Consolidate

d fi

nancia

l sta

tem

ents

Separa

te fi

nancia

l sta

tem

ents

2010

2009

2010

2009

Sho

rt-t

erm

loan

s fr

om a

ndot

her

paya

bles

to

rela

ted

part

ies

Short

-term

loans

from

Oth

er

paya

ble

sTo

tal

Short

-term

loans

from

Oth

er

paya

ble

sTo

tal

Short

-term

loans

from

Oth

er

paya

ble

sTo

tal

Short

-term

loans

from

Oth

er

paya

ble

sTo

tal

(in m

illion B

aht)

Sub

sidi

arie

s

Beer

Thip

Bre

wery

(1

99

1)

Co.,

Ltd

.-

--

--

-8

21

59

7-

16

16

Sangso

m C

o.,

Ltd

.-

--

--

-6

26

66

32

13

51

11

46

Fuengfu

anant

Co.,

Ltd

.-

--

--

-9

01

91

22

52

22

7

Mongkols

am

ai C

o.,

Ltd

.-

--

--

--

11

51

15

2

Thanapakdi C

o.,

Ltd

.-

--

--

-6

31

64

53

15

4

Kanchanasi

ngkorn

Co.,

Ltd

.-

--

--

--

11

33

42

33

6

Sura

Pis

et

Thip

para

t C

o.,

Ltd

.-

--

--

-6

1-

61

--

-

Sura

Bangyi

khan C

o.,

Ltd

.-

--

--

--

--

34

0-

34

0

Ath

imart

Co.,

Ltd

.-

--

--

-4

32

14

33

49

62

49

8

S.S

. K

arn

sura

Co.,

Ltd

.-

--

--

-2

21

23

34

02

34

2

Kankw

an C

o.,

Ltd

.-

--

--

-3

22

23

24

40

02

40

2

Theparu

noth

ai C

o.,

Ltd

.-

--

--

--

11

28

91

29

0

Unit

ed W

inery

and D

isti

llery

Co.,

Ltd

.-

--

--

--

--

11

41

11

5

Sim

ath

ura

kij C

o.,

Ltd

.-

--

--

-3

92

41

--

-

Nate

echai C

o.,

Ltd

.-

--

--

-1

94

11

95

16

81

16

9

Luckchai Liq

uor

Tra

din

g

Co.,

Ltd

.-

--

--

-7

5-

75

13

11

4

Pom

kit

Co.,

Ltd

.-

--

--

-1

88

11

89

84

18

5

Pom

kung C

o.,

Ltd

.-

--

--

-1

13

11

14

-1

1

Pom

chok C

o.,

Ltd

.-

--

--

--

11

20

12

1

Pom

charo

en C

o.,

Ltd

.-

--

--

-6

5-

65

45

-4

5

Pom

bura

pa C

o.,

Ltd

.-

--

--

-1

33

11

34

10

11

1

Pom

pala

ng C

o.,

Ltd

.-

--

--

--

11

--

-

Pom

nakorn

Co.,

Ltd

.-

--

--

--

--

43

-4

3

Num

Kijja

karn

Co.,

Ltd

.-

--

--

-4

29

54

34

69

15

69

6

Num

Pala

ng C

o.,

Ltd

.-

--

--

-1

93

11

94

21

21

21

3

Num

Muang C

o.,

Ltd

.-

--

--

-3

92

23

94

32

42

32

6

Num

Nakorn

Co.,

Ltd

.-

--

--

-2

35

12

36

55

15

6

Num

Thura

kij C

o.,

Ltd

.-

--

--

-1

43

21

45

29

82

30

0


Consolidate

d fi

nancia

l sta

tem

ents

Separa

te fi

nancia

l sta

tem

ents

2010

2009

2010

2009

Sho

rt-t

erm

loan

s fr

om a

ndot

her

paya

bles

to

rela

ted

part

ies

Short

-term

loans

from

Oth

er

paya

ble

sTo

tal

Short

-term

loans

from

Oth

er

paya

ble

sTo

tal

Short

-term

loans

from

Oth

er

paya

ble

sTo

tal

Short

-term

loans

from

Oth

er

paya

ble

sTo

tal

(in m

illion B

aht)

Sub

sidi

arie

s (c

onti

nued

)

Num

rungro

d C

o.,

Ltd

.-

--

--

-2

66

32

69

49

91

50

0

Num

thip

Co.,

Ltd

.-

--

--

-2

23

12

24

19

01

19

1

Thip

chalo

thorn

Co.,

Ltd

.-

--

--

-1

33

11

34

61

51

61

6

Kri

ttaya

bun C

o.,

Ltd

.-

--

--

--

11

28

41

28

5

Sura

thip

Co.,

Ltd

.-

--

--

-7

5-

75

-1

1

Sunth

ronpir

om

Co.,

Ltd

.-

--

--

-8

51

86

55

25

7

Pir

om

sura

ng C

o.,

Ltd

.-

--

--

--

11

46

14

7

Thai B

eve

rage E

nerg

y C

o.,

Ltd

.-

--

--

-1

52

11

53

83

-8

3

Thai M

ola

sses

Co.,

Ltd

.-

--

--

-1

27

-1

27

13

21

13

3

Thai C

oopera

ge C

o.,

Ltd

.-

--

--

-1

-1

4-

4

Feed A

ddit

ion C

o.,

Ltd

.-

--

--

-2

9-

29

28

-2

8

Pan I

nte

rnati

onal (T

hailand)

Co.,

Ltd

.-

--

--

-1

4-

14

51

6

Charu

n B

usi

ness

52

Co.,

Ltd

.-

--

--

-8

-8

7-

7

Thai B

eve

rage L

ogis

tics

Co.,

Ltd

.-

--

--

--

11

13

8-

13

8

Thai B

eve

rage M

ark

eti

ng C

o.,

Ltd

.-

--

--

-6

63

16

64

40

51

40

6

Dhanasi

ndhi C

o.,

Ltd

.-

--

--

--

--

14

-1

4

Dhosp

aak C

o.,

Ltd

.-

--

--

--

44

44

-4

24

2

Thai B

eve

rage T

rain

ing C

o.,

Ltd

.-

--

--

-1

7-

17

--

-

Cosm

os

Bre

wery

(Thailand)

Co.,

Ltd

.-

--

--

-2

10

32

13

14

21

6

Beer

Chang C

o.,

Ltd

.-

--

--

-7

18

-1

1

Thai D

rinks

Co.,

Ltd

.-

--

--

-4

82

50

--

-

Tota

l sub

sidi

arie

s-

--

--

-5

,95

51

10

6,0

65

7,2

59

11

47

,37

3

155

Consolidate

d fi

nancia

l sta

tem

ents

Separa

te fi

nancia

l sta

tem

ents

2010

2009

2010

2009

Sho

rt-t

erm

loan

s fr

om a

ndot

her

paya

bles

to

rela

ted

part

ies

Short

-term

loans

from

Oth

er

paya

ble

sTo

tal

Short

-term

loans

from

Oth

er

paya

ble

sTo

tal

Short

-term

loans

from

Oth

er

paya

ble

sTo

tal

Short

-term

loans

from

Oth

er

paya

ble

sTo

tal

(in m

illion B

aht)

Rel

ated

com

pani

es

Thai A

lcohol P

CL.

-8

68

6-

83

83

--

--

--

Pla

za A

thenee H

ote

l (T

hailand)

Co.,

Ltd

.-

17

17

-1

61

6-

44

-3

3

South

east

Capit

al C

o.,

Ltd

.-

14

14

-1

41

4-

33

-2

2

The S

outh

east

Insu

rance C

o.,

Ltd

.-

12

12

-4

4-

--

--

-

T.C

.C.

Technolo

gy

Co.,

Ltd

.-

10

10

-1

11

1-

10

10

-1

01

0

BJC

Indust

rial and T

radin

g C

o.,

Ltd

.-

77

-6

6-

--

--

-

Oth

ers

-1

71

7-

20

20

-1

1-

33

Tota

l rel

ated

com

pani

es-

16

31

63

-1

54

15

4-

18

18

-1

81

8

Tota

l-

16

31

63

-1

54

15

45

,95

51

28

6,0

83

7,2

59

13

27

,39

1

Short

-term

loans

from

and o

ther

paya

ble

s to

rela

ted p

art

ies

of

the G

roup a

nd t

he C

om

pany

as

at

31

Decem

ber

20

10

and 2

00

9 w

ere

denom

inate

d e

nti

rely

in T

hai

Baht

and o

ther

functi

onal

curr

encie

s

of

fore

ign s

ubsi

dia

ries.


Consolidate

d fi

nancia

l sta

tem

ents

Separa

te fi

nancia

l sta

tem

ents

2010

2009

2010

2009

Long

-ter

m lo

ans

from

and

oth

er p

ayab

les

to r

elat

ed p

arti

esLong-t

erm

loans

from

Oth

er

paya

ble

sTo

tal

Long-t

erm

loans

from

Oth

er

paya

ble

sTo

tal

Long-t

erm

loans

from

Oth

er

paya

ble

sTo

tal

Long-t

erm

loans

from

Oth

er

paya

ble

sTo

tal

(in m

illion B

aht)

Sub

sidi

arie

s

Beer

Thip

Bre

wery

(1

99

1)

Co.,

Ltd

.-

--

--

-3

,56

4-

3,5

64

3,8

65

-3

,86

5

Sangsom

Co.,

Ltd

.-

--

--

--

--

21

6-

21

6

Fuengfu

anant

Co.,

Ltd

.-

--

--

-1

51

-1

51

25

5-

25

5

Thanapakdi C

o.,

Ltd

.-

--

--

-1

76

-1

76

14

9-

14

9

Mongkols

am

ai C

o.,

Ltd

.-

--

--

-2

41

-2

41

27

0-

27

0

Kanchanasin

gkorn

Co.,

Ltd

.-

--

--

-2

19

-2

19

23

0-

23

0

S.S

. K

arn

sura

C

o.,

Ltd

.-

--

--

-1

55

-1

55

12

0-

12

0

Kankw

an C

o.,

Ltd

.-

--

--

-9

0-

90

16

5-

16

5

Theparu

noth

ai C

o.,

Ltd

.-

--

--

-2

41

-2

41

16

3-

16

3

Unit

ed W

inery

and D

isti

llery

Co.,

Ltd

.-

--

--

-1

76

-1

76

17

5-

17

5

Sim

ath

ura

kij C

o.,

Ltd

.-

--

--

-4

01

-4

01

--

-

Luckchai Liq

uor

Tra

din

g C

o.,

Ltd

.-

--

--

--

--

11

5-

11

5

Pom

kit

Co.,

Ltd

.-

--

--

-1

95

-1

95

19

5-

19

5

Pom

kung C

o.,

Ltd

.-

--

--

-2

0-

20

88

-8

8

Pom

chok C

o.,

Ltd

.-

--

--

-3

30

-3

30

29

4-

29

4

Pom

bura

pa C

o.,

Ltd

.-

--

--

-2

21

-2

21

29

6-

29

6

Pom

nakorn

Co.,

Ltd

.-

--

--

-9

2-

92

--

-

Num

Thura

kij C

o.,

Ltd

.-

--

--

-2

86

-2

86

13

5-

13

5

Num

Muang C

o.,

Ltd

.-

--

--

-2

35

-2

35

15

5-

15

5

Num

Nakorn

Co.,

Ltd

.-

--

--

-1

68

-1

68

28

0-

28

0

Num

Kijja

karn

Co.,

Ltd

.-

--

--

-9

47

-9

47

72

2-

72

2

Num

Pala

ng C

o.,

Ltd

.-

--

--

--

--

15

-1

5

Num

rungro

d C

o.,

Ltd

.-

--

--

-4

90

-4

90

--

-

Num

thip

Co.,

Ltd

.-

--

--

-6

4-

64

--

-

157

Consolidate

d fi

nancia

l sta

tem

ents

Separa

te fi

nancia

l sta

tem

ents

2010

2009

2010

2009

Long

-ter

m lo

ans

from

and

oth

er p

ayab

les

to r

elat

ed p

arti

esLong-t

erm

loans

from

Oth

er

paya

ble

sTo

tal

Long-t

erm

loans

from

Oth

er

paya

ble

sTo

tal

Long-t

erm

loans

from

Oth

er

paya

ble

sTo

tal

Long-t

erm

loans

from

Oth

er

paya

ble

sTo

tal

(in m

illion B

aht)

Sub

sidi

arie

s (c

onti

nued

)

Thip

chalo

thorn

Co.,

Ltd

.-

--

--

-1

40

-1

40

--

-

Kri

ttayabun C

o.,

Ltd

.-

--

--

-1

45

-1

45

20

8-

20

8

Sura

thip

Co.,

Ltd

.-

--

--

-1

49

-1

49

23

0-

23

0

Sunth

ronpir

om

Co.,

Ltd

.-

--

--

-4

11

-4

11

36

1-

36

1

Pir

om

sura

ng C

o.,

Ltd

.-

--

--

-1

62

-1

62

19

7-

19

7

Thai M

ola

sses C

o.,

Ltd

.-

--

--

-8

0-

80

22

-2

2

Feed A

ddit

ion C

o.,

Ltd

.-

--

--

-1

0-

10

10

-1

0

Pan I

nte

rnati

onal (T

hailand)

Co.,

Ltd

.-

--

--

-2

3-

23

25

-2

5

Charu

n B

usin

ess 5

2 C

o.,

Ltd

.-

--

--

-2

8-

28

25

-2

5

Thai C

oopera

ge C

o.,

Ltd

.-

--

--

-5

8-

58

57

-5

7

Cosm

os B

rew

ery

(Thailand)

Co.,

Ltd

.-

--

--

-4

71

-4

71

46

1-

46

1

Beer

Chang C

o.,

Ltd

. -

--

--

-1

95

-1

95

17

2-

17

2

Arc

ha B

eer

Co.,

Ltd

. -

--

--

-6

9-

69

72

-7

2

Tota

l sub

sidi

arie

s-

--

--

-1

0,4

03

-1

0,4

03

9,7

43

-9

,74

3

Rel

ated

com

pany

South

east

Capit

al C

o.,

Ltd

.-

--

-1

1-

--

--

-

Tota

l-

--

-1

11

0,4

03

-1

0,4

03

9,7

43

-9

,74

3

Long-t

erm

loans

from

and o

ther

paya

ble

s to

rela

ted p

art

ies

of

the G

roup a

nd t

he C

om

pany

as

at

31

Decem

ber

20

10

and 2

00

9 w

ere

denom

inate

d e

nti

rely

in T

hai

Baht.


Summary of loans from related parties Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Short-term loans - - 5,955 7,259

Long-term loans - - 10,403 9,743

Total loans from related parties - - 16,358 17,002

Movements during the years ended 31 December 2010 and 2009 of loans from related parties were as follows:

Loans from related parties Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Short-term loans

Subsidiaries

At 1 January - - 7,259 3,803

Increase - - 2,123 4,333

Decrease - - (3,427) (877)

At 31 December - - 5,955 7,259

Long-term loans

Subsidiaries

At 1 January - - 9,743 8,725

Increase - - 1,965 2,190

Decrease - - (1,305) (1,172)

At 31 December - - 10,403 9,743

Significant agreements with related parties

Supporting service agreements

The Company entered into supporting service agreements with subsidiaries for supporting service such as human resource,

administration, accounting, finance, public relations, public co-ordination, technology, law, secretary and share register

and internal audit for the period of one year from 1 January 2004 to 31 December 2004. Unless there are notifications

to terminate the agreement within 30 days before the expiry date, this agreement continues to be in effect for the successive

one year term. The subsidiaries are committed to pay a service fee at the rate of 0.5% of their principal revenue.

With effect from 1 January 2007, the supporting service fee rate was adjusted to 1% of the principal revenue. Service

fee rate was adjusted for development of new product, experiment and quality test, analysis, research and marketing survey

for new products and procurement of information.

Application service provisioning agreement

The Company entered into the application service provisioning agreement with T.C.C. Technology Co., Ltd., a related party,

for the provision of ongoing support and maintenance of the systems and infrastructure and is committed to pay system,

hardware and software rental fee and service fee on a monthly basis throughout the contract period for five years, effective

159

from 31 May 2006, under the fees and conditions stated in the contract. Subsequently, the Company entered into additional

agreements, based on the number of users, ended 31 July 2012.

Procurement agreement

Pan International (Thailand) Co., Ltd., the Company’s subsidiary, entered into the procurement agreements with other

subsidiaries, for necessary purchase and procurement services to the later subsidiaries. The procurement fee is 1% of the

value of goods and services purchased under such agreement.

Molasses purchase agreements

Thai Molasses Co., Ltd., the Company’s subsidiary, entered into molasses purchase and sale agreements with various

related companies in order to sell to other subsidiaries within the Group. The terms and conditions of these agreements

specify that the seller would sell molasses to the buyers in specified quantity, price, quality, delivery and received, payments,

responsibility, weight, sample analysis on molasses, and quality control, etc.

Glass bottle purchase and sale agreement

Thai Beverage Recycle Co., Ltd., the Company’s subsidiary, entered into the glass bottle purchase and sale agreement

with Berli Jucker PCL., a related party, to purchase various types of new glass bottles in order to sell to other subsidiaries

within the Group for a period of two years and eight months, effective from 1 May 2007 to 31 December 2009, under

the prices and conditions stated in the contract.

On 23 December 2009, the subsidiary entered into a new glass bottle purchase and sale agreement for a period of three years,

effective from 1 January 2010 to 31 December 2012, under the prices and conditions stated in the contract.

License agreements

- Three subsidiaries entered into license agreements with Beer Chang Co., Ltd., Archa Beer Co., Ltd., and Thai Beverage

Brands Co., Ltd., the Company’s subsidiaries, for rights and obligations for the sale of drinking water, soda water, beer,

draft beer and lager beer under the trade names of "CHANG", "ARCHA" and "FEDERBRAU". The subsidiaries are

committed to pay fees at a rate of 2% based on net sales at price, ex factory, excluding VAT and after deducting excise

tax, contributions to the health promotion fund and Thai Public Broadcasting Service.

- Sura Bangyikhan Co., Ltd., the Company’s subsidiary, entered into license agreements with 12 subsidiaries for the rights

to use trademarks for white spirits and Chiang - Chun blended spirits as stipulated in the agreement. The trademark fee

is from Baht 0.50 - 1.50 per bottle, based on the contents and size of the bottle. With effective from January 2010,

the trademark fee was adjusted to Baht 0.50 - 1.20 per bottle, based on the contents and size of the bottle.

Sales Distributor Agreements

Thai Beverage Marketing Co., Ltd., the Company's subsidiary, entered into sales distributor agreements with two subsidiaries

to sell beverage products under the prices and conditions stated in the agreements for five years, effective from 3 October

2008 to 2 October 2013.

Biogas purchase and sale agreement

Thai Beverage Energy Co., Ltd., the Company’s subsidiary, entered into biogas purchase and sale agreements with three related

companies for a period of 19 years, effective from the year 2009 to 2028, to supply biogas to use as a fuel source in spirits

distillery process under the price and conditions stated in the agreements. Subsequently in 2010, the aforementioned

agreements were made with additional two related companies for a period of 18 years, effective from the year 2010 to 2028.


Commitments with related parties

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Non-cancellable operating lease

commitments

Within one year 216 218 43 36

After one year but within five years 316 306 55 48

After five years - 4 - -

Total 532 528 98 84

Other commitments

Purchase molasses 1,613 1,056 - -

Sale molasses 171 - - -

Application service

provisioning agreement 27 79 27 79

Brewing supervision agreement 26 27 - -

Other agreements 9 11 33 40

Total 1,846 1,173 60 119

6. Cash and cash equivalents

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Cash on hand 47 68 - -

Cash at banks - current accounts 822 781 1 1

Cash at banks - saving accounts 1,387 1,678 22 128

Highly liquid short-term investments 1,103 63 - -

Total 3,359 2,590 23 129

161

The currency denomination of cash and cash equivalents as at 31 December was as follows:

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Thai Baht (THB) and other

functional currencies of

foreign subsidiaries 3,057 2,490 23 129

Hong Kong Dollars (HKD) 273 - - -

United States Dollars (USD) 28 69 - -

Others 1 31 - -

Total 3,359 2,590 23 129

7. Other investments

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Current investments

Short-term deposits at

financial institutions 1 4 - -

1 4 - -

Other long-term investments

Investment in government bonds 12 9 - -

Other non marketable equity

securities 6 6 - -

Less allowance for decline in

value of investments (4) (4) - -

14 11 - -

Total 15 15 - -

As at 31 December 2009, an indirect subsidiary invested in government bonds in the amount of Baht 8.5 million, bearing

interest rates at 5.90% and 4.25% per annum and maturity date in 2013 and 2014. The bonds has been pledged as a

collateral for electricity utilisation. Subsequently during 2010, the aforementioned indirect subsidiary invested additionally

in government bonds in the amount of Baht 3.66 million, bearing interest rate at 4.125% per annum and maturity date

in 2016. The bonds has been pledged as a collateral for natural gas utilisation

Other investments of the Group as at 31 December 2010 and 2009 were denominated entirely in Thai Baht.


8. Trade accounts receivable

Consolidated


Separate


Note 2010 2009 2010 2009

(in million Baht)

Related parties 5 21 144 - -

Other parties 1,937 2,089 - -

1,958 2,233 - -

Less allowance for

doubtful accounts (36) (183) - -

Net 1,922 2,050 - -

Bad debts and (reversal of) doubtful debts

expense for the year (3) 41 - -

Aging analyses for trade accounts receivable were as follows:

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Related parties

Within credit terms 21 97 - -

Overdue:

Less than 3 months - 35 - -

6-12 months - 12 - -

21 144 - -

Other parties

Within credit terms 1,750 1,887 - -

Overdue:

Less than 3 months 158 49 - -

3-6 months 7 1 - -

6-12 months 10 7 - -

Over 12 months 12 145 - -

1,937 2,089 - -

Less allowance for doubtful

accounts (36) (183) - -

1,901 1,906 - -

Net 1,922 2,050 - -

The normal credit term granted by the Group ranges from 7 days to 180 days.

163

The currency denomination of trade accounts receivable as at 31 December was as follows:

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)



foreign subsidiaries 1,919 2,049 - -

United States Dollars (USD) 3 1 - -

Total 1,922 2,050 - -

9. Inventories

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Finished goods 10,017 10,678 - -

Maturing spirits 9,028 9,237 - -

Work in progress 3,867 3,162 - -

Raw materials 2,548 1,835 - -

Packaging materials 823 736 - -

Spare parts 428 432 - -

Others 608 377 - -

27,319 26,457 - -

Less allowance for decline in value (173) (263) - -

Net 27,146 26,194 - -

The cost of inventories which is recognised as an expense and included in ‘cost of sale of goods’ for the year ended 31

December 2010 amounted to Baht 87,176 million (2009: Baht 76,267 million).


10. Other current assets

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Prepaid excise tax 743 774 - -

Refundable VAT 367 442 5 6

Refundable excise tax 231 324 - -

Prepaid expenses 189 171 10 5

Deposits 109 152 - -

Others 340 296 4 2

1,979 2,159 19 13

Less allowance for doubtful accounts (8) (10) - -

Net 1,971 2,149 19 13

The currency denomination of other current assets as at 31 December was as follows:

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Thai Baht (THB) and other functional

currencies of foreign subsidiaries 1,970 2,146 19 13

Others 1 3 - -

Total 1,971 2,149 19 13

11. Investments in subsidiaries

Separate


2010 2009

(in million Baht)

At 1 January 80,091 77,162

Acquisitions 2 43

Increase in share capital in subsidiaries - 2,886

Disposals (46) -

At 31 December 80,047 80,091

165

Investments in subsidiaries as at 31 December 2010 and 2009, and dividend income from those investments for the

years then ended were as follows:

Separate financial statements

Ownership interest Paid-up capital Cost method Dividend income

2010 2009 2010 2009 2010 2009 2010 2009

(%) (in million Baht)

Subsidiaries

Beer Thai (1991) PCL. 100.00 100.00 5,550 5,550 12,500 12,500 - -

Beer Thip Brewery (1991) Co., Ltd. 100.00 100.00 6,600 6,600 12,500 12,500 541 541

Sangsom Co., Ltd. 100.00 100.00 7,500 7,500 7,500 7,500 135 -

Fuengfuanant Co., Ltd. 100.00 100.00 900 900 900 900 87 62

Mongkolsamai Co., Ltd. 100.00 100.00 700 700 691 691 10 -

Thanapakdi Co., Ltd. 100.00 100.00 700 700 697 697 - -

Kanchanasingkorn Co., Ltd. 100.00 100.00 700 700 700 700 48 57

Sura Bangyikhan Co., Ltd. 100.00 100.00 4,000 4,000 4,000 4,000 968 764

Athimart Co., Ltd. 100.00 100.00 900 900 900 900 104 121

S.S. Karnsura Co., Ltd. 100.00 100.00 800 800 800 800 142 102

Kankwan Co., Ltd. 100.00 100.00 800 800 800 800 158 166

Theparunothai Co., Ltd. 100.00 100.00 700 700 700 700 121 106

Red Bull Distillery (1988) Co., Ltd. 100.00 100.00 5,000 5,000 5,000 5,000 395 215

United Winery and Distillery Co., Ltd. 100.00 100.00 1,800 1,800 1,800 1,800 95 76

Simathurakij Co., Ltd. 100.00 100.00 900 900 888 888 124 49

Nateechai Co., Ltd. 100.00 100.00 800 800 800 800 62 72

Luckchai Liquor Trading Co., Ltd. 100.00 100.00 800 800 766 766 26 57

Sura Piset Thipparat Co., Ltd. 100.00 100.00 1,000 1,000 1,010 1,010 - -

Pomthip Co., Ltd. 100.00 100.00 10 10 10 10 11 104

Pomkit Co., Ltd. 100.00 100.00 10 10 10 10 34 -

Pomkung Co., Ltd. 100.00 100.00 10 10 10 10 - 122

Pomchok Co., Ltd. 100.00 100.00 10 10 10 10 91 177

Pomcharoen Co., Ltd. 100.00 100.00 10 10 10 10 19 21

Pomburapa Co., Ltd. 100.00 100.00 10 10 10 10 81 119

Pompalang Co., Ltd. 100.00 100.00 10 10 10 10 - -

Pomnakorn Co., Ltd. 100.00 100.00 10 10 10 10 21 -

Num Yuk Co., Ltd. 100.00 100.00 10 10 10 10 364 369

Num Kijjakarn Co., Ltd. 100.00 100.00 10 10 10 10 681 1,046

Num Palang Co., Ltd. 100.00 100.00 10 10 10 10 129 302

Num Muang Co., Ltd. 100.00 100.00 10 10 10 10 354 430

Num Nakorn Co., Ltd. 100.00 100.00 10 10 10 10 212 244

Num Thurakij Co., Ltd. 100.00 100.00 10 10 10 10 291 341

Numrungrod Co., Ltd. 100.00 100.00 10 10 10 10 409 -

Numthip Co., Ltd. 100.00 100.00 10 10 10 10 171 -

Thipchalothorn Co., Ltd. 100.00 100.00 1 1 3 3 340 609



Ownership interest Paid-up capital Cost method Dividend income

2010 2009 2010 2009 2010 2009 2010 2009


Subsidiaries (continued)

Krittayabun Co., Ltd. 100.00 100.00 5 5 27 27 375 406

Surathip Co., Ltd. 100.00 100.00 1 1 7 7 150 221

Sunthronpirom Co., Ltd. 100.00 100.00 5 5 25 25 209 140

Piromsurang Co., Ltd. 100.00 100.00 5 5 24 24 118 89

Thai Beverage Energy Co., Ltd. 100.00 100.00 860 860 864 864 - -

Wrangyer Beverage (2008) Co., Ltd. 100.00 100.00 200 200 200 200 - -

Thai Molasses Co., Ltd. 99.72 99.72 40 40 35 35 74 41

Feed Addition Co., Ltd. 100.00 100.00 1 1 32 32 28 54

Pan International (Thailand) Co., Ltd. 100.00 100.00 1 1 34 34 29 19

Charun Business 52 Co., Ltd. 100.00 100.00 122 122 84 84 - -

Thai Cooperage Co., Ltd. 100.00 100.00 300 300 296 296 - -

Thai Beverage Recycle Co., Ltd. 100.00 100.00 123 123 134 134 128 54

Thai Beverage Logistics Co., Ltd. 100.00 100.00 1,012 1,012 1,012 1,012 - -

Thai Beverage Marketing Co., Ltd. 100.00 100.00 300 300 300 300 124 34

Dhanasindhi Co., Ltd. 100.00 100.00 20 20 24 24 29 52

Dhospaak Co., Ltd. 100.00 100.00 25 25 61 61 17 12

Thai Beverage Training Co., Ltd. 100.00 - 3 - 3 - - -

International Beverage

Holdings Limited

100.00 100.00 7,863 7,863 7,863 7,863 - -

Cosmos Brewery (Thailand) Co., Ltd. 100.00 100.00 1,667 1,667 4,139 4,139 22 -

Thai Beverage Brands Co., Ltd. 100.00 100.00 5 5 39 39 - -

Beer Chang Co., Ltd. 100.00 100.00 1 1 4,318 4,318 119 124

Archa beer Co., Ltd. 100.00 100.00 1 1 130 130 44 22

Sura Piset Phatra Lanna Co., Ltd. 100.00 100.00 1,000 1,000 1,015 1,015 - -

Oishi Group PCL. 89.26 89.93 375 375 6,206 6,253 600 698

Thai Drinks Co., Ltd. 100.00 100.00 60 60 60 60 - -

Total 54,306 54,303 80,047 80,091 8,290 8,238

167

Significant movements during the year ended 31 December 2010 of investment in subsidiaries were as follows:

(a) The Executive Board of Directors’ meeting held on 24 May 2010 unanimously approved in principle for 16 distilleries,

the Company’s subsidiaries, to purchase 23 Empty Bottle Inspection machines (E.B.I.) together with belt conveyor system,

amounting to Baht 387 million. This project will be invested in 2010 and 2011 in the amount of Baht 132 million and

Baht 255 million, respectively. Subsequently, all of the 16 distilleries had entered into the machine purchasing agreements

with an overseas company in the amount of JPY 370 million.

(b) The Executive Board of Directors’ meeting held on 21 June 2010 unanimously approved in principle for SPM Foods and

Beverages Company Limited, the Company’s indirect subsidiary, to purchase the machine for beverage production,

amounting to Baht 126 million. Subsequently, the aforementioned had entered into the machine purchasing agreement

with a related company in the amount of Baht 16.25 million.

(c) The Executive Board of Directors’ meeting held on 27 July 2010 unanimously approved in principle for International

Beverage Holdings (China) Limited, the Company’s indirect subsidiary, to increase its authorised share capital amounting

to HKD 17 million for an increase in the capital of Yunnan Yulinquan Liquor Co., Ltd., the subsidiary of the Company’s

indirect subsidiary, amounting to RMB 15 million. Subsequently, on 18 November 2010, International Beverage Holdings

(China) Limited received payment for the aforementioned its share capital.

(d) The Executive Board of Directors’ meeting held on 23 August 2010 unanimously approved in principle for Yunnan

Yulinquan Liquor Co., Ltd., the subsidiary of the Company’s indirect subsidiary, to acquire loan from a local financial

institution in Yunnan Province, People’s Republic of China in the amount not exceeding RMB 85 million or 70% of

appraisal value or total expenditures of production capacity of the expansion project, whichever is lower.

(e) In 2010, International Beverage Holdings Limited USA, Inc., a subsidiary of the indirect subsidiary, increased its authorised

share capital from USD 10.3 million to USD 11.8 million to fund its operations.


12. Investments in associates

Consolidated


2010 2009

(in million Baht)

At 1 January 128 112

Share of profits of investments - equity method 11 11

Translation of financial statement differences (16) 5

At 31 December 123 128

Investments in associates as at 31 December 2010 and 2009, and dividend income from those investments for the years

then ended were as follows:

Consolidated financial statements

Ownership

interest

Paid-up capital Cost method Equity method Dividend income

2010 2009 2010 2009 2010 2009 2010 2009 2010 2009


Associates

Held by subsidiaries of indirect

subsidiaries

Liquorland Limited 49.49 49.49 69 69 18 18 123 128 - -

Inver House Polska Limited 44.00 44.00 8 8 4 4 - - - -

Inver House Distribution SA 50.02 50.02 2 2 1 1 - - - -

Total 79 79 23 23 123 128 - -

169

Consoli

date

d f

inancia

l sta

tem

ents

Land

Land

impro

vem

ent

Buildin

g,

buildin

g a

nd

lease

hold

impro

vem

ent

Machin

ery

and

equip

ment

Oak

barrels

Furn

iture

,

fixt

ure

s

and o

ffice

equip

ment

Vehic

les

Ass

ets

under

const

ruction

and

inst

allation

Tota

lCost

Surp

lus

on

land

reva

luation

Tota

l

(in m

illion B

aht)

Cost

/ rev

alua

tion

At

1 J

anuary

20

09

7,8

67

4,2

63

12

,13

01

,44

91

7,4

70

42

,73

82

,71

98

60

2,6

14

75

38

0,7

33

Addit

ions

21

-2

12

15

65

65

81

33

25

41

,34

02

,47

9

Tra

nsfe

rs(3

7)

-(3

7)

15

45

86

15

11

41

-(1

,10

3)

-

Dis

posals

--

-(1

)(2

0)

(17

2)

(11

)(2

6)

(49

)-

(27

9)

Tra

nsla

tion d

iffe

rences

o

n c

onsolidati

on

1-

1-

37

31

13

(1)

(1)

-8

0

At

31

Dec

embe

r 2

00

9 a

nd

1

Jan

uary

20

10

7,8

52

4,2

63

12

,11

51

,46

51

8,1

01

43

,77

72

,74

01

,00

72

,81

89

90

83

,01

3

Addit

ions

15

4-

15

42

20

93

54

10

14

14

25

2,0

16

3,3

11

Tra

nsfe

rs-

--

26

1,1

35

48

6-

(78

)-

(1,5

69

)-

Dis

posals

--

--

(22

)(1

92

)(6

)(3

8)

(93

)-

(35

1)

Tra

nsla

tion d

iffe

rences

o

n c

onsolidati

on

(2)

-(2

)(1

)(1

18

)(1

20

)(3

5)

(1)

(1)

(6)

(28

4)

At

31

Dec

embe

r 2

01

08

,00

44

,26

31

2,2

67

1,4

92

19

,30

54

4,3

05

2,7

09

1,0

31

3,1

49

1,4

31

85

,68

9

13

. P

rope

rty,

pla

nt a

nd e

quip

men

t

Annual Report 2010 | Thai Beverage Public Company Limited 170C

onsoli

date

d f

inancia

l sta

tem

ents

Land

Land

impro

vem

ent

Buildin

g,

buildin

g a

nd

lease

hold

impro

vem

ent

Machin

ery

and

equip

ment

Oak

barrels

Furn

iture

,

fixt

ure

s

and o

ffice

equip

ment

Vehic

les

Ass

ets

under

const

ruction

and

inst

allation

Tota

lCost

Surp

lus

on

land

reva

luation

Tota

l

(in m

illion B

aht)

Dep

reci

atio

n an

d im

pairm

ent lo

sses

At

1 J

anuary

20

09

--

-6

45

7,1

66

28

,67

11

,58

85

92

2,4

90

34

1,1

55

Depre

cia

tion c

harg

e f

or

the y

ear

--

-9

08

45

3,0

70

13

11

19

48

-4

,30

3

Tra

nsf

ers

--

--

-(1

1)

11

1(1

)-

-

Dis

posa

ls-

--

( 1

)(1

6)

(14

3)

(5)

(22

)(4

3)

-(2

30

)

Eff

ect

of

move

ment

in

e

xchange r

ate

s-

--

-1

32

07

-(1

)-

39

At

31

Dec

embe

r 2

00

9 a

nd

1

Jan

uary

20

10

--

-7

34

8,0

08

31

,60

71

,73

26

90

2,4

93

34

5,2

67

Depre

cia

tion c

harg

e f

or

the y

ear

--

-9

09

01

3,1

05

12

91

21

79

-4

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5

Tra

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ers

--

--

25

7-

(58

)(1

)-

-

Dis

posa

ls-

--

-(1

6)

(16

5)

(4)

(37

)(8

5)

(1)

(30

8)

Eff

ect

of

move

ment

in e

xchange

rate

s

--

-(1

)(4

8)

(68

)(2

1)

--

-(1

38

)

A

t 3

1 D

ecem

ber

20

10

--

-8

23

8,8

47

34

,53

61

,83

67

16

2,4

86

24

9,2

46

Net

boo

k va

lue

At 1

Jan

uary

200

9

Ow

ned a

ssets

7,8

67

4,2

63

12

,13

08

04

10

,30

41

4,0

64

1,1

31

26

81

20

75

03

9,5

71

Ass

ets

under

finance l

ease

s-

--

--

3-

-4

-7

7,8

67

4,2

63

12

,13

08

04

10

,30

41

4,0

67

1,1

31

26

81

24

75

03

9,5

78

At

31

Dec

embe

r 2

00

9 a

nd

1 J

anua

ry 2

01

0

Ow

ned a

ssets

7,8

52

4,2

63

12

,11

57

31

10

,09

31

2,1

60

1,0

08

31

73

23

98

73

7,7

34

Ass

ets

under

finance l

ease

s-

- -

--

10

--

2-

12

7,8

52

4,2

63

12

,11

57

31

10

,09

31

2,1

70

1,0

08

31

73

25

98

73

7,7

46

At

31

Dec

embe

r 2

01

0

Ow

ned a

ssets

8,0

04

4,2

63

12

,26

76

69

10

,45

89

,76

98

73

31

56

60

1,4

29

36

,44

0

Ass

ets

under

finance l

ease

s-

--

--

--

-3

-3

8,0

04

4,2

63

12

,26

76

69

10

,45

89

,76

98

73

31

56

63

1,4

29

36

,44

3

171

Property, plant and equipment under construction

As at 31 December 2010, an indirect subsidiary had assets under construction and installation for PET bottling beverage

production by Cold Aseptic Filling project and UHT packing machine project totalling Baht 1,244.13 million (2009: Baht

32.10 million).

Capitalised borrowing costs relating to the acquisition of the aforementioned project amounted to Baht 4.98 million (2009: nil),

with a capitalization rate of 1.30 – 2.92% per annum (2009: not applicable) (see note 28).

The gross amount of the Group’s fully depreciated plant and equipment that was still in use as at 31 December 2010

amounted to Baht 23,865 million (2009: Baht 10,521 million).

The carrying amount of idle land which is held for planned future business operations as at 31 December 2010 amounted

to Baht 1,221 million (2009: Baht 1,222 million).


Leasehold

improvements

Furniture,

fixtures and

office equipment Vehicles

Assets under

construction

and installation Total

(in million Baht)

Cost

At 1 January 2009 - 109 22 - 131

Additions - 15 3 18 36

Disposals - (1) (7) - (8)

At 31 December 2009 and

1 January 2010 - 123 18 18 159

Additions 2 8 - 1 11

Transfers 8 8 - (16) -

Disposals - (1) - - (1)

At 31 December 2010 10 138 18 3 169

Depreciation and impairment losses

At 1 January 2009 - 62 14 - 76

Depreciation charge for the year - 23 4 - 27

Disposals - (1) (6) - (7)


1 January 2010 - 84 12 - 96

Depreciation charge for the year 2 22 3 - 27

Disposals - (1) - - (1)

At 31 December 2010 2 105 15 - 122

Net book value

At 1 January 2009 - 47 8 - 55


1 January 2010 - 39 6 18 63

At 31 December 2010 8 33 3 3 47


The gross amount of the Company’s fully depreciated equipment, leasehold improvement and vehicles that was still in use

as at 31 December 2010 amounted to Baht 79 million (2009: Baht 4 million).

14. Intangible assets


Goodwill

Computer

software Trademarks Licences Total

(in million Baht)

Cost

At 1 January 2009 3,198 94 331 6 3,629

Additions 3 14 57 12 86

Acquisition through

business combinations 61 - - - 61

Translation differences on

consolidation 13 - (3) - 10


1 January 2010 3,275 108 385 18 3,786

Additions 1 28 2 - 31

Disposals (32) - - - (32)


consolidation (41) - (7) - (48)

At 31 December 2010 3,203 136 380 18 3,737

Amortisation and impairment losses

At 1 January 2009 164 27 260 - 451

Amortisation charge for the year - 15 27 2 44


consolidation 6 - (2) - 4


1 January 2010 170 42 285 2 499

Amortisation charge for the year - 17 37 1 55


consolidation (16) - (2) - (18)

At 31 December 2010 154 59 320 3 536

Net book value

At 1 January 2009 3,034 67 71 6 3,178


1 January 2010 3,105 66 100 16 3,287

At 31 December 2010 3,049 77 60 15 3,201

173

Separate


Computer software

(in million Baht)

Cost


Additions 4

At 31 December 2009 and 1 January 2010 55

Additions 2




Amortisation charge for the year 9




Net book value




15. Leasehold rights

Consolidated


(in million Baht)

Cost


Additions 116

Translation differences on consolidation (5)


Additions -

Translation differences on consolidation (8)



Consolidated


(in million Baht)







Net book value




16. Other non-current assets

Consolidated


Separate


Note 2010 2009 2010 2009

(in million Baht)

Advance payments to

a specialist 34 1,679 1,729 315 324

Deposits 187 293 - 2

Idle land 106 106 - -

Others 128 94 - -

Total 2,100 2,222 315 326

17. Interest-bearing liabilities

Consolidated


Separate


Note 2010 2009 2010 2009

(in million Baht)

Current

Bank overdrafts

Secured 566 655 - -

Unsecured 2 - - -

175

Consolidated


Separate


Note 2010 2009 2010 2009

(in million Baht)

Short-term loans from financial

institutions

Letter of comfort 94 163 - -

Unsecured 5,600 4,900 5,000 3,100

Bank overdrafts and short-term

loans from financial institutions 6,262 5,718 5,000 3,100

Current portion of long-term loans

from financial institutions

Unsecured 2,500 3,765 2,500 3,765

Short-term loans from related parties

Unsecured 5 - - 5,955 7,259

8,762 9,483 13,455 14,124

Non-current

Long-term loans from financial

institutions

Unsecured 600 2,500 - 2,500

Long-term loans from related parties

Unsecured 5 - - 10,403 9,743

600 2,500 10,403 12,243

Total 9,362 11,983 23,858 26,367

The periods to maturity of interest-bearing liabilities as at 31 December were as follows:

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Within one year 8,762 9,483 13,455 14,124

After one year but within five years 600 2,500 10,403 12,243

Total 9,362 11,983 23,858 26,367


The principal features of the borrowings were as follows:

(a) Bank overdrafts are repayable on demand. As at 31 December 2010, the Group had total overdraft facilities amounting to

Baht 4,411 million (2009: Baht 4,003 million) which are partially supported by letters of comfort issued by the Company.

(b) Short-term loans from financial institutions. As at 31 December 2010, the Group had short-term loan facilities from

several financial institutions totalling Baht 37,671 million (2009: Baht 30,900 million) of money market rates quoted

by banks. The facilities are supported by unsecured promissory notes issued by the Group to several domestic financial

instition totaling Baht 5,600 million and to an overseas financial institution amounting to Baht 94 million and by a

letter of comfort issued by the Company, totalling Baht 5,694 million (2009: Baht 5,063 million).

On 27 February 2009, the Board of Directors approved the issuance and offering of short-term bill of exchange in the

amount not exceeding Baht 10,000 million.

(c) In 2007, the Company entered into a long-term loan agreement with a financial institution in the amount of Baht

4,500 million which is to be repaid monthly in 12 installments, Baht 375 million each, commencing in February

2009. Interest is payable monthly at 5.60% per annum for the first year and 5.75% per annum afterwards.

Subsequently, the Company has been granted the reduction of interest rate to 4.50% per annum for the first year and

4.75% per annum afterwards. The last installment of long-term loan was paid in January 2010.

In 2008, the Company entered into a long-term loan agreement with a financial institution amounting to Baht 3,190

million which is to be repaid monthly in 11 installments, Baht 300 million each for the first 10 installments and Baht

190 million for the last installment, from 30 December 2009 to 29 October 2010 with a fixed interest payable monthly

at 5% per annum. The last installment for long-term loan was paid in October 2010.

In November 2009, the Company entered into long term loans with two financial institutions amounting to Baht 3,000

million which is to be repaid monthly in six installments, Baht 500 million each, commencing from December 2010

to May 2011, interest is payable monthly at 2.11% per annum.

In November 2010, an indirect subsidiary entered into long term loans with a financial institution amounting to Baht

600 million which is to be repaid monthly in six installments, Baht 100 million each, commencing from May 2012

to October 2012, interest is payable monthly at 2.92% per annum.

Interest-bearing liabilities of the Group and the Company as at 31 December 2010 and 2009 were denominated entirely

in Thai Baht and other functional currencies of foreign subsidiaries.

177

18. Trade accounts payable

Consolidated


Separate


Note 2010 2009 2010 2009

(in million Baht)

Related parties 5 990 890 - -

Other parties 2,767 2,250 - -

Total 3,757 3,140 - -

The currency denomination of trade accounts payable as at 31 December was as follows:

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)



foreign subsidiaries 3,465 2,855 - -

Australia Dollars (AUD) 225 122 - -

Euro (EUR) 56 109 - -

Others 11 54 - -

Total 3,757 3,140 - -

19. Other current liabilities

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Accrued expenses 795 865 75 95

Value added tax payable 865 835 42 36

Accrued promotion expense 459 363 - -

Assets payable 552 350 3 9

Advanced payments from

customers for purchase of goods 425 204 - -

Outstanding cheque paid for

excise tax - 171 - -

Withholding tax payable 107 110 20 17

Others 258 191 4 2

Total 3,461 3,089 144 159


The currency denomination of other current liabilities as at 31 December was as follows:

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)



foreign subsidiaries 3,175 3,065 144 158

Japanese (Yen) 253 - - -

Others 33 24 - 1

Total 3,461 3,089 144 159

20. Share capital

Par value 2010 2009

per share Number Baht Number Baht

(in Baht) (million shares / million Baht)

Authorised

At 1 January

- ordinary shares 1 29,000 29,000 29,000 29,000

At 31 December

- ordinary shares 1 29,000 29,000 29,000 29,000

Issued and paid-up

At 1 January

- ordinary shares 1 25,110 25,110 25,110 25,110

At 31 December

- ordinary shares 1 25,110 25,110 25,110 25,110

21. Additional paid-in capital and reserves

Share premium

Section 51 of the Public Companies Act B.E. 2535 requires companies to set aside share subscription monies received in

excess of the par value of the shares issued to a reserve account (“share premium”). Share premium is not available for

dividend distribution.

Legal reserve

Section 116 of the Public Companies Act B.E. 2535 requires that a company shall allocate not less than 5% of its annual

net profit, less any accumulated losses brought forward, to a reserve account (“legal reserve”), until this account reaches

an amount not less than 10% of the registered authorised capital. The legal reserve is not available for dividend distribution.

179

Currency translation differences

The currency translation differences account within equity comprises all foreign currency differences arising from the

translation of the financial statements of foreign operations, as well as from the translation of liabilities that hedge the Company’s

net investment in a foreign operation.

Fair value changes

The fair value changes account within equity comprises the cumulative net change in the fair value of available-for-sale financial

assets until the investments are derecognised or impaired.

Valuation changes

The valuation changes account within equity cumulative net change in the valuation of property, plant and equipment included

in the financial statements at valuation until such property, plant and equipment is sold or otherwise disposed of.

22. Segment information

Segment information is presented in respect of the Group’s business and geographical segments. The primary format,

business segments, is based on the Group’s management and internal reporting structure.

Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated

on a reasonable basis.

In preparing segmental information, those liabilities and related interest expense that are not specifically attributable to

a particular segment are allocated on a percentage of net assets basis. Management believes this to be a fair indication

of the actual use of the liabilities.

Business segments

The Group comprises the following main business segments:

Spirits Production and sales of branded spirits products (mostly outside the group);

Beer Production and sales of branded beer products (mostly outside the group);

Non-alcoholic beverages Production and sales of branded soda, water, ready-to-drink coffee, energy drink,

green tea and fruit juice flavour (mostly outside the group); and

Food Japanese restaurants, bakery shops and distribution of food and beverage

(mostly outside the group)

Geographical segments

Operating units of the Group are mainly located in Thailand. Portions of product produced from these units are exported

directly or indirectly through foreign subsidiaries to external customers. Certain operating units of subsidiaries are located

in foreign countries.

In presenting information on the basis of geographical segments, segment revenue is based on the geographical location

of customers. Segment assets are based on the geographical location of the assets.


Non-a

lcoholic

Spir

its

Beer

bevera

ges

Food

Elim

inati

on

Tota

l

20

10

20

09

20

10

20

09

20

10

20

09

20

10

20

09

20

10

20

09

20

10

20

09

(in m

illion B

aht)

Revenue f

rom

sale

of

goods

77

,03

46

9,7

33

33

,72

93

0,1

96

6,6

11

4,9

16

4,0

75

3,2

98

(88

)(1

74

)1

21

,36

11

07

,96

9

Inte

rest

incom

e8

52

41

22

5-

-1

31

6

Oth

er

incom

e2

64

18

39

23

23

29

30

17

14

(41

)(2

77

)3

61

27

3

Tota

l in

com

e7

7,3

06

69

,92

13

3,8

23

30

,52

36

,64

14

,94

84

,09

43

,31

7(1

29

)(4

51

)1

21

,73

51

08

,25

8

Cost

of

sale

of

goods

52

,04

64

5,5

40

28

,81

22

5,9

30

4,7

22

3,1

30

2,6

16

2,0

54

(99

)(4

5)

88

,09

77

6,6

09

Sellin

g e

xpenses

2,1

16

1,6

21

4,2

30

3,6

45

84

15

60

12

81

31

(28

)(1

73

)7

,28

75

,78

4

Adm

inis

trati

ve e

xpenses

6,2

75

5,9

90

3,0

91

2,9

42

79

66

50

1,1

27

96

2(2

)(2

33

)1

1,2

87

10

,31

1

Tota

l ex

pens

es6

0,4

37

53

,15

13

6,1

33

32

,51

76

,35

94

,34

03

,87

13

,14

7(1

29

)(4

51

)1

06

,67

19

2,7

04

Pro

fit (

loss

) be

fore

fi

nanc

e co

sts

and

in

com

e ta

x ex

pens

e1

6,8

69

16

,77

0(2

,31

0)

(1,9

94

)2

82

60

82

23

17

0-

-1

5,0

64

15

,55

4

Fin

ance c

osts

16

13

01

73

20

62

13

24

10

--

25

95

49

Pro

fit (

loss

) be

fore

in

com

e ta

x ex

pens

e1

6,7

08

16

,46

9(2

,38

3)

(2,2

00

)2

61

57

62

19

16

0-

-1

4,8

05

15

,00

5

Incom

e t

ax e

xpense

4,9

24

4,8

33

(75

5)

(56

8)

(11

8)

88

33

9-

-4

,08

44

,36

2

Pro

fit (

loss

) fo

r th

e pe

riod

11

,78

41

1,6

36

(1,6

28

)(1

,63

2)

37

94

88

18

61

51

--

10

,72

11

0,6

43

Bus

ines

s se

gmen

ts r

esul

ts

181

Spir

its

Beer

Non-a

lcoholic b

evera

ges

Food

Tota

l

20

10

20

09

20

10

20

09

20

10

20

09

20

10

20

09

20

10

20

09

(in m

illion B

aht)

Invento

ries

21

,71

22

1,0

24

4,3

31

4,5

34

1,0

00

54

71

03

89

27

,14

62

6,1

94

Pro

pert

y, p

lant

a

nd e

quip

ment

18

,91

42

0,0

68

12

,74

61

4,5

77

4,0

18

2,4

58

76

56

43

36

,44

33

7,7

46

Oth

er

assets

7,9

77

6,7

35

1,9

25

2,4

61

2,6

39

2,7

00

1,1

72

1,3

14

13

,71

31

3,2

10

Tota

l Ass

ets

48

,60

34

7,8

27

19

,00

22

1,5

72

7,6

57

5,7

05

2,0

40

2,0

46

77

,30

27

7,1

50

Inte

rest-

beari

ng lia

bilit

ies

5,8

08

7,3

25

2,1

09

3,7

37

1,2

88

70

71

57

21

49

,36

21

1,9

83

Oth

er

liabilit

ies

6,8

74

5,9

24

1,1

46

1,5

17

1,0

26

74

16

66

54

19

,71

28

,72

3

Tota

l lia

bilit

ies

12

,68

21

3,2

49

3,2

55

5,2

54

2,3

14

1,4

48

82

37

55

19

,07

42

0,7

06

Cap

ital

exp

endi

ture

Pro

pert

y, p

lant

and

e

quip

ment

1,0

19

1,0

39

42

89

58

1,5

58

21

53

06

26

73

,31

12

,47

9

Inta

ngib

le a

ssets

13

64

83

31

71

83

18

6

Leasehold

rig

hts

-1

16

--

--

--

-1

16

Depre

cia

tion

2,2

57

2,2

20

1,6

15

1,5

86

37

83

54

17

51

43

4,4

25

4,3

03

Am

ort

isati

on

45

34

55

43

13

12

67

54

Gain

on d

isposal of

assets

75

61

33

91

11

5-

-1

19

85

Bus

ines

s se

gmen

ts fi

nanc

ial

posi

tion


Geographic segments

The segment financial information of the Group based on geographical segments in the consolidated financial statements

for the years ended 31 December 2010 and 2009 were as follows:


Income

Property, plant

and equipment

2010 2009 2010 2009

(in million Baht)

Thailand 117,815 105,047 35,088 36,217

Overseas 3,920 3,211 1,355 1,529

Total 121,735 108,258 36,443 37,746

23. Other income

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Gain on disposal of assets 119 84 - 3

Gain on sale of investment 53 - 49 -

Revenue from sales of scraps 28 13 - -

Net gain on foreign exchange - 20 1 -

Others 151 145 8 9

Total 351 262 58 12

24. Selling expenses

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Marketing and advertising 6,599 5,352 - -

Transportation 465 282 - -

Commission 224 151 - -

Total 7,288 5,785 - -

183

25. Administrative expenses

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Personnel expenses 4,448 4,029 8 7

Idle capacity 1,985 2,231 - -

Travelling 672 792 1 -

Rental 762 658 1 -

Depreciation and amortisation 503 447 1 1

Donation 596 394 2 2

Hire and services 488 287 - -

Others 1,495 1,171 8 9

Total 10,949 10,009 21 19

26. Employee benefit expenses

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Management

Salaries and wages 170 153 170 153

Bonus 108 97 108 97

Contribution to defined benefit plans 2 2 2 2

Others 58 49 15 14

338 301 295 266

Other employees

Salaries and wages 4,619 4,226 275 246

Bonus 773 708 71 64

Overtime and perdiem allowance 382 292 10 12

Contribution to defined benefit plans 94 22 6 5

Others 960 843 58 47

6,828 6,091 420 374

Total 7,166 6,392 715 640

The defined contribution plans comprise provident funds established by the Group for its employees. Membership to the

funds is on a voluntary basis. Contributions are made monthly by the employees at rates ranging from 2% to 3% of their

basic salaries and by the Group at rates ranging from 2% to 3% of the employees’ basic salaries. The provident funds are

registered with the Ministry of Finance as juristic entities and are managed by a licensed Fund Manager.


27. Expenses by nature

The statements of income include an analysis of expenses by function. Expenses by nature disclosed in accordance with

the requirements of various TFRS were as follows:

Consolidated


Separate


2010 2009 2010 2009

Included in cost of sales of goods: (in million Baht)

Changes in inventories of finished

goods and work in progress 124 (4,169) - -

Raw materials, consumables and

excise tax used 82,330 67,270 - -

Employee benefit expenses 2,379 2,062 - -

Depreciation and amortisation 3,975 3,885 - -

Included in selling expenses:

Marketing and sales promotion

expenses 6,054 4,800 - -

Advertising and public relations 545 552 - -

Included in administrative expenses:

Employee benefit expenses 4,786 4,330 715 640

Depreciation and amortisation 518 471 35 37

Rental 762 658 30 20

28. Finance costs

Consolidated Separate

financial statements financial statements

Note 2010 2009 2010 2009

(in million Baht)

Interest expense:

Related parties 5 - - 728 704

Financial institutions 264 482 223 357

Others - 67 - 66

264 549 951 1,127

Less assets under construction (5) - - -

Net 259 549 951 1,127

185

29. Income tax expense

The current tax expense in the consolidated statement of income is less than the amount determined by applying the Thai

corporation tax rate to the accounting profit for the year principally because:

(a) the Group’s unutilised tax losses brought forward from the previous year have been utilised during the year to set-off

against the current year’s tax charge for 2010 amounted to Baht 101 million (2009: Baht 21 million).

(b) a significant portion of the Group’s profit was derived from promoted activities for which concessionary tax rates apply

for 2010 amounted to Baht 37 million (2009: Baht 2 million).

(c) of the different treatment for accounting and taxation purposes of certain items of income and expense of the Group

for 2010 amounted to Baht (261) million (2009: Baht (214) million).

(d) losses suffered by certain subsidiaries of the Group can not be set-off against the profits of subsidiaries of the Group

for tax purposes for 2010 amounted to Baht 41 million (2009: Baht 104 million).

(e) the Group has any adjustment to tax payable in respect of previous years for 2010 amounted to Baht 1 million (2009:

Baht (7) million).

The current tax expense in the separate statement of income is less than the amount determined by applying the Thai

corporation tax rate to the accounting profit for the year principally because:

(a) dividends are not subject to tax for 2010 amounted to Baht 2,487 million (2009: Baht 2,471 million).

(b) of the different treatment for accounting and taxation purposes of certain items of income and expense for 2010

amounted to Baht 16 million (2009: Baht 30 million).

(c) the Company has any adjustment to tax payable in respect of previous years for 2010 amounted to Baht 0.28 million.

30. Promotional privileges

Promotional privileges from the Board of Investment

By virtue of the provisions of the Industrial Investment Promotion Act of B.E. 2520, two subsidiaries have been granted

privileges by the Board of Investment relating to the production of bio-gas and the production of beverage. The privileges

granted include:

The production of bio-gas

(a) exemption from payment of import duty on machinery approved by the Board;

(b) exemption from payment of income tax for certain operations for a period of eight years from the date on which the

income is first derived from such operations;

(c) a 50% reduction in the normal tax rate on the net profit derived from certain operations for a period of five years,

commencing from the expiry date in (b) above; and


(d) exemption from income tax on dividend income derived from certain promoted operations of its subsidiaries for a period

of eight years.

The production of beverage

(a) exemption from payment of import duty on machinery approved by the Board;

(b) exemption from payment of income tax for certain operations for a period of eight years from the date on which the

income is first derived from such operations; and

(c) exemption from income tax on dividend income derived from certain promoted operations of its subsidiaries for a period

of eight years.

As promoted companies, the aforementioned subsidiaries must comply with certain terms and conditions prescribed in

the promotional certificates.

Summary of revenue from promoted and non-promoted businesses:

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Promoted businesses 4,071 3,658 - -

Non-promoted businesses 117,290 104,311 - -

Total 121,361 107,969 - -

Privileges granted to business operator in Free Zone

Also in 2004 another subsidiary was granted approval from the Customs Department to operate in a “Free Zone”, whereby

the subsidiary obtains privileges related to the payment of import and export taxes, valued added tax and excise tax. Various

other privileges are also granted.

187

31. Basic earnings per share

The calculations of basic earnings per share for the years ended 31 December 2010 and 2009 were based on the profit

for the years attributable to equity holders of the Company and the number of ordinary shares outstanding during the

years as follows:

Consolidated


Separate


2010 2009 2010 2009

(in million Baht / million shares)

Profit attributable to equity holders of

the Company (basic) 10,612 10,566 8,927 8,643

Number of ordinary shares outstanding 25,110 25,110 25,110 25,110

Basic earnings per share (in Baht) 0.42 0.42 0.36 0.34

32. Dividends

At the meeting of the Board of Directors held on 10 August 2010, the directors had adopted a resolution to approve the

interim dividend payment for the year 2010 of 25,110 million ordinary shares at Baht 0.15 per share, totalling Baht 3,766

million. The interim dividend was paid to shareholders on 8 September 2010.

At the annual general meeting of the shareholders of the Company held on 29 April 2010, the shareholders approved the

appropriation of dividend of Baht 0.33 per share, amounting to Baht 8,286 million. On 10 September 2009, the interim

dividend of Baht 0.15 per share was paid, totalling Baht 3,766 million. The remaining dividend of Baht 0.18 per share,

totalling Baht 4,520 million, was paid on 26 May 2010.

At the annual general meeting of the shareholders of the Company held on 29 April 2009, the shareholders approved the

appropriation of dividend of Baht 0.30 per share, amounting to Baht 7,533 million. On 11 September 2008, the interim

dividend of Baht 0.12 per share was paid, totalling Baht 3,013 million. The remaining dividend of Baht 0.18 per share,

totalling Baht 4,520 million, was paid on 27 May 2009.

33. Financial instruments

Financial risk management policies

The Group is exposed to normal business risks from changes in market interest rates and currency exchange rates and

from non-performance of contractual obligations by counterparties. The Group does not hold or issue derivative financial

instruments for speculative or trading purposes.

Risk management is integral to the whole business of the Group. The Group has a system of controls in place to create

and acceptable balance between the cost of risks occurring and the cost of managing the risks. The management continually

monitors the Group’s risk management process to ensure that an appropriate balance between risk and control is achieved.


Capital management

The Board’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to

sustain future development of the business. The Board monitors the return on capital, which the Group defines as result

from operating activities divided by total shareholders’ equity, excluding non-controlling interests and also monitors the

level of dividends to ordinary shareholders.

Interest rate risk

Interest rate risk is the risk that future movements in market interest rates will affect the results of the Group’s operations

and its cash flows because loan interest rates are mainly fixed. The Group is primarily exposed to interest rate risk from its

borrowings (Note 17). The Group mitigates this risk by ensuring that the majority of its borrowings are at fixed interest rates.

The effective interest rates of loans receivable as at 31 December and the periods in which the loans receivable mature

or re-price were as follows:


Effective

interest rate

Within

1 year

After 1

year but

within 5

years Total

(% per annum) (in million Baht)

2010

Current

Loans receivable - Related parties 5.00 1,977 - 1,977

Non-current

Loans receivable - Related parties 5.00 - 2,499 2,499

Total 1,977 2,499 4,476

2009

Current

Loans receivable - Related parties 5.00 2,642 - 2,642

Non-current

Loans receivable - Related parties 5.00 - 3,455 3,455

Total 2,642 3,455 6,097

189

The effective interest rates of interest-bearing financial liabilities as at 31 December and the periods in which those

liabilities mature or re-price were as follows:


Effective

interest rate

Within

1 year

After 1

year but

within 5

years Total


2010

Current

Bank overdrafts 2.52 568 - 568

Loans payable - Financial institutions 1.93 5,694 - 5,694

Current portion of long-term loans 2.11 2,500 - 2,500

Non-current

Loans payable - Financial institutions 2.92 - 600 600

Total 8,762 600 9,362

2009

Current

Bank overdrafts 2.50 655 - 655



Non-current

Loans payable - Financial institutions 2.11 - 2,500 2,500

Total 9,483 2,500 11,983



Effective

interest

rate

Within

1 year

After 1

year but

within 5

years Total


2010

Current



Loans payable - Related parties 5.00 5,955 - 5,955

Non-current

Loans payable - Related parties 5.00 - 10,403 10,403

Total 13,455 10,403 23,858

2009

Current



Loans payable - Related parties 5.00 7,259 - 7,259

Non-current

Loans payable - Financial institutions 2.11 - 2,500 2,500

Loans payable - Related parties 5.00 - 9,743 9,743

Total 14,124 12,243 26,367

Foreign currency risk

The Group is exposed to foreign currency risk relating to purchases and sales of goods which are denominated in foreign

currencies. The Group primarily utilises forward exchange contracts to hedge such financial assets and liabilities denominated

in foreign currencies. The forward exchange contracts entered into at the reporting date also relate to anticipated purchases

and sales, denominated in foreign currencies, for the subsequent period.

At 31 December, the Group and the Company were exposed to foreign currency risk in respect of financial assets and

liabilities denominated in the following currencies:

Consolidated


Separate


Note 2010 2009 2010 2009

(in million Baht)

United States Dollars

Cash and cash equivalents 6 28 69 - -

Trade accounts receivable 8 3 1 - -

Other current assets 1 2 - -

191

Consolidated


Separate


Note 2010 2009 2010 2009

(in million Baht)

Trade accounts payable (7) (7) - -

Other current liabilities (9) (18) - -

Gross balance sheet exposure 16 47 - -

Estimated forecast purchase of assets - (6) - -

Estimated forecast purchase of goods (749) (899) - -

Estimated forecast other liabilities (4) (3) - -

Gross exposure (737) (861) - -

Forwards to buy foreign currency 652 769 - -

Net exposure (85) (92) - -

Euro

Trade accounts payable 18 (56) (109) - -

Other current liabilities (21) (5) - -

Gross balance sheet exposure (77) (114) - -

Estimated forecast purchase of goods (813) (773) - -

Estimated forecast purchase of assets (718) (65) - -

Gross exposure (1,608) (952) - -

Forwards to buy foreign currency 1,352 778 - -

Net exposure (256) (174) - -

Great Britain Pound

Cash and cash equivalents 1 1 - -

Trade accounts payable (4) (47) - -

Other current liabilities (1) - - -


Estimated forecast purchases Goods (119) (51) - -

Estimated forecast purchase of Advertising (52) (67) - -

Estimated forecast purchase of assets (3) - - -



Net exposure (1) (12) - -

Australia Dollars

Trade accounts payable 18 (225) (122) - -


Estimated forecast purchases Goods (1,094) (495) - -

Gross exposure (1,319) (617) - -

Forwards to buy foreign currency 773 - - -

Net exposure (546) (617) - -


Consolidated


Separate


Note 2010 2009 2010 2009

(in million Baht)

Hong Kong Dollars

Cash and cash equivalents 6 273 30 - -

Other current assets - 1 - -

Gross exposure 273 31 - -

Japanese Yen

Other current liabilities 19 (253) - - -

Gross balance sheet exposure (253) - - -

Estimated forecast purchase of machinery (14) - - -

Estimated forecast purchase of assets - (512) - -

Forwards to buy foreign currency (65) - - -



Net exposure (129) - - -

Other foreign currencies

Other current liabilities (2) (1) (1) (1)

Gross balance sheet exposure (2) (1) (1) (1)

Forwards to sell foreign currency - (2) - -

Net exposure (2) (3) (1) (1)

Credit risk

Credit risk is the potential financial loss resulting from the failure of a customer or counterparty to settle its financial and

contractual obligations to the Group as and when they fall due.

Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. Credit evaluations

are performed on all customers requiring credit over a certain amount. At the reporting date there were no significant

concentrations of credit risk. The maximum exposure to credit risk is represented by the carrying amount of each financial

asset in the balance sheet. However, due to the large number of parties comprising the Group’s customer base, management

does not anticipate material losses from its debt collection.

Liquidity risk

The Group monitors its liquidity risk and maintains a level of cash and cash equivalents deemed adequate by management

to finance the Group’s operations and to mitigate the effects of fluctuations in cash flows.

Determination of fair values

A number of the Group’s accounting policies and disclosures require the determination of fair value, for both financial

and non-financial assets and liabilities. The fair value is the amount for which an asset could be exchanged, or a liability

193

settled, between knowledgeable, willing parties in an arm’s length transaction. Fair values have been determined for

measurement and/or disclosure purposes based on the following methods. When applicable, further information about the

assumptions made in determining fair values in disclosed in the notes specific to that asset or liability.

The fair value of trade and other short-term receivables and loans to and other receivables from related parties is taken

to approximate the carrying value.

The fair value of other long-term investments is taken to approximate the carrying value. Interest rates of investment in

government bonds are fixed.

The fair value of trade accounts payable, loans from related parties and other payable, other payables from related parties,

and other current liabilities is taken to approximate the carrying value.

The fair value of loans is taken to approximate the carrying value. The loans are bearing interest at rates closed to current

market rate.

The fair value of forward exchange contracts is based on their listed market price, if available. If a listed market price is

not available, then fair value is estimated by discounting the difference between the contractual forward price and the

current forward price at the reporting date for the residual maturity of the contract using a risk-free interest rate (based

on government bonds).

Fair value of forward exchange contracts at 31 December was as follows:

Currency

denomination

Consolidated


2010 2009 2010 2009

(in million) (in million Baht)

Currency forwards

Assets

Singapore Dollars - 0.09 - 2

Liabilities

Euro 34 16 1,348 773

Great Britain Pound 17 18 788 942

Australia Dollars 25 - 753 -

United States Dollars 22 23 658 768

Japanese Yen 542 1,399 201 508

Total 3,748 2,991


34. Commitments with non-related parties

Consolidated


Separate


2010 2009 2010 2009

(in million Baht)

Capital commitments

Contracted but not provided for:

Buildings and other constructions 319 561 - -

Machinery and equipment 907 746 - -

Total 1,226 1,307 - -

Non-cancellable operating lease

commitments

Within one year 348 294 6 10

After one year but within five years 300 227 11 7

After five years 19 25 - -

Total 667 546 17 17

Other commitments

Forward contracts to buy foreign currencies 3,831 3,050 - -

Forward contracts to sell foreign currencies - (2) - -

Goods and raw materials purchase

agreements 2,777 2,218 - -

Specialist agreements 1,386 1,454 234 245

Unused letters of credit for goods and

supplies 801 552 - -

Service agreements 560 527 6 11

Advertising services and

sponsorship agreements 327 472 - -

Molasses purchase agreements 191 284 - -

Bank guarantees 191 175 37 47

Other agreements 3 5 - 3

Total 10,067 8,735 277 306

Significant capital commitments

An indirect subsidiary has entered into factory building construction and machinery installation agreements with several

companies due to in 2009, the said indirect subsidiary has invested in Cold-Aseptic-Filling beverage and PET bottle

production project in the amount not exceeding Baht 1,430 million. Subsequently in 2010, the said indirect subsidiary

has also invested in UHT packaging machine project in the amount not exceeding Baht 980 million.

195

Significant other commitments

Specialist agreements

In 2004, the Company and four subsidiaries entered into production and blending control agreements with a specialist

for a period of 40 years from 1 August 2004 to 1 August 2044. Under the agreements, the Company and its subsidiaries

are obliged to pay monthly service fees of Baht 4.3 million which are to be annually increased by 5% for the first 20

years from 1 August 2004 to 1 August 2024. Afterwards, the Company and its subsidiaries have to pay monthly service

fees of Baht 0.25 million until the expiration of the agreements. Service fee under the agreements totaled Baht 1,766.2

million. Subsequently, the addendums were made on 5 January 2006, under which the Company and its subsidiaries have

to pay additional amount to this specialist amounting to Baht 2,000 million. Therefore, the total service fees under the

agreements both outstanding and already paid by the Company and its subsidiaries amounted to Baht 3,766.2 million.

As at 31 December 2010 the remaining commitments to be paid, relating to these agreements, amounted to Baht 1,386.4 million.

Sponsorship agreement

In 2008, a subsidiary renewed a sponsorship agreement with Everton Football Club, in the United Kingdom, for a period

of three years from 1 June 2008 to 31 May 2011 in order to promote the Group’s businesses globally. Under the agreement,

the subsidiary is obliged to pay a minimum amount of GBP 0.5 million and a maximum amount of GBP 3.5 million per year,

dependent on the performance of Everton football team in each year.

Distributor agreement

In 2008, an indirect subsidiary renewed a distributor agreement with a local company to act as a distributor for green tea

products for a period of three years from 4 November 2008 to 3 November 2011.

Hot-fill PET bottle trading agreement

In 2005, an indirect subsidiary entered into a hot-fill PET bottle trading agreement with a local bottle manufacturing

company according to the quantity required from the indirect subsidiary on a monthly basis at the price specified in the

agreement. The agreement is for a 15-year period, commencing 150 days after the agreement date.

Material and package trading agreement

In 2007, a subsidiary and an indirect subsidiary entered into a material and package trading agreement with a local

company for distribution of products to the Group’s shops and for materials and packaging management. The two subsidiaries

committed to pay the service charge at the rate specified in the agreement for a period of three years from 1 April 2007

to 31 March 2010 with the renewal option for another three years. Subsequently in April 2010, the said subsidiaries

entered into new agreements for a period of two years and eight months from 1 May 2010 to 31 December 2012.

Transportation agreement

In 2007, a subsidiary and an indirect subsidiary entered into a transportation agreement with a local company to transport

products from factory to the destination. Transportation cost is calculated for each trip at the rate stated in the agreement.

The term of the agreement is three years from 1 November 2007 to 31 October 2010. Subsequently, on 1 February 2010,

the said subsidiaries entered into a new agreement due to the transportation fee rate adjustment. The term of the agreement

is three years from 1 January 2010 to 31 December 2012 and may be extended for successive terms of one year each

or terminated if any party does not comply with the terms and conditions stated in the agreement or if not less than 30

days prior written notice is given by any one party to the other.


License agreement

A subsidiary entered into a license agreement with an overseas company for operating Japanese restaurants in the Kingdom

of Thailand as the master license for a period of 10 years from 20 May 2008. Unless there is a notification to terminate

the agreement within 180 days before the expiration, this agreement continues to be in effect for the successive 10 years

term. The subsidiary committed to pay Initial License Fee, License Fee and Royalty Fee as stated in the agreement.

On 29 June 2009, the said subsidiary entered into a license agreement with another overseas company for operating

Japanese restaurants in the Kingdom of Thailand as the master license for a period of 10 years from 29 June 2009.

Unless there is a notification to terminate the agreement within 180 days before the expiration, this agreement continues

to be in effect for the successive 10 years term. The subsidiary committed to pay Initial License Fee, License Fee and

Royalty Fee as stated in the agreement.

Natural gas trading agreement

On 30 September 2009, an indirect subsidiary entered into a natural gas trading agreement with a local company at the

condition specified in the agreement for a period of 7 years from 21 December 2009 to 30 November 2016 with the

renewal option by written notice not less than 90 days before the expiration.

Supply agreement

On 1 June 2010, an indirect subsidiary entered into a supply agreement to purchase Aseptic Preforms and Aseptic Plastic

Closures to support its aseptic fillings line with a local company, whereby the subsidiary agreed to buy the raw material

at category and price specified in the terms and conditions of the agreement. The agreement has been effective until 31

August 2010 unless the counterparties agree otherwise.

35. Events after the reporting period

(a) On 5 January 2011, International Beverage Trading Limited (“IBTL”) was incorporated in Bermuda with registered

share capital of USD 0.1 million by issuing 0.1 million ordinary shares with a USD 1 par value. International

Beverage Holdings Limited, the Company’s subsidiary, holds the entire shares.

(b) At the Executive Board of Directors’ meeting held on 24 January 2011, the directors approved in principle for

Charun Business 52 Co., Ltd. to sell its entire assets.

(c) At the Board of Directors’ meeting held on 23 February 2011, the directors agreed to propose a dividend

payment for the year of Baht 0.35 per share, totalling Baht 8,789 million. The interim dividend paid was Baht

0.15 per share, totalling Baht 3,767 million. The remaining dividend payment is Baht 0.2 per share, totalling

Baht 5,022 million.

36 . Thai Financial Reporting Standards (TFRS) not yet adopted

The Group has not adopted the following new and revised TFRS that have been issued as of the reporting date but are

not yet effective. The new and revised TFRS are anticipated to become effective for annual financial periods beginning

on or after 1 January in the year indicated in the following table.

197

TFRS Topic Year

effective

TAS 1 (revised 2009) Presentation of Financial Statements 2011

TAS 2 (revised 2009) Inventories 2011

TAS 7 (revised 2009) Statement of Cash Flows 2011

TAS 8 (revised 2009) Accounting Policies, Changes in Accounting Estimates and Errors 2011

TAS 10 (revised 2009) Events after the Reporting Period 2011

TAS 11 (revised 2009) Construction Contracts 2011

TAS 12 Income taxes 2013

TAS 16 (revised 2009) Property, Plant and Equipment 2011

TAS 17 (revised 2009) Leases 2011

TAS 18 (revised 2009) Revenue 2011

TAS 19 Employee Benefits 2011

TAS 21 (revised 2009) The Effects of Changes in Foreign Exchange Rates 2013

TAS 23 (revised 2009) Borrowing Costs 2011

TAS 24 (revised 2009) Related Party Disclosures 2011

TAS 27 (revised 2009) Consolidated and Separate Financial Statements 2011

TAS 28 (revised 2009) Investments in Associates 2011

TAS 33 (revised 2009) Earnings per Share 2011

TAS 34 (revised 2009) Interim Financial Reporting 2011

TAS 36 (revised 2009) Impairment of Assets 2011

TAS 37 (revised 2009) Provisions, Contingent Liabilities and Contingent Assets 2011

TAS 38 (revised 2009) Intangible Assets 2011

TAS 40 (revised 2009) Investment Property 2011

TFRS 3 (revised 2009) Business Combinations 2011

Management expects to adopt and apply these new and revised TFRS in accordance with the FAP’s announcement and

has made a preliminary assessment of the potential initial impact on the consolidated and separate financial statements

of those new and revised TFRS assessed to have the greatest potential impact on the financial statements in the period

of initial application. These standards are as follows:

TAS 16 (revised 2009) – Property, plant and equipment

The principal changes introduced by the revised TAS 16 and affecting the Group are that (i) costs of asset dismantlement,

removal and restoration have to be included as asset costs and subject to annual depreciation; (ii) the depreciation charge

has to be determined separately for each significant part of an asset; and (iii) in determining the depreciable amount, the

residual value of an item of property, plant and equipment has to be measured at the amount estimated receivable currently

for the asset if the asset were already of the age and in the condition expected at the end of its useful life. Furthermore,

the residual value and useful life of an asset have to be reviewed at least at each financial year-end.

The revised TAS 16 permits as a transitional provision that these changes may be introduced prospectively from the year

of introduction. Management intends to adopt this transitional provision and accordingly the introduction of the revised

TAS 16 from 1 January 2011 has no impact on the financial statements of 2010 or prior years. Management is currently

reviewing the impact on the financial statements of introducing the revised TAS 16 from 1 January 2011.


TAS 19 – Employee benefits

Prior to the introduction of TAS 19, there was no Thai accounting standard covering employee benefits and the Group

does not presently account for the costs of post-employment benefits under defined benefit plans; other long-term employee

benefits; and termination benefits until such costs are incurred. The new TAS 19 includes the requirements to recognise

and account for such costs in the period in which the service is performed. The requirements are complex and require

actuarial assumptions to measure the obligation and expense. Moreover, the obligations are measured on a discounted

basis because they may be settled many years after the employees render the related service. The transitional provisions

of TAS 19 permit the transitional liability to be recognised and accounted for in one of four different ways:

(i) retrospectively;

(ii) immediately in equity (retained earnings) at the transition date;

(iii) immediately in profit or loss at the transition date;

(iiii) as an expense on a straight-line basis over up to five years from the transition date.

Management has determined that the transitional liability as at 1 January 2011 for post-employment benefits is Baht

1,052 million for the Group and Baht 173 million for the Company. Management intends to adopt transitional provision

ii to recognise and account for this liability.

TAS 12 – Deferred tax

Whilst not specifically addressed in currently effective TFRS, provisions for income tax of the Group are typically based

on corporate income tax currently payable in the period under the Revenue Code of Thailand. The Group does not, therefore,

recognise deferred tax assets and liabilities for the current period.

Under TAS 12, deferred tax is recognised using the balance sheet method, providing for temporary differences between

the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.

Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse,

based on the laws that have been enacted or substantively enacted by the reporting date. A deferred tax asset is recognised

to the extent that it is probable that future taxable profits will be available against which the temporary differences can

be fully utilised. Deferred tax assets are reviewed at each reporting date and reduce to the extent that it is no longer

probable that the related tax benefit will be realised. Management is currently reviewing the impact on the financial

statements of introducing the revised TAS 16 from 1 January 2011.

TAS 40 – Investment property

Prior to the introduction of TAS 40, owned land held to earn rental income is classified as part of property, plant and

equipment. This land is carried at a revalued amount less any subsequent accumulated impairment losses. Any increase

in value, on revaluation, is credited to equity under the heading ‘revaluation surplus’.

Under TAS 40, owned property held to earn rental income is classified as part of investment property. TAS 40 allows

enterprises to choose either a fair value model or a cost model to measure investment property.

199

In accordance with the fair value model, an enterprise should measure all of its investment property at its fair value. Any

gain or loss arising from a change in the fair value of investment property should be recognised in profit or loss for the

period in which it arises. In accordance with the cost model, land and buildings held as investment property should be

measured at cost less accumulated depreciation and impairment losses. The Group will adopt the cost method for

investment property consisting of both land and buildings. Management is currently reviewing the impact on the financial

statements of introducing the revised TAS 40 from 1 January 2011.

37. Significant differences between TFRS and IFRS (unaudited/ unreviewed)

These consolidated financial statements have been prepared in accordance with TFRS which differ in certain significant

respects from International Financial Reporting Standards (“IFRS”). The following disclosure provides a summary of certain

significant differences between TFRS and IFRS (other than specified in Note 36), as applicable to the consolidated financial

statements of the Group, and a reconciliation of net profit and total equity from TFRS to IFRS. Neither the narrative

summary nor the reconciliation should be construed as being exhaustive or presented fairly in all material respects and

are provided for information purposes only.

(a) Financial instruments

TFRS has certain disclosure requirements for financial instruments, but only limited guidance on the recognition and

measurement of financial instruments. The Group has decided not to recognise derivative financial instruments on the

balance sheet. However, foreign currency assets and liabilities hedged by these contracts are translated into Thai Baht

at exchange rates ruling at the reporting date.

Under IFRS, derivative financial instruments are recognised initially at fair value; attributable transaction costs are

recognised in the statement of income when incurred. Subsequent to initial recognition, they are remeasured at fair

value. The gain or loss on remeasurement to fair value is recognised immediately in the statement of income.

(b) Goodwill

Until 31 December 2007, TFRS required goodwill arising from a business combination to be systematically amortised

over its estimated useful life, although its useful life should not exceed 20 years from initial recognition.

During 2007, TFRS on goodwill was revised in accordance with IFRS which is effective for annual accounting periods

beginning on or after 1 January 2008.

Under the revised TFRS, acquired goodwill is measured after initial recognition at cost less accumulated impairment losses.

The recoverable amount is estimated at each reporting date, and as and when indicators of impairment are identified.


Consolidated net profit

2010 2009

(in million Baht)

As reported in these consolidated financial

statements under TAS/TFRS 10,721 10,643

Add (less): TAS/TFRS and IFRS differences

(net of tax effect)

(a) Deferred tax 30 19

(b) Employee benefits (336) (67)

(c) Financial instruments (25) (88)

Under IFRS 10,390 10,507

Consolidated

total equity

2010 2009

(in million Baht)

As reported in these consolidated financial

statements under TAS/TFRS 58,228 56,444

Add (less): TAS/TFRS and IFRS differences

(net of tax effect)

(a) Deferred tax (321) (351)

(b) Employee benefits (1,052) (706)

(c) Financial instruments (83) (59)

(d) Investment in property (47) (47)

(e) Business combination (Goodwill) 102 102

Under IFRS 56,827 55,383

201

��

��

��

�� !��"��#��

�� $�%��&�

'��(��

Aggregate value of all

interested persons transactions

conducted under the mandate

(excluding transactions less than

S$100,000*)

'��(��

A Revenue from sales and service income

1 Pisetkij Co., Ltd. �)� �*"�++,-*�

2 PS Recycle Co., Ltd. �)� �*."��,./�

3 The Utaradit Sugar Industry Co., Ltd. �)� ��-"//�,.�

4 TCC Hotel Collection Co., Ltd. �0"��.,�� )�

5 Thai Alcohol PCL. ** ��.�"-�+,�0 �)�

B Other income

1 Pisetkij Co., Ltd. �)� /"�.�,�.�

2 T.C.C. Technology Co., Ltd. �)� ��"��,*-�

3 Thai Alcohol PCL. ** �)� ��"-��,�/�

4 Plantheon Trading Co., Ltd. ** )� �."��/,/-

C Cost of sales

1 PS Recycle Co., Ltd. �)� �/-"++*,-/�

2 The Maewang Sugar Industry Co., Ltd. �)� �-�"�*.,**�

3 The Suphanburi Sugar Industry Co., Ltd. �)� �/."�+-,0-�

4 Permkha Commercial Co., Ltd. *** �)� ��0"�*�,0��

5 Southeast Capital Co., Ltd. �)� �*"�.-,�-�

6 T.C.C. Technology Co., Ltd. �)� �-"/0*,-��

7 Thai Beverage Can Co., Ltd. �)� ��"��"0*/,0/�

8 Berli Jucker PCL. �)� ��"*�*"+��,�/�

9 The Southeast Insurance Co., Ltd. �)� ��"+/0,0��

10 The Southeast Life Insurance Co., Ltd. �)� �+"��,.*�

11 The Uttaradit Sugar Industry Co., Ltd. �)� �-."�0�,.0�

12 Berli Jucker Specialties Co., Ltd. �)� ��"��/,--�

13 New Noble Property and Loan Fund �)� ��+"�-�,.��

14 TCC Hotel Collection Co., Ltd. ��"/..,�0� �)�

15 Siam Food Products PCL. �."++�,00� �)�

16 Plantheon Trading Co., Ltd. ** �/�/".�.,+- �+�/"��/,�+

INTERESTED PERSONSTRANSACTIONSAudited results for year ended 31 December 2010


��

��

��

�� !��"��#��

�� $�%��&�

'��(��

Aggregate value of all

interested persons transactions

conducted under the mandate

(excluding transactions less than

S$100,000*)

'��(��

D Other expenses

1 Bang-Na Glass Co., Ltd. �)� ��"-�*,+��2 Southeast Capital Co., Ltd. �)� ��/"0-�,�.�

3 T.C.C. Technology Co., Ltd. �)� �-�"0�0,-/�

4 Berli Jucker PCL. �)� �/"�-�,+��

5 The Southeast Insurance Co., Ltd. �)� ��"�/�,++�

6 The Southeast Life Insurance Co., Ltd. �)� �/"*�/,�*�

7 N.C.C. Management and Development Co., Ltd. �)� �+"00�,.0�

8 Plaza Athenee Hotel (Thailand) Co., Ltd. �)� �0�"�+-,*/�

9 Surasate Co., Ltd. �+"-*-,*-� �)�

10 North Park Golf And Sports Club Co., Ltd. �)� ��0"��-,/+�

11 TCC Hotel Collection Co., Ltd. ��0"/�*,-�� )�

12 Dynamic Assets Property and Loan Fund �+"��,/.� �)�

13 Best Wishes Co., Ltd ��".�-,/*� �)�

14 Best Fortune Property and Loan Fund ��0"�.�,�*� �)�

15 Thippatana Arcade Co., Ltd. ��"-*�,-�� )�

16 TCC PD 11 Co., Ltd. ��"�*-,�� )�

17 AT Mediafront Co., Ltd. ��"�*�,�-� �)�

18 Sea Food Beer Garden Co., Ltd. �0"*��,0�� )�

19 Plantheon Trading Co., Ltd. �/".0�,/* ��"-.�,0.

E Purchase of assets

1 Berli Jucker PCL. ��"0*�,�0� �)�

2 The Southeast Insurance Co., Ltd. ��"-0�,/� �)�

* Exchange rate Baht 23.56 per 1 SGD.

** The list of Mandated Interested Persons has been extended to include this company by the approval of

the 2010 Annual General Meeting of Shareholders of the Company since 29 April 2010

*** Formerly Dhipaya Sugar (1999) Co., Ltd.

203

Proposed Renewal of Shareholders’ Mandate for Interested Person Transactions

1. Background

The Board of Directors of Thai Beverage Public Company Limited (the “Company”) refer to (a) the Notice of Annual

General Meeting of the Company dated April 8, 2011 (the “Notice”), accompanying the 2010 Annual Report, convening

the Annual General Meeting (“AGM”) of the Company to be held on April 29, 2011, and (b) Resolution No. 9 set out in

the Notice.

2. Shareholders’ Mandate

Pursuant to the Company’s Prospectus dated May 19, 2006 (the “Prospectus”), approval of the Shareholders was

deemed obtained for a shareholders’ mandate to enable the Company and its subsidiaries which are considered to be

“entities at risk” within the meaning of Rule 904(2) of the listing manual (the “Listing Manual”) of the Singapore

Exchange Securities Trading Limited (“SGX-ST”), in their ordinary course of businesses, to enter into categories of

transactions with specified classes of the Company’s interested persons (the “Interested Person Transactions”), provided

that such transactions are entered into on an arm’s length basis and on normal commercial terms. The details of the

Interested Person Transactions and shareholders’ mandate were disclosed in pages 124 to 148 of the Prospectus. The

said shareholders’ mandate was updated at the AGM held on April 20, 2007, April 28, 2008, April 29, 2009, and

April 29, 2010 in the manner set out on pages 180 to 188, pages 201 to 212, pages 209 to 220 and pages 195 to 209 of

the Company’s annual reports for the financial year ended December 31, 2006, 2007, 2008 and 2009, respectively (the

“Shareholders’ Mandate”).

3. Proposed Renewal of the Shareholders’ Mandate

The Shareholders’ Mandate was expressed to take effect until the conclusion of the subsequent AGM. Accordingly, the

Directors propose that the Shareholders’ Mandate be renewed at the forthcoming AGM on April 29, 2011, to take effect

until the next AGM of the Company.

4. Details of the Shareholders’ Mandate

Details of the Shareholders’ Mandate, including the rationale for, and the benefits to, the Company, the review procedures

for determining transaction prices with interested person and other general information relating to Chapter 9 of the

Listing Manual, are set out in the Schedule 1 to this Appendix.

5. Audit Committee Statement

The Audit Committee has reviewed the terms of the Shareholders’ Mandate and pursuant to Rule 920(1)(c) of the Listing

Manual confirms that:-

APPENDIX

This Appendix of Renewal of the Shareholders' Mandate for Interested Person Transactions

(Shareholders' Mandate) will be proposed

to the 2011 Annual General Meeting of Shareholders for consideration and approval.


(a) the review procedures for determining the transaction prices under the Shareholders’ Mandate have not changed

since shareholders approved the Shareholders’ Mandate at the AGM held on April 29, 2010; and

(b) the review procedures referred to in Schedule 1 to this Appendix are sufficient to ensure that the transactions will be

carried out on normal commercial terms and will not be prejudicial to the interests of the Company and its minority

Shareholders.

If, during the periodic reviews by the Audit Committee, it is of the view that the established review procedures referred

to in Schedule 1 to this Appendix are no longer appropriate or adequate to ensure that the Interested Person Transactions

will be transacted on normal commercial terms and will not be prejudicial to the interests of the Company and minority

Shareholders, the Company will seek a fresh mandate from Shareholders based on new review procedures.

6. Directors’ and Substantial Shareholders’ Interests

The interests of the directors and substantial shareholders of the Company in the issued shares in the capital of the

Company as at January 21, 2011 and March 8, 2011 respectively can be found in the Annual Report in respect of the

financial year ended December 31, 2010 to be, or which has been, distributed to shareholders.

7. Abstention from Voting

Mr. Charoen Sirivadhanabhakdi, Khunying Wanna Sirivadhanabhakdi, Mr. Thapana Sirivadhanabhakdi and Mr. Panote

Sirivadhanabhakdi, who are Directors of the Company, have interests in the shares of the Interested Persons (as described

in Schedule 1 to this Appendix), and also hold directorships and/or executive positions in them. They and their respective

associates will abstain from voting on Resolution No. 9 being the Ordinary Resolution relating to the proposed renewal of

the Shareholders’ Mandate in respect of their shareholdings in the Company, if any, at the 2011 AGM.

8. Independent Directors’ Recommendation

The Directors who are considered independent for the purposes of the proposed renewal of the Shareholders’ Mandate

are Mr. Komen Tantiwiwatthanaphan, Mr. Narong Srisa-an, Ms. Kanoknart Rangsithienchai, Mr. Chukiet Tangpongprush,

Mr. Sawat Sopa, Mr. Ueychai Tantha-Obhas, Mr. Sithichai Chaikriangkrai, Dr. Pisanu Vichiensanth, Mr. Vivat Tejapaibul,

Mr. Puchchong Chandhanankij, Gen. Dr. Choo-Chat Kambhu Na Ayudhya, Prof. Pornchai Matangkasombut, Mr. Michael

Lau Hwai Keong, Mr. Sakthip Krairiksh, Mr. Staporn Kavitanon, Prof. Kanung Luchai, Mr. Manu Leopairote and Mr. Ng

Tat Pun (the “Independent Directors”). The Independent Directors are of the opinion that the entry into the Mandated

Transactions described in Schedule 1 to this Appendix and with the Interested Persons (as described in Schedule 1 to

this Appendix) is in the ordinary course of its business will enhance the efficiency of the Group and are in the best

interests of the Company.

For the reasons set out in Schedule 1 to this Appendix, the Independent Directors recommend that Shareholders vote in

favour of Resolution No. 9, being the Ordinary Resolution relating to the proposed renewal of the Shareholders’ Mandate

at the 2011 AGM.

9. Directors’ Responsibility Statement

The Directors collectively and individually accept responsibility for the accuracy of the information given herein and

confirm, having made all reasonable enquiries, that to the best of their knowledge and belief, the facts stated and the

opinions expressed herein are fair and accurate and that there are no material facts the omission of which would make

any statement herein misleading.

205

10. Action to Be Taken By Shareholders

Shareholders other than those who hold their shares in the Company through the CDP who are unable to attend the 2011

AGM and wish to appoint a proxy to attend and vote at the 2011 AGM on their behalf, will find, attached to the invitation

to the 2011 AGM, a Proxy Form which they are requested to complete, sign and return in accordance with the instructions

printed thereon as soon as possible and, in any event, (i) so as to arrive at the registered office of the Company at

Sangsom Building, 14 Vibhavadi Rangsit Road, Chomphon Sub-district, Chatuchak District, Bangkok 10900, Thailand,

for the attention of the Company Secretary, not later than 24 hours before the time fixed for the 2011 AGM or (ii) at the

venue of the 2011 AGM before the AGM commences. The sending of a Proxy Form by a Shareholder does not preclude

him from attending and voting in person at the AGM if he finds that he is able to do so.

Shareholders with securities accounts maintained with CDP will find, attached to the Invitation to the 2011 AGM, a

Voting Instructions Form which they are requested to complete, sign and return in accordance with the instructions

printed thereon as soon as possible and, in any event so as to arrive at CDP within 7 days before the time fixed for the

2011 AGM.

11. SGX-ST

The SGX-ST takes no responsibility for the accuracy of any statements or opinions made in this Appendix.


SCHEDULE 1 TO THE APPENDIX

General Mandate for Interested Person Transactions

We anticipate that we would, in the ordinary course of business, continue to enter into certain transactions with our

interested persons, including but not limited to those categories of transactions described below. In view of the time-

sensitive nature of commercial transactions, it would be advantageous for us to obtain a shareholders’ mandate to enter

into certain interested persons transactions in our ordinary course of business, provided that all such transactions are

carried out on normal commercial terms and are not prejudicial to the interests of our Company and our minority

Shareholders.

Chapter 9 of the Listing Manual allows a listed company to obtain a mandate from its shareholders for recurrent interested

person transactions which are of a revenue or trading nature or for those necessary for its day-to-day operations. These

transactions may not include the purchase or sale of assets, undertakings or businesses which are not part of our day-to-

day operations.

Pursuant to Rule 920(1) of the Listing Manual, a general mandate is subject to annual renewal. The information required

by Rule 920(1)(b) is as follows:

(a) the class of interested persons with which the Entity At Risk (as defined below) will be transacting;

(b) the nature of the transactions contemplated under the mandate;

(c) the rationale and benefit to the Entity At Risk;

(d) the methods or procedures for determining transaction prices;

(e) the independent financial advisor’s opinion on whether the methods or procedures in (d) above are sufficient to

ensure that the transactions will be carried out on normal commercial terms and will not be prejudicial to the

interests of our Company and our minority Shareholders (where applicable);

(f) an opinion from our Audit Committee if it takes a different view to the independent financial advisor (where

applicable);

(g) a statement from us that we will obtain a new mandate from our Shareholders if the methods or procedures in (d)

above become inappropriate; and

(h) a statement that the interested person will abstain, and has undertaken to ensure that its associates will abstain,

from voting on the resolution approving the transaction.

The Shareholders’ Mandate, if renewed, will be effective until the next annual general meeting.

207

Entities At Risk

For the purposes of the Shareholders’ Mandate, an “Entity At Risk” means:

• our Company;

• a subsidiary of our Company that is not listed on the SGX-ST or an approved exchange; or

• an associated company of our Company that is not listed on the SGX-ST or an approved exchange, provided that the

Group or the Group and interested persons has control over the associated company.

Classes of Mandated Interested Persons

The Shareholders’ Mandate will apply to our Group’s transactions with the list of interested persons as set out in the

Schedule 2 to the Appendix – List of Our Interested Persons and Mandated Interested Persons (the “Mandated Interested

Persons” and each a “Mandated Interested Person”).

Transactions with Mandated Interested Persons which do not fall within the ambit of the Shareholders’ Mandate shall be

subject to the relevant provisions of Chapter 9 of the Listing Manual.

Mandated Transactions

The transactions with interested persons which will be covered by the Shareholders’ Mandate (“Mandated Transactions”)

relating to the provision to, or obtaining from, interested persons of products and services in the ordinary course of

business of our Group or which are necessary for the day-to-day operations of our Group (but not in respect of the

purchase or sale of assets, undertakings or businesses which are not part of our day-to-day operations) are as follows:

(a) purchases from interested persons of raw materials and packaging materials including new and used glass bottles,

aluminium cans, molasses, herbs for the production of beer concentrate, cartons and caps;

(b) obtaining from interested persons of insurance and insurance-related services;

(c) purchases from interested persons of all kinds of consumer products, office and storage supplies including tissue

paper and sugar for office use, scrap steel, malt bags and wooden pallets;

(d) obtaining from interested persons of services, including procurement services, services relating to provision of

accommodation, vehicles and facilities for the directors of the Company and/or subsidiaries, staff training,

telecommunications and software licensing, marketing and advertising and management services and services for the

manufacturing and distributorship of products;

(e) obtaining from interested persons of leases or subleases of office space, warehouses, passenger cars and land;

(f) provision to interested persons of services including procurement services, property improvement services, advertising

and sales services and manufacturing services;


(g) lease or sub-lease to interested persons of office space, warehouses, passenger cars and land;

(h) sale to interested persons of molasses and by-products including fertilizer, used bottles, and factory remnants such

as aluminium and glass remnants and scrap paper;

(i) sale to interested persons of our beer, spirits, water, soda and other products; and

(j) provision or the obtaining of such other products and/or services which are incidental to or in connection with the

provision or obtaining of products and/or services in sub-paragraphs (a) to (i) above.

Review Procedures for Interested Person Transactions

Our Audit Committee has oversight of all Interested Person Transactions undertaken by our Group including, the review

and where required, approval of such transactions. For this purpose, our Board of Directors has appointed Mr. Ng Tat

Pun, an independent non-executive Director and member of the Audit Committee, to lead the Audit Committee in its role

in respect of Interested Person Transactions undertaken by our Group (the “Lead Independent Director for IPTs”). We

have also established the following procedures to ensure that the Interested Person Transactions are undertaken on an

arm’s length basis and on normal commercial terms.

Review Procedures and Threshold Limits

In general, there are procedures established by our Group to ensure that Interested Person Transactions, including the

Mandated Transactions with the Mandated Interested Persons, are undertaken on an arm’s length basis and on normal

commercial terms consistent with our Group’s usual business practices and policies, and on terms which are generally no

more favorable to the interested persons than those extended to or obtained from unrelated third parties.

In particular, the following review procedures have been implemented:

(1) Procurement and purchase of goods and obtaining services

(a) All procurement and purchases made by our Group of a recurring nature which are in the ordinary course of

business of our Group or which are necessary for the day-to-day operations of our Group, including procurement

and purchases which are Mandated Transactions with Mandated Interested Persons (such as the transactions

referred to in paragraphs (a), (b), (c), (d) and (j) above under “General Mandate for Interested Person Transactions

— Mandated Transactions”) will be governed by internal control procedures, which detail matters such as the

constitution of internal approving authorities, their approval limits, the number of vendors (minimum of two) who

provide us quotes, and the review procedures. The guiding principle is to objectively obtain the best goods and/

or services on the best terms through competitive quotations, if appropriate. In determining whether the price

and terms offered by interested persons are fair and reasonable, factors such as, but not limited to, delivery

schedules, specification compliance, track record, experience and expertise, preferential rates, discounts or

rebates offered for bulk purchases, will be taken into consideration. In addition, each interested person

transaction entered into by our Group will be monitored as an individual transaction and based on the value of

the transaction, will require the prior approval of the corresponding approving authority who is a Director or

management employee of the Group (not being an interested person or his associate) and who does not have any

interests, whether direct or indirect, in relation to the transactions (the “Relevant Approving Authority”) as

follows:

209

Approval Limits Relevant Approving Authority

Interested person transaction not exceeding Baht

500,000 in value

A deputy managing director or officer of equivalent

rank

Interested person transaction above Baht 500,000

but not exceeding Baht 5 million in value

A managing director or officer of equivalent rank

Interested person transaction above Baht 5 million


A vice-chairman or officer of equivalent rank



A chairman


but not exceeding 3% of the latest audited net

tangible assets of the Group in value

Any two vice-chairmen and/or chairmen or officers

of equivalent rank

Interested person transaction above 3% of the latest

audited net tangible assets of the Group in value

Any two Audit Committee members, one of whom

must be the Lead Independent Director for IPTs

In relation to paragraph (j) above under “General Mandate for Interested Person Transactions — Mandated

Transactions”, the Relevant Approving Authority (as determined by the value of the transaction) will also assess

and approve that the proposed transaction is one which is incidental to or in connection with the provision or

obtaining of products and/or services in sub-paragraphs (a), (b), (c) and (d) above under “General Mandate for

Interested Person Transactions — Mandated Transactions.”

(b) In the event that we cannot obtain competitive quotations (for instance, if there are no unrelated third party

vendors of similar products and services (taking into account quantum, specifications and delivery schedules

among others), or if the product is proprietary in nature), based on the value of the proposed interested person

transaction, the corresponding Relevant Approving Authority as set out above (not being an interested person or

his associate) and who does not have any interests, direct or indirect, in relation to the transaction, will determine

whether the price and terms offered by the interested person are fair and reasonable.

(c) Purchases under the prevailing terms of the Glass Bottle Purchase Agreement dated December 23, 2009 entered

into between Thai Beverage Recycle Co., Ltd. (former name was Bang-Na Logistic Co., Ltd.) and Berli Jucker

Public Company Limited (the “Glass Bottle Purchase Agreement”) will be covered under the Shareholders’

Mandate, provided that any amendment to the material provisions of the Glass Bottle Purchase Agreement,

including any adjustment authorized by the agreement to the purchase price for glass bottles pursuant to and

any renewal or extension of tenure of the Glass Bottle Purchase Agreement, requires the approval of our Board

of Directors and the Audit Committee.

(2) Other Interested Person Transactions of a recurring nature

(a) We intend to conduct other interested person transactions not covered by paragraph (1) above which are of a

recurring nature and that occur in the ordinary course of business of our Group. These transactions are necessary

for the day-to-day operations of our Group and include the sale of products and provisions of services to interested

persons and lease or sub-lease of property to or from interested persons and the Mandated Transactions with


Mandated Interested Persons referred to in paragraphs (e), (f), (g), (h), (i) and (j) under “General Mandate for

Interested Person Transactions — Mandated Transactions” above. We intend to conduct these transactions at

the prevailing market rates or prices of the product or service to be provided, and at prevailing market rentals for

leases and sub-leases of property, on terms no more favorable to the interested person than the usual commercial

terms extended to or, where applicable, by unrelated third parties (including, where applicable, preferential

rates, discounts to favored customers or for bulk purchases) or otherwise in accordance with applicable industry

norms, provided that:

(i) in relation to the sale of products and provision of services which are not contemporaneously in time as the

proposed interested person transaction being sold or provided to an unrelated third party, quotes from at

least two other suppliers who are unrelated third parties not being the relevant interested person or his

associates of similar products or services will be obtained; and

(ii) in relation to the lease or sub-lease of property, we are required to obtain enquiries with at least two landlords

and/or tenants who are unrelated third parties not being the relevant interested person or his associates of

similarly sized and located properties put to similar use.

In addition, each Interested Person Transaction entered into by our Group will be monitored as an individual

transaction and based on the value of the transaction, will require the prior approval of the corresponding

Relevant Approving Authority who is a Director or management employee of the Group (not being an interested

person or his associate) and who does not have any interests, whether direct or indirect, in relation to the

transactions as follows:



200,000 in value


rank


but not exceeding Baht 500,000 in value




A vice chairman or officer of equivalent rank




A chairman





In relation to paragraph (j) above under “General Mandate for Interested Person Transactions — Mandated

Transactions”, the Relevant Approving Authority (as determined by the value of the transaction) will also assess

and approve that the proposed transaction is one which is incidental to or in connection with the provision or

obtaining of products and/or services in sub-paragraphs (e), (f), (g), (h) and (i) above under “General Mandate

for Interested Person Transactions — Mandated Transactions.”

211

(b) Where the prevailing market rates or prices are not available, whether due to the nature of products to be sold or

services to be provided, the unavailability or impracticality of obtaining quotes from third party sources or

otherwise, our Group’s pricing for these products and services will be determined in accordance with the Group’s

usual business practices and pricing policies, consistent with the usual margin our Group will obtain for the

same or substantially similar type of transaction with unrelated third parties. In determining the transaction

price payable by Mandated Interested Persons for these products or services, factors such as, but not limited to,

quantity, volume, consumption, customer requirements, specifications, duration of contract and strategic

purposes of the transaction will be taken into account. In relation to leases and sub-leases of property, where

prevailing market rentals are not available, whether due to the unavailability or impracticality of obtaining rental

comparisons or otherwise, rental will be determined according to the Group’s usual business practices and

policies. In addition, based on the value of the proposed interested person transaction, the corresponding

Relevant Approving Authority as set out in paragraph (a) above (not being an interested person or his associate)

and who does not have any interests, direct or indirect, in relation to the transaction, will determine whether the

price and terms offered by the interested person are fair and reasonable.

(3) Non-recurring interested person transactions

We may from time to time also conduct interested person transactions not covered by paragraphs (1) and (2) above

and which do not form part of the Shareholders’ Mandate. These transactions are not of a recurring nature or occur

outside the ordinary course of business of our Group or which may not be necessary for the day-to-day operations of

our Group and include the purchase or sale of assets, undertakings or businesses which are not part of our day-to-day

operations. We intend to conduct such transactions in accordance with the SGX-ST Listing Manual, including the

threshold, approval and other requirements under paragraphs 905 and 906 of the SGX-ST Listing Manual. In

addition, we will monitor each transaction on an individual basis, and each transaction will require the prior approval

of the corresponding Relevant Approving Authority below who is a Director or management employee of the Group

(not being an interested person or his associate) and who does not have any interests, whether direct or indirect, in

relation to the transaction. The Relevant Approving Authority will also review the transaction to ensure that they are

carried out on normal commercial terms and not prejudicial to the interests of our Company and minority Shareholders:



200,000 in value


rank


but not exceeding Baht 500,000 in value




A vice chairman or officer of equivalent rank




A chairman






In the event that these interested person transactions require the approval of our Shareholders, additional information

may be required to be presented to Shareholders and an independent financial adviser may be appointed for an opinion.

Other Review Procedures

Our Audit Committee led by the Lead Independent Director for IPTs will also review all interested person transactions

including, Mandated Transactions to ensure that the prevailing rules and regulations of the SGX-ST (in particular,

Chapter 9 of the Listing Manual) are complied with.

Our Group has also implemented the following procedures for the identification of interested person transactions

(including Mandated Transactions) and interested persons (including Mandated Interested Persons) and the recording of

all our interested person transactions:

(a) our Group Chief Financial Officer will maintain a register of all transactions carried out with interested persons,

including the Mandated Interested Persons (and the basis, including the quotations obtained to support such basis,

on which these transactions are entered into), whether mandated or non-mandated; and

(b) on a quarterly basis, our Group Chief Financial Officer will submit a report to our Audit Committee of all recorded

interested person transactions, and the basis of all recorded interested person transactions, entered into by our

Group. Our Company’s annual internal audit plan will incorporate a review of all interested person transactions,

including the established review procedures for the monitoring of the interested person transactions including

Mandated Transactions, entered into or existing interested person transactions that are renewed or revised during the

current financial year, pursuant to the Shareholders’ Mandate.

In addition, our Audit Committee led by the Lead Independent Director for IPTs will review, on a quarterly basis, internal

controls and review procedures for interested person transactions to determine if they are adequate and/or commercially

practicable in ensuring that the transactions between our Group and interested persons are conducted on normal

commercial terms and are not prejudicial to the interests of our Company and our minority Shareholders. In conjunction

with this review, our Audit Committee will also ascertain whether we have complied with the established review procedures.

Further, if during these periodic reviews by our Audit Committee, our Audit Committee is of the view that the internal

controls and review procedures for interested person transactions are inappropriate or not sufficient to ensure that the

interested person transactions will be on normal commercial terms and not prejudicial to the interests of our Company

and our minority Shareholders, our Audit Committee will (pursuant to Rule 920(1)(b)(iv) and (vii) of the Listing Manual)

revert to our Shareholders for a new Shareholders’ Mandate based on new internal controls and review procedures for

transactions with the Mandated Interested Persons. During the period prior to obtaining a new mandate from Shareholders,

all transactions with interested persons will be subject to prior review and approval by the Audit Committee.

For the purposes of the above review of the internal controls and review procedures, any member of our Audit Committee

who is not considered independent will abstain from participating in the Audit Committee’s review of the internal controls

and review procedures.

Our Audit Committee will have overall responsibility for determining the review procedures with the authority to delegate

to individuals or committees within our Group as they deem appropriate.

213

1. TCC Holding Co., Ltd.

2. Bang-Na Glass Co., Ltd.

3. Berli Jucker Cellox Co., Ltd.

4. BJC Industrial and Trading Company Limited (1)

5. Berli Jucker Foods Co., Ltd.

6. Berli Jucker Logistics Co., Ltd.

7. Berli Jucker Public Company Limited

8. Berli Jucker Specialties Co., Ltd.

9. BJC Marketing Co., Ltd.

10. BJC Healthcare Co., Ltd. (2)

11. Chalitlarp Co., Ltd.

12. Permkha Commercial Co., Ltd. (3)

13. Golden Wealth Co., Ltd.

14. Indara Insurance Public Company Limited

15. Lake View Golf and Yacht Club Co., Ltd.

16. Lake View Land Co., Ltd.

17. Mae Ping Hotel (1988) Co., Ltd.

18. N.C.C. Management and Development Co., Ltd.

19. New Noble Property and Loan Fund

20. Nongkhai Country Golf Club Co., Ltd.

21. North Park Golf and Sports Club Co., Ltd.

22. PS Recycle Co., Ltd.

23. Pisetkij Co., Ltd.

24. Plaza Athenee Hotel (Thailand) Co., Ltd.

25. Queen’s Park Hotel Co., Ltd.

26. Regent Gold Property Fund

27. Siam Realty Co., Ltd.

28. Southeast Capital Co., Ltd.

29. The Southeast Insurance Co., Ltd. (4)

30. The Southeast Life Insurance Co., Ltd.

31. The Suphanburi Sugar Industry Co., Ltd.

32. T.C.C. Service Apartment Co., Ltd. (5)

33. Terragro Co., Ltd. (6)

34. T.C.C. Capital Co., Ltd.

35. T.C.C. Commercial Property Management Co., Ltd.

36. T.C.C. Technology Co., Ltd.

37. Thai Beverage Can Co., Ltd.

38. The Chonburi Sugar Corporation Limited

39. Thai Glass Industries Public Company Limited

40. The Maewang Sugar Industry Co., Ltd.

41. The New Imperial Hotel Public Company Limited

42. The Uttaradit Sugar Industry Co., Ltd.

43. Plantheon Trading Co., Ltd.

44. Thai Alcohol Public Company Limited

Note

(1) Its former name was BJC Engineering Co., Ltd.

(2) Its former name was BJC Trading Co., Ltd.

(3) Its former name was Dhipaya Sugar (1999) Co., Ltd.

(4) Its former name was The Southeast Insurance (2000) Co., Ltd.

(5) Its former name was Tara Hotel Co., Ltd.

(6) Its former name was T.C.C. Agro Co., Ltd.

List of our Mandated Interested Persons

SCHEDULE 2 TO THE APPENDIX


ANNOUNCEMENTS TO SGX IN 2010

Compliance with Singapore Exchange Regulations and Best Practices

The Company recognizes the importance of the transparency of information disclosure. In 2010, the Company made

98 announcements via SGX-NET categorized as follows:

1. 4 announcements of quarterly and full year financial statements.

2. 56 notices of substantial shareholders’ and directors’ interests and changes in interest. When the Company Secretary

was informed of the changes in interest of any director(s), the Company Secretary also reported such information to

other directors.

3. 4 announcements/reports involving with occupying the positions of Directors and Executives of Thai Beverage Public

Company Limited:

3.1 Report of persons occupying a managerial position who are related to a director, CEO, or substantial shareholder.

3.2 Appointment of Mr. Sawat Sopa as Director in April 2010.

3.3 Appointment of Mr. Polapatr Suvarnazorn as Senior Vice President – General Affairs in May 2010.

3.4 Appointment of Mr. Marut Buranasetkul as Senior Vice President – Corporate Services in May 2010.

4. 4 announcements of acquisitions and realizations of assets of other companies resulting from acquisitions by

Company’s subsidiary; which is, Beer Chang International Limited acquired by International Beverage Holdings

Limited, and from the incorporation of wholly owned subsidiaries which are Super Brands Company Pte Ltd.

in Singapore and Thai Beverage Training Co., Ltd. in Thailand, as well as the disposal of 0.67% of the issued and

paid-up shares of Oishi Group Public Company Limited.

5. 30 miscellaneous announcements to either conform with the regulations of the SGX or to give information to investors,

involving the details of the capital increases of the Company’s subsidiaries, the change of address of Singapore share

transfer agent, a summary of business performance results for each quarter for investors, clarifications of news and

report about the Company, and disclosure of connected transactions among interested persons.

215

GENERAL CORPORATE INFORMATION(Based on the Organization Structure)

Company Name AddressBusiness Contact

RemarkTelephone Fax

Thai Beverage Public Company Limited 14 Vibhavadi Rangsit Road



(02) 127 5555 (02) 272 2328

Brewery Group

1. Beer Thai (1991) Public Company Limited 15 Moo 14, Vibhavadi Rangsit Road



(02) 127 5555 (02) 272 2584

349 Moo 2, Tambon Mae Lad

Amphoe Klong Klung

Kamphaeng Phet 62120

(055) 728 400-15 (055) 728 416 Factory

2. Beer Thip Brewery (1991) Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road



(02) 127 5555 (02) 272 2584

68 Moo 2, Tambon Namtoa

Amphoe Bangban


(035) 289 333-45 (035) 289 371 Factory

3. Cosmos Brewery (Thailand) Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road



(02) 127 5555 (02) 272 2584

77 Moo 1, Phaholyothin Road KM. 54

Tambon Lamsai, Amphoe Wangnoi


(035) 362 175-8 (035) 362 179 Factory

4. Vidhayathan Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road



(02) 127 5555 (02) 272 2584

Distillery Group

1. Sangsom Co., Ltd. 14 Vibhavadi Rangsit Road



(02) 278 4321

Ext. 4128

(02) 278 4381

49 Moo 4, Tambon Hormkret

Amphoe Sampran, Nakhon Pathom 73110

(034) 321 778-9 (034) 321 777 Factory 1

37/3 Moo 7, Tambon Wangkhanai

Amphoe Thamuang, Kanchanaburi 71110

(034) 611 053 (034) 611 778 Factory 2

2. Fuengfuanant Co., Ltd. 333 Moo 1, Tambon Tha Toom

Amphoe Si Maha Phot

Prachin Buri 25140

(037) 285 016-20 (037) 285 237 Factory

3. Mongkolsamai Co., Ltd. 14 Vibhavadi Rangsit Road



(02) 278 4321

Ext. 4120

(02) 278 4381

149 Moo 5, Wangseesoob-

Ngew-Ngam Road, Tambon Phajuk

Amphoe Muang Uttaradit

Uttaradit 53000

(055) 449 126-30 (055) 449 131 Factory

4. Thanapakdi Co., Ltd. 315 Moo 4, Tambon Mae Faek

Amphoe San Sai, Chiang Mai 50290

(053) 849 550-4 (053) 849 555 Factory



RemarkTelephone Fax

5. Kanchanasingkorn Co., Ltd. 14 Vibhavadi Rangsit Road



(02) 278 4321

Ext. 4115

(02) 278 4381

50 Moo 7, Tambon Wangkhanai

Amphoe Thamuang, Kanchanaburi 71110

(034) 611 783-5 (034) 611 786 Factory

6. Sura Piset Thipharat Co., Ltd. 14 Sangsom Building, Soi Yasoob 1




(02) 278 4321

Ext. 4114

(02) 278 4381

488 Moo 1, Tambon Wangdong

Amphoe Muang Kanchanaburi

Kanchanaburi 71190

(034) 527 100 (034) 527 111 Factory

7. Sura Bangyikhan Co., Ltd. 82 Moo 3, Tambon Bang Ku Wat

Amphoe Muang Pathum Thani

Pathum Thani 12000

(02) 598 2850-9 (02) 598 2858 Factory

8. Mekhong Distillery Limited 14 Vibhavadi Rangsit Road



(02) 278 4321 (02) 278 4381

9. Athimart Co., Ltd. 170 Moo 11, Tambon Nikhom

Amphoe Satuek, Buri Rum 31150

(044) 681 224, 012

(044) 627 203

(044) 681 223 Factory

10. S.S. Karnsura Co., Ltd. 101 Moo 8, Tambon Kaeng Dom

Amphoe Sawang Wirawong

Ubon Ratchathani 34190

(045) 426 532-5 (045) 426 537 Factory

11. Kankwan Co., Ltd. 14 Vibhavadi Rangsit Road



(02) 278 4321 (02) 278 4381

309 Moo 6, Nampong-Kranuan Road

Tambon Nampong, Amphoe Nampong

Khon Kaen 40310

(043) 441 013-5 (043) 441 017

(043) 441 438

Factory

12. Theparunothai Co., Ltd. 99 Moo 4, Tambon Hat Kham

Amphoe Muang Nong Khai

Nong Khai 43000

(042) 449 711-13

(042) 449 715

(042) 449 714 Factory

13. Red Bull Distillery (1988) Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road



(02) 278 4321 (02) 278 4381

8 Moo 5, Setthakit 1 Road

Tambon Nadee

Amphoe Muang Samut Sakhon

Samut Sakhon 74000

(034) 830 213-6 (034) 830 213-6 Factory

14. United Winery and Distillery Co., Ltd. 14 Sangsom Building, Soi Yasoob 1




(02) 278 4321 (02) 278 4381

54 Moo 2, Sukhaphibal Road



Nakhon Pathom 73120

(034) 331 954

(034) 227 754-7

(034) 331 955 Factory

15. Simathurakij Co., Ltd. 1 Moo 6, Tambon Ban Daen

Amphoe Banphot Phisai

Nakhon Sawan 60180

(056) 279 088-9 (056) 350 660 Factory

16. Nateechai Co., Ltd. 14 Vibhavadi Rangsit Road



(02) 278 4321 (02) 278 4381

1 Moo 2, Highway No. 41 Road

Tambon Tharongchang, Amphoe Punpin

Surat Thani 84130

(077) 357 170-3 (077) 357 174 Factory

217


RemarkTelephone Fax

17. Luckchai Liquor Trading Co., Ltd. 46 Moo 1, Tambon Nong Klang Na


Ratchaburi 70000

(032) 741 761-2 (032) 741 763 Factory

18. Sura Piset Pattharalanna Co., Ltd. 14 Sangsom Building, Soi Yasoob 1




(02) 278 4321 (02) 278 4381

19. United Products Company Limited 56 Sukhaphibal Road



Nakhon Pathom 73120

(034) 331 157 (034) 331 787 Factory

Sales Group

Beer Group

1. Pomthip Co., Ltd. 40/53 Moo 3

Talad Bangkhen Sub-District


(02) 521 8395-7 (02) 973 4658

2. Pomkit Co., Ltd. 48, 50, 52 Suranaree Road

Tambon Nai Muang



(044) 242 496 (044) 241 747

3. Pomklung Co., Ltd. 22/1 Soi 2 (Paprao), Paprao Road

Tambon Padad


Chiang Mai 50100

(053) 275 211 (053) 275 211

Ext. 212

4. Pomchok Co., Ltd. 16/1 Moo 1, U Thong Road

Tambon Tha Wasukri



(035) 241 032 (035) 241 032

Ext. 211

5. Pomcharoen Co., Ltd. 135/3 Moo 4, Kanchanavithi Road

Tambon Bang Kung

Amphoe Muang Surat Thani

Surat Thani 84000

(077) 224 771-3 (077) 224 774-5

6. Pomburapa Co., Ltd. 51/42 Moo 3, Sukhumvit Road

Tambon Ban Suan


Chon Buri 20000

(038) 287 268 (038) 272 525

7. Pompalang Co., Ltd. 439 Moo 11, Tambon Muang Kao


Khon Kaen 40000

(043) 224 222-4 (043) 340 438

8. Pomnakorn Co., Ltd. 85/35, 85/36 Petchakasem Road

Tambon Na-Muang


Ratchaburi 70000

(032) 312 772-4 (032) 312 770-1

Liquor Marketing Group

1. Num Yuk Co., Ltd. 40/53 Moo 3

Talad Bangkhen Sub-District


(02) 521 8395-7 (02) 973 4658

2. Num Kijjakarn Co., Ltd. 1, 3, 5 Trok Wat Muang, Suranaree Road

Tambon Nai Muang



(044) 242 496 (044) 241 747

3. Num Palang Co., Ltd. 22/1 Soi 2 (Paprao), Paprao Road

Tambon Padad


Chiang Mai 50100

(053) 275 211 (053) 275 211

Ext. 212



RemarkTelephone Fax

4. Num Muang Co., Ltd. 16/2 Moo 1, U Thong Road

Tambon Tha Wasukri



(035) 242 691 (035) 241 032

5. Num Nakorn Co., Ltd. 149/3 Chulachomklao Road

Tambon Tha Kham, Amphoe Phun Phin

Surat Thani 84130

(077) 224 771-4 (077) 224 775

6. Num Thurakij Co., Ltd. 51/40-41 Moo 3, Sukhumvit Road

Tambon Ban Suan


Chon Buri 20000

(038) 287 268-9 (038) 272 525

7. Numrungrod Co., Ltd. 439 Moo 11, Tambon Muang Kao


Khon Kaen 40000

(043) 224 222-4 (043) 220 222

8. Numthip Co., Ltd. 85/33, 85/34 Petchakasem Road

Tambon Na-Muang


Ratchaburi 70000

(032) 312 772-4 (032) 312 770-1

Sole Agent Group

1. Thipchalothorn Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road



(02) 127 5555 (02) 272 2584

2. Krittayabun Co., Ltd. 14 Vibhavadi Rangsit Road



(02) 127 5555 (02) 272 2584

3. Surathip Co., Ltd. 14 Vibhavadi Rangsit Road



(02) 127 5555 (02) 272 2584

4. Sunthornpirom Co., Ltd. 14 Vibhavadi Rangsit Road



(02) 127 5555 (02) 272 2584

5. Piromsurang Co., Ltd. 14 Vibhavadi Rangsit Road



(02) 127 5555 (02) 272 2584

Marketing Group

1. Thai Beverage Marketing Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road



(02) 127 5555 (02) 127 5925

2. Chang International Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road



(02) 127 5555 (02) 127 5925 Dormant

3. Chang Corp Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road



(02) 127 5555 (02) 127 5925 Dormant

4. Dhospaak Co., Ltd. 1 East Water Building, 20th Floor




(02) 127 5555 (02) 127 5980

Business Development Group(Supply Chain Group)

1. Thai Beverage Energy Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road



(02) 785 7000 (02) 785 7125

219


RemarkTelephone Fax

2. Thai Molasses Co., Ltd. 14 Vibhavadi Rangsit Road



(02) 785 7000 (02) 785 7148

3. Feed Addition Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road



(02) 785 7000 (02) 785 7165

4. Pan International (Thailand) Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road



(02) 785 7000 (02) 785 7320-2

5. Charun Business 52 Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road



(02) 785 7131-4 (02) 785 7125

6. Thai Cooperage Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road



(02) 127 5555 (02) 272 2584

7. Thai Beverage Recycle Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road



(02) 785 7031 (02) 785 7085

8. Thai Beverage Logistics Co., Ltd. 1 East Water Building





(02) 127 5555 (02) 127 5975

9. Dhanasindhi Co., Ltd. 14 Soi Yasoop 1, Vibhavadi Rangsit Road



(02) 785 7000 (02) 785 7185

Non-Alcohol Beverage Business and Food Business Group

1. Wrangyer Beverage (2008) Co., Ltd. 14 Vibhavadi Rangsit Road



(02) 785 7000 (02) 785 7025

2. Thai Drinks Co., Ltd. 14 Sangsom Building




(02) 785 7000 (02) 785 7025

3. Oishi Group Public Company Limited 9 UM Tower Building, 20th Floor

Ramkhamhaeng Road


Suan Luang District, Bangkok 10250

(02) 717 2244 (02) 717 3920

4. Oishi Trading Co., Ltd. 9 Ramkhamhaeng Road


Suan Luang District, Bangkok 10250

(02) 717 4773 - 4 (02) 717 4775

5. Oishi Ramen Co., Ltd. 444 1st Floor, Room No. 1 A 08-09

Phaya Thai Road, Wangmai Sub-District

Pathumwan District, Bangkok 10330

(02) 611 8143-4 (02) 611 8144

6. SPM Foods and Beverages Company Limited 79 Moo 3, Tambon Lamlookbua

Amphoe Dontoom, Nakhon Pathom 73150

(034) 993 355 (034) 993 354 Factory

Trademark Group

1. Thai Beverage Brands Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road



(02) 127 5555 (02) 272 2584

2. Archa Beer Co., Ltd. 14 Vibhavadi Rangsit Road



(02) 127 5555 (02) 272 2584



RemarkTelephone Fax

3. Beer Chang Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road



(02) 127 5555 (02) 272 2584

4. Chang Beer International Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road



(02) 127 5555 (02) 272 2584 Dormant

Others

1. Thai Beverage Training Co., Ltd.* 14 Vibhavadi Rangsit Road



(02) 127 5555

2. Thai Thum Distillery Co., Ltd. 14 Vibhavadi Rangsit Road



(02) 278 4321 (02) 278 4381 Dormant

3. Sura Piset Sahasan Co., Ltd. 14 Sangsom Building, Soi Yasoob 1




(02) 278 4321 (02) 278 4381 Dormant

4. Sura Piset Samphan Co., Ltd. 14 Sangsom Building, Soi Yasoob 1




(02) 278 4321 (02) 278 4381 Dormant

* Incorporated on January 26, 2010

Overseas Group*

1. International Beverage Holdings Limited Room 901-2, Silvercord Tower 1


Kowloon, Hong Kong

(852) 2375 6648 (852) 2375 6188

2. InterBev (Singapore) Limited No. 138 Cecil Street # 05-02 Cecil Court

Singapore 069538

(65) 6435 2880 (65) 6536 9930

3. InterBev (Cambodia) Co., Ltd. No. 35, Street 322

Sangkat Boeung Keng Kang 1

Khan Chamkamon, Phnom Penh

Cambodia

(855) (23) 727 424 (855) (23) 727 424

4. InterBev Malaysia Sdn. Bhd. No. 9-1, Jalan USJ 1/1B

Regalia Business Centre

47620 Subang Jaya, Selangor, Malaysia

Suite 6.01, 6th Floor, Plaza See Hoy Chan

Jalan Raja Chulan, 50200

Kuala Lumpur, Malaysia

!��"� ��$��

!��"��#�$�

!��"� ��$#��

!��"��$ ��

5. Best Spirits Company Limited Room 901-2, Silvercord Tower 1


Kowloon, Hong Kong

(852) 2375 6648 (852) 2375 6188

6. International Beverage Holdings (UK)

Limited

Moffat Distillery, Airdrie, ML6 8PL

Scotland

(44) 1236 769377 (44) 1236 779001

7. International Beverage Holdings (China)

Limited

Room 901-2, Silvercord Tower 1


Kowloon, Hong Kong

(852) 2375 6648 (852) 2375 6188

8. Super Brands Company Pte. Ltd.** No. 138 Cecil Street # 05-02 Cecil Court

Singapore 069538

(65) 6435 2880 (65) 6536 9930

9. Beer Chang International Limited*** No. 138 Cecil Street # 05-02 Cecil Court

Singapore 069538

(65) 6435 2880 (65) 6536 9930

221


RemarkTelephone Fax

10. International Beverage Holdings Limited

USA, Inc.

275 Madison Avenue, Suite 1718

New York, NY 10016

(1) 646 896 3800 (1) 646 896 3801

11. Blairmhor Limited Moffat Distillery, Airdrie, ML6 8PL

Scotland

(44) 1236 769377 (44) 1236 769781 Non-

Trading

12. Inver House Distillers Limited Moffat Distillery, Airdrie, ML6 8PL

Scotland

(44) 1236 769377 (44) 1236 769781

13. InterBev Trading (China) Limited Room 01-03 Level 1

No. 63 Kunluo Road, Shuangjiang Zheng

Ershan County, Yuxi, Yunnan

China 650011

(89) 8774 010319 (86) 8774 010319

14. Yunnan Yulinquan Liquor Co., Ltd. Yunlin Village, Shuangjiang Town

Eshan County, Yuxi City, Yunnan, China

(86) 8774 022068 (86) 8774 022199

15. Blairmhor Distillers Limited Moffat Distillery, Airdrie, ML6 8PL

Scotland

(44) 1236 769377 (44) 1236 769781 Dormant

16. Wee Beastie Limited Moffat Distillery, Airdrie, ML6 8PL

Scotland

(44) 1236 769377 (44) 1236 769781 Dormant

17. Moffat & Towers Limited Moffat Distillery, Airdrie, ML6 8PL

Scotland

(44) 1236 769377 (44) 1236 769781 Dormant

18. Glen Calder Blenders Limited Moffat Distillery, Airdrie, ML6 8PL

Scotland

(44) 1236 769377 (44) 1236 769781 Dormant

19. Hankey Bannister & Company Limited Moffat Distillery, Airdrie, ML6 8PL

Scotland

(44) 1236 769377 (44) 1236 769781 Dormant

20. R Carmichael & Sons Limited Moffat Distillery, Airdrie, ML6 8PL

Scotland

(44) 1236 769377 (44) 1236 769781 Dormant

21. J MacArthur Jr & Company Limited Moffat Distillery, Airdrie, ML6 8PL

Scotland

(44) 1236 769377 (44) 1236 769781 Dormant

22. Mason & Summers Limited 10 Foster Lane, London, EC2V 6HH

England

(44) 1236 769377 (44) 1236 769781 Dormant

23. James Catto & Company Limited Moffat Distillery, Airdrie, ML6 8PL

Scotland

(44) 1236 769377 (44) 1236 769781 Dormant

24. The Knockdhu Distillery Company Limited Moffat Distillery, Airdrie, ML6 8PL

Scotland

(44) 1236 769377 (44) 1236 769781 Dormant

25. Speyburn-Glenlivet Distillery Company

Limited

Moffat Distillery, Airdrie, ML6 8PL

Scotland

(44) 1236 769377 (44) 1236 769781 Dormant

26. The Pulteney Distillery Company Limited Moffat Distillery, Airdrie, ML6 8PL

Scotland

(44) 1236 769377 (44) 1236 769781 Dormant

27. The Balblair Distillery Company Limited Moffat Distillery, Airdrie, ML6 8PL

Scotland

(44) 1236 769377 (44) 1236 769781 Dormant

28. Liquorland Limited 8 Westbank Road, Belfast, BT3 9JL

Northern Ireland

(44) 289 077 3990 (44) 289 037 0566

29. Inver House Polska Limited ul. Obodrzyców 34 A/1, 81-812 Sopot

Poland

(48) 585 502 111 (48) 585 502 111

30. Inver House Distribution SA Avenue des Tilleuls, 62140 Marconne

France

(33) 2 181 6170 (33) 2 181 1321 Dormant

* International Beverage Trading Limited was incorporated on January 5, 2011. It is located at XL House, One Bermudiana Road

Hamilton HM II, Bermuda, Telephone No. : Phone (1) 441 292 7337, Fax No. (1) 441 295 5655

** Incorporated in Singapore on April 14, 2010.

*** International Beverage Holdings Limited acquired 100% shares of this company in Singapore on September 17, 2010.


Legal AdvisorWeerawong, Chinnavat & Peangpanor Ltd.

22nd floor, Mercury Tower

540 Ploenchit Road

Lumpini, Pathumwan

Bangkok 10330

Compliance AdvisorAllen & Overy LLP

24 Raffles Place

#22-00 Clifford Centre

Singapore 048621

Certified Public AccountantMs. Nittaya Chetchotiros (CPA No. 4439)

or Ms. Bongkot Amsageam (CPA No. 3684)

or Mr. Santi Pongjareanpit (CPA No. 4623)

of KPMG Phoomchai Audit Ltd.

has been appointed as Company Auditor

on April 29, 2010.

Documents

Thai Beverage 2010 Annual Report