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03
Developing a comprehensive communication and computer technology
business in compliance with ethics, personnel empowerment, and society
development for profits and competitiveness with long-term sustainability
Visions
6Cs Strategies
Customer Relationship Management (CRM) :
Creating long-term and continuous relations with customers.
Customized Training Programs :
Promoting the capacity development and learning
opportunities for employees and trade partners to
develop innovations for ultimate common benefits.
Communication :
Enhancing internal and external communication
efficiency by adopting new technologies to promptly
and accurately transfer knowledge, information,
and news.
Channel :
Increasing distribution and service channels with
the expansion of service centers and the customer
base for higher coverage and better access to
consumers.
Cost Saving :
Controlling the operating expenses and the management
system for efficiency.
Corporate Social Responsibility (CSR) :
Focusing on concretely practicing corporate social
responsibility by participating in CSR activities jointly
arranged with the employees for social contributions.
Visions and 6Cs Strategies
Message from the chairman
Mr. Supant Mongkolsuthree President and Chief Executive Officer
In 2009, the Company succeeded in turning the economic crisis into business opportunities
with the proactive market expansion both in the metropolitan Bangkok and the upcountry areas. The
success generated from the customer confidence in the “Trusted by SYNNEX” guarantee label on the
product packaging, assuring customers of the efficiency of products and services; variants of IT
products; increase in distribution and service channels in terms of branch and service center;
development of web-based services; financial support for the Company’s dealers with the credit line
expansion despite being in the slow-growing economic period; and cooperation from the Management
and employees in cost saving.
The above-mentioned strategies to boost growth resulted in the total income of 13,490.12
Million Baht in 2009, increasing by 1,934.80 Million Baht, or 16.74%. The income acceleration was a
result of the sales of HP and Asus notebooks, parts, printers, and network solution system products,
especially the Seagate products that the Company has been trusted as the sole distributor in Thailand
since July 2009. Consequently, the Company’s net profit in 2009 rose to 202.77 Million Baht, increasing
by 79.79 Million Baht, or 64.88% from 2008, and the Board of Directors, based on the outstanding
performance of the Company, resolved to pay dividend at the total amount of 0.22 Baht per share for
the year 2009.
Apart from contributing to the society in terms of technology advancement through the
IT business, the Company has been determined to be socially responsible along side. In 2009, the
Company presented 2 cars (Toyota Yaris model) to Her Royal Highness Princess Chakri Sirindhorn for
the purpose of utilizing under the activities of the Thai Red Cross Society. In addition, the Company
donated computers and computer peripherals under the “Suk Sala” Project, another project initiated
by Her Royal Highness Chakri Sirindhorn Princess covering the boarder patrol police schools using IT
equipment and technology to support medical care for people living in the remote areas with poor
health care facilities. Moreover, the Company has launched the “Library by SYNNEX IT” Project with
the selection of schools located countrywide to support computers and learning system via electronic
books (Electronic Library). In 2009, the Company achieved the target of transferring the electronic
library to 20 schools and the Company has planned to continue this Project in 2010 in order to reach
the target of covering schools from all provinces in the country.
During the past 20 years and onward, the company has been determined to retain the
quality and service to be the leading operator of the country’s IT business with sustainability in its
growth and continuity of implementing activities conveying corporate social responsibility. On behalf
of the Company’s employees, I would like to thank all shareholders, trade partners, employees, and
relevant parties for supporting the operations of the Company. We have been and will be determined
in practicing in compliance with the principles of good corporate governance for the best interests of
the Company’s shareholders.
As a final point, I would like all the holies in the world to bless all of you and your family
with happiness and success for every desired wish everlastingly.
04
Mr.Supant MongkolsuthreePresidentand Chief Executive Officer
05
Board of Directors
Mr. Supant Mongkolsuthree President
Mr. Tu Shu-Wu Director
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2
2
Mr. Virachai Srikajon Director
Mr. Huang Chi-Cheng Director
Mr. Lee Lee-Shen Director
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Mr. Wei Hui Director
Mr. Tu Shu-Chyuan Director
Mr. Puttipan Tayarachkul Director
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6
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Mr.Somchai Apiwattanapron Independent Director and Chairman of the Audit Committee
Ms.Maleeratna Plumchitchom Independent Director and Audit Committee Member
Mr.Vissut Sethaput Independent Director and Audit Committee Member
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Mr. Anuchit BoonyalugSenior Executive Vice President– Sales & Marketing
Mr. Puttipan TayarachkulSenior Executive Vice President– Operations
Mr. Supant Mongkolsuthree Chief Executive Officer
Management Team
Mr.Cherdchai Srikhamroon
Vice President – Internal Audit
Ms.Kamonsri BoonjangVice President – Accounting
Ms. Suvannee LeeExecutive Vice President– Marketing, Marcom
Ms. Kingkaew JutasompakornExecutive Vice President– Logistic & Assembly Mr. Chanchai Akaravetwattana
Vice President– Marketing (Commercial)
Mr. Prasit PanvichienVice President – Branch
Mr. Niti PetchnaithamVice President – Cnex Shop
Ms. Sutida MongkolsuthreeCorporate Secretary
Mr. Boonchai EkapisitVice President – Sales BKK
1110
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4 2
1
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Ms. Suporn LertteerapanyawongVice President– Finance & Purchasing
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Financial Highlights
Financial Highlights
Total Revenues
Growth Rate
Operating Results
2009 2008 2007
As of 31 December, 2009 (Unit: Thousand Baht)
Key figures
10,485,810
8.16%
11,555,322
10.20%
13,490,124
16.74%
Net Profit
Growth Rate
139,912
34.50%
122,982
-12.10%
202,767
64.88%
Total Assets
Total Liabilities
Shareholders’ Equity
Financial Position
2,798,403
1,877,560
920,842
3,165,213
1,955,688
1,209,525
3,282,432
1,996,727
1,285,704
Gross Profit Margin
Net Profit Margin
Return on Equity
Current Ratio
Debt to Equity Ratio
Financial Ratio
6.46%
1.33%
16.55%
1.35
2.04
5.85%
1.06%
11.55%
1.49
1.62
5.50%
1.50%
16.25%
1.50
1.55
13
General Information
Related Information
Financial Highlights
Financial Highlights
Total Revenues
Growth Rate
Operating Results
2009 2008 2007
As of 31 December, 2009 (Unit: Thousand Baht)
Key figures
10,485,810
8.16%
11,555,322
10.20%
13,490,124
16.74%
Net Profit
Growth Rate
139,912
34.50%
122,982
-12.10%
202,767
64.88%
Total Assets
Total Liabilities
Shareholders’ Equity
Financial Position
2,798,403
1,877,560
920,842
3,165,213
1,955,688
1,209,525
3,282,432
1,996,727
1,285,704
Gross Profit Margin
Net Profit Margin
Return on Equity
Current Ratio
Debt to Equity Ratio
Financial Ratio
6.46%
1.33%
16.55%
1.35
2.04
5.85%
1.06%
11.55%
1.49
1.62
5.50%
1.50%
16.25%
1.50
1.55
13
General Information
Related Information
2,000,000
10,485,810
11,555,322Total Revenues
13,490,124
139,912
122,982
202,767
2550 2551 2552
4,000,000
6,000,000
8,000,000
10,000,000
12,000,000
14,000,000
บาท
0
Net Profit
2550 2551 2552
160,000
140,000
120,000
100,000
80,000
180,000
200,000
220,000
บาท
0
500,000
2,798,403
Financial Position
2550 2551 2552
1,000,000
1,500,000
2,000,000
2,500,000
3,000,000
3,500,000
บาท
0
Total Assets
Total Liabilities
Shareholders’ Equity
3,165,213 3,282,432
1,877,560 1,955,688 1,996,727
920,842 1,209,525 1,285,704
14
General Information
Company Name : SYNNEX (THAILAND) PUBLIC COMPANY LIMITED
Stock Code : SYNEX
Registration No. : 0107550000203
Registered capital : 705,000,000 Baht
Paid-up capital : 680,000,000 Baht
Par value : 1 Baht per value
Type of Business : Distribution of computers, computer peripherals, software, and information systems
Address : 433 Sukontasawat Rd., Khwang/Khet Lardprao, Bangkok,10230
Telephone No. : 0-2553-8888
Fax No. : 0-2578-8181
Home Page : http://www.synnex.co.th
Subsidiary’s Name : PRISM SOLUTIONS CO.,LTD.
Registration No. : 0105539018019
Registered capital : 8,000,000 Baht
Paid-up capital : 8,000,000 Baht
Par value : 100 Baht per value
Type of Business : Support of training, installation, and maintenance services on advanced
computer programs and information systems for customers both before
and after sales with on-site servicing available
Address : 433 Sukontasawat Rd., Khwang/Khet Lardprao, Bangkok,10230
Telephone No. : 0-2553-8888 Ext. 8502-3, 8509, 8519
Fax No. : 0-2553-2009
Home Page : http://www.prism.co.th
15
Related Information
References
Registrar : Thailand Securities Depository Co., Ltd.
62 The Stock Exchange of Thailand Building,
Rachadapisek Road, Klongtoey, Bangkok 10110
Telephone No. 66(0) 2229 2800
Fax No. 66(0) 2359 1259
Auditor : SAM NAK-NGAN A.M.C. Co., Ltd.
191 Silom Complex Building, 19th Floor, 4th Unit, Silom Road, Silom,
Bangrak, Bangkok 10500
Telephone No. 66(0) 2231 3980-7
Fax No. 66(0) 2231 3988
Home Page: www.amc-mri.com
16
Nature of Business
Company’s Background and Major Developments
17
The Company was incorporated as Compex
(Thailand) Company Limited on 5 April 1988 with
the registered and paid-up capital of 1,000,000 Baht.
The Company was a subsidiary of T.K.S. Inter
Printing Company (laterregistered as a listed
company and changed its title in 1997 to T.K.S.
Enterprise Public Company Limited and in 2002
to T.K.S. Technologies Public Company Limited)
founded to import and distribute computers,
computer peripherals, software programs, and
IT systems) with T.K.S. Technologies Public
Company Limited holding 99.99% of the registered
and paid-up capital.
In 1997, the Company increased the
registered and paid-up capital to 100,000,000 Baht
and in 1999, Synnex Technology International
Corp. from Taiwan, one of the world’s top three
computer and IT distributors with networks in
the USA, Australia, China, Hong Kong, New Zealand,
and India, as realizing the growth potential of
Thailand’s computer and IT business, decided
to invest in Compex (Thailand) via King’s Eye
Investments Ltd., its subsidiary on investment,
with the shareholding ratio at 49% of the
Company’s registered and paid-up capital. In
this connection, Synnex Technology International
Corp. has operated the computer and IT business
in Taiwan since 1988 and was officially listed in
the Taiwan Stock Exchange in 1995.
In 2002, the Company changed its name
to “Synnex (Thailand) Company Limited” and
relocated the headquarters to Sukontasawat
Road (which is in proximity with Ekamai-Ramintra
Express Way) where the Company’s transport
and distribution terminal has been established
and managed applying the distribution technology
transferred from the Taiwan’s Synnex Group.
When the accumulated work experiences and
expertise of the Company’s Management in
trading computers and computer peripherals
were added up with the capacity and business
familiarity of the Synnex Group from Taiwan,
the Company’s growth was quickly accelerated
to the point where the registered and paid-up
capital reaching up to 500,000,000 Baht in 2004.
On 30 November 2007, the Company
registered with the Ministry of Commerce as a
listed company on 30 November 2007 and altered
its name accordingly from “Synnex (Thailand)
Company Limited” to “Synnex (Thailand) Public
Company Limited” and increased the registered
and paid-up capital from 500,000,000 Baht to
705,000,000 Baht by launching 205,000,000 common
stocks with the par value of 1 Baht per share to
be offered to the existing shareholders of T.K.S.
Technologies Public Company Limited at the
amount not exceeding 57,000,000 stocks to be
publicly traded at the amount totaling 123,000,000
stocks and to accommodate the exercise of ESOP
warrants that the Company had launched for its
directors and employees at the amount comprising
25,000,000 stocks.
The Company’s listing on the Stock
Exchange of Thailand would not only relieve the
burden on finding sources of funding but also
increase the Company’s investment value.
Elaborately, the Company’s first common stock
offering to the general public and the registration
as a listed company in the SET would enable
the Company to access a variety of funding
sources and own a sufficient amount of the
working capital to expand the Company’s market
share and to be utilized as currents of the
Company. It is expected that aforementioned
spin-off would affect the operating results
including the net profit of the consolidated
financial statements of T.K.S. Technologies
Public Company Limited in the future by 29%,
yet, lessen its burden of finding the sources of
funding and enable the concentration on the
printing services for digital prints and mails as
well as security forms which all are highly
prospective for growth. Thus, since expecting
that such spin-off would not significantly affect
T.K.S. Technologies Public Company Limited’s
operating results including the net profit of its
future consolidated financial statements, the
Extraordinary General Meeting of Shareholders
no. 3/2007, as held on 20 November 2007, resolved
the listing of the Company on the Stock Exchange
of Thailand.
In this connection, after the initial public
offering of the 180,000,000 common stocks and
the 25,000,000 units of non-transferrable ESOP
warrants with the holders’ names specified to
the Company’s directors and employees, the
shareholding ratio of the parent company would
be decreased by 13.24%, or from 50% to 36.76%,
of the registered and paid-up capital of the
Company after the initial public offering and the
exercise of ESOP warrants issued to the directors
and employees. However, the Company allocated
the common stocks offered to the existing minor
shareholders of T.K.S. Technologies Public
Company Limited at the amount not exceeding
57,000,000 stocks according to the Pre-emptive
Right at the same price offered to the public in
order that they could retain their profit’s shares
and rights to vote. If the minor common stock
holders of the parent company did not exercise
such right, their shares in the Company’s profit
and rights to vote would be diluted, or the dilution
effect, at the rate of 26.48% of the profit and
voting right before the first offering and 29.08%
after the first offering and the exercise of ESOP
warrants of the directors and employees of the
Company.
18
Timeline of Company’s Major Changes and Development
EVENT
1988
1990
1991
1992
1994
1996
1997
1998
On 24 June 1998, the Company increased the registered and paid-up capital from 100,000,000
Baht to 135,000,000 Baht with the par value of 100 Baht per share. In 1998, the Company
also opened the first upcountry branch in Khon Kaen.
On 26 March 1997, the Company increased the registered and paid-up capital from
50,000,000 Baht to 100,000,000 Baht with the par value of 100 Baht per share.
In addition, the Company was appointed as an authorized distributor of every Intel product
line in Thailand.
On 9 February 1996, the Company founded Prism Solutions Company Limited with the initial
registered capital of 2,000,000 Baht, with the Company’s shareholding ratio of 99.99% of the
registered and paid-up capital of Prism Solutions Co., Ltd., to operate support services on
training, installation, and maintenance of advanced computer programs.
Furthermore, on 13 May 1996, the Company increased the registered and paid-up capital
from 40,000,000 Baht to 50,000,000 Baht with the par value of 100 Baht per share.
On 21 March 1994, the Company increased the registered and paid-up capital from 12,000,000
Baht to 20,000,000 Baht with the par value of 100 Baht per share and later increased to
40,000,000 Baht with the par value of 100 Baht per share on 2 August 1994.
On 2 April 1992, the Company increased the registered and paid-up capital from 8,000,000
Baht to 12,000,000 Baht with the par value of 100 Baht per share.
On 16 July 1991, the Company increased the registered and paid-up capital from 2,000,000
Baht to 8,000,000 Baht with the par value of 100 Baht per share.
T.K.S. Technologies Public Company Limited, Wholesaler of stationery, office paper,
computer-related tools and consumables, on 5 April 1988, founded Compex (Thailand)
Company Limited to import and distribute computers, computer peripherals, software, and
IT system with the registered and paid-up capital of 1,000,000 Baht with 10,000 common
stocks with the par value of 100 Baht per share.
1990 On 4 April 1990, the Company increased the registered and paid-up capital from
1,000,000 Baht to 2,000,000 Baht with the par value of 100 Baht per share.
Moreover, the Company was appointed as an authorized distributor of Seagate Hard Disk
Drive in Thailand.
19
EVENT
2002
2003
2004
2005
2006
On 24 February 2004, the Company increased the registered and paid-up capital from
340,000,000 Baht to 500,000,000 Baht with the par value of 100 Baht per share.
On top of that, the Company was certified ISO 9001:2008 from Bureau Veritas Certification
Company Limited for Configure-To-Order computer and after-sale services.
The Company started implementing Automatic Storage and Retrieval System (ASRS), an
automatic, computer-controlled warehouse management system, of which the installation
was completed in 2007.
Prism Solutions Company Limited sold all stocks at the ratio of 25% of the paid-up capital
of Zenith Comp Company Limited, which operates the business of software distribution,
computer system design and installation, software consultancy and training, to the previous
shareholders, at book value.
On 28 February 2003, the Company increased the registered and paid-up capital from
300,000,000 Baht to 340,000,000 Baht with the par value of 100 Baht per share.
On 1 March 2002, the Company increased the registered and paid-up capital from 260,000,000
Baht to 300,000,000 Baht with the par value of 100 Baht per share.
In addition, Compex (Thailand) Company Limited changed its name to Synnex (Thailand)
Company Limited as well as relocating the Company’s headquarters to Sukontasawat Road
(which is in proximity with Ekamai-Ramintra Express Way) where the Company’s transport
and distribution terminal was established and managed applying the distribution technology
transferred from the Taiwan’s Synnex Group.
Timeline of Company’s Major Changes and Development
20
1999
Synnex Technology International Corp. from Taiwan, which is a giant distributor of computer
peripherals and IT products of the world, invested in the company with the shareholding
ratio of 49%. On 2 February 1999, the Company increased the registered and paid-up
capital from 135,000,000 Baht to 180,000,000 Baht with the par value of 100 Baht per share.
In addition, on 22 June 1999, the Company increased the registered and paid-up capital of
Prism Solutions Company Limited to 8,000,000 Baht.
On 27 October 1999, the Company increased the registered and paid-up capital to 260,000,000
Baht with the par value of 100 Baht per share.
Timeline of Company’s Major Changes and Development
EVENT
2008
2009
The Company became a listed company on the Stock Exchange of Thailand and made the
initial public offering of its stocks on 16 June 2008.
The Company utilized its capital to fund the construction of a new building at the
Headquarters in response to the business growth and expansion which is expected to be
completed in the second quarter of 2010. In addition, in commemoration of the 20th
anniversary of the Company’s establishment in 2009, the Company has set a Corporate
Social Responsibility (CSR) program in a form of e-library titled “Library IT by Synnex” that
the Company succeeded in achieving the target of providing computer and IT products for
the countrywide 20 educational institutes qualified according to the selection criteria.
21
2007
On 7 June 2007, the Company was certified on Quality of Work Life from Thai Health
Promotion Foundation.
In addition, the Company founded CNEX shop in forms of a franchise business. To the
franchisee, the Company offers the distribution right of products from the Company, model
of CNEX Shop, decoration, logo, trademark, poster advertisement, packaging, advisory on
the finance and accounting system, and business management technique to the investors.
Moreover, on 7 September 2007, the Company was presented a certificate on Thai Industrial
Standard for Personal Computer from Thai Industrial Standards Institute, Ministry of Industry.
Also, the Extraordinary General Shareholder Meeting no. 2/2007 on 29 November 2007
resolved to register the Company as a listed company and changed the par value of the
Company from 100 Baht to 1 Baht per share. It was also resolved to increase the registered
capital by 205,000,000 Baht by issuing 205,000,000 stocks with the par value of 1 Baht per
share and allocated 180,000,000 common stocks offered to the existing shareholders of
T.K.S. Technologies Public Company Limited according to the Pre-emptive Right at the
amount not exceeding 57,000,000 stocks and offered to the public at the amount of
123,000,000 stocks. The Company also allocated 25,000,000 common stocks for capital
increase to accommodate warrant exercise of common stocks to be issued and offered to
the Company’s directors and employees. The Company registered with the Ministry of
Commerce as a listed company on 30 November 2007 and changed the name from Synnex
(Thailand) Company Limited to Synnex (Thailand) Public Company Limited.
Overall Picture of Business Operations of Company and Subsidiary
22
Synnex (Thailand) Public Company Limited
distributes computers, computer peripherals,
software, IT system, and computer consumables
of over 50 world-recognized brands while the
Company’s customer base includes countrywide
computer retailers and wholesalers, local-branded
computer manufacturers, department stores,
superstores, and stationary shops, and etc.
As a result of the long engagement of T.K.S.
Technologies Public Company Limited in the
business of consumable product distribution
while the Company’s Management have
extensively experienced in trading computers
and computer peripherals, when combined with
Synnex Group from Taiwan, it creates an
advantage on the Company’s warehouse
management system which has been widely
recognized by global producers. Hence, the
ompany has been authorized as the distributor
of products from every corner of the world,
claiming the Company as the distributor with
the most diverse and comprehensive product
lines to satisfy the needs of consumers in Thailand.
Meanwhile, the Company is a direct party in
entering into distribution contracts with product
manufacturers without any involvement from
Synnex Group from Taiwan.
At present, there is no limitation for the
Company to expand the market abroad, however,
there is no such policy since the Company sees
that the domestic market for computers and
computer peripherals is still expandable. However,
Synnex Group from Taiwan does not specify any
condition limiting the expansion of the Company
overseas.
From the diversity of the comprehensive
product lines and credibility of the Company,
both partners and customers of the Company
are all confident in placing orders for products
from the Company due to the speedy process
and convenience in sale transactions and
after-sale services. At present, the products
distributed can be categorized into 8 lines with
details as follows
Component Product Group (CPG)
IPG incorporates printing products and main products
are namely Inkjet Printer, Laser Printer and All-in-One
Printer. The company is the authorized distributor
of products of Canon, Epson, Fuji Xerox, Hp, and
Samsung.
Image & Printing Product Group (IPG)
Component Product Group (CPG)Component Product Group (CPG)
IPG incorporates printing products and main products
are namely Inkjet Printer, Laser Printer and All-in-Oneare namely Inkjet Printer, Laser Printer and All-in-Oneare namely Inkjet Printer, Laser Printer and All-in-Oneare namely Inkjet Printer, Laser Printer and All-in-One
Printer. The company is the authorized distributor
of products of Canon, Epson, Fuji Xerox, Hp, andof products of Canon, Epson, Fuji Xerox, Hp, andof products of Canon, Epson, Fuji Xerox, Hp, andof products of Canon, Epson, Fuji Xerox, Hp, and
Samsung.Samsung.
Image & Printing Product Group (IPG)
Consumables & Supply Group (CSG)
CSG covers consumables and supplies which
constantly need to be purchased for replacement.
The main products include, for example, Ink
Cartridge, Toner, and Ribbon. The Company is the
authorized distributor of Brother, Canon, Epson,
Fuji Xerox, Fullmark, HP and Samsung which are
all popular brands welcomed by consumers. On
top of the above-mentioned products, this group
also includes T.K.S.-branded continuous form.
CPG includes computer components comprising of
such main products as Hard Disk Drive, CPU,
Motherboard, DRAM, CD-ROM, and DVD-RW. The
Company is the authorized distributor of Seagate,
the leader of Hard Disk Drive market, and Western
Digital products. As for CPU, the Company is the
authorized distributor of Intel, the leading brand in
the CPU market. Moreover, the Company sells
Motherboard of Asustek Gigabyte’s brand (Asustek’s
share in the market is significant.) and distributes
DRAM of Kingston and DVD-RW of Asustek, LG, and
Samsung.
23
Network Product Group (NPG)
NPG products encompasses network components
comprising of such main products as Switch, UPS,
Server, Network Cabling System, Wireless LAN, Hub,
and Router. The Company is the authorized distributor
of network products of 3COM, APC, AMP, Compex,
Cisco, Planet and Zyxel, which are all leading brands
in the network market.
Network Product Group (NPG)Network Product Group (NPG)Network Product Group (NPG)Network Product Group (NPG)Network Product Group (NPG)Network Product Group (NPG)
NPG products encompasses network componentsNPG products encompasses network components
comprising of such main products as Switch, UPS,comprising of such main products as Switch, UPS,comprising of such main products as Switch, UPS,comprising of such main products as Switch, UPS,comprising of such main products as Switch, UPS,comprising of such main products as Switch, UPS,
Server, Network Cabling System, Wireless LAN, Hub,Server, Network Cabling System, Wireless LAN, Hub,
and Router. The Company is the authorized distributorand Router. The Company is the authorized distributor
of network products of 3COM, APC, AMP, Compex,of network products of 3COM, APC, AMP, Compex,
Cisco, Planet and Zyxel, which are all leading brandsCisco, Planet and Zyxel, which are all leading brands
in the network market.in the network market.
SPG encompasses complete and semi-complete
computer sets with such main products as Notebook
and Desktop PC. The brands are composed of Dell,
Hp, Kohjinsha, Lenovo, and Samsung. The Company
also distributes Asustek and BenQ brands as well as
Configure-to-Order (CTO) computers. One brand under
SPG is Lemel which belongs to the Taiwan’s Synnex
Group.
System Product Group (SPG)
Display Product Group (DPG)
DPG includes such main products as Display Screen.
The Company is the authorized distributor of Asustek,
BenQ, EIZO, LG, Lemel, Phillips and Samsung, which
is the leader of display screen market. Moreover,
the Company is the sole authorized importer and
distributor of EIZO Screen in Thailand.
24
Multimedia Consumer Electronic ProductGroup (MCE)
MCE Product Group covers electronic devices used
with computers. The main products are, for example,
USB Flash Drive, Flash Card, External Hard Drive, MP3,
Projector, Digital Camera, GPS Device, and GPS+PDA
Telephone. The Company is the sole importer and
distributor of Mio GPS+PDA Telephone as well as
Navman and Mio products. In addition, the Company
distributes Aidata, Imation, Lemel, Pretec, Seagate,
Sandisk, and Kingston, which is the leader of the USB
Flash Drive market.
Software Product Group (SWG)
Multimedia Consumer Electronic ProductMultimedia Consumer Electronic ProductGroup (MCE)Group (MCE)Group (MCE)Group (MCE)Group (MCE)Group (MCE)
MCE Product Group covers electronic devices usedMCE Product Group covers electronic devices usedMCE Product Group covers electronic devices usedMCE Product Group covers electronic devices usedMCE Product Group covers electronic devices usedMCE Product Group covers electronic devices used
with computers. The main products are, for example,with computers. The main products are, for example,
USB Flash Drive, Flash Card, External Hard Drive, MP3,USB Flash Drive, Flash Card, External Hard Drive, MP3,USB Flash Drive, Flash Card, External Hard Drive, MP3,USB Flash Drive, Flash Card, External Hard Drive, MP3,USB Flash Drive, Flash Card, External Hard Drive, MP3,USB Flash Drive, Flash Card, External Hard Drive, MP3,
Projector, Digital Camera, GPS Device, and GPS+PDAProjector, Digital Camera, GPS Device, and GPS+PDA
Telephone. The Company is the sole importer andTelephone. The Company is the sole importer andTelephone. The Company is the sole importer andTelephone. The Company is the sole importer andTelephone. The Company is the sole importer andTelephone. The Company is the sole importer and
distributor of Mio GPS+PDA Telephone as well asdistributor of Mio GPS+PDA Telephone as well as
Navman and Mio products. In addition, the CompanyNavman and Mio products. In addition, the Company
distributes Aidata, Imation, Lemel, Pretec, Seagate,distributes Aidata, Imation, Lemel, Pretec, Seagate,
Sandisk, and Kingston, which is the leader of the USBSandisk, and Kingston, which is the leader of the USB
Flash Drive market.Flash Drive market.
25
SWG consists of software products featuring such
main products as Operating System Software for PC,
Application Software, Operating System for Server,
and Safety Software for Network. The Company is
the authorized distributor of Autodesk, CA, Microsoft
(the number one leader of the software market), and
Trend Micro brands.
Synnex Group, Taiwan
Subsidiary
26
The Synnex Group from Taiwan, a major
shareholder (via King’s Eye Investments Ltd.),
is a distributor of computers and IT equipment
in such countries as Taiwan, the United States,
Australia, China, Hong Kong, New Zealand, and
India. Despite the similarity in terms of business
nature, the Taiwan’s Synnex Group, based on
their oversea investment’s policy, is determined
in jointly investing with a local partner with
financial security and business familiarity in
such country and, at present, declares no
intention of the Group in entering the market
directly in Thailand. Moreover, another asset of
the Company realized and desired by the
Taiwan’s Synnex Group lies in the fact that
members of Management comprises of all Thais
with experiences related to the distribution of
computers and computer peripherals in Thailand
for more than 10 years since the Company, by
the business nature, requires the familiarity in
both distribution and management of distribut
on channels which cover all customers groups.
At present, there is no limitation for the
Company to expand the market abroad, however,
there is no such policy since the Company sees
that the domestic market for computers and
computer peripherals is still expandable.
However, Synnex Group from Taiwan does not
specify any condition limiting the expansion of
the Company overseas.
Prism Solutions Company Limited
(“the Subsidiary”) was founded on 9 February
1996 with the initial registered capital of 2,000,000
Baht with the Company’s shareholding ratio of
99.99% of the registered and paid-up capital to
support a training service on advanced computer
programs and network. Later, on 22 June 1999,
the Subsidiary increased the registered and
paid-up capital to 8,000,000 Baht and in 2006,
the Subsidiary expanded its service range to
cover installation and maintenance services of
advanced computer programs in order to promote
its company performance.
The on-site service is another range of
services developed based on the Company’s
awareness of the need for the maintenance
service on network, hardware, and software of
the corporate customers countrywide.
Since the Company’s branch offices are
located throughout the country, a number of
interested customers have trusted the Company
to perform the on-site service by personnel of
related expertise. At present, the Company offers
the on-site hardware maintenance service for
Lemel PC users by approaching the target group,
or users in search for application advices in order
to directly satisfy the customers’ needs by
checking, monitoring, and troubleshooting
computers and peripherals.
Revenue Structure
Revenue from sales
1. Component Product Group
2. Consumables and Supply Group
3. Image and Printing Product Group
4. Network Product Group
5. Display Product Group
6. System Product Group
7. Multimedia Consumer Electronic
Product Group
8. Software Product Group
9. Others
Total Revenues
Revenue from service
Total Revenues from Sales and Service
Growth rate of Revenue from Sales and Service
2007
Value % Value % Value %
2008 2009
Unit: Million Baht
Source: The Company
Revenue Structure
3,218
2,217
1,206
1,057
958
717
671
431
8
10,483
12
10,495
30.7%
21.1%
11.5%
10.1%
9.1%
6.8%
6.4%
4.1%
0.1%
99.9%
0.1%
100.0%
11.8% 9.6% 16.7%
2,417
2,516
1,175
1,088
1,012
1,890
889
494
8
11,489
14
11,503
21.01%
21.87%
10.22%
9.46%
8.80%
16.43%
7.73%
4.30%
0.07%
99.88%
0.1%
100%
2,736
2,382
1,530
916
1,042
3,215
1,103
474
12
13,411
16
13,427
20.38%
17.74%
11.39%
6.83%
7.76%
23.95%
8.22%
3.53%
0.09%
99.88%
0.12%
100%
Business Objectives
The Company’s supreme objective is to
become a leader in distributing computers,
peripherals, software, and consumables with a
wide assortment of products manufactured by
the world’s leading producers under the concept
of one-stop shopping for customer convenience.
In 2010, apart from expanding the market share,
the Company also aims at accelerating the
volume of the active customer base to reach
4,500 customers in order to achieve the target
growth of this year. In addition, the Company is
clearly committed to be a good and sustainable
business partner with producers, provide
efficient services for consumers, and endeavor
in developing the “Trusted by Synnex” label to
remain credible and trusted by consumers.
Moreover, the Company is determined to develop
and manage distribution channels to be more
efficient by providing fast merchandise delivery
to response to the customers’ needs for their
highest satisfaction.
27
Industrial Condition and Competition Strategies
Corporate Social Responsibility and Environmental Activities
Overall Picture of the Industry
Source: Software Industry Promotion Agency (SIPA)
Computer and ICT Market Value from 2007 - 2009
As for the expenditure on computers and
ICT of the three main economic sectors in
Thailand, it was found that in 2009 the spending
of the private sector under the computer service
group was the highest among the three sectors
at 59.45% or 28,775 Million Baht in value with the
decreasing growth rate compared to that of 2008.
At the same time, the government sector spent
on computer services at 18,431 Million Baht or
38.10%, increasing by 1.9% from last year. In
addition, the expense of the household and SME
sector for computer services in 2009 was 2% of
the total market or 1,186 Million Baht in value.
Industrial Condition and Competition Strategies
1. Computer Hardware
2. Computer Software
3. Computer Service
Total Market Value
(Data Communication Device excluded)
4. Data Communication Device
Total Market Value
2007
Value Value Value
2008 2009
Unit: Million Baht
Product Group
68,159
56,616
21,536
146,311
53,569
199,880
34.10%
28.30%
10.70%
73.10%
26.90%
100.00%
75,720
62,937
24,981
163,638
59,868
223,506
33.90%
28.20%
10.20%
73.30%
27.80%
100.00%
80,869
64,365
48,372
193,606
63,540
257,146
31.45%
25.03%
18.81%
75.29%
24.71%
100.00%
Source: Software Industry Promotion Agency (SIPA)
Note: Expense in the data communication device product group cannot be separately calculated. 1
Government Sector
Private Sector
Household
and SME Sector
Total
Hardware Software Service
Unit: Million Baht
Economic Sector
11,039
22,012
47,818
80,869
13.65%
27.22%
59.13%
100.00%
Expenditure on Computer and ICT Categorized by Economic Sector in 2009 1
43.49%
45.09%
11.42%
100.00%
18,431
28,755
1,186
48,372
38.10%
59.45%
2%
100.00%
Total
57,465
79,787
56,354
193,606
29.68%
41.21%
29.11%
100.00%
27,995
29,020
7,350
64,365
29
In 2009, National Electronics and Computer
Technology Center (NECTEC) found that the
market value of computer and information and
Communication technology (IT)’s product groups
in Thailand was at 257,146 Million Baht. It is
expected that the market growth shall rise by
10.5% or 284,049 Million Baht in value in 2010.
Percentage Percentage Percentage
Value Value ValuePercentage Percentage Percentage Value Percentage
Source: Software Industry Promotion Agency (SIPA)
The computer hardware market value in
2009 totaled 80,869 Million Baht, increasing from
2008 by 2.5% (the segment’s growth rate was
calculated using the total sum at 77,619 Million
Baht, excluding the values of Projector and UPS
product types which were both surveyed in 2009
for the first time). Products with the highest
sales include Desktop Computer, Notebook
Computer, and Netbook Computer which added
up to 64% of the total computer hardware market.
In 2010, it is expected that the value of this product
group will rise to 88,040 Million Baht that equals
to 8.9% for the growth rate which is rather high.
1. Network
2. Computer and Peripherals
2.1 Computer
- Desktop Computer
- Notebook Computer
- Server
2.2 Display Screen
- CRT
- LCD
2.3 Printer
- Impacted
- Inkjet
- Laser
2.4 Data Storage
- Hard Disk
- Enterprise Storage
2.5 Other Peripherals
- Scanner
- Digital camera
- PDA
Total (Projector and UPS excluded)
Projector
UPS
Total Value of Computer Hardware Market
2007
Amount Value Amount Value Amount Value
2008 2009
(Unit: Thousand Unit/ Million Baht)
Product Type
n/a
n/a
1,980
1,200
770
10
254.5
52.5
212
1,359
75
1,050
234
n/a
n/a
n/a
880
24
850
6
n/a
n/a
8,916
59,243
40,369
21,000
19,250
119
1,504
168
1,336
4,991
938
2,710
1,343
3,275
1,465
1,810
9,105
120
8,925
60
68,159
n/a
n/a
n/a
2,580
1,300
1,200
80
325.5
26.5
300
1,355
62
1,043
250.5
n/a
n/a
n/a
1,019
15
1,000
4
n/a
n/a
8,660
67,060
49,850
21,450
27,600
800
1,274
74
1,200
3,931
620
1,967
1,344
3,360
1,460
1,900
8,645
105
8,500
40
75,720
n/a
n/a
n/a
n/a
1,280
1,400
130
420
0
420
1,368
55
1,040
273
n/a
n/a
n/a
1,030
16.5
1,010
3.5
n/a
60
n/a
n/a
7,890
69,729
51,824
20,864
29,400
1,560
1,638
0
1,638
3,933
523
2,008
1,403
3,600
1,700
1,900
8,734
116
8,500
33
77,619
1,500
1,750
80,869
30
Computer Hardware Market Value from 2007 – 2009
As for the computer software market, the
total value in 2009 was 64,365 Million Baht with
the growth rate of 2.3%. Of all software product
types, the Enterprise Software was the type that
seized the biggest share at 56,062 Million Baht
or 0.9% of the computer and ICT product market;
the Mobile Application came in second at 3,069
Million Baht with the growth rate of 16.3%, and
the Embedded Software was ranked third at 2,760
Million Baht with the growth rate of 17.0%. It is
expected that in 2010, the estimated value of the
Enterprise Software shall be at 58,071Million
Baht or increasing from 2009 by 3.6%, while
that of Mobile Application shall be at 3,720 Million
Baht or growing by 21.2% and that of the
Embedded Software shall rise to 3,423 Million
Baht or expanding by 24%.
Source: Software Industry Promotion Agency (SIPA)
Computer Software Market Value from 2007 – 2009
1. Enterprise Software
2. Mobile Application
3. Embedded Software
4. Animation
5. Others
Total
2007 2008 2009
Unit: Million Baht
Product Type
50,470
2,133
1,937
n/a
2,075
56,616
55,547
2,640
2,359
n/a
2,391
62,937
56,062
3,069
2,760
n/a
2,474
64,365
89.10%
3.80%
3.40%
n/a
3.70%
100%
88.30%
4.20%
3.70%
n/a
3.80%
100%
87.10%
4.77%
4.29%
n/a
3.84%
100%
Regarding the computer service market,
the value totaled 48,372 Million Baht in 2009.
Among all services, IT Consulting possessed the
biggest growth rate at 19.0% or 2,170 Million
Baht in value since government organizations
and large-sized enterprises realized the necessity
to adopt the IT Consulting for developing their
organizational strategic planning, especially in
financial and banking sectors that IT has been
adopted to benefit several aspects of their
administration and management. In 2009, the
Software and Data Maintenance was ranked
second to IT Consulting in terms of growth
which is as high as 18.7% or 1,027 Million Baht
in value. The growth of IT Outsourcing service
was ranked third at the rate of 16.7%.
In 2009, the market of SI and Network
Services achieved the highest growth at 64.6%
or 31,224 Million Baht in value. At the same time,
the market growth of Data Center and Disaster
Recovery Center was at 9.9% or 4,799 Million
Baht in value while the rate of market growth
of IT Outsourcing reached 9.8% or 4,761 Million
Baht in value.
Source: Software Industry Promotion Agency (SIPA)
omputer Service Market Value from 2007-2009
1. System Integrator : SI & Network Services
2. Software and Data Maintenance Services
3. Hardware Maintenance Services
4. Data Center and Disaster Recovery Center
5. IT related Training & Education
6. IT Consulting
7. IT Outsourcing
Total
2007 2008 2009
Unit: Million Baht
Product Type
11,036
709
2,482
1,007
1,390
1,510
3,291
21,425
12,872
865
2,612
1,228
1,501
1,823
4,080
24,981
31,244
1,027
2,862
4,779
1,529
2,170
4,761
48,372
51.50%
3.30%
11.50%
4.70%
6.40%
7.00%
15.30%
100%
51.50%
3.40%
10.40%
4.90%
6.00%
7.20%
16.30%
100%
64.59%
2.12%
5.92%
9.88%
3.16%
4.49%
9.84%
100%
31
Value Value ValuePercentage Percentage Percentage
Value Value ValuePercentage Percentage Percentage
At present, there are several factors driving
the growth of computer and information
technology market. Examples of growth-
stimulating factors are price competition which
results in price reduction of several products;
technology development that has increased
hardware efficiency such as the improvement
on the CPU processing system from Dual Core
to Core 2 Dual and the development of the new
Windows operating system, Windows Vista; the
higher demand of people residing in upcountry
areas in computers for education; the expiry of
existing computers and computer peripherals;
stronger competition in developing the IT system
for the business operations of financial and
banking sectors; adding of new technologies to
PDA phones; upgrading of resolutions of digital
cameras; and organizing of computer and
technology exhibitions. In addition, the most
significant factor that has contributed to the
growth of computer and ICT market is the price
reduction of notebook computers to the range
that boosts up demands from consumers looking
for purchasing new computers and first-time
computer buyers.
Following the economic crisis in 2008, the
Thai economy in 2009 continued its depression
which led to the recession in spending of the
business and government sectors that affected
the overall picture of the ICT market.
In 2009, the value of the total spending of
the Thai economy for ICT products and services
was at 555,501 Million Baht or increasing from
2008 by only 6.0%. However, it was found that
the majority of the spending was in the
communication market which equaled to 65.1%
of the ICT market or 3.6 Hundred Thousand Baht.
At the same time, the spending in computer
hardware, software and service markets was
80,869, 64,365, and 48,372 Million Baht respectively.
When compared to the growth of the ICT market
in 2009, that of 2010 is expected to be better as
a result of the trend in the recovery of domestic
and global economies. Moreover, in case the
auction of the 3G license succeeds, a higher
volume in the purchasing of related equipments
and services shall be seen.
Competition Strategies
The Company has been transferred the
technology in modern inventory management
and distribution system from Synnex Group,
Taiwan, possesses distribution channels as well
as the customer base with countrywide coverage,
and excels at providing prompt after-sale services.
The Company’s current competition strategies
are as follows:
1. The Company aims at retaining the
market share of main product groups namely
Component Product Group, Image and Printing
Product Group, and Consumable and Supply
Product Group with the use of wide and large
customer base to cover areas and expand
branches in order to quickly respond to the
upcountry market and to reduce the transportation
expense. As for technical products requiring
expertise such as those in Network Product
Group and Software Product Group, the Company
has made an investment in personnel by employing
sale engineers to provide support services to
dealers of technical products. Moreover, the
Company shall increase the size of the Company’s
market share for computer and networking
products which are currently small by importing
products of brands with high market shares such
as Hp for desktop personal computers and
notebooks for corporate and general consumers.
2. The Company is determined at expanding
branch offices under the concept of serving as
Sale Office, Service Center, and Warehouse in
one office to major provinces all over the country.
At present, there are 22 branches operated
countrywide, facilitating and accelerating the
speed of performing services on sales and repair
and claiming.
32
ระยะเวลาการขายสินคาของสินคาคงคลัง (Inventory/Sales Ratio) หมายถึง จำนวนสัปดาหที่บร�ษัทฯ สามารถขายสินคาคงคลัง
ที่มีอยู โดยผูจัดการผลิตภัณฑจะใชอัตราสวนดังกลาวในการคำนวณการสั่งสินคาใหม หร�อระบายสินคาคงคลังเดิม
1
1
3. The Company strives at developing
better coverage for product distribution via as
much as 5,000 dealers all over the country,
including those with large distribution channels
such as IT retail chains and groups, enabling the
Company to distribute product with comparatively
wider area coverage.
4. The Company positions products
distributed at the middle to high levels since
these products are of high quality and popularity,
yielding the profit per unit at a higher level than
distributing products targeted at the low-end
market.
5. The Company prioritizes products with
high yields by making any necessary investments
related to the high-yield products to develop
distribution channels as well as cooperating
with their product manufacturers to improve
channels for distribution and increase the sales
volume of these highly profitable products.
6. The Company distributes products of
reliable quality since the Company does the
pre-launch product testing and selects products
globally recognized and guaranteed by the
manufacturers, giving customers the confidence
in placing product orders. Furthermore, the
warranty label “Trusted By SYNNEX” ensures
customers in terms of quality of products,
quality of services both before and after sales,
and countrywide coverage of distribution channels.
7. The Company’s founding of CNEX Shop
under the concept of “Chic, Choice, Companion,
and Convenience” has added up a distribution
channel for the Company to interact more with
consumers. At present, there are 18 branches
(including the branch at the Headquarters) of
CNEX Shop operated and the Company aims to
increase the number of branches up to 250
branches within 5 years. The Company offers
the distribution right of products from the
Company in forms of a franchise shop that
includes the model of CNEX Shop, decoration,
logo, trademark, poster advertisement, package
and advice on business and management
technique to the investors under the condition
that products must be ordered solely from the
Company.
8. The Company ensures customers with
the efficient after-sale service with two options
on the product warranty as follows:
1. Claimed products requiring replacement
will be replaced immediately with products stored
in the warehouse of the Service Department.
2. Claimed products not qualified for
immediate replacement will take 3 - 7 days in
repairing.
9. The Company guarantees product
claiming for products of current models which
belongs to such major brands as Intel, Seagate,
Kingston, Western Digital, and Lemel in order
to create customers’ satisfaction. At present,
the Company’s warranty system is more than
95% successful and more products will be
included under the system in time to come.
10. The Company operates on the Global
System, the management system transferred
from Synnex Group, Taiwan that enables the
real-time connection between the Company
and branch offices to check the credit balance
of customers, confirm delivery readiness of the
stocks, and plans delivery routes in order to
prepare and deliver products efficiently. Ninety-
nine percent of the goods can be delivered to
purchasers in Bangkok within half a day after
purchase orders are made while 95% of the
ordered goods can be delivered within 1 day
outside Bangkok. Moreover, the Global System
allows the calculation of inventory/sales-out
ratio for every item in the warehouse for product
managers to efficiently manage the inventory.
11. The Company has invested in the
storage and distribution management system
with the founding of a center for managing
products stored and distributed, which is
located on Sukontasawat Road near Ekkamai -
Ramintra Expressway. In 2007, the Company
adopted the Automatic Storage and Retrieval
System (ASRS) which enables the automatic
storage and retrieval of goods in the warehouse
with mechanic arms and conveyor belts
33
Target Customers
The Company acts as an intermediary
between manufacturers and customers operating
the computer business by being an authorized
distributor of approximately as much as 50 brands
and distributes products to over 5,000 target
customers or countrywide computer and IT
business entrepreneurs without committing
controlled by the computer for efficient
merchandise storage and searching. At present,
ASRS has been connected with the Global System
for better efficiency.
12. The Company circulates a monthly
computer-related newsletter named “Synnex
(Thailand) Pricelist” as free copies to dealers
and IT shop customers to disseminate news,
updates, and technical information on newly
launched products and inform the wholesale
prices of the merchandise. Moreover, customers
can check for updates on prices during the month
via the Company’s website, www.synnex.co.th.
13. The Company launches free copies of
a newsletter targeting end-users named
“Synnextra” which is issued every 45 day and
circulated nationwide to retail and IT shops.
The newsletter contains details of ICT products
and information on end-user prices of the
Company. The end-users can visit the Company’s
website and download the online version of the
Synnextra newsletter.
14. The Company trades under the pledge
from major-branded manufacturers for product
rotation and price protection, enabling the
Company to reduce risks from the inventory
stock and changes in the technology.
15. The Company distributes desktop PCs
under the Taiwan Group’s trademark “Lemel”
by selecting dealers who are qualified by their
determination and access a variety of market
channels. Meanwhile, for the end-user market,
the Company distributes Lemel-branded desktop
PCs via the selected department stores to
increase the number of selling points and
convenience for general customers. In addition,
the outstanding points of Lemel-branded desktop
PCs are positioned on its built-to-order concept
and 3-year warranty which ensure customers
with confidence in the product quality.
16. The Company employs the efficient
market structure which starts from providing
consultancy on the selection of products with
functions suiting the needs of customers, sale
promotions, and the after-sale service.
17. The Company has specifically formed
a working team to arrange seminars and
roadshow events to introduce newly launched
products to customers as well as a marketing
team to communicate and promote the information
to customers on details of products, product
management, and activities related to sales,
marketing, and social responsibility.
18. The Company has developed a pre-sale
engineering and project engineering team
comprising engineers and technical staff to
inform and promote the understanding on
specifications of technical products to customers
while the after-sale service for troubleshooting
of hardware and software products is supported
by a technical support engineering team.
19. The Company is able to consistently
and promptly introduce new products to the
market based on the Company’s long and positive
relations with domestic and international
product manufacturers.
20. The Company has passed the ISO 9001:2000
certification from the Bureau Veritas Certification
and the Industrial Standard certification for
built-to-order computers from the Thai Industrial
Standards Institute, Ministry of Industry.
34
direct sales transactions with end-users. In this
connection, the Company’s customers are divided
into 7 groups as follows:
1.Corporate Reseller
2.Retailer (i.e. shops located in Pantip
Plaza)
3.Wholesaler/Trader
Sales Categorized by Customer Group
2009 2008 2007
Unit: Million Baht
Customer Category
1.Corporate Reseller
2.Retailer
3.Wholesaler/Trader
4.Modern Trade
5.Value Added Reseller/System Integrator
6.Stationery Shop
7.Original Equipment Manufacturer
Others
Total Sales
3,279
2,710
2,319
932
661
428
113
41
10,483
3,580
3,097
2,186
1,349
661
480
123
110
11,586
3,852
3,858
2,574
1,470
645
882
208
11
13,500
31.30%
25.80%
22.10%
8.90%
6.30%
4.10%
1.10%
0.40%
100.00%
30.90%
26.73%
18.87%
11.64%
5.71%
4.14%
1.06%
0.95%
100.00%
28.53%
28.58%
19.07%
10.89%
4.78%
6.53%
1.54%
0.08%
100.00%
Source: The Company
4.Modern Trade (i.e. IT City, Powerbuy,
Office Club, Tesco Lotus, and Makro)
5.Value Added Reseller/System Integrator
(VAR/SI)
6.Stationery Shop
7.Original Equipment Manufacturer (OEM)
35
Value Value ValuePercentage Percentage Percentage
CNEX Shop
CNEX Shop is a one stop IT shop established
by Synnex (Thailand) Public Company Limited to
create another distribution channel outreaching
to retail customers. The objective of CNEX Shop
is to be an IT shop filled with a wide assortment
of products that respond most efficiently to the
needs of customers.
The goal of CNEX Shop is to open more
branches covering Bangkok and other provinces
up to 30 branches in total by 2010.
CNEX Shop has been originated under the
concept of “Chic, Choice, Companion, and
Convenience”.
Synnex (Thailand) Public Company Limited
has founded CNEX Shop under the marketing
concept of outreaching to more customers on a
franchise basis. To the franchisee, the Company
offers the distribution right of products from the
Company in forms of a franchise shop that
includes the model of CNEX Shop, decoration,
logo, trademark, poster advertisement, package
and advice on business and management
technique to the investors.
The investors must order products only
from the Company while the Company provides
training for CNEX Shop staff of every branch in
order to reach the same standard and supports
the franchisee on advertisement and PR planning
and subsidy for shop decoration. The Company
selects investors to become CNEX Shop’spartners
based on their experience and know-how in
computer and IT business with financial reliability
and experienced staff in sale and management.
The Company charges each franchisee on the
management fee of 1% of the sales and and
product manufacturers from the advertisement fee.
At present, there are 18 branches of CNEX
Shop (including the Headquarters) as follows:
1. Synnex (Thailand) Public Company Limited
(Headquarters, Floor 1)
2. Pantip Plaza, Floor 2
3. Fashion Island, Floor 3
4. Tesco Lotus, Salaya, Floor 1
5. IT Mall (Fortune), Floor 4
6. Future Park, Rangsit, Floor 3
7. Seacon Square, Floor 1
8. The Old Siam Plaza, Floor 3
9. Pantip Plaza (Bangkapi), Floor 2
10. Central Plaza, Chaengwattana, Floor 4
11. Central Plaza, Rama II, Floor 2
12. The Mall, Bang Kae, Floor 3
13. Chamchuri Square, Floor 2
14. Soi La Salle
15. The Paseo, Lardkrabang
16. Big C, Suksawat
17. Convention Center Building, Government
Complex, Chaengwattana, Floor 1
18. Central Plaza, Chonburi, Floor 2
Prism Solutions Company Limited
Prism Solutions Company Limited (“the
Subsidiary”) supports services on training on
the operation of computer programs and the
Information Communication Technology (ICT).
The Subsidiary also provides installation and
maintenance services for advanced computer
programs both before and after sales as well as
on-site services. The Subsidiary is the training
center for the following computer programs and
the ICT:
Training Center Service
Lotus Authorized Education Center
Computer Associates Authorized Training Center
Novell Authorized Education Center
Autodesk Authorized Training Center
Training on the operation and development of the
operating system in the organization
Training on the management and backup of the
organization database
Training on the operation of programs on the network
Training on the execution of the Autocad Program
Source: Prism Solutions Company Limited
36
Corporate Social Responsibility and Environmental Activities
Presented the Red Cross Awards Medal (First Class)from H.R.H Princess Maha Chakri Sirindhorn
Bestowing Car and IT equipment to the Thai Red Cross Society
H.R.H. Princess Maha Chakri Sirindhorn, Executive
Vice President of the Council of the Thai Red
Cross Society presented the Red Cross Awards
Medal (First Class) to Mr. Supant Mongkolsuthree
on the occasion of the Company’s donation to
the Thai Red Cross Society.
Mr. Supant Mongkolsuthree and Management’s members of Synnex (Thailand) PCL. had an audiencewith .R.H. Princess Maha Chakri Sirindhorn to bestow a Toyota sedan of Yaris model and IT equipmentto use for benefits of the Thai Red Cross Society.
On Tuesday, 1 December 2009, H.R.H. Princess Maha Chakri Sirindhorn paid a royal visit to PiyachatPattana School under the royal patronage of H.R.H. Princess in Nakhorn Nayok Province to see theschool’s activities and present badges to the School’s sponsors on the occasion of celebratingthe School’s 20th anniversary. In this connection, Mr. Puttipan Tayarachkul, Senior Executive VicePresident (SEVP), Administrations, of Synnex (Thailand) PCL. was presented the badge and had anaudience with Her Royal Highness in presenting the explanation during her royal visit at the ITLibrary by Synnex Project’s site at the School.
IT Library by Synnex Project’s Site Royally Visited byH.R.H. Princess Maha Chakri Sirindhorn
37
Corporate Social Responsibility Activities (CSR)
1. Educational Activities
1.1 Synnex (Thailand) PCL. donated computers andIT equipment to border patrol police schools in MaeHongson Province and Tak Province under the SukSala Project which has been initiated by H.R.H.Princess Maha Chakri Sirindhorn. In collaborationwith the Royal Thai Army and National DefenseCollege alumni, B.E. 2546 (2003) batch, the Companycontributed to the Suk Sala Project with the objectivesof utilizing technology, IT equipment, and computersfor distant medical treatment. Mr. Puttipan Tayarachkul,SEVP,Administrations, was a representative of theCompany in the transferring ceremony which wasjoined by Lieutenant-General Kittitat Bamnetpan,Director of Channel 5, on 19 August 2009.
1.2 Promotion of Thai Education via IT Library by Synnex Project of Synnex (Thailand) PCL.
Resulting from the Thai Government’spolicies concerning the reform of education usingcomputers as means for learning and knowledgeexploration, the information and communicationtechnology has considerably influenced thelifestyles of Thai adolescents. The key strategiesof the empowerment of a large-sized populationof teachers and educational personnel professingin educational service areas throughout thecountry are training and distant training usingpotent educational institutes as a base as wellas promoting opportunities for students to learnand exchange ideas from each other, building alearning community for capacity developmentand sustainable growth with the information andcommunication technology. With the aims of creating a model on thepromotion of knowledge regarding the informationand communication technology and developingthe computer-troubleshooting ability and otherIT-related skills of Thai students, youths, and thegeneral public to be internationally comparableas well as celebrating the 20th anniversary of theCompany, Synnex (Thailand) PCL., therefore,came up with an initiative to found an IT library project to promote Thai education, or “Library ITby Synnex Project” as a core activity on CorporateSocial Responsibility (CSR) of the Company forboth Management and employees to participatein socially beneficial activities. The goal of this
Project in 2009 was the implementation at 20target schools countrywide for donating computersets and IT equipment. The Company’s mission under the “LibraryIT by Synnex Project” is to provide computersand IT-related products with the electronic librarymanagement program’s software supported bySolution Corner (1998) Co., Ltd. with the intentionto create another channel on education promotionand information retrieval system as well as toexpand the number of IT libraries for the 20 schoolsacross the country qualified according to thestrict and concrete selection criteria of the Project. Mr. Supant Mongkolsuthree, President andChief Executive Officer, said “I hope that the“Library IT by Synnex Project” will benefit thequalified schools and encourage these educationalinstitutes comprising of teachers and studentsas well as the general public to explore newknowledge sources and retrieve the up-to-dateinformation on the IT management system beforetranslating learning into the practice of computersand IT system of their own schools which equalsthe uplifting of their quality of education.” In this connection, details of the transferringand the electronic library management program’straining under the Project by Synnex (Thailand)PCL. at the qualified schools countrywide aredescribed as follows:
Library IT by Synnex Project Implemented at Schools Countrywide
38
Mr. Sumeth Chailertwanijkul, Satul Provincial Governor, invited by Mr. SupantMongkolsuthree to be the honorary president of the ceremony on 9 September 2009,witnessing the transferring of computers and IT equipment to schools in Satul Province as follows
1. Ban Koh Adang School, Satul Province2. Ban Tanyong Kaboy Chaipattana School, Satul Province3. Koh Sarai Chaipattana School, Satul Province4. Ban Koh Bulone School, Satul Province
the ceremony of transferring computers and IT equipment in Ratchaburi Priovincewas arranged on 3 September 2009 and presided over by Mr. Suthep Komonpamorn, Provincial Governor, and joined by the Company’s Management with the 2 schools as follows as recipients:
1. Chumchon Ban Bor School, Ratchaburi Province2. Wat Sridaram School (Tep Cheuy Prachanukul) School, Ratchaburi Province
on 19 August 2009, Management’s members of the Company participated in thetransferring ceremony at the following 4 schools:
1. Ban Thung Yang Hua Fai Wittaya School, Chiang Rai Province2. Chiang Dao Wittayakom School, Chiang Mai Province3. Prao Wittayakom School, Chiang Mai Province4. Bang Sai Pittayakom School, Pichit Province
on 1 September 2009, the Company’s Management’s members led thetransferring ceremony at 3 schools as follows:
1. Wat Nong Krok School, Buriram Province2. Chumchon Ban Hua Kua School, Khon Khaen Province3. Ban Prabat Tarua School, Khon Khaen Province
In the Northern region
In the Northeastern region
In the Central region
In the Southern region
39
Mr. Preecha Kamonbutr, Nakhorn Nayok Provincial Governor and President of ProvincialNakhorn Nayok Red Cross Chapter, presided over the ceremony held on 23 September 2009and witnessed the transferring of computers and IT equipment to the following schools in Nakorn Nayok Province.
1. Patra Pitayacharn School, Nakorn Nayok Province2. Piyachat Pattana School, Nakorn Nayok Province
1. Plukchit School, Bangkok Province2. Wat Bung Thong Lang School, Bangkok Province3. Sotatasanasuksa School, Nonthaburi Province
In the Eastern regionMr. Poolsak Panutnorapan, Provincial Governor of Chantaburi, presided over theceremony arranged on 22 September 2009 as the honorary president as members ofManagement of Synnex (Thailand) PCL. handed over computers and IT equipment to 2 schools as follows:
1. Wat Wan Yao Lang School (Ratpanyanukul) School,Chantaburi Province2. Ban Makam (Sakorn Makam Ratch) School,Chantaburi Province
In Bangkok and metropolitant areasthere were 3 schools qualified according to the selection criteria ofthe Company as follows:
40
2. Capacity and Skill Development and Open-HouseActivities
2.1 The Human Resources’ Department’s Manager of
Synnex (Thailand) PCL. participated as a guest speaker
on careers guidance in the last orientation of graduating
students at Nawamintrachutit Industrial and Community
College.
2.2 In 2009, the Company hosted open-house eventswelcoming various organizations from both businessand educational sectors with members of the Company’sManagement greeting and lecturing to the visitors onManagement System, Automatic Storage and RetrievalSystem (ASRS) and Shipping and Dispatch System,Computer’s Configure-to-Order (CTO) system, and etc.The visitors in 2009 were listed as follows: - Officials from Office of the Public Sector Development Commission - Finalists of Young Financial Star Competition 2009 (YFS 2009) - Members of Thai Value Investment Club - Group of students from Intrachai Commercial College
1.3 In 2009, Synnex (Thailand) PCL. donated computers
for promoting education to schools and charity
organizations such as Minburi Technical College,
Kanchanapisek Samutprakan Technical College,
Metropolitan Polytechnic College, and Family Care
Cambodia.
41
3.2 The Company’s employees participated in blood
donation every 3 months to the Thai Red Cross Society,
contributing to the blood reserve for patients under
medical treatments.
3.3 The Company’s employees made merits and offered
Buddha images to 9 temples in Samut Songkhram
Province.
3.4 The Company’s employees donated the jointly
collected money for the purpose of building the main
Buddha image at Dong Long Tepmuni Hermitage in
Phetchabun Province.
3. Beneficial Activities for Society, Environment, andPublic Safety
3.1 Synnex (Thailand) PCL. supported 2 sets of computer,
LCD screen, and peripherals to Khok Khram Police
Station for the general public’s usage on information
and news retrieval under the “Internet for People
Project”. The Company also provided 2 more sets to
the police station for data verification on criminal
records, vehicle registration plates, and arrest warrants
for investigation and tracking on crime offenders.
42
4.2 The Company’s representatives paid a visit toPolice Captain Suraphol Daojaeng, Deputy TrafficInspector of Khok Khram Police Station with a souvenirbasket during his recovery at a hospital from an injuryfrom suppressing a motorcycle gang’s road speeding.
4.3 The Company donated non-used computer partsand peripherals under the “One Person, One MeritProject” by the IT Correspondent Club.
4.1 Synnex (Thailand) PCL. participated in the event “108th Anniversary of Royal Police Cadet Academy”,in Sampran District, Nakhon Pathom Province, on 13 October 2009, marking the Thai Police Day.The event comprised the oath-taking ceremony as well as the trooping the color of the cadets andpolicemen, which interested the general public. The event was presided over by Police GeneralPrateep Tanprasert, Acting Inspector General of Police of Thailand, who was joined by Mr. SupantMongkolsuthree, President and CEO of the Company who also acts as Chairman of Activity PromotionCommittee of the Royal Police Cadet Academy. The activities included a fair titled “Road of Morality”,an IT exhibition, and other exhibitions by the cadets and the public.
4. Activities Supporting Government Agencies and Other Organizations
43
5.2 The Company participated in friendly matchesunder the 2009 Sports Day event of the IT CorrespondentClub.
5. Activities Promoting Health and Sport
5.3 The Company’s employees donated sports tools and fixed the playground equipment for childrenat Wat Takian School in Lopburi Province.
5.1 Synnex (Thailand) PCL. together with T.K.S.Technologies PCL. arranged friendly badmintonmatches to promote good relations between staffmembers of the 2 companies.
44
Internal Activities
The Celebration of the Company’s 20th Anniversary
- The Company’s staff members offered foods to monks, making merits together.- Representatives from the Head Office and regional branches participated in the raising of the national flag and the 20th Anniversary flag as well as singing to the national anthem and the Company’s theme song.
- The Company welcomed the honorableguest, Mother Suchada Mongkolsuthree,to greet and sign her name on theE-Photo Electronic Board. She thankedevery employee for working withdetermination, resulting in the Company’ssuccess and growth, and gave herblessings to them.
The year 2009 marked an auspiciousoccasion of Synnex (Thailand) PCL., or the 20thanniversary of its business operations. Mr. SupantMongkolsuthree, President and CEO, ledManagement’s members and employees to joinan internal event that demonstrated pride andharmony of everyone in the Company throughoutthese 20 years, resulting in the Company’s wideacceptance in the IT market. Everyone in theorganization took part in an oath-taking ceremony
to be determined in retaining the quality ofproducts and service in order to see the Companybeing the leader in the IT business with steadyand continuous growths and building trusts andconfidence of vendors, dealers, and shareholders,as reflected in the Company’s widely accepted“Trusted by Synnex” logo. Moreover, everyonein the organization gave their words in jointlycontributing to the homeland and the Thai nation.
Event’s Highlight Photos
45
- Moment of impression came when all members of Management and employees together sang abirthday song to the President and CEO, Mr. Supant Mongkolsuthree, who, in return, thanked andwished everyone all the best.
- Included in this event, everyone celebrated the Songkran Festival with a water blessing ceremonyasking for blessings from Management and enjoyed themselves further with a water splashing activity.
- On the occasion of the Company’s 20th anniversary, Synnex (Thailand) PCL. declared its determinationto carry out the “IT Library by Synnex Project” to promote the nation’s IT study by involving allemployees to participate in socially beneficial activities, according to the Company’s core CSR policy:“Nation Development by IT by Synnex”. As part of the above-mentioned internal event, Mr. SupantMongkolsuthree assigned “5-Region Mission” to members of Management to carry out the missionof transferring computers and electronic library’s management software to 20 schools countrywide.This Project would be continuously implemented to increase channels on education promotion,IT data retrieval system, and expand the number of IT libraries under the Project to cover all provinces.
46
Marketing Activities
Dealer-Empowering “Synnex Roadmap” Event:A Preparation for the Regional IT Market’s Growth
The Company has arranged the “Synnex
Roadmap” event for 5 consecutive years and this
year’s event was held under the theme of “Riding
Growth with Trust and Reliability” in order to
celebrate the Company’s 20th anniversary with
the event organized in forms of grand seminars
during the period from August – September 2009
for dealers in the Northern, Northeastern, and
Southern regions who actively participated in.
The objectives of the event were to create
competitiveness and empowering capacity
among dealers for business profits as well as
adding up the body of knowledge in management
and administration using advanced techniques
with more than 20 vendors of celebrated brands
joining.
An academic forum was included as part
of each seminar under the topic “Retail Business
in the Current of Economic Instability and Impact
from 2009 Influenza Pandemic”, as moderated
by Ms. Saisawat Lertcharoensermsuk, General
Manager, B3 Inventory Management of The Mall
Group with more than 10-year experience in
large retailing.
And on the auspicious occasion of the 20th
anniversary of the Company, Synnex (Thailand)
PCL. held a thank you party in which awards were
presented to dealers in every business region
for their long IT business relations with and the
confidence given to the Company. Moreover,
high-ranking members of the Company’s
Management also held a friendly, informal
discussion session exchanging experiences with
the dealers as part of each seminar.
47
all products labeled with the “Trusted by Synnex”logo are up to the same standards. The imagebuilding of the logo upon customers’ minds ofSynnex (Thailand) PCL. is part of the marketingactivities which aim at strengthening countrywidedistribution channels, enabling dealers for highersales and reflecting the growth from sales of theCompany in the same direction.
Activities on the Promotion of Distribution Channels
“Trusted by Synnex” Logo Reinforced for Customer’sConfidence in 2009 Commart Comtech Exhibition
Mr. Anuchit Boonyalug, SEVP, Sales andMarketing, and other top members of the Company’sManagement and staff members visited dealer’sexhibition booths while reinforcing the importanceof selecting products with the “Trusted by Synnex”logo to customers. The logo assures productsare of quality and with standards as well asguarantees the excellent, fast, and efficientafter-sale service. Customers are reassured that
48
Synnex (Thailand) asOfficial Partner of The15 Memorial of TerngLee Jwin Concert for
Rewarding and Satisfyingfor Customers
In commemorating the 20 anniversary of the Company, Synnex(Thailand) PCL., offered a customer rewarding campaign tomajor dealers whose family descent is largely Chinese whichincluded the offering of tickets to the 15 Memorial of theTerng Lee Jwin Concert with members of Management givinga warm welcome to customers at the cocktail bar inside theevent as well as the sales promotion program for Fullmarkand T.K.S. products.
C-NEX Shop’s Grand Opening @ Central PlazaDepartment Store in Chonburi Province – the18th Branch and the 1st in the Region Mr. AnuchitBoonyalug, SEVP, Sales and Marketing, Synnex(Thailand) PCL., presided over the openingceremony of C-NEX Shop at Central PlazaDepartment Store in Chonburi Province, markingthe first opening of C-NEX Shop’s branch in theregion. On this occasion, Mr. Niwat Sirisuthiworanan,the shop’s franchisee gave him a warm welcome.
Synnex (Thailand) PCL. boosted its growth withthe opening of the 15th branch of C-NEX Shopon 18 July 2009. Mr. Supant Mongkolsuthree,President and CEO, led the shop’s official opening’sceremony at The Paseo Mall, demonstrating theCompany’s strong capability and buildingcustomer’s confidence in C-NEX Shop.
C- NEX Shop’s Grand Opening @ Big C HypermarketStore, Suksawat Branch Synnex (Thailand) PCL.opened the 16th branch of C- NEX Shop on 4 July2009 at Big C Hypermarket Store, Suksawat Branch.
49
50
Company’s Risks
The risks set forth under this topic are not the entire risks facing the Company but the risks which may affect the Company’s operations in the future and these risks are classified as follows:
1. Risk of Changes in Technology and Product Development The Company distributes computers and products related to the information technology of which related technologies and innovations are quickly developed, so that the Company needs to track changes closely and continuously to study the trends of products demanded in the consumer market, monitor the inventory control, and purchasing appropriately, as inventory items become outdated easily as technologies evolve. However, the Company has been transferred information and technology from the major shareholder, or Synnex Group from Taiwan, which is highly successful in the business of distributing computers and information technology products as well as expert in assessing the needs and trends of the market and owns an advanced inventory management system administered by computer, so that the Company is able to handle technology changes. In addition, as being a giant distributor of computers and IT products in Thailand, the Company is offered favorable conditions such as special discounts when placing orders in great quantities, product rotation for obsolete models, and price protection for discounted models from a variety of giant suppliers and manufacturers, relieving the Company off the inventory aging problem. Meanwhile, the Company sets the allowance of diminution in slow-moving, obsolete inventories too.
2. Risk from Accounts Receivable At present, the competition regarding the offering of credit terms is rather high. The Company sets a concrete policy concerning collection and credit control with consistency in monitoring debt payments. Customers encountering financial problems are immediately tracked by the collection team with due dates specified for each procedure carried out by the collection team, the sales team, or the legal team. The Company, in addition, exercises measures to control credit and payment terms in order to reduce and prevent the risk from accounts receivable.
3. Risk from the Foreign Exchange Rates The Company imports products from abroad with bids and payments principally calculated in the U.S. dollar currency while imported products are distributed entirely domestically. Oversea products represent 50 - 60% of the total product-purchasing orders of the Company. However, the Company has come up with a policy hedging the risk from the fluctuating foreign exchange rates by entering into forward contracts of the foreign exchange market. To prevent the risk of exchange rates, the Company generally forwards it 70 – 80% of the value of a purchasing order. Yet, the Company doesn’t own a policy over speculation in the foreign exchange market.
4. Risk from the Working Capital. Every year, the Company’s sales revenue has grown at a steadily increasing trend, resulting in the need to steadily increase the working capital to manage the accounts receivable and inventory as sales increase. The Company’s working capital has been funded by the use of short-term loans from financial
51
institutions for liquidity. Days in inventory are approximately controlled at 30 days and the Company has developed a rigorous credit control system with customers with constant reviews on credit lines. The average collection period takes 43 days while the average payment period of the Company is at 20 days as the Company generally makes payments in cash or early payments to get discounts from the manufacturers. With the good rapports built between the Company and a number of commercial banks, there are constant chances for the Company to negotiate and review the loan balance, interest rates, and banks’ fees to achieve the appropriate level of the financial costs. Meanwhile, the Company’s funding from the public offering of common stocks has resulted in the Company’s working capital growing stronger and debt-per-capital ratio of the Company getting better.
5. Risk from Low Gross Profit Margin The business of distributing computers, peripherals, software programs, and IT networks yields a low level of the gross profit margin. As a result, such factors as the foreign currency exchange rates, quality of debtors, and depreciation cost from new investment and inventory management may affect the Company’s net profit and performance. However, the Company pays attention to and prepares against the exchange rate’s risk with such protection measures as the insurance for the account receivable’s damage as well as the strict inventory management and budgeting. These measures reduce effects of the aforementioned factors on the net gross profit. Moreover, at present, the Company is determined to be appointed as the sole distributors of several product brands to enable the Company to set prices and achieve a higher level of the gross profit margin.
6. Risks from Issuing ESOP Warrants to the Company’s Board of Directors and Employees The Extraordinary General Shareholders’ Meeting No. 2/2007 held on 29 November 2007 resolved to issue the Employee Stock Option warrants (“warrants”) with the holders’ names specified and non-transferable subscription rights to purchase common stocks to the Company’s directors and employees at the amount of 25,000,000 units with the par value of 0 Baht and 5-year validity starting from the issuing and offering date. Each warrant entitles the holder thereof to purchase one common stock at a 25 percent discount of the price of initial public offering. As a result, the investors bare higher risks than the warrant holders and there is a risk that the Company’s stock price would drop if stocks are sold after their warrant exercise, possibly leading to the dilution effect. However, the ESOP warrants issued to the Company’s directors and employees are applied under the condition that the warrant can be exercised one year after the issuing and offering date. Each warrant holder may firstly exercise the right at the amount not exceeding 10% of all warrant units allocated. Every six month afterward, the holder may exercise their right at the rate not exceeding 7.5%, 7.5%, 10%, 10%, 12.5%, 12.5%, 15%, and 15% of all the allocated warrants respectively. Such period limit has helped preventing the increase in the stock volume during the period when the Company’s stocks were initially traded in the Stock Exchange Market. When all units of the ESOP warrants exercised, they will be converted to 25,000,000 common stocks which equal to 3.55% of all shares of the common stocks being offered to the public and to the directors and employees of the Company.
52
List of Major Shareholders
Top 10 Shareholders as of 31 December 2009
Dividend Policy and Payment The Company and the Subsidiary shares a policy of paying a minimum of 40% of the net profit after tax. The Company and the Subsidiary shall pay no dividend when accumulating deficits. However, such payments are subject to future capitalizations, to the approval by the Company’s Board of Directors, as well as to the availability of earnings to distribute.
1 T.K.S TECHNOLOGIES PUBLIC COMPANY LIMITED 269,715,600 39.66
2 KING’S EYE INVESTMENTS LTD. 245,000,000 36.03
3 BNP PARIBAS PRIVATE BANK HONG KONG BRANCH 21,846,300 3.21
4 AMERICAN INTERNATIONAL ASSURANCE COMPANY, 20,000,000 2.94
LIMITED-TIGER
5 NORTRUST NOMINEES LIMITED-NORTHERN TRUST 12,079,800 1.78
GUERNSEY CLIENTS
6 SYNNEX (THAILAND) PUBLIC COMPANY LIMITED* 11,000,000 1.62
7 ALBOUYS NOMINEES LIMITED 7,834,900 1.15
8 THAI NVDR LTD. 6,485,438 0.95
9 MR.PUTTIPAN TAYARACHKUL 5,000,000 0.74
10 MR.NARONG WANGCHAROENWONG 4,374,182 0.64
*The Board of Directors’ Meeting no. 4/2008 as held on 10 November 2008 resolved to purchase treasury stocks in the Stock Exchange of Thailand totaling 60,384,000 stocks which equals to 8.88 of the paid-up capital. The treasury stock purchasing ended on 24 May 2009 with the total 11,000,000 stocks repurchased, or 1.62% of the paid-up capital.
Rank Major Shareholders Number of Shares (%)
53
Boar
d of
Dire
ctor
Boar
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Aud
it Co
mm
ittee
Inte
rnal
Aud
itPr
esid
ent &
CEO
Seni
or E
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Vice
Pre
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tSa
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Mar
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Exec
utive
Vice
Pre
siden
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arke
ting
& Ma
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Secti
on M
gr.(Pr
oduc
t Con
trolle
r)Vic
e Pres
ident
(Bran
ch)
Vice P
reside
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ex Sh
op)
Vice P
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nt(Ac
coun
ting)
Depa
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t Mgr.
(Acco
untin
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Secti
on M
gr.(Pr
oduc
t Con
trolle
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ction
Mgr.
(Logis
tics)
Depa
rtmen
t Mgr.
(Sales
Comm
ercial
)
Secti
on M
gr.(M
arketi
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Secti
on M
gr.(M
arcom
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Depa
rtmen
t Mgr.
(Colle
ction
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Cred
it Con
trol)
Depa
rtmen
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(IT)
Vice P
reside
nt(Fi
nanc
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e Pres
ident
(Sales
BKK
)
Seni
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Vice
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Exec
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Depa
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(HR
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Se
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Mgr.
(Prod
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Boar
d of
Dire
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54
The structure of the Board of the Directors of the Company consists of the Board of Directors and the Audit Committee as follows:
The Board of Directors As of 31 December 2008, the Board of Directors comprises of the following 11 directors:
Authorized Directors Regarding the Legal Binding of the Company The Company stipulates that at least 2 directors jointly sign together with the corporate seal affixed. Directors who are authorized signatories are Mr. Supant Mongkolsuthree, Mr. Weerachai Srikajorn, Mr. Tu Shu-Wu, Mr. Puttipan Tayarachkul, Mr. Huang Chi Chiang, Mr. Wei Hui, Mr. Lee Lee-Shen and Mr. Tu Shu-Chyuan. Two out of these eight directors shall sign together with the corporate seal affixed. Scope of Authorities and Responsibilities of the Company’s Directors 1. Arranging the Annual General Shareholders’ Meeting within 4 months from the end of the accounting period of the Company. 2. Arranging the Board of Directors’ Meeting at least once per 3 months. 3. Preparing the balance sheet and the income statement of the Company, as certified by the auditor, at the end of the Company’s accounting period to be presented to the Shareholders’ Meeting for consideration and approval. 4. Giving proxies to any directors or any other persons to act on behalf of them under the supervision of the Board of Directors or assigning the proxies to have authorization, as deemed appropriate and within the period considered properly (The directors shall be able to revoke or amend the proxy or the scope of authorization as seen appropriate.) 5. Defining objectives, aims, directions, policy, work plan and budget of the Company, supervising Management and the administration of Management to be in line with the given policies except for the following items which require prior approval from the Shareholders’ Meeting; matters stipulated by the law to require the Shareholders’ Meeting approval such as the increase and decrease in capital; debenture
Management’s Structure
No. Name – Last Name Position
1 Mr.Supant Mongkolsuthree President2 Mr.Tu Shu-Wu Director3 Mr.Virachai Srikajon Director4 Mr.Huang Chi-Cheng Director5 Mr.Lee Lee-Shen Director6 Mr.Wei Hui Director7 Mr.Tu Shu-Chyuan Director8 Mr.Puttipan Tayarachkul Director9 Mr.Somchai Apiwattanapron Independent Director and Chairman of the Audit Committee10 Ms.Maleeratna Plumchitchom Independent Director and Audit Committee Member11 Mr.Vissut Sethaput Independent Director and Audit Committee Member
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launching, sale or transfer of the whole or part of the Company’s business or purchase or taking of transfer of another Company’s business; amendment of Memorandum of Association or Article of Association, and etc., and supervising the Company to comply with the Stock Exchange of Thailand laws and regulations such as connected transactions and purchase or sale of major assets under the regulations of the Stock Exchange of Thailand or laws relevant to the Company’s business. 6. Reviewing the organization’s chart and appointing members of Management, the President, and members of other committees as considered appropriate. 7. Monitoring continuously the operations to be in line with the work plan and budget. 8. Not conducting business in the same and competitive manner with the Company’s business or act as partners in any general partnership or general partner of limited partnership or director of a private company or other companies conducting the same and competitive business with the Company’s business either for their benefits or others’ unless the Shareholders’ Meeting have been informed before the appointment’s resolution. 9. Informing the Company immediately if they are direct or indirect stakeholders of the contracts made by the Company or holding more or less shares or debenture in the Company or any affiliated company. Criminal Record of the Directors - None - Qualifications of Independent Committee Members The Independent Committee is a major component or mechanism of the system of the Good Corporate Governance of the Company. As a result, qualifications of the Independent Committee are specified as follows: 1. Holding shares at the ratio not exceeding 1% of the paid-up capital of the Company, the Subsidiary, affiliated company, associate company, or related company. The amount of shares held by related persons shall be counted. 2. Not participating in the management of the Company, subsidiary, affiliated company, associate company, related company, or major shareholder of the Company either. The directors must not be employees or consultants on the payroll with the Company, subsidiary, affiliated company, associate company, related company, or major shareholder of the Company. 3. Having no interest or stake, direct or indirect, in terms of finance and the management of the Company, subsidiary, affiliated company, associate company, or related Company (They must have neither interest nor stake in such manner for the period of 2 years before the appointment as members of the Independent Committee.) 4. Not being related persons or close relatives of Management or major shareholders of the Company. 5. Not being proxies tending the interests of the Company’s directors, major shareholders, or shareholders who are related to the major shareholders of the Company. 6. Being able to independently act and express their opinions or report their performances on duties assigned by the Company’s directors with no influence from Management or major shareholders of the Company including related persons and close relative of such persons. 7. If being a part of the Independent Committee of any affiliated company, disclosing such information and revealing the remuneration package received from that company. 8. Not being members of the Board of Directors in any listed affiliated company. The Independent Committee members must have gone through the selection process by the Board of Directors.
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Audit Committee As of 31 December 2008, the Audit Committee consists of the following 3 members:
Scope of Authorities and Responsibilities of the Audit Committee The roles and responsibilities of the Company’s Audit Committee shall include the following: 1. Ensuring that the Company’s Financial Statement is correct and sufficient. 2. Ensuring that the Company has developed and followed an adequate system of internal control and the functional independence of the internal auditors as well as approving the appointment, reassignment and dismissal of the Head of Internal Audit Department or officers responsible for the internal audit function. 3. Overseeing the Company’s compliance with SET regulations and relevant acts. 4. Meeting exclusively with the independent auditors, without management present at least once a year apart from selecting, nominating, and proposing the remuneration of the Company’s independent auditors. 5. Reviewing related party transactions or any transactions leading to conflicts of interest and ensuring that such transactions are conducted in the normal course of business and in the best interests of the Company. 6. Preparing for the Audit Committee’s report to be published in the Annual Report of the Company with the certifying signature of the Chairman of the Audit Committee while the report must incorporate the following details at minimum: • Opinion on the assessment of the validity, adequacy, and reliability of the Company’s financial statements. • Opinion on the assessment of the adequacy of the Company’s internal control system. • Opinion on the assessment of the Company’s conforming to law and regulations regarding securities and exchange as well as rules of practice of Securities and Exchange Commission’s or law and regulations related to the business operations of the Company. • Opinion on the assessment of the suitability of the Company’s auditor. • Opinion on the assessment of the transactions potential to be in conflict with the Company’s interests. • Number of meetings held among the Audit Committee’s members and the meeting attendance of each member. • Overall opinions or remarks regarding the practice of duties of the Audit Committee’s members according to the Charter as reflected upon by others. • Other aspects of information, as seen proper by the Audit Committee and under the scope of duties and responsibilities assigned by the Board of Directors, that the Company’s shareholders and investors in general should be aware of. 7. Performing other tasks as assigned by the Board of Directors with the consent of the Audit Committee.
No. Name – Last Name Position
1 Mr.Somchai Apiwattanapron Chairman of the Audit Committee2 Ms.Maleeratna Plumchitchom Audit Committee Member3 Mr.Vissut Sethaput Audit Committee Member
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Investment Committee The Board of Directors’ Meeting no. 1/2008 on 15 February 2008 resolved to appoint 2 Investment Committee members as follows:
Scope of Authorities and Responsibilities of the Investment Committee The Investment Committee has the scope of duties and responsibilities and to the Board of Directors on the following matters: 1. Defining policies and principles for the Company’s investment as well as the limit and scope of investment in each kind of investment securities. 2. Approving additional types of investment not allowed in the investment policies and defining the limit of in such investment securities. 3. Approving the change of the Company’s custodian. 4. Arranging the Independent Committee’s Meeting for at least once per 3 months to verify investment transactions to be in line with the Company’s regulations and consider expressing their opinions on investment issues brought to discuss in the Meeting.
Company’s Management On 31 December 2009, there are 7 members of the Company’s Management as follows:
Scope of Authorities and Responsibilities of the Chief Executive Officer 1. Supervising and controlling the routine business and/or management of the Company. 2. Implementing or operating the business to be in line with the policy, work plan, and the budget approved by the Company’s Board of Directors. 3. Being an authorized person of the Company to manage the Company’s business to be in line with the objectives, restrictions, policies, regulations, rules, orders, resolutions of the Shareholders’ Meeting and/or resolutions of the Board of Directors’ Meeting. 4. Defining the business plan and budget to be presented to the Board of Directors for approval and have the authority to approve the payment for regular operations of the Company.
No. Name – Last Name Position
No. Name – Last Name Position
1 Mr. Supant Mongkolsuthree Chairman of the Investment Committee2 Mr. Tu Shu-Wu Director of Investment Committee
1 Mr. Supant Mongkolsuthree Chief Executive Officer2 Mr. Puttipan Tayarachkul Senior Executive Vice President – Operations3 Mr. Anuchit Boonyalug Senior Executive Vice President – Sales & Marketing4 Ms. Suvannee Lee Executive Vice President – Marketing, Marcom 5 Ms. Kingkaew Jutasompakorn Executive Vice President – Logistic & Assembly 6 Ms. Suporn Lertteerapanyawong Vice President – Finance & Purchasing7 Ms. Kamonsri Boonjang Vice President – Accounting
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5. Authorized to approve the payment for major investments which have been included in the annual expense budget as assigned by the Board of Directors or whose principles have been previously approved by the Board of Directors. 6. Defining the loan, loan provision or launching of fixed income securities and guarantee, loan guarantee or loan grant or any loan request procedures of the Company to be presented for the Board of Directors’ approval. 7. Setting up missions, objectives, directions, and policies of the Company as well as commanding and supervising the overall operation of the Company. 8. Authorized to assign proxies and/or other parties to act for specific transactions by means of using letters of proxies and in line with regulations or orders of the Board of Directors and/or as defined by the Company. The CEO and 2 out of 3 SEVPs must jointly sign such proxy letters with the corporate seal affixed. 9. Following up and assessing the Company’s performance to prevent damages from any internal and external risk factors on a regular basis. 10. Authorized to approve the Company’s engaging in business contracts as well as other contracts beneficial for the Company’s business operations and defining relevant procedures to report to the Board of Directors while the CEO and 2 out of 3 SEVPs must jointly sign such contracts with the corporate seal affixed. 11. Authorized to approve allocation of bonus, rewards, and any forms of remuneration approved by the Board of Directors to staff members, or employees, or any parties working for the Company. 12. Authorized to approve the employment, appointment, and transferring of employees across groups/sections/departments or discharging any employees as well as defining levels of salaries, forms of remuneration, bonus payment, and welfare benefits for all employees. 13. Authorized to issue orders, regulations, announcements, and memorandum in order to see that the Company’s operations are in line with policies and benefits of the Company and to retain work disciplines in the organization. 14. Performing other duties as assigned by the Board of Directors. The authorities and assignment of proxies to any parties as seen proper by the CEO shall not include the authorities and/or proxy assignment to approve any transactions he or other stakeholders has/have conflicts of interest with the Company or the Subsidiary according to the regulations of the Security Exchange of Thailand. The approval of transactions in this category must be proposed to the Board of Directors or the Shareholder’s Meeting to consider and approve according to the Company’s Articles of Association or relevant acts. The Board of Directors’ Meeting no. 1/2007 as held on 11 December 2007 and the Board of Directors’ Meeting no. 1/2008 on 15 February 2008 resolved to authorize Management for ordering check payment for normal purchase orders of the Company with details as follows:
Balance Signing Condition for Ordering Check Payment
Not over than 50,000 Baht Sales Department Director or Territory Sales Department Manager jointly signs with Branch Manager or 2 out of 3 finance officers sign together.Not over than 20,000,000 Baht CEO or SEVP – Administration or 2 out of 3 Finance Department Directors sign together.Over than 20,000,000 Baht CEO jointly signs with SEVP – Administration or 2 out of 3 Finance Department Directors sign together.
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Selection of the Board of Directors and Management The Company does not have a committee appointed in particular for the selection of the Board of Directors and Management’s members, so any candidates to be appointed must be qualified according to Section 68 of Public Company Limited Act, B.E. 2535 and the Company’s Articles of Association and must not possess forbidden qualifications according to the Security Exchange of Thailand’ s announcement no. Kor.Jor. 12/2543 on Permission Application and Permission to Offer Newly Issued Shares dated 22 March 2000. The selection procedure is as follows: Composition and the Appointment of the Board of Directors Details of the selection, appointment, impeachment and discharge of the Board of Directors are summarized as follows: 1. The Board of Directors comprises at least 5 persons and not less than half of the Board must reside in Thailand. 2. The selection of the Board of Directors must be approved by the Shareholder’s General Meeting with the following criteria and procedures: • A shareholder is entitled to the number of votes equal to the number of shares held. • Each shareholder can exercise their existing votes for one or several candidates. In case of electing several persons to be directors, the votes cannot be divided in favor or against any candidates. • The candidates having highest votes will be appointed as directors. The number of appointed candidates must be equal to number of vacant positions for appointment at that time. In case the number of candidates having equal votes is more than that of the vacant positions, the Chairman shall make the final decision. 3. In each Annual General Meeting of Shareholders, at least 1/3 of directors must be rotated. If the number of the directors cannot be divided by 3, the closest number of 1/3 shall be applied. The directors to be rotated in the first and second years after the Company’s incorporation shall be selected by drawing. After that the directors who are in their positions for the longest period of time shall retire. The rotated directors can be re-elected. 4. A director desiring to resign from his position shall file a resignation request to the Company. The resignation shall be effective from the day the resignation letter reaches the Company. 5. In case of vacancy from any reason apart from rotation, the Board of Directors may nominate a qualified person with qualifications not forbidden by the Public Company Limited Act to be a director in the following Board of Directors’ Meeting except that the remaining term of such position is less than 2 months. The replacing director’s term shall be equal to the remaining term of the replaced director. The resolution of the Board of Directors must be composed of not less than 3/4 of the total remaining number of directors. 6. The Shareholder’s meeting may resolve to discharge any director before the term expires with not less than ¾ votes of the shareholders attending the meeting and having right to vote with not less than ½ of the total shares held by the attending shareholders who have the voting right. Composition and the Appointment of the Audit Committee The Board of Directors shall propose the appointment of the Audit Committee to the Shareholder’s Meeting. The candidates must be qualified according the acts, announcements, regulations, and/or rules of the Security Exchange of Thailand. The number of the Committee must not be less than 3 persons with the term of 2 years. At least 1 member must be trained and experienced in accounting and finance. Composition and the Appointment of Management The Board of Directors and/or any person assigned by the Board of Directors will consider the appointment of Management’s members based on experiences and expertise in relevant fields.
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Remunerations of Directors and Management
Financial Remuneration
Directors In 2007, 2008, and 2009, the Company financially remunerates the directors, that is, subsidizing the meeting allowance, at the amount totaling 271,000 Baht, 654,000 Baht, and 1,496,000 Baht respectively while details of the meeting attendance and allowance of the Company’s directors are listed in the table below:
As approved in the 2009 Annual General Meeting of Shareholders, which was held on 17 April 2009, the directors and independent directors are financially remunerated per one round of meeting as follows: 30,000 Baht for President of the Board of Directors; 20,000 Baht for the Chairman of the Audit Committee; 20,000 Baht for a director; and 18,000 Baht for a member of the Audit Committee * The Board of Directors’ Meeting no. 4/2008, as held on 10 November 2008, reached an unanimous resolution approving the appointment, which has been effective since 10 November 2008, of Mr. Tu Shu-Chyuan as an authorized director regarding the legal binding of the Company as well as acknowledging the resignation of Mr. Hu Jia-Lung.
Management
List of Directors
Type of Financial Remuneration Number (Persons)
Number (Persons)
Number (Persons)
Financial Amount
(Million Baht)
Financial Amount
(Million Baht)
Financial Amount
(Million Baht)
Director Director DirectorIndependent Director
Independent Director
Independent Director
Amount of
Remu-neration
Amount of
Remu-neration
Amount of
Remu-neration
Number of Meeting(s) Attended
Number of Meeting(s) Attended
Number of Meeting(s) Attended
Year 2009
Year 2009 Year 2008 Year 2007
Year 2008 Year 2007
1. Mr. Supant Mongkolsuthree 4/4 - 108,000 4/4 - 72,000 6/6 - 38,000
2. Mr. Virachai Srikajon 4/4 - 75,000 4/4 - 60,000 6/6 - 35,000
3. Mr. Puttipan Tayarachkul 1/1 - 75,000 1/1 - 15,000 5/5 - 20,000
4. Mr. Tu Shu-Wu 3/4 - 55,000 4/4 - 60,000 6/6 - 25,000
5. Mr. Wei Hui 1/2 - 20,000
6. Mr. Huang Chi-Cheng 1/4 - 15,000 2/4 - 30,000 5/6 - 20,000
7. Mr. Lee Lee-Shen 1/4 - 20,000 3/4 - 45,000 1/1 - 15,000
8. Mr. Tu Shu-Chyuan* 3/4 - 55,000
9. Mr. Somchai Apiwattanapron 4/4 16/16 371,000 4/4 4/4 132,000 1/1 1/1 33,000
10. Ms. Maleeratna Plumchitchom 4/4 17/17 378,000 4/4 4/4 120,000 1/1 1/1 30,000
11. Mr. Vissut Sethaput 4/4 14/14 324,000 4/4 4/4 120,000 1/1 1/1 30,000
Salary, Bonus, and Employer Contribution to the Master Fund 7 20.81 7 20.71 7 13.90Total 7 20.81 7 20.71 7 13.90
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Other Remuneration The Extraordinary Meeting of Shareholders no. 2/2007 as held on 29 November 2007 resolved to issue and allocate warrants to purchase the Company’s common stocks (hereinafter referred to as “the warrants”) for the directors and employees with the warrant holders’ names specified and non-transferrable ownership of 25,000,000 units. This amount of warrant units represented 3.55% of the registered and paid-up capital after the initial public offering of common stocks and the allotment of warrants, building up the incentives and morale of the directors and employees whose contributions during the past years of serving the Company had driven the organization toward success, for the ultimate benefit of the Company (according to item number 8.2 of the details specified in the warrants regarding the warrant offering to the Company’s directors and employees). Any director whose another status was an employee of the Company was eligible to be allocated warrants as either director or employee in respect of the higher amount of warrants offered. In this connection, there was neither director nor employee who was allotted higher than 1,250,000 stocks or 5% of the total warrant units offered. The criteria of the allocation involved the ranking position and employment year of each director and employee. The Company’s Board of Directors authorized the warrant allocation of 3,730,000 units to the directors and 5,850,000 units to Management, representing 14.92% and 23.40% of the total warrant units allocated on this round respectively. Units of warrants allotted to the Company’s directors and Management are as listed below:
Board of Directors1. Mr. Supant Mongkolsuthree 1,250,000 5.00%2. Mr. Virachai Srikajon 400,000 1.60%3. Mr. Tu Shu-Wu 400,000 1.60%4. Mr. Hu Jia-Lung 400,000 1.60%5. Mr. Huang Chi-Cheng 400,000 1.60%6. Mr. Lee Lee-Shen 220,000 0.88%7. Mr. Somchai Apiwattanapron 220,000 0.88%8. Ms. Maleeratna Plumchitchom 220,000 0.88%9. Mr. Vissut Sethaput 220,000 0.88%Total of Board of Directors 3,730,000 14.92%Management 1. Mr. Puttipan Tayarachkul 1,250,000 5.00%2. Mr. Anuchit Boonyalug 1,200,000 4.80%3. Ms. Suvannee Lee 1,000,000 4.00%4. Ms. Kingkaew Jutasompakorn 1,000,000 4.00%5. Ms. Suporn Lertteerapanyawong 600,000 2.40%6. Ms. Kamonsri Boonjang 800,000 3.20%Total of Management 5,850,000 23.40%Totals of Board of Directors and Management 9,580,000 38.32%
Source: The Company
Name ListAmount of Warrant Allotment (Units)
Ratio to Total Warrant Units Allotted
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Corporate Governance Principle The Board of Directors followed the Code of Best Practices for the Company’s directors, which is in line with the Best Practices for Directors of Listed Companies in order to be in compliance with the procedure of the Stock Exchange of Thailand. The 5 principles of the Code, as designated by the SET, are as presented below: 1. Right of Shareholders During the past year, the Company organized the Annual General Meeting (AGM) and Extraordinary General Meeting (EGM) with the meeting notice of each meeting circulated to the shareholders prior to the meeting day within a period as defined by the SET. Also, the Company published the meeting notice and minutes on www.synnex.co.th while the Company’s directors also attended both meeting rounds of the AGM and EGM. 2. Equal Treatment of Shareholders In each shareholder’s meeting, the Company enclosed proxy forms for the shareholders to assign any persons to attend the meeting on their behalf. 3. Roles of Stakeholders The shareholders had been equally remunerated and given the equal voting right as well as the opportunities to ask questions in the meeting. Besides, the Company launched a satisfaction questionnaire enabling the customers to comment on the quality, service, and other aspects, so that the Company could work on better satisfying the customers through the employees. Internally, as practiced in the previous years, the Company held the annual general meeting to inform employees of the policies and assessment on the Company’s performance while the employees could ask questions and comment to Management. Finally, the Company has been certified the ISO9001 and ISO14001 certificates for the environment control in order to assure residents of the nearby communities of the environmental safety. 4. Disclosure of Information and Transparency The Board of Directors, Management, and the Auditor of the Company attended the AGM to collaboratively answer questions to disclose the information on related points and for transparency. 5. Responsibility of the Board of the Directors The Company’s Board of Directors is comprised of 12 members and, among these members, there are 4 independent directors while at least 1 member of the Audit Committee possesses of the knowledge and specialty in accounting and finance.
Internal Data Use The Company has defined policies and measures preventing Management from exploiting internal data for personal benefits and stock investment as follows: The Company forbids employees from leaking confidential data to irrelevant agencies and persons. In case any employees or members of Management disclose such data for personal benefits or making transactions possible to create conflicts of interest with the Company, it shall be deemed as a serious offense which may lead to a disciplinary punishment. The Company prohibits the directors and Management from exploiting the Company’s core internal data and encourages that any directors, members of Management, and employees whose job responsibilities allow them to access the core data of the organization to refrain from trading the Company’s stock at least 1 month prior to the disclosure of financial statements to the public.
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The Company instructed the directors and Management to build up their knowledge and understanding on their duty to report on the shareholding of the Company according to Section 59 to comply with the Security Exchange of Thailand regarding the Company’s Shareholding Report, penalty on failure to follow Section 275 of the B.E 2535 Security and Security Exchange of Thailand Act, and the regulation of the Security Exchange of Thailand, including the change in security holding of the spouse and minor children. Moreover, the directors and Management must submit copies of their reports to the Company on the same day that they report to the Security Exchange of Thailand, which is within 3 working days.
Personnel
On the 31st of December in 2007, 2008, and 2009, the Company employed approximately 543, 605, and 611 employees (excluding Management) respectively as follows:
The Subsidiary employed averagely 31, 40, and 39 employees respectively on the 31st of December in 2007, 2008 and 2009.
Financial Remuneration In 2007, 2008, and 2009, the Company remunerated the employees in forms of salary, commission, bonus, and other welfare benefits as follows:
1. Sales Department 200 195 1642. Marketing Department 90 96 923. Finance Department 29 29 294. Accounting Department 18 18 175. Repair and Customer Service Department 102 92 816. Logistics and Assembly Department 135 137 1287. HR and Administration Department 28 28 238. Management Information System Department 9 10 9Total 611 605 543
Source: the Company
Salary and Bonus 163.47 162.86 145.94Provident Fund Subsidy 2.67 2.20 1.64Commission 32.36 28.19 24.29Other Welfare Benefits 11.46 12.13 7.81Total 209.96 205.38 179.68
Department
Type of Remuneration
Number of Employee (Persons
Employee Remuneration (Million Baht)
2009
2009
2008
2008
2007
2007
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Other Remuneration The Extraordinary Meeting of Shareholders no. 2/2550 as held on 29 November 2007 resolved to issue and allocate warrants to purchase the Company’s common stocks (hereinafter referred to as “the warrants”) for the directors and employees with the warrant holders’ names specified and non-transferrable ownership of 25,000,000 units. This amount of warrant units represented 3.55% of the registered and paid-up capital after the initial public offering of common stocks and the allotment of warrants, building up the incentives and morale of the directors and employees whose contributions during the past years of serving the Company had driven the organization toward success, for the ultimate benefit of the Company (according to item number 8.2 of the details specified in the warrants regarding the warrant offering to the Company’s directors and employees). The Company’s Board of Directors authorized the warrant allocation of 15,420,000 units to the employees, representing 61.68% of the total warrant units allocated on this round respectively.
Major Labor Conflicts during the Past 3 Years
None
Personnel Empowerment Policies The Company’s personnel empowerment policies promote the attending of employees to internal and external meetings, seminars, and training sessions to empower them to compete within the highly competitive conditions. The personnel empowerment policies are divided into the following categories: Sale and Marketing: The Company trains employees on qualifications of products using new technologies that the Company is the authorized distributor. The training is made on a weekly basis since the Company prioritizes transferring knowledge to the sales employees regularly. Moreover, the Company, in collaboration with educational institutes, arranges analytic and strategic marketing courses. Management Information System: The Company provides an in-house training to the employees on the use of information system in various aspects, especially the programs used internally for the employees to utilize the Company’s information system most efficiently. Maintenance Service: The Company, jointly with various vendors, organizes a product maintenance training to enable related employees to provide maintenance services for products using new technologies. General Administration: Under the Company’s management policies, the development of personnel capacity, work efficiency, and delivery of quality products are all emphasized. The Company puts an emphasis on organizing, on a regular basis, in-house and external trainings to develop the employees’ working skills along with competence on management and administration inside and outside the organization. The Company has made related investments by building fully-equipped training facilities and arranged training programs with other organizations and institutes for the Company’s personnel such as a mini MBA course for junior and middle-level Management. Talent Management: The Company has promoted the Development Group to develop and train talented and good employees to empower them to be prompt for future promotions and create their loyalty toward the Company. In-house Training: The Company arranges in-house training sessions with the Company’s staff members including members of Management and well-experienced employees as trainers to share the know-how with the fellow Company’s employees. Moreover, the Company’s corporate culture focuses on achievements and teamwork using the following strategies; unifying the employees’ goals with the Company’s, determining the remuneration rates of the employees based on how efficient their work performances are toward achieving the Company’s objectives with the policy of maintaining the remuneration rates at the appropriate level to attract the employees to continue working with the Company in the long run, and improving the life quality of employees at all levels by promoting the organizing of activities giving the moral support such as labor-relation and health-promotion activities.
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Related Transactions
Conditions of Related Transactions The related transactions as a result of the business operations of the Company with parties potential for having conflicts of interest for the year ending 31 December 2009 can be summarized in terms of conditions and value of the related transactions as listed by companies as follows:
Related Company Relationship Value (Thousand Baht) Transaction Condition Comments of Audit Committee
Prism Solution
Company Limited
T.K.S. Technologies
Public Company
Limited
Subsidiary
Associate
- Merchandise/
service selling
- Accounts and
notes receivable
- Merchandise
purchasing
- Other accounts
payable
- Loan accounts
- Interest expense3
- Merchandise/
service selling
- Accounts and
notes receivable
- Merchandise
purchasing
- Trade accounts
payable
- Notes payable
3,444
148
15,899
1,189
18,000
484
7,581
1,044
179,892
9,128
6,293
- Selling
merchandise and
providing venue
rental service
with equipment
and utilities
- Paying the sales promotion fee in terms of techniques (before and after sales) for products distributed by the Company
- Selling
computer
peripherals, ink
toner and ribbon
cartridges
- Purchasing
office paper,
warranty
certificates, and
ink ribbon
cartridges
- The Company’s selling prices of merchandise and service were higher than costs under the normal course of business that can be referred to the market prices. Based on the above grounds, the related transactions were deemed necessary, reasonable, and beneficial for the Company.
- The transactions were
considered necessary, reasonable,
and beneficial for the Company.
- The Company’s selling prices of merchandise were higher than costs under the normal course of business that can be referred to the market prices. Based on the above grounds, the related transactions were deemed necessary, reasonable,
and beneficial for the Company.
- The Company’s purchasing prices of merchandise for the business operations and re-distribution were as mutually agreed and the prices were after the product cost, packaging and labor costs, and gross profit margin. When compared to the market prices, such transactions were made in a normal course. Based on the above grounds, the related transactions were deemed necessary, reasonable, and beneficial for the Company.
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1 In Quarter 2 of 2008, Kings Eye Investments Ltd. decreased its stockholding ratio from 49.00 % to 36.03% and changed its status from the parent company to an associate company. 2 The Company changed the status from being a subsidiary of T.K.S. Technologies Public Company Limited to an associate company since T.K.S. Technologies PCL. held only 39.66% of stocks in the Company and the Management structures of the two companies were amended and became detached from each other on 1 July 2009. 3 The loan between the Company and the Subsidiary was made in forms of promissory notes to which payments are made on demand with the interest rate at 2.50% per annum.
Measurement or Procedure for Related Transactions Approval
The procedure of the related transactions approval starts from submitting these transactions to the meeting of the Board of Directors for their consideration and approval with the Audit Committee members attending to jointly consider and provide comments on the necessity and reasonability of each transaction. The procedure of approval is in accordance with the law on Securities and Stock Exchange as well as regulations, announcements, orders, or rules of the Stock Exchange of Thailand. Directors are not eligible to consider and vote for the approval of the related transaction of which they are stakeholders. Moreover, there shall be disclosure of the related transactions in the footnote of the financial statement of the Company and/or Subsidiary.
บริษัทที่เกี่ยวข�อง ความสัมพันธ� มูลค�า(พันบาท) ลักษณะรายการ ความเห็นคณะกรรมการตรวจสอบ
T.K.S. Siam Press Management Company Limited
Synnex Global Ltd.
Associate
Associate
- Merchandise/ service selling - Accounts and notes receivable - Other accounts payable - Loan accounts - Notes payable - Service fee - Other accounts payable - Property purchasing
2,976
465
18,352
1,875842
5,9845,984
113
- Selling computer peripherals, ink toner cartridges, and network products
- Ordering journals and brochures for sales promotion
- Paying for consultancy fee and support service for the maintenance of Global Enterprise Software Enterprise Software
- The Company’s selling prices of merchandise were higher than costs under the normal course of business that can be referred to the market prices. Based on the above grounds, the related transactions were deemed necessary, reasonable, and beneficial for the Company.
- The printing service fee was similar to the market price under the normal course of business that can be referred to the market prices. Based on the above grounds, the related transactions were deemed necessary, reasonable, and beneficial for the Company. - The related transactions were deemed necessary, reasonable, and beneficial for the Company.
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Policies and Trend of Related Transactions with Parties Potential for Having Conflicts of Interest with in the Future As for normal business transactions or transactions supporting the normal trade with general terms of trade such as purchasing and selling of merchandise and service, the Company determines that the committing of related transactions must be applied under conditions according to the normal course of business and at the market price that can be compared with external parties. Conditions in the trade contract must also be strictly complied with while the pricing and other conditions ought to be clearly defined and justified without mischievous transferring of benefits. The Accounting Department is responsible for reporting on the related transactions while the Internal Audit Department is in charge of auditing the information and present to the Audit Committee to consider and comment in terms of suitability and reasonability every quarter.
As for normal business transactions or transactions supporting the normal trade without general terms of trade and other related transactions, the Company rules that the committing of related transactions must be proposed to the Board of Directors’ Meeting for approval with the Audit Committee providing comments on the necessity and reasonability of each transaction in prior. In additions, each transaction committed ought to be in compliance with the law on Securities and Stock Exchange; regulations, announcements, orders, or rules of the Stock Exchange of Thailand; and regulations concerning the disclosure of information regarding related transactions and acquisitions or sales of key assets of the Company or Subsidiary. In case the Audit Committee is not accustomed with the reviewing of related transactions, the Company will provide an independent expert to comment on such transactions to benefit the decision making of the Board of Directors or shareholders as proper. Directors are not eligible to consider and vote for the approval of the related transaction of which they are stakeholders. As for normal business transactions, without general terms of trade, with Synnex Group, Taiwan, according to the Global Enterprise Software License Agreement and Trademark License Agreement dated 11 December 2007 (according to details in item 5.4 of the summary of the Trademark License Agreement and item 5.5 of the sum-mary of the Global Enterprise Software License Agreement), the Company is eligible to use the Global Enterprise Software, the corporate name, SYNNEX, and the Lemel trademark from Synnex Global Ltd. with no time limit as long as Synnex Group holds not less than 20% of stocks of the registered and paid-up capital of the Company (via Kings Eye Investments Ltd.) and does not give any written intention to terminate the Company’s use of the corporate name and trademark from Synnex Group. In this regard the Company’s payment for the license fee of the Global Enterprise Software will be strictly in compliance with the License Agreement. As for the potential related transactions in the future, the directors must comply with regulations and they must not approve any transactions that they or other people may have conflicts of interest in any man-ner with the Company and /or Subsidiary. Besides, the directors must not assign other people to act on their behalf on such transactions, which ought to be disclosed to the Board of Directors of the Company and/or Subsidiary for consideration as well.
The future trend of the related transactions will be committed under the normal trade of which the Company shall see into that these transactions are done with transparency and in compliance with the Com-pany’s policies on related transactions, which are strictly in line with the regulations of the Stock Exchange of Thailand and other agencies concerned. Moreover, the Company expects a future related transaction with Synnex Global Ltd. for the development fee of the Warehouse Management System to connect with the ASRS system and Global Enterprise Software at the approximate amount of 10 Million Baht. This amount is calcu-lated based on the rate of the development fee for developing a project and/or new program according to estimated man-hours in the development.
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Management Discussion and Analysis : MD&A
Performance
Income
The Company and its subsidiary posted the total income of 10,485.81 Million Baht, 11,555.32 Million Baht and 13,490.12 Million Baht in 2007, 2008 and 2009 respectively. The total income of the Company expanded in 2007, 2008 and 2009 at the rate of 8.16%, 10.2% and 16.74% compared to the previous year respectively. The total income of the Company comprised income from sales of computers and computer peripherals, service income and other income. The Company generated its revenues primarily from sales of computers and computer peripherals and it recorded the total revenue of 10,422.03 Million Baht, 11,488.99 Million Baht and 13,411.10 Million Baht in 2007, 2008 and 2009 or grew by 11.77%, 10.24% and 16.73% in 2007, 2008 and 2009 respectively compared to the same period previous year. In 2009, the growth of Company’s revenue, which was higher than industrial average, was largely fuelled by a growth in the number of sales of HP and Asus notebooks, parts, printers and network solutions especially Seagate products of which the company is appointed as a sole distributor in Thailand. Income from sales and service for 2009 increased by 16.73% compared to the same period last year. System Product Group (SPG) and Component Product Group (CPG) were the main revenue generator, with 23.95% and 20.38% of total revenue from sales and service, while Consumables & Supply Group (CSG) enjoyed the third place of revenue generator, with 17.74 of total revenue from sales and service. The Company’s service incomes for 2007, 2008, and 2009 were 11.53 Million Baht, 14.37 Million Baht and 16.35 Million Baht respectively or 0.1% of the total income. The service incomes consisted of income from after sale service operated by Repair and After Sale Service Department, income from training, income from installation and maintenance service of advanced computer program both before and after sale as well as on-site service of subsidiary and finally income from being service center for products of which the Company distributes.
The Company’s other incomes in 2007-2009 are as follows:
Owing to Baht currency appreciation, gain (loss) from exchange rate had slightly increased in 2009; however, the Company does not aim to make profits from exchange rate movement with the policy of preventing exchange rate risk at the amount of 70-80% of the purchase value. In the past 3 years, there was evidently no loss from exchange rate.
Interest Income 2,751.00 4,059.11 1,883.51Dividend 2,520.00 1,800.00 461.15Gain (Loss) from Exchange rate 43,856.02 40,121.31 45,262.83Bad debt recoveries 854.40 1,075.03 2,130.95Others 12,693.05 4,908.75 2,512.01Total other income 62,674.47 51,964.20 52,250.44
2009 2008 2007Type of Income
Unit: Thousand Baht
69
As for bad debt recoveries, the Company will be recording the transaction once the Company has received compensation from Insurance Company in case the debtor insured by the Company has a problem or in case the Company can collect debt payment from account receivable that is written off as bad debt in the previous accounting period.
Earnings Before Interest and Taxes and Net Profit
The Company’s earnings before interest and taxes were 248.35 Million Baht, 219.92 Million Baht and 310.48 Million Baht in 2007, 2008 and 2009 respectively with the growth rate of 26.23%, (11.45%) and 41.18% in 2007, 2008 and 2009 respectively. The Company’s operating profit margins were 2.38%, 1.91% and 2.31% in 2007, 2008 and 2009 respectively. The Company recognized its net profit of 139.91 Million Baht, 122.98 Million Baht and 202.77 Million Baht in 2007, 2008 and 2009 respectively with the growth rate of 34.51%, (12.10%) and 64.88% in 2007, 2008 and 2009 respectively. A decrease in net profit of 2008 resulted from a recessed economy in the fourth quarter of 2008 affecting IT business in terms of sales, gross profit and also influencing Baht depreciation. The Company’s net profit margin was at the rate of 1.33%, 1.06% and 1.50% in 2007, 2008 and 2009 respectively. An increase in net profit margin was primarily due to an increase in profit and a decrease in interest expense.
Financial Status
Asset
Total assets of the Company and Subsidiaries were in total of 2,798.40 Million Baht, 3,165.21 Million Baht, and 3,282.43 Million Baht as at 31 December 2007, 2008 and 2009 respectively. The Company’s assets comprised current asset with the amount of 2,392.91 Million Baht, 2,769.29 Million Baht and 2,899.99 Million Baht or represented 85.51%, 87.49% and 88.35% of the total asset in 2007, 2008 and 2009 respectively and non-current asset with the amount of 405.50 Million Baht, 395.92 Million Baht and 382.44 Million Baht or 14.49%, 12.51% and 11.65% of total asset in 2007, 2008 and 2009 respectively. The majority of assets are current assets including account receivable, note receivable, and inventory that are in line with typical distribution business relying on working capital. As of 31 December 2009, the Company’s current asset consisted of account receivable and note receivable at the amount of 1,683.32 Million Baht or 51.28% of the total asset, went up from 2008 by 472.05 Million Baht or 38.97%. An increase in account receivable and note receivable on 31 December 2009 was in line with the growth in sales revenue of the Company. The inventories were in total of 978.53 Million Baht, 1,107.36 Million Baht and 1,082.00 Million Baht or represented 34.97%, 34.99% and 32.96% of the total asset in 2007, 2008 and 2009 respectively. An increase in inventory as of 31 December 2008 was owing to the order of new products-such as HP Notebook, whereas a decrease in inventory as of 31 December 2009 was on account of the inventory management policy, which attempts to maintain an adequate supply of goods.
70
Asset Quality (A) Net Account Receivable and Note Receivable
(B) Inventory
Account receivable and note receivable of the Company and Subsidiary were 1,199.48 Million Baht, 1,211.27 Million Baht and 1,683.32 Million Baht in 2007, 2008 and 2009 respectively. In 2009, account receivable and note receivable increased by 38.97% compared to 2008 and average credit term in 2009 was 43 days since the corporate customers including government agencies, banks or large organizations would receive longer credit term.
The Company and Subsidiary’s inventories were 978.53 Million Baht, 1,107.36 Million Baht and 1,082.00 Million Baht in 2007, 2008 and 2009 respectively with the average sale period in 2008 and 2009 at 30 days.
As a result of the growth in sales every year, the higher working capital is required to cope with an increase in account receivable and inventory. The Company, therefore; makes the bank loan request. According to the nature of the business, the operating activities are generating positive or negative cash flows. Cash collections on accounts receivable will turn the cash flow from operating activities to be positive, while purchasing goods will make the cash flow from operating activities negative. One of the main reasons
Liquidity
Unit: Million Baht
Unit: Million Baht
Unit: Thousand Baht
Account Receivable and Note Receivable-Net 1,683.32 1,211.27 1,199.48Average Period of Credit Term (Day) 43 42 38
Net Inventory 1,082.00 1,107.36 978.53Average Period of Sale (Day) 30 30 27
2009
2009
2008
2008
2007
2007
31 Dec,2009 31 Dec,2008 31 Dec,2007
Net profit before tax 274,845.72 168,913.79 199,992.21Adjustments to reconcile net profit 88,440.91 120,319.29 105,236.39Profit from operating activities before 363,286.63 289,233.08 305,228.60changes in operating assets and liabilities Change in asset (429,003.59) (241,388.22) (510,739.02)Change in liability 129,575.48 (212,437.89) 39,840.85Cash flow from operating activities 63,858.52 (164,593.03) (165,669.57)Cash flow from investing activities (1,186.26) (24,561.73 ) (109,788.41)Cash flow from financing activities (334,484.47) 358,889.95 337,601.73Net increase (decrease) in cash and cash (271,812.21) 169,735.19 62,143.76equivalent Cash and cash equivalent at the beginning of the period 297,509.79 27,774.60 65,630.85Cash and cash equivalent at the end of the period 25,697.58 297,509.79 127,774.60
71
for the Company to experience a negative cash flow from operating activities is faster payment or payment to receive trade discount from manufacturers. Overdraft and short-term loan from financial institutions can be used to strengthen liquidity or to obtain benefits from such discount only if the Company considers that the discount rate is significantly higher than loan interest rate and at that time the Company’s loans from several commercial banks are sufficient to its business operation without any liquidity problems. Due to an investment in ASRS, the cash flow from investing activities in 2007 was negative (109.79) Million Baht. In 2008 and 2009, the amount of cash flow from investing activities was (24.56) and (1.18) Million Baht respectively since there was no significant investment expense. In 2007, the Company’s liquidity ratio was equal to 1.35 times and quick ratio was equal to 0.75 times compared to 1.49 times and 0.81 times in 2008. In 2009, the liquidity ratio was equal to 1.50 times and quick ratio rose to 0.89 times due to the policy on inventory and goods management to be appropriate and sufficient for sales. The quick ratio of the Company was relatively low since it is necessary for IT distribution business to keep a certain number of inventories, which can be delivered to customers in time.
Liability
The Company’s liabilities were in total of 1,877.56 Million Baht, 1,955.69 Million Baht and 1,996.73 Million Baht or climbed up by 35.15%, 4.16% and 2.10% at the end of 2007, 2008 and 2009 respectively. In 2008, the total liabilities rose due to overdraft and short-term loan that went up to 1,163.90 Million Baht while long-term loan decreased to 82.70 Million Baht because of loan repayment. As of 31 December 2009, the total liabilities increased due to an increase in account payable and note payable to 722.89 Million Baht while overdraft and short-term loan decreased to 1,006.12 Million Baht and long-term loan declined to 47.66 Million Baht as a result of debt repayment. As of 31 December 2007 and 2008, there was no overdraft balance while as of 31 December 2009, the overdraft turned out to be 7.23 Million Baht from overdraft of a commercial bank with floating interest rate based on Minimum Overdraft Rate (MOR) per year but without collateral. Loan from financial institution is divided as trust receipt and loan in a form of 1-3 month promissory note with interest rate based on market rate such as MMR. The Company’s loan security is savings account, mortgage of land, building and some parts of machine, transfer of insurance claim right of the mortgaged asset and goods to the lender. The loan from financial institutions was in total of 956.32 Million Baht, 1,163.90 Million Baht and 1,006.12 Million Baht at the end of 2007, 2008 and 2009 respectively. The short-term liabilities with interest were in total of 991.36 Million Baht, 1,199.55 Million Baht and 1,042.19 Million Baht or 52.80%, 61.34% and 52.19% of total liabilities in 2007, 2008 and 2009 respectively while long-term liabilities were in total of 96.74 Million Baht, 82.70 Million Baht and 47.66 Million Baht or 5.15%, 4.23% and 2.39% of total liabilities at the end of 2007, 2008 and 2009 respectively. It can be seen that the working capital management was suitable since working capital was financed with short-term loans to acquire inventory and to accommodate expansion of account receivable and note receivable. The Company’s debt to shareholder’s equity ratio was equal to 2.04 times, 1.62 times and 1.55 times for the year ending 31 December 2007, 2008 and 2009 respectively. Compared to other companies in the industry, this ratio was moderate.
72
Shareholder’s Equity As of 31 December 2007, shareholder’s equity was 920.84 Million Baht and retained earnings before appropriation was 402.79 Million Baht. An increase in such earnings was due to a good performance of the company. When considering the past performance, the retained earnings would rise constantly on a good operating performance leading to the increase in shareholder’s equity. However, in 2007, the Company paid dividend to its shareholders at the rate of 0.26 Baht totaling 130 Million Baht. As of 31 December 2008, shareholder’s equity was 830.18 Million Baht and retained earnings before appropriation were 312.86 Million Baht. The Board of Directors Meeting No.2/2008 held on 5 May, 2008 unanimously resolved to pay interim dividend to the shareholders at the rate of 0.40 Baht totaling 200 Million Baht and approved 10 Million Baht as legal reserve. The Board of Directors Meeting No. 4/2008 held on 10 November, 2008 resolved to buy back shares for financial management due to a surplus liquidity. As a result, the Company bought back 60.38 Million shares with the balance not exceeding 71.25 Million Baht at the period starting from 25 November, 2008 – 24 May, 2009. The criteria of common stock price would be in accordance with agreements of Security Exchange of Thailand. The Company will sell the treasury shares not over than 3 years after the buyback transaction is done.
The treasury stock as of 31 December 2009 and 2008 is as follows: 31 December 2009 31 December 2008 Value of treasury stock (Baht) 12,179,006.30 6,881,968.18 Number of treasury stock (Share) 11,000,000 6,923,800 Average price per share (Baht) 1.10 0.99 Percentage of treasury stock per the number of issued 1.62 1.02 and paid-up shares
As of 31 December 2008, shareholder’s equity was 1,209.53 Million Baht and unappropriated retained earnings were 178.89 Million Baht. The legal reserve was 17.41 Million Baht and the treasury stock reserve was recorded equal to the amount paid for treasury stocks of 6.88 Million Baht until the treasury stocks have been sold. As of 31 December 2009, shareholder’s equity was 1,285.70 Million Baht and unappropriated retained earnings were 232.22 Million Baht. The legal reserve was 27.43 Million Baht and the treasury stock reserve was recorded equal to the amount paid for treasury stocks of 12.18 Million Baht until the treasury stocks have been sold.
Remuneration for Auditors
Remuneration and other audit feeThe company agreed to pay audit fee for accounting period of 2009 as follows:
No. Company/Subsidiary Auditor Audit Fee
1 Synnex (Thailand) Public Company Limited Miss Prapasri Leelasupa 640,000.00 2 Prism Solution Company Limited Miss Vitita Sujitranuch 60,000.00 Total Audit Fee 700,000.00
73
Report of the Audit Committee as of Year 2009 The Audit Committee of Synnex (Thailand) Public Company Limited comprises of 3 independent directors namely Mr. Somchai Apiwatanaporn, Chairman of the Committee, and Mrs. Maleeratna Pleumchitchom and Mr. Vissut Sethaput, who are both members of the Committee. All members of the Committee are neither members of Management nor employees of the Company. In 2009, there were 5 rounds of the Audit Committee’s Meeting to audit the financial statements and results of the internal audit of the Company. The Internal Audit Department’s Manager was also invited to attend each round of the Meeting to ensure sufficiency of the information supplied to the Audit Committee. Moreover, the Company’s Auditor was invited to join the Meeting on 15 February 2010 to report on their audit of the financial statements of the year ended 31 December 2009 upon which they expressed an unqualified opinion. For the other items of the financial statements based on their audit, nothing caused them to believe that the financial statements were not presented fairly, in all material respects in accordance with generally accepted accounting principles with sufficient disclosure of information. As a result, the Audit Committee resolved that the 2009 financial statements were approved and proper to be presented to the Board of Directors’ Meeting to consider submitting them to the Shareholders’ Meeting for approval. The Audit Committee reviewed and approved the Audit Committee Charter, principles, and the scope of duties and responsibilities of the Audit Committee to be in line with the Securities and Exchange Act. The Audit Committee considered and provided suggestions as well as approvals for the action plan of the Internal Audit Department for the year 2010. In addition, the Audit Committee monitored the results of the Company’s risk management in every aspect, reported on the results of the internal audit and the monitoring of problem-solving measures, and oversaw the performance of the Internal Audit Department to be in compliance with the career standard, in order to reasonably reassure the Company that the existing internal control system is sufficient and suitable for the Company’s endeavor to achieve the objectives efficiently. The Audit Committee appraised the performance of the Company’s Auditor during the year in terms of its promptness to comply with the auditing and audit reporting standards and resolved to choose Sam Nak-Ngan A.M.C. Company Limited to be the Company’s Auditor for the year 2010 and defined their remuneration. The Audit Committee shall further propose the resolution regarding the Company’s Auditor to the Shareholders’ Meeting. [Mr. Somchai Apiwattanapron] Chairman of the Audit Committee, On behalf of the Audit Committee
74
Report on the Board of Directors’ Liability on Financial Statements
The Board of Directors of Synnex (Thailand) Public Company Limited heeds practicing the principles of good corporate governance by controlling the administration and management of the Company to be in line with the objectives and regulations of the Company as well as supervising the reporting of financial statements based on accurate and complete accounting records that reflects the Company’s actual operating results. The Board of Directors has appointed the Audit Committee which comprises of independent directors, whose qualifications are in compliance with the regulations of the Stock Exchange of Thailand, to audit the financial statements accurately and sufficiently while thoroughly disclosing the information of related transactions or possible conflicts of interest, as defined by the Stock Exchange of Thailand and relevant regulations, to the Board of Directors. The Board of Directors reached the agreement that the financial statements of the Company and the Subsidiary of the year 2009, as audited by the Audit Committee in collaboration with the Company’s Management and the Auditor, accurately shows the essence of the financial status and operating results of the Company and the Subsidiary in accordance with generally accepted accounting principles.
( Mr. Supant Mongkolsuthree ) President
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2008
– P
rese
nt
1984
– P
rese
nt
2008
– P
rese
nt
2007
– P
rese
nt
2008
– P
rese
nt
1991
– P
rese
nt
Dire
ctor
Advi
sor
Man
agin
g Di
rect
orCh
airm
an o
f the
Au
dit C
omm
ittee
Audi
t Com
mitt
ee M
embe
rDi
rect
or
Dire
ctor
Exec
utiv
e Pr
esid
ent
Dire
ctor
Assi
stan
t Vic
e Pr
esid
ent
Dire
ctor
Vice
Pre
siden
t - A
dmin
istra
tion
Dire
ctor
Vice
Pre
side
nt -
Log
istic
s,
Info
rmat
ion Te
chno
logy,
Serv
ices
Dire
ctor
Gene
ral M
anag
er –
Bus
ines
s De
velo
pmen
t
Dire
ctor
Seni
or E
xecu
tive
Vice
Pr
esid
ent –
Ope
ratio
ns
Synn
ex (T
haila
nd) P
ublic
Com
pany
Lim
ited
T.K.
S. T
echn
olog
ies
Publ
ic C
ompa
ny L
imite
dT.
K.S.
Tec
hnol
ogie
s Pu
blic
Com
pany
Lim
ited
T.K.
S. T
echn
olog
ies
Publ
ic C
ompa
ny L
imite
d
Patk
ol P
ublic
Com
pany
Lim
ited
Thai
Sto
rage
Bat
tery
Pub
lic C
ompa
ny L
imite
d
Synn
ex T
echn
olog
y In
tern
atio
nal C
orp.
Synn
ex T
echn
olog
y In
tern
atio
nal C
orp.
Synn
ex T
echn
olog
y In
tern
atio
nal C
orp.
Synn
ex T
echn
olog
y In
tern
atio
nal C
orp.
Synn
ex T
echn
olog
y In
tern
atio
nal C
orp .
Synn
ex (T
haila
nd) P
ublic
Com
pany
Lim
ited
Synn
ex (T
haila
nd) P
ublic
Com
pany
Lim
ited
Nam
e –
Last
Nam
ePo
sitio
nEd
ucat
ion
Rela
tions
w
ith
Man
agem
ent
Ratio
of
Com
pany
’s
Stoc
k Ow
ners
hip
(%)1
5-Ye
ars
Wor
k Ex
perie
nce
Pe
riod
Posi
tion
Title
of O
rgan
izat
ion/
Com
pany
/
Busi
ness
Typ
e
Age
(Yrs
)
--
--
77
Mr.
Som
chai
Api
wat
tana
pron
Inde
pend
ent
Dire
ctor
an
d Ch
airm
an o
f the
Aud
it Co
mm
ittee
- Ce
rtific
ate
of “
Dire
ctor
Ce
rtific
atio
n Pr
ogra
m” (
DCP)
, Cl
ass
52 i
n B.
E. 2
550,
Tha
i In
stitu
te o
f Dire
ctor
s (IO
D)-
Certi
ficat
e of
TLC
A Ex
ecut
ive
Deve
lopm
ent P
rogr
am (E
DP),
Clas
s 1 in
B.E
. 255
1, T
hai L
isted
Co
mpa
nies
Ass
ocia
tion
- M
aste
r of A
rts (P
ublic
Affa
irs),
Ram
kham
haen
g Un
iver
sity
- Ba
chel
or o
f Bus
ines
s Ad
min
istra
tion
(Acc
ount
ing)
, Ra
mkh
amha
eng
Univ
ersi
ty-
Certi
ficat
e Pr
ogra
m o
f N
atio
nal D
efen
se C
olle
ge
(NDC
) in
B.E.
254
6 -
Certi
ficat
e of
“Di
rect
or
Accr
edita
tion
Prog
ram
” (D
AP),
Clas
s 14
in
B.E.
254
7, T
hai
Inst
itute
of D
irect
ors
(IOD)
- Ce
rtific
ate
of “
Dire
ctor
Ce
rtific
atio
n Pr
ogra
m” (
DCP)
, Cl
ass
74 i
n B.
E. 2
549,
Tha
i In
stitu
te o
f Dire
ctor
s (IO
D)-
Certi
ficat
e of
Sen
ior E
xecu
tive
Deve
lopm
ent P
rogr
am,
Capi
tal M
arke
t Aca
dem
y (C
MA)
, Cla
ss 5
in B
.E. 2
552
- Ce
rtific
ate
of “A
udit
Com
mitt
ee
Prog
ram
” (A
CP) i
n B.
E. 2
551,
Th
ai In
stitu
te o
f Dire
ctor
s (IO
D)
60-
-
1991
– 19
96
Nov,
2007
- Pr
esen
t
2006
– P
rese
nt
2006
– P
rese
nt
2005
– P
rese
nt
2005
– P
rese
nt
2010
– P
rese
nt
2008
– 2
009
2003
– 2
008
Dire
ctor
Inde
pend
ent D
irect
or a
ndCh
airm
an o
f the
Aud
it Co
mm
ittee
Ch
airm
an o
f the
Aud
it Co
mm
ittee
Pres
iden
t of T
he P
layi
ng
Card
Man
ufac
turin
g Fa
ctor
yEx
ecut
ive
Dire
ctor
of L
iquo
r Di
still
ery
Orga
niza
tion
Dire
ctor
of T
ax A
ccou
ntin
g
Prof
essi
onHe
ad o
f Ins
pect
ors
Insp
ecto
rVi
ce D
irect
or
Synn
ex (T
haila
nd) P
ublic
Com
pany
Lim
ited
Synn
ex (T
haila
nd) P
ublic
Com
pany
Lim
ited
Robi
nson
Dep
artm
ent S
tore
s Pu
blic
Com
pany
Lim
ited
Exci
se D
epar
tmen
t, M
inis
try o
f Fin
ance
Exci
se D
epar
tmen
t, M
inis
try o
f Fin
ance
Fede
ratio
n of
Acc
ount
ing
Prof
essi
ons
Min
istry
of F
inan
ceM
inis
try o
f Fin
ance
Exci
se D
epar
tmen
t, M
inis
try o
f Fin
ance
Nam
e –
Last
Nam
ePo
sitio
nEd
ucat
ion
Rela
tions
w
ith
Man
agem
ent
Ratio
of
Com
pany
’s
Stoc
k Ow
ners
hip
(%)1
5-Ye
ars
Wor
k Ex
perie
nce
Pe
riod
Posi
tion
Title
of O
rgan
izat
ion/
Com
pany
/
Busi
ness
Typ
e
Age
(Yrs
)
78
Mr.
Viss
ut S
etha
put
Inde
pend
ent D
irect
or a
nd
Audi
t Com
mitt
ee M
embe
r
Mrs.
Male
erat
na P
lum
chitc
hom
Inde
pend
ent D
irect
or a
ndAu
dit C
omm
ittee
Mem
ber
- M
aste
r of E
ngin
eerin
g,
McG
ill U
nive
rsity
, Can
ada
- Ba
chel
or o
f Eng
inee
ring,
M
cGill
Uni
vers
ity, C
anad
a-
Certi
ficat
e of
“Di
rect
or
Certi
ficat
ion
Prog
ram
” (DC
P),
Clas
s 49
in B
.E. 2
547,
Tha
i In
stitu
te o
f Dire
ctor
s (IO
D)-
Certi
ficat
e of
“Au
dit
Com
mitt
ee P
rogr
am”
(ACP
), Cl
ass
9 in
B.E
. 254
8, T
hai
Inst
itute
of D
irect
ors
(IOD)
- M
aste
r of B
usin
ess
Adm
inis
tratio
n, M
ichi
gan
St
ate
Univ
ersi
ty, U
SA-
Bach
elor
of A
ccou
ntan
cy,
Chu
lalo
ngko
rn U
nive
rsity
- Ce
rtific
ate
Prog
ram
of
Nat
iona
l Ins
titut
e of
De
fens
e St
udie
s (N
IDs)
, cla
ss
11, N
atio
nal D
efen
se C
olle
ge
(NDC
) -
Certi
ficat
e of
“Di
rect
or
Certi
ficat
ion
Prog
ram
” (DC
P),
Clas
s 45
in
B.E.
254
7, T
hai
Inst
itute
of D
irect
ors
(IOD)
- Ce
rtific
ate
of S
enio
r Ex
ecut
ive
Deve
lopm
ent
Prog
ram
, Cap
ital M
arke
t Ac
adem
y (C
MA)
, Cla
ss 6
62 65
- -
- -
2007
– P
rese
nt
2004
– P
rese
nt
2005
– 2
007
2002
– 2
004
1986
– 2
002
Nov,
2007
- Pr
esen
t
Pres
ent
Pres
ent
Pres
ent
2006
– 2
007
1999
– 2
005
Inde
pend
ent D
irect
or a
nd
Audi
t Com
mitt
ee M
embe
r Ad
viso
r
Inde
pend
ent D
irect
or a
nd
Audi
t Com
mitt
ee M
embe
r Vi
ce M
anag
ing
Dire
ctor
Vice
Man
agin
g Di
rect
or
Inde
pend
ent D
irect
or a
nd
Audi
t Com
mitt
ee M
embe
r Pr
esid
ent
Advi
sor
Inde
pend
ent D
irect
or
Inde
pend
ent D
irect
or a
ndAu
dit C
omm
ittee
Mem
ber
Vice
Man
agin
g Di
rect
or
Synn
ex (T
haila
nd) P
ublic
Com
pany
Lim
ited
Offic
e of
Sm
all a
nd M
ediu
m E
nter
pris
es
Prom
otio
nT.
K.S.
Tec
hnol
ogie
s Pu
blic
Com
pany
Lim
ited
Gove
rnm
ent H
ousi
ng B
ank
Siam
Com
mer
cial
Ban
k Pu
blic
Co
mpa
ny L
imite
d
Synn
ex (T
haila
nd) P
ublic
Com
pany
Lim
ited
Know
ledg
e Pl
us In
stitu
teTh
anac
hart
Asia
n Ph
ytoc
eutic
als
Publ
ic Co
mpa
ny L
imite
d
T.K.
S. T
echn
olog
ies
Publ
ic C
ompa
ny L
imite
d
Siam
Com
mer
cial B
ank
Publ
ic Co
mpa
ny L
imite
d
Nam
e –
Last
Nam
ePo
sitio
nEd
ucat
ion
Rela
tions
w
ith
Man
agem
ent
Ratio
of
Com
pany
’s
Stoc
k Ow
ners
hip
(%)1
5-Ye
ars
Wor
k Ex
perie
nce
Pe
riod
Posi
tion
Title
of O
rgan
izat
ion/
Com
pany
/
Busi
ness
Typ
e
Age
(Yrs
)
79
Mr.
Anuc
hit B
oony
alug
Seni
or E
xecu
tive
Vice
Pr
esid
ent –
Sal
es &
Mar
ketin
g
Ms.
Suv
anne
e Le
e Ex
ecut
ive
Vice
Pre
side
nt –
M
arke
ting,
Mar
com
Ms.
King
kaew
Jut
asom
pako
rn
Exec
utiv
e Vi
ce P
resi
dent
–
Logi
stic
s an
d As
sem
bly
Ms. S
upor
n Le
rttee
rapa
nyaw
ong
Vice
Pre
side
nt –
Fin
ance
Ms.
Kam
onsr
i Boo
njan
gVi
ce P
resi
dent
– A
ccou
ntin
g M
r. Ch
erdc
hai S
rikha
mro
onVi
ce P
resi
dent
– In
tern
al
Audi
t
- Mas
ter o
f Com
pute
r Scie
nces
, W
est C
oast
Uni
vers
ity, U
SA-
Bach
elor
of S
cien
ce in
St
atis
tical
Sci
ence
, Kas
etsa
rt Un
iver
sity
- Ce
rtific
ate
of T
LCA
Exec
utiv
e De
velo
pmen
t Pro
gram
(EDP
), Cl
ass 2
in B
.E. 2
551,
Tha
i List
ed
Com
pani
es A
ssoc
iatio
n
- M
aste
r of P
ublic
Ad
min
istra
tion,
Ch
ulal
ongk
orn
Univ
ersi
ty
- Ba
chel
or o
f Eco
nom
ics,
Th
amm
asar
t Uni
vers
ity-
Bach
elor
of
Man
agem
ent
Scie
nce,
Suk
hoth
ai
Tham
mat
hira
t Ope
n Un
iver
sity
- Ce
rtific
ate
of T
LCA
Exec
utive
De
velo
pmen
t Pro
gram
(EDP
), Cl
ass 3
in B
.E. 2
552,
Tha
i List
ed
Com
pani
es A
ssoc
iatio
n
- Ba
chel
or o
f Bus
ines
s Ad
min
istra
tion,
Suk
hoth
ai
Tham
mat
hira
t Ope
n Un
ivers
ity-
Certi
ficat
e of
TLC
A Ex
ecut
ive
Deve
lopm
ent
Prog
ram
(EDP
), Cl
ass 3
in B
.E.
2552
, Tha
i Lis
ted
Com
pani
es
Asso
ciat
ion
- Ba
chel
or o
f Ac
coun
tanc
y,
Ram
kham
haen
g Un
iver
sity
- M
aste
r of M
anag
emen
t,
Nat
iona
l Ins
titut
e of
De
velo
pmen
t Adm
inis
tratio
n -
Bach
elor
of
Acco
unta
ncy,
Fa
culty
of
Busi
ness
Ad
min
istra
tion,
Kirk
Uni
vers
ity
57 52 5346
- - - -
0.00
0003
%
0.00
0003
%
0.00
0003
%
0.00
0003
%
1993
– P
rese
nt
1988
- 1
993
1978
– 1
988
2002
– P
rese
nt
1989
– 2
002
1996
– P
rese
nt
1981
– 1
996
2004
– P
rese
nt
1993
– 2
004
1993
– P
rese
nt
2009
– P
rese
nt
2007
– 2
009
2003
– 2
007
Seni
or E
xecu
tive
Vice
Pr
esid
ent –
Sal
es a
nd
Mar
ketin
gFi
rmw
are
engi
neer
Prod
uctio
n M
anag
er
Vice
Pre
side
nt –
Pro
duct
Man
agem
ent &
Mar
ketin
g Co
mm
unic
atio
nM
anag
er –
Sal
es &
Mar
ketin
g
Vice
Pre
side
nt –
Log
istic
s
and
Asse
mbl
yOf
fice
Man
ager
Vice
Pre
side
nt –
Fin
ance
De
partm
ent
Man
ager
– F
inan
ce
Depa
rtmen
t
Dire
ctor
– A
ccou
ntin
g
Depa
rtmen
t
Dire
ctor
– In
tern
al A
udit
Depa
rtmen
tM
anag
er -
Inte
rnal
Aud
it De
partm
ent
Man
ager
– O
pera
tions
Synn
ex (T
haila
nd) P
ublic
Com
pany
Lim
ited
Geni
sco
Tech
nolo
gy C
orpo
ratio
n, U
SADa
ta E
lect
roni
cs In
c., U
SA
Synn
ex (T
haila
nd) P
ublic
Com
pany
Lim
ited
T.K.
S. T
echn
olog
ies
Publ
ic C
ompa
ny L
imite
d
Synn
ex (T
haila
nd) P
ublic
Com
pany
Lim
ited
Chia
Tai
Com
pany
Lim
ited
(CP)
Synn
ex (T
haila
nd) P
ublic
Com
pany
Lim
ited
T.K.
S. T
echn
olog
ies
Publ
ic C
ompa
ny L
imite
d
Synn
ex (T
haila
nd) P
ublic
Com
pany
Lim
ited
Synn
ex (T
haila
nd) P
ublic
Com
pany
Lim
ited
Synn
ex (T
haila
nd) P
ublic
Com
pany
Lim
ited
Synn
ex (T
haila
nd) P
ublic
Com
pany
Lim
ited
49 52
- --
0.00
0003
%
Nam
e –
Last
Nam
ePo
sitio
nEd
ucat
ion
Rela
tions
w
ith
Man
agem
ent
Ratio
of
Com
pany
’s
Stoc
k Ow
ners
hip
(%)1
5-Ye
ars
Wor
k Ex
perie
nce
Pe
riod
Posi
tion
Title
of O
rgan
izat
ion/
Com
pany
/
Busi
ness
Typ
e
Age
(Yrs
)
80
Mr.
Chan
chai
Aka
rave
twat
tana
Vice
Pre
side
nt –
MKT
. Co
mm
erci
al
Mr.
Boon
chai
Eka
pisi
t Vi
ce P
resi
dent
– S
ales
, BKK
Mr.
Niti
Pet
chna
itham
Vice
Pre
side
nt –
CN
EX S
hop
Mr.
Pras
it Pa
nvic
hien
Vice
Pre
side
nt –
Reg
iona
l Sa
les
Ms.
Sut
ida
Mon
gkol
suth
ree
Corp
orat
e Se
cret
ary
Mas
ter
of C
ompu
ter
Scie
nce,
As
sum
ptio
n Un
iver
sity
(A
BAC)
- Bac
helo
r of B
usin
ess
Adm
inist
ratio
n in
Mar
ketin
g,
Ram
kham
haen
g Un
ivers
ity
- Ba
chel
or o
f Mar
ketin
g,
Ram
kham
haen
g Un
iver
sity
- Ba
chel
or o
f Arts
in P
oliti
cal
Scie
nce,
Ra
mkh
amha
eng
Univ
ersi
ty
- Ce
rtific
ate
of M
ini M
BA
Prog
ram
“M
oder
n IT
CEO
”,
Facu
lty o
f Com
mer
ce a
nd
Acco
unta
ncy,
Ch
ulal
ongk
orn
Univ
ersi
ty
- M
aste
r of S
cien
ce in
In
tern
atio
nal M
anag
emen
t,
Quee
n M
ary,
Uni
vers
ity o
f Lo
ndon
, UK
- Ba
chel
or o
f Ad
min
istra
tion
in F
inan
ce a
nd B
anki
ng,
Chul
alon
gkor
n Un
iver
sity
4748 46 40 28
-- - - -
0.00
0003
%
- - - -
1996
– 2
003
1989
– 1
996
2006
– P
rese
nt
2002
– 2
006
2006
– P
rese
nt
2002
– 2
006
1996
– 2
002
2007
– P
rese
nt
200
5 –
2007
2003
– 2
005
2010
– P
rese
nt
2006
– 2
009
1998
– 2
006
2009
– P
rese
nt
2004
– 2
006
Man
ager
– O
pera
tions
and
Fa
ctor
yM
anag
er –
Acc
ount
ing
&
Fina
nce
Mar
ketin
g Di
rect
or –
Ne
twor
k &
Softw
are
Prod
ucts
Gene
ral M
anag
er
Sale
s Dire
ctor
– B
angk
ok A
rea
Man
ager
– S
ales
Dep
artm
ent
Man
ager
– S
ales
Dep
artm
ent
Vice
Pre
siden
t – C
NEX
Shop
De
partm
ent
Dire
ctor –
Who
lesale
s & S
pecia
l Ch
anne
l Dep
artm
ent
Gene
ral M
anag
er –
Con
sum
er
Prod
ucts
Vice
Pre
side
nt –
Reg
iona
l Sa
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1 Rat
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pany
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Ow
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incl
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thos
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nerd
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ted
pers
ons
as s
tate
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Sec
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es a
nd E
xcha
nge
B.E.
253
5
Nam
e –
Last
Nam
ePo
sitio
nEd
ucat
ion
Rela
tions
w
ith
Man
agem
ent
Ratio
of
Com
pany
’s
Stoc
k Ow
ners
hip
(%)1
5-Ye
ars
Wor
k Ex
perie
nce
Pe
riod
Posi
tion
Title
of O
rgan
izat
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Com
pany
/
Busi
ness
Typ
e
Age
(Yrs
)
81
Consolidated Financial StatementsDecember 31, 2009
82
83
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91
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