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CONTENTS
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| Investor Information
| Financial Highlights
| Message from the Chairman
| CEO Talk
| Shareholding Structure
| Report of the Board of Directors
| Board of Directors
| Executive Committee & Management Committee
| Prole of Directors & Key Management
| Organization Structure
| Product Portfolio
| Operating and Financial Review
| Thai Beverage Logistics
| Thai Beverage Energy
| Our People Our Success
| Credit Rating Announcement
| Awards
| Corporate Governance Report
| Corporate Social Responsibility (CSR) Report
| Audit Committee Report
| Audit Report of Certied Public Accountant
| Financial Statements
| Interested Persons Transactions Report
| Announcements to SGX in 2010
| General Corporate Information

Annual Report 2010 | Thai Beverage Public Company Limited

BEYOND HORIZON
Horizon may seem to be limitation but in fact, it stretches far beyond any boundaries.
To achieve business sustainability requires various factors besides nancial goals.
These aspects include international recognition of the highest production standards,
human resources development to ensure readiness for changes and global competition,
cutting-edge technology and leading operations which lead to the excellent performance.
To reach our ultimate goal of being an organization with transparency, stability and
management of world-class production, revered and admired by customers and
consumers alike, the company must be prompt to harness powerful ideas and business
edges to make benecial contributions to the society.
ThaiBevs Philosophy therefore does not see horizon as limitation, since our vision
stretches far beyond to achieve business and social excellence. We aim to be a green
organization that cares for the society and environment; our goals and objectives
guide us to create and nurture the sustainable abundance of nature and humans
quality of life.
Green, is not only our companys color, but also a symbol of our care for the society
and the world.

INVESTOR INFORMATION
Thai Beverage Public Company Limited
is listed on the Singapore Exchange
(SGX-ST) main board.
SGX Ticker

THBEV

Reuters

THAIBEVS STOCK PERFORMANCE

tbev.si

Bloomberg

thbev sp

Google Finance

SIN:Y92

ThaiBev Close

STI Rebased

SET Rebased

Price (S$)
0.4
0.35

IPO date

0.3

May 30, 2006

0.25

IPO offer price

0.2

S$ 0.28

0.15

Fiscal year ends

0.1

Note: STI and SET indices are


rebased in order to compare
with ThaiBevs price.

December 31

0.05

External Auditor
KPMG Phoomchai Audit Ltd.

2010

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

Dividend Policy
not less than 50% of net prot
after deducting all appropriated

THAIBEVS MONTHLY VOLUME

reserves and investments


Vol. (M Shares)
500
450
400

Share price *
2010 High S$ 0.30
2010 Low S$ 0.245
* data from January 4, 2010

350
300
250
200

to December 31, 2010

150
100

Investor Relations Contact


Investor Relations Department
Thai Beverage Public Company Limited
14 Vibhavadi Rangsit Rd., Chomphon
Chatuchak, Bangkok 10900 THAILAND

50

2010

Jan

Feb

Mar

Apr

Investor Relations Department


E-mail: ir@thaibev.com
Panya Thongchai
Tel:
+662 785 5035
Fax:
+662 272 2280
E-mail: panya.t@thaibev.com
Namfon Aungsutornrungsi
Tel:
+662 785 5037
Fax:
+662 272 2280
E-mail: namfon.a@thaibev.com

Ariya Silakorn
Tel:
+662 785 5036
Fax:
+662 272 2280
E-mail: ariya.s@thaibev.com
Corporate website:
www.thaibev.com
IR website:
www.thaibev.com/ir.html

May

Jun

Jul

$XJ

Sep

Oct

1RY

0
Dec

Annual Report 2010 | Thai Beverage Public Company Limited

FINANCIAL HIGHLIGHTS
Annual Report 2010
Thai Beverage Public Company Limited

Restated*

2010

2009

Revenue from sales

121,361

107,969

Total revenues

121,735

108,258

Cost of sales

88,097

76,610

Gross prot

33,264

31,359

Operating prot

14,690

15,264

EBIT

15,064

15,553

Net prot

10,721

10,643

4,492

4,356

19,556

19,909

Current assets

35,190

33,492

Non-current assets

42,112

43,658

Total assets

77,302

77,150

Current liabilities

18,370

18,090

704

2,616

Total liabilities

19,074

20,706

Shareholders equity

58,228

56,444

Total liabilities and shareholders equity

77,302

77,150

Statements of Income (Mil.Baht)

Depreciation and amortisation


EBITDA

Balance Sheets (Mil.Baht)

Non-current liabilities

Liquidity Ratio
Current Ratio

times

1.91

1.85

Quick Ratio

times

0.44

0.40

Average Collection Period

days

5.97

6.03

Average Inventory Period

days

110.50

133.22

Average Payable Period

days

14.29

15.55

Cash Cycle

days

102.18

123.70

Restated*

2010

2009

Protability Ratio
Gross Prot Margin

27.41

29.04

EBITDA Margin

16.11

18.44

EBIT Margin

12.41

14.41

Operating Cash Flows to Operating Prot Ratio

103.56

115.44

Net Prot Margin

8.83

9.86

Return on Equity

18.70

19.27

Return on Assets

13.88

13.54

Return on Fixed Assets

28.90

27.53

times

1.57

1.37

Debt to Equity Ratio

times

0.33

0.37

Interest Bearing Debt to Equity Ratio

times

0.16

0.21

Interest Bearing Debt to EBITDA Ratio

times

0.48

0.60

Interest Coverage Ratio

times

75.59

36.29

Dividend Payout Ratio

83.33

78.57

Efciency Ratios

Total Assets Turnover

Leverage Ratios

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

Annual Report 2010 | Thai Beverage Public Company Limited

Sales of Baht

121.4

Billion in 2010

from spirits 63%


from beer 28%

IURP1RQ$OFRKRO
2WKHUV

Total Sales
Billion Baht

2010
2009

121.4
108.0

White 348

Spirits: Volume

2010

Brown 168

Beer: Volume

Million liters

Million liters
2010

503

Chang
Other

93

2009

2009

White 346

Chang

Brown 141

Other

Million liters

484
87

Annual Report 2010 | Thai Beverage Public Company Limited

MESSAGE FROM THE CHAIRMAN

Dear Shareholders
2010 was considered a least favorable year for the Thai business community. Despite long-drawn-out
demonstrations with violent outcome, the nations overall economy in 2010 managed to generate a
GDP growth of 7.8% when compared to a contraction of 2.3% in 2009.
ThaiBev shone through with our resilience, delivering positive growth at the top and bottom line
with sales growth across all business segments. This year, we launched full-scale into our
premiumisation strategy and have begun to enjoy the fruits of our success.
Our Groups net prot grew by Baht 10,721 million or 0.7% year-on-year in 2010 and a testament
to the success of our premiumisation strategy. I am pleased that our management has done well to
deliver strong business performance in a year of uncertainty.
We see corporate social responsibility (CSR) as one of our greatest missions. We focus on different
dimensions of CSR with programs that involve the social, religious, educational, public health,
sports and cultural aspects. Some examples include ThaiBev Unites to Fight the Cold,
a project that has been carried out for more than 10 years in Thailand where blankets are offer to
villagers who live in remote areas in preparation for the harsh winter period.
As a publically listed company, we adhere and comply with the strictest guidelines of the Singapore
Exchange. Since our listing, ThaiBev has received numerous awards and recognitions from the
investment community for our good corporate governance and transparent conduct. On behalf of
the board members and the management team, I would like to assure all shareholders that ThaiBev
will continue to honor and uphold the highest standards of integrity in its business dealings.
Amongst the key commitments from the management team, a priority is to strive to deliver the
highest returns to our shareholders by executing on the boards directive in the best interest of every
stakeholder. ThaiBev intends to maintain its dividend policy of a payout ratio not less than 50% of
net prot after deducting all appropriated reserves and investment.
I would like to take this opportunity to express my sincere gratitude to the Board of Directors and
the management team for their tireless pursuit to achieve the companys goal. Furthermore,
my appreciation to our business partners and alliances for your kind support throughout the year,
and more importantly, I would like to acknowledge and thank all of our shareholders for your loyalty
and belief in the ThaiBevs businesses and our long-term vision.

Charoen Sirivadhanabhakdi
Chairman of the Board

Annual Report 2010 | Thai Beverage Public Company Limited

10

CEO TALK

Dear Shareholders
In 2010, the overall Thai economy saw positive growth
despite several adverse factors throughout the year,
including the uncertain global economy, the domestic
political situations, the Baht currency uctuation as well as
the severe oods nationwide. Thailands economy gradually
showed signs of improvement late last year when these
situations subsided.
Against this backdrop, ThaiBev shone through with our
resilience, delivering positive sales growth across all
business segments. In 2010, total sales were Baht
121,361 million, an increase of 12.4%. Gross prot was
Baht 33,264 million, an increase of 6.1%. Net prot was
Baht 10,721 million, an increase of 0.7%. Groups sales
across ThaiBevs range of products such as spirits, beer,
and non-alcohol beverages delivered reasonably strong
results. We are attributing this desirable outcome mostly to
our premiumisation strategy. Hence, we will continue to

11

implement this strategy to further compete with our import


counterparts in the area of on-premise trade like hotels,
restaurants, and entertainment establishment. And in the
area of brand emphasis, we will continue to reinforce and
promote our leading brands like Hong Thong, Blend 285,
SangSom, and Mekhong.
For the beer segment, I am delighted to report that we have
been seeing positive results from our brand refresh and
re-launch strategy for the new Chang Classic, Chang Draught,
and Chang Light. The annual beer sale in terms of value
has grown by 11.7%. Rigorous sports and music platform
marketing campaigns executed during the year has been
the major impetus that elevated and heightened Chang
beers brand awareness amongst consumers.
Demand for ThaiBevs non-alcohol beverages continued
to grow in 2010, led by Oishis ready-to-drink (RTD) tea
product with volume growth of approximately 30.1%. Oishi
continues to maintain a leading market share of 60.7%.
To meet the growing popularity and demand for RTD
tea consumption in Thailand, new Cold Aseptic Filling
production lines were added. The new production lines
consist of two-phase implementation that expects to yield
additional 124 million liters of capacity per year. The rst,
starting February 2011, the new lines will begin producing
bottled RTD tea and to be followed by the second-phase
commencing in third quarter for additional UHT pack RTD
production. This will bring Oishi total annual production
capability to 393 million liters. As the Oishi brand becomes
more recognised, we will look into ways to leverage on this
prominence brand for further market expansion.
Sales of drinking water grew by 80.1% while that of soda
water grew by 79.9%. Although these products display
strong growth percentage, they have generally grown from
a lower base. Drinking water and soda water segment are
highly competitive. But we are determined to grow in this
area. As such, we will continue to support both products
with brand building campaign.

Our international sales performance, in terms of value,


grew by 20.5% driven by three focus regions
the United States, UK/Europe and Asia. Much of the
contribution has predominately been in the area of
spirits produced by our Scottishs holding, Inver House
Distillers. Our scotch whiskey brand, Speyburn, continues
to outperform our expectations. We are also pleased to
see continuing growth for our Chang beer export. As
for China, our North Asian subsidiary Yunnan Yulinquan
Liquor Co., Ltd., the white spirits operation has achieved
32% sales growth and is profitable. Although overall
international revenue contribution to the Group consists
of around 3%, I am confident that this portion will
steadily increase over time through brand marketingsupported activities.
The management team is condent that our continuous
branding activities, together with internal progress of the
organization both in local and international markets, will drive
growth of both top-line and bottom-line of the Company to
meet our estimates. I, on behalf of the management team,
would like to thank you for your support and look forward to
such warm encouragement as we step forward.

Thapana Sirivadhanabhakdi
President and CEO

A nn ua
Ann
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Business operations with transparency


and accountability in compliance
with good corporate governance.

Experienced and skillful


management team,
combined with creative
and refreshing new generation.

12

Focuses on Human resources


development through provision
of training courses and modernization
of organization to ensure readiness
for the ever-changing business.

13

STRATEGY

GOOD GOVERNANCE

Apart from sound operating result, an excellent organization shall process


good corporate governance and focus on development of ethical
and capable human resources. ThaiBev therefore aims to develop its people
to be great both in aspect of business and morality and;
to righteously and appropriately apply their capability
to achieve peaceful and thriving co-existence with the community.
Each step of our growth reects our peoples achievement
to drive the organization forward,
along with the social and environmental development,
in order to establish sustainable balance
in the world of business and the world we live in.

ThaiBev Groups strategy aims


to enhance its competing ability,
including increase in revenues
and protability and building
of image and knowledge base.

Thai Beverage Training Co., Ltd.


was established with the key mission
to train and develop quality human
resources for every aspect of business.

ThaiBev won the Runner-Up title


in the category of Most Transparent
Company Award 2010: Foreign Listings,
from Securities Investors Association
(Singapore) (SIAS).

Annual Report 2010 | Thai Beverage Public Company Limited

ACCEPTANCE

14

LEADERSHIP

Our long-standing experience, success, and expertise in food and beverage industry,
coupled with our innovative product ideas,
makes ThaiBev brands well-accepted among domestic and overseas consumers.
To proudly secure the leading position in the global market,
we are inspired to become a leader in product creation along with fostering
business stability a leader who is swift to respond to changes in global market.

ThaiBevs beer business of 2010


has been improving gradually consequent
to the Companys restructured
distribution and Chang Beer
re-branding in Q4 of 2009.

ThaiBevs spirits business in 2010


witnessed continuous growth, mainly derived
from growth in brown spirits. Hong Thong
and Blend 285 were main contributors
are popular among consumers due to
their value-for-money quality and price.

Apart from adherence


to the Good Corporate Governance,
ThaiBev focuses on maintaining
its production standards to strive
for international recognition
in respect of its product quality.

15

In 2010, Mekhong spirit won International


Wine and Spirit Competition Award
and Los Angeles International Wine & Spirits Award.

Chang beer won the Gold Medal for Beers, Waters, Soft Drinks
and Non-Alcohol Beverages from World Selection 2010 of Monde
Selection Bruxelles International Institute for Quality Selections.
Since Chang beer received the gold medal for 3 consecutive years
from 2008-2010, it was awarded the International High Quality
Trophy as an honorary guarantee.

Annual Report 2010 | Thai Beverage Public Company Limited

Mekhong Spirit is broadly available in


the US market, especially in major cities.
Many delightful Mekhong cocktails such
as Sabai Sabai and Lemongrass Lawan
have been introduced since.

16

Chang beer is available at Thai restaurants


in London and more than 30 cities across
the world and impresses consumers with
superb taste and quality that lives up to its
reputation as the award- winning Thai beer.

17

STANDARD

INTERNATIONAL

Internationally-acclaimed products possess subtle avor


that pleases delicate taste buds of consumers in different markets.
To be the preferred choice of different demographics thus presents major challenge
in terms of product development and in-depth market understanding,
combinded with international standards creativity, management,
production and distribution, in which ThaiBev take pride.

TRIS afrmed the rating of Thai Beverage


Public Company Limited at AA with a Stable outlook.
S&P and Moodys, global rating agencies, also afrmed
ThaiBevs rating at BBB rating with a Stable outlook,
and Baa2 with a Stable outlook, respectively.

IBHL aims to be a global player


with a comprehensive product portfolio
for international markets across the globe.

Annual Report 2010 | Thai Beverage Public Company Limited

18

SUCCESS

ACHIEVEMENT

ThaiBev takes pride in domestic and international recognition symbolized


in awards presented by leading and prominent institutions.
We are inspired by such recognition to further raise our standards in every dimension.
Our devotion only grows stronger, fueled by the faith
in being a transparent organization with award-winning products,
well environmental conservation and development of the quality of life of our people
and the surrounding communities. These are our prestigious prizes,
which drive us to look beyond the horizon and reach for even greater goals that lie ahead.

SIAS Investors Choice Award


for Most Transparent Company
2006, 2009, 2010

Prime Minister
Industry Award
2009, 2010

Best IR in Singapore Market


by a Thai Company
2006, 2007, 2008

19

International High Quality Trophy 2010 - Chang Beer

International Golden Award


for Food & Beverages - SangSom
1982, 1983, 2006

Australias A.I.B.A.
Gold medal in
1998, 2007

Annual Report 2010 | Thai Beverage Public Company Limited

20

LOCAL

21

GLOBAL

To gauge how far the horizon is, we have to move toward it.
ThaiBev has journeyed through limitations in forms of distance, nations and languages.
To us, the world has become one.
We are now poised to introduce Thai-style happiness to world consumers,
a window of opportunity for the world to learn about and appreciate Thai brands,
which lead to sincere recognition.
ThaiBev is expanding from existing to new territories with focus on systematic development.
Our 360 degree vision makes possible product diversity, quality production,
intensive efciency enhancement of technology, human resources and sales and marketing system.
From where we stand, the business horizon simply records how far we have ourished and;
we are ready to move beyond the horizon to contribute to prosperity of the organization,
society and to preserve environment with unbroken devotion.

BANGKOK

Thai Beverage Logistics Co., Ltd. (TBL)


is working around the clock; Day and Night,
to deliver its high quality products
to destinations in Thailand and overseas.

SHANGHAI

TBL provides logistics service across


Thailand equivalent to approximately
1,400 million liters per year.

TBL is one of the largest


distribution networks in Thailand
and among the biggest ones
in Southeast Asia.

LONDON

InterBev has ofces


in seven countries distributing
and selling our beverage products
to over 80 countries.

Local partners and management team


are critical factors to IBHL when it engages
in new markets, as well as having
on team key executives with long experience
in the beer and spirits businesses
from different countries around the world.

ThaiBev is determined to expand overseas.


It entered the Chinese market in 2009
through the acquisition of Yunnan Yulinquan
Liquor Co., Ltd.

Annual Report 2010 | Thai Beverage Public Company Limited

23

22

SHAREHOLDING STRUCTURE
As at December 31, 2010

Thai Beverage Public Company Limited


Authorized share capital of Baht 29,000,000,000 with paid-up capital of
Baht 25,110,025,000 consisting of 25,110,025,000 issued common shares,
with the par value of Baht 1 each.
100%

100%

Distillery Group
100%

Sangsom Co., Ltd.

100%

Brewery Group
100%

100%

Beer Group

Beer Thip Brewery (1991) Co., Ltd.

100%

100%

Liquor Marketing Group


100%

Pomthip Co., Ltd.

100%

Sole Agent Group


100%

Num Yuk Co., Ltd.

100%

Marketing Group
100%

Thipchalothorn Co., Ltd.

Overseas Group

Thai Beverage Marketing Co., Ltd.

100%

Fuengfuanant Co., Ltd.

100%

Cosmos Brewery (Thailand) Co., Ltd.

100%

Pomkit Co., Ltd.

100%

Num Kijjakarn Co., Ltd.

100%

Krittayabun Co., Ltd.

100%

Chang International Co., Ltd.

100%

Mongkolsamai Co., Ltd.

100%

100%

Pomklung Co., Ltd.

100%

Num Palang Co., Ltd.

100%

Surathip Co., Ltd.

100%

Chang Corp Co., Ltd.

100%

Beer Thai (1991)


Public Company Limited

Thanapakdi Co., Ltd.

100%

Pomchok Co., Ltd.

100%

Num Muang Co., Ltd.

100%

Sunthornpirom Co., Ltd.

100%

Piromsurang Co., Ltd.

100%

Vidhayathan Co., Ltd.

100%

Kanchanasingkorn Co., Ltd.

100%

Pomcharoen Co., Ltd.

100%

Num Nakorn Co., Ltd.

100%

Sura Piset Thipharat Co., Ltd.

100%

Pomburapa Co., Ltd.

100%

Num Thurakij Co., Ltd.

100%

Sura Bangyikhan Co., Ltd.

100%

Pompalang Co., Ltd.

100%

Numrungrod Co., Ltd.

100%

Pomnakorn Co., Ltd.

100%

Numthip Co., Ltd.

100%

Mekhong Distillery Limited

100%

Athimart Co., Ltd.

100%

100%

100%

(D) (N)

(D) (N)

Dhospaak Co., Ltd.

International Beverage Holdings Limited


100%

InterBev (Singapore) Limited

100%

InterBev (Cambodia) Co., Ltd.

100%

InterBev Malaysia Sdn. Bhd.

100%

Best Spirits Company Limited

100%

International Beverage Holdings (China) Limited

100%

International Beverage Holdings (UK) Limited

100%

InterBev Trading (China) Limited

100%

Yunnan Yulinquan Liquor Co., Ltd.

S.S. Karnsura Co., Ltd.

100%

International Beverage Holdings Limited USA, Inc.

100%

Kankwan Co., Ltd.

100%

Blairmhor Limited

100%

Theparunothai Co., Ltd.

100%

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

100%

United Winery and Distillery Co., Ltd.

100%

100%

100%

Simathurakij Co., Ltd.

100%

Nateechai Co., Ltd.

100%

Luckchai Liquor Trading Co., Ltd.

100%

Sura Piset Pattharalanna Co., Ltd.*

100%

100%

99.99%

United Products Co., Ltd.

100%

Business Development Group


(Supply Chain Group)

Non-Alcohol Beverage
and Food Business Group

89.26%

Wrangyer Beverage (2008) Co., Ltd.


Thai Drinks Co., Ltd.
Oishi Group Public Company Limited
89.26%
89.26%

99.83%

Oishi Trading Co., Ltd.


Oishi Ramen Co., Ltd.

SPM Foods and Beverages


Company Limited

5.98%

Archa Beer Co., Ltd.

Thai Molasses Co., Ltd.


100%

100%

Feed Addition Co., Ltd.

100%

Pan International (Thailand) Co., Ltd.

100%

Charun Business 52 Co., Ltd.

100%

Thai Cooperage Co., Ltd.*


Thai Beverage Recycle Co., Ltd.

100%

Thai Beverage Logistics Co., Ltd.

100%

Dhanasindhi Co., Ltd.

(N)

Note : According to Auditors Note


D : Dormant
N : Non-trading
* : Those companies are in Business Development Group (Supply Chain Group) or Distillery Group, as the case may be.
We represent those companies in Other Group for the benet and the clearness in consideration of the group of companys shareholding.

Thai Cooperage Co., Ltd.*


0.41%

40%

Chang Beer International Co., Ltd.

(D) (N)

58.63%

100%

93.50%

Thai Thum Distillery Co., Ltd.

Beer Chang Co., Ltd.


100%

Speyburn-Glenlivet Distillery
Company Limited (D) (N)

100%

The Knockdhu Distillery


Company Limited (D) (N)

100%

The Balblair Distillery


Company Limited (D) (N)

100%

The Pulteney Distillery


Company Limited (D) (N)

Thai Beverage Training Co., Ltd. (i)

Thai Beverage Energy Co., Ltd.


100%

99.72%

100%

Thai Beverage Brands Co., Ltd.

Sura Piset Sahasan Co., Ltd.

(N)

18.55%
41.45%

Sura Piset Pattharalanna Co., Ltd.*

33.83%

Sura Piset Samphan Co., Ltd.

(N)

49.49%

Liquorland Limited

44%

Inver House Polska Limited

100%

Wee Beastie Limited

50.02%

Inver House Distribution SA

100%

Moffat & Towers Limited

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


7.54%

100%

Remarks:
i : Incorporated on January 26, 2010
ii : Incorporated in Singapore on April 14, 2010
iii : International Beverage Holdings Limited acquired 100% shares of this
company on September 17, 2010. This company was incorporated in Singapore.
Updated (January 1 February 28, 2011):
(a) International Beverage Trading Limited was incorporated in Bermuda
on January 5, 2011.

(D) (N)

100%

Other Group

Trademark Group
100%

100%

100%

100%

(N)

Blairmhor Distillers Limited

(D) (N)

(D) (N)

(D) (N)

Inver House Distillers Limited


100%

Glen Calder Blenders Limited

100%

Hankey Bannister & Company Limited

100%

R Carmichael & Sons Limited

100%

J MacArthur Jr & Company Limited

100%

Mason & Summers Limited

100%

James Catto & Company Limited

100%

Super Brands Company Pte. Ltd.

100%

Beer Chang International Limited

(ii)

(iii)

(D) (N)

(D) (N)

(D) (N)

(D) (N)

(D) (N)

(D) (N)

Annual Report 2010 | Thai Beverage Public Company Limited

24

REPORT OF THE BOARD OF DIRECTORS

Breakdown in Shares and Types of Share

Company / Location

Type of
Business

Type of
Share

Paid-up Capital
(Baht)

Shares
Issued

No. of
Shares Held
(Direct and
Indirect)

% of
Shareholding

1.

Beer Thai (1991) Public Company Limited


15 Moo 14, Vibhavadi Rangsit Road
Chomphon Sub-District, Chatuchak District
Bangkok 10900

Common
Beer brewery
and production
of drinking water
and soda water

5,550,000,000.00

555,000,000

555,000,000

100.00%

2.

Beer Thip Brewery (1991) Co., Ltd.


15 Moo 14, Vibhavadi Rangsit Road
Chomphon Sub-District, Chatuchak District
Bangkok 10900

Common
Beer brewery
and production
of drinking water
and soda water

6,600,000,000.00

660,000,000

660,000,000

100.00%

3.

Sangsom Co., Ltd.


14 Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Spirits distillery

Common

7,500,000,000.00

750,000,000

750,000,000

100.00%

4.

Spirits distillery
Fuengfuanant Co., Ltd.
333 Moo 1, Tambon Tha Toom
Amphoe Si Maha Phot, Prachin Buri 25140

Common

900,000,000.00

90,000,000

90,000,000

100.00%

5.

Mongkolsamai Co., Ltd.


14 Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Spirits distillery

Common

700,000,000.00

70,000,000

70,000,000

100.00%

6.

Thanapakdi Co., Ltd.


315 Moo 4, Tambon Mae Faek
Amphoe San Sai, Chiangmai 50290

Spirits distillery

Common

700,000,000.00

70,000,000

70,000,000

100.00%

7.

Kanchanasingkorn Co., Ltd.


14 Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Spirits distillery

Common

700,000,000.00

70,000,000

70,000,000

100.00%

8.

Sura Bangyikhan Co., Ltd.


82 Moo 3, Tambon Bang Ku Wat
Amphoe Muang Pathum Thani
Pathum Thani 12000

Spirits distillery

Common

4,000,000,000.00

400,000,000

400,000,000

100.00%

9.

Athimart Co., Ltd.


170 Moo 11, Tambon Nikhom
Amphoe Satuek, Buri Ram 31150

Spirits distillery

Common

900,000,000.00

90,000,000

90,000,000

100.00%

10.

S.S. Karnsura Co., Ltd.


101 Moo 8, Tambon Kaeng Dom
Amphoe Sawang Wirawong
Ubon Ratchathani 34190

Spirits distillery

Common

800,000,000.00

80,000,000

80,000,000

100.00%

11.

Kankwan Co., Ltd.


14 Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Spirits distillery

Common

800,000,000.00

80,000,000

80,000,000

100.00%

12.

Theparunothai Co., Ltd.


99 Moo 4, Tambon Hat Kham
Amphoe Muang Nong Khai,
Nong Khai 43000

Spirits distillery

Common

700,000,000.00

70,000,000

70,000,000

100.00%

13.

Red Bull Distillery (1988) Co., Ltd.


15 Moo 14, Vibhavadi Rangsit Road
Chomphon Sub-District, Chatuchak District
Bangkok 10900

Spirits distillery

Common

5,000,000,000.00

500,000,000

500,000,000

100.00%

Remark

25

Company / Location

Type of
Business

Type of
Share

Paid-up Capital
(Baht)

Shares
Issued

No. of
Shares Held
(Direct and
Indirect)

% of
Shareholding

14.

United Winery and Distillery Co., Ltd.


14 Sangsom Building, Soi Yasoob 1
Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Spirits distillery

Common

1,800,000,000.00

180,000,000

180,000,000

100.00%

15.

Simathurakij Co., Ltd.


1 Moo 6, Tambon Ban Daen
Amphoe Banphot Phisai
Nakhon Sawan 60180

Spirits distillery

Common

900,000,000.00

90,000,000

90,000,000

100.00%

16.

Nateechai Co., Ltd.


14 Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Spirits distillery

Common

800,000,000.00

80,000,000

80,000,000

100.00%

17.

Luckchai Liquor Trading Co., Ltd.


46 Moo 1, Tambon Nong Klang Na
Amphoe Muang Ratchaburi
Ratchaburi 70000

Spirits distillery

Common

800,000,000.00

80,000,000

80,000,000

100.00%

18.

Sura Piset Thipharat Co., Ltd.


14 Sangsom Building, Soi Yasoob 1
Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Spirits distillery

Common

1,000,000,000.00

10,000,000

10,000,000

100.00%

19.

Pomthip Co., Ltd.


40/53 Moo 3, Talad Bangkhen Sub-District
Laksi District, Bangkok 10210

Beer and
non-alcoholic
beverages
distributor

Common

10,000,000.00

1,000,000

1,000,000

100.00%

20.

Pomkit Co., Ltd.


48, 50, 52 Suranaree Road
Tambon Nai Muang
Amphoe Muang Nakhon Ratchasima
Nakhon Ratchasima 30000

Beer and
non-alcoholic
beverages
distributor

Common

10,000,000.00

1,000,000

1,000,000

100.00%

21.

Pomklung Co., Ltd.


22/1 Soi 2 (Paprao)
Paprao Road, Tambon Padad
Amphoe Muang Chiang Mai
Chiang Mai 50100

Beer and
non-alcoholic
beverages
distributor

Common

10,000,000.00

1,000,000

1,000,000

100.00%

22.

Pomchok Co., Ltd.


16/1 Moo 1, U Thong Road
Tambon Tha Wasukri
Amphoe Phra Nakhon Si Ayutthaya
Phra Nakhon Si Ayutthaya 13000

Beer and
non-alcoholic
beverages
distributor

Common

10,000,000.00

1,000,000

1,000,000

100.00%

23.

Pomcharoen Co., Ltd.


135/3 Moo 4, Kanchanavithi Road
Tambon Bang Kung
Amphoe Muang Surat Thani
Surat Thani 84000

Beer and
non-alcoholic
beverages
distributor

Common

10,000,000.00

1,000,000

1,000,000

100.00%

24.

Pomburapa Co., Ltd.


51/42 Moo 3, Sukhumvit Road
Tambon Ban Suan
Amphoe Muang Chon Buri
Chon Buri 20000

Beer and
non-alcoholic
beverages
distributor

Common

10,000,000.00

1,000,000

1,000,000

100.00%

Remark

Annual Report 2010 | Thai Beverage Public Company Limited

Company / Location

Type of
Business

26

Type of
Share

Paid-up Capital
(Baht)

Shares
Issued

No. of
Shares Held
(Direct and
Indirect)

% of
Shareholding

25.

Pompalang Co., Ltd.


439 Moo 11, Tambon Muang Kao
Amphoe Muang Khon Kaen
Khon Kaen 40000

Beer and
non-alcoholic
beverages
distributor

Common

10,000,000.00

1,000,000

1,000,000

100.00%

26.

Pomnakorn Co., Ltd.


85/35, 85/36 Petchakasem Road
Tambon Na-Muang
Amphoe Muang Ratchaburi
Ratchaburi 70000

Beer and
non-alcoholic
beverages
distributor

Common

10,000,000.00

1,000,000

1,000,000

100.00%

27.

Num Yuk Co., Ltd.


40/53 Moo 3, Talad Bangkhen Sub-District
Laksi District, Bangkok 10210

Spirits
distributor

Common

10,000,000.00

1,000,000

1,000,000

100.00%

28.

Num Kijjakarn Co., Ltd.


1, 3, 5 Trok Wat Muang, Suranaree Road
Tambon Nai Muang
Amphoe Muang Nakhon Ratchasima
Nakhon Ratchasima 30000

Spirits
distributor

Common

10,000,000.00

1,000,000

1,000,000

100.00%

29.

Num Palang Co., Ltd.


Spirits
distributor
22/1 Soi 2 (Paprao), Paprao Road
Tambon Padad, Amphoe Muang Chiang Mai
Chiang Mai 50100

Common

10,000,000.00

1,000,000

1,000,000

100.00%

30.

Num Muang Co., Ltd.


16/2 Moo 1, U Thong Road
Tambon Tha Wasukri
Amphoe Phra Nakhon Si Ayutthaya
Phra Nakhon Si Ayutthaya 13000

Spirits
distributor

Common

10,000,000.00

1,000,000

1,000,000

100.00%

31.

Num Nakorn Co., Ltd.


149/3 Chulachomklao Road
Tambon Tha Kham
Amphoe Phun Phin, Surat Thani 84130

Spirits
distributor

Common

10,000,000.00

1,000,000

1,000,000

100.00%

32.

Num Thurakij Co., Ltd.


51/40-41 Moo 3, Sukhumvit Road
Tambon Ban Suan
Amphoe Muang Chon Buri
Chon Buri 20000

Spirits
distributor

Common

10,000,000.00

1,000,000

1,000,000

100.00%

33.

Numrungrod Co., Ltd.


439 Moo 11, Tambon Muang Kao
Amphoe Muang Khon Kaen
Khon Kaen 40000

Spirits
distributor

Common

10,000,000.00

100,000

100,000

100.00%

34.

Numthip Co., Ltd.


85/33, 85/34 Petchakasem Road
Tambon Na-Muang
Amphoe Muang Ratchaburi
Ratchaburi 70000

Spirits
distributor

Common

10,000,000.00

100,000

100,000

100.00%

35.

Thipchalothorn Co., Ltd.


15 Moo 14, Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Beer, Spirits and Common


non-alcoholic
beverages
agency

1,000,000.00

100,000

100,000

100.00%

36.

Krittayabun Co., Ltd.


14 Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Beer, Spirits and Common


non-alcoholic
beverages
agency

5,000,000.00

500,000

500,000

100.00%

37.

Surathip Co., Ltd.


14 Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Beer, Spirits and Common


non-alcoholic
beverages
agency

1,200,000.00

120,000

120,000

100.00%

Remark

27

Company / Location

Type of
Business

Type of
Share

Paid-up Capital
(Baht)

Shares
Issued

No. of
Shares Held
(Direct and
Indirect)

% of
Shareholding

38.

Sunthornpirom Co., Ltd.


14 Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Beer, Spirits and Common


non-alcoholic
beverages
agency

5,000,000.00

500,000

500,000

100.00%

39.

Piromsurang Co., Ltd.


14 Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Beer, Spirits and Common


non-alcoholic
beverages
agency

5,000,000.00

500,000

500,000

100.00%

40.

Thai Beverage Energy Co., Ltd.


15 Moo 14, Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Trading of
bio gas

Common

860,000,000.00

8,600,000

8,600,000

100.00%

41.

Wrangyer Beverage (2008) Co., Ltd.


14 Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Production and
distribution
of energy drink

Common

200,000,000.00

20,000,000

20,000,000

100.00%

42.

Thai Molasses Co., Ltd.


14 Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Trading of
molasses

Common

40,000,000.00

40,000

39,889

99.72%

43.

Feed Addition Co., Ltd.


15 Moo 14, Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Trading of
feeds and
fertilizer

Common

1,000,000.00

10,000

10,000

100.00%

44.

Pan International (Thailand) Co., Ltd.


15 Moo 14, Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Trading of
supplies and
procurement

Common

1,000,000.00

10,000

10,000

100.00%

45.

Charun Business 52 Co., Ltd.


15 Moo 14, Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Brick producer
and distribution
of spirits

Common

121,800,000.00

1,218,000

1,218,000

100.00%

46.

Thai Cooperage Co., Ltd.


15 Moo 14, Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Oak barrel
producer

Common

300,000,000.00

30,000,000

30,000,000

100.00%

47.

Thai Beverage Recycle Co., Ltd.


15 Moo 14, Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Trading of
bottles

Common

123,000,000.00

1,230,000

1,230,000

100.00%

48.

Thai Beverage Logistics Co., Ltd.


1 East Water Building
Soi Vibhavadi-Rangsit 5
Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Transportation
and distribution

Common

1,012,000,000.00

101,200,000

101,200,000

100.00%

49.

Thai Beverage Marketing Co., Ltd.


15 Moo 14, Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Import and
export spirits
for trading /
international
marketing and
non-alcoholic
beverages
agency

Common

300,000,000.00

30,000,000

30,000,000

100.00%

50.

Dhanasindhi Co., Ltd.


14 Soi Yasoop 1, Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Construction

Common

20,000,000.00

20,000

20,000

100.00%

Remark

Annual Report 2010 | Thai Beverage Public Company Limited

Company / Location

Type of
Business

28

Type of
Share

Paid-up Capital
(Baht)

Shares
Issued

No. of
Shares Held
(Direct and
Indirect)

% of
Shareholding

51.

Dhospaak Co., Ltd.


1 East Water Building, 20th Floor
Soi Vibhavadi-Rangsit 5
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Advertising
agency

Common

25,000,000.00

2,500,000

2,500,000

52.

Thai Beverage Training Co., Ltd.


14 Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Training

Common

10,000,000.00

1,000,000

1,000,000 100.00%

100.00%

Ordinary

(Incorporated on January 26, 2010)


53.

International Beverage Holdings Limited


Room 901-2, Silvercord Tower 1
30 Canton Road, Tsim Sha Tsui
Kowloon, Hong Kong

Holding
company

54.

Cosmos Brewery (Thailand) Co., Ltd.


15 Moo 14, Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Common
Beer brewery
and production
of drinking water
and soda water

55.

Thai Beverage Brands Co., Ltd.


15 Moo 14, Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Trademark
holding

56.

Beer Chang Co., Ltd.


15 Moo 14, Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

57.

Remark

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

1,666,666,500.00

166,666,650

166,666,650 100.00%

Common

5,000,000.00

50,000

50,000 100.00%

Trademark
holding and
production of
concentrate
materials

Common

1,000,000.00

10,000

10,000 100.00%

Archa Beer Co., Ltd.


14 Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Trademark
holding and
production of
concentrate
materials

Common

1,000,000.00

100,000

100,000 100.00%

58.

Sura Piset Pattharalanna Co., Ltd.


14 Sangsom Building, Soi Yasoob 1
Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Holding
company

Common

1,000,000,000.00

10,000,000

10,000,000 100.00%

59.

Thai Drinks Co., Ltd.


14 Sangsom Building
Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Distribution of
beverages

Common

60,000,000.00

600,000

600,000 100.00%

60.

Oishi Group Public Company Limited


9 UM Tower Building, 20th Floor
Ramkhamhaeng Road
Suan Luang Sub-District
Suan Luang District
Bangkok 10250

Japanese
restaurants,
bakery shops
and production
and distribution
of food and
beverage

Common

375,000,000.00

187,500,000

167,360,199

89.26%

61.

Thai Thum Distillery Co., Ltd.*


14 Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Production
and distribution
of spirits

Common

17,500,000.00

17,500

17,483

99.90%

62.

Sura Piset Sahasan Co., Ltd.*


14 Sangsom Building, Soi Yasoob 1
Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Trading of
spirits

Common

100,000,000.00

1,000,000

1,000,000 100.00%

( 1)

29

Company / Location

Type of
Business

Type of
Share

Paid-up Capital
(Baht)

Shares
Issued

No. of
Shares Held
(Direct and
Indirect)

% of
Shareholding

Remark

63.

Sura Piset Samphan Co., Ltd.*


14 Sangsom Building, Soi Yasoob 1
Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Trading of
spirits

Common

100,000,000.00

1,000,000

1,000,000 100.00%

64.

Vidhayathan Co., Ltd.


15 Moo 14, Vibhavadi Rangsit Road
Chomphon Sub-District, Chatuchak District
Bangkok 10900

Environmental
public relations

Common

5,000,000.00

500,000

500,000

100.00%

65.

InterBev (Singapore) Limited


No. 138 Cecil Street # 05-02 Cecil Court
Singapore 069538

Trading of
alcoholic
beverages

Common

SGD 3,000,000.00

3,000,000

3,000,000

100.00%

66.

InterBev (Cambodia) Co., Ltd.


No. 35, Street 322, Sangkat Boeung
Keng Kang 1, Khan Chamkamon
Phnom Penh, Cambodia

Trading of
alcoholic
beverages

Common

USD 200,000.00

1,000

1,000

100.00%

67.

InterBev Malaysia Sdn. Bhd.


No. 9-1, Jalan USJ 1/1B
Regalia Business Centre
47620 Subang Jaya, Selangor, Malaysia

Trading of
alcoholic
beverages

Common

MYR 100,000.00

100,000

100,000

100.00%

68.

Best Spirits Company Limited


Room 901-2, Silvercord Tower 1
30 Canton Road, Tsim Sha Tsui
Kowloon, Hong Kong

Trading of
alcoholic
beverages

Ordinary

HKD 15,300,000.00

15,300,000

15,300,000

100.00%

69.

International Beverage Holdings (UK)


Limited
Moffat Distillery, Airdrie, ML6 8PL
Scotland

Holding
company

Common

GBP 71,670,000.00

71,670,000

71,670,000

100.00%

70.

International Beverage Holdings (China)


Limited
Room 901-2, Silvercord Tower 1
30 Canton Road, Tsim Sha Tsui
Kowloon, Hong Kong

Holding
company

Ordinary

HKD 210,500,000.00

21,050,000

21,050,000

100.00%

(2)

71.

United Products Company Limited


56 Sukhapibal Road
Tambon Nakhon Chai Si
Amphoe Nakhon Chai Si
Nakhon Pathom 73120

Production
and distribution
of spirits

Common

350,000,000.00

3,500,000

3,499,619

99.99%

(b)

72.

SPM Foods and Beverages Company


Limited
79 Moo 3, Tambon Lamlookbua
Amphoe Dontoom
Nakhon Pathom 73150

Production and
distribution of
drinking water
and energy
drinks and
spirits agency

Common

606,250,000.00

60,625,000

60,520,000

99.83%

73.

Oishi Trading Co., Ltd.


9 Ramkhamhaeng Road
Suan Luang Sub-District
Suan Luang District, Bangkok, 10250

Production
and distribution
of food and
beverage

Common

420,000,000.00

4,200,000

3,748,870

89.26%

74.

Oishi Ramen Co., Ltd.


444 1st Floor, Room No. 1 A 08-09
Phaya Thai Road, Wangmai Sub-District
Pathumwan District, Bangkok 10330

Japanese ramen
restaurants

Common

158,000,000.00

1,580,000

1,410,289

89.26%

75.

Chang Beer International Co., Ltd.*


15 Moo 14, Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Dormant

Common

1,000,000.00

100,000

100,000

100.00%

Annual Report 2010 | Thai Beverage Public Company Limited

Company / Location

Type of
Business

30

Type of
Share

Paid-up Capital
(Baht)

No. of
Shares Held
(Direct and
Indirect)

Shares
Issued

% of
Shareholding

Remark

76.

Mekhong Distillery Limited


14 Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Consultancy
service

Common

500,000.00

5,000

5,000

100.00%

77.

Chang International Co., Ltd.*


15 Moo 14, Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Dormant

Common

100,000.00

10,000

10,000

100.00%

78.

Chang Corp Co., Ltd.*


15 Moo 14, Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

Dormant

Common

100,000.00

10,000

10,000

100.00%

79.

Super Brands Company Pte. Ltd.


138 Cecil Street # 05-02 Cecil Court
Singapore 069538

Trademark
Holding

Ordinary

SGD 10,000.00

10,000

10,000

100.00%

( 3)

(Incorporated on April 14, 2010)


80.

Beer Chang International Limited


No. 138 Cecil Street # 05-02 Cecil Court
Singapore 069538

Not yet
operated

Ordinary

SGD 10,000.00

10,000

10,000

100.00%

( 4)

81.

International Beverage Holdings Limited


USA, Inc.
275 Madison Avenue, Suite 1718
New York, NY 10016

Trading of
alcoholic
beverages

Common

USD 1.00

1,000

1,000

100.00%

( 5)

82.

Blairmhor Limited*
Moffat Distillery, Airdrie, ML6 8PL
Scotland

Holding
Company

Common

9,009,407.00

900,940,700

900,940,700

100.00%

83.

Inver House Distillers Limited


Moffat Distillery, Airdrie, ML6 8PL
Scotland

Production
and distribution
of spirits

Common

10,000,000.00

10,000,000

10,000,000

100.00%

84.

InterBev Trading (China) Limited


Room 01-03 Level 1
No. 63 Kunluo Road, Shuangjiang Zheng
Ershan County, Yuxi Yunnan
China 650011

Trading of
alcoholic
beverages

RMB 10,000,000.00

100.00%

(6)

85.

Yunnan Yulinquan Liquor Co., Ltd.


Yunlin Village, Shuangjiang Town
Eshan County, Yuxi City, Yunnan, China

Spirits distillery

RMB 120,000,000.00

100.00%

(6) (c)

86.

Blairmhor Distillers Limited*


Moffat Distillery, Airdrie, ML6 8PL
Scotland

Dormant

Common

200.00

2,000

2,000

100.00%

87.

Wee Beastie Limited*


Moffat Distillery, Airdrie, ML6 8PL
Scotland

Dormant

Common

100.00

100

100

100.00%

88.

Moffat & Towers Limited*


Moffat Distillery, Airdrie, ML6 8PL
Scotland

Dormant

Common

1.00

100.00%

89.

Glen Calder Blenders Limited*


Moffat Distillery, Airdrie, ML6 8PL
Scotland

Dormant

Common

100.00

100

100

100.00%

90.

Hankey Bannister & Company Limited*


Moffat Distillery, Airdrie, ML6 8PL
Scotland

Dormant

Common

100.00

100

100

100.00%

91.

R Carmichael & Sons Limited*


Moffat Distillery, Airdrie, ML6 8PL
Scotland

Dormant

Common

30,000.00

30,000

30,000

100.00%

31

Type of
Business

Company / Location

Type of
Share

Paid-up Capital
(Baht)

No. of
Shares Held
(Direct and
Indirect)

Shares
Issued

% of
Shareholding

92.

J MacArthur Jr & Company Limited*


Moffat Distillery, Airdrie, ML6 8PL
Scotland

Dormant

Common

100.00

100

100

100.00%

93.

Mason & Summers Limited*


10 Foster Lane, London, EC2V 6HH
England

Dormant

Common

10,030.00

10,030

10,030

100.00%

94.

James Catto & Company Limited*


Moffat Distillery, Airdrie, ML6 8PL
Scotland

Dormant

Common

50,000.00

50,000

50,000

100.00%

95.

The Knockdhu Distillery Company Limited*


Moffat Distillery, Airdrie, ML6 8PL
Scotland

Dormant

Common

100.00

100

100

100.00%

96.

Speyburn-Glenlivet Distillery Company


Limited*
Moffat Distillery, Airdrie, ML6 8PL
Scotland

Dormant

Common

100.00

100

100

100.00%

97.

The Pulteney Distillery Company Limited*


Moffat Distillery, Airdrie, ML6 8PL
Scotland

Dormant

Common

2.00

100.00%

98.

The Balblair Distillery Company Limited*


Moffat Distillery, Airdrie, ML6 8PL
Scotland

Dormant

Common

2.00

100.00%

99.

Liquorland Limited
8 Westbank Road, Belfast, BT3 9JL
Northern Ireland

Off licences

Common

495,000.00

495,000

245,000

49.49%

100. Inver House Polska Limited


ul. Obodrzycw 34 A/1, 81-812 Sopot
Poland

Trading of
alcoholic
beverages

Common

PLN 700,000.00

700,000

308,000

44.00%

101. Inver House Distribution SA*


Avenue des Tilleuls, 62140 Marconne
France

Dormant

Common

EUR 24,930.00

2,493

1,247

50.02%

Remark

Remarks : *These are currently non-trading companies


(1)

On January 26, 2010 its registered capital is Baht 10,000,000 consisting of 1,000,000 issued common shares. Thai Beverage Public Company Limited
directly and indirectly holds 1,000,000 shares in Thai Beverage Training Co., Ltd. representing 100% of the registered capital. Currently, Thai Beverage
Training Co., Ltd.s issued shares had not been fully paid. Its paid up capital is Baht 2,500,000.

(2)

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

(3)

On April 14, 2010 its registered capital is SGD 10,000 consisting of 10,000 issued common shares. Thai Beverage Public Company Limited indirectly holds
10,000 shares, representing 100% in Super Brands Company Pte. Ltd. through International Beverage Holdings Limited.

(4)

On September 17, 2010 International Beverage Holdings Limited acquired 100% shares of this company. On November 16, 2010 Beer Chang International
Limited registered the increase of capital from SGD 2 to SGD 10,000.

(5)

On March 26, 2010 International Beverage Holdings Limited USA, Inc. registered the increase of capital from USD 10,300,000 to USD 10,800,000; and
on November 9, 2010 this company registered the increase of capital from USD 10,800,000 to USD 11,800,000.

(6)

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

Updated (January 1 February 28, 2011):


(a)

International Beverage Trading Limited was incorporated on January 5, 2011. Its registered capital is USD 100,000 consisting of 100,000 issued common
shares. Thai Beverage Public Company Limited indirectly holds 100,000 shares, representing 100% in International Beverage Trading Limited through
International Beverage Holdings Limited. International Beverage Trading Limited engages in investment of stocks of maturing spirits.

(b)

On February 7, 2011 Sura Piset Pattharalanna Co., Ltd. acquired 375 common shares of United Products Company Limited, resulting Thai Beverage Public
Company Limited indirectly holds 3,500,000 shares in United Products Company Limited, representing 100% of the registered capital.

(c)

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

Annual Report 2010 | Thai Beverage Public Company Limited

32

LIST OF DIRECT AND


DEEMED INTERESTS OF EACH DIRECTOR
As at January 21, 2011

Name of directors

1.

Mr. Charoen Sirivadhanabhakdi

Direct Interests

Thai Beverage Public Company Limited

Siriwana Co., Ltd. (2)

2.

Khunying Wanna Sirivadhanabhakdi

281,286,762 Director and his spouse have


deemed interests through his
associated companies in THBEV
shares, totaling of
Shiny Treasure Holdings Limited (2)

369,750,000

25.50

MM Group Limited (3)

Risen Mark Enterprise Ltd. (4)

Golden Capital (Singapore) Limited (5)

Shiny Treasure Holdings Limited

25,000

50

MM Group Limited

25,000

50

Thai Beverage Public Company Limited

Percentage
of
Shareholding

Number of
Shares

16,441,405,762

65.48

710,500,000

49

50,000

100

MM Group Limited (4)

50,000

100

MM Group Limited (5)

140,600,420

100

16,441,405,762

65.48

281,286,762 Director and her spouse have


deemed interests through her
associated companies in THBEV
shares, totaling of
Shiny Treasure Holdings Limited (2)

369,750,000

25.50

Corp. (3)

MM Group Limited (3)

Risen Mark Enterprise Ltd. (4)

Golden Capital (Singapore) Limited (5)

Shiny Treasure Holdings Limited

25,000

50

MM Group Limited

25,000

50

Thai Beverage Public Company Limited

0.00

Maxtop Management

Mr. Narong Srisa-an

Deemed Interests

Maxtop Management Corp. (3)

Siriwana Co., Ltd. (2)

3.

Increase
Percentage (decrease) during
of
the accounting
Shareholding
period (1)

Number of
Shares

710,500,000

49

50,000

100

MM Group Limited (4)

50,000

100

MM Group Limited (5)

140,600,420

100

4.

Mr. Komen Tantiwiwatthanaphan

Thai Beverage Public Company Limited

34,068,668

0.14

5.

Mr. Puchchong Chandhanakij

Thai Beverage Public Company Limited

0.00

6.

Ms. Kanoknart Rangsithienchai

Thai Beverage Public Company Limited

0.00

7.

Mr. Chukiet Tangpongprush

Thai Beverage Public Company Limited

0.00

8.

Mr. Staporn Kavitanon

9.

Prof. Kanung Luchai

10. Mr. Manu Leopairote

11. Mr. Ng Tat Pun

12. Mr. Michael Lau Hwai Keong

13. Prof. Pornchai Matangkasombut

14. Mr. Sakthip Krairiksh

Thai Beverage Public Company Limited 241,541,500

0.96

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


16. Mr. Vivat Tejapaibul

- His spouse

50,000,000

0.20

17. Mr. Panote Sirivadhanabhakdi

Thai Beverage Public Company Limited 107,000,000

0.43

18. Mr. Thapana Sirivadhanabhakdi

Thai Beverage Public Company Limited 107,000,000

0.43

19. Mr. Sawat Sopa (6)

Thai Beverage Public Company Limited

0.00

0.00

20. Mr. Ueychai Tantha-Obhas


21. Mr. Sithichai Chaikriangkrai
22. Dr. Pisanu Vichiensanth
Remarks: (1)

(2)
(3)

(4)
(5)
(6)

Thai Beverage Public Company Limited


-

This is to comply with the requirement of Public Limited Company Act B.E. 2535 (as amended). This shows the total number of shares which the director directly
and indirectly holds shares of the company increasing or decreasing during a scal year. In this regard, no director holds shares in the Companys afliate companies.
The company does not have any outstanding debentures.
Siriwana Co., Ltd. holds 11,368,060,000 shares in Thai Beverage Public Company Limited. Shares in Siriwana Co., Ltd. were held by Shiny Treasure Holdings Limited
which the director holds shares in Shiny Treasure Holdings Limited as per details shown in the table above.
Maxtop Management Corp. holds 4,223,760,762 shares in Thai Beverage Public Company Limited. (According to the report of change of interests of Maxtop Management
Corp. which was submitted and announced via Singapore Exchange website on September 28, 2010) Shares in Maxtop Management Corp. were held by MM Group
Limited which the director holds shares in MM Group Limited as per details shown in the table above.
Risen Mark Enterprise Ltd. holds 833,335,000 shares in Thai Beverage Public Company Limited. Shares in Risen Mark Enterprise Ltd. were held by MM Group Limited
which the director holds shares in MM Group Limited as per details shown in the table above.
Golden Capital (Singapore) Limited holds 16,250,000 shares in Thai Beverage Public Company Limited. Shares in Golden Capital (Singapore) Limited were held by MM
Group Limited which the director holds shares in MM Group Limited as per details shown in the table above.
Mr. Sawat Sopa was appointed as Director by the 2010 Annual General Meeting of Shareholders on April 29, 2010.

33

STATISTICS OF SHAREHOLDERS
As at March 8, 2011

INFORMATION ON SHARE CAPITAL


Authorised share capital

Baht 29,000,000,000

Issued and fully paid-up capital

Baht 25,110,025,000

Class of shares

Common shares with a par value of Baht 1

Number of shares issued

25,110,025,000 shares

Voting rights

One vote per one share

Analysis of Shareholders by Size of Shareholdings

Size of Shareholdings

Number of
Shareholders

Number
of Shares

%
0.00

1 999

10

8.85

1,008

N/A

N/A

N/A

N/A

10,001 1,000,000

33

29.20

11,308,925

0.05

1,000,001 and above

70

61.95

25,098,715,067

99.95

113

100.00

25,110,025,000

100.00

1,000 10,000

Total

The 21.23 % the Companys shares are held in the hands of public. Accordingly, the Company has complied with Rule 723
of the Listing Manual of the SGX-ST.
TOP TWENTY SHAREHOLDERS
No.

Name of shareholders

Number of Shares

1.

Siriwana Co., Ltd.

11,368,060,000

45.27

2.

The Central Depository (Pte) Limited

6,908,865,002

27.51

3.

Maxtop Management Corp.

3,694,675,000

14.71

4.

Sparkle View Development Limited

1,042,543,572

4.15

5.

Trinity Fortune Investment Ltd.

524,000,000

2.09

6.

Citibank Nominees Singapore Pte Ltd

110,236,750

0.44

7.

Mrs. Atinant Bijananda

107,000,000

0.43

8.

Mr. Thapana Sirivadhanabhakdi

107,000,000

0.43

9.

Mrs. Thapanee Techajareonvikul

107,000,000

0.43

10.

Mr. Panote Sirivadhanabhakdi

107,000,000

0.43

11.

Mrs. Wallapa Traisorat

107,000,000

0.43

12.

Mrs. Varang Srethbhakdi

65,650,500

0.26

13.

Mr. Winyou Chaiyawan

65,641,500

0.26

14.

Mr. Vanich Chaiyawan

64,863,500

0.26

15.

Mr. Veeravet Chaiyawan

61,600,000

0.24

16.

Miss Somruedee Siravongprasert

55,000,000

0.22

17.

Miss Weena Chaiyawan

50,000,000

0.20

18.

Mrs. Chompoonuch Tejapaibul

50,000,000

0.20

19.

Mrs. Nontana Chaiyawan

48,000,000

0.19

20.

Mr. Vivat Tejapaibul

41,541,500

0.16

24,685,677,324

98.31

Total

Annual Report 2010 | Thai Beverage Public Company Limited

34

Statistics of Shareholders under The Central Depository (Pte) Limited

Size of Shareholdings

Number of
Shareholders

Number
of Shares

10

0.12

2,640

0.00

1 999
1,000 10,000

6,132

73.27

26,136,175

0.38

10,001 1,000,000

2,204

26.34

134,066,236

1.94

1,000,001 and above


Total

23

0.27

6,748,659,951

97.68

8,369

100.00

6,908,865,002

100.00

Twenty Largest Shareholders under The Central Depository (Pte) Limited


No.

Name of shareholders

Number of Shares

1.

Citibank Nominees Singapore Pte Ltd

2,878,367,269

41.66

2.

DBS Nominees Pte Ltd

1,816,629,383

26.29

3.

HSBC (Singapore) Nominees Pte Ltd

600,148,074

8.69

4.

UOB Kay Hian Pte Ltd

445,008,000

6.44

5.

Risen Mark Enterprise Ltd

383,335,000

5.55

6.

Vivat Tejapaibul

200,000,000

2.89

7.

DBSN Services Pte Ltd

162,729,312

2.36

8.

United Overseas Bank Nominees Pte Ltd

105,024,560

1.52

9.

Morgan Stanley Asia (S'pore) Securities Pte Ltd

59,356,000

0.86

10.

DB Nominees (S) Pte Ltd

31,981,415

0.46

11.

BNP Paribas Securities Services S'pore

24,826,231

0.36

12.

Rafes Nominees Pte Ltd

11,760,442

0.17

13.

Merrill Lynch (Singapore) Pte Ltd

8,300,265

0.12

14.

CIMB Securities (S'pore) Pte Ltd

6,294,000

0.09

15.

DBS Vickers Securities (S) Pte Ltd

2,385,000

0.03

16.

Daiwa Capital Mkts S'pore Ltd

2,060,000

0.03

17.

Lee Heng Tin

1,750,000

0.03

18.

OCBC Securities Private Ltd

1,562,000

0.02

19.

Ong Poh Leng

1,500,000

0.02

20.

Wee Soon Kiat

1,500,000

0.02

6,744,516,951

97.61

Total

35

Particular of Material Contracts with the Interested Persons for the year 2010 consist of:
Molasses purchase agreements, Thai Molasses Co.,Ltd., the companys subsidiary entered into molasses purchase and sale
agreements with Plantheon Trading Co.,Ltd., a related company, in order to sell to other subsidiaries within the group under
the purchase price and condition specied in the agreements.

Net book value of the company freehold land and building as at 31 December 2010 were as follows:
(million Baht)
Land

8,004

Surplus on land revaluation

4,263

Land improvement

669

Building and improvements

10,458

Total

23,394

The company leases various premises, primarily for the branch ofces and warehouses. All of these leases are operating
leases and not nancial leases.
As at 31 December 2010, the amount of freehold land held for planned future business operations amounted to Baht
1,221 million which was 8.2% of prot before income tax.

Annual Report 2010 | Thai Beverage Public Company Limited

36

BOARD OF DIRECTORS

10

11

12

1. Mr. Charoen Sirivadhanabhakdi


Chairman

6. Ms. Kanoknart Rangsithienchai


Director

2. Khunying Wanna Sirivadhanabhakdi


Vice Chairman

7. Mr. Chukiet Tangpongprush


Director

3. Mr. Narong Srisa-an


Vice Chairman

8. Mr. Staporn Kavitanon


Independent Director and
Audit Committee Chairman

4. Mr. Komen Tantiwiwatthanaphan


Vice Chairman
5. Mr. Puchchong Chandhanakij
Director

9. Prof. Kanung Luchai


Independent Director and
Audit Committee Member

10.  Mr. Manu Leopairote


Independent Director and
Audit Committee Member
11.  Mr. Ng Tat Pun
Independent Director and
Audit Committee Member
12.  Mr. Michael Lau Hwai Keong
Independent Director

37

13

14

15

16

17

18

19

20

21

22

13.  Prof. Pornchai Matangkasombut


Independent Director

18.  Mr. Thapana Sirivadhanabhakdi


President and CEO

14.  Mr. Sakthip Krairiksh


Independent Director

19.  Mr. Sawat Sopa


Director and Executive Vice President

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


Independent Director

20.  Mr. Ueychai Tantha-Obhas


Director and Executive Vice President

16.  Mr. Vivat Tejapaibul


Director

21.  Mr. Sithichai Chaikriangkrai


Director and Executive Vice President

17.  Mr. Panote Sirivadhanabhakdi


Director

22.  Dr. Pisanu Vichiensanth


Director and Senior Vice President

 Ms. Vaewmanee Soponpinij


Company Secretary /
Secretary to the Board
Mr. Thidi Suwanarat
Assistant Secretary to the Board

Annual Report 2010 | Thai Beverage Public Company Limited

38

EXECUTIVE COMMITTEE

10

11

12

13

14

15

16

17

18

39

EXECUTIVE COMMITTEE

1. Mr. Charoen Sirivadhanabhakdi


Executive Chairman

7.

 Mr. Chukiet Tangpongprush

2. Khunying Wanna Sirivadhanabhakdi


1st Executive Vice Chairman

8.

3. Mr. Narong Srisa-an


2nd Executive Vice Chairman

9.

4. Mr. Komen Tantiwiwatthanaphan


3rd Executive Vice Chairman

10.  Mr. Ueychai Tantha-Obhas


Director and Executive Vice President

16.  Mr. Jean Lebreton


Senior Vice President

5. Mr. Puchchong Chandhanakij


4th Executive Vice Chairman

11.  Mr. Sithichai Chaikriangkrai


Director and Executive Vice President

17.  Mr. Polapatr Suvarnazorn


Senior Vice President

6. Ms. Kanoknart Rangsithienchai


5th Executive Vice Chairman

12.  Dr. Pisanu Vichiensanth


Director and Senior Vice President

18.  Mr. Marut Buranasetkul


Senior Vice President

6th Executive Vice Chairman

 Mr. Thapana Sirivadhanabhakdi


President and CEO

 Mr. Sawat Sopa


Director and Executive Vice President

13.  Mr. Vichai Chaiyavaranurak


Senior Vice President
14.  Mr. Karn Chitaravimol
Senior Vice President
15.  Mr. Matthew Kichodhan
Senior Vice President

MANAGEMENT COMMITTEE

1. Mr. Thapana Sirivadhanabhakdi


President and CEO
Marketing

5. Dr. Pisanu Vichiensanth


Director and Senior Vice President
Beer Production

9.

 Mr. Jean Lebreton

2. Mr. Sawat Sopa


Director and Executive Vice President
Spirit Production

6. Mr. Vichai Chaiyavaranurak


Senior Vice President
Business Development

10.  Mr. Polapatr Suvarnazorn


Senior Vice President
General Affairs

3. Mr. Ueychai Tantha-Obhas


Director and Executive Vice President
Sales

7. Mr. Karn Chitaravimol


Senior Vice President
Non-Alcohol Production

11.  Mr. Marut Buranasetkul


Senior Vice President
Corporate Services

4. Mr. Sithichai Chaikriangkrai


Director and Executive Vice President
Finance

8. Mr. Matthew Kichodhan


Senior Vice President
International Business

Senior Vice President


Strategy

Annual Report 2010 | Thai Beverage Public Company Limited

40

DIRECTOR PROFILE

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


Thai Beverage Public Company Limited in 2003. He has been the Chairman of Beer
Thai (1991) Public Company Limited since 2001, the Chairman of the Red Bull
Distillery Group of Companies since 2004, the Chairman of TCC Land Co., Ltd. since
2002, the Chairman of Berli Jucker Public Company Limited since 2001 and the
Chairman of South East Group Co., Ltd. since 1997. In addition, he has been the
Chairman of TCC Holding Co., Ltd. since 1987.

Mr. Charoen
Sirivadhanabhakdi
Chairman
Executive Chairman

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


from Maejo Institute of Agricultural Technology, an Honorary Doctoral Degree in
Industrial Technology from Chandrakasem Rajabhat University, an Honorary Doctoral
Degree in Management from Huachiew Chalermprakiet University, an Honorary Doctoral
Degree in Business Administration from Eastern Asia University, an Honorary Doctoral
of Philosophy Degree in Business Administration from Mae Fah Luang University, and
an Honorary Doctoral Degree in Management from Rajamangala University of Technology
Suvarnabhumi. Mr. Charoen has received many honors and Royal decorations, including
the Knight Grand Cordon (Special Class) of the Most Exalted Order of the White
Elephant, Knight Grand Cordon (Special Class) of the Most Noble Order of the Crown of
Thailand, the Knight Grand Cross (First Class) of the Most Admirable Order of the
Diredgunabhorn, Knight Grand Commander (Second Class, Higher Grade) of the Most
Illustrious Order of Chula Chom Klao, and Grand Companion (Third Class, Higher
Grade) of the Most Illustrious Order of Chula Chom Klao.

Khunying Wanna Sirivadhanabhakdi was appointed Vice Chairperson of the Board of


Directors in 2003. She has been the Chairperson of Beer Thip Brewery (1991) Co., Ltd.
and the Sangsom Group of Companies since 2004. She has also been the Vice
Chairperson of TCC Capital Land Limited since 2003, the Vice Chairperson of Berli
Jucker Public Company Limited since 2001 and the Vice Chairperson of the Executive
Board of T.C.C. Holding Co., Ltd. since 1972.

Khunying Wanna
Sirivadhanabhakdi
Vice Chairman
1st Executive Vice Chairman

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


Ramkhamhaeng University, an Honorary Doctoral Degree in Business Administration
from Maejo Institute of Agricultural Technology, an Honorary Doctoral Degree in
Business Administration from Chiang Mai University and an Honorary Doctoral of
Philosophy Degree in Social Sciences from Mae Fah Luang University.
On the social activity side, she is the Vice Chairperson of the Bhumirajanagarindra
Kidney Institute Foundation, a Director of the Siriraj Foundation, a Director of Ramathibodi
Foundation, a Director of the Crown Prince Hospital Foundation, a Director of the
Kidney Foundation of Thailand, a Director of the Elephant Reintroduction Foundation,
a Director of the Committee for Recruitment and Promotion of Voluntary Blood Donors
of the Thai Red Cross Society, and a Director of the Sala Chalermkrung Foundation.
Khunying Wanna received numerous Royal Thai decorations, such as the Knight Grand
Cordon (Special Class) of the Most Exalted Order of the White Elephant (Ladies), the
Knight Grand Cordon (First Class) of the Most Noble Order of the Crown of Thailand
(Ladies), the Knight Commander (Second Class, Lower Grade) of the Most Illustrious
Order of Chula Chom Klao and the Knight Grand Cross (First Class) of the Most
Admirable Order of the Diredgunabhorn.

41

Mr. Narong Srisa-an was appointed Vice Chairman of the Board of Directors in 2003.
He has 44 years experience in the banking industry, having served in Kasikorn Bank
Public Company Limited from 1954 to 1998 as its Executive Vice Chairman. He also
holds directorships in several public companies in Thailand, including Chairman of
Oishi Group Public Company Limited, Chairman of Double A (1991) Public Company
Limited (Previously, Advance Agro Public Company Limited) and Independent Director
of True Corporation Public Company Limited. He holds an Honorary Master of Economics
from Thammasat University.

Mr. Narong Srisa-an


Vice Chairman
2nd Executive Vice Chairman

Mr. Komen Tantiwiwatthanaphan was appointed Vice Chairman of the Board of Directors
in 2003. He has had over 40 years experience in managing companies in the distilling
industry. He has served as President of Sahasan (2529) Co., Ltd. since 1986, and as
Director and Senior Vice President of Suramaharas Public Company Limited from 1986
to 1999. He holds a High School Certicate from China.

Mr. Komen Tantiwiwatthanaphan


Vice Chairman
3rd Executive Vice Chairman

Mr. Puchchong Chandhanakij was appointed a Director and Executive Vice Chairman in
2003. Before joining Thai Beverage Public Company Limited, he was Managing Director
of LSPV Co., Ltd. from 1988 to 2003. He was Executive Director (Finance) of the
T.C.C. Group of Companies from 1983 to 1988, Director of Robina Credit Ltd. from
1980 to 1982 and Vice President of Asia Credit Ltd. from 1975 to 1979. He also holds
the position of independent director of Krisdamahanakorn Public Company Limited.
He holds a Bachelor of Business Administration and a Master of Science in Accounting
from California State University, Long Beach, USA.
Mr. Puchchong Chandhanakij
Director
4th Executive Vice Chairman

Annual Report 2010 | Thai Beverage Public Company Limited

42

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


Company in May 2010. Prior to this appointment, she was the Director and Executive
Vice President since 2003. She has extensive experience in nance and accounting.
Before joining the Company, she had been the Executive Vice President of the Sangsom
Group of Companies from 2000 to 2003, and the Vice President of the Ofce of
Controller, Surathip Group of Companies from 1983 to 1999. From 1975 to 1982, she
served as the Accounting Manager of the T.C.C. Group of Companies and as an
accountant at J&JHO Co., Ltd., from 1970 to 1975.
Ms. Kanoknart Rangsithienchai
Director
5th Executive Vice Chairman

She holds a Bachelor of Accounting from Thammasat University and has completed the
Director Accreditation Program with the Thai Institute of Directors.

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


Beverage Public Company Limited in May 2010. Prior to this appointment, he was the
Director and Senior Vice President since 2003. Before joining, he was a lawyer from
1963 to 1983. From 1983 to 1986, he served rst as Manager of law rm and later as
Executive Director of Surathip Sansukko Co., Ltd. From 1987 to 1999, he served rst
as Executive Director and later as the head of the General Affairs Department of
Suramaharas Public Company Limited. He joined Sura Bangyikhan Co., Ltd. in 2000
as the head of the Human Administration and General Affairs.
Mr. Chukiet Tangpongprush
Director
6th Executive Vice Chairman

He holds a Bachelor of Laws from Thammasat University and the Thai Barrister at Law
from the Institute of Legal Education Barrister at Law, and has completed the Director
Accreditation Program with the Thai Institute of Directors. He is also a member of the
Thai Bar and of the Lawyers Council of Thailand.

Mr. Staporn Kavitanon was appointed a Director in 2004. He has extensive experiences
in the management of companies with directorship and membership of Committees at
various companies, such as Bangkok Bank Berhad, Siam Food Public Company Limited,
Berli Jucker Public Company Limited, and Kang Yong Electric Public Company Limited.
He was also the Vice Chairman of Bangkok Bank Public Company Limited since 1994.
He holds a Bachelor of Arts in Economics from Thammasat University and a Master of
Arts in Economics from Vanderbilt University, USA.
Mr. Staporn Kavitanon
Independent Director and
Audit Committee Chairman

43

Prof. Kanung Luchai was appointed an Independent Director in 2004. He has wideranging experiences in the public sector and legal business, having worked as Junior
and Senior Public Prosecutor in the Department of Public Prosecution from 1946 to
1973 and Director-General of the Policy and Planning Ofce of the Ministry of Interior
from 1973 to 1975. He served as the Deputy Under-Secretary of State for the Ministry
of Interior from 1975 to 1976 and as the Deputy Minister of Interior from 1976 to
1977. He practiced law at Bangkok International Law Ofces Co., Ltd., from 1976 to

Prof. Kanung Luchai


Independent Director and
Audit Committee Member

1985, and at Kanung-Prok Law Ofce Co., Ltd., from 1986 to 1992. He is currently a
Director of Kanung & Partners Law Ofces Company Limited and a Director of Kanung
& Partners International Consultancy Company Limited. He is also a Director of Thailand
Iron Works Public Company Limited and Bangkok Bank Public Company Limited.
In 2001, he received the Prof. Sanya Thammasak Award for being an Outstanding
Lawyer from the Private Sector. He holds a Bachelor of Laws from Thammasat University,
a B.A. Hons., LL.B. Cambridge University, United Kingdom, an Honorary Doctorate
Degree of Law from Chulalongkorn University and Thammasat University, and an
Honorary Doctorate Degree of Management Technology from Suranaree University of
Technology. He is also a member of the Thai Bar Association.

Mr. Manu Leopairote was appointed an Independent Director in 2004. He has extensive
experiences in the public sector, having served as a Director, Secretary General,
Inspector-General and Director-General from 1968 to 1999, and as the Permanent
Secretary at the Ministry of Industry from 1999 to 2004. He was also the Chairman of
PTT Public Company Limited from 1999 to 2004. From 1994 to 2008, he was the
Chairman of Technonet Asia, and from 1995 to 1996, the Chairman of the International
Sugar Organization Council of England. He was also part-time lecturer at the Faculty of
Economics, Thammasat University, Assumption University, and Bangkok University.
Mr. Manu Leopairote
Independent Director and
Audit Committee Member

He was the President of the Thammasat University Association from 2003 to 2004
and was the President of the Thammasat University Economics Association from 2000
to 2006.
He holds a Bachelor of Science in Economics (Honors) from Thammasat University, a
Master of Science in Economics from the University of Kentucky, USA, the National
Defense College of Thailand Class 34, and an Honorary Doctoral Degree in Business
Administration from Thammasat University. He won the Asian Productivity Organization
Award in 2005.

Annual Report 2010 | Thai Beverage Public Company Limited

44

Mr. Ng Tat Pun was appointed as an Independent Director in 2006. He has extensive
experience in the banking and nance industry. He started his banking career with
Citibank in 1971. Since then, he has served in various senior positions with local and
international nancial institutions. From 1988 to 1997, he was the Executive Vice
President of OCBC Bank, Singapore, in charge of its International Banking and Financial
Institutions business. In 1998, he was appointed the Executive Director and Chief
Executive Ofcer of OCBC Bank, Malaysia. He was a Managing Director at JP Morgan

Mr. Ng Tat Pun


Independent Director and
Audit Committee Member

Chase from 1999 to 2002, a Managing Director and subsequently a Senior Advisor at
UBS AG. from 2003 to 2008. He is also an Independent Director, Chairman of the
Audit Committee, Member of the Nomination Committee of Engro Corporation Ltd.,
Singapore and Chairman of the Board of Directors of SP Chemical Holdings Ltd.
He holds a Bachelor of Arts degree (Economics and History) from the University of
Singapore.

Mr. Michael Lau Hwai Keong was appointed as an Independent Director in 2006.
He is a Managing Director, Advisory Services of Octagon Advisors Pte. Ltd. and a
director of Octagon Advisors (Shanghai) Co., Ltd. From June 2000 to September 2004,
he served as the Executive Vice President, International of United Overseas Bank Ltd.,
where he was responsible for the administration and governance of the banks
international operations. He was an Advisor to Asia Pulp and Paper Ltd. from February
1999 to May 2000. He has held various positions at the Monetary Authority of Singapore
(MAS) from February 1985 to July 1989 and from April 1991 to August 1997. His
Mr. Michael Lau Hwai Keong
Independent Director

last position at the MAS was Senior Deputy Director (Development and Domestic
Institutions). From August 1989 to March 1991, he was a Senior Manager (Institutional
Sales) at J M Sassoon & Company, a stock broking company. He was also the Executive
Vice President of the Central Depository (Pte) Limited (CDP) from November 1997 to
February 1999.
He holds a Bachelor of Business Administration (First Class Honors) from the National
University of Singapore and the Chartered Financial Analyst (CFA) from Institute of
Chartered Financial Analysis.

45

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


He was the President of the Mahidol University from 1999 to 2007 and, before his
appointment in 1999, Dean of Sciences from 1991 to 1999 and has been a professor
at the University. He has been a member of the International Union of Immunological
Societies since 1971 and a Member of the Executive Board of the International Union
of Microbiological Societies from 1986 to 1990. He has won the highest level of Royal
Decorations (Knight Grand Cordon of White Elephant, Special Class and Knight Grand

Prof. Pornchai Matangkasombut


Independent Director

Cordon of the Crown of Thailand, Special Class) and the Royal Thai Award of Chula
Chom Klao Order (Special Third Class) and the Palmes Academiques (Commandeur)
from the Government of France, the Borden Research Award in Medicine. He was also
an Honorary Research Associate at Harvard University and a Visiting Professor at Osaka
University and the University of Saigon. He was awarded honorary doctorates from
Osaka and Mahidol Universities.
He holds a Bachelor of Arts (B.A.) Degree, Doctor of Medicine (M.D.) and Doctor of
Philosophy (Ph.D.) all from the University of Wisconsin.

Mr. Sakthip Krairiksh was appointed an Independent Director in 2005. He has extensive
experience in the public sector, having worked in Thai ministries. He began his career
as a civil servant in 1971 at the Ministry of Interior. From 1979 to 2004, he served
as a Diplomat in the Ministry of Foreign Affairs, where he held various positions,
including Secretary to the Minister, Deputy Chief of Mission of the Embassy in
Washington, USA, Director-General, Protocol Department, Director-General, Information
Department, Spokesman of the Foreign Ministry, and Ambassador to the Kingdom of
Cambodia, Japan and the United States. He was an Advisor to the Prime Minister in
2004 and from 2004 to September 2007 the Permanent Secretary, Ministry of Tourism
Mr. Sakthip Krairiksh
Independent Director

and Sports.
He holds a Bachelor of Political Science from Boston University, USA, a Master degree
of Public Administration from Bangkok Thonburi University, and has attended the
National Defense College. He also holds an Honorary Doctorate Degree from Soka
University, Japan. He has received various Royal Thai and foreign decorations, such as
the Knight Grand Cordon (Special Class) of the Most Noble Order of the Crown of
Thailand, the Knight Grand Cordon (Special Class) of the Most Exalted Order of the
White Elephant, the Grand Companion (Second Class, lower grade) of the Most
Illustrious Order of Chula Chom Klao, the Order of the Sacred Treasure, Gold and Silver
Star and the Grand Cordon of the Order of the Rising Sun.
He is currently a Chairman of the University Council at the Rajamangala University of
Technology Krungthep.

Annual Report 2010 | Thai Beverage Public Company Limited

46

Gen. Dr. Choo-Chat Kambhu Na Ayudhya was appointed Independent Director in 2006.
He served the Royal Thai Army from 1973 to 1987 as Surgeon of Phramongkutklao
Hospital. From 1987 to 1991, he was Chairman of the Department of Anatomy of the
Phramongkutklao College of Medicine. From 1991 to 1994, he was a Deputy
Commander of Army Medical Department School, the Royal Thai Army Medical
Department (Sena Rak School of the Royal Thai Army Medical Department). From
1994 to 2004, he held various positions in the Royal Thai Army Medical Department,

Gen. Dr. Choo-Chat


Kambhu Na Ayudhya
Independent Director

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


Sciences, an Assistant Surgeon-General, Deputy Surgeon-General, Director-General of
the Phramongkutklao Medical Center, Surgeon-General, and General Special Army
Expert and Consultant. He is a senior surgeon and physician at the Medical Bureau to
the Royal Court of Thailand.
He received his Diploma in Medicine from Westf. Wilhelms Universitt zu Munster,
and Doctorate in Medicine from the Georg-August Universitt zu Goettingen. He also
has a Diploma from the National Defense College of Thailand (WorRorPorOr 399),
a Certicate of Prociency in General Surgery from the Royal College of Surgeons of
Thailand and a Diploma from the Army War College (34). He is a permanent member of
the Royal College of Surgeons of Thailand, the International College of Surgeons, and
the Medical Association of Thailand. As for Royal decorations, he has won the Knight
Grand Commander (Special Class, Higher Grade) of the Most Illustrious Order of Chula
Chom Klao, Knight Grand Cordon (Special Class) of the Most Exalted Order of the White
Elephant and Knight Grand Cordon (First Class) of the Most Noble Order of the Crown
of Thailand.

Mr. Vivat Tejapaibul was appointed a Director in 2003. He has over 18 years experiences
in the banking industry, having served in Bangkok Metropolitan Bank Public Company
Limited in various positions from 1979 to 1998, including Secretary to the Chairman,
Deputy Director of the Trading Department, Director of Branch Administrative and Vice
President.
He holds a Bachelor of Laws from Thammasat University and a Masters Degree in
Business Administration from Fairleigh Dickinson University, USA.
Mr. Vivat Tejapaibul
Director

47

Mr. Panote Sirivadhanabhakdi was appointed Director in February 2007. He has been
Director of Beer Thai (1991) Public Company Limited from 2000 to 2004 and Director
of Beer Thip Brewery (1991) Co., Ltd. since 2004 and Director of Sura Bangyikhan
Group of Companies since 2002. He holds a Bachelor of Science in Manufacturing
Engineering from Boston University, USA, a Master of Science in Analysis, Design and
Management of Information System from the London School of Economics and Political
Science, England and Industrial Engineering and Economics from Massachusetts
University, USA.
Mr. Panote Sirivadhanabhakdi
Director

Mr. Thapana Sirivadhanabhakdi


President and CEO

Mr. Thapana Sirivadhanabhakdi was appointed the President and CEO of the Company
in January 2008. Prior to this appointment, he was the Director and Executive Vice
President of the Company from 2003 to January 2008. In addition, he has also held
several executive positions in many leading companies such as Vice Chairman of Red Bull
Distillery Group of Companies since 2004, Director of Berli Jucker Public Company Limited
since 2001, Director of Beer Thai (1991) Public Company Limited and Vice Chairman
of Dhospaak Co., Ltd. since 2004, Vice Chairman of Oishi Group of Companies since 2006,
Executive Chairman of Oishi Group Public Company Limited since February 2011, Director
and Chairman of the Executive Committee of Univentures Public Company Limited and Vice
Chairman of Siam Food Products Public Company Limited since 2007, and Vice Chairman
of the South East Group of Companies since 2008. He has also acted as a Director of several
Thai Beverage subsidiary companies.
He holds a Bachelor of Business Administration (Finance), a Master of Science Administration
in Financial Economics from Boston University, USA, and an Honorary Degree of Doctor
of Philosophy in Department of General Management from Ramkhamhaeng University.
In 2009, he received Asias Best Companies 2009, Thailand: Best CEO award from
FinanceAsia Magazine.

Mr. Sawat Sopa was appointed as a Director in April 2010. Prior to this appointment,
he was the Executive Vice President of the Company since 2004. He is responsible for
liquor production and technique. He was the Managing Director of Beer Thai (1991)
Co., Ltd., and Executive Vice Chairman of Red Bull Distillery (1988) Co., Ltd., from
1992 to 1995 and from 1995 to present, respectively. From 1980 to 1992, he served
as an Executive Director of the 43 Group of Companies and Assistant Chief Executive
Director, responsible for liquor and alcohol production. From 1964 to 1975, he served

Mr. Sawat Sopa


Director and
Executive Vice President

rst as an engineer and later as the Chief Engineer of Siam Chem Co., Ltd. From 1963
to 1964, he served as an engineer in Bangchak Oil Renery. Mr. Sawat sits on the
boards of directors of various organizations including the Thab Neelaniti Foundation,
Chulalongkorn University Association, The Petroleum & Petrochemical College,
Chulalongkorn University and President of Gymnastics Association of Thailand. He has

Annual Report 2010 | Thai Beverage Public Company Limited

48

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


Representatives to consider draft bills on workmens protection, the securities and
stock market and excise tax, a specialist to the Committee of the House Standing
Committee on Natural Resources and Environment, and a member of the Financial
Committee and Subcommittee of the Ethanol Investment Project under the Royal
Ethanol Project Bureau, Ministry of Science, Technology and Environment.
He holds a Bachelor degree of Science in Chemical Engineering from Chulalongkorn
University, a Master Degree of Industrial Management, Kensai Kasu Center, Japan,
a Master Degree Dynamic Management International Executive, Syracuse University,
USA and has completed the Director Accreditation Program with the Thai Institute of
Directors. He is a Member (Fifth Class) of the Most Exalted Order of the White Elephant
and a Companion (Fourth Class) of the Most Noble Order of the Crown of Thailand.

Mr. Ueychai Tantha-Obhas was appointed as a Director and Executive Vice President in
May 2010. Prior to this appointment, he was the Director and Senior Vice President of
the Company since July 2005. Before joining Thai Beverage Public Company Limited,
he was the Chief Executive Ofcer from July 1995 to December 2002, and Managing
Director of Riche Monde (Bangkok) Ltd. from January 1988 to February 1994, the
Managing Director of Sarin Property Co., Ltd. from March 1994 to June 1995, and the
Group Product Manager of Colgate Palmolive Co., Ltd. from September 1979 to June
1983. From May 1973 to August 1979, he held various sales and marketing positions
in Karnasuta General Assembly Co., Ltd.
Mr. Ueychai Tantha-Obhas
Director and
Executive Vice President

He holds a Bachelor of Science in Accounting from St. Louis University, Missouri, USA,
a Master of Business Administration from Thammasat University and has completed
the Advance Management Program from INSEAD, France.

Mr. Sithichai Chaikriangkrai was appointed a Director and Executive Vice President in
May 2010. Prior to this appointment, he was the Director and Senior Vice President of
the Company since 2003. He joined the T.C.C. Group in year 1990. He has over 30
years experience in nancial positions, including the Finance and Accounting Manager
of Asia Voyages & Pansea Hotel from 1983 to 1990, as a Financial Analyst of Goodyear
(Thailand) Co., Ltd. from 1980 to 1983, and as an External Auditor in Coopers &
Lybrand from 1977 to 1980.

Mr. Sithichai Chaikriangkrai


Director and
Executive Vice President

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


and has a Diploma in Computer Management from Chulalongkorn University and
completed the Director Certication Program with the Thai Institute of Directors. He
also has a Certicate of the Mini MBA Leadership Management from Kasetsart University.
In 2009, he received Asias Best Companies 2009, Thailand: Best CFO awards from
FinanceAsia Magazine.

49

Dr. Pisanu Vichiensanth has been a Director and Senior Vice President since February
2004. He has held several positions in Thai Beverage Group of Companies, including
Executive Vice President from 2000 to 2003 and Senior Vice Executive President from
2003 to 2004, at subsidiary, Beer Thai (1991) Public Company Limited. He is currently
the President of Beer Thai (1991) Public Company Limited. Before joining Thai
Beverage Public Company Limited, he had been the Vice President of Engineering and
Development (1997-2000) and Assistant Plant Executive (1994-1996) of Carlsberg

Dr. Pisanu Vichiensanth


Director and
Senior Vice President

Brewery (Thailand) Co., Ltd. He was a consultant at Pan Engineering Consultant Co.,
Ltd. from 1992 to 1994. From 1977 to 1993, he held several teaching positions,
including Head of Food Science and Technology at Thammasat University and Head of
Food Technology at Khon Kaen University from 1992 to 1993, and from 1989 to
1992, respectively. He lectured in food technology at Khon Kaen University from 1977
to 1990.
He holds a Ph.D. in Engineering from Technical University, Berlin, Germany, a Master
of Technology (Second Class Honors) in Biotechnology from Massey University, a Master
Brewer from the Scandinavian School of Brewing, Denmark and a Bachelor of Science
(Food Science) from Kasetsart University.

Mr. Vichai Chaiyavaranurak was appointed a Senior Vice President on August 1, 2008.
Prior to the appointment, he held many executive positions in Thai Beverage Group of
Companies, including the director of Thai Beverage Logistics Co., Ltd., the director of
Thai Beverage Marketing Co., Ltd., and Accounting & Finance President (Marketing
Group) of Thai Beverage Public Company Limited.
He holds a Bachelor of Business Administration in Finance and Banking, Thammasat
University.
Mr. Vichai Chaiyavaranurak
Senior Vice President

Annual Report 2010 | Thai Beverage Public Company Limited

50

Mr. Karn Chitaravimol was appointed as a Senior Vice President on February 1, 2011
and was appointed as Managing Director of Thai Drinks Co., Ltd., Wrangyer Beverage
(2008) Co., Ltd., and SPM Foods and Beverages Company Limited. Prior to this
appointment, he was an Advisor of Thai Beverage Public Company Limited from October
2010 to January 2011 and the Managing Director of Thai Beverage Logistics Co., Ltd.
from January 2009 to September 2010. Before joining the Company, he was the Senior
Executive Vice President, Business Development and Investments of TCC Land
Industrial and Logistics Co., Ltd. in 2008, the Executive Vice President Logistics
Mr. Karn Chitaravimol
Senior Vice President

Business and the Executive Vice President Consumer Product Business of Berli Jucker
Public Company Limited, respectively, in 2007 and from 1999 to 2007. He was the
Senior Vice President Consumer Product Business of Premier Group of Companies
from 1996 to 1999, the President Tissue Paper Products and the Vice President
Marketing and Sales Consumer Products Business of Thai-Scott Paper Company
Limited, respectively, from 1993 to 1995 and 1991 to 1993.
He holds a Master Degree in MBA Marketing from Oklahoma State University, USA.

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


2009. He has extensive experiences in Thailand and International markets. From 1990
to 1995, he worked at Lever Brothers (Thailand) Co., Ltd. with a last position as Product
Group Manager. In 1995 to 2004, he has held various positions with PepsiCo Inc. in
Asia Pacic and International markets with a last position as Brand Marketing Director,
Asia Pacic. From 2004 to 2006, he was Vice President, Business Management, Asia
Pacic for Gillette Asia Pacic Group, Singapore, and from 2006 to 2009, he was the
Director and Chief Operating Ofcer of Minor Corporation Public Company Limited.
Mr. Matthew Kichodhan
Senior Vice President

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


Public Company Limited, Director of BEC World Public Company Limited, and
Independent Director of Ocean Glass Public Company Limited.
In September 2010, he was appointed as Director and President of Oishi Group Public
Company Limited and Director in Oishi Group of Companies.
He holds a Bachelor of Commerce from University of Toronto, Canada and a Master of
Science, Management from Imperial College (Management School), University of
London, England.

51

Mr. Jean Lebreton was appointed Senior Vice President in February 2008. At Thai
Beverage Public Company Limited, Mr. Lebreton works with other senior executives to
develop and implement strategy and facilitate the integration of future acquisitions.
He worked for the Boston Consulting Group (BCG) from 1989 to 2005. After working
for BCG in France for ve years, he moved to Thailand in 1994 to open the Bangkok
ofce of BCG. He became a partner in the company in 1995. After leaving BCG in
2005, Mr. Lebreton worked independently for several years before joining Thai Beverage
Public Company Limited.
Mr. Jean Lebreton
Senior Vice President

Mr. Lebreton has extensive experience in Asia, including several years in Shanghai,
China. He has worked in many industry sectors as a consultant, including consumer
goods, banking, and energy, covering topics such as market development, consumer
research, re-engineering, and value management.
Mr. Lebreton has an MBA from Wharton School of the University of Pennsylvania.

Mr. Polapatr Suvarnazorn was appointed as a Senior Vice President on May 14, 2010.
From 2003 to 2010, he assumed the position of Vice President Ofce of External
Affairs of Thai Beverage Public Company Limited. Before joining this company, he was
the Executive Vice President of External Affairs of Riche Monde (Bangkok) Ltd. during
1986 and 2003. In 1984 to 1986, he held the role of Managing Director of Caldbeck
MacGregor (Thailand) Limited. He worked as the Client Service Director of Ogilvy &
Mather (Thailand) Co., Ltd. during 1976 and 1984. From 1974 to 1976, he was the
Account Executive of Leo Burnett Limited (Thailand).
Mr. Polapatr Suvarnazorn
Senior Vice President

He holds a Bachelor Degree in Asian Studies and a Master Degree in Chinese Philosophy
from Auckland University, New Zealand.

Mr. Marut Buranasetkul was appointed as a Senior Vice President on May 14, 2010. In
2008 to 2010, he was the Vice President Ofce of the President of Thai Beverage
Public Company Limited, the Managing Director of Thai Drinks Co., Ltd., and the
Deputy Managing Director of Thai Beverage Marketing Co., Ltd. Before joining the
Company, he was the Senior Executive Vice President (Marketing & Sales) & Chief
Marketing Ofcer of CAT Telecom Public Company from 2005 to 2009. During 2001
and 2008, he held various positions as the director of CAT Buzz TV Ltd. from 2007 to
2008, the director of Hutchison CAT Wireless Multimedia Ltd. from 2006 to 2008, the
Marketing Director, Digital Business of GMM Grammy Entertainment Public Company
Mr. Marut Buranasetkul
Senior Vice President

Limited from 2004 to 2005, and the Marketing Manager, Channel Distribution
Management of Advanced Info Service Public Company Limited from 2001 to 2004.
He holds a Bachelor Degree in Computer Science (Applied Statistics in General
Business) from Chulalongkorn University and a Master Degree in Business Administration
(Marketing & General Management) from Cleveland State University, USA.

Annual Report 2010 | Thai Beverage Public Company Limited

52

ORGANIZATION STRUCTURE

Audit Committee

Board of Directors

Office of Internal Audit

Executive Committee

Ofce of the Chairman


of the Executive Board

General Affairs

President and CEO

Ofce of the President


Ofce of Corporate Communications*
Ofce of Corporate Secretariat*
Ofce of External Affairs*
Ofce of Legal Affairs*

Corporate
Services

Strategy

Ofce of
Human
Resources

Ofce of
Strategic
Planning

Ofce of
Information
Technology

Centre of
Excellence

Finance

Ofce of
Controller
Ofce of
Treasury

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

Sales

Ofce of
Sales Planning
and Support

Marketing

Ofce of
Marketing

53

Risk Management Committee

Nomination Committee

Remuneration Committee

International Businesses

Business
Development
Ofce of
Business
Development

Non-Alcohol
Production
Ofce of Non-Alcohol
Production

Beer
Production

Spirit
Production

Ofce of Beer
Production

Ofce of Liquor
Production
Ofce of Technical
Service and Environment
Ofce of Engineering
Ofce of Natural
Essences Production

Annual Report 2010 | Thai Beverage Public Company Limited

54

RESPONSIBILITIES AND
AUTHORIZATION OF EACH OFFICE

Ofce of the Chairman of the Executive Board

Ofce of Natural Essences Production

Co-ordinates and scrutinizes documentation work for

Oversees the process of natural essences production to

presentation to the Chairman of the Executive Board and is

meet the quality set forth by the Company.

responsible for the related secretarial tasks.


Ofce of Beer Production
Ofce of the President

Manages and oversees the production of the three beer

Manages secretarial tasks for the President. Provides

companies in compliance with the goals and policies of the

essential back-up in both administrative and strategic

Company, including the promotion of the development of

tasks. Coordinates with all internal units as well as external

production and personnel skills for the sustainable benet

organizations both domestically and internationally.

of the Group.

Arranges meetings of each ad hoc committee as assigned.


Ofce of Non-Alcohol Production
Ofce of Internal Audit

Manages and oversees the production operation and the

Assists the Board in promoting good corporate governance;

development of new products in non-alcoholic beverage

reports to the Audit Committee on signicant issues of risk

category in compliance with the goals and policies of

management, internal controls and governance; provides

the company, including the promotion of production and

advisory services and the resolution of issues concerning

personnel skills development for the sustainable benets of

internal controls; and promotes risk management to all

the company.

units operations.
Ofce of Business Development
Ofce of Liquor Production

Supervises and oversees the operation of all related

Manages and oversees operations of the three liquor groups

businesses under the responsibility of the Ofce of Business

in compliance with the goals and policies of the Company,

Development in compliance with the Companys policies

including the promotion of the development of production and

including giving advice and strategic planning to develop

personnel skills for the sustainable benet of the Company.

the businesses in charge to gain a maximize value added


to the Company.

Ofce of Technical Service & Environment


Formulates liquor production processes and controls liquor

Ofce of Marketing

production at 17 distilleries to meet the requirements of

Creates marketing, sales, advertising, public relations,

each type as well as the standards of the Thai Industrial

product development and merchandise distribution plans

Standards Institute. This includes the formulation of

in support of Group activities. Manages budgets, arranges

environmental management systems and controlling water

and controls the total product distribution in compliance

treatment systems.

with goals. Analyzes and formulates marketing strategies in


line with market competition.

Ofce of Engineering
Oversees the engineering section to support the distilleries

Ofce of Sales Planning and Supporting

and the Companys afliates to align with goals for the

Supervises and oversees support on the sale activities by

utmost benet to the Group.

coordinating with production and logistics units in order to


ensure that the sale activities are performed according to
the strategic plan.

55

Ofce of Controller

Ofce of Corporate Communications

Supervises and oversees the corporate functions of accounting

Supervises and responsible for all aspects of corporate

and budgeting to ensure the compliance with generally

communications functions, namely advertising and public

accepted accounting principles in Thailand to present the

relations, internal and external communications, electronic

complete, accurate and timely nancial informations as

communications as well as investor relations, to garner the

well as compliance with the procedures set forth by the

utmost benets for the company, particularly in regards

Board of Directors.

to corporate image and the fostering of relationship to


efciently support the companys businesses and activities.

Ofce of Treasury
Supervises and oversees support for treasury affairs to

Ofce of Corporate Secretariat

ensure technical and legal compliance of operations, as

Arranges all board of directors and shareholders meetings,

well as compliance with the procedures set forth by the

provides minutes of the relevant meetings of the Company

Board of Directors.

and its subsidiaries as well as other sub-committee meetings


as assigned by the management; Oversees the compliance

Ofce of Strategic Planning

in according to the Public Company Limited Law, Civil and

Oversees and coordinates the Companys transformation

Commercial Code in relation to Partnership and Company

program through the Project Management Ofce (PMO),

Limited, Securities Laws and the Listing Manual of the

centralizes all M&A activities in close coordination with the

Singapore Exchange which relevant to the Company and/

nance Ofce, with a focus on strategic evaluation and

or subsidiaries; Prepares and keeps documents pursuant

Post Merger Integration, and leads key projects as required

to Public Limited Company, Private Limited Company and

to dene and implement the groups strategy.

Securities Laws as applicable; Controls disclosure of material


information to ensure compliance with laws, regulations

Centre of Excellence

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

Manages the budgeting and reporting processes, oversees

Analyzes Securities Laws relating to the Companys business;

the investor relation department, and identifies and

Provides appropriate advice to all directors and key executives

disseminates best practices.

in relation to the compliance with rules and regulations


of the Securities Laws including the resolutions of

Ofce of Human Resources

shareholders, the resolutions of Board of Directors of the

Institutes international-standard human resources

Company; Oversees the share registration of the Company

procedures that are capable of coordinating between the

and its group of companies; Coordinates with related

headquarters and regional ofces taking into account the

parties on the company secretary and share registrar works;

value of human resources, commitment to ethics, and

and Organizes the preparation of the annual report.

compliance with laws.


Ofce of External Affairs
Ofce of Information Technology

Oversees external affairs. Directly and indirectly creates

Responsible for information technology (IT) services,

positive relationships with business partners, leading to

including development of advanced IT systems so that

commercial opportunities and supporting negotiations and

business units can access information and tools to enhance

business connections over the short and long terms. In

the Companys competitiveness.

addition, build relations with government and social aspects


organizations as well as planning and running corporate

Ofce of General Services

community programmes.

Oversees administrative works for both the Company and its


afliates, such as cleaning services and maintenance of

Ofce of Legal Affairs

ofce buildings, supply of ofce equipment and stationery,

Analyzes and advises all units of the Company on legal issues

security systems and insurance for the assets. Ensures that

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

the work complies with Company policies and regulations

of the Company as well as being responsible for litigation

to efciently support the major business and activities of

matters, juristic acts/contracts matters, registration matters

the Group.

relating to partnerships/companies, and intellectual property.

Annual Report 2010 | Thai Beverage Public Company Limited

PRODUCT PORTFOLIO

56

57

Brown Spirits
1. SangSom
2. SangSom Premium
3. SangSom Superior
4. Mekhong
5. Mekhong (Flask)
6. Drummer
7. SangSom Similan
8. Blend 285
9. Crown 99
10. Hong Thong
11. Mungkorn Thong

Brandy
12. Meridian

3 4

12

9 10 11

Annual Report 2010 | Thai Beverage Public Company Limited

White Spirits

Ruang Khao 28 Degrees


Ruang Khao 30 Degrees
Ruang Khao 35 Degrees
Ruang Khao 40 Degrees

Paitong 30 Degrees
Paitong 35 Degrees

White Tiger 28 Degrees


White Tiger 30 Degrees
White Tiger 35 Degrees
White Tiger 40 Degrees

Niyomthai 28 Degrees
Niyomthai 30 Degrees
Niyomthai 35 Degrees
Niyomthai 40 Degrees

58

59

White Spirits

White Bear 30 Degrees


White Bear 35 Degrees
White Bear 40 Degrees
Tajeen 30 Degrees
Tajeen 35 Degrees
Tajeen 40 Degrees

Chaiya
Chao Praya
Hanuman
Mae Wang
Nagaraj
Phaya Seur

Chinese Herb
Spirits
Sua Dum
Chiang-Chun
Choo Sip Niw

Others
Shinobu Sake

Annual Report 2010 | Thai Beverage Public Company Limited

Beer

Chang Classic
Chang Draught

Chang Light

Archa
Federbru

60

61

Non Alcohol Beverage

Chang Drinking Water

Chang Soda Water


Chang Bitter Lime-Lemon Flavored Soda Water
Chang Apple Mint Flavored Soda Water

Annual Report 2010 | Thai Beverage Public Company Limited

62

Non Alcohol Beverage

Power Plus
(Electrolyte Beverage)

Wrangyer

Fruitnette

Ranger (Export)

(100% Fruit Juice)

(Energy Drink)

Black Up Coffee

63

Oishi Beverage

Amino Plus

Matcha Mineral Greentea


Matcha Milktea

Cofo Coffee

Annual Report 2010 | Thai Beverage Public Company Limited

64

Oishi Beverage

Oishi Green Tea

Oishi Black Tea

65

Oishi Chilled & Frozen Foods

Gyoza

Cup Oden

Japanese Restaurants / Kiosks

Kani

Sandwiches

Annual Report 2010 | Thai Beverage Public Company Limited

66

67

OPERATIONAL AND FINANCIAL REVIEW

Overview

both sales and profit growth. Besides strengthening

Founded in Thailand in October 2003, Thai Beverage

product sales, this adds new products to satisfy diverse

Public Company Limited (ThaiBev) consolidated

consumers demand while preparing ThaiBev for the

Thailands leading businesses of beer and spirits,

time when the economy picks up and the public regains

belonging to the principal shareholders and other

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

business associates, into a single holding company. It was

SKU of Blend 285 spirit meets the demand of those

later registered on the Singapore Exchange (SGX) on

desiring value for their money. Besides catering to larger

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

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

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

caseswith an embossed emblemadd a prestigious

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

image to Blend 285 as a premium product.

is not only Thailands leading beverage manufacturer,


but also one of Southeast Asias biggest manufacturers.

Apart from its alcoholic drinks, which established the

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

foundation of its business, today ThaiBev has expanded

non-alcoholic drinks, and food.

its business scope to protable, non-alcoholic beverages.


This is evident in its acquisition of Oishi Group Public

Vision

Company Limited (Oishi), with a steady growth prospect

Our vision is to be a leading manufacturer and distributor

after ThaiBev had moved its product distribution from

of beverages with a focus on commercial excellence,

Oishis former distributors to ThaiBevs own distribution

premiumization of products, and professionalism. Our

channels. Besides Oishi products, ThaiBev aggressively

mission is to forge partnerships with our key stakeholders

promoted Chang water and Chang soda in 2010. Both

by offering six guiding values:

products successfully gained market shares particularly

Offer quality products for every customer segment;

bottled water. Besides its presence in food outlets

Satisfy distributors needs by offering professional

and restaurants, stores, and modern-trade outlets,

services;

Chang water are delivered to homes and ofces in an

Provide rst-quartile returns to our shareholders with

effort to create brand awareness. Business diversication

consistent, high revenue growth and protability;

to non-alcoholic drinks will lower risks, particularly excise

Become a role model in professionalism, transparency,


and good corporate governance;
Trust, empower, and reward our staff to make them
accountable and;

tax hikes on alcoholic drinks, which affect the spirit and


beer businesses; optimize ThaiBevs distribution network;
and position ThaiBev as an overall leader of the beverage
business, not just alcoholic drinks.

Contribute to the society.


ThaiBev is committed to retaining its market leadership

Strategies

by focusing on marketing investment to ensure its products

ThaiBevs product development plan seeks continuous

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

market premiumization in both quality and price that ts

activities through music and sports are in focus as they

market changes while internationalizing the image of its

appeal to these customers; for instance our support for

products on par with imports. Both the development of

concerts in conjunction with leading music companies

existing products and the introduction of new ones with

and sponsorship for leading English Premier League and

continually high protability will enable ThaiBev to forge

Thai Premier League soccer clubs.

Annual Report 2010 | Thai Beverage Public Company Limited

68

ThaiBevs distribution network is at the heart of its

Human resources being indispensable to organizational

success. With the spirits and beer business network dating

success, ThaiBev has promoted training courses to

back three decades, coupled with its cordial relationship

sharpen employees skills. On the part of the organization,

with distribution agents, ThaiBev is committed to the

a restructuring exercise prepared ThaiBev for dynamic

consistent development of this network. This was evident

business circumstances and a performance management

in its restructuring of distribution agents and introduction

system was implemented to ensure efcient management

of innovative technologies as well as initiatives for

of employees.

improving sales, including the application of handheld


computers to the work of sales teams and the issuing

Thai economy

of ThaiBev credit cards to facilitate retail outlets

The rst two months of the year saw ongoing improvement

purchaseswhich saves time, boosts work efciency,

in the domestic economy from late 2009 in line with the

and aids cash management for such retail outlets. In

global recovery. However, the heightened political conicts

addition, ThaiBev has invested in logistics system

starting in mid-March eroded consumers condence and

development. This year witnessed construction completion

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

of three distribution centers at Nakhon Ratchasima

enforced.

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

down on dining out, particularly in Bangkok Metropolis

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

and key cities where protests erupted.

Consumers hesitated to spend while cutting

costs.
In the latter half of the year, consumers condence
While remaining focused on developing international

climbed with the apparent belief that the domestic

business for further growth, ThaiBev has assigned

situation would improve once political issues died down.

professional teams to dene business formats to suit each

Yet, the related overall index remained below 100, which

country. It was through gradual moves that ThaiBev made

reected consumers lingering worries, particularly those

its presence in overseas markets with an aim to create a

about political circumstances after the chaos, which

stable foundation for its business and products. It focuses

indeed delayed economic recovery.

on establishing distribution channelsthe route to

oods ravaged many parts of the country, wreaking havoc

marketwhich is identied as the key success factor for

on properties and farms while sapping consumers

the business. The year saw ThaiBevs marketing activities

condence and spending. This prompted the government

launched to establish its brand in key target countries,

to devise plans to accelerate recovery.

Late in the year,

including concerts of famed vocalist Bird Thongchai


McIntyre in the US to publicize its brand and attract more

For alcoholic drinks, consumers demand hinges on the

customers in the US market. Besides, Chang served as

domestic economywhich was why a healthy trend was

the ofcial beverage partner of major golf tournaments

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

like the CIMB Asia Pacic Classic in Malaysia, the rst

chaos, consumers condence plummeted, as did the

PGA tournament held in Southeast Asia this year. ThaiBev

overall ambience, to the extent that the positive news and

also renewed its sponsorship agreement of Everton

events of the second quarter of the yearincluding the

Football Club through 2014. These activities and

World Cup Soccer tournamentcould not compensate

sponsorships are expanding the presence of Chang in

sufciently. Thanks to market improvement, ThaiBevs

the global markets.

beverage business began to take off in the second half

69

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

Excise tax

raise consumers condence in spending on foods and

In 2010, the government made no adjustment in excise tax

drinks, among others.

rates for alcoholic beverages.

Annual Report 2010 | Thai Beverage Public Company Limited

70

71

DOMESTIC BUSINESS

The Thai economy began its revival from late 2009 through

political situation, coupled with the World Cup Soccer

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

tournament in June to July, prompting more frequent dining

conflicts in late February, worsening through May,

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

devastated the domestic political and economic situations

However, with the severe domestic oods toward the end of

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

the rainy season hurting the economies of several provinces,

tourism and consumers condence. For safety concerns,

peoples lower consumption during that period caused

consumers dined out less often, which directly affected the

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

beverage industry, particularly in key provinces with

for the decline in several affected areas.

political conicts. These problems hit beer and imported


spirits, the common drinks consumed in entertainment
outlets and tourism attractions, head on. But the overall
market edged up around mid-year with the improved

Annual Report 2010 | Thai Beverage Public Company Limited

72

BEER BUSINESS

The domestic beer market slightly shrank from the past

year, ThaiBev scored a lower percentage decline than

year because of the increased political insecurity, which

domestic rivals. Its gradually improving beer business

in turn undermined consumers condence. In fact, such

resulted from the restructuring of goods distribution and

conicts of the rst half of the year shrank the domestic

rebranding of Chang Beer since the last quarter of 2009.

beer marketparticularly consumption at food outlets and


pubs hurt by the governments state of emergency

Launched in mid-2008, the restructuring of ThaiBevs

declaration. The market turned positive only with the World

distribution network continued in 2010. Today, its sales

Cup Soccer tournaments boost along with eased political

teams work through handheld computers and sales data

tension, which bolstered consumers condence. However,

became more systematized. These data nd uses in the

this years beer market has not recovered because of the

analysis of consumption patterns, as well as product

overwhelming oods.

placement and sales. In 2010, ThaiBev added a payment


system through credit cards for retail shops to address the

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

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

last year, ThaiBevs beer business of 2010 featured

teams visit. The improvement of sales channels through

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

all retail outlets has improved relationships between

73

ThaiBev and such outlets to the benet of ThaiBevs beer

but also sponsored Everton Football Club of the English

business. As generally known, the beer businesss key

Premier League and 12 Thai Premier League teams.

success factors lie in beer distribution and shelf-life

In addition, ThaiBev continually monitored consumers

management at points of sale before reaching consumers.

opinions to improve its mix of marketing components to

This differs from the spirits business, which relies on the

align with consumers demand.

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


Sales of Federbru Beer slowed down in 2010 in line with
In 2010, ThaiBev continued to invest in the rebranding and

the domestic premium beer market, consequent to domestic

modernization of Chang Beer. Marketing investment

insecurity, since this market primarily relies on dining-out

accompanied sales promotions, with more intensive

sales volumes. ThaiBevs return to investment in Federbru

promotion of Chang Draught and Chang Light to address

is expected once the market improves.

the needs of modern consumers who prefer low-degree


beer; sales promotions focused on sports and music
sponsorships. Notably, Chang Beer not only sponsored the
live telecast of the 2010 World Cup Soccer tournament,

Annual Report 2010 | Thai Beverage Public Company Limited

SPIRITS BUSINESS

74

75

The overall domestic spirits business in 2010 edged up


slightly since premium spirits were terribly hurt by political
insecurity, which sharply lowered consumers trips to pubs
and bars in the rst half of the year. Spirits consumption
at food outlets, pubs, bars, and entertainment outlets
normally takes the lions share of premium spirits, in which
consumers tend to pick more prestigious products to
support their image. This year, brown spirits took the lead
in driving the growth of the spirits business. As a rule, local
brown spirits are regarded as belonging to low-to-middle
markets, mostly consumed off-premise. Consequently,
Thai brown spirits were less affected than premium ones.
ThaiBevs spirits business in 2010 witnessed saw growth,
mainly derived from the steady growth in brown spirits, with
5.9% growth from the previous year. The growth of its
brown spirits stemmed from the huge popularity of Hong
Thong and Blend 285, due to their value-for-money quality
and price. Although net prot of overall spirits sales
increased, the year saw a decrease in gross prot due to
the rising costs of molassesthe key ingredient of spirits.
In 2010, because of the domestic drought, the supply of
domestic molasses ran low.

Annual Report 2010 | Thai Beverage Public Company Limited

NON-ALCOHOLIC BEVERAGE
BUSINESS

Steady and healthy growth is widely foreseen for this


market. This, coupled with ThaiBevs strong distribution
channels, contributed to its optimization of resources. In
view of this opportunity, ThaiBev is taking this non-alcoholic
beverage business seriously.
The year saw ThaiBevs substantial investment in marketing
and publicity for Chang water and Chang soda, including
TV and radio ads and various marketing activities. As a
result, these ThaiBev products were warmly welcomed by
consumers, as seen in high sales growth rates of 80.1%
for Chang water and 79.9% for Chang soda, buoyed by
expansion in food outlets and modern-trade channels.
Oishi drinks continued their popularity among consumers,
with Oishi green tea topping the domestic market shares of
green-tea drinks thanks to a strong brand buoyed by
consumers condence. Besides, the marketing campaign
known as Pai Tae Tua Tour Yok Gaeng (Free-All-the-Way
Trip with Friends), in its third year, led to skyrocketing
sales, particularly during the summer months. For the year,
sales of Oishi beverages rose by 30.1% with steady growth
projection. In view of the opportunity from this growth,
ThaiBev invested in raising the production capacity of Oishi
by installing a cold aseptic line during the year so as to
deploy it in 2011.

76

77

Annual Report 2010 | Thai Beverage Public Company Limited

FOOD BUSINESS

78

79

For the rst half of the year, the domestic economic and
political situations dealt a stunning blow to the restaurant
business as a whole. Still, Japanese food continued to nd
widespread popularity among consumers, partly because of
peoples admiration for healthy dishes and their tastes.
ThaiBevs food businessbest known by the Oishi chain of
restaurantscontinued its steady expansion of branches in
2010; 20 new branches made their debuts this year, raising
the total number of outlets to 125. Despite the gloomy
political and economic outlooks of the rst half of the year,
Oishi food outlets registered healthy growth, thanks to its
consistent brand advertisement. In fact, the year witnessed
23.6% growth in this business from 2009, accounted for
by both branch expansion and sales in existing stores.
Notably, Shabushi restaurants enjoyed extraordinary growth
as a major contributor to Oishis income.
Besides the food business, Oishi has recognized channels
to expand its food business through home deliveries, an
exciting market buoyed by the demand of consumers who
do not prefer home cooking. Today, Oishis home delivery
business is still modest, so expansion in this business
stands to add substantial income to ThaiBevs food
business.

Annual Report 2010 | Thai Beverage Public Company Limited

80

81

INTERNATIONAL BUSINESS

ThaiBev through its wholly own subsidiary, International

Development in 2010

Beverage Holdings Limited (IBHL), is responsible for

Overall performance of international business

building the international business. In 2010, IBHL has

ThaiBevs international operations showed dramatic growth

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

in 2010 across all regions, with sales growth of 20.5% when

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

compared year-on-year. ThaiBevs international business

selling whiskies from the Inver House portfolio, Chinese

contributed 3.2% of the Companys overall sale revenue in

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

2010. The growth in 2010 was backed by the expansion of

and ThaiBevs Chang Beer, Thai spirits and non-alcohol

Chang Beer coverage, Inver House Scotch whisky expansion

product portfolio.

into USA and new markets in Europe, and continuing


growth in China via YLQ.

Our international production centers include ve distilleries


in Scotland, and one distillery in Yunnan, China.

Chang Beer export


Chang Beer sales continue to grow in many regions

Strategy

especially in Asia and US, with the sales growth of 59%

IBHLs strategy continues to build on the three building

YoY. In USA market, Chang Beer saw the signicant sales

blocks i.e. premiumization of its product portfolio;

growth of 24%. The music marketing was the key activities

professionalization of the organization; and internationalizing

we used to support Chang Beer in USA. Key concerts were

its products across the world markets.

arranged in the key markets such as New York and L.A.


The concerts with Thai super stars such as Bird Thongchai,

IBHL is focusing on building its agship brands Chang

Nuvo and Da Endorphine were well accepted. Also, more

beer, Mekhong (branded overseas as the Spirit of

penetration into both on-premise and off-premise channels

Thailand), its single malt whiskies, Balblair, Old Pulteney,

helped improve beer sales in USA. In Asia market, coverage

Speyburn and anCnoc, blended scotch whiskies such as

expansion continues to drive the sales of Chang Beer to

Hankey Bannister, and Caorunn GIN, to be produced in the

72% growth.

UK. IBHL has identied key focus markets for each brand
and is directing its efforts and resources at these brand

Sports marketing also another marketing platform that was

market units (BMUs). IBHL intends to be a global player

used to promote Chang Beer. Chang Beer is proud to be the

with a comprehensive portfolio of products across the

main sponsor on Everton FCs jersey again. The contract

international markets.

with Everton FC was renewed and this will be another 3


years sponsorship with Everton until 2014. The sponsorship

Identifying and establishing an appropriate route to market

helped promote Chang brands presence in all regions. In

is one of IBHLs key strategies, whether wholly owned or

addition, Chang Beer sponsored the rst PGA tour in Asia,

third party is subject to the market conditions, and our

as the ofcial beverage partner.

goals for that specic market.

Thai Spirits
Local partners and management are a critical part of the

The Company expanded Mekhong through more distribution

strategy as IBHL moves into new markets, with our key

channels in 2010. For US market, Mekhong is expanding

executives experienced in the beer and spirits businesses

availability through Thai restaurants nationwide.

from different countries around the world.

Annual Report 2010 | Thai Beverage Public Company Limited

82

Inver House products

Yunnan Yulinquan products

Inver Houses single malt portfolio was the key driver for our

After ThaiBev completed the acquisition of Yunnan

US market with Speyburn continued to outperform our

Yulinquan Liquor Co., Ltd. (YLQ) in China in 2009, the

expectation. Also, Inver Houses portfolio of whiskies was

Company helped YLQ extend its coverage in Yunnan.

introduced to the new market in Eastern Europe and Russia.

The new sales ofce of YLQ was established in 2010 at

The expansion into Eastern Europe will help push the sales

Kunming, to serve more distribution channel in this area.

growth of the whisky portfolio and compensate for the

The new strategy that YLQ started in 2010 was to expand

slowdown in mature markets like Western Europe.

beyond their current product portfolio, which mostly falls


into economy segment, to mid to high tier brands. Promoting
more of the upper tier products helped YLQ to improve
margin and protability.

83

Annual Report 2010 | Thai Beverage Public Company Limited

2003

84

October
Thai Beverage Public Company Limited
was established as a holding company
for the alcohol beverage business

May

MILESTONES

ThaiBev successfully listed


in the Singapore Exchange
main board

2006
October
Acquisition of Pacic Spiritss UK
se
(PSUK), owner of Inver House
Distillers in Scotland and
acquisition of Best Spirits
Company Limited

September
Acquisition of 43.9% of Oishi Group Public
Company Limited (Oishi) and disposal of 100% of
Thai Alcohol Public Company Limited; followed by
acquisition of additional Oishi shares via tender offer

2008

in November, resulting ThaiBev holds more than 50%


of total sold shares in Oishi

September

2009

ThaiBev turned a new chapter


in the history of Beer Chang
under one umbrella concept of
Kon Thai Hua Jai Deaw Gun

November
Acquisition of Yunnan
Yulinquan Liquor Co., Ltd.,
Chinese white spirit
distillery in China

May
ThaiBevs rst distribution center (DC) in
Nakhon Ratchasima province commenced operations.,
followed by two more DCs in Chonburi and Surat Thani
provinces, respectively, in June and August 2010

2010

November
Soda Chang launched its latest innovative
products Flavored Soda with 2 new variants,
Bitter Lime-Lemon and Apple Mint

85

MANAGEMENT DISCUSSION
AND ANALYSIS
Performance for the year ended 31 December 2010

The Company acquired Yunnan Yulinquan Liquor Co., Ltd.,

1,904 million, or 6.1%, due to a higher gross prot in the

a white spirits distillery in Peoples Republic of China, in

spirits business of 3.3%, the beer business of 15.3%, the

the fourth quarter of 2009 through an indirect subsidiary

non-alcoholic beverages business of 5.8% and the food

in Hong Kong at a total consideration of RMB 69 million.

business of 17.3%.

The operation of this company was included in the spirits


business segment since the fourth quarter ended

Earnings before interest, tax, depreciation and amortization

31 December 2009 onwards.

(EBITDA) was Baht 19,556 million, a decrease by Baht


355 million or 1.8%, due to a decrease of EBITDA in the

Group

beer business of 71.2%, the non-alcoholic beverages

For the year 2010, total sales revenue of the Company was

business of 31.2% although there was an increase of

Baht 121,361 million, an increase by Baht 13,392 million,

EBITDA in the spirits business of 0.8% and the food

or 12.4%, from Baht 107,969 million of last year, due to

business of 26.5%.

an increase of sales revenue from the spirits business of


10.5%, the beer business of 11.7%, the non-alcoholic

Net prot was Baht 10,721 million, an increase by Baht 78

beverages business of 34.5% and the food business of

million, or 0.7%, due to a higher net prot in the spirits

23.6%.

business of 1.3%, the food business of 23.2% and a lower


net loss in the beer business of 0.2% although there was

Gross prot was Baht 33,264 million, an increase by Baht

a lower net prot in the non-alcoholic business of 22.3%.


Unit: Million Baht

Non%
%
alcoholic
to Sales beverages to Sales

Spirits

%
to Sales

Revenue from sales

77,034

100.0

33,729

100.0

6,611

100.0

4,075

100.0

(88)

100.0

121,361

100.0

Cost to sales

52,046

67.6

28,812

85.4

4,722

71.4

2,616

64.2

(99)

112.5

88,097

72.6

Gross prot

24,988

32.4

4,917

14.6

1,889

28.6

1,459

35.8

33,264

27.4

2,116

2.7

4,230

12.5

841

12.7

128

3.1

7,287

6.0

YTD_2010

Selling expenses
Administative expenses
Operating prot (loss)
Other income / Interest income
EBIT (loss)
Finance costs
Income tax
Net prot (loss)
Depreciation & Amortization
EBITDA (loss)

6,275

8.1

16,597

21.5

272

0.4

16,869

21.9

161

0.2

Beer

9.2

796

12.0

1,127

27.7

2.3

11,287

9.3

252

3.8

204

5.0

41

(46.6)

14,690

12.1

(41)

94
(2,310)
73

0.3

30

0.5

19

0.5

46.6

374

0.3

4.3

223

5.5

15,064

12.4

0.2

21

0.3

0.1

259

0.2

(755)

(2.2)

(118)

(1.8)

(1,628)

(4.8)

379

5.7

1,620
(690)

(2)

282

(6.8)

6.4

3.0

31.8

(7.1)

15.3

24.9

(12.5)

%
to Sales

3,091

4,924

2,302

11
(28)

Total

(2,404)

11,784

19,171

%
%
to Sales Eliminate to Sales

Food

33

0.8

4,084

3.4

186

4.6

10,721

8.8

4.8

382

5.8

188

4.6

4,492

3.7

(2.0)

664

10.0

411

10.1

19,556

16.1

Annual Report 2010 | Thai Beverage Public Company Limited

86

Unit: Million Baht

YTD_2009
Revenue from sales
Cost to sales
Gross prot
Selling expenses
Administative expenses
Operating prot (loss)
Other income / Interest income
EBIT (loss)
Finance costs
Income tax
Net prot (loss)
Depreciation & Amortization
EBITDA (loss)

Spirits

%
to Sales





























Beer

Non%
%
alcoholic
to Sales beverages to Sales

  


  
  
 




  



  



 

  



  















Food















%
%
to Sales Eliminate to Sales











































Total















%
to Sales















Unit: Million Baht

Increase (Decrease)
Revenue from sales
Cost to sales
Gross prot
Selling expenses
Administative expenses
Operating prot (loss)
Other income / Interest income
EBIT (loss)
Finance costs
Income tax
Net prot (loss)
Depreciation & Amortization
EBITDA (loss)

Spirits















Beer

 
 








 
 
 
 




 

Nonalcoholic
beverages

  


  




 

 
  

 
  

 
  
  



  

Food

 
 
 
 
 
 


 
 
 
 
 
 

Eliminate

Total

  
  
  
  
 

  
 


 

 

 







 













 

87

Spirits Business

Net loss was Baht 1,628 million, a decrease by Baht 4

For the year 2010, sales revenue was Baht 77,034 million,

million or 0.2%, mainly due to an income tax impacts and

an increase by Baht 7,301 million, or 10.5%, mainly due to

there was a decrease of interest expenses.

an increase of sales price to cover the excise tax rise in May


2009 and an increase of sales volume. Total sales volume of

Non-Alcoholic Beverages Business

spirits was 515.8 million litres, an increase of 5.9%.

For the year 2010, sales revenue was Baht 6,611 million,
an increase by Baht 1,695 million, or 34.5%, mainly due

Gross prot was Baht 24,988 million, an increase by Baht

to an increase of Oishis beverages sales. Total sales volume

795 million, or 3.3%, mainly due to the increase in sales

of Oishi beverages, which consist of green tea, black tea,

although there was an increase in raw material cost.

and other non-alcoholic beverages, was 211.6 million litres,


an increase of 30.1%. Energy drinks generated sales volume

EBITDA was Baht 19,171 million, an increase by Baht 147

of 8.1 million litres, a decrease of 6.7%. Soda and drinking

million, or 0.8%, mainly due to an increase in gross prot

water generated sales volume of 24.3 million litres and

and a decrease in idle costs although there was an increase

92.7 million litres respectively, an increase of 79.9% and

in donation expenses and product protection expenses.

80.1% respectively.

Net prot was Baht 11,784 million, an increase by Baht

Gross prot was Baht 1,889 million, an increase by Baht 103

148 million, or 1.3%, mainly due to the increase EBITDA

million, or 5.8%, mainly due to the increase of Oishi beverages

and a decrease in interest expenses.

sales. The lower margin was mainly due to product mix of


Oishi beverages sales and an increase in raw material cost.

Beer Business
For the year 2010, sales revenue was Baht 33,729 million,

EBITDA was Baht 664 million, a decrease by Baht 301

an increase by Baht 3,533 million, or 11.7%, mainly due

million, or 31.2%, mainly due to an increase in marketing

to an increase of sales price to cover the excise tax rise in

expenses.

May 2009 and an increase of sales volume. Total sales


volume of beer was 596.5 million litres, an increase of 4.4%.

Net prot was Baht 379 million, a decrease by Baht 109


million, or 22.3%, mainly due to the decrease in EBITDA

Gross prot was Baht 4,917 million, an increase by Baht

although there was a decrease in interest expenses.

651 million, or 15.3%, mainly due to the increase in sales.

Food Business
EBITDA showed a loss of Baht 690 million, an increase by

For the year 2010, sales revenue was Baht 4,075 million,

Baht 287 million, or 71.2%, mainly due to an increase of

an increase by Baht 777 million, or 23.6%, mainly due to

sales promotion expenses.

an increase in number of branches and sales price.

Annual Report 2010 | Thai Beverage Public Company Limited

88

Gross prot was Baht 1,459 million, an increase by Baht

Shareholders Equity

215 million, or 17.3%, mainly due to the increase in sales

Total equity as at the end of December 2010 was Baht

although food costs increased in accordance with the variety

58,228 million, an increase of Baht 1,785 million, or

of foods available.

3.2% compared with the end of 2009. This was mainly due
to an increase in net retained earning which comprised of

EBITDA was Baht 411 million, an increase by Baht 86

prot for the period and dividend payment.

million, or 26.5%, mainly due to the increase in gross prot


although branch rental fees increased.

Liquidity
Cash and cash equivalents, as at December 31, 2010,

Net prot was Baht 186 million, an increase by Baht 35

was Baht 3,359 million. The net increase from the beginning

million, or 23.2%, mainly due to the increase in EBITDA

of the period was Baht 769 million. Details of activities

and a decrease in interest expenses.

were as follows:

Financial Position

Unit: Million Baht


Net cash provided by operating activities

15,213

Assets

Net cash used in investing activities

(2,818)

Total assets as at the end of December 2010 was Baht

Net cash used in nancing activities

(11,235)

77,302 million, an increase by Baht 153 million, or 0.2%,

Net increase in cash

compared with the end of 2009. Current assets increased

and cash equivalents in period

1,160

by Baht 1,699 million, mainly due to an increase in

Adjustment from nancial statement translation

inventories. Non-current assets decreased by Baht 1,546

Cash and cash equivalents at beginning of period 2,590

million, mainly due to depreciation of property, plant and

Cash and cash equivalents at end of period

(391)
3,359

equipment.
Net cash provided by operating activities of Baht 15,213
Liabilities

million was mainly derived from net income of Baht 10,721

Total liabilities as at the end of December 2010 was Baht

million and non-cash items from depreciation and

19,074 million, a decrease by Baht 1,632 million, or 7.9%,

amortization of Baht 4,492 million.

compared with the end of 2009. This was mainly due to a


decrease in long-term loans from nancial institutions.

Net cash used in investing activities of Baht 2,818 million


was mainly due to purchase of property, plant and

The maturity of interest-bearing loans was as follows:

equipments.

Unit: Million Baht


Within December 2011
Within October 2012
Total

8,762

Net cash used in financing activities of Baht 11,235

600

million was mainly due to repayment of loans and

9,362

dividend payment.

89

Financial Ratios
Dec.31, 10

Dec.31, 09

Current Ratio (times)

1.91

1.85

Total Debt to Equity Ratio (times)

0.33

0.37

Net asset value per share (Baht)

2.31

2.24

Jan. Dec.10

Jan. - Dec.09

49

59

27

40

Accounts Receivable Turnover (days)


Inventory Turnover (days)
Spirits Business
Finished Goods (Excl. Legacy Stocks)
Beer Business
Finished Goods

Shareholder Returns
Dividends
The current policy of the Board of Directors is to recommend to our shareholders a dividend of not less than 50% of net
prots after deduction of all specied reserve, subject to investments plan and as the Board of Directors deems appropriate.
For the nancial year ended 31 December 2010, the Board of Directors has recommended total dividend of Baht 8,788.51
million.
Year 2010

Year 2009

8,788.51

8,286.31

25,110

25,110

Interim dividend per share (Baht)

0.15

0.15

Final dividend per share (Baht)

0.20

0.18

Total dividend per share (Baht)

0.35

0.33

83.33

78.57

18.70

19.27

Dividend for the year (Million Baht)


Number of shares issued (Million shares)

Dividend payout ratio (%)


Return on Equity
Return on Average Equity (%)
Earnings Per Share
Earnings per weighted average ordinary shares (Baht)
Weighted average number of ordinary shares for the year (million shares)

0.42

0.42

25,110

25,110

Annual Report 2010 | Thai Beverage Public Company Limited

90

RISK MANAGEMENT STRATEGIES

Market Competition Risk


The political conicts during the second quarter of last year
negatively impacted the on-premise channel, which is a key
consumption channel of the beer business in Thailand.
As a result, beer consumption in 2010 shrank by 4% when
compared with the previous year. In the event of slow
market, major players pushed extra hard to increase beer
sales and the competition was even ercer in the past year.
For reasons given, beer producers could not raise the price
and in the mean time, they needed to spend more resources
to win the market share. This adversely affected their
protability. Subsequent to the extended crackdown in
early May and the lift of the States of The Emergency Act
of Thailand, the anti-government meetings in public venues
still recur regularly. Such political gathering hinders the
recovering on-premise business and therefore; the erce
competition in the beer industry is expected to continue at
least until the next general election.
Despite a rather low competition among taxpaying white
spirit producers, the market risk lies in the increasing
numbers of illegal white spirit producers, subsequent to
the latest tax increase of the white spirit in May 2009.
Mitigation of such risk depends on the ability to persuade
and encourage responsible authorities of the public sector
to solve this problem seriously.
On brown spirits side, ThaiBev effectively won the market
share from low-price imported spirits. However, the year
2011 is expected to see intense competition due to
marketing activities from imported spirits distributors in
an attempt to regain the market share.
ThaiBevs seasoned Marketing Team and Sales Team have
been long competing in the spirits and beer businesses.
Since the re-launch of Chang beer in October 2009,
ThaiBev has efciently ceased growth of major competitors
and began to regain the market share. Despite a rather
small market share regained, it positively indicates higher
market share to be gained by the Company in the following
years. In addition, ThaiBev, as the market leader with high
potential distribution, is condent in the competing ability
of our spirits business.

ThaiBev focused on communicating with related executives


in order to ensure their understanding about the Act.
In addition, legal ofcers were appointed in every region
to oversee the matter. They were assigned to visit relevant
agencies overseeing the Alcohol Beverage Control Act
enforcement to gain thorough understanding of the law in
order to ensure that the Companys activities are compliance
with the law.
There has been news that the Ministry of Finance is
considering making adjustments of the entire excise tax
system, including alcoholic beverages. To date; however,
there are still no certain directions on the adjustment
of excise tax for beers and spirits. Nevertheless, such
adjustment will denitely more or less affect the total
cost of goods, which largely comprises the excise tax.
Excise tax administration completely lies in the hand of
the related government agencies without any involvement
of the private sector and therefore; the Company closely
monitors the matter and prepares itself to ensure that such
tax adjustment results in a minimum impact to the business.
Our management team consists of executives with longstanding experience in the alcoholic beverage business
and has undergone several tax changes. The Company is
condent that the team will efciently manage the excise
tax risk as proven by its past records.

Operational Risk
Certain raw materials in alcoholic beverage production
are natural products; for example, rice, malt, hops and
molasses. Their prices vary according to the weather,
demand and supply in the market each year. Also, some
packaging materials such as foil labels are imported
supply, which requires a certain period of time for
preparation and delivery. ThaiBev therefore mitigates the
price uctuation risk by stipulating a policy to make
purchases from several vendors, entering into forward
contracts to control costs, entering into long-term
agreements with major producers to obtain the required
quantities and quality of goods and, supporting sellers to
relocate their production facilities closer to those of ThaiBev.

Finance and Investment Risk

Regulatory and Tax Risk

ThaiBevs business operations and expansion are capitalintensive and therefore, incur risks and several uncertainties.

In the past year, the Ministry of Public Health strictly


enforced the Alcohol Beverage Control Act. Therefore,

The business itself is capital-intensive. In addition, new

91

product research and development, new factory construction


and maintenance and modications of the existing factories
call for continuous investments. Furthermore, the Company
incurs expenses in constant surveillance on the latest
developments in the domestic and overseas beverage markets.
Previous investments were funded by external loan resources,
recapitalization, and ThaiBevs internal cash ow. It is
expected that future business expansion or modications
of breweries and distilleries of the Company will be funded
by additional borrowing and internal cash ow. In this
regard, ThaiBev has taken steps to secure additional
credit lines from financial institutions, including O/D
(overdrawing) credit lines, promissory notes credit line and
issuance of bills of exchange. ThaiBev currently commands
nancial liquidity of 3.6 times of the total average sales
of one month. If it somehow cannot secure commerciallyacceptable funds, it may then raise funds through
recapitalization, which would reduce shareholders proportion.
Furthermore, if it cannot secure the necessary funds to
maintain or expand plants, this may harm its nancial
status, performance and business opportunities. Such risk
is constantly mitigated by the Ofce of Controller, which is
in attendance at planning meetings to share information for
use in preparing the appropriate nancial structure.

of maturity, consciousness and capability, all of which form


part of determination whether candidates are qualied for
the available positions.
In respect of personnel development, Thai Beverage Training
Co., Ltd. was established with an aim to build condence
that the Company is moving towards its goals. ThaiBev
Training is responsible for creating and developing quality
personnel who uplifts the organization to become the
leading international beverage company. The project on
assessment of management and individual personnel
development was conducted in response to the growth of
the organization.
Moreover, the Company promotes the use of the Performance
Management System by developing an information system
to collect data, conduct performance evaluation, and
produce reports. This allows employees to learn about their
strengths and weaknesses in their performance and how
to enhance their potential. The High-Potential Personnel
Management Program has continued with an annual
assessment to identify the level of success of the program
in order to ensure that successors are nominated for
prominent positions and employees are provided with
opportunities to make advances in their career.

HR Risk: human resources preparation for stability


and business growth

Environmental Risk: Compliance with Environmental


Protection Law

ThaiBev places importance on human resource management


and puts in place personnel strategies with an intention
to prepare and formulate the standardized human resource
management in accordance with the ever-changing
competitive environment.

ThaiBev sees signicance in ensuring compliance with laws


and constant updates of production standards, reected in
our applications of various systems such as the Quality
Management System Standard (ISO 9000), Food Safety
Management System Standard (ISO 22000), Environmental
Management System Standard (ISO 14000), Good Manufacturing
Practice and Hazard Analysis Critical Control Points
(GMP&HACCP) and so on.

Due to the competitive circumstances in the market and


our growth, the effort to re-structure the organization, which
began in 2009, has reduced the complexity in terms of
management and resulted in enhanced working competency,
coordination, and dynamic. Also, such re-structure reduced
the cost of management to a reasonable level in terms of
momentary investment and time.
Developments were seen in the recruiting processes in
order to indentify qualied and proper personnel with sound
social, corporate and professional responsibilities. The
Company puts in place the psychological and qualication
tests and applies the test result to analyze candidates level

Furthermore, the Company appointed the Energy Management


Committee to oversee the consumption of electricity,
thermal energy and hydropower, with an aim to optimize
consumption of the 3 resources in a long run. Constant
surveillance is arranged for these 3 resources and annual
objectives are defined in order to control usage ratio.
In addition, contamination monitoring is set and continuous
search for alternative resources is carried out; for example,
random tests for sources of water used in production
process and the search for substitute fuels, etc.

Annual Report 2010 | Thai Beverage Public Company Limited

92

THAI BEVERAGE LOGISTICS

ThaiBev Logistics driving beyond the Horizon Strategic&

Of course, year on year, asset value of Thai Beverage

Tactic driving to be the best largest distribution network in

Logistics is growing and signicantly contributes to the

Thailand and Regional

business value chain, such as the largest distribution


network (nationwide warehouses and distribution centers),

The horizon line is a starting journey of our Thai Beverage

modernization distribution services, asset utilization, and

Logistics Co., Ltd. (ThaiBev Logistics), Business is

cost control. Professional people and world-class IT

working around the clock; Day and Night delivers the high

technology are implemented, which allow the business

quality of Thai Beverage products to all destinations in

to optimize inventory in all locations, maximize asset

Thailand and Overseas. ThaiBev Logistics vision is to be

utilization and achieve the highest customer satisfaction,

the domestic and international leader in logistics industry,

while minimize overall supply chain cost-to-serve.

to maximize and sustain its ability to compete in the


industry and to be an integral part to the Thai Beverage

In Phase II, Development of ThaiBev Logistics project will

Public Company Limited in becoming the leader in

focus into 3 perspectives; nancial perspective, operation

beverage industry, both locally and internationality.

perspective, and customer perspective. The 1st phase,


3 distribution centers had been established in Nakon

Achievement in 2010 (Phase I) is an integration of

Ratchasima, Surat Thani and Chonburi with the investment

logistics related activities from all Factory, Distribution

in Warehouse Management System. All of these 3

Centers and Thai Beverages sales ofces into one Center

distribution centers already operate with the total eet of

of excellence. Thank you to the international standards

788 commercial vehicles. In the 2nd phase consists of

and World-class IT technology, result is maximize customer

investment in distribution centers in the other locations

satisfaction and lower supply chain costs. With the volume

such as Chiengmai, KhonKhan and the replacement of

sales of approximately 1,400 million liters per year,

transportation vehicles as planned. The 2nd phase of

ThaiBev Logistics organization had been redesigned

distribution center is expected to nish in the mid 2012,

with the modernize concept of International Logistics

and transportation is expected to nish in the Q3 of 2011.

Development.
The success is a choice we make. ThaiBev Logistics 2011
Currently at the end of Phase I, ThaiBev Logistics is one

will enhance efficiency of the business in 3 ways;

of the largest distribution networks in Thailand and one of

Distribution coverage, Cost & Asset management, Value

the biggest in Southeast Asia as well, ThaiBev Logistics

chain integration. Our strategic distribution network

infrastructure asset consists of:

nationwide will be tactically managed to efciently serve

4,800 People, warehouse and transport staffs

both alcohol and non-alcohol product group, this to be in

2,000 Commercial vehicles (100% own eets),

alignment with ThaiBevs strategy. Scope of services in

+ 1,000 Drop points,

2011 will focus in improving quality & cost of Thailand

+ 100 Sales ofces,

distribution network, and moving services into upstream

+ 86 Warehouses,

supply chain and the cross border logistics. Joint projects

+ 16 Transportation ofces,

with key business partners will be formed a strategic

+ 3 Strategic distribution centers

alliance to leverage the technology such as the Eco-

(2 distribution centers will be in Phase II).

driving, Safety driving through Tire management program,


Fuel (energy) saving, and Fleet maintenance program.

93

Thai Beverage Logistics gallery Thai Beverage Logistics 24 hours Beyond the Horizon

6.00 a.m.
At ThaiBev Logistics, Distribution Center

6.30 a.m.
Sales ofce is ready

7.00 a.m.
Truck arrive from
Kamphengpetch Beer Factory

7.30 a.m.
Truck reports at Transportation ofce

8.00 a.m.
Distribution Center
starts 1st Inbound loading

8.00 a.m.
Loading process

8.30 a.m.
Ready for next assignment

8.30 a.m.
Outbound process starts

8.45 a.m.
ThaiBev Logistics ready to deliver

9.00 a.m.
ThaiBevs Sales ofces
conrm Customers order

9.00 a.m.
Truck leaves Distribution Center
to all destinations

Operation works all day

6.00 p.m.
Trucks report for day end

7.30 a.m.
Next day,
Truck reports at Distribution Center

We are ThaiBev Logistics

Annual Report 2010 | Thai Beverage Public Company Limited

94

THAI BEVERAGE ENERGY

It has been the determination of the Distillery Group to


develop clean alternative energies along with improving
the environment surrounding the facilities. Hence,
Thai Beverage Energy Co., Ltd. (ThaiBev Energy) focused
on studying the possibility of projects to capture biogas
and optimize the use of distillery slop at 11 distilleries in
different provinces nationwide.
Distillery slop is high strength; brownish-black wastewater
with high concentration of organic substance from the
distillation process. Currently, the distillery slop is treated
through the organic decomposition process in an anaerobic
opened lagoon and the treated wastewater is distributed to
agriculturists living near the facilities who benet from its
soil improvement quality.
Our study indicated that biogas produced during the
decomposition of the organic substance in the distillery
slop in an anaerobic opened lagoon release into the
atmosphere. ThaiBev Energy hence opted for the distillery
slop treatment by the Anaerobic Covered Lagoon system
by ADI Systems Inc. a Canadian company with over two
decades of expertise in wastewater treatment. The system
focuses on capturing the biogas and enables its use as
alternative energy to substitute the heavy fuel oil utilized
in steam boilers at the distilleries. The distilleries in 5
provinces i.e. Buri Ram, Ubon Ratchathani, Prachin Buri,
Khon Kaen, and Surat Thani, were chosen to participate in
the project, with the system construction and installation
budget of Baht 170 million for each distillery. The project
was divided into 2 phases, rst of which was the investment
of the rst 2 distilleries in Buri Ram and Ubon Ratchathani
provinces.
With the distillery slop treatment by Anaerobic Covered
Lagoon system, the lining and covering was provided
for every lagoon in order to prevent any environmental
problems, both in respect of leakage and disturbing odor in
areas surrounding the distilleries. Main constructions were
as follows;1. 3,000-cubic meter covered lagoon for distillery slop
equalization
2. 27,000-cubic meters covered lagoon for ADIBVF
Reactor distillery slop treatment
3. 100,000-cubic meter covered lagoon for treated
wastewater
4. A biogas supply system with burners for steam boilers.

This distillery slop treatment system could capture the


biogas occurred from decomposition of the organic
substance in distillery slop amounting to 26,000 cubic
meters per day. Such volumes are almost adequate for the
total substitution for fuel oil at all distilleries. Upon full
operation of the system, a surplus of biogas may be
produced, which can be further developed and utilized in
other business activities. Moreover, the treated wastewater
possesses soil improvement quality and the distribution
of the treated distillery slop to nearby agriculturists is
uninterruptedly continued.
Since the project incurred high investment due to the
overseas technologies utilized specially for the high strength
distillery slop treatment, ThaiBev Energy applied with the
Board of Investment for tax privileges. Moreover, it applied
for registration as a project under the Clean Development
Mechanism (CDM project) through the Thailand Greenhouse
Gas Management Organization (Public Organization)
pertaining to the Kyoto Protocol, under the United Nations
Framework Convention on Climate Change (UNFCCC) in
order to improve the projects return on investment.
ThaiBev Energy currently provides the service on distillery
slop treatment and disposal as well as sells the biogas
captured during the treatment as alternative energy in
substitution of heavy fuel oil at the following 5 distilleries.
1. Athimart Co., Ltd. in Prachin Buri Province
2. S.S. Karnsura Co., Ltd. in Ubon Ratchathani Province
3. Fuengfuanant Co., Ltd. in Prachin Buri Province
4. Kankwan Co., Ltd. in Khon Kaen Province
5. Nateechai Co., Ltd. in Surat Thani Province
The project is currently in the process of CDM registration.
It is estimated that these 5 distilleries can reduce the
emission of Green House Gas (GHG) equivalent to 200,000
tCO2e per year. All the 5 projects had received a Letter of
Approval issued by Thailand Greenhouse Gas Management
Organization (Public Organization) conrming that these
projects would assist The Kingdom of Thailand in achieving
sustainable development.
ThaiBev Energy success from the project not only signicantly
improved the surrounding environment and landscape of
distillery slop treatment but also, created a knowledge
center for environmental management of the community,
schools, and educational institutes in general. Furthermore,
its use of the biogas in substitution of heavy fuel oil
contributed to the reduction of oil import of the country.

95

OUR PEOPLE OUR SUCCESS

ThaiBev and the strategy of employees capacity building

..a few years ago, to stand still is to step back from


success. At present, moving forward does not mean survival

With the Management teams vision, Thai Beverage Public

in the competition. In the future, running is not enough for

Company Limited (ThaiBev) sees the value of People

winning..

and put its effort on staff development as much as on


technology or innovation. One of the companys challenges
is driving force of big organizations success through
employees capacity. At ThaiBev, employees are considered
valuable asset. Budget for human resource development

When the pattern of the competition has been


changed, the leader must adjust his/her concept idea
to comply with it. (New business model, new
leadership paradigm)

has been increasing every year. In order to achieve the goal


of human resource development mission, Thai Beverage

In reference to the above vision, the Management Team

Training Co., Ltd. (ThaiBev Training) was established

has shown their intention and determination to lead the

in early 2010. Its mission is to developing all personnel

organization to the international competition. So far,

so as to increase the ThaiBev Groups capacity in business

ThaiBev Group is recognized as a successful organization.

competition (ThaiBev Training as a strategic partner in

The challenge is how to make the new generation of

building corporate competitive advantage).

employees manage the organization sustainably since the

Annual Report 2010 | Thai Beverage Public Company Limited

96

pattern of the competition starts changing from Capital

PPA (Personal Prole Analysis) and GTQ (General Training

Intensive or Industrial to Knowledge & Service Intensive.

Quotient). The data received is considered a research

Consequently, the Management Team has realized and

result, which will help planning effective human resource

been aware that it is necessary to adjust the way of thinking

development in the right direction and according to each

and the strategy in order to comply with the new direction.

executives skill.

The key is to mix the concept idea of management from

Future Direction and Strategy of Human Resource


Development

Industrial Organization with the new concept idea based on


Knowledge Organization. This leads to the driving force of
organizations capacity building especially the concrete

Leaders concept idea of human resource development

capacity in Know-How Capital competition.

must be in the same direction (new paradigm in people


development).

Human Resource Development & Increasing


Organizations Value

This must be the concept idea that all our employees have
potential and capacity to learn in order to creatively manage

ThaiBev Groups management direction has been set to the

the organization to move forward. It is the concept idea

strategy of increasing multi-competition capacity, such as

that we will help everyone to be High Performer in all

increasing revenue, increasing equity, increasing image

status. In order to support this concept idea, the company

value, setting up know-how capital.

has made a tool of strategic planning for human resource


management and development. This is a so-called Internal

Therefore, the organizations challenge is how to increase

Potential Benchmarking (IPB): Phase 1. It is used to

human capacity and pass humans knowledge to the

receive basic data in setting human resource development

organization through new products and services, corporate

plan so as to meet the needs at person level, management

culture, innovation, modern working system, etc. Once the

level, and organization level. Its objective is to understand

customers perceive them and feel condent with them,

how each employees skill and learning method is different

they will be willing to pay more, and buy more. As a result,

since rst day of working with the company.

the revenue will increase, and then the prot will increase.
Of course, one part of the revenue will be used for human

As an organization, in order to help every employee succeed

resource development to increase their capacity. If we do it

in their careers or in their tasks (High Performer), different

more quickly than others; it means that we will take the

strategies must be planned for individual like and readiness.

lead in the competition, impress the customers and gain

All of these are important mission of ThaiBev Training to

their loyalty.

increase competition capacity for the afliates in the year


2011.

As a result from this, during the last three months of year


2010, the company provided a capacity assessment and
executive development project through Increasing Personal
and Team Effectiveness for a group of 400 junior and
senior executives of the organization. Its aim was to have
the participants realize the necessity of capacity building in
competition. This started from oneself; that is, understand
ones strength and limitation both oneself and subordinates.
The most important thing was that the company used

97

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Annual Report 2010 | Thai Beverage Public Company Limited

CREDIT RATING
ANNOUNCEMENT

On February 21, 2011 the annual review announcement,


TRIS Rating Co., Ltd. (TRIS) afrmed the company rating
of Thai Beverage Public Company Limited (ThaiBev) at
AA with a Stable outlook
To gain an international credit rating in order to establish
Companys overseas credit exibility in the nancial
markets, the Company engaged Standard and Poors
(S&P) and Moodys Investors Service Pty Limited
(Moodys), both well-recognized globally in their eld.
S&P afrmed the ThaiBev rating at BBB rating with a
Stable outlook (as Ratings Direct by S&P announced
July 1, 2010), and Moodys afrmed the ThaiBev rating at
Baa2 with a Stable outlook (as Global Credit Research
Credit Opinion by Moodys announced April 26, 2010).
(Note: The Thailand Country Rating from TRIS is AAA, BBB+ from
S&P and Baa1 by Moodys.)
The rating, if assigned, will be subjected to revision or withdrawal by each of
the Rating Companies, TRIS, S&P or Moodys when there has been material
change to the rating and/or annual review and/or review on opinion of each
of the Rating Companies.

98

99

Annual Report 2010 | Thai Beverage Public Company Limited

100

AWARDS

As a good corporate citizen, ThaiBev has always been well

the Securities Investors Association (Singapore) or SIAS.

aware of its responsibility to ensure transparency of its

ThaiBev has received the award for three years i.e. 2006,

business operations, as well as to produce and sell quality

2009 and 2010.

products and to contribute to the society. ThaiBev adheres


to the good corporate governance and conducts its business

Apart from adherence to the Good Corporate Governance,

by taking its stakeholders into consideration, including

ThaiBev focuses on maintaining its production standards to

customers, business counterparts, employees, shareholders,

strive for international recognition in respect of its product

investors and the general public. These high standards

quality. In 2010, Chang Beer won the gold medal in the

will make ThaiBev an internationally-acclaimed company,

Beers, Waters, Soft Drinks and Non-Alcohol Beverages

recognized by domestic and international investors.

category from the World Selection 2010, organized for the


49th time by Monde Selection Bruxelles. 2010 marked the

The Company is determined to operate the business with

third consecutive year that Chang beer won the gold medal

transparency, strict compliance with laws and regulations,

(2008-2010) and therefore; it was awarded the International

which emphasize on fair and equal treatment to its

High Quality Trophy as an honorary guarantee from Monde

shareholders and investors, including disclosure of correct

Selection.

and adequate information in an equal and timely manner


via appropriate communications channel. In 2010,

Archa beer entered its rst tasting competition in 2010 and

ThaiBevs unbroken devotion has won the Company the

won a gold medal in the Beers, Waters, Soft Drinks and

Runner-up of SIAS Investors Choice Award in the category

Non-Alcohol Beverages category from the World Selection

of Most Transparent Company 2010: Foreign Listings from

2010 held by Monde Selection Bruxelles, subsequent to

2006

2006 | 2009 | 2010

2006 | 2007 | 2008

2007

2008

IFR Asia Award:


Capital Markets Deal
of the Year 2006

SIAS Investors Choice Award


for Most Transparent Company
2006 Runner-up: New Issues
2009 Winner: Foreign Listings
2010 Runner-up: Foreign Listings

IR Magazine Award
Best IR in the
Singapore Market
by a Thai Company

Singapore Corporate Award


2007 Best Annual Report
by a Newly Listed Company

Certicate of Excellence
by IR Magazine 2008

BEER PRODUCTS
1998 | 2007

2008 | 2009 | 2010

Other awards of beer products


Beverage Testing Institute (BTI)
The 2008 World Championships 2008 - Chang Beer
Beer Industry of Florida
Beer Festival of the South, Lager Category 2009 - Chang Beer

Australian International
Beer Awards
European Style Lager
1998 - Chang Beer
2007 - Archa Beer

Monde Selection Bruxelles International Institute for


Quality Selections
Beers, Waters, Soft Drinks and Non-Alcohol Beverages
- Chang Beer
International High Quality Trophy 2010 - Chang Beer

101

winning a gold medal from the Australian International

Institute Review of Spirits, and the International Wine &

Beer Awards (AIBA) in 2007.

Spirit Competition.

On spirits side, the recently launched Caorunn gin produced

Moreover, ThaiBev is socially responsible and places great

by ThaiBevs Inver House Distilleries in Scotland won gold

concern on environmental protection by opting to utilize

medals from several institutions namely, the International

standardized technology in order to minimize the impact on

Spirits Challenge 2010 (Design and Packaging Awards)

the environment, save energy and protect the environment

and the UK Packaging Awards 2010 (Glass Pack of the

of its surrounding communities. ThaiBevs factories are

Year). Furthermore, it received the 2nd consecutive gold

well managed and maintained. For these efforts, the

medal in the Super Premium category from the Gin Master

company was awarded the Prime Minister Award 2010

2010, a gold medal from the US Beverage Testing Institute,

from the Ministry of Industry. Beer Thai (1991) Public

a silver medal from the 2010 International Cocktail

Company Limited also won the award in the environment

Challenge, the Starpack Industry Awards, and the Super

conservation category from its continuous environmental

Premium Gold Medal from 2010 Travel Retail Masters.

management and pollution control. Beer Thip (1991)


Co., Ltd. won the award in the energy management

Our Scotch whisky products Old Pulteney, Hankey

category from its excellent energy management, machinery

Bannister, anCnoc and Balblair-- have received international

improvement, energy-saving measures and effective energy

recognition, totaling more than 50 medals and awards

consumption.

namely, the International Spirits Challenge 2010, the Los


Angeles International Wine & Spirits, the Beverage Testing

2008

2009

2009

2009

2009 | 2010

Asiamoneys Corporate
Governance Poll
2008 Best for Investor
Relations in Thailand

Asias Best Companies 2009


Thailand: Best CEO
by FinanceAsia Magazine

Asias Best Companies 2009


Thailand: Best CFO
by FinanceAsia Magazine

Thailand Energy Award 2009


Energy Recycle Off-Grid
- Gold
- Silver

Prime Ministers Industry


Awards
Energy Management

INVER HOUSES PRODUCTS

SPIRITS PRODUCTS
1982 | 1983 | 2006

2009
Monde Selection Bruxelles International Institute for
Quality Selections
- Drummer, Mekhong

2009 | 2010

International Golden Award


for Food & Beverages
- SangSom

International Wine and Spirit Competition


2009 - Drummer
2010 - Mekhong

2010
Los Angeles International Wine & Spirits Awards
2010 - Mekhong

Balblair, Old Pulteney, anCnoc, Hankey Bannister, Speyburn,


Caorunn, Cattos
- Icon of Whisky, Distiller of the Year 2008
- International Spirits Challenge (Drinks International)
- International Wine and Spirit Competition
- Los Angeles International Wine & Spirits Awards
- US Beverage Testing Institute Review of Spirits
- UK Packaging Award
- Gin Master
- Starpack Industry Awards
- International Cocktail Challenge

Annual Report 2010 | Thai Beverage Public Company Limited

102

CORPORATE GOVERNANCE REPORT

At THBEV we adhere to good corporate governance principle, and the conduction of our business in compliance with all laws
and regulations applied to us. As a consequence, this year THBEV, as the Thai company listed on the Singapore Exchange
(SGX), received the Corporate Governance Asia Recognition Award 2010 from Corporate Governance Asia Magazine and
Most Transparent Company Award 2010 as the Runner-Up in the Foreign Listings Category from Securities Investors
Association (Singapore) (SIAS).

The Boards Conduct of Affairs


Principle 1
Our Board of Directors oversees the Companys business and affairs in accordance with the resolutions of shareholders and
the applicable laws. The Board must exercise good business judgment and act in good faith for the best interests of the
Company.
In this year, the Board met ve times, and the following table shows the details regarding the attendance to the meeting of
each director up to December 31, 2010:

Names

Positions

Number of Attendances /
Total of Meetings

1.

Mr. Charoen Sirivadhanabhakdi

Chairman

4/5

2.

Khunying Wanna Sirivadhanabhakdi

Vice Chairman

4/5

3.

Mr. Narong Srisa-an

Vice Chairman

4/5

4.

Mr. Komen Tantiwiwatthanaphan

Vice Chairman

5/5

5.

Mr. Puchchong Chandhanakij

Director

5/5

6.

Ms. Kanoknart Rangsithienchai

Director

3/5

7.

Mr. Chukiet Tangpongprush

Director

1/5

8.

Mr. Staporn Kavitanon

Independent Director and Audit Committee Chairman

3/5

9.

Prof. Kanung Luchai

Independent Director and Audit Committee Member

5/5

10. Mr. Manu Leopairote

Independent Director and Audit Committee Member

5/5

11. Mr. Ng Tat Pun

Independent Director and Audit Committee Member

3/5

12. Mr. Michael Lau Hwai Keong

Independent Director

5/5

13. Prof. Pornchai Matangkasombut

Independent Director

5/5

14. Mr. Sakthip Krairiksh

Independent Director

5/5

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

Independent Director

5/5

16. Mr. Vivat Tejapaibul

Director

5/5

17. Mr. Panote Sirivadhanabhakdi

Director

4/5

18. Mr. Thapana Sirivadhanabhakdi

President and CEO

4/5

19. Mr. Sawat Sopa (1)

Director and Executive Vice President

3/5

Director and Executive Vice President

5/5

20. Mr. Ueychai Tantha-Obhas

(2)

21. Mr. Sithichai Chaikriangkrai


22. Dr. Pisanu Vichiensanth
Remarks:

(3)

Director and Executive Vice President

5/5

Director and Senior Vice President

5/5

(1) Mr. Sawat Sopa was appointed as director by the 2010 Annual General Meeting of Shareholders on April 29, 2010.
(2) Mr. Ueychai Tantha-Obhas was appointed as Executive Vice President by the Board of Directors Meeting No. 2/2010 on May 14, 2010.
(3) Mr. Sithichai Chaikriangkrai was appointed as Executive Vice President by the Board of Directors Meeting No. 2/2010 on May 14, 2010.

103

Matters Requiring Board Approval


Our Board recognizes their utmost duties to administer business and oversee the Companys operations. This includes the
administration of the subsidiary companies to be in line with the Companys core business plans to ensure that it complies
with the shareholders resolutions in good faith and under the law, its objectives, and Articles of Association. In addition,
our Board ensures that the Company and its subsidiary companies comply with the SGX Listing Manual. Our Board is also
responsible for the determination of visions and business strategies of the Company and the oversight of management
performance of their duties according to the Companys policies and report the nancial statements and general information
to shareholders and investors with accuracy and sufciency.
According to the Law, the Board is required to meet not less than four times in each year. In 2010, the Board met more
than such requirement in order to consider matter proposed by the management.
Training
All Directors have passed the Director Accreditation Program (DAP) of the Thai Institute of Directors. Some also accredited
the Director Certication Program (DCP) of the same institution. We also encourage and support directors to understand
Singapore Law and the Listing Manual applicable to our Company through training and information updating.
All Directors received a clear explanation of their roles and responsibilities at the time of their proposed appointment to
the Board.

Board Composition and Guidance


Principle 2
Board of Directors
Our Board consists of twenty two directors, including eight independent directors which are more than one-third of the total
number of the Board members. All directors have long-term experience in business or attained honorary position.
Executive Committee
The Board appointed an Executive Committee which consists of eighteen members, they either are the Board members or
top executive ofcers of the Company.
To enhance Company business operation, the Board granted them the authority to perform their duties. In this regard, some
of the Executive Committee members are assigned to oversee business units under the supervision of the President and
CEO. The Executive Committee may appoint other sub-committees to support the Executive Committee and the Board in
order to ensure the good corporate governance of the Company.
The Executive Committee meets once a month to discuss on the Companys business administration, except for the case of
emergency the meeting will be held as appropriate.
Apart from the oversight of the administration of THBEV, the Board also appoints certain Executive members to hold
directorship in both domestic and overseas subsidiary companies to monitor and control the business administration at
maximum efciency according to the Companys policy and for the best interest of the Company.

Annual Report 2010 | Thai Beverage Public Company Limited

104

The Executive Committees responsibilities are as follows:

the Company. The Executive Committee also has


the authority to appoint the President and CEO or

Prepare and propose business plans, targets, operational

any appointee of the Company to be the authorized

plans, business strategies and annual budgets of the

representative of the Company to sign related

Company and its subsidiary companies to the Board of

employment contracts within the budget approved by

Directors of the Company;

the Board of Directors of the Company;

Determine and propose business plans, budgets and

Approve the appointment of the Companys representatives

management roles and responsibilities of the Company

to the Board of Directors and/or the sub-committee

and its subsidiary companies to the Board of Directors

of its subsidiary companies in order to supervise all

of the Company for approval;

administrative matters as approved by the Company


for the efciency and best interest;

Monitor the operations of the Company and its subsidiary


companies to be in line with business policy, targets,

Supervise and approve matters relating to the operation

operational plans, business strategies, budgets and

of the Company. It may appoint or authorize any one or

management roles and responsibilities as approved by

more persons to engage in any act on behalf of the

the Board of Directors of the Company for the efciency

Executive Committee as it deems appropriate such as

of and to facilitate business conditions;

appointment of the sub-committee to consider salary


increase and bonus of executive leveled employees

Approve payments for investments or operations,

ranking from Vice President to Executive Vice President,

borrowing or requesting for any facility from a nancial

appointment of any of the sub-committees that have

institution, lending, including being a guarantor with

particular knowledge and expertise to manage and monitor

respect to the normal business of the Company and its

before proposing to the Executive Committee, provided

subsidiary companies as stipulated by the Board of

that the Executive Committee is entitled to repeal,

Directors;

change or modify the scope of the authorization; and

Approve the annual budget for annual increase or


adjustment of salary and bonus payment for employees

Perform any other act as delegated by the Board of


Directors of the Company.

of the Company and its subsidiary companies;


However, the abovementioned approval shall not grant

Approve payments as determined by Board of Directors

power that cause the Executive Committee or the authorized

of the Company;

representative being able to approve any transaction


in which the Executive Committee or authorized

Propose the efcient organization and management

representative, or any related person has interest or may

structure of the Company and its subsidiary companies

have any conflict of interest with the Company or its

to the Board of Directors of the Company;

subsidiary companies (as dened in the Notication of the


Securities and Exchange Commission). Such approval must

Recruit, employ, terminate employment, promote,

be proposed to the meeting of the Board of Directors of

impose disciplinary penalty, transfer, adjust salary level,

the Company and/or the meeting of shareholders, as the

increase salary, adjust salary rate, and determine bonus,

case may be, for the approval, as stipulated in the Articles

welfare and other benefits as well as consider all

of Association of the Company or its subsidiary companies,

other remunerations for all levels of employees of

or any applicable laws.

105

In 2010, the Executive Committee met twelve times, and the following table shows the details regarding the attendance to
the meeting of each member up to December 31, 2010.
Number of Attendances /
Names

Positions

1.

Mr. Charoen Sirivadhanabhakdi

Chairman of Executive Committee

2.

Khunying Wanna Sirivadhanabhakdi

1st Executive Vice Chairman

3.

Mr. Narong Srisa-an

2nd

Executive Vice Chairman

12/12

4.

Mr. Komen Tantiwiwatthanaphan

3rd Executive Vice Chairman

11/12

5.

Mr. Puchchong Chandhanakij

4th Executive Vice Chairman

11/12

5th

12/12

6.

Ms. Kanoknart Rangsithienchai

7.

Mr. Chukiet Tangpongprush

8.

Mr. Thapana Sirivadhanabhakdi

9.

Mr. Sawat Sopa

(2)

(1)

Executive Vice Chairman

6th Executive Vice Chairman

Total of Meetings
11/12
9/12

4/12

President and CEO

11/12

Director and Executive Vice President

10/12

Director and Executive Vice President

12/12

Director and Executive Vice President

11/12

12. Dr. Pisanu Vichiensanth

Director and Senior Vice President

11/12

13. Mr. Jean Lebreton

Senior Vice President

10/12

14. Mr. Vichai Chaiyavaranurak

Senior Vice President

12/12

Senior Vice President

10/12

Senior Vice President

9/12

Senior Vice President

2/12

Senior Vice President

2/12

(3)

10. Mr. Ueychai Tantha-Obhas

(4)

11. Mr. Sithichai Chaikriangkrai

15. Mr. Somchai Suthikulpanit

(6)

16. Mr. Matthew Kichodhan


17. Mr. Polapatr Suvarnazorn
18. Mr. Marut Buranasetkul
Remarks:

(7)

(8)

(5)

(1) Ms. Kanoknart Rangsithienchai was appointed as 5th Executive Vice Chairman by the Board of Directors Meeting No. 2/2010 on May 14,
2010.
(2) Mr. Chukiet Tangpongprush was appointed as 6th Executive Vice Chairman by the Board of Directors Meeting No. 2/2010 on May 14, 2010.
(3) Mr. Sawat Sopa was appointed as director by the 2010 Annual General Meeting of Shareholders on April 29, 2010.
(4) Mr. Ueychai Tantha-Obhas was appointed as Executive Vice President by the Board of Directors Meeting No. 2/2010 on May 14, 2010.
(5) Mr. Sithichai Chaikriangkrai was appointed as Executive Vice President by the Board of Directors Meeting No. 2/2010 on May 14, 2010.
(6) Mr. Somchai Suthikulpanit ceased from Executive Committee member and Senior Vice President as he was appointed as Vice Chairman of
Thai Beverage Marketing Co., Ltd. on February 1, 2011.
(7) Mr. Polapatr Suvarnazorn was appointed as Senior Vice President by the Board of Directors Meeting No. 2/2010 on May 14, 2010 and was
appointed to be the Executive Committee member by the Board of Directors Meeting No. 4/2010 on November 12, 2010.
(8) Mr. Marut Buranasetkul was appointed as Senior Vice President by the Board of Directors Meeting No. 2/2010 on May 14, 2010 and was
appointed to be the Executive Committee member by the Board of Directors Meeting No. 4/2010 on November 12, 2010.

Mr. Karn Chitaravimol was appointed as Senior Vice President in replace of Mr. Somchai Suthikulpanit by the order of
the Chairman which was authorized by the Board of Directors Meeting No. 2/2010 on May 14, 2010.
Management Committee
The Board of Directors approved the set up of the Management Committee (MC) and authorized the President and CEO to
be in charge of all MC activities. The MC was formed in January 2008 and consists of the top executives of business and
support units. Up to present, the members have been changed due to the additional appointment and change of the top
executives responsibility.

Annual Report 2010 | Thai Beverage Public Company Limited

106

As at December 31, 2010, the MC consists of eleven members

The Audit Committee meets at least once in each quarter

namely, Mr. Thapana Sirivadhanabhakdi, Mr. Sawat Sopa,

or more, in case of emergency. Please refer to the Audit

Mr. Ueychai Tantha-Obhas, Mr. Sithichai Chaikriangkrai,

Committee Report.

Dr. Pisanu Vichiensanth, Mr. Jean Lebreton, Mr. Vichai


Chaiyavaranurak, Mr. Somchai Suthikulpanit, Mr. Matthew

Risk Management Committee

Kichodhan, Mr. Polapatr Suvarnazorn, and Mr. Marut

The Board of Directors appointed the Risk Management

Buranasetkul.

Committee in order to enhance the risk management to


be efcient and success in covering all business lines.

The Chairman of the MC is Mr. Thapana Sirivadhanabhakdi,


the President and CEO.

As at December 31, 2010, the Risk Management Committee


consists of seventeen members who are either directors

From February 10, 2011 Mr. Karn Chitaravimol, Senior

or executives. The Directors are Mr. Narong Srisa-an,

Vice President, was appointed as MC member to supervise

Mr. Puchchong Chandhanakij, Ms. Kanoknart Rangsithienchai,

Non-Alcohol Production Business in replace of Mr. Somchai

Mr. Chukiet Tangpongprush, Mr. Thapana Sirivadhanabhakdi,

Suthikulpanit.

Mr. Sawat Sopa, Mr. Ueychai Tantha-Obhas, Mr. Sithichai


Chaikriangkrai, Dr. Pisanu Vichiensanth. The executives

Investment Committee

are Mr. Jean Lebreton, Mr. Vichai Chaiyavaranurak,

The Company is very careful and will cautiously proceed in

Mr. Somchai Suthikulpanit, Mr. Matthew Kichodhan,

the investment for our business expansion. In this regard, the

Mr. Polapatr Suvarnazorn, Mr. Marut Buranasetkul,

Executive Committee appointed the Investment Committee

Mr. Chalerm Pornrutchakit, and Mr. Mahin Kraivixien.

(IC) which consists of nine members from various units.

The Chairman of the Risk Management Committee is

Mr. Narong Srisa-an is the Chairman of the IC and

Mr. Narong Srisa-an. Mr. Somsak Sae-Kuay, Vice President

Mr. Thapana Sirivadhanabhakdi and Mr. Sithichai Chaikriangkrai

of the Ofce of Internal Audit, is the Secretary to the Risk

are the Vice Chairman of the IC. The IC is responsible for

Management Committee. In this regard, any executive who

consideration and advice the Executive Committee on the

is appointed as the Senior Vice President will automatically

acquisition/disposal of businesses, assets, including the

be the Risk Management Committee member.

merger of businesses of Thai Beverage Public Company


Limited group of companies both domestic and overseas.

From February 1, 2011 Mr. Somchai Suthikulpanit ceased


from Senior Vice President as he was appointed as

Audit Committee

Vice Chairman of Thai Beverage Marketing Co., Ltd.,

The Board of Directors appointed the Audit Committee

consequently Mr. Somchai Suthikulpanit ceased from

which consists of 4 members, namely, Mr. Staporn Kavitanon,

Risk Management Committee member. In addition,

Prof. Kanung Luchai, Mr. Manu Leopairote, and Mr. Ng Tat Pun.

Mr. Karn Chitaravimol who was appointed as Senior Vice

Mr. Staporn Kavitanon is the Chairman of the Audit

President, to supervise Non-Alcohol Production Business

Committee and Mr. Somsak Sae-Kuay, Vice President of

becomes the Risk Management Committee member.

the Ofce of Internal Audit, is the Secretary to the Audit


Committee.

Among others responsibilities, the Risk Management


Committee ensures the analysis of both internal and

In this regard, Mr. Ng Tat Pun was appointed by the Board

external risks, determines the acceptable level of risks for

of Directors to be the leader of the Audit Committee in its

the Company and its subsidiary companies, and determines

roles in respect of the interested person transactions

and reviews criteria of risk management as well as evaluates

undertaken by our Group.

an emergency plan of each office to ensure that it is

107

practical. They also consider and review; overall policies,

Chairman approves the agenda to be considered at the

guidelines of risk management of the Company and its

Board meetings and the Executive Committee meetings

subsidiary companies, risks in the operation of the Company

as he is the Chairman of the Executive Committee. The

and its subsidiary companies, including the preparation of

President and CEO supervises the disclosure of adequate

the risk management report, warning system and preventive

and appropriate information to the Management and to

measures for operational risks. This includes the risk

the Board for further consideration and actions at the

assessment of the Company and its subsidiary companies

appropriate time.

with timely review of the criteria of risk management.


The Chairman and the President and CEO are responsible
Nomination Committee

for their roles in the overseeing the business operation

The Board of Directors appointed the Nomination Committee

and administration in accordance with the policy of the

which consists of Mr. Staporn Kavitanon, Mr. Manu Leopairote,

Board of Directors and structure of the organization of

and Khunying Wanna Sirivadhanabhakdi. The Chairman

the Company.

of the Nomination Committee is Mr. Staporn Kavitanon.


Mr. Thidi Suwanarat is the Secretary to the Nomination

Board Membership

Committee. In this regard, the majority of NC members


including the NC Chairman are independent directors.

Principle 4
In order to assure a transparent process for the appointment

The Nomination Committee is responsible for the selection

of the directors to the Board, the Nomination Committee

of the suitable person to be appointed as director and/or

(NC) would review and assess qualities of candidates for

President and CEO, and setting the procedures and the

directorships (including executive directorships) before

guidelines for selection.

making recommendations to our Board. The NC also reviews


the retirement and re-election of directors for proposing the

Remuneration Committee

election to the Annual General Meeting of Shareholders of

The Board of Directors appointed the Remuneration

the Company to comply with our Articles of Association.

Committee which consists of Mr. Staporn Kavitanon,


Mr. Manu Leopairote, and Prof. Kanung Luchai. The

The Remuneration Committee (RC) also determines

Chairman of the Remuneration Committee is Mr. Staporn

remuneration policies and guidelines to set fair and

Kavitanon. Mr. Thidi Suwanarat is the Secretary to the

reasonable remunerations of any kind to directors and

Remuneration Committee. In this regard, all RC members

executive committee members, as well as, reviews, revises,

are independent directors.

amends, or revokes such policies and guidelines to be


proposed to the annual general meeting of shareholders of

The Remuneration Committee is responsible for setting

the Company for approval. The Committee is also in charge

the policies and the guidelines in the determination of

of the consideration and review of the remuneration of key

remunerations of any kind including to consider and review

executives and proposes to the Board of Directors of the

the remuneration of the key executives.

Company.

Chairman and CEO

In performing their roles, our NC and RC adhere to the


law and the Listing Manual of the Singapore Exchange

Principle 3

applicable to our Company. The NC and RC also adopted a

Our Chairman encourages constructive relations among

charter and proposed it to the Board for approval.

the Board, Executive Committee and the Management. The

Annual Report 2010 | Thai Beverage Public Company Limited

108

Board Performance

Level and Mix of Remuneration

Principle 5

Principle 8

In conducting the business of the Company, the Board

The determination of level and band of remuneration of

perform their duties in good faith and due care according

the Directors, Executive Directors, and top executives of

to the laws, shareholders resolutions and to preserve the

the Company were based on the corporate and individual

interests of the Company. Our Board will do the self-

performance. The approval of the remuneration for the

assessment of their performances and responsibilities.

directors is proceeded with clarity and transparency to


comply with laws and the Code of Corporate Governance

Access to Information

2005 of SGX (including the amendment). The Remuneration


Committee will consider and endorse the remuneration

Principle 6

structure prior to propose to the shareholders for approval.

We are committed to providing our Board members with


adequate, complete, continuous and timely information

The level of remuneration reects their experience and

before the Board meetings. The Board members have

dedication. The remuneration bands rank from A to C as

separate and independent access to the Company Secretary.

follows.

The Company Secretary, in consultation and cooperation


with the Ofce of Legal Affairs, is responsible for advising

Remuneration bands:

the Board on the laws concerning public company limited,

A refers to remuneration below the equivalent of

private company including securities laws and relevant


regulatory matters. In this respect, we set up a Compliance
Unit, having a Compliance Manager responsible for this
Unit under supervision of the Company Secretary. This is
to ensure compliance with the legal and regulatory

S$250,000.
B refers to remuneration between the equivalent of
S$250,000 and S$499,999.
C refers to remuneration from the equivalent of
S$500,000 and above.

requirements. The Board approves the appointment and


the removal of the Company Secretary. In 2010, the

The Company entered into a long-term employment agreement

Company Secretary attended all Board meetings and

with Dr. Pisanu Vichiensanth, who is the director in the

Executive Committee meetings.

Company, the Managing Director of Beer Thai (1991) Public


Company Limited and the Managing Director of Cosmos

Procedure for Developing Remuneration Policies


Principle 7
The Remuneration Committee (RC) is authorized by the
Board to determine the remuneration of directors and/or
executives in consultation with the Chairman to propose for
the approval of the shareholders meetings.
If a member of the RC has an interest in a matter deliberated
by the Committee, he will abstain from participating in the
review and approval process for that matter.

Brewery (Thailand) Co., Ltd., and a Senior Master Brewer.

109

Disclosure of Remuneration

9.2 Top Executives


(Remark: S$ 1 = Baht 24)

Principle 9

Name of Executives

Remuneration Band

As at December 31, 2010, the remuneration bands of


directors and six top executives are as follows:
9.1 Directors
(Remark: S$ 1 = Baht 24)
Names of Directors

Remuneration Band

1.

Mr. Charoen Sirivadhanabhakdi

2.

Khunying Wanna Sirivadhanabhakdi

3.

Mr. Narong Srisa-an

4.

Mr. Komen Tantiwiwatthanaphan

5.

Mr. Puchchong Chandhanakij

6.

Ms. Kanoknart Rangsithienchai

7.

Mr. Chukiet Tangpongprush

8.

Mr. Staporn Kavitanon

9.

Prof. Kanung Luchai

10. Mr. Manu Leopairote

11. Mr. Ng Tat Pun

12. Mr. Michael Lau Hwai Keong

13. Prof. Pornchai Matangkasombut

14. Mr. Sakthip Krairiksh

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

16. Mr. Vivat Tejapaibul

17. Mr. Panote Sirivadhanabhakdi

1.

Mr. Jean Lebreton

2.

Mr. Vichai Chaiyavaranurak

3.

Mr. Somchai Suthikulpanit

4.

Mr. Matthew Kichodhan

5.

Mr. Polapatr Suvarnazorn

6.

Mr. Marut Buranasetkul

Remarks:

C
B
(4)

B
C

(5)

(6)

B
B

(1) Mr. Sawat Sopa was appointed as director by the 2010


Annual General Meeting of Shareholders on April 29, 2010.
(2) Mr. Ueychai Tantha-Obhas was appointed as Executive
Vice President by the Board of Directors Meeting No. 2/2010
on May 14, 2010.
(3) Mr. Sithichai Chaikriangkrai was appointed as Executive
Vice President by the Board of Directors Meeting No. 2/2010
on May 14, 2010.
(4) Mr. Somchai Suthikulpanit ceased from Executive Committee
member and Senior Vice President as he was appointed
as Vice Chairman of Thai Beverage Marketing Co., Ltd. on
February 1, 2011.
(5) Mr. Polapatr Suvarnazorn was appointed as Senior Vice
President by the Board of Directors Meeting No. 2/2010 on
May 14, 2010 and was appointed to be the Executive
Committee member by the Board of Directors Meeting
No. 4/2010 on November 12, 2010.
(6) Mr. Marut Buranasetkul was appointed as Senior Vice
President by the Board of Directors Meeting No. 2/2010 on
May 14, 2010 and was appointed to be the Executive
Committee member by the Board of Directors Meeting
No. 4/2010 on November 12, 2010.

18. Mr. Thapana Sirivadhanabhakdi

19. Mr. Sawat Sopa (1)

Mr. Karn Chitaravimol was appointed as Senior Vice President

20. Mr. Ueychai Tantha-Obhas (2)

in replace of Mr. Somchai Suthikulpanit by the order of the

21. Mr. Sithichai Chaikriangkrai (3)

Chairman which was authorized by the Board of Directors

22. Dr. Pisanu Vichiensanth

Meeting No. 2/2010 on May 14, 2010.

Annual Report 2010 | Thai Beverage Public Company Limited

Accountability

110

In support of this, the Board also assigned the Ofce of the


Corporate Secretariat to oversee the compliance with the

Principle 10

laws concerning the private company, public company

The Board is responsible for providing a balanced and

limited and the Securities Laws, which are applicable to

understandable assessment of the Companys performance,

the Company.

and for providing shareholders with quarterly and annual


nancial reports. The nancial statements for the rst three

In addition to the relevant laws and regulations, the Board

quarters are released to shareholders within 45 days of the

of Directors also announces the Business Ethics and

end of each quarter. The annual result is released within

indicated that all directors, executives and employees be

60 days of the end of each nancial year. In addition, after

complied. In the Business Ethics, the Board of Directors

the nancial disclosure, our top executives also participates

included the policy for the handling of information in order

in quarter results brieng and telephone conference from time

to protect against unduly handling of information for

to time. This is to ensure the timely update to our investors.

personal benets or the benets of other persons. It is the


responsibility of the directors, executives and employees

Audit Committee

of the Company to prevent any access by unauthorized


persons, and/or disclosure of, non-public information that

Principle 11

may affect the market price of the Companys shares and

The Board appointed the Audit Committee (AC), which

other nancial instruments issued by the Company, before

consists of four independent directors: three Thais and one

it has been received by the stock exchange, or before the

Singaporean. The AC responsibilities are clearly set forth in

information has been made public through SGXNET, or still

the Audit Committee Charter for instance, assessing the

be price-sensitive information.

adequacy and effectiveness of the internal controls of


the Company and its subsidiary companies, ensuring the

In addition the Board of Directors has a policy for directors

correctness and reliability of the preparation process and

and executives on dealing in the Companys securities.

information disclosures of the Company and its subsidiary

The directors and executives of the Company are prohibited

companies, and reviewing the Company and its subsidiary

from dealing in the Companys securities from the date

companies compliance with the applicable laws, regulations

commencing two weeks before the announcement of the

and rules of the Stock Exchange of Thailand and the

Company nancial statements for each of the rst three

Singapore Exchange. This includes the internal controls

quarters of the Companys nancial year and one month

and consideration of Interested Persons Transactions to

before the announcement of the Companys full year

prevent any occurrence of conict of interests.

nancial statements, and from trading at any time on


short-term considerations. Under the Companys Articles,

Internal Controls

the Directors must also notify the Company and the SGX-ST
of the particulars of his shareholding interest in the

Principle 12

Company at the time of his appointment and, for so long

Our Board values a sound management internal control

as he remains as a Director, of any interest in, and all

system. To safeguard shareholders investments and the

changes to, his shareholding in the Company within 2

Companys assets, the Board appointed an Executive

business days of any such change. The Company Secretary

Committee, each member of which oversees different

immediately announces such notice through SGXNET and

departments and business units to ensure the adequacy of

within 7 days provides a copy of the notice received to all

nancial, operational and compliance controls, including

other directors.

risk management policies.

111

Based on the information provided to it, the Audit Committee

different auditor from the Company. The Companys Audit

believes that the system of internal controls and risk

Committee and Board of Directors considered and satised

management of the Company is adequate.

that the appointment would not compromise the standard


and effectiveness of the audit of the Company, in

Internal Audit

compliance with the Rule 716 of the Listing Manual.

Principle 13

Communication with Shareholders

The Company established the Ofce of Internal Audit to


assist the Board through the Audit Committee (AC) in

Principle 14

promoting sound risk management and good corporate

Not only we make various announcements via SGXNET

governance by assessing the adequacy and effectiveness of

to communicate with our shareholders, but our Investor

the internal controls for key businesses and operations in

Relations Unit also works closely with our top executives

areas described in the audit plan. In this respect, the AC

to ensure timely disclosure. The unit arranges quarterly

appointed the Vice President, Ofce of Internal Audit, as

briengs following the disclosure of interim and full year

the Secretary to the AC. Annual audit plan was prepared to

results, so that investors may query management about

ensure that the performance of internal audit is accurate

nancial, marketing or strategic issues. Between reporting

and complete.

periods, the Investor Relations team regularly meets with


investors to communicate the policies and strategies of the

The AC will propose its opinions on the appointment of the

Company so that investors have a good understanding of

auditors of the Company and its subsidiary companies

the Company operation. Investor Relations provides timely

including their remuneration to the Board of Directors in

detailed information via the corporate website.

order to propose to the Shareholders Meeting for approval.


The 2010 Annual General Meeting of Shareholders held

The unit also reports to management about investors

on April 29, 2010, unanimously resolved to approve the

comments and concerns. Contact information for the

appointment of Ms. Nittaya Chetchotiros, Certied Public

Investor Relations Unit appears in this annual report or on

Accountant No. 4439 or Ms. Bongkot Amsageam, Certied

the investor relations section of the corporate website

Public Accountant No. 3684, or Mr. Santi Pongjareanpit,

http://www.thaibev.com/ir.html.

Certied Public Accountant No. 4623 of KPMG Phoomchai


Audit Ltd. to be the auditor of the Company. This
appointment is also complied with Rule 713(1) of the
Listing Manual of Singapore Exchange (Listing Manual).
According to the nancial statements ended December 31,
2010, there was no payment made by the Company for the
Non-Audit Fee to the auditor.
Normally, Thai Beverage Public Company Limited and
subsidiaries will appoint KPMG Phoomchai Audit Ltd.
(KPMG Thailand) and companies in the group of KPMG
Thailand in various countries to provide audit services.
However, there is one subsidiary in overseas which is
International Beverage Holdings Limited USA, Inc. appointed

Annual Report 2010 | Thai Beverage Public Company Limited

Giving Mission to Strengthen Relationship


ThaiBev Unites to Fight the Cold, the longstanding project,
carried out for 11 consecutive years, to provide blankets to villagers in
remote areas as a relief from the harsh cold season.

112

113

CORPORATE SOCIAL
RESPONSIBILITY (CSR)
REPORT

GivingThaiBevs Mission to Strengthen Our Valuable


Relationship
Giving is distinguished as a unique Thai identity. ThaiBevs
mission includes truly giving with determined purposes
and principles in which the value of such giving does not
only extends to its stakeholders, but also to the
environment surrounded.
ThaiBevs giving represents its contributions to society
and the environment by fostering environmental
conscience among our staff and the public while
facilitating the development of the society as a whole. We
give to express our sincerity, driven by our gratitude to
mother nature for allowing us to create good things for the
society.
ThaiBev is looking beyond the horizon, regarded as the
frontier of its business. Even though our business has
extended to markets in many parts of the world, there is
still territory that stretches far beyond the horizon. ThaiBev
therefore, takes the concept of being a Responsible
Company more seriously than just a business trend. We
combine the concept of environmental conservation with
the long-term development of our business strategies to
make sure that both are compatible with our goal. After
listing on the Singapore Stock Exchange in 2006, ThaiBev
declared its determination to strive for commercial
excellence in the food and beverage industry by developing
its production processes, establishing personnel
e x c e l l e n c e , e nha nc i ng a dv a nc e d t e c h n ology of
management and production, engaging in charitable
activities, supporting and being socially responsible. The
Environmental Mission was added to contribute to the
world we all share and co-exist so that it may remain
beautiful, with the sound environment and sustainable
prosperity. Giving is infused in the good corporate
governance principles of ThaiBev to express its
determination to nurture the earth.

The summary of achievements in 2010 reflected


outstanding corporate governance, especially in terms of
transparency and professionalism. It has been ThaiBevs
determination to implement projects to constantly improve
the quality of life of local people in most regions. In 2010,
ThaiBev continued its contributions to the society to assist
both public and private sectors in social, religious,
educational, public health, sports as well as arts and
cultural aspects.
Contributions:
ThaiBev Unites to Fight the Cold, the longstanding
project, carried out for 11 consecutive years, to provide
no less than 200,000 blankets each year to villagers in
remote areas as a relief from the harsh cold season. By
2010, the total individuals received the blankets
exceeded 2,200,000 persons.

Integrated advertising and public relations campaigns


aiming to encourage people to commit good deeds in
coherent with His Majesty the Kings For Benet and
Happiness solemn promise to Thais.

Activities to improve the quality of life of the locals


living nearby ThaiBev facilities through learning new
professions that can create additional income.

Following the success of our village sponsorship with


the Population and Community Development Association
(PDA) in Buriram Province, ThaiBev incorporate with
Adam Scott Foundation to sponsor our second village
in Khon Kaen.

Establish ThaiBev Thai Talent program in sports and


arts to support talented Thai youths to reach their
dreams for professionalism or achievement.

Sponsorship for the Community Water Resources


Management under the Royal Initiative project to ght
against draught and to increase agricultural fertility that
leads to sustainable prosperity of the community.

Annual Report 2010 | Thai Beverage Public Company Limited

114

Top-left:

ThaiBev, in cooperation with Sirivadhanabhakdi Foundation,


sponsored construction of a new building worth Baht 2.4 billion
of Bhumirajanagarindra Kidney Institute, for kidney patients
caring.

Top-right :

Bottom-left:

ThaiBev provides integrated support to several projects


nationwide at community and national levels, ranging from
scholarship programs, building construction, teaching and
education materials, and lunch projects at many schools.

Bottom-right: ThaiBev supported an orchestra of the College of Music,


Mahidol University, in order to develop the music potential of
youth comparable to the international level.

On social aspects, we continue to promote moderate

ThaiBev Football Academy (TBFA), aims to develop and


encourage football spirits through sponsorship granted to
the Football Association of Thailand.

On sports, ThaiBev regards sports as a method to rene

drinking and cooperating with authority on drink-drive

the minds and health of people; therefore, it provides

activities to prevent road accidents.

continuous supports to various sports associations.


Each year, ThaiBev increases direct and indirect

On education, ThaiBev adheres to the principle that the

assistance measures namely, funding, consultation,

nations sustainable future equals a long-term

and operation, for major sports associations and major

investment, and that only education holds the key to

sports events that Thailand participates in, such as

the most solid foundation of the Thai society in the long

volleyball, golf, billiards, tennis, and especially football.

run. Therefore, ThaiBev continues to provide scholarship

ThaiBev opens a window of opportunity for the football

for those with academic excellence, nancial aid for

industry to develop and encourage football spirits in

building construction, educational and teaching

wider demographics through sponsorship granted to the

materials, for general individuals as well as to staff.

Football Association of Thailand, various football clubs

115

Beer Thai (1991) Public Company Limited


in Kamphaeng Phet Province won the industrial award 2010
in the category of environmental conservation.

in Thai league, Everton Football Club, and the

These are parts of the mission and responsibility held dear

establishment of the ThaiBev Football Academy

by ThaiBev under the belief that it is the duty of an entity

(TBFA) project, which contributes to the social

with corporate governance and social responsibility to bring

sustainability. TBFA will soon open its second branch to

true happiness to society through giving, especially when

serve the needs of thousands of children from several

the act of giving expands beyond the horizon of business.

communities in Bangkok.

ThaiBev believes that being a Responsible Company is the


true Thai way of givinga rm commitment by ThaiBev

On public health, ThaiBev deeply cares about the health

along with its business operation. This is one of the ultimate

of underprivileged people in remote and rural parts of

goals of our journey beyond the horizon.

the country. It has provided constant support in forms


of funds and operations related to public health, as
captured below.
ThaiBev takes a team of reputable physicians to give
free medical checkups and treatments at Chang Clinic
in Kamphaeng Phet province on a monthly basis.
Donate medical equipment and tools to the Princess
Mothers Medical Volunteer Foundation (PMMV).
Sponsor the mobile unit of prosthetic limbs of
Mahavachiralongkorn Foundation and several others.
Donate and support Bhumirajanagarindra Kidney
Institute Foundation such as seminars and building
the kidney hospital.
Help wildlife injured in accidents by provide fund for
vehicles to the wildlife rescue unit of the Royal Forest
Department.
Help natural-disaster victims.

Preservation of Thai Arts and Culture by supporting


university symphony orchestras, exhibitions, traditional
fairs, and so on.

Annual Report 2010 | Thai Beverage Public Company Limited

116

AUDIT COMMITTEE

1. Mr. Staporn Kavitanon


Chairman of the Audit Committee
2. Mr. Kanung Luchai
Audit Committee member
3. Mr. Manu Leopairote
Audit Committee member
4. Mr. Ng Tat Pun
Audit Committee member

117

AUDIT COMMITTEE REPORT

The Audit Committee of Thai Beverage Public Company

4. Approved the 2011 audit plan of the Internal Audit

Limited consists of 4 independent directors who are

Ofce, supervised the internal audit function through

appropriately qualied to discharge their responsibilities,

the acknowledgement of its audit results and provided

namely Mr. Staporn Kavitanon as Chairman of the Audit

guidelines to the Ofce of Internal Audit.

Committee, Mr. Kanung Luchai, Mr. Manu Leopairote and

5. Proposed KPMG Phoomchai Audit Limited to continue

Mr. Ng Tat Pun as Audit Committee members. The Audit

the role as the Companys external auditor in 2011 and

Committee is guided by the Audit Committee Charter

the remuneration to the Board of Directors for approval

approved by the Board of Directors which clearly set out

of the shareholders at the Annual General Meeting.

its authority, responsibilities and duties.

The Audit Committee considered and was satisfied


with the independence, performance, competency and

In 2010, the Audit Committee held 4 regular meetings

experience of the external auditor.

with the Executive Management, Head of Internal Audit


Ofce and the external auditors of the Company in relation

The Audit Committee is of the view that the Companys

to the meeting agenda as appropriate. The major tasks

nancial statements have been prepared in accordance

undertaken by the Audit Committee were as follows:

with the generally accepted accounting standards. The


interested person transactions have been accurate, fairly

1. Reviewed the quarterly and full-year nancial statements

disclosed and in compliance with corporate governance

of the Company, including key signicant nancial

practices. The Companys internal controls have been both

reporting issues, to ensure accuracy, reliability, complete

adequate and appropriate to its business and found no

and adequate disclosure of signicant information and

material discrepancy.

in accordance with the generally accepted accounting


standards. The Audit Committee then recommended
the quarterly nancial results to the Board of Directors
for approval, as well as the annual nancial results to
the Board of Directors for endorsement and approval of
the shareholders at the Annual General Meeting.
2. Reviewed interested person transactions and transactions
that may lead to conict of interests to ensure their
compliance with the Companys policy and corporate
governance principles with proper transparency and
disclosure.
3. Reviewed and assessed the adequacy and appropriateness
of the Companys internal controls through the oversight
and audits of the Internal Audit Ofce.

Staporn Kavitanon
Chairman of the Audit Committee
February 22, 2011

Annual Report 2010 | Thai Beverage Public Company Limited

118

AUDIT REPORT OF CERTIFIED PUBLIC ACCOUNTANT


To the Shareholders of Thai Beverage Public Company Limited

I have audited the accompanying consolidated and separate

Company Limited, respectively, in accordance with generally

balance sheets as at 31 December 2010 and 2009, and

accepted accounting principles.

the related statements of income, changes in equity and


cash ows for the years then ended of Thai Beverage

Disclosure of signicant differences between Thai Financial

Public Company Limited and its subsidiaries, and of

Reporting Standards and International Financial Reporting

Thai Beverage Public Company Limited, respectively. The

Standards is not a required part of the basic financial

Companys management is responsible for the correctness

statements under generally accepted accounting principles

and completeness of information presented in these

in Thailand, but it is presented in Note 37 to the nancial

nancial statements. My responsibility is to express an

statements for information purposes only. I have not audited

opinion on these nancial statements based on my audits.

or reviewed such information and therefore do not express


any audit opinion or review report thereon.

I conducted my audits in accordance with generally


accepted auditing standards. Those standards require that I
plan and perform the audit to obtain reasonable assurance
about whether the nancial statements are free of material
misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in
the nancial statements. An audit also includes assessing
the accounting principles used and signicant estimates
made by management, as well as evaluating the overall
nancial statement presentation. I believe that my audits
provide a reasonable basis for my opinion.

(Nittaya Chetchotiros)
Certied Public Accountant

In my opinion, the consolidated and separate nancial

Registration No. 4439

statements referred to above present fairly, in all material


respects, the nancial positions as at 31 December 2010
and 2009 and the results of operations and cash ows for

KPMG Phoomchai Audit Ltd.

the years then ended of Thai Beverage Public Company

Bangkok

Limited and its subsidiaries, and of Thai Beverage Public

23 February 2011

119

BALANCE SHEETS
As at 31 December 2010 and 2009

Consolidated
financial statements

Assets

Note

2010

Separate
financial statements
2009

2010

2009
(in Baht)

Current assets
Cash and cash equivalents

3,358,696,022

2,590,213,439

22,849,120

128,663,235

Current investments

795,459

3,744,237

5, 8

1,921,770,225

2,050,389,992

790,866,676

503,887,458

2,370,666,238

2,995,032,567

27,146,320,485

26,194,210,534

Trade accounts receivable


Short-term loans to and
other receivables from related parties
Inventories
Other current assets

10

TOTAL CURRENT ASSETS

1,971,422,068

2,148,994,269

18,901,550

13,849,022

35,189,870,935

33,491,439,929

2,412,416,908

3,137,544,824

Non-current assets
Investments in subsidiaries

11

80,047,424,542

80,091,287,047

Investments in associates

12

122,755,082

127,832,595

13,797,886

10,588,899

Other long-term investments


Long-term loans to and

39,405,277

51,908,826

2,502,181,738

3,466,307,738

Property, plant and equipment

13

36,442,590,607

37,745,873,799

47,129,294

62,938,895

Intangible assets

14

3,200,711,244

3,286,735,878

24,042,689

31,069,390

Leasehold rights

15

193,341,836

213,351,580

Other non-current assets

16

other receivables from related parties

2,099,718,673

2,221,933,597

314,936,650

325,816,250

TOTAL NON-CURRENT ASSETS

42,112,320,605

43,658,225,174

82,935,714,913

83,977,419,320

TOTAL ASSETS

77,302,191,540

77,149,665,103

85,348,131,821

87,114,964,144

The accompanying notes are an integral part of these nancial statements.

Annual Report 2010 | Thai Beverage Public Company Limited

120

BALANCE SHEETS
As at 31 December 2010 and 2009

Consolidated
financial statements

Liabilities and equity

Note

2010

Separate
financial statements
2009

2010

2009
(in Baht)

Current liabilities
Bank overdrafts and short-term loans
from nancial institutions
Trade accounts payable

17

6,262,242,793

5,718,476,373

5,000,000,000

3,100,000,000

5, 18

3,757,164,726

3,139,839,924

17

2,500,000,000

3,765,000,000

2,500,000,000

3,765,000,000

5, 17

163,275,883

153,590,445

6,083,425,215

7,390,687,827

2,200,000

2,225,876,373

2,222,224,192

144,375,369

24,745,821

3,461,275,011

3,088,996,006

144,233,439

159,410,338

18,369,834,786

18,090,326,940

13,872,034,023

14,439,843,986

5, 17

285,526

897,087

10,402,800,000

9,742,700,000

17

600,000,000

2,500,000,000

2,500,000,000

103,702,329

114,860,331

Current portion of long-term loans


from nancial institutions
Short-term loans from and
other payables to related parties
Short-term loans from other party
Income tax payable
Other current liabilities

19

TOTAL CURRENT LIABILITIES

Non-current liabilities
Long-term loans from and
other payables to related parties
Long-term loans from
nancial institutions
Other non-current liabilities
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES

703,987,855

2,615,757,418

10,402,800,000

12,242,700,000

19,073,822,641

20,706,084,358

24,274,834,023

26,682,543,986

The accompanying notes are an integral part of these nancial statements.

121

BALANCE SHEETS
As at 31 December 2010 and 2009

Consolidated
financial statements

Liabilities and equity

Note

2010

Separate
financial statements
2009

2010

2009
(in Baht)

Equity
Share capital

20

Authorised share capital

29,000,000,000

29,000,000,000

29,000,000,000

29,000,000,000

Issued and paid-up share capital

25,110,025,000

25,110,025,000

25,110,025,000

25,110,025,000

(19,732,320,907) (19,732,233,059)

Difference arising from common


control transactions
Premium on ordinary shares

4
21

17,215,736,603

17,215,736,603

17,215,736,603

17,215,736,603

21

4,262,882,677

4,262,882,677

(1,923,389,031)

(1,331,393,075)

Fair value changes and revaluation


differences on assets
Currency translation differences
Retained earnings
Appropriated - legal reserve
Unappropriated

21

2,900,000,000

2,900,000,000

2,900,000,000

2,900,000,000

30,111,160,538

27,785,867,220

15,847,536,195

15,206,658,555

57,944,094,880

56,210,885,366

61,073,297,798

60,432,420,158

TOTAL EQUITY ATTRIBUTABLE TO


EQUITY HOLDERS OF THE COMPANY

284,274,019

232,695,379

TOTAL EQUITY

58,228,368,899

56,443,580,745

61,073,297,798

60,432,420,158

TOTAL LIABILITIES AND EQUITY

77,302,191,540

77,149,665,103

85,348,131,821

87,114,964,144

Minority interests

The accompanying notes are an integral part of these nancial statements.

Annual Report 2010 | Thai Beverage Public Company Limited

122

STATEMENTS OF INCOME
For the years ended 31 December 2010 and 2009

Consolidated
financial statements
Note

2010

Separate
financial statements
2009

2010

2009
(in Baht)

Income

5
121,361,355,617 107,969,216,150

Revenue from sale of goods


Management fees
Interest income
Dividends
Other income

23

TOTAL INCOME

Expenses

2,903,484,765

2,594,776,788

12,672,997

15,555,840

252,462,454

348,116,720

8,289,511,707

8,237,578,932

350,656,454

262,276,825

58,083,605

12,094,186

121,724,685,068 108,247,048,815

11,503,542,531

11,192,566,626

76,609,559,464

5, 27
88,097,084,609

Cost of sale of goods

1,013,606,212

921,094,859

Selling expenses

24

7,287,561,335

5,784,519,888

Administrative expenses

25

10,948,771,780

10,009,359,545

20,685,841

18,797,854

Management benet expenses

26

338,086,268

301,396,844

294,921,534

265,956,844

106,671,503,992

92,704,835,741

1,329,213,587

1,205,849,557

10,422,725

11,221,936

15,063,603,801

15,553,435,010

10,174,328,944

9,986,717,069

(258,712,073)

(548,600,526)

(950,846,638)

(1,126,923,188)

14,804,891,728

15,004,834,484

9,223,482,306

8,859,793,881

(4,083,980,588)

(4,361,795,875)

(296,296,416)

(216,511,391)

10,720,911,140

10,643,038,609

8,927,185,890

8,643,282,490

10,611,601,568

10,566,412,729

8,927,185,890

8,643,282,490

109,309,572

76,625,880

10,720,911,140

10,643,038,609

8,927,185,890

8,643,282,490

0.42

0.42

0.36

0.34

Cost of rendering of services

TOTAL EXPENSES

Share of prot of associates, net of


income tax
Prot before nance costs and
income tax expense
Finance costs

28

Prot before income tax expense


Income tax expense

29

Prot for the year


Prot attributable to:
Equity holders of the Company
Minority interests
Prot for the year
BASIC EARNINGS PER SHARE

31

The accompanying notes are an integral part of these nancial statements.

4,262,882,677

80,572

80,572

80,572

32

(3,965,000)

25,110,025,000 (19,732,233,059) 17,215,736,603

The accompanying notes are an integral part of these nancial statements.

Balance at 31 December 2009

Dividends

transactions

of subsidiaries for common control

Consideration paid to equity holders

of holding

Effects of change to percentage


-

TOTAL RECOGNISED INCOME

in equity

Prot for the year

4,262,802,105

25,110,025,000 (19,728,268,059) 17,215,736,603

Income recognised directly

differences

Translation of nancial statement

an available for sale investment

change in fair value on

Unrealised gains from

Balance at 1 January 2009

Note

Fair value
changes and
revaluation
differences

Issued
and paid-up
share capital

Total equity
attributable to
equity holders
Legal reserve Unappropriated of the Company

171,712,615

171,632,043

80,572

(3,965,000)

(8,286,308,250) (8,286,308,250)

- 10,566,412,729 10,738,125,344

- 10,566,412,729 10,566,412,729

(1,331,393,075) 2,900,000,000 27,785,867,220 56,210,885,366

171,632,043

171,632,043

171,632,043

(1,503,025,118) 2,900,000,000 25,505,762,741 53,763,033,272

Currency
translation
differences

Retained earnings

Consolidated financial statements

Premium on
ordinary
shares

Difference
arising from
common
control
transactions

For the years ended 31 December 2010 and 2009

STATEMENTS OF CHANGES IN EQUITY

(in Baht)

Total
equity

171,712,615

171,632,043

80,572

(3,965,000)

(3,874,247)

232,695,379 56,443,580,745

(78,317,450) (8,364,625,700)

(3,874,247)

76,625,880 10,814,751,224

76,625,880 10,643,038,609

238,261,196 54,001,294,468

Minority
interests

123

Balance at 1 January 2010

TOTAL RECOGNISED INCOME AND

EXPENSE

4,262,882,677

25,110,025,000 (19,732,320,907) 17,215,736,603

(87,848)

32

The accompanying notes are an integral part of these nancial statements.

Balance at 31 December 2010

Dividends

transactions

of subsidiaries for common control

Consideration paid to equity holders

of holding

Effects of change to percentage


-

in equity
-

4,262,882,677

25,110,025,000 (19,732,233,059) 17,215,736,603

Prot for the year

Expense recognised directly

differences

Translation of nancial statement

Note

Fair value
changes and
revaluation
differences

Issued
and paid-up
share capital

Total equity
attributable to
equity holders
Legal reserve Unappropriated of the Company

(591,995,956)

(591,995,956)

(87,848)

(8,286,308,250) (8,286,308,250)

- 10,611,601,568 10,019,605,612

- 10,611,601,568 10,611,601,568

(1,923,389,031) 2,900,000,000 30,111,160,538 57,944,094,880

(591,995,956)

(591,995,956)

(591,995,956)

(1,331,393,075) 2,900,000,000 27,785,867,220 56,210,885,366

Currency
translation
differences

Retained earnings

Consolidated financial statements

Premium on
ordinary
shares

Difference
arising from
common
control
transactions

For the years ended 31 December 2010 and 2009

STATEMENTS OF CHANGES IN EQUITY

(in Baht)

Total
equity

(591,995,956)

(591,995,956)

(87,848)

9,721,589

284,274,019 58,228,368,899

(67,452,521) (8,353,760,771)

9,721,589

109,309,572 10,128,915,184

109,309,572 10,720,911,140

232,695,379 56,443,580,745

Minority
interests

Annual Report 2010 | Thai Beverage Public Company Limited

124

The accompanying notes are an integral part of these nancial statements.

Balance at 31 December 2010

Dividends
17,215,736,603

25,110,025,000

Prot for the year


-

17,215,736,603

17,215,736,603

25,110,025,000

25,110,025,000

32

32

Note

Premium on
ordinary
shares

Issued
and paid-up
share capital

2,900,000,000

2,900,000,000

2,900,000,000

Legal reserve

Retained earnings

Seperate financial statements

1 January 2010

Balance at 31 December 2009 and

Dividends

Prot for the year

Balance at 1 January 2009

For the years ended 31 December 2010 and 2009

STATEMENTS OF CHANGES IN EQUITY

15,847,536,195

(8,286,308,250)

8,927,185,890

15,206,658,555

(8,286,308,250)

8,643,282,490

14,849,684,315

Unappropriated

61,073,297,798

(8,286,308,250)

8,927,185,890

60,432,420,158

(8,286,308,250)

8,643,282,490

60,075,445,918

(in Baht)

Total equity
attributable to
equity holders
of the Company

125

Annual Report 2010 | Thai Beverage Public Company Limited

126

STATEMENTS OF CASH FLOWS


For the years ended 31 December 2010 and 2009

Consolidated
financial statements
Note

2010

Separate
financial statements
2009

2010

2009
(in Baht)

Cash ows from operating activities


10,720,911,140

10,643,038,609

8,927,185,890

8,643,282,490

4,492,427,645

4,355,958,603

35,096,090

37,101,713

Interest income

(12,672,997)

(15,555,840)

(252,462,454)

(348,116,720)

Finance costs

258,712,073

548,600,526

950,846,638

1,126,923,188

14,298,232

(8,464,378)

(33,825)

(187)

(2,940,252)

40,579,017

50,000,000

50,000,000

9,375,000

9,375,000

(90,886,558)

(184,325,749)

(102,153,207)

(72,823,714)

(18,554)

(2,919,788)

Prot for the year


Adjustments for
Depreciation and amortisation

Unrealised (gain) loss on exchange


Bad debts and (reversal of) doubtful
debts expense
Amortisation of advance payments to a specialist
Write-off and (reversal of) allowance for
obsolete inventories
Write-off and (gain) loss on disposal of property,
plant and equipment and intangible assets

(53,017,401)

(49,047,500)

(8,289,511,707)

(8,237,578,932)

(10,422,725)

(11,221,936)

4,083,980,589

4,361,795,875

296,296,416

216,511,391

19,348,236,539

19,707,581,013

1,627,725,994

1,444,578,155

131,617,693

(539,636,623)

Other receivables from related parties

(274,595,642)

(456,438,174)

(46,123,999)

(47,983,161)

Inventories

(861,223,393)

3,863,494,180

Other current assets

176,038,015

(387,615,549)

(5,052,528)

(191,623)

Trade accounts payable

612,480,745

(257,334,906)

9,054,372

24,681,391

(1,685,375)

(12,779,953)

Other current liabilities

162,055,039

(24,636,898)

(11,046,586)

20,775,993

Other non-current liabilities

(10,785,555)

20,439,338

Income tax paid

(4,080,328,408)

(4,329,085,759)

(176,666,868)

(329,686,209)

NET CASH PROVIDED BY OPERATING ACTIVITIES

15,212,549,405

17,621,448,013

1,387,150,638

1,074,713,202

Gain on sale of investment


Dividends
Share of prot of associates, net of income tax
Income tax expense
Changes in operating assets and liabilities
Trade accounts receivable

Other payables to related parties

The accompanying notes are an integral part of these nancial statements.

127

STATEMENTS OF CASH FLOWS


For the years ended 31 December 2010 and 2009

Consolidated
financial statements
Note

2010

Separate
financial statements
2009

2010

2009
(in Baht)

Cash ows from investing activities


Interest received
Dividends received
Decrease in current investments
Loans to related parties

12,554,868

15,599,523

265,678,783

355,677,681

8,289,511,707

8,237,578,932

2,948,778

5,378,615

1,621,400,000

2,816,196,822

(Increase) decrease in other long-term


(3,427,172)

90,536

(3,109,959,947)

(2,287,993,168)

(16,038,852)

(33,340,747)

Sale of property, plant and equipment

145,105,057

120,800,725

24,701

4,805,491

Purchase of intangible assets

(30,583,006)

(25,564,866)

(2,061,932)

(4,601,515)

72,214,924

(203,008,977)

1,504,600

(2,886,205,850)

Purchase of investments

(2,033,127)

(458,041,032)

(2,499,995)

(43,379,133)

Net cash inow on disposal of subsidiaries

95,410,000

95,410,000

(2,817,769,625)

(2,832,738,644)

10,252,929,012

8,446,731,681

investments
Purchase of property, plant and equipment

(Increase) decrease in other non-current assets


Increase in share capital in subsidiaries

NET CASH PROVIDED BY (USED IN)


INVESTING ACTIVITIES

The accompanying notes are an integral part of these nancial statements.

Annual Report 2010 | Thai Beverage Public Company Limited

128

STATEMENTS OF CASH FLOWS


For the years ended 31 December 2010 and 2009
Consolidated
financial statements
Note

2010

Separate
financial statements
2009

2010

2009
(in Baht)

Cash ows from nancing activities


Interest paid

(257,970,707)

(566,484,489)

(950,685,515)

(1,113,177,092)

(8,286,308,250)

(8,286,308,250)

(8,286,308,250)

(8,286,308,250)

(67,452,521)

(78,317,450)

543,766,420

(2,982,885,369)

1,900,000,000

(2,146,160,794)

(643,900,000)

4,473,900,000

600,000,000

3,000,000,000

3,000,000,000

(2,200,000)

(4,800,000)

(3,765,000,000)

(5,325,000,000)

(3,765,000,000)

(5,325,000,000)

(11,235,165,058) (14,243,795,558) (11,745,893,765)

(9,396,746,136)

Dividends paid to equity holders of the


Company
Dividends paid to minority interests
Increase (decrease) in bank overdrafts and
short-term loans from nancial institutions
Increase (decrease) in loans from related
parties
Proceeds from long-term loans from
nancial institutions
Repayment of short-term loans from other
party
Repayment of long-term loans from
nancial institutions
NET CASH USED IN FINANCING ACTIVITIES

Net increase (decrease) in cash and


cash equivalents
Cash and cash equivalents at beginning of year

1,159,614,722

544,913,811

(105,814,115)

124,698,747

2,590,213,439

1,920,971,995

128,663,235

3,964,488

(391,132,139)

124,327,633

3,358,696,022

2,590,213,439

22,849,120

128,663,235

Effect of exchange rate changes on balances


held in foreign currencies
CASH AND CASH EQUIVALENTS
AT END OF YEAR

The accompanying notes are an integral part of these nancial statements.

129

NOTE TO THE FINANCIAL STATEMENTS


For the years ended 31 December 2010 and 2009

Note

Contents

General information

20

Share capital

Basis of preparation of the nancial statements

21

Additional paid-in capital and reserves

Signicant accounting policies

22

Segment information

Common control transactions and acquisitions

23

Other income

Related party transactions and balances

24

Selling expenses

Cash and cash equivalents

25

Administrative expenses

Other investments

26

Employee benet expenses

Trade accounts receivable

27

Expenses by nature

Inventories

28

Finance costs

10

Other current assets

29

Income tax expense

11

Investments in subsidiaries

30

Promotional privileges

12

Investments in associates

31

Basic earnings per share

13

Property, plant and equipment

32

Dividends

14

Intangible assets

33

Financial instruments

15

Leasehold rights

34

Commitments with non-related parties

16

Other non-current assets

35

Events after the reporting period

17

Interest-bearing liabilities

36

Thai Financial Reporting Standards (TFRS)

18

Trade accounts payable

19

Other current liabilities

not yet adopted


37

Signicant differences between TFRS and IFRS

Annual Report 2010 | Thai Beverage Public Company Limited

130

These notes form an integral part of the nancial statements.


The nancial statements were authorised for issue by the Board of Directors on 23 February 2011.

1. General Information
Thai Beverage Public Company Limited, the Company, is incorporated in Thailand and has its registered ofce at 14
Vibhavadi Rangsit Road, Chomphon, Chatuchak Bangkok.
The Company was listed on the Singapore Exchange Securities Trading Limited (SGX-ST) in May 2006.
The principal businesses of the Group are the production, distribution of alcoholic and non-alcoholic beverages, Japanese
restaurants and bakery shops. Details of the Companys subsidiaries and associates as at 31 December 2010 and 2009
were as follows:
Ownership
Name of the entity

Type of business

Country of

interest (%)

incorporation

2010

2009

Thailand

100.00

100.00

Thailand

100.00

100.00
100.00

Direct subsidiaries
1.

Beer Thai (1991) PCL.

Beer brewery and production of


drinking water and soda water

2.

Beer Thip Brewery (1991) Co., Ltd.

Beer brewery and production of


drinking water and soda water

3.

Sangsom Co., Ltd.

Spirits distillery

Thailand

100.00

4.

Fuengfuanant Co., Ltd.

Spirits distillery

Thailand

100.00

100.00

5.

Mongkolsamai Co., Ltd.

Spirits distillery

Thailand

100.00

100.00

6.

Thanapakdi Co., Ltd.

Spirits distillery

Thailand

100.00

100.00
100.00

7.

Kanchanasingkorn Co., Ltd.

Spirits distillery

Thailand

100.00

8.

Sura Bangyikhan Co., Ltd.

Spirits distillery

Thailand

100.00

100.00

9.

Athimart Co., Ltd.

Spirits distillery

Thailand

100.00

100.00

10. S.S. Karnsura Co., Ltd.

Spirits distillery

Thailand

100.00

100.00
100.00

11. Kankwan Co., Ltd.

Spirits distillery

Thailand

100.00

12. Theparunothai Co., Ltd.

Spirits distillery

Thailand

100.00

100.00

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

Spirits distillery

Thailand

100.00

100.00

14. United Winery and Distillery Co., Ltd.

Spirits distillery

Thailand

100.00

100.00
100.00

15. Simathurakij Co., Ltd.

Spirits distillery

Thailand

100.00

16. Nateechai Co., Ltd.

Spirits distillery

Thailand

100.00

100.00

17. Luckchai Liquor Trading Co., Ltd.

Spirits distillery

Thailand

100.00

100.00

18. Sura Piset Thipparat Co., Ltd.

Spirits distillery

Thailand

100.00

100.00

Thailand

100.00

100.00

Thailand

100.00

100.00

19. Pomthip Co., Ltd.

Beer and non-alcoholic


beverages distributor

20. Pomkit Co., Ltd.

Beer and non-alcoholic


beverages distributor

131

Ownership
Name of the entity

Country of

interest (%)

Type of business

incorporation

2010

2009

Beer and non-alcoholic

Thailand

100.00

100.00

Thailand

100.00

100.00

Thailand

100.00

100.00

Thailand

100.00

100.00

Thailand

100.00

100.00

Thailand

100.00

100.00

Direct subsidiaries (continued)


21. Pomkung Co., Ltd.

beverages distributor
22. Pomchok Co., Ltd.

Beer and non-alcoholic


beverages distributor

23. Pomcharoen Co., Ltd.

Beer and non-alcoholic


beverages distributor

24. Pomburapa Co., Ltd.

Beer and non-alcoholic


beverages distributor

25. Pompalang Co., Ltd.

Beer and non-alcoholic


beverages distributor

26. Pomnakorn Co., Ltd.

Beer and non-alcoholic


beverages distributor

27. Num Yuk Co., Ltd.

Spirits distributor

Thailand

100.00

100.00

28. Num Kijjakarn Co., Ltd.

Spirits distributor

Thailand

100.00

100.00

29. Num Palang Co., Ltd.

Spirits distributor

Thailand

100.00

100.00

30. Num Muang Co., Ltd.

Spirits distributor

Thailand

100.00

100.00
100.00

31. Num Nakorn Co., Ltd.

Spirits distributor

Thailand

100.00

32. Num Thurakij Co., Ltd.

Spirits distributor

Thailand

100.00

100.00

33. Numrungrod Co., Ltd.

Spirits distributor

Thailand

100.00

100.00

34. Numthip Co., Ltd.

Spirits distributor

Thailand

100.00

100.00

Thailand

100.00

100.00

Thailand

100.00

100.00

Thailand

100.00

100.00

Thailand

100.00

100.00

Thailand

100.00

100.00

35. Thipchalothorn Co., Ltd.

Beer, spirits and non-alcoholic


beverages agency

36. Krittayabun Co., Ltd.

Beer, spirits and non-alcoholic


beverages agency

37. Surathip Co., Ltd.

Beer, spirits and non-alcoholic


beverages agency

38. Sunthronpirom Co., Ltd.

Beer, spirits and non-alcoholic


beverages agency

39. Piromsurang Co., Ltd.

Beer, spirits and non-alcoholic


beverages agency

40. Thai Beverage Energy Co., Ltd.

Trading of bio gas

Thailand

100.00

100.00

41. Wrangyer Beverage (2008) Co., Ltd.

Production and distribution of

Thailand

100.00

100.00

energy drink
42. Thai Molasses Co., Ltd.

Trading of molasses

Thailand

99.72

99.72

43. Feed Addition Co., Ltd.

Trading of feeds and fertilizer

Thailand

100.00

100.00

44. Pan International (Thailand) Co., Ltd.

Trading of supplies and

Thailand

100.00

100.00

Thailand

100.00

100.00

procurement
45. Charun Business 52 Co., Ltd.

Brick producer and


distribution of spirits

Annual Report 2010 | Thai Beverage Public Company Limited

132

Ownership
Country of

interest (%)

Type of business

incorporation

2010

2009

46. Thai Cooperage Co., Ltd.

Oak barrel producer

Thailand

100.00

100.00

47. Thai Beverage Recycle Co., Ltd.

Trading of bottles

Thailand

100.00

100.00

48. Thai Beverage Logistics Co., Ltd.

Transportation and distribution

Thailand

100.00

100.00

49. Thai Beverage Marketing Co., Ltd.

Import and export spirits for

Thailand

100.00

100.00

Thailand

100.00

100.00
100.00

Name of the entity


Direct subsidiaries (continued)

trading/ international marketing


and non-alcoholic beverages
agency
50. Dhanasindhi Co., Ltd.

Construction

51. Dhospaak Co., Ltd.

Advertising agency

Thailand

100.00

52. Thai Beverage Training Co., Ltd.

Training

Thailand

100.00

53. International Beverage Holdings Limited

Holding company

Hong Kong

100.00

100.00

54. Cosmos Brewery (Thailand) Co., Ltd.

Beer brewery and production of

Thailand

100.00

100.00

drinking water and soda water


55. Thai Beverage Brands Co., Ltd.

Trademark holding

Thailand

100.00

100.00

56. Beer Chang Co., Ltd.

Trademark holding and

Thailand

100.00

100.00

Thailand

100.00

100.00

production
of concentrate materials
57. Archa Beer Co., Ltd.

Trademark holding and


production
of concentrate materials

58. Sura Piset Phatra Lanna Co., Ltd.

Holding company

Thailand

100.00

100.00

59. Thai Drinks Co., Ltd.

Distribution of beverages

Thailand

100.00

100.00

60. Oishi Group PCL.

Japanese restaurants,

Thailand

89.26

89.93

Thailand

99.90

99.90

Thailand

100.00

100.00
100.00

bakery shops and distribution of


food and beverage
Indirect subsidiaries
61. Thai Thum Distillery Co., Ltd. #

Production and distribution


of spirits

62. Sura Piset Sahasan Co., Ltd. #

Trading of spirits

63. Sura Piset Sampan Co., Ltd. #

Trading of spirits

Thailand

100.00

64. Vitayathan Co., Ltd.

Environmental public relations

Thailand

100.00

100.00

65. InterBev (Singapore) Limited

Trading of alcoholic beverages

Singapore

100.00

100.00

66. InterBev (Cambodia) Co., Ltd.

Trading of alcoholic beverages

Cambodia

100.00

100.00
100.00

67. InterBev Malaysia Sdn. Bhd.

Trading of alcoholic beverages

Malaysia

100.00

68. Best Spirits Company Limited

Trading of alcoholic beverages

Hong Kong

100.00

100.00

69. International Beverage Holdings

Holding company

United Kingdom

100.00

100.00

Holding company

Hong Kong

100.00

100.00

(UK) Limited
70. International Beverage Holdings
(China) Limited

133

Ownership
Name of the entity

Country of

interest (%)

Type of business

incorporation

2010

2009

Production and distribution

Thailand

99.99

99.55

Thailand

99.83

99.83

Thailand

89.26

89.93

Indirect subsidiaries (continued)


71. United Products Co., Ltd.

of spirits
72. S P M Foods & Beverages Co., Ltd.

Production and distribution of


drinking water and energy drinks
and spirits agency

73. Oishi Trading Co., Ltd.

Production and distribution of


food and beverage

74. Oishi Ramen Co., Ltd.

Japanese ramen restaurants

Thailand

89.26

89.93

75. Chang Beer International Co., Ltd. #

Dormant

Thailand

100.00

100.00

76. Maekhong Distillery Limited

Consultancy service

Thailand

100.00

100.00

77. Chang International Co., Ltd. #

Dormant

Thailand

100.00

100.00

78. Chang Corp Co., Ltd. #

Dormant

Thailand

100.00

100.00

79. Super Brands Company Pte. Ltd.

Trademark holding

Singapore

100.00

80. Beer Chang International Limited

Not yet operated

Singapore

100.00

Trading of alcoholic beverages

United States

100.00

100.00

Subsidiaries of indirect subsidiaries


81. International Beverage Holdings
Limited USA, Inc. *

of America

82. Blairmhor Limited *#

Holding Company

United Kingdom

100.00

100.00

83. Inver House Distillers Limited *

Production and distribution

United Kingdom

100.00

100.00

Peoples Republic

100.00

100.00

100.00

100.00

of spirits
84. InterBev Trading (China) Limited **

Trading of alcoholic beverages

of China
85. Yunnan Yulinquan Liquor Co., Ltd.**

Spirits distillery

Peoples Republic
of China

86. Blairmhor Distillers Limited *#

Dormant

United Kingdom

100.00

100.00

87. Wee Beastie Limited *#

Dormant

United Kingdom

100.00

100.00

88. Moffat & Towers Limited *#

Dormant

United Kingdom

100.00

100.00

89. Glen Calder Blenders Limited *#

Dormant

United Kingdom

100.00

100.00

90. Hankey Bannister &

Dormant

United Kingdom

100.00

100.00

91. R. Carmichael & Sons Limited *#

Dormant

United Kingdom

100.00

100.00

92. J MacArthur Junior &

Dormant

United Kingdom

100.00

100.00

93. Mason & Summers Limited *#

Dormant

United Kingdom

100.00

100.00

94. James Catto & Company Limited *#

Dormant

United Kingdom

100.00

100.00

95. The Knockdhu Distillery Co., Ltd. *#

Dormant

United Kingdom

100.00

100.00

96. Speyburn-Glenlivet Distillery Co., Ltd. *#

Dormant

United Kingdom

100.00

100.00
100.00
100.00

Company Limited *#

Company Limited *#

97. The Pulteney Distillery Co., Ltd. *#

Dormant

United Kingdom

100.00

98. The Balblair Distillery Co., Ltd. *#

Dormant

United Kingdom

100.00

Annual Report 2010 | Thai Beverage Public Company Limited

134

Ownership
Country of

interest (%)

Type of business

incorporation

2010

2009

Off licences

United Kingdom

49.49

49.49

100. Inver House Polska Limited

Trading of alcoholic beverages

Poland

44.00

44.00

101. Inver House Distribution SA #

Dormant

France

50.02

50.02

Name of the entity


Associates of indirect subsidiaries ***
99. Liquorland Limited

Subsidiaries of International Beverage Holdings (UK) Limited

**

Subsidiaries of International Beverage Holdings (China) Limited

***

Associates of International Beverage Holdings (UK) Limited

These are currently non-trading.

On 26 January 2010 Thai Beverage Training Co., Ltd., the Companys subsidiary, was incorporated with an authorised share
capital of Baht 10 million by issuing 1 million ordinary shares with a Baht 10 par value. The initial paid up capital was Baht
2.5 per share.
On 14 April 2010 Super Brands Company Pte. Ltd., the Companys indirect subsidiary, was incorporated in Singapore
with an authorised share capital of SGD 10,000 by issuing 10,000 ordinary shares with a SGD 1 par value. International
Beverage Holdings Limited, the Companys subsidiary, holds its entire shares.
During 2010, Sura Piset Phatra Lanna Co., Ltd., the Companys direct subsidiary, acquired additional 15,406 ordinary shares of
United Products Co., Ltd., the Companys indirect subsidiary, from the existing equity holders, amounting to Baht 1.95 million.

2. Basis of preparation of the nancial statements


The nancial statements issued for Thai reporting purposes are prepared in the Thai language. This English translation of
the nancial statements has been prepared for the convenience of readers not conversant with the Thai language.
The nancial statements are prepared and presented in Thai Baht. All nancial information presented in Thai Baht has
been rounded in the notes to the nancial statements to the nearest million. They are prepared on the historical cost basis
except as stated in the accounting policies.
The nancial statements are prepared in accordance with Thai Financial Reporting Standards (TFRS); guidelines promulgated
by the Federation of Accounting Professions (FAP); applicable rules and regulations of the Thai Securities and Exchange
Commission; and with generally accepted accounting principles in Thailand.
During 2010, the FAP announced the re-numbering of the following TFRS.
Former no.

Revised no.

Topic

TAS 11

TAS 101

Doubtful Account and Bad Debts

TAS 40

TAS 105

Accounting for Investment in Debt and Equity Securities

TAS 48

TAS 107

Financial Instruments Disclosure and Presentation

135

The Group has adopted the revised Framework for the Preparation and Presentation of Financial Statements (revised 2009),
which was issued by the FAP during 2010 and effective on 26 May 2010. The adoption of the revised framework does not
have any material impact on the consolidated or separate nancial statements.
The FAP has issued during 2010 a number of new and revised TFRS which are not currently effective and have not been adopted
in the preparation of these nancial statements. These new and revised standards and interpretations are disclosed in note 36.
The preparation of nancial statements in conformity with TFRS requires management to make judgements, estimates
and assumptions that affect the application of policies and reported amounts of assets, liabilities, income and expenses.
Actual results may differ from estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised
in the period in which estimates are revised and in any future periods affected.

3. Signicant accounting policies


(a) Basis of consolidation
The consolidated nancial statements relate to the Company and its subsidiaries (together referred to as the Group) and
the Groups interests in associates.
Business combinations
Business combinations are accounted for under the purchase method. The cost of an acquisition is measured at the fair
value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs
directly attributable to the acquisition.
Business combinations of entities or businesses under common control are accounted for using a method similar to the pooling
of interest method and in accordance with the Guideline issued in 2010 by the FAP.
Subsidiaries
Subsidiaries are entities controlled by the Group. Control exists when the Group has the power, directly or indirectly, to govern
the nancial and operating policies of an entity so as to obtain benets from its activities. The nancial statements of
subsidiaries are included in the consolidated nancial statements from the date that control commences until the date
that control ceases. The accounting policies of subsidiaries have been changed where necessary to align them with the
policies adopted by the Group.
Associates
Associates are those entities in which the Group has signicant inuence, but not control, over the nancial and operating
policies. Signicant inuence is presumed to exist when the Group holds between 20% and 50% of the voting power of
another entity. The consolidated nancial statements include the Groups share of the income, expenses and equity movements
of associates after adjustments to align the accounting policies with those of the Group, from the date that signicant
inuence commences until the date that signicant inuence ceases. When the Groups share of losses exceeds its interest
in an associate, the Groups carrying amount is reduced to nil and recognition of further losses is discontinued except to
the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate.

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136

Transactions eliminated on consolidation


Intra-group balances and transactions, and any unrealised income or expenses arising from intra-group transactions, are
eliminated in preparing the consolidated nancial statements. Unrealised gains arising from transactions with associates
are eliminated against the investment to the extent of the Groups interest in the investee. Unrealised losses are eliminated
in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.
(b) Foreign currencies
Foreign currency transactions
Transactions in foreign currencies are translated to Thai Baht at the foreign exchange rates ruling at the dates of the
transactions.
Monetary assets and liabilities denominated in foreign currencies at the reporting date are translated to Thai Baht at
the foreign exchange rates ruling at that date. Foreign exchange differences arising on translation are recognised in the
statement of income.
Non-monetary assets and liabilities measured at cost in foreign currencies are translated to Thai Baht using the foreign
exchange rates ruling at the dates of the transactions.
Foreign entities
The assets and liabilities of foreign entities are translated to Thai Baht at the foreign exchange rates ruling at the reporting date.
Goodwill and fair value adjustments arising on the acquisition of foreign entities are stated at exchange rates ruling on
the reporting date.
The revenues and expenses of foreign entities are translated to Thai Baht at rates approximating the average foreign
exchange rates ruling at the dates of the transactions.
Foreign exchange differences arising on translation are recognised in a separate component of equity until disposal of
the investments.
(c) Derivative nancial instruments
Forward exchange contracts are treated as off-balance sheet items.
(d) Cash and cash equivalents
Cash and cash equivalents comprise cash balances, call deposits and highly liquid short-term investments. Bank overdrafts
that are repayable on demand are a component of nancing activities for the purpose of the statement of cash ows.
(e) Trade and other accounts receivable
Trade and other accounts receivable (including balances with related parties) are stated at their invoice value less allowance
for doubtful accounts.
The allowance for doubtful accounts is assessed primarily on analysis of payment histories and future expectations of customer
payments. Bad debts are written off when incurred.

137

(f) Inventories
Inventories are stated at the lower of cost and net realisable value.
Cost is calculated using the weighted average cost principle, and comprises all costs of purchase, costs of conversion
and other costs incurred in bringing the inventories to their present location and condition. In the case of manufactured
inventories and work-in-progress, cost includes an appropriate share of production overheads based on normal operating
capacity and is calculated using standard cost adjusted to approximate average cost.
Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs to complete
and to make the sale.
(g) Investments
Investments in subsidiaries and associates
Investments in subsidiaries and associates in the separate nancial statements of the Company are accounted for using the
cost method. Investments in associates in the consolidated nancial statements are accounted for using the equity method.
Investments in other debt and equity securities
Debt securities that the Group has the positive intent and ability to hold to maturity are classied as held-to-maturity investment.
Held-to-maturity investments are stated at amortised cost. The difference between the acquisition cost and redemption
value of such debt securities is amortised using the effective interest rate method over the period to maturity.
Marketable equity securities are classied as available-for-sale investments. Available-for-sale investments are, subsequent to
initial recognition, stated at fair value, and changes therein, other than impairment losses and foreign currency differences
on available-for-sale monetary items, are recognised directly in equity. Impairment losses and foreign exchange differences
are recognised in the statement of income. When these investments are derecognised, the cumulative gain or loss previously
recognised directly in equity is recognised in the statement of income.
Equity securities which are not marketable are stated at cost less any impairment losses.
The fair value of nancial instruments classied as available-for-sale is determined as the quoted bid price at the reporting date.
Disposal of investments
On disposal of an investment, the difference between net disposal proceeds and the carrying amount together with the
associated cumulative gain or loss that was reported in equity is recognised in the statement of income.
(h) Property, plant and equipment
Owned assets
Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses except for land which
is stated at its revalued amount. The revalued amount is the fair value determined on the basis of the propertys existing
use at the date of revaluation.

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138

Leased assets
Leases in terms of which the Group substantially assumes all the risk and rewards of ownership are classied as nance leases.
Property, plant and equipment acquired by way of nance leases is capitalised at the lower of its fair value and the present
value of the minimum lease payments at the inception of the lease, less accumulated depreciation and impairment losses.
Lease payments are apportioned between the nance charges and reduction of the lease liability so as to achieve a constant
rate of interest on the remaining balance of the liability. Finance charges are charged directly to the statement of income.
Revalued assets
Revaluations are performed by independent professional valuers with sufcient regularity. The Groups policy requires an
appraisal to be conducted every three to ve years or when there are factors that might materially impact the value of the
land, to ensure that the carrying amount of these assets does not differ materially from that which would be determined
using fair values at the reporting date.
Any increase in value, on revaluation, is credited to equity under the heading revaluation surplus unless it offsets a
previous decrease in value recognised in the statement of income in respect of the same asset. A decrease in value is recognised
in the statement of income to the extent it exceeds an increase previously recognised in equity in respect of the same
asset. Upon disposal of a revalued asset, any related revaluation surplus is transferred from equity to retained earnings
and is not taken into account in calculating the gain or loss on disposal.
Depreciation
Depreciation is charged to the statement of income on a straight-line basis over the estimated useful lives of each part
of an item of property, plant and equipment. The estimated useful lives are as follows:
Land improvement
Building and constructions
Building improvements
Machinery and equipment

3-20

years

10-40

years

1.5-30

years

4-40

years

10-20

years

Furniture, xtures and ofce equipment

3-10

years

Vehicles

3-10

years

Oak barrels

No depreciation is provided on freehold land and assets under construction.


(i) Intangible assets
Goodwill
Goodwill in a business combination represents the excess of the cost of acquisition over the fair value of the Groups share of
the identiable net assets acquired. Negative goodwill in a business combination represents the excess of the fair value of
the Groups share of the identiable net assets acquired over the cost of acquisition.
Goodwill is measured at cost less accumulated impairment losses. Goodwill is tested for impairment as described in note 3 (k).
Negative goodwill is recognised immediately in the statement of income.
Other intangible assets
Other intangible assets that are acquired by the Group, which have nite useful lives, are stated at cost less accumulated

139

amortisation and impairment losses. Other intangible assets are amortised in the statement of income on a straight-line
basis over their estimated useful lives from the date that they are available for use. The estimated useful lives are as follows:
Computer software

3-10

years

Trademarks

3-20

years

10

years

Licences
(j) Leasehold rights

Leasehold rights are stated at cost less accumulated amortisation and impairment losses.
Amortisation is recognised in the statement of income on a straight-line basis over the agreement period.
(k) Impairment
The carrying amounts of the Groups assets are reviewed at each reporting date to determine whether there is any indication
of impairment. If any such indication exists, the assets recoverable amounts are estimated. For goodwill, the recoverable
amount is estimated at each reporting date, and as and when indicators of impairment are identied.
An impairment loss is recognised if the carrying amount of an asset exceeds its recoverable amount. The impairment loss
is recognised in the statement of income unless it reverses a previous revaluation credited to equity, in which case it is
charged to equity.
Calculation of recoverable amount
The recoverable amount of available-for-sale nancial assets is calculated by reference to the fair value.
The recoverable amount of a non-nancial asset is the greater of the assets value in use and fair value less costs to sell.
In assessing value in use, the estimated future cash ows are discounted to their present value using a pre-tax discount
rate that reects current market assessments of the time value of money and the risks specic to the asset. For an asset
that does not generate cash inows largely independent of those from other assets, the recoverable amount is determined
for the cash-generating unit to which the asset belongs.
Reversals of impairment
An impairment loss in respect of a nancial asset is reversed if the subsequent increase in recoverable amount can be related
objectively to an event occurring after the impairment loss was recognised. For nancial assets carried at amortised cost
and available-for-sale nancial assets that are debt securities, the reversal is recognised in the statement of income. For
available-for-sale nancial assets that are equity securities, the reversal is recognised directly in equity.
An impairment loss in respect of goodwill is not reversed. Impairment losses recognised in prior periods in respect of other
non-nancial assets are assessed at each reporting date for any indications that the loss has decreased or no longer exists.
An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount.
An impairment loss is reversed only to the extent that the assets carrying amount does not exceed the carrying amount
that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.
(l) Interest-bearing liabilities
Interest-bearing liabilities are recognised initially at fair value less attributable transaction charges. Subsequent to initial

Annual Report 2010 | Thai Beverage Public Company Limited

140

recognition, interest-bearing liabilities are stated at amortised cost with any difference between cost and redemption value
being recognised in the statement of income over the period of the borrowings on an effective interest basis.
(m) Trade and other accounts payable
Trade and other accounts payable (including balances with related parties) are stated at cost.
(n) Employee benets
Dened contribution plans
Obligations for contributions to dened contribution pension plans are recognised as an expense in the statement of income
as incurred.
(o) Provisions
A provision is recognised when the Group has a present legal or constructive obligation as a result of a past event, and it is
probable that an outow of economic benets will be required to settle the obligation and a reliable estimate can be made
of the amount of the obligation. If the effect is material, provisions are determined by discounting the expected future
cash ows at a pre-tax rate that reects current market assessments of the time value of money and, where appropriate,
the risks specic to the liability.
(p) Difference arising from common control transactions
Difference arising from common control transactions relates to the restructuring of businesses under the common control
of the ultimate majority equity holder of the Company and arises from the difference between the cost of the combination
and the carrying amounts of net identiable assets at the date of combination (except for businesses acquired that are
not under common control, net identiable assets are measured at the fair value). The Company recognises the difference
arising from common control transactions under equity until disposal of the investment.
(q) Revenue
Revenue excludes value added taxes and is arrived at after deduction of trade discounts.
Sale of goods and services rendered
Revenue is recognised in the statement of income when the signicant risks and rewards of ownership have been transferred
to the buyer. No revenue is recognised if there is continuing management involvement with the goods or there are signicant
uncertainties regarding recovery of the consideration due, associated costs or the probable return of goods. Service income is
recognised as services are provided.
When the outcome of a contract for the rendering of services can be estimated reliably, contract revenue is recognised in
the statement of income by reference to the stage of completion of the contract activity at the reporting date. When the
outcome of the contract cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised
that are recoverable.

141

Construction contracts
Contract revenue includes the initial amount agreed in the contract plus any variations in contract work, claims and
incentive payments to the extent that it is probable that they will result in revenue and can be measured reliably. As soon as
the outcome of a construction contract can be estimated reliably, contract revenue and expenses are recognised in the
statement of income in proportion to the stage of completion of the contract.
The stage of completion is assessed by reference to surveys of work performed. When the outcome of a construction contract
cannot be estimated reliably, contract revenue is recognised only to the extent of contract costs incurred that are likely
to be recoverable. An expected loss on a contract is recognised immediately in the statement of income.
Rental income
Rental income from investment property is recognised in the statement of income on a straight-line basis over the term of
the lease. Lease incentives granted are recognised as an integral part of the total rental income. Contingent rentals are
recognised as income in the accounting period in which they are earned.
Interest and dividend income
Interest income is recognised in the statement of income as it accrues. Dividend income is recognised in the statement
of income on the date the Groups right to receive payments is established.
(r) Expenses
Lease payments
Payments made under operating leases are recognised in the statement of income on a straight line basis over the term of
the lease. Contingent rentals are charged to the statement of income for the accounting period in which they are incurred.
Finance costs
Interest expenses and similar costs are charged to the statement of income for the period in which they are incurred, except
to the extent that they are capitalised as being directly attributable to the acquisition, construction or production of an asset
which necessarily takes a substantial period of time to be prepared for its intended use or sale. The interest component of
nance lease payments is recognised in the statement of income using the effective interest rate method.
Research and development
Research and development costs, including costs of developing new beverage products and package design are expensed
in the accounting period in which they are incurred.
Other income and expenses are recognised on an accrual basis.
(s) Income tax
Income tax on the prot or loss for the year comprises current tax. Current tax is the expected tax payable on the taxable
income for the year, using tax rates enacted at the reporting date, and any adjustment to tax payable in respect of previous years.

Annual Report 2010 | Thai Beverage Public Company Limited

142

4. Common control transactions and acquisitions


Common control transactions
On 15 September 2010, International Beverage Holdings Limited, the Companys direct subsidiary, acquired the entire
2 ordinary issued shares of Beer Chang International Limited from the existing equity holders for a total amount of SGD
4,000. The said acquired company has not undertaken any business since incorporation, therefore the consolidated
nancial statements have not been revised as if the acquisition had taken place at the beginning of 2009. The difference
between the consideration to be paid by the Company for the acquisition and the carrying amount of the net identiable
assets is included in Difference arising from common control transactions.
On 2 February 2009, Sura Bangyikhan Co., Ltd., and another two subsidiaries of the Company acquired the entire 5,000
ordinary issued shares of Maekhong Distillery Limited from existing equity holders at Baht 13 per share, amounting to
Baht 65,000 and Beer Chang Co., Ltd., and another two subsidiaries of the Company acquired the entire 100,000 ordinary
issued shares of Chang Beer International Co., Ltd., from the existing equity holders at Baht 39 per share, amounting to
Baht 3.9 million. Both acquired companies incurred immaterial business transactions in 2008, the consolidated nancial
statements have not been revised as if the acquisition had taken place at the beginning of 2008. The consolidated balance
sheet as at 31 December 2008 has been restated to include the assets and liabilities at their carrying values. The difference
between the consideration to be paid by the Company for the acquisition and the carrying amount of the net identiable
assets is included in Difference arising from common control transactions.
Acquisitions
On 16 November 2009, International Beverage Holdings (China) Limited, the Companys indirect subsidiary, acquired the
entire ordinary shares of Yunnan Yulinquan Liquor Co., Ltd. from Best Spirits (China) Co., Ltd. for a cash consideration
of USD 10.10 million. Due to the fair value of the identiable net assets of Yunnan Yulinquan Liquor Co., Ltd. using
estimated amounts, the Company accounted for a business combination provisionally. However, the Company will adjust
the provisional amounts whenever the initial accounting is complete, within 12 months from the acquisition date.

143

Subsequently, in 2010 the Company reduced goodwill on acquisition in the amounted of Baht 67.5 million due to increase
in the fair value of the identiable net assets of Yunnan Yulinquan Liquor Co., Ltd.. The acquirees net assets at the
acquisition date comprised the followings:
2010

2009

Adjusted to
fair value

Recognised
value at the
acquisition date
(in million Baht)

Cash and cash equivalents

10

10

Trade accounts receivable

37

37

Inventories

154

154

Property, plant and equipment

163

154

Intangible assets

171

117

25

21

Other assets

(17)

(17)

Short-term loan

(120)

(120)

Other liabilities

(147)

(147)

276

209

61

128

Consideration paid

337

337

Cash paid

110

110

Net cash outow

447

447

Trade accounts payable

Net identiable assets and liabilities


Goodwill on acquisition

5. Related party transactions and balances


Related parties are those parties linked to the Group and the Company as shareholders or by common shareholders or
directors. Transactions with related parties are conducted at prices based on market prices or, where no market price exists,
at contractually agreed prices.
Relationships with related parties that control or jointly control the Company or are being controlled or jointly-controlled by
the Company or have transactions with the Group other than direct subsidiaries, indirect subsidiaries, subsidiaries of indirect
subsidiaries and associates of indirect subsidiaries (as presented in note 1) were as follows:

Name of entities

Country of
incorporation/
nationality

Nature of relationships

1. Thai Alcohol PCL.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

2. Sint Ek Panich Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

Annual Report 2010 | Thai Beverage Public Company Limited

144

Name of entities

Country of
incorporation/
nationality

Nature of relationships

3. Banglen Agriculture Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

4. Pisetkij Co., Ltd.

Thailand

5. The Maewang Sugar Industry Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly
Directors and controlling equity holders hold
substantial shares indirectly

6. The Chonburi Sugar Corp. Ltd.

Thailand

7. The Utaradit Sugar Industry Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly
Directors and controlling equity holders hold
substantial shares indirectly

8. The Suphanburi Sugar Industry Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

9. The Southeast Insurance Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

10. The Southeast Life Insurance Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

11. Southeast Capital Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

12. T.C.C. Technology Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

13. Thai Glass Industries PCL.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

14. Bang-Na Glass Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

15. TCC Hotel Collection Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

16. Terragro Fertilizer Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

17. Permkha Commercial Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

18. BJC Industrial and Trading Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

19. North Park Real Estate Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

20. TCC PD 11 Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

21. Thippatana Arcade Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

22. Siam Food Products PCL.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

145

Name of entities

Country of
incorporation/
nationality

Nature of relationships

23. BJC Healthcare Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

24. Wattanapat Trading Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

25. Silvercord Capital (Singapore) Limited

Singapore

Directors and controlling equity holders hold


substantial shares indirectly

26. Plantheon Trading Co., Ltd.

Thailand

Directors and controlling equity holders hold


substantial shares indirectly

27. New Noble Property and Loan Fund

Thailand

Directors and controlling equity holders are


the principal unit holder of this real estate
investment fund

28. Dynamic Assets Property and Loan Fund

Thailand

Directors and controlling equity holders are


the principal unit holder of this real estate
investment fund

29. Best Fortune Property and Loan Fund

Thailand

Directors and controlling equity holders are


the principal unit holder of this real estate
investment fund

30. Regent Gold Property Fund

Thailand

Directors and controlling equity holders are


the principal unit holder of this real estate
investment fund

31. Plaza Athenee Hotel (Thailand) Co., Ltd.

Thailand

Directors and controlling equity holders are


the directors and hold substantial shares indirectly

32. North Park Golf And Sports Club Co., Ltd.

Thailand

Directors and controlling equity holders are


the directors and hold substantial shares indirectly

33. Berli Jucker PCL.

Thailand

Directors and controlling equity holders are


the directors and hold substantial shares indirectly

34. Thai Beverage Can Co., Ltd.

Thailand

Directors and controlling equity holders


hold 50% shares

35. PS Recycle Co., Ltd.

Thailand

36. T.C.C. International Limited

Hong Kong

Directors and controlling equity holders are


relatives of controlling person
Controlling equity holders hold
substantial shares indirectly

37. Best wishes Co., Ltd.

Hong Kong

Controlling equity holders hold


substantial shares indirectly

Annual Report 2010 | Thai Beverage Public Company Limited

146

The pricing policies for particular types of transactions are explained further below:
Transactions

Pricing policies

Sale of goods

Agreed prices which approximate market prices

Rendering of services

Contractual prices

Purchase of goods/raw materials

Agreed prices which approximate market prices

Receiving of services

Contractual prices

Purchase and sale of property, plant


and equipment

Contractual prices

Purchase and sale of investments

Contractual prices

Interest income and interest expense

Rate as mutually agreed by equity holders with


reference interest rates quoted by nancial institutions

Signicant transactions for the years ended 31 December 2010 and 2009 with related parties were as follows:

Consolidated
financial statements
2010

Separate
financial statements

2009

2010

2009
(in million Baht)

Subsidiaries
Management fees

2,903

2,595

Cost of rendering of services

124

125

Interest income

252

347

Interest expense

728

704

Dividends

8,290

8,237

Other income

Administrative expenses

Purchases of investments

43

Increase in share capital in subsidiaries

2,886

10

11

Associates
Share of prot of associates,
net of income tax

147

Consolidated
financial statements
2010

Separate
financial statements

2009

2010

2009
(in million Baht)

Other related parties


Sales of goods
Purchases of raw materials and packaging
Overhead costs
Rendering of services
Cost of rendering of services
Other income
Administrative expenses
Sales of equipment
Purchases of plant and equipment
Directors remuneration

930

1,198

6,924

4,863

217

187

42

13

109

113

27

39

477

432

15

316

283

295

266

Balances as at 31 December 2010 and 2009 with related parties were as follows:
Trade accounts receivable from
related parties

Consolidated
financial statements
2010

Separate
financial statements

2009

2010

2009
(in million Baht)

Other related companies


The Utaradit Sugar Industry Co., Ltd.

11

PS Recycle Co., Ltd.

22

O.G.T. Co., Ltd.

96

Thai Alcohol PCL.

18

Others
Total

21

144

Beer Thip Brewery (1991) Co., Ltd.

Cosmos Brewery (Thailand) Co., Ltd.

Sangsom Co., Ltd.

Fuengfuanant Co., Ltd.

Mongkolsamai Co., Ltd.

Thanapakdi Co., Ltd.

Kanchanasingkorn Co., Ltd.

Sura Bangyikhan Co., Ltd.

Athimart Co., Ltd.

S.S. Karnsura Co., Ltd.

Kankwan Co., Ltd.

Theparunothai Co., Ltd.

Red Bull Distillery (1988) Co., Ltd.

United Winery and Distillery Co., Ltd.

Simathurakij Co., Ltd.

Nateechai Co., Ltd.

Luckchai Liquor Trading Co., Ltd.

Sura Piset Phatra Lanna Co., Ltd.

Pomthip Co., Ltd.

Pomkit Co., Ltd.

Pomkung Co., Ltd.

Pomchok Co., Ltd.

Pomcharoen Co., Ltd.

Pomburapa Co., Ltd.

PompalangCo., Ltd.

Pomnakorn Co., Ltd.

Num Yuk Co., Ltd.

Short-term
Other
loans to receivables

Beer Thai (1991) PCL.

Subsidiaries

Short-term loans to and other receivables


from related parties

Total

Short-term
Other
loans to receivables

2009

Consolidated nancial statements


2010

Total

30

13

279

592

537

22

11

19

21

17

18

Short-term
Other
loans to receivables

52

17

290

611

21

17

555

Total

154

25

190

194

1,709

Total

19

11

14

14

12

39

173

29

201

196

20

14

12

1,748

(in million Baht)

Short-term
Other
loans to receivables

2009

Separate nancial statements


2010

Annual Report 2010 | Thai Beverage Public Company Limited

148

2010

Num Palang Co., Ltd.

Num Muang Co., Ltd.

Num Nakorn Co., Ltd.

Num Thurakij Co., Ltd.

Numrungrod Co., Ltd.

Numthip Co., Ltd.

Thipchalothorn Co., Ltd.

Krittayabun Co., Ltd.

Surathip Co., Ltd.

Sunthronpirom Co., Ltd.

Piromsurang Co., Ltd.

Wrangyer Beverage (2008) Co., Ltd.

Dhanasindhi Co., Ltd.

Thai Beverage Recycle Co., Ltd.

Thai Beverage Logistics Co., Ltd.

Dhospaak Co., Ltd.

Thai Beverage Brands Co., Ltd.

Thai Drinks Co., Ltd.

Total subsidiaries

Short-term
Other
loans to receivables

Num Kijjakarn Co., Ltd.

Subsidiaries (continued)

Short-term loans to and other receivables


from related parties

Short-term
Other
Total
loans to receivables

2009

Consolidated nancial statements

1,977

48

182

281

380

11

25

25

29

22

15

10

12

19

Short-term
Other
Total
loans to receivables

2010

2,357

48

184

283

11

25

25

29

22

15

10

12

19

2,642

40

315

Total

350

16

39

45

13

10

15

2,992

40

316

16

39

45

13

10

15

(in million Baht)

Short-term
Other
Total
loans to receivables

2009

Separate nancial statements

149

Best Fortune Property and Loan Fund

New Noble Property And Loan Fund

The Utaradit Sugar Industry Co., Ltd.

Others

Total related companies

Total

Thai Alcohol PCL.

Co., Ltd.

The Maewang Sugar Industry

Co., Ltd.

T.C.C. Technology Co., Ltd.

The Suphanburi Sugar Industry

2010

791

791

14

759

Short-term
Other
loans to receivables

Plantheon Trading Co., Ltd.

Related companies

Short-term loans to and other receivables


from related parties

791

791

14

759

504

504

17

38

33

392

Short-term
Other
Total
loans to receivables

2009

Consolidated nancial statements

504

504

17

38

33

392

1,977

394

14

14

Short-term
Other
Total
loans to receivables

2010

2,371

14

14

2,642

Total

353

2,995

(in million Baht)

Short-term
Other
Total
loans to receivables

2009

Separate nancial statements

Annual Report 2010 | Thai Beverage Public Company Limited

150

Num Yuk Co., Ltd.

Wrangyer Beverage (2008) Co., Ltd.

Thai Beverage Recycle Co., Ltd.

Pompalang Co., Ltd.

Thai Beverage Logistics Co., Ltd.

Thai Beverage Brands Co., Ltd.

Total subsidiaries

3
7

TCC PD 11 Co., Ltd.

T.C.C. Technology Co., Ltd.

Others

Total related companies

Total

39

39

29

North Park Real Estate Co., Ltd.

Related companies

Red Bull Distillery (1988) Co., Ltd.

Long-term
Other
loans to receivables

Beer Thai (1991) PCL.

Subsidiaries

Long-term loans to and other


receivables from related parties

39

39

29

Total

52

52

11

29

Long-term
Other
loans to receivables

2009

Consolidated nancial statements


2010

52

52

11

29

Total

2,499

2,499

395

113

20

165

192

1,605

Long-term
Other
loans to receivables

2,502

2,499

395

113

20

165

192

1,605

Total

3,455

3,455

199

111

637

2,500

Total

11

11

3,466

11

3,455

199

111

637

2,500

(in million Baht)

Long-term
Other
loans to receivables

2009

Separate nancial statements


2010

151

Annual Report 2010 | Thai Beverage Public Company Limited

Summary of loans to
related parties

152

Consolidated
financial statements
2010

Separate
nancial statements
2009

2010

2009
(in million Baht)

Short-term loans

1,977

2,642

Long-term loans

2,499

3,455

Total loans to related parties

4,476

6,097

Movements during the years ended 31 December 2010 and 2009 of loans to related parties were as follows:
Loans to related parties

Consolidated
financial statements
2010

Separate
nancial statements
2009

2010

2009
(in million Baht)

Short-term loans
Subsidiaries
At 1 January

2,642

3,336

Increase

877

842

Decrease

(1,542)

(1,536)

At 31 December

1,977

2,642

At 1 January

3,455

5,578

Increase

529

Decrease

(1,485)

(2,123)

At 31 December

2,499

3,455

Long-term loans
Subsidiaries

Loans to and other receivables from related parties of the Group and the Company as at 31 December 2010 and 2009
were denominated entirely in Thai Baht and other functional currencies of foreign subsidiaries.
Trade accounts payable to related parties

Consolidated
financial statements
2010

Separate
nancial statements
2009

2010

2009
(in million Baht)

Other related companies


Berli Jucker PCL.
Thai Beverage Can Ltd.

792

718

85

85

Plantheon Trading Co., Ltd.

63

21

Pisetkij Co., Ltd.

22

29

PS Recycle Co., Ltd.

20

23

14

990

890

Others
Total

Sangsom Co., Ltd.

Fuengfuanant Co., Ltd.

Mongkolsamai Co., Ltd.

Thanapakdi Co., Ltd.

Kanchanasingkorn Co., Ltd.

Sura Piset Thipparat Co., Ltd.

Sura Bangyikhan Co., Ltd.

Athimart Co., Ltd.

S.S. Karnsura Co., Ltd.

Kankwan Co., Ltd.

Theparunothai Co., Ltd.

United Winery and Distillery Co., Ltd.

Simathurakij Co., Ltd.

Nateechai Co., Ltd.

Luckchai Liquor Trading Co., Ltd.

Pomkit Co., Ltd.

Pomkung Co., Ltd.

Pomchok Co., Ltd.

Pomcharoen Co., Ltd.

Pomburapa Co., Ltd.

Pompalang Co., Ltd.

Pomnakorn Co., Ltd.

Num Kijjakarn Co., Ltd.

Num Palang Co., Ltd.

Num Muang Co., Ltd.

Num Nakorn Co., Ltd.

Num Thurakij Co., Ltd.

Short-term
loans from

Beer Thip Brewery (1991) Co., Ltd.

Subsidiaries

Short-term loans from and


other payables to related parties

Other
payables

Short-term
Total loans from

Other
payables

2009

Consolidated nancial statements


2010

143

235

392

193

429

133

65

113

188

75

194

39

322

22

432

61

63

90

626

82

Short-term
Total loans from

15

Other
payables

145

236

394

194

434

134

65

114

189

75

195

41

324

23

433

61

64

91

632

97

298

55

324

212

691

43

10

45

20

84

13

168

114

289

400

340

496

340

334

53

51

225

135

Short-term
Total loans from

Total

11

16

300

56

326

213

696

43

11

45

21

85

14

169

115

290

402

342

498

340

336

54

52

227

146

16

(in million Baht)

Other
payables

2009

Separate nancial statements


2010

153

Numthip Co., Ltd.

Thipchalothorn Co., Ltd.

Krittayabun Co., Ltd.

Surathip Co., Ltd.

Sunthronpirom Co., Ltd.

Piromsurang Co., Ltd.

Thai Beverage Energy Co., Ltd.

Thai Molasses Co., Ltd.

Thai Cooperage Co., Ltd.

Feed Addition Co., Ltd.

Pan International (Thailand) Co., Ltd.

Charun Business 52 Co., Ltd.

Thai Beverage Logistics Co., Ltd.

Thai Beverage Marketing Co., Ltd.

Dhanasindhi Co., Ltd.

Dhospaak Co., Ltd.

Thai Beverage Training Co., Ltd.

Cosmos Brewery (Thailand) Co., Ltd.

Beer Chang Co., Ltd.

Thai Drinks Co., Ltd.

Total subsidiaries

Short-term
loans from

Numrungrod Co., Ltd.

Subsidiaries (continued)

Short-term loans from and


other payables to related parties

Other
payables

Total

Short-term
loans from

Other
payables

2009

Consolidated nancial statements


2010

Total

5,955

48

210

17

663

14

29

127

152

85

75

133

223

266

Short-term
loans from

110

44

Other
payables

6,065

50

213

17

44

664

14

29

127

153

86

75

134

224

269

Total

7,259

14

14

405

138

28

132

83

46

55

284

615

190

499

Short-term
loans from

Total

114

42

7,373

16

42

14

406

138

28

133

83

47

57

285

616

191

500

(in million Baht)

Other
payables

2009

Separate nancial statements


2010

Annual Report 2010 | Thai Beverage Public Company Limited

154

Plaza Athenee Hotel (Thailand) Co., Ltd.

Southeast Capital Co., Ltd.

The Southeast Insurance Co., Ltd.

T.C.C. Technology Co., Ltd.

BJC Industrial and Trading Co., Ltd.

Others

Total related companies

Total

163

163

17

10

12

14

17

86

Other
payables

163

163

17

10

12

14

17

86

Total

Short-term
loans from

154

154

20

11

14

16

83

Other
payables

154

154

20

11

14

16

83

Total

5,955

Short-term
loans from

128

18

10

Other
payables

6,083

18

10

Total

7,259

Short-term
loans from

Total

132

18

10

7,391

18

10

(in million Baht)

Other
payables

2009

Separate nancial statements


2010

of foreign subsidiaries.

Short-term loans from and other payables to related parties of the Group and the Company as at 31 December 2010 and 2009 were denominated entirely in Thai Baht and other functional currencies

Short-term
loans from

Thai Alcohol PCL.

Related companies

Short-term loans from and


other payables to related parties

2009

Consolidated nancial statements


2010

155

Sangsom Co., Ltd.

Fuengfuanant Co., Ltd.

Thanapakdi Co., Ltd.

Mongkolsamai Co., Ltd.

Kanchanasingkorn Co., Ltd.

S.S. Karnsura Co., Ltd.

Kankwan Co., Ltd.

Theparunothai Co., Ltd.

United Winery and Distillery Co., Ltd.

Simathurakij Co., Ltd.

Luckchai Liquor Trading Co., Ltd.

Pomkit Co., Ltd.

Pomkung Co., Ltd.

Pomchok Co., Ltd.

Pomburapa Co., Ltd.

Pomnakorn Co., Ltd.

Num Thurakij Co., Ltd.

Num Muang Co., Ltd.

Num Nakorn Co., Ltd.

Num Kijjakarn Co., Ltd.

Num Palang Co., Ltd.

Numrungrod Co., Ltd.

Numthip Co., Ltd.

Long-term
loans from

Beer Thip Brewery (1991) Co., Ltd.

Subsidiaries

Long-term loans from and other payables


to related parties

Other
payables

2010

Total

Long-term
loans from

Other
payables

2009

Consolidated nancial statements

Total

64

490

947

168

235

286

92

221

330

20

195

401

176

241

90

155

219

241

176

151

3,564

Long-term
loans from

Other
payables

2010

64

490

947

168

235

286

92

221

330

20

195

401

176

241

90

155

219

241

176

151

3,564

Total

15

722

280

155

135

296

294

88

195

115

175

163

165

120

230

270

149

255

216

3,865

Long-term
loans from

Total

15

722

280

155

135

296

294

88

195

115

175

163

165

120

230

270

149

255

216

3,865

(in million Baht)

Other
payables

2009

Separate nancial statements

Annual Report 2010 | Thai Beverage Public Company Limited

156

Surathip Co., Ltd.

Sunthronpirom Co., Ltd.

Piromsurang Co., Ltd.

Thai Molasses Co., Ltd.

Feed Addition Co., Ltd.

Pan International (Thailand) Co., Ltd.

Charun Business 52 Co., Ltd.

Thai Cooperage Co., Ltd.

Cosmos Brewery (Thailand) Co., Ltd.

Beer Chang Co., Ltd.

Archa Beer Co., Ltd.

Total subsidiaries

Total

Other
payables

Total

Long-term
loans from

Other
payables

Total

10,403

10,403

69

195

471

58

28

23

10

80

162

411

149

145

140

Long-term
loans from

Other
payables

10,403

10,403

69

195

471

58

28

23

10

80

162

411

149

145

140

Total

9,743

9,743

72

172

461

57

25

25

10

22

197

361

230

208

Long-term
loans from

Total

9,743

9,743

72

172

461

57

25

25

10

22

197

361

230

208

(in million Baht)

Other
payables

2009

Separate nancial statements


2010

Long-term loans from and other payables to related parties of the Group and the Company as at 31 December 2010 and 2009 were denominated entirely in Thai Baht.

Southeast Capital Co., Ltd.

Related company

Krittayabun Co., Ltd.

Long-term
loans from

Thipchalothorn Co., Ltd.

Subsidiaries (continued)

Long-term loans from and other payables


to related parties

2009

Consolidated nancial statements


2010

157

Annual Report 2010 | Thai Beverage Public Company Limited

Summary of loans from related parties

158

Consolidated
financial statements
2010

Separate
nancial statements
2009

2010

2009
(in million Baht)

Short-term loans

5,955

7,259

Long-term loans

10,403

9,743

Total loans from related parties

16,358

17,002

Movements during the years ended 31 December 2010 and 2009 of loans from related parties were as follows:
Loans from related parties

Consolidated
financial statements
2010

Separate
nancial statements
2009

2010

2009
(in million Baht)

Short-term loans
Subsidiaries
At 1 January

7,259

3,803

Increase

2,123

4,333

Decrease

(3,427)

(877)

At 31 December

5,955

7,259

At 1 January

9,743

8,725

Increase

1,965

2,190

Decrease

(1,305)

(1,172)

At 31 December

10,403

9,743

Long-term loans
Subsidiaries

Signicant agreements with related parties


Supporting service agreements
The Company entered into supporting service agreements with subsidiaries for supporting service such as human resource,
administration, accounting, nance, public relations, public co-ordination, technology, law, secretary and share register
and internal audit for the period of one year from 1 January 2004 to 31 December 2004. Unless there are notications
to terminate the agreement within 30 days before the expiry date, this agreement continues to be in effect for the successive
one year term. The subsidiaries are committed to pay a service fee at the rate of 0.5% of their principal revenue.
With effect from 1 January 2007, the supporting service fee rate was adjusted to 1% of the principal revenue. Service
fee rate was adjusted for development of new product, experiment and quality test, analysis, research and marketing survey
for new products and procurement of information.
Application service provisioning agreement
The Company entered into the application service provisioning agreement with T.C.C. Technology Co., Ltd., a related party,
for the provision of ongoing support and maintenance of the systems and infrastructure and is committed to pay system,
hardware and software rental fee and service fee on a monthly basis throughout the contract period for ve years, effective

159

from 31 May 2006, under the fees and conditions stated in the contract. Subsequently, the Company entered into additional
agreements, based on the number of users, ended 31 July 2012.
Procurement agreement
Pan International (Thailand) Co., Ltd., the Companys subsidiary, entered into the procurement agreements with other
subsidiaries, for necessary purchase and procurement services to the later subsidiaries. The procurement fee is 1% of the
value of goods and services purchased under such agreement.
Molasses purchase agreements
Thai Molasses Co., Ltd., the Companys subsidiary, entered into molasses purchase and sale agreements with various
related companies in order to sell to other subsidiaries within the Group. The terms and conditions of these agreements
specify that the seller would sell molasses to the buyers in specied quantity, price, quality, delivery and received, payments,
responsibility, weight, sample analysis on molasses, and quality control, etc.
Glass bottle purchase and sale agreement
Thai Beverage Recycle Co., Ltd., the Companys subsidiary, entered into the glass bottle purchase and sale agreement
with Berli Jucker PCL., a related party, to purchase various types of new glass bottles in order to sell to other subsidiaries
within the Group for a period of two years and eight months, effective from 1 May 2007 to 31 December 2009, under
the prices and conditions stated in the contract.
On 23 December 2009, the subsidiary entered into a new glass bottle purchase and sale agreement for a period of three years,
effective from 1 January 2010 to 31 December 2012, under the prices and conditions stated in the contract.
License agreements
-

Three subsidiaries entered into license agreements with Beer Chang Co., Ltd., Archa Beer Co., Ltd., and Thai Beverage
Brands Co., Ltd., the Companys subsidiaries, for rights and obligations for the sale of drinking water, soda water, beer,
draft beer and lager beer under the trade names of "CHANG", "ARCHA" and "FEDERBRAU". The subsidiaries are
committed to pay fees at a rate of 2% based on net sales at price, ex factory, excluding VAT and after deducting excise
tax, contributions to the health promotion fund and Thai Public Broadcasting Service.

Sura Bangyikhan Co., Ltd., the Companys subsidiary, entered into license agreements with 12 subsidiaries for the rights
to use trademarks for white spirits and Chiang - Chun blended spirits as stipulated in the agreement. The trademark fee
is from Baht 0.50 - 1.50 per bottle, based on the contents and size of the bottle. With effective from January 2010,
the trademark fee was adjusted to Baht 0.50 - 1.20 per bottle, based on the contents and size of the bottle.

Sales Distributor Agreements


Thai Beverage Marketing Co., Ltd., the Company's subsidiary, entered into sales distributor agreements with two subsidiaries
to sell beverage products under the prices and conditions stated in the agreements for ve years, effective from 3 October
2008 to 2 October 2013.
Biogas purchase and sale agreement
Thai Beverage Energy Co., Ltd., the Companys subsidiary, entered into biogas purchase and sale agreements with three related
companies for a period of 19 years, effective from the year 2009 to 2028, to supply biogas to use as a fuel source in spirits
distillery process under the price and conditions stated in the agreements. Subsequently in 2010, the aforementioned
agreements were made with additional two related companies for a period of 18 years, effective from the year 2010 to 2028.

Annual Report 2010 | Thai Beverage Public Company Limited

160

Commitments with related parties


Consolidated
financial statements
2010

Separate
nancial statements
2009

2010

2009
(in million Baht)

Non-cancellable operating lease


commitments
Within one year

216

218

43

36

After one year but within ve years

316

306

55

48

532

528

98

84

1,613

1,056

171

27

79

27

79

26

27

11

33

40

1,846

1,173

60

119

After ve years
Total
Other commitments
Purchase molasses
Sale molasses
Application service
provisioning agreement
Brewing supervision agreement
Other agreements
Total

6. Cash and cash equivalents


Consolidated
financial statements

Separate
nancial statements

2010

2009

2010

2009

47

68

822

781

Cash at banks - saving accounts

1,387

1,678

22

128

Highly liquid short-term investments

1,103

63

Total

3,359

2,590

23

129

(in million Baht)

Cash on hand
Cash at banks - current accounts

161

The currency denomination of cash and cash equivalents as at 31 December was as follows:
Consolidated
financial statements
2010

Separate
nancial statements
2009

2010

2009
(in million Baht)

Thai Baht (THB) and other


functional currencies of
foreign subsidiaries
Hong Kong Dollars (HKD)
United States Dollars (USD)
Others
Total

3,057

2,490

23

129

273

28

69

31

3,359

2,590

23

129

7. Other investments
Consolidated
financial statements
2010

Separate
nancial statements
2009

2010

2009
(in million Baht)

Current investments
Short-term deposits at
nancial institutions

12

(4)

(4)

14

11

15

15

Other long-term investments


Investment in government bonds
Other non marketable equity
securities
Less allowance for decline in
value of investments

Total

As at 31 December 2009, an indirect subsidiary invested in government bonds in the amount of Baht 8.5 million, bearing
interest rates at 5.90% and 4.25% per annum and maturity date in 2013 and 2014. The bonds has been pledged as a
collateral for electricity utilisation. Subsequently during 2010, the aforementioned indirect subsidiary invested additionally
in government bonds in the amount of Baht 3.66 million, bearing interest rate at 4.125% per annum and maturity date
in 2016. The bonds has been pledged as a collateral for natural gas utilisation
Other investments of the Group as at 31 December 2010 and 2009 were denominated entirely in Thai Baht.

Annual Report 2010 | Thai Beverage Public Company Limited

162

8. Trade accounts receivable


Consolidated
financial statements
Note

2010

Separate
nancial statements
2009

2010

2009
(in million Baht)

Related parties
Other parties

21

144

1,937

2,089

1,958

2,233

(36)

(183)

1,922

2,050

(3)

41

Less allowance for


doubtful accounts
Net
Bad debts and (reversal of) doubtful debts
expense for the year

Aging analyses for trade accounts receivable were as follows:


Consolidated
financial statements
2010

Separate
nancial statements
2009

2010

2009
(in million Baht)

Related parties
21

97

Less than 3 months

35

6-12 months

12

21

144

1,750

1,887

158

49

Within credit terms


Overdue:

Other parties
Within credit terms
Overdue:
Less than 3 months

6-12 months

10

Over 12 months

12

145

1,937

2,089

3-6 months

Less allowance for doubtful


accounts

Net

(36)

(183)

1,901

1,906

1,922

2,050

The normal credit term granted by the Group ranges from 7 days to 180 days.

163

The currency denomination of trade accounts receivable as at 31 December was as follows:


Consolidated
financial statements
2010

Separate
nancial statements
2009

2010

2009
(in million Baht)

Thai Baht (THB) and other


functional currencies of
foreign subsidiaries
United States Dollars (USD)
Total

1,919

2,049

1,922

2,050

9. Inventories
Consolidated
financial statements
2010

Separate
nancial statements
2009

2010

2009
(in million Baht)

10,017

10,678

Maturing spirits

9,028

9,237

Work in progress

3,867

3,162

Raw materials

2,548

1,835

Packaging materials

823

736

Spare parts

428

432

Others

608

377

27,319

26,457

(173)

(263)

27,146

26,194

Finished goods

Less allowance for decline in value


Net

The cost of inventories which is recognised as an expense and included in cost of sale of goods for the year ended 31
December 2010 amounted to Baht 87,176 million (2009: Baht 76,267 million).

Annual Report 2010 | Thai Beverage Public Company Limited

164

10. Other current assets


Consolidated
nancial statements

Separate
nancial statements

2010

2009

2010

2009

Prepaid excise tax

743

774

Refundable VAT

367

442

Refundable excise tax

231

324

Prepaid expenses

189

171

10

Deposits

109

152

Others

340

296

1,979

2,159

19

13

(in million Baht)

Less allowance for doubtful accounts


Net

(8)

(10)

1,971

2,149

19

13

The currency denomination of other current assets as at 31 December was as follows:


Consolidated
financial statements
2010

Separate
nancial statements
2009

2010

2009
(in million Baht)

Thai Baht (THB) and other functional


currencies of foreign subsidiaries
Others
Total

1,970

2,146

19

13

1,971

2,149

19

13

11. Investments in subsidiaries


Separate
nancial statements
2010

2009
(in million Baht)

At 1 January

80,091

77,162

Acquisitions

43

Increase in share capital in subsidiaries

2,886

Disposals
At 31 December

(46)

80,047

80,091

165

Investments in subsidiaries as at 31 December 2010 and 2009, and dividend income from those investments for the
years then ended were as follows:
Separate nancial statements
Ownership interest
2010

2009

Paid-up capital
2010

2009

Cost method
2010

2009

Dividend income
2010

2009

(in million Baht)

(%)
Subsidiaries
Beer Thai (1991) PCL.

100.00

100.00

5,550

5,550

12,500

12,500

Beer Thip Brewery (1991) Co., Ltd.

100.00

100.00

6,600

6,600

12,500

Sangsom Co., Ltd.

100.00

100.00

7,500

7,500

7,500

12,500

541

541

7,500

135

Fuengfuanant Co., Ltd.

100.00

100.00

900

900

900

900

87

62

Mongkolsamai Co., Ltd.

100.00

100.00

700

700

691

691

10

Thanapakdi Co., Ltd.

100.00

100.00

Kanchanasingkorn Co., Ltd.

100.00

100.00

700

700

697

697

700

700

700

700

48

57

Sura Bangyikhan Co., Ltd.

100.00

100.00

4,000

4,000

4,000

4,000

968

764

Athimart Co., Ltd.

100.00

100.00

900

900

900

900

104

121

S.S. Karnsura Co., Ltd.

100.00

100.00

800

800

800

800

142

102

Kankwan Co., Ltd.

100.00

100.00

800

800

800

800

158

166

Theparunothai Co., Ltd.

100.00

100.00

700

700

700

700

121

106

Red Bull Distillery (1988) Co., Ltd.

100.00

100.00

5,000

5,000

5,000

5,000

395

215

United Winery and Distillery Co., Ltd.

100.00

100.00

1,800

1,800

1,800

1,800

95

76

Simathurakij Co., Ltd.

100.00

100.00

900

900

888

888

124

49

Nateechai Co., Ltd.

100.00

100.00

800

800

800

800

62

72

Luckchai Liquor Trading Co., Ltd.

100.00

100.00

800

800

766

766

26

57

Sura Piset Thipparat Co., Ltd.

100.00

100.00

1,000

1,000

1,010

1,010

Pomthip Co., Ltd.

100.00

100.00

10

10

10

10

11

104

Pomkit Co., Ltd.

100.00

100.00

10

10

10

10

34

Pomkung Co., Ltd.

100.00

100.00

10

10

10

10

122

Pomchok Co., Ltd.

100.00

100.00

10

10

10

10

91

177

Pomcharoen Co., Ltd.

100.00

100.00

10

10

10

10

19

21

Pomburapa Co., Ltd.

100.00

100.00

10

10

10

10

81

119

Pompalang Co., Ltd.

100.00

100.00

10

10

10

10

Pomnakorn Co., Ltd.

100.00

100.00

10

10

10

10

21

Num Yuk Co., Ltd.

100.00

100.00

10

10

10

10

364

369

Num Kijjakarn Co., Ltd.

100.00

100.00

10

10

10

10

681

1,046

Num Palang Co., Ltd.

100.00

100.00

10

10

10

10

129

302

Num Muang Co., Ltd.

100.00

100.00

10

10

10

10

354

430

Num Nakorn Co., Ltd.

100.00

100.00

10

10

10

10

212

244

Num Thurakij Co., Ltd.

100.00

100.00

10

10

10

10

291

341

Numrungrod Co., Ltd.

100.00

100.00

10

10

10

10

409

Numthip Co., Ltd.

100.00

100.00

10

10

10

10

171

Thipchalothorn Co., Ltd.

100.00

100.00

340

609

Annual Report 2010 | Thai Beverage Public Company Limited

166

Separate nancial statements


Ownership interest
2010

2009

Paid-up capital
2010

2009

Cost method
2010

2009

Dividend income
2010

2009

(in million Baht)

(%)
Subsidiaries (continued)
Krittayabun Co., Ltd.

100.00

100.00

27

27

375

406

Surathip Co., Ltd.

100.00

100.00

150

221

Sunthronpirom Co., Ltd.

100.00

100.00

25

25

209

140

Piromsurang Co., Ltd.

100.00

100.00

24

24

118

89

Thai Beverage Energy Co., Ltd.

100.00

100.00

860

860

864

864

Wrangyer Beverage (2008) Co., Ltd.

100.00

100.00

200

200

200

200

Thai Molasses Co., Ltd.

99.72

99.72

40

40

35

35

74

41

Feed Addition Co., Ltd.

100.00

100.00

32

32

28

54

Pan International (Thailand) Co., Ltd.

100.00

100.00

34

34

29

19

Charun Business 52 Co., Ltd.

100.00

100.00

122

122

84

84

Thai Cooperage Co., Ltd.

100.00

100.00

300

300

296

296

Thai Beverage Recycle Co., Ltd.

100.00

100.00

123

123

134

134

128

54

Thai Beverage Logistics Co., Ltd.

100.00

100.00

1,012

1,012

1,012

1,012

Thai Beverage Marketing Co., Ltd.

100.00

100.00

300

300

300

300

124

34

Dhanasindhi Co., Ltd.

100.00

100.00

20

20

24

24

29

52

Dhospaak Co., Ltd.

100.00

100.00

25

25

61

61

17

12

Thai Beverage Training Co., Ltd.

100.00

International Beverage

100.00

100.00

7,863

7,863

7,863

7,863

Cosmos Brewery (Thailand) Co., Ltd.

100.00

100.00

1,667

1,667

4,139

4,139

22

Thai Beverage Brands Co., Ltd.

100.00

100.00

39

39

Beer Chang Co., Ltd.

100.00

100.00

4,318

4,318

119

124

Archa beer Co., Ltd.

100.00

100.00

130

130

44

22

Sura Piset Phatra Lanna Co., Ltd.

100.00

100.00

1,000

1,000

1,015

1,015

89.26

89.93

375

375

6,206

6,253

600

698

100.00

100.00

60

60

60

60

54,306

54,303

80,047

80,091

8,290

8,238

Holdings Limited

Oishi Group PCL.


Thai Drinks Co., Ltd.
Total

167

Signicant movements during the year ended 31 December 2010 of investment in subsidiaries were as follows:
(a) The Executive Board of Directors meeting held on 24 May 2010 unanimously approved in principle for 16 distilleries,
the Companys subsidiaries, to purchase 23 Empty Bottle Inspection machines (E.B.I.) together with belt conveyor system,
amounting to Baht 387 million. This project will be invested in 2010 and 2011 in the amount of Baht 132 million and
Baht 255 million, respectively. Subsequently, all of the 16 distilleries had entered into the machine purchasing agreements
with an overseas company in the amount of JPY 370 million.
(b) The Executive Board of Directors meeting held on 21 June 2010 unanimously approved in principle for SPM Foods and
Beverages Company Limited, the Companys indirect subsidiary, to purchase the machine for beverage production,
amounting to Baht 126 million. Subsequently, the aforementioned had entered into the machine purchasing agreement
with a related company in the amount of Baht 16.25 million.
(c) The Executive Board of Directors meeting held on 27 July 2010 unanimously approved in principle for International
Beverage Holdings (China) Limited, the Companys indirect subsidiary, to increase its authorised share capital amounting
to HKD 17 million for an increase in the capital of Yunnan Yulinquan Liquor Co., Ltd., the subsidiary of the Companys
indirect subsidiary, amounting to RMB 15 million. Subsequently, on 18 November 2010, International Beverage Holdings
(China) Limited received payment for the aforementioned its share capital.
(d) The Executive Board of Directors meeting held on 23 August 2010 unanimously approved in principle for Yunnan
Yulinquan Liquor Co., Ltd., the subsidiary of the Companys indirect subsidiary, to acquire loan from a local nancial
institution in Yunnan Province, Peoples Republic of China in the amount not exceeding RMB 85 million or 70% of
appraisal value or total expenditures of production capacity of the expansion project, whichever is lower.
(e) In 2010, International Beverage Holdings Limited USA, Inc., a subsidiary of the indirect subsidiary, increased its authorised
share capital from USD 10.3 million to USD 11.8 million to fund its operations.

Annual Report 2010 | Thai Beverage Public Company Limited

168

12. Investments in associates


Consolidated
financial statements
2010

2009
(in million Baht)

128

112

11

11

Translation of nancial statement differences

(16)

At 31 December

123

128

At 1 January
Share of prots of investments - equity method

Investments in associates as at 31 December 2010 and 2009, and dividend income from those investments for the years
then ended were as follows:
Consolidated financial statements
Ownership
interest
2010

2009

Paid-up capital
2010

2009

Cost method
2010

Equity method Dividend income

2009

2010

2009

2010

2009

(in million Baht)

(%)
Associates
Held by subsidiaries of indirect
subsidiaries
Liquorland Limited

49.49

49.49

69

69

18

18

123

128

Inver House Polska Limited

44.00

44.00

Inver House Distribution SA

50.02

50.02

79

79

23

23

123

128

Total

(37)

Additions

Transfers

Disposals

Disposals

At 31 December 2010

on consolidation

Translation differences
-

Transfers

4,263

(2)

154

Additions

8,004

4,263

1 January 2010

7,852

At 31 December 2009 and

on consolidation

Translation differences
-

4,263

At 1 January 2009

21

Cost

Land

Surplus on
land
revaluation

7,867

Cost/ revaluation

13. Property, plant and equipment

12,267

(2)

154

12,115

(37)

21

12,130

Total

1,492

(1)

26

1,465

(1)

15

1,449

Land
improvement

19,305

(118)

(22)

1,135

209

18,101

37

(20)

458

156

17,470

Building,
building and
leasehold
improvement

44,305

(120)

(192)

486

354

43,777

31

(172)

615

565

42,738

Machinery
and
equipment

2,709

(35)

(6)

10

2,740

13

(11)

11

2,719

Oak
barrels

Consolidated financial statements

1,031

(1)

(38)

(78)

141

1,007

(1)

(26)

41

133

860

Furniture,
xtures
and ofce
equipment

3,149

(1)

(93)

425

2,818

(1)

(49)

254

2,614

Vehicles

1,431

(6)

(1,569)

2,016

990

(1,103)

1,340

753

Assets under
construction
and
installation

85,689

(284)

(351)

3,311

83,013

80

(279)

2,479

80,733

(in million Baht)

Total

169

Disposals

Assets under nance leases

Owned assets

At 31 December 2010

Assets under nance leases

Owned assets

At 31 December 2009 and


1 January 2010

Assets under nance leases

Owned assets

At 1 January 2009

Net book value

4,263
4,263

8,004

4,263

7,852

8,004

4,263

7,852

At 31 December 2010

4,263

Effect of movement in exchange


rates

Disposals

7,867

Transfers

4,263

Depreciation charge for the year

7,867

1 January 2010

At 31 December 2009 and

exchange rates

Transfers

Depreciation charge for the year

Effect of movement in

revaluation

At 1 January 2009

Depreciation and impairment losses

Cost

Surplus on
land

Land

12,267

12,267

12,115

12,115

12,130

12,130

Total

Land

669

669

731

731

804

804

823

(1)

90

7 34

( 1)

90

645

improvement

10,458

10,458

10,093

10,093

10,304

10,304

8,847

(48)

(16)

901

8,008

13

(16)

845

7,166

improvement

Building,
building and
leasehold

9,769

9,769

12,170

10

12,160

14,067

14,064

34,536

(68)

(165)

57

3,105

31,607

20

(143)

(11)

3,070

28,671

equipment

Machinery
and

873

873

1,008

1,008

1,131

1,131

1,836

(21)

(4)

129

1,732

(5)

11

131

1,588

barrels

Oak

Consolidated financial statements

315

315

317

317

268

268

716

(37)

(58)

121

690

(22)

119

592

equipment

Furniture,
xtures
and ofce

663

660

325

323

124

120

2,486

(85)

(1)

79

2,493

(1)

(43)

(1)

48

2,490

Vehicles

1,429

1,429

987

987

750

750

(1)

installation

Assets under
construction
and
Total

36,443

36,440

37,746

12

37,734

39,578

39,571

49,246

(138)

(308)

4,425

45,267

39

(230)

4,303

41,155

(in million Baht)

Annual Report 2010 | Thai Beverage Public Company Limited

170

171

Property, plant and equipment under construction


As at 31 December 2010, an indirect subsidiary had assets under construction and installation for PET bottling beverage
production by Cold Aseptic Filling project and UHT packing machine project totalling Baht 1,244.13 million (2009: Baht
32.10 million).
Capitalised borrowing costs relating to the acquisition of the aforementioned project amounted to Baht 4.98 million (2009: nil),
with a capitalization rate of 1.30 2.92% per annum (2009: not applicable) (see note 28).
The gross amount of the Groups fully depreciated plant and equipment that was still in use as at 31 December 2010
amounted to Baht 23,865 million (2009: Baht 10,521 million).
The carrying amount of idle land which is held for planned future business operations as at 31 December 2010 amounted
to Baht 1,221 million (2009: Baht 1,222 million).
Separate financial statements
Furniture,
xtures and
Leasehold
improvements ofce equipment

Vehicles

Assets under
construction
and installation

Total
(in million Baht)

Cost
At 1 January 2009

109

22

131

Additions

15

18

36

Disposals

(1)

(7)

(8)

At 31 December 2009 and


-

123

18

18

159

Additions

11

Transfers

(16)

Disposals

(1)

(1)

10

138

18

169

At 1 January 2009

62

14

76

Depreciation charge for the year

23

27

Disposals

(1)

(6)

(7)

84

12

96

Depreciation charge for the year

22

27

Disposals

(1)

(1)

At 31 December 2010

105

15

122

47

55

39

18

63

33

47

1 January 2010

At 31 December 2010
Depreciation and impairment losses

At 31 December 2009 and


1 January 2010

Net book value


At 1 January 2009
At 31 December 2009 and
1 January 2010
At 31 December 2010

Annual Report 2010 | Thai Beverage Public Company Limited

172

The gross amount of the Companys fully depreciated equipment, leasehold improvement and vehicles that was still in use
as at 31 December 2010 amounted to Baht 79 million (2009: Baht 4 million).

14. Intangible assets


Consolidated financial statements
Goodwill

Computer
software

Trademarks

Licences

Total
(in million Baht)

Cost
3,198

94

331

3,629

14

57

12

86

61

61

13

(3)

10

3,275

108

385

18

3,786

Additions

28

31

Disposals

(32)

(32)

(41)

(7)

(48)

3,203

136

380

18

3,737

164

27

260

451

15

27

44

(2)

170

42

285

499

17

37

55

(16)

(2)

(18)

154

59

320

536

3,034

67

71

3,178

3,105

66

100

16

3,287

3,049

77

60

15

3,201

At 1 January 2009
Additions
Acquisition through
business combinations
Translation differences on
consolidation
At 31 December 2009 and
1 January 2010

Translation differences on
consolidation
At 31 December 2010
Amortisation and impairment losses
At 1 January 2009
Amortisation charge for the year
Translation differences on
consolidation
At 31 December 2009 and
1 January 2010
Amortisation charge for the year
Translation differences on
consolidation
At 31 December 2010
Net book value
At 1 January 2009
At 31 December 2009 and
1 January 2010
At 31 December 2010

173

Separate
financial statements
Computer software
(in million Baht)

Cost
At 1 January 2009
Additions
At 31 December 2009 and 1 January 2010
Additions
At 31 December 2010

51
4
55
2
57

Amortisation and impairment losses


At 1 January 2009
Amortisation charge for the year
At 31 December 2009 and 1 January 2010
Amortisation charge for the year
At 31 December 2010

15
9
24
9
33

Net book value


At 1 January 2009

36

At 31 December 2009 and 1 January 2010

31

At 31 December 2010

24

15. Leasehold rights


Consolidated
financial statements
(in million Baht)

Cost
At 1 January 2009

158

Additions

116

Translation differences on consolidation


At 31 December 2009 and 1 January 2010
Additions
Translation differences on consolidation
At 31 December 2010

(5)
269
(8)
261

Annual Report 2010 | Thai Beverage Public Company Limited

174

Consolidated
financial statements
(in million Baht)

Amortisation and impairment losses


At 1 January 2009

46

Amortisation charge for the year

10

At 31 December 2009 and 1 January 2010

56

Amortisation charge for the year

12

At 31 December 2010

68

Net book value


At 1 January 2009

112

At 31 December 2009 and 1 January 2010

213

At 31 December 2010

193

16. Other non-current assets


Consolidated
financial statements
Note

2010

2009

Separate
financial statements
2010

2009
(in million Baht)

Advance payments to
1,679

1,729

315

324

Deposits

187

293

Idle land

106

106

Others

128

94

2,100

2,222

315

326

a specialist

34

Total

17. Interest-bearing liabilities


Consolidated
financial statements
Note

2010

Separate
financial statements
2009

2010

2009
(in million Baht)

Current
Bank overdrafts
Secured
Unsecured

566

655

175

Consolidated
financial statements
Note

2010

Separate
financial statements
2009

2010

2009
(in million Baht)

Short-term loans from nancial


institutions
Letter of comfort
Unsecured

94

163

5,600

4,900

5,000

3,100

6,262

5,718

5,000

3,100

2,500

3,765

2,500

3,765

5,955

7,259

8,762

9,483

13,455

14,124

600

2,500

2,500

10,403

9,743

600

2,500

10,403

12,243

9,362

11,983

23,858

26,367

Bank overdrafts and short-term


loans from nancial institutions
Current portion of long-term loans
from nancial institutions
Unsecured
Short-term loans from related parties
Unsecured

Non-current
Long-term loans from nancial
institutions
Unsecured
Long-term loans from related parties
Unsecured
Total

The periods to maturity of interest-bearing liabilities as at 31 December were as follows:


Consolidated
financial statements

Separate
financial statements

2010

2009

2010

2009

8,762

9,483

13,455

14,124

600

2,500

10,403

12,243

9,362

11,983

23,858

26,367

(in million Baht)

Within one year


After one year but within ve years
Total

Annual Report 2010 | Thai Beverage Public Company Limited

176

The principal features of the borrowings were as follows:


(a) Bank overdrafts are repayable on demand. As at 31 December 2010, the Group had total overdraft facilities amounting to
Baht 4,411 million (2009: Baht 4,003 million) which are partially supported by letters of comfort issued by the Company.
(b) Short-term loans from nancial institutions. As at 31 December 2010, the Group had short-term loan facilities from
several nancial institutions totalling Baht 37,671 million (2009: Baht 30,900 million) of money market rates quoted
by banks. The facilities are supported by unsecured promissory notes issued by the Group to several domestic nancial
instition totaling Baht 5,600 million and to an overseas nancial institution amounting to Baht 94 million and by a
letter of comfort issued by the Company, totalling Baht 5,694 million (2009: Baht 5,063 million).
On 27 February 2009, the Board of Directors approved the issuance and offering of short-term bill of exchange in the
amount not exceeding Baht 10,000 million.
(c) In 2007, the Company entered into a long-term loan agreement with a nancial institution in the amount of Baht
4,500 million which is to be repaid monthly in 12 installments, Baht 375 million each, commencing in February
2009. Interest is payable monthly at 5.60% per annum for the rst year and 5.75% per annum afterwards.
Subsequently, the Company has been granted the reduction of interest rate to 4.50% per annum for the rst year and
4.75% per annum afterwards. The last installment of long-term loan was paid in January 2010.
In 2008, the Company entered into a long-term loan agreement with a nancial institution amounting to Baht 3,190
million which is to be repaid monthly in 11 installments, Baht 300 million each for the rst 10 installments and Baht
190 million for the last installment, from 30 December 2009 to 29 October 2010 with a xed interest payable monthly
at 5% per annum. The last installment for long-term loan was paid in October 2010.
In November 2009, the Company entered into long term loans with two nancial institutions amounting to Baht 3,000
million which is to be repaid monthly in six installments, Baht 500 million each, commencing from December 2010
to May 2011, interest is payable monthly at 2.11% per annum.
In November 2010, an indirect subsidiary entered into long term loans with a nancial institution amounting to Baht
600 million which is to be repaid monthly in six installments, Baht 100 million each, commencing from May 2012
to October 2012, interest is payable monthly at 2.92% per annum.
Interest-bearing liabilities of the Group and the Company as at 31 December 2010 and 2009 were denominated entirely
in Thai Baht and other functional currencies of foreign subsidiaries.

177

18. Trade accounts payable


Consolidated
financial statements
Note

2010

Separate
financial statements
2009

2010

2009
(in million Baht)

990

890

Other parties

2,767

2,250

Total

3,757

3,140

Related parties

The currency denomination of trade accounts payable as at 31 December was as follows:


Consolidated
financial statements
2010

Separate
financial statements
2009

2010

2009
(in million Baht)

Thai Baht (THB) and other


functional currencies of
3,465

2,855

225

122

Euro (EUR)

56

109

Others

11

54

3,757

3,140

foreign subsidiaries
Australia Dollars (AUD)

Total

19. Other current liabilities


Consolidated
financial statements
2010

Separate
financial statements
2009

2010

2009
(in million Baht)

Accrued expenses

795

865

75

95

Value added tax payable

865

835

42

36

Accrued promotion expense

459

363

Assets payable

552

350

425

204

171

Withholding tax payable

107

110

20

17

Others

258

191

3,461

3,089

144

159

Advanced payments from


customers for purchase of goods
Outstanding cheque paid for
excise tax

Total

Annual Report 2010 | Thai Beverage Public Company Limited

178

The currency denomination of other current liabilities as at 31 December was as follows:


Consolidated
financial statements
2010

Separate
financial statements
2009

2010

2009
(in million Baht)

Thai Baht (THB) and other


functional currencies of
3,175

foreign subsidiaries
Japanese (Yen)
Others
Total

3,065

144

158

253

33

24

3,461

3,089

144

159

20. Share capital


Par value
per share

2010
Number

Baht

(in Baht)

2009
Number

Baht

(million shares / million Baht)

Authorised
At 1 January
- ordinary shares

29,000

29,000

29,000

29,000

29,000

29,000

29,000

29,000

25,110

25,110

25,110

25,110

25,110

25,110

25,110

25,110

At 31 December
- ordinary shares
Issued and paid-up
At 1 January
- ordinary shares
At 31 December
- ordinary shares

21. Additional paid-in capital and reserves


Share premium
Section 51 of the Public Companies Act B.E. 2535 requires companies to set aside share subscription monies received in
excess of the par value of the shares issued to a reserve account (share premium). Share premium is not available for
dividend distribution.
Legal reserve
Section 116 of the Public Companies Act B.E. 2535 requires that a company shall allocate not less than 5% of its annual
net prot, less any accumulated losses brought forward, to a reserve account (legal reserve), until this account reaches
an amount not less than 10% of the registered authorised capital. The legal reserve is not available for dividend distribution.

179

Currency translation differences


The currency translation differences account within equity comprises all foreign currency differences arising from the
translation of the nancial statements of foreign operations, as well as from the translation of liabilities that hedge the Companys
net investment in a foreign operation.
Fair value changes
The fair value changes account within equity comprises the cumulative net change in the fair value of available-for-sale nancial
assets until the investments are derecognised or impaired.
Valuation changes
The valuation changes account within equity cumulative net change in the valuation of property, plant and equipment included
in the nancial statements at valuation until such property, plant and equipment is sold or otherwise disposed of.

22. Segment information


Segment information is presented in respect of the Groups business and geographical segments. The primary format,
business segments, is based on the Groups management and internal reporting structure.
Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated
on a reasonable basis.
In preparing segmental information, those liabilities and related interest expense that are not specically attributable to
a particular segment are allocated on a percentage of net assets basis. Management believes this to be a fair indication
of the actual use of the liabilities.
Business segments
The Group comprises the following main business segments:
Spirits

Production and sales of branded spirits products (mostly outside the group);

Beer

Production and sales of branded beer products (mostly outside the group);

Non-alcoholic beverages

Production and sales of branded soda, water, ready-to-drink coffee, energy drink,
green tea and fruit juice avour (mostly outside the group); and

Food

Japanese restaurants, bakery shops and distribution of food and beverage


(mostly outside the group)

Geographical segments
Operating units of the Group are mainly located in Thailand. Portions of product produced from these units are exported
directly or indirectly through foreign subsidiaries to external customers. Certain operating units of subsidiaries are located
in foreign countries.
In presenting information on the basis of geographical segments, segment revenue is based on the geographical location
of customers. Segment assets are based on the geographical location of the assets.

45,540
1,621
5,990

53,151

52,046

2,116

6,275

60,437

Cost of sale of goods

Selling expenses

Administrative expenses

Prot (loss) for the period

Income tax expense

income tax expense

Prot (loss) before

Finance costs

income tax expense

nance costs and

Prot (loss) before

Total expenses

16,469
4,833

11,636

16,708

4,924

11,784

301

69,921

77,306

Total income

16,770

183

264

Other income

Interest income

161

16,869

69,733

77,034

Revenue from sale of goods

2009

Spirits

2010

Business segments results

Beer

(1,628)

(755)

(2,383)

73

(2,310)

36,133

3,091

4,230

28,812

33,823

92

33,729

2010

(1,632)

(568)

(2,200)

206

(1,994)

32,517

2,942

3,645

25,930

30,523

323

30,196

2009

379

(118)

261

21

282

6,359

796

841

4,722

6,641

29

6,611

2010

beverages

488

88

576

32

608

4,340

650

560

3,130

4,948

30

4,916

2009

Non-alcoholic
Food

186

33

219

223

3,871

1,127

128

2,616

4,094

17

4,075

2010

151

160

10

170

3,147

962

131

2,054

3,317

14

3,298

2009

(129)

(2)

(28)

(99)

(129)

(41)

(88)

(451)

(233)

(173)

(45)

(451)

(277)

(174)

2009

Elimination
2010

10,721

4,084

14,805

259

15,064

106,671

11,287

7,287

88,097

121,735

361

13

121,361

2009

10,643

4,362

15,005

549

15,554

92,704

10,311

5,784

76,609

108,258

273

16

107,969

(in million Baht)

Total
2010

Annual Report 2010 | Thai Beverage Public Company Limited

180

6,735
47,827

7,325
5,924
13,249

7,977

48,603

5,808

6,874

12,682

Total Assets

Interest-bearing liabilities

Other liabilities

Total liabilities

1,039
64
116
2,220
34
61

13

2,257

45

75

Intangible assets

Leasehold rights

Depreciation

Amortisation

Gain on disposal of assets

equipment

1,019

Property, plant and

Capital expenditure

and equipment

Other assets

21,024

21,712

20,068

2009

2010

Spirits

18,914

Property, plant

Inventories

Business segments nancial position

33

1,615

428

3,255

1,146

2,109

19,002

1,925

12,746

4,331

2010

Beer

1,586

958

5,254

1,517

3,737

21,572

2,461

14,577

4,534

2009

11

378

1,558

2,314

1,026

1,288

7,657

2,639

4,018

1,000

2010

15

354

215

1,448

741

707

5,705

2,700

2,458

547

2009

Non-alcoholic beverages

13

175

306

823

666

157

2,040

1,172

765

103

2010

Food

12

143

18

267

755

541

214

2,046

1,314

643

89

2009

119

67

4,425

31

3,311

19,074

9,712

9,362

77,302

13,713

36,443

27,146

2010

2009

85

54

4,303

116

86

2,479

20,706

8,723

11,983

77,150

13,210

37,746

26,194

(in million Baht)

Total

181

Annual Report 2010 | Thai Beverage Public Company Limited

182

Geographic segments
The segment nancial information of the Group based on geographical segments in the consolidated nancial statements
for the years ended 31 December 2010 and 2009 were as follows:
Consolidated financial statements
Property, plant
and equipment

Income
2010

2009

2010

2009
(in million Baht)

Thailand

117,815

105,047

35,088

36,217

Overseas

3,920

3,211

1,355

1,529

121,735

108,258

36,443

37,746

Total

23. Other income


Consolidated
financial statements
2010

Separate
financial statements
2009

2010

2009
(in million Baht)

Gain on disposal of assets

119

84

Gain on sale of investment

53

49

Revenue from sales of scraps

28

13

Net gain on foreign exchange

20

Others

151

145

Total

351

262

58

12

24. Selling expenses


Consolidated
financial statements
2010

Separate
financial statements
2009

2010

2009
(in million Baht)

6,599

5,352

Transportation

465

282

Commission

224

151

7,288

5,785

Marketing and advertising

Total

183

25. Administrative expenses


Consolidated
financial statements

Separate
financial statements

2010

2009

2010

2009

Personnel expenses

4,448

4,029

Idle capacity

1,985

2,231

Travelling

672

792

Rental

762

658

Depreciation and amortisation

503

447

Donation

596

394

Hire and services

488

287

(in million Baht)

Others
Total

1,495

1,171

10,949

10,009

21

19

26. Employee benet expenses


Consolidated
financial statements
2010

Separate
financial statements
2009

2010

2009
(in million Baht)

Management
Salaries and wages

170

153

170

153

Bonus

108

97

108

97

58

49

15

14

338

301

295

266

4,619

4,226

275

246

Bonus

773

708

71

64

Overtime and perdiem allowance

382

292

10

12

94

22

960

843

58

47

6,828

6,091

420

374

7,166

6,392

715

640

Contribution to dened benet plans


Others

Other employees
Salaries and wages

Contribution to dened benet plans


Others

Total

The dened contribution plans comprise provident funds established by the Group for its employees. Membership to the
funds is on a voluntary basis. Contributions are made monthly by the employees at rates ranging from 2% to 3% of their
basic salaries and by the Group at rates ranging from 2% to 3% of the employees basic salaries. The provident funds are
registered with the Ministry of Finance as juristic entities and are managed by a licensed Fund Manager.

Annual Report 2010 | Thai Beverage Public Company Limited

184

27. Expenses by nature


The statements of income include an analysis of expenses by function. Expenses by nature disclosed in accordance with
the requirements of various TFRS were as follows:
Consolidated
financial statements
2010

Separate
financial statements
2009

2010

2009
(in million Baht)

Included in cost of sales of goods:


Changes in inventories of nished
124

(4,169)

82,330

67,270

Employee benet expenses

2,379

2,062

Depreciation and amortisation

3,975

3,885

6,054

4,800

545

552

4,786

4,330

715

640

Depreciation and amortisation

518

471

35

37

Rental

762

658

30

20

goods and work in progress


Raw materials, consumables and
excise tax used

Included in selling expenses:


Marketing and sales promotion
expenses
Advertising and public relations
Included in administrative expenses:
Employee benet expenses

28. Finance costs

Note

Consolidated

Separate

financial statements

nancial statements

2010

2009

2010

2009
(in million Baht)

Interest expense:
Related parties
Financial institutions
Others
Less assets under construction
Net

728

704

264

482

223

357

67

66

264

549

951

1,127

(5)

259

549

951

1,127

185

29. Income tax expense


The current tax expense in the consolidated statement of income is less than the amount determined by applying the Thai
corporation tax rate to the accounting prot for the year principally because:
(a) the Groups unutilised tax losses brought forward from the previous year have been utilised during the year to set-off
against the current years tax charge for 2010 amounted to Baht 101 million (2009: Baht 21 million).
(b) a signicant portion of the Groups prot was derived from promoted activities for which concessionary tax rates apply
for 2010 amounted to Baht 37 million (2009: Baht 2 million).
(c) of the different treatment for accounting and taxation purposes of certain items of income and expense of the Group
for 2010 amounted to Baht (261) million (2009: Baht (214) million).
(d) losses suffered by certain subsidiaries of the Group can not be set-off against the prots of subsidiaries of the Group
for tax purposes for 2010 amounted to Baht 41 million (2009: Baht 104 million).
(e) the Group has any adjustment to tax payable in respect of previous years for 2010 amounted to Baht 1 million (2009:
Baht (7) million).
The current tax expense in the separate statement of income is less than the amount determined by applying the Thai
corporation tax rate to the accounting prot for the year principally because:
(a) dividends are not subject to tax for 2010 amounted to Baht 2,487 million (2009: Baht 2,471 million).
(b) of the different treatment for accounting and taxation purposes of certain items of income and expense for 2010
amounted to Baht 16 million (2009: Baht 30 million).
(c) the Company has any adjustment to tax payable in respect of previous years for 2010 amounted to Baht 0.28 million.

30. Promotional privileges


Promotional privileges from the Board of Investment
By virtue of the provisions of the Industrial Investment Promotion Act of B.E. 2520, two subsidiaries have been granted
privileges by the Board of Investment relating to the production of bio-gas and the production of beverage. The privileges
granted include:
The production of bio-gas
(a) exemption from payment of import duty on machinery approved by the Board;
(b) exemption from payment of income tax for certain operations for a period of eight years from the date on which the
income is rst derived from such operations;
(c) a 50% reduction in the normal tax rate on the net prot derived from certain operations for a period of ve years,
commencing from the expiry date in (b) above; and

Annual Report 2010 | Thai Beverage Public Company Limited

186

(d) exemption from income tax on dividend income derived from certain promoted operations of its subsidiaries for a period
of eight years.
The production of beverage
(a) exemption from payment of import duty on machinery approved by the Board;
(b) exemption from payment of income tax for certain operations for a period of eight years from the date on which the
income is rst derived from such operations; and
(c) exemption from income tax on dividend income derived from certain promoted operations of its subsidiaries for a period
of eight years.
As promoted companies, the aforementioned subsidiaries must comply with certain terms and conditions prescribed in
the promotional certicates.
Summary of revenue from promoted and non-promoted businesses:
Consolidated
financial statements

Separate
financial statements

2010

2009

2010

2009

4,071

3,658

Non-promoted businesses

117,290

104,311

Total

121,361

107,969

(in million Baht)

Promoted businesses

Privileges granted to business operator in Free Zone


Also in 2004 another subsidiary was granted approval from the Customs Department to operate in a Free Zone, whereby
the subsidiary obtains privileges related to the payment of import and export taxes, valued added tax and excise tax. Various
other privileges are also granted.

187

31. Basic earnings per share


The calculations of basic earnings per share for the years ended 31 December 2010 and 2009 were based on the prot
for the years attributable to equity holders of the Company and the number of ordinary shares outstanding during the
years as follows:
Consolidated
financial statements
2010

Separate
nancial statements
2009

2010

2009

(in million Baht / million shares)

Prot attributable to equity holders of


the Company (basic)
Number of ordinary shares outstanding
Basic earnings per share (in Baht)

10,612

10,566

8,927

8,643

25,110

25,110

25,110

25,110

0.42

0.42

0.36

0.34

32. Dividends
At the meeting of the Board of Directors held on 10 August 2010, the directors had adopted a resolution to approve the
interim dividend payment for the year 2010 of 25,110 million ordinary shares at Baht 0.15 per share, totalling Baht 3,766
million. The interim dividend was paid to shareholders on 8 September 2010.
At the annual general meeting of the shareholders of the Company held on 29 April 2010, the shareholders approved the
appropriation of dividend of Baht 0.33 per share, amounting to Baht 8,286 million. On 10 September 2009, the interim
dividend of Baht 0.15 per share was paid, totalling Baht 3,766 million. The remaining dividend of Baht 0.18 per share,
totalling Baht 4,520 million, was paid on 26 May 2010.
At the annual general meeting of the shareholders of the Company held on 29 April 2009, the shareholders approved the
appropriation of dividend of Baht 0.30 per share, amounting to Baht 7,533 million. On 11 September 2008, the interim
dividend of Baht 0.12 per share was paid, totalling Baht 3,013 million. The remaining dividend of Baht 0.18 per share,
totalling Baht 4,520 million, was paid on 27 May 2009.

33. Financial instruments


Financial risk management policies
The Group is exposed to normal business risks from changes in market interest rates and currency exchange rates and
from non-performance of contractual obligations by counterparties. The Group does not hold or issue derivative nancial
instruments for speculative or trading purposes.
Risk management is integral to the whole business of the Group. The Group has a system of controls in place to create
and acceptable balance between the cost of risks occurring and the cost of managing the risks. The management continually
monitors the Groups risk management process to ensure that an appropriate balance between risk and control is achieved.

Annual Report 2010 | Thai Beverage Public Company Limited

188

Capital management
The Boards policy is to maintain a strong capital base so as to maintain investor, creditor and market condence and to
sustain future development of the business. The Board monitors the return on capital, which the Group denes as result
from operating activities divided by total shareholders equity, excluding non-controlling interests and also monitors the
level of dividends to ordinary shareholders.
Interest rate risk
Interest rate risk is the risk that future movements in market interest rates will affect the results of the Groups operations
and its cash ows because loan interest rates are mainly xed. The Group is primarily exposed to interest rate risk from its
borrowings (Note 17). The Group mitigates this risk by ensuring that the majority of its borrowings are at xed interest rates.
The effective interest rates of loans receivable as at 31 December and the periods in which the loans receivable mature
or re-price were as follows:
Separate nancial statements

Effective
interest rate

Within
1 year

After 1
year but
within 5
years

(% per annum)

Total
(in million Baht)

2010
Current
Loans receivable - Related parties

5.00

1,977

1,977

Non-current
Loans receivable - Related parties

5.00

2,499

2,499

1,977

2,499

4,476

5.00

2,642

2,642

5.00

3,455

3,455

2,642

3,455

6,097

Total
2009
Current
Loans receivable - Related parties
Non-current
Loans receivable - Related parties
Total

189

The effective interest rates of interest-bearing nancial liabilities as at 31 December and the periods in which those
liabilities mature or re-price were as follows:
Consolidated nancial statements

Effective
interest rate

Within
1 year

After 1
year but
within 5
years

(% per annum)

Total
(in million Baht)

2010
Current
Bank overdrafts

2.52

568

568

Loans payable - Financial institutions

1.93

5,694

5,694

Current portion of long-term loans

2.11

2,500

2,500

Non-current
Loans payable - Financial institutions

2.92

Total

600

600

8,762

600

9,362

2009
Current
Bank overdrafts

2.50

655

655

Loans payable - Financial institutions

1.70

5,063

5,063

Current portion of long-term loans

4.59

3,765

3,765

2.11

2,500

2,500

9,483

2,500

11,983

Non-current
Loans payable - Financial institutions
Total

Annual Report 2010 | Thai Beverage Public Company Limited

190

Separate nancial statements


Effective
interest
rate

Within
1 year

After 1
year but
within 5
years

(% per annum)

Total
(in million Baht)

2010
Current
Loans payable - Financial institutions

1.91

5,000

5,000

Current portion of long-term loans

2.11

2,500

2,500

Loans payable - Related parties

5.00

5,955

5,955

5.00

10,403

10,403

13,455

10,403

23,858

Non-current
Loans payable - Related parties
Total
2009
Current
Loans payable - Financial institutions

1.71

3,100

3,100

Current portion of long-term loans

4.59

3,765

3,765

Loans payable - Related parties

5.00

7,259

7,259

Loans payable - Financial institutions

2.11

2,500

2,500

Loans payable - Related parties

5.00

9,743

9,743

14,124

12,243

26,367

Non-current

Total

Foreign currency risk


The Group is exposed to foreign currency risk relating to purchases and sales of goods which are denominated in foreign
currencies. The Group primarily utilises forward exchange contracts to hedge such nancial assets and liabilities denominated
in foreign currencies. The forward exchange contracts entered into at the reporting date also relate to anticipated purchases
and sales, denominated in foreign currencies, for the subsequent period.
At 31 December, the Group and the Company were exposed to foreign currency risk in respect of nancial assets and
liabilities denominated in the following currencies:
Consolidated
financial statements
Note

2010

Separate
financial statements
2009

2010

2009
(in million Baht)

United States Dollars


Cash and cash equivalents

28

69

Trade accounts receivable

Other current assets

191

Consolidated
financial statements
Note

2010

Separate
financial statements
2009

2010

2009
(in million Baht)

(7)

(7)

Other current liabilities

(9)

(18)

Gross balance sheet exposure

16

47

Estimated forecast purchase of assets

(6)

Estimated forecast purchase of goods

(749)

(899)

Trade accounts payable

(4)

(3)

Gross exposure

(737)

(861)

Forwards to buy foreign currency

652

769

Net exposure

(85)

(92)

(56)

(109)

(21)

(5)

Estimated forecast other liabilities

Euro
Trade accounts payable

18

Other current liabilities

(77)

(114)

Estimated forecast purchase of goods

(813)

(773)

Estimated forecast purchase of assets

(718)

(65)

(1,608)

(952)

1,352

778

(256)

(174)

Trade accounts payable

(4)

(47)

Other current liabilities

(1)

Gross balance sheet exposure

(4)

(46)

(119)

(51)

(52)

(67)

(3)

(178)

(164)

177

152

(1)

(12)

(225)

(122)

Gross balance sheet exposure

Gross exposure
Forwards to buy foreign currency
Net exposure
Great Britain Pound
Cash and cash equivalents

Estimated forecast purchases Goods


Estimated forecast purchase of Advertising
Estimated forecast purchase of assets
Gross exposure
Forwards to buy foreign currency
Net exposure
Australia Dollars
Trade accounts payable
Gross balance sheet exposure

18

(225)

(122)

Estimated forecast purchases Goods

(1,094)

(495)

Gross exposure

(1,319)

(617)

773

(546)

(617)

Forwards to buy foreign currency


Net exposure

Annual Report 2010 | Thai Beverage Public Company Limited

192

Consolidated
financial statements
Note

2010

Separate
financial statements
2009

2010

2009
(in million Baht)

Hong Kong Dollars


Cash and cash equivalents

273

30

273

31

(253)

(253)

Other current assets


Gross exposure
Japanese Yen
Other current liabilities

19

Gross balance sheet exposure


Estimated forecast purchase of machinery

(14)

(512)

(65)

(332)

(512)

Estimated forecast purchase of assets


Forwards to buy foreign currency
Gross exposure

203

512

(129)

Other current liabilities

(2)

(1)

(1)

(1)

Gross balance sheet exposure

(2)

(1)

(1)

(1)

(2)

(2)

(3)

(1)

(1)

Forwards to buy foreign currency


Net exposure
Other foreign currencies

Forwards to sell foreign currency


Net exposure

Credit risk
Credit risk is the potential nancial loss resulting from the failure of a customer or counterparty to settle its nancial and
contractual obligations to the Group as and when they fall due.
Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. Credit evaluations
are performed on all customers requiring credit over a certain amount. At the reporting date there were no signicant
concentrations of credit risk. The maximum exposure to credit risk is represented by the carrying amount of each nancial
asset in the balance sheet. However, due to the large number of parties comprising the Groups customer base, management
does not anticipate material losses from its debt collection.
Liquidity risk
The Group monitors its liquidity risk and maintains a level of cash and cash equivalents deemed adequate by management
to nance the Groups operations and to mitigate the effects of uctuations in cash ows.
Determination of fair values
A number of the Groups accounting policies and disclosures require the determination of fair value, for both nancial
and non-nancial assets and liabilities. The fair value is the amount for which an asset could be exchanged, or a liability

193

settled, between knowledgeable, willing parties in an arms length transaction. Fair values have been determined for
measurement and/or disclosure purposes based on the following methods. When applicable, further information about the
assumptions made in determining fair values in disclosed in the notes specic to that asset or liability.
The fair value of trade and other short-term receivables and loans to and other receivables from related parties is taken
to approximate the carrying value.
The fair value of other long-term investments is taken to approximate the carrying value. Interest rates of investment in
government bonds are xed.
The fair value of trade accounts payable, loans from related parties and other payable, other payables from related parties,
and other current liabilities is taken to approximate the carrying value.
The fair value of loans is taken to approximate the carrying value. The loans are bearing interest at rates closed to current
market rate.
The fair value of forward exchange contracts is based on their listed market price, if available. If a listed market price is
not available, then fair value is estimated by discounting the difference between the contractual forward price and the
current forward price at the reporting date for the residual maturity of the contract using a risk-free interest rate (based
on government bonds).
Fair value of forward exchange contracts at 31 December was as follows:
Currency
denomination
2010

Consolidated
nancial statements
2009

(in million)

2010

2009

(in million Baht)

Currency forwards
Assets
-

0.09

Euro

34

16

1,348

773

Great Britain Pound

17

18

788

942

Australia Dollars

25

753

United States Dollars

22

23

658

768

542

1,399

201

508

3,748

2,991

Singapore Dollars
Liabilities

Japanese Yen
Total

Annual Report 2010 | Thai Beverage Public Company Limited

194

34. Commitments with non-related parties


Consolidated
financial statements
2010

Separate
nancial statements
2009

2010

2009
(in million Baht)

Capital commitments
Contracted but not provided for:
Buildings and other constructions

319

561

907

746

1,226

1,307

Within one year

348

294

10

After one year but within ve years

300

227

11

19

25

667

546

17

17

Forward contracts to buy foreign currencies

3,831

3,050

Forward contracts to sell foreign currencies

(2)

2,777

2,218

1,386

1,454

234

245

801

552

560

527

11

327

472

Molasses purchase agreements

191

284

Bank guarantees

191

175

37

47

10,067

8,735

277

306

Machinery and equipment


Total
Non-cancellable operating lease
commitments

After ve years
Total
Other commitments

Goods and raw materials purchase


agreements
Specialist agreements
Unused letters of credit for goods and
supplies
Service agreements
Advertising services and
sponsorship agreements

Other agreements
Total

Signicant capital commitments


An indirect subsidiary has entered into factory building construction and machinery installation agreements with several
companies due to in 2009, the said indirect subsidiary has invested in Cold-Aseptic-Filling beverage and PET bottle
production project in the amount not exceeding Baht 1,430 million. Subsequently in 2010, the said indirect subsidiary
has also invested in UHT packaging machine project in the amount not exceeding Baht 980 million.

195

Signicant other commitments


Specialist agreements
In 2004, the Company and four subsidiaries entered into production and blending control agreements with a specialist
for a period of 40 years from 1 August 2004 to 1 August 2044. Under the agreements, the Company and its subsidiaries
are obliged to pay monthly service fees of Baht 4.3 million which are to be annually increased by 5% for the rst 20
years from 1 August 2004 to 1 August 2024. Afterwards, the Company and its subsidiaries have to pay monthly service
fees of Baht 0.25 million until the expiration of the agreements. Service fee under the agreements totaled Baht 1,766.2
million. Subsequently, the addendums were made on 5 January 2006, under which the Company and its subsidiaries have
to pay additional amount to this specialist amounting to Baht 2,000 million. Therefore, the total service fees under the
agreements both outstanding and already paid by the Company and its subsidiaries amounted to Baht 3,766.2 million.
As at 31 December 2010 the remaining commitments to be paid, relating to these agreements, amounted to Baht 1,386.4 million.
Sponsorship agreement
In 2008, a subsidiary renewed a sponsorship agreement with Everton Football Club, in the United Kingdom, for a period
of three years from 1 June 2008 to 31 May 2011 in order to promote the Groups businesses globally. Under the agreement,
the subsidiary is obliged to pay a minimum amount of GBP 0.5 million and a maximum amount of GBP 3.5 million per year,
dependent on the performance of Everton football team in each year.
Distributor agreement
In 2008, an indirect subsidiary renewed a distributor agreement with a local company to act as a distributor for green tea
products for a period of three years from 4 November 2008 to 3 November 2011.
Hot-ll PET bottle trading agreement
In 2005, an indirect subsidiary entered into a hot-ll PET bottle trading agreement with a local bottle manufacturing
company according to the quantity required from the indirect subsidiary on a monthly basis at the price specied in the
agreement. The agreement is for a 15-year period, commencing 150 days after the agreement date.
Material and package trading agreement
In 2007, a subsidiary and an indirect subsidiary entered into a material and package trading agreement with a local
company for distribution of products to the Groups shops and for materials and packaging management. The two subsidiaries
committed to pay the service charge at the rate specied in the agreement for a period of three years from 1 April 2007
to 31 March 2010 with the renewal option for another three years. Subsequently in April 2010, the said subsidiaries
entered into new agreements for a period of two years and eight months from 1 May 2010 to 31 December 2012.
Transportation agreement
In 2007, a subsidiary and an indirect subsidiary entered into a transportation agreement with a local company to transport
products from factory to the destination. Transportation cost is calculated for each trip at the rate stated in the agreement.
The term of the agreement is three years from 1 November 2007 to 31 October 2010. Subsequently, on 1 February 2010,
the said subsidiaries entered into a new agreement due to the transportation fee rate adjustment. The term of the agreement
is three years from 1 January 2010 to 31 December 2012 and may be extended for successive terms of one year each
or terminated if any party does not comply with the terms and conditions stated in the agreement or if not less than 30
days prior written notice is given by any one party to the other.

Annual Report 2010 | Thai Beverage Public Company Limited

196

License agreement
A subsidiary entered into a license agreement with an overseas company for operating Japanese restaurants in the Kingdom
of Thailand as the master license for a period of 10 years from 20 May 2008. Unless there is a notication to terminate
the agreement within 180 days before the expiration, this agreement continues to be in effect for the successive 10 years
term. The subsidiary committed to pay Initial License Fee, License Fee and Royalty Fee as stated in the agreement.
On 29 June 2009, the said subsidiary entered into a license agreement with another overseas company for operating
Japanese restaurants in the Kingdom of Thailand as the master license for a period of 10 years from 29 June 2009.
Unless there is a notication to terminate the agreement within 180 days before the expiration, this agreement continues
to be in effect for the successive 10 years term. The subsidiary committed to pay Initial License Fee, License Fee and
Royalty Fee as stated in the agreement.
Natural gas trading agreement
On 30 September 2009, an indirect subsidiary entered into a natural gas trading agreement with a local company at the
condition specied in the agreement for a period of 7 years from 21 December 2009 to 30 November 2016 with the
renewal option by written notice not less than 90 days before the expiration.
Supply agreement
On 1 June 2010, an indirect subsidiary entered into a supply agreement to purchase Aseptic Preforms and Aseptic Plastic
Closures to support its aseptic llings line with a local company, whereby the subsidiary agreed to buy the raw material
at category and price specied in the terms and conditions of the agreement. The agreement has been effective until 31
August 2010 unless the counterparties agree otherwise.

35. Events after the reporting period


(a)

On 5 January 2011, International Beverage Trading Limited (IBTL) was incorporated in Bermuda with registered
share capital of USD 0.1 million by issuing 0.1 million ordinary shares with a USD 1 par value. International
Beverage Holdings Limited, the Companys subsidiary, holds the entire shares.

(b) At the Executive Board of Directors meeting held on 24 January 2011, the directors approved in principle for
Charun Business 52 Co., Ltd. to sell its entire assets.
(c)

At the Board of Directors meeting held on 23 February 2011, the directors agreed to propose a dividend
payment for the year of Baht 0.35 per share, totalling Baht 8,789 million. The interim dividend paid was Baht
0.15 per share, totalling Baht 3,767 million. The remaining dividend payment is Baht 0.2 per share, totalling
Baht 5,022 million.

36 . Thai Financial Reporting Standards (TFRS) not yet adopted


The Group has not adopted the following new and revised TFRS that have been issued as of the reporting date but are
not yet effective. The new and revised TFRS are anticipated to become effective for annual nancial periods beginning
on or after 1 January in the year indicated in the following table.

197

TFRS

Topic

Year
effective

TAS 1 (revised 2009)

Presentation of Financial Statements

2011

TAS 2 (revised 2009)

Inventories

2011

TAS 7 (revised 2009)

Statement of Cash Flows

2011

TAS 8 (revised 2009)

Accounting Policies, Changes in Accounting Estimates and Errors

2011

TAS 10 (revised 2009)

Events after the Reporting Period

2011

TAS 11 (revised 2009)

Construction Contracts

2011

TAS 12

Income taxes

2013

TAS 16 (revised 2009)

Property, Plant and Equipment

2011

TAS 17 (revised 2009)

Leases

2011

TAS 18 (revised 2009)

Revenue

2011

TAS 19

Employee Benets

2011

TAS 21 (revised 2009)

The Effects of Changes in Foreign Exchange Rates

2013

TAS 23 (revised 2009)

Borrowing Costs

2011

TAS 24 (revised 2009)

Related Party Disclosures

2011

TAS 27 (revised 2009)

Consolidated and Separate Financial Statements

2011

TAS 28 (revised 2009)

Investments in Associates

2011

TAS 33 (revised 2009)

Earnings per Share

2011

TAS 34 (revised 2009)

Interim Financial Reporting

2011

TAS 36 (revised 2009)

Impairment of Assets

2011

TAS 37 (revised 2009)

Provisions, Contingent Liabilities and Contingent Assets

2011

TAS 38 (revised 2009)

Intangible Assets

2011

TAS 40 (revised 2009)

Investment Property

2011

TFRS 3 (revised 2009)

Business Combinations

2011

Management expects to adopt and apply these new and revised TFRS in accordance with the FAPs announcement and
has made a preliminary assessment of the potential initial impact on the consolidated and separate nancial statements
of those new and revised TFRS assessed to have the greatest potential impact on the nancial statements in the period
of initial application. These standards are as follows:
TAS 16 (revised 2009) Property, plant and equipment
The principal changes introduced by the revised TAS 16 and affecting the Group are that (i) costs of asset dismantlement,
removal and restoration have to be included as asset costs and subject to annual depreciation; (ii) the depreciation charge
has to be determined separately for each signicant part of an asset; and (iii) in determining the depreciable amount, the
residual value of an item of property, plant and equipment has to be measured at the amount estimated receivable currently
for the asset if the asset were already of the age and in the condition expected at the end of its useful life. Furthermore,
the residual value and useful life of an asset have to be reviewed at least at each nancial year-end.
The revised TAS 16 permits as a transitional provision that these changes may be introduced prospectively from the year
of introduction. Management intends to adopt this transitional provision and accordingly the introduction of the revised
TAS 16 from 1 January 2011 has no impact on the nancial statements of 2010 or prior years. Management is currently
reviewing the impact on the nancial statements of introducing the revised TAS 16 from 1 January 2011.

Annual Report 2010 | Thai Beverage Public Company Limited

198

TAS 19 Employee benets


Prior to the introduction of TAS 19, there was no Thai accounting standard covering employee benets and the Group
does not presently account for the costs of post-employment benets under dened benet plans; other long-term employee
benets; and termination benets until such costs are incurred. The new TAS 19 includes the requirements to recognise
and account for such costs in the period in which the service is performed. The requirements are complex and require
actuarial assumptions to measure the obligation and expense. Moreover, the obligations are measured on a discounted
basis because they may be settled many years after the employees render the related service. The transitional provisions
of TAS 19 permit the transitional liability to be recognised and accounted for in one of four different ways:
(i)

retrospectively;

(ii)

immediately in equity (retained earnings) at the transition date;

(iii)

immediately in prot or loss at the transition date;

(iiii)

as an expense on a straight-line basis over up to ve years from the transition date.

Management has determined that the transitional liability as at 1 January 2011 for post-employment benets is Baht
1,052 million for the Group and Baht 173 million for the Company. Management intends to adopt transitional provision
ii to recognise and account for this liability.
TAS 12 Deferred tax
Whilst not specically addressed in currently effective TFRS, provisions for income tax of the Group are typically based
on corporate income tax currently payable in the period under the Revenue Code of Thailand. The Group does not, therefore,
recognise deferred tax assets and liabilities for the current period.
Under TAS 12, deferred tax is recognised using the balance sheet method, providing for temporary differences between
the carrying amount of assets and liabilities for nancial reporting purposes and the amounts used for taxation purposes.
Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse,
based on the laws that have been enacted or substantively enacted by the reporting date. A deferred tax asset is recognised
to the extent that it is probable that future taxable prots will be available against which the temporary differences can
be fully utilised. Deferred tax assets are reviewed at each reporting date and reduce to the extent that it is no longer
probable that the related tax benet will be realised. Management is currently reviewing the impact on the nancial
statements of introducing the revised TAS 16 from 1 January 2011.
TAS 40 Investment property
Prior to the introduction of TAS 40, owned land held to earn rental income is classied as part of property, plant and
equipment. This land is carried at a revalued amount less any subsequent accumulated impairment losses. Any increase
in value, on revaluation, is credited to equity under the heading revaluation surplus.
Under TAS 40, owned property held to earn rental income is classied as part of investment property. TAS 40 allows
enterprises to choose either a fair value model or a cost model to measure investment property.

199

In accordance with the fair value model, an enterprise should measure all of its investment property at its fair value. Any
gain or loss arising from a change in the fair value of investment property should be recognised in prot or loss for the
period in which it arises. In accordance with the cost model, land and buildings held as investment property should be
measured at cost less accumulated depreciation and impairment losses. The Group will adopt the cost method for
investment property consisting of both land and buildings. Management is currently reviewing the impact on the nancial
statements of introducing the revised TAS 40 from 1 January 2011.

37. Signicant differences between TFRS and IFRS (unaudited/ unreviewed)


These consolidated nancial statements have been prepared in accordance with TFRS which differ in certain signicant
respects from International Financial Reporting Standards (IFRS). The following disclosure provides a summary of certain
signicant differences between TFRS and IFRS (other than specied in Note 36), as applicable to the consolidated nancial
statements of the Group, and a reconciliation of net prot and total equity from TFRS to IFRS. Neither the narrative
summary nor the reconciliation should be construed as being exhaustive or presented fairly in all material respects and
are provided for information purposes only.
(a) Financial instruments
TFRS has certain disclosure requirements for nancial instruments, but only limited guidance on the recognition and
measurement of nancial instruments. The Group has decided not to recognise derivative nancial instruments on the
balance sheet. However, foreign currency assets and liabilities hedged by these contracts are translated into Thai Baht
at exchange rates ruling at the reporting date.
Under IFRS, derivative nancial instruments are recognised initially at fair value; attributable transaction costs are
recognised in the statement of income when incurred. Subsequent to initial recognition, they are remeasured at fair
value. The gain or loss on remeasurement to fair value is recognised immediately in the statement of income.
(b) Goodwill
Until 31 December 2007, TFRS required goodwill arising from a business combination to be systematically amortised
over its estimated useful life, although its useful life should not exceed 20 years from initial recognition.
During 2007, TFRS on goodwill was revised in accordance with IFRS which is effective for annual accounting periods
beginning on or after 1 January 2008.
Under the revised TFRS, acquired goodwill is measured after initial recognition at cost less accumulated impairment losses.
The recoverable amount is estimated at each reporting date, and as and when indicators of impairment are identied.

Annual Report 2010 | Thai Beverage Public Company Limited

200

Consolidated net profit


2010

2009
(in million Baht)

As reported in these consolidated nancial


statements under TAS/TFRS

10,721

10,643

30

19

(336)

(67)

Add (less): TAS/TFRS and IFRS differences


(net of tax effect)
(a) Deferred tax
(b) Employee benets
(c) Financial instruments
Under IFRS

(25)

(88)

10,390

10,507

Consolidated
total equity
2010

2009
(in million Baht)

As reported in these consolidated nancial


statements under TAS/TFRS

58,228

56,444

(321)

(351)

(1,052)

(706)

(83)

(59)

Add (less): TAS/TFRS and IFRS differences


(net of tax effect)
(a) Deferred tax
(b) Employee benets
(c) Financial instruments
(d) Investment in property

(47)

(47)

(e) Business combination (Goodwill)

102

102

56,827

55,383

Under IFRS

201

INTERESTED PERSONS
TRANSACTIONS
Audited results for year ended 31 December 2010

$JJUHJDWHYDOXHRIDOOLQWHUHVWHGSHUVRQV

Aggregate value of all

WUDQVDFWLRQVGXULQJWKH\HDUHQGHG

interested persons transactions

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conducted under the mandate

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(excluding transactions less than

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S$100,000*)

%DKW

%DKW

Revenue from sales and service income

Pisetkij Co., Ltd.





PS Recycle Co., Ltd.





The Utaradit Sugar Industry Co., Ltd.





TCC Hotel Collection Co., Ltd.





Thai Alcohol PCL. **





Other income

Pisetkij Co., Ltd.





T.C.C. Technology Co., Ltd.





Thai Alcohol PCL. **





Plantheon Trading Co., Ltd. **





Cost of sales

PS Recycle Co., Ltd.





The Maewang Sugar Industry Co., Ltd.





The Suphanburi Sugar Industry Co., Ltd.





Permkha Commercial Co., Ltd. ***





Southeast Capital Co., Ltd.





T.C.C. Technology Co., Ltd.





Thai Beverage Can Co., Ltd.





Berli Jucker PCL.





The Southeast Insurance Co., Ltd.





10 The Southeast Life Insurance Co., Ltd.





11 The Uttaradit Sugar Industry Co., Ltd.





12 Berli Jucker Specialties Co., Ltd.





13 New Noble Property and Loan Fund





14 TCC Hotel Collection Co., Ltd.





15 Siam Food Products PCL.









16 Plantheon Trading Co., Ltd. **

Annual Report 2010 | Thai Beverage Public Company Limited

202

$JJUHJDWHYDOXHRIDOOLQWHUHVWHGSHUVRQV

Aggregate value of all

WUDQVDFWLRQVGXULQJWKH\HDUHQGHG

interested persons transactions

'HFHPEHUXQGHUUHYLHZ

conducted under the mandate

H[FOXGLQJWUDQVDFWLRQVOHVVWKDQ6 DQG

(excluding transactions less than

WUDQVDFWLRQVFRQGXFWHGXQGHU6KDUHKROGHUV0DQGDWH 

S$100,000*)

%DKW

%DKW

Other expenses

Bang-Na Glass Co., Ltd.





Southeast Capital Co., Ltd.





T.C.C. Technology Co., Ltd.





Berli Jucker PCL.





The Southeast Insurance Co., Ltd.





The Southeast Life Insurance Co., Ltd.





N.C.C. Management and Development Co., Ltd.





Plaza Athenee Hotel (Thailand) Co., Ltd.





Surasate Co., Ltd.













12 Dynamic Assets Property and Loan Fund





13 Best Wishes Co., Ltd





14 Best Fortune Property and Loan Fund





15 Thippatana Arcade Co., Ltd.





16 TCC PD 11 Co., Ltd.





17 AT Mediafront Co., Ltd.





18 Sea Food Beer Garden Co., Ltd.





19 Plantheon Trading Co., Ltd.





10 North Park Golf And Sports Club Co., Ltd.


11 TCC Hotel Collection Co., Ltd.

Purchase of assets

Berli Jucker PCL.





The Southeast Insurance Co., Ltd.





Exchange rate Baht 23.56 per 1 SGD.

** The list of Mandated Interested Persons has been extended to include this company by the approval of
the 2010 Annual General Meeting of Shareholders of the Company since 29 April 2010
*** Formerly Dhipaya Sugar (1999) Co., Ltd.

203

This Appendix of Renewal of the Shareholders' Mandate for Interested Person Transactions
(Shareholders' Mandate) will be proposed
to the 2011 Annual General Meeting of Shareholders for consideration and approval.

APPENDIX
Proposed Renewal of Shareholders Mandate for Interested Person Transactions
1. Background
The Board of Directors of Thai Beverage Public Company Limited (the Company) refer to (a) the Notice of Annual
General Meeting of the Company dated April 8, 2011 (the Notice), accompanying the 2010 Annual Report, convening
the Annual General Meeting (AGM) of the Company to be held on April 29, 2011, and (b) Resolution No. 9 set out in
the Notice.
2. Shareholders Mandate
Pursuant to the Companys Prospectus dated May 19, 2006 (the Prospectus), approval of the Shareholders was
deemed obtained for a shareholders mandate to enable the Company and its subsidiaries which are considered to be
entities at risk within the meaning of Rule 904(2) of the listing manual (the Listing Manual) of the Singapore
Exchange Securities Trading Limited (SGX-ST), in their ordinary course of businesses, to enter into categories of
transactions with specied classes of the Companys interested persons (the Interested Person Transactions), provided
that such transactions are entered into on an arms length basis and on normal commercial terms. The details of the
Interested Person Transactions and shareholders mandate were disclosed in pages 124 to 148 of the Prospectus. The
said shareholders mandate was updated at the AGM held on April 20, 2007, April 28, 2008, April 29, 2009, and
April 29, 2010 in the manner set out on pages 180 to 188, pages 201 to 212, pages 209 to 220 and pages 195 to 209 of
the Companys annual reports for the nancial year ended December 31, 2006, 2007, 2008 and 2009, respectively (the
Shareholders Mandate).
3. Proposed Renewal of the Shareholders Mandate
The Shareholders Mandate was expressed to take effect until the conclusion of the subsequent AGM. Accordingly, the
Directors propose that the Shareholders Mandate be renewed at the forthcoming AGM on April 29, 2011, to take effect
until the next AGM of the Company.
4. Details of the Shareholders Mandate
Details of the Shareholders Mandate, including the rationale for, and the benets to, the Company, the review procedures
for determining transaction prices with interested person and other general information relating to Chapter 9 of the
Listing Manual, are set out in the Schedule 1 to this Appendix.
5. Audit Committee Statement
The Audit Committee has reviewed the terms of the Shareholders Mandate and pursuant to Rule 920(1)(c) of the Listing
Manual conrms that:-

Annual Report 2010 | Thai Beverage Public Company Limited

204

(a) the review procedures for determining the transaction prices under the Shareholders Mandate have not changed
since shareholders approved the Shareholders Mandate at the AGM held on April 29, 2010; and
(b) the review procedures referred to in Schedule 1 to this Appendix are sufcient to ensure that the transactions will be
carried out on normal commercial terms and will not be prejudicial to the interests of the Company and its minority
Shareholders.
If, during the periodic reviews by the Audit Committee, it is of the view that the established review procedures referred
to in Schedule 1 to this Appendix are no longer appropriate or adequate to ensure that the Interested Person Transactions
will be transacted on normal commercial terms and will not be prejudicial to the interests of the Company and minority
Shareholders, the Company will seek a fresh mandate from Shareholders based on new review procedures.
6. Directors and Substantial Shareholders Interests
The interests of the directors and substantial shareholders of the Company in the issued shares in the capital of the
Company as at January 21, 2011 and March 8, 2011 respectively can be found in the Annual Report in respect of the
nancial year ended December 31, 2010 to be, or which has been, distributed to shareholders.
7. Abstention from Voting
Mr. Charoen Sirivadhanabhakdi, Khunying Wanna Sirivadhanabhakdi, Mr. Thapana Sirivadhanabhakdi and Mr. Panote
Sirivadhanabhakdi, who are Directors of the Company, have interests in the shares of the Interested Persons (as described
in Schedule 1 to this Appendix), and also hold directorships and/or executive positions in them. They and their respective
associates will abstain from voting on Resolution No. 9 being the Ordinary Resolution relating to the proposed renewal of
the Shareholders Mandate in respect of their shareholdings in the Company, if any, at the 2011 AGM.
8. Independent Directors Recommendation
The Directors who are considered independent for the purposes of the proposed renewal of the Shareholders Mandate
are Mr. Komen Tantiwiwatthanaphan, Mr. Narong Srisa-an, Ms. Kanoknart Rangsithienchai, Mr. Chukiet Tangpongprush,
Mr. Sawat Sopa, Mr. Ueychai Tantha-Obhas, Mr. Sithichai Chaikriangkrai, Dr. Pisanu Vichiensanth, Mr. Vivat Tejapaibul,
Mr. Puchchong Chandhanankij, Gen. Dr. Choo-Chat Kambhu Na Ayudhya, Prof. Pornchai Matangkasombut, Mr. Michael
Lau Hwai Keong, Mr. Sakthip Krairiksh, Mr. Staporn Kavitanon, Prof. Kanung Luchai, Mr. Manu Leopairote and Mr. Ng
Tat Pun (the Independent Directors). The Independent Directors are of the opinion that the entry into the Mandated
Transactions described in Schedule 1 to this Appendix and with the Interested Persons (as described in Schedule 1 to
this Appendix) is in the ordinary course of its business will enhance the efciency of the Group and are in the best
interests of the Company.
For the reasons set out in Schedule 1 to this Appendix, the Independent Directors recommend that Shareholders vote in
favour of Resolution No. 9, being the Ordinary Resolution relating to the proposed renewal of the Shareholders Mandate
at the 2011 AGM.
9. Directors Responsibility Statement
The Directors collectively and individually accept responsibility for the accuracy of the information given herein and
conrm, having made all reasonable enquiries, that to the best of their knowledge and belief, the facts stated and the
opinions expressed herein are fair and accurate and that there are no material facts the omission of which would make
any statement herein misleading.

205

10. Action to Be Taken By Shareholders


Shareholders other than those who hold their shares in the Company through the CDP who are unable to attend the 2011
AGM and wish to appoint a proxy to attend and vote at the 2011 AGM on their behalf, will nd, attached to the invitation
to the 2011 AGM, a Proxy Form which they are requested to complete, sign and return in accordance with the instructions
printed thereon as soon as possible and, in any event, (i) so as to arrive at the registered ofce of the Company at
Sangsom Building, 14 Vibhavadi Rangsit Road, Chomphon Sub-district, Chatuchak District, Bangkok 10900, Thailand,
for the attention of the Company Secretary, not later than 24 hours before the time xed for the 2011 AGM or (ii) at the
venue of the 2011 AGM before the AGM commences. The sending of a Proxy Form by a Shareholder does not preclude
him from attending and voting in person at the AGM if he nds that he is able to do so.
Shareholders with securities accounts maintained with CDP will nd, attached to the Invitation to the 2011 AGM, a
Voting Instructions Form which they are requested to complete, sign and return in accordance with the instructions
printed thereon as soon as possible and, in any event so as to arrive at CDP within 7 days before the time xed for the
2011 AGM.
11. SGX-ST
The SGX-ST takes no responsibility for the accuracy of any statements or opinions made in this Appendix.

Annual Report 2010 | Thai Beverage Public Company Limited

206

SCHEDULE 1 TO THE APPENDIX


General Mandate for Interested Person Transactions
We anticipate that we would, in the ordinary course of business, continue to enter into certain transactions with our
interested persons, including but not limited to those categories of transactions described below. In view of the timesensitive nature of commercial transactions, it would be advantageous for us to obtain a shareholders mandate to enter
into certain interested persons transactions in our ordinary course of business, provided that all such transactions are
carried out on normal commercial terms and are not prejudicial to the interests of our Company and our minority
Shareholders.
Chapter 9 of the Listing Manual allows a listed company to obtain a mandate from its shareholders for recurrent interested
person transactions which are of a revenue or trading nature or for those necessary for its day-to-day operations. These
transactions may not include the purchase or sale of assets, undertakings or businesses which are not part of our day-today operations.
Pursuant to Rule 920(1) of the Listing Manual, a general mandate is subject to annual renewal. The information required
by Rule 920(1)(b) is as follows:
(a) the class of interested persons with which the Entity At Risk (as dened below) will be transacting;
(b) the nature of the transactions contemplated under the mandate;
(c) the rationale and benet to the Entity At Risk;
(d) the methods or procedures for determining transaction prices;
(e) the independent nancial advisors opinion on whether the methods or procedures in (d) above are sufcient to
ensure that the transactions will be carried out on normal commercial terms and will not be prejudicial to the
interests of our Company and our minority Shareholders (where applicable);
(f) an opinion from our Audit Committee if it takes a different view to the independent nancial advisor (where
applicable);
(g) a statement from us that we will obtain a new mandate from our Shareholders if the methods or procedures in (d)
above become inappropriate; and
(h) a statement that the interested person will abstain, and has undertaken to ensure that its associates will abstain,
from voting on the resolution approving the transaction.
The Shareholders Mandate, if renewed, will be effective until the next annual general meeting.

207

Entities At Risk
For the purposes of the Shareholders Mandate, an Entity At Risk means:

our Company;

a subsidiary of our Company that is not listed on the SGX-ST or an approved exchange; or

an associated company of our Company that is not listed on the SGX-ST or an approved exchange, provided that the
Group or the Group and interested persons has control over the associated company.

Classes of Mandated Interested Persons


The Shareholders Mandate will apply to our Groups transactions with the list of interested persons as set out in the
Schedule 2 to the Appendix List of Our Interested Persons and Mandated Interested Persons (the Mandated Interested
Persons and each a Mandated Interested Person).
Transactions with Mandated Interested Persons which do not fall within the ambit of the Shareholders Mandate shall be
subject to the relevant provisions of Chapter 9 of the Listing Manual.
Mandated Transactions
The transactions with interested persons which will be covered by the Shareholders Mandate (Mandated Transactions)
relating to the provision to, or obtaining from, interested persons of products and services in the ordinary course of
business of our Group or which are necessary for the day-to-day operations of our Group (but not in respect of the
purchase or sale of assets, undertakings or businesses which are not part of our day-to-day operations) are as follows:
(a) purchases from interested persons of raw materials and packaging materials including new and used glass bottles,
aluminium cans, molasses, herbs for the production of beer concentrate, cartons and caps;
(b) obtaining from interested persons of insurance and insurance-related services;
(c) purchases from interested persons of all kinds of consumer products, ofce and storage supplies including tissue
paper and sugar for ofce use, scrap steel, malt bags and wooden pallets;
(d) obtaining from interested persons of services, including procurement services, services relating to provision of
accommodation, vehicles and facilities for the directors of the Company and/or subsidiaries, staff training,
telecommunications and software licensing, marketing and advertising and management services and services for the
manufacturing and distributorship of products;
(e) obtaining from interested persons of leases or subleases of ofce space, warehouses, passenger cars and land;
(f) provision to interested persons of services including procurement services, property improvement services, advertising
and sales services and manufacturing services;

Annual Report 2010 | Thai Beverage Public Company Limited

208

(g) lease or sub-lease to interested persons of ofce space, warehouses, passenger cars and land;
(h) sale to interested persons of molasses and by-products including fertilizer, used bottles, and factory remnants such
as aluminium and glass remnants and scrap paper;
(i) sale to interested persons of our beer, spirits, water, soda and other products; and
(j) provision or the obtaining of such other products and/or services which are incidental to or in connection with the
provision or obtaining of products and/or services in sub-paragraphs (a) to (i) above.
Review Procedures for Interested Person Transactions
Our Audit Committee has oversight of all Interested Person Transactions undertaken by our Group including, the review
and where required, approval of such transactions. For this purpose, our Board of Directors has appointed Mr. Ng Tat
Pun, an independent non-executive Director and member of the Audit Committee, to lead the Audit Committee in its role
in respect of Interested Person Transactions undertaken by our Group (the Lead Independent Director for IPTs). We
have also established the following procedures to ensure that the Interested Person Transactions are undertaken on an
arms length basis and on normal commercial terms.
Review Procedures and Threshold Limits
In general, there are procedures established by our Group to ensure that Interested Person Transactions, including the
Mandated Transactions with the Mandated Interested Persons, are undertaken on an arms length basis and on normal
commercial terms consistent with our Groups usual business practices and policies, and on terms which are generally no
more favorable to the interested persons than those extended to or obtained from unrelated third parties.
In particular, the following review procedures have been implemented:
(1) Procurement and purchase of goods and obtaining services
(a) All procurement and purchases made by our Group of a recurring nature which are in the ordinary course of
business of our Group or which are necessary for the day-to-day operations of our Group, including procurement
and purchases which are Mandated Transactions with Mandated Interested Persons (such as the transactions
referred to in paragraphs (a), (b), (c), (d) and (j) above under General Mandate for Interested Person Transactions
Mandated Transactions) will be governed by internal control procedures, which detail matters such as the
constitution of internal approving authorities, their approval limits, the number of vendors (minimum of two) who
provide us quotes, and the review procedures. The guiding principle is to objectively obtain the best goods and/
or services on the best terms through competitive quotations, if appropriate. In determining whether the price
and terms offered by interested persons are fair and reasonable, factors such as, but not limited to, delivery
schedules, specication compliance, track record, experience and expertise, preferential rates, discounts or
rebates offered for bulk purchases, will be taken into consideration.

In addition, each interested person

transaction entered into by our Group will be monitored as an individual transaction and based on the value of
the transaction, will require the prior approval of the corresponding approving authority who is a Director or
management employee of the Group (not being an interested person or his associate) and who does not have any
interests, whether direct or indirect, in relation to the transactions (the Relevant Approving Authority) as
follows:

209

Approval Limits

Relevant Approving Authority

Interested person transaction not exceeding Baht


500,000 in value

A deputy managing director or ofcer of equivalent


rank

Interested person transaction above Baht 500,000


but not exceeding Baht 5 million in value

A managing director or ofcer of equivalent rank

Interested person transaction above Baht 5 million


but not exceeding Baht 10 million in value

A vice-chairman or ofcer of equivalent rank

Interested person transaction above Baht 10 million


but not exceeding Baht 20 million in value

A chairman

Interested person transaction above Baht 20 million


but not exceeding 3% of the latest audited net
tangible assets of the Group in value

Any two vice-chairmen and/or chairmen or ofcers


of equivalent rank

Interested person transaction above 3% of the latest


audited net tangible assets of the Group in value

Any two Audit Committee members, one of whom


must be the Lead Independent Director for IPTs

In relation to paragraph (j) above under General Mandate for Interested Person Transactions Mandated
Transactions, the Relevant Approving Authority (as determined by the value of the transaction) will also assess
and approve that the proposed transaction is one which is incidental to or in connection with the provision or
obtaining of products and/or services in sub-paragraphs (a), (b), (c) and (d) above under General Mandate for
Interested Person Transactions Mandated Transactions.
(b)

In the event that we cannot obtain competitive quotations (for instance, if there are no unrelated third party
vendors of similar products and services (taking into account quantum, specications and delivery schedules
among others), or if the product is proprietary in nature), based on the value of the proposed interested person
transaction, the corresponding Relevant Approving Authority as set out above (not being an interested person or
his associate) and who does not have any interests, direct or indirect, in relation to the transaction, will determine
whether the price and terms offered by the interested person are fair and reasonable.

(c)

Purchases under the prevailing terms of the Glass Bottle Purchase Agreement dated December 23, 2009 entered
into between Thai Beverage Recycle Co., Ltd. (former name was Bang-Na Logistic Co., Ltd.) and Berli Jucker
Public Company Limited (the Glass Bottle Purchase Agreement) will be covered under the Shareholders
Mandate, provided that any amendment to the material provisions of the Glass Bottle Purchase Agreement,
including any adjustment authorized by the agreement to the purchase price for glass bottles pursuant to and
any renewal or extension of tenure of the Glass Bottle Purchase Agreement, requires the approval of our Board
of Directors and the Audit Committee.

(2) Other Interested Person Transactions of a recurring nature


(a) We intend to conduct other interested person transactions not covered by paragraph (1) above which are of a
recurring nature and that occur in the ordinary course of business of our Group. These transactions are necessary
for the day-to-day operations of our Group and include the sale of products and provisions of services to interested
persons and lease or sub-lease of property to or from interested persons and the Mandated Transactions with

Annual Report 2010 | Thai Beverage Public Company Limited

210

Mandated Interested Persons referred to in paragraphs (e), (f), (g), (h), (i) and (j) under General Mandate for
Interested Person Transactions Mandated Transactions above. We intend to conduct these transactions at
the prevailing market rates or prices of the product or service to be provided, and at prevailing market rentals for
leases and sub-leases of property, on terms no more favorable to the interested person than the usual commercial
terms extended to or, where applicable, by unrelated third parties (including, where applicable, preferential
rates, discounts to favored customers or for bulk purchases) or otherwise in accordance with applicable industry
norms, provided that:
(i) in relation to the sale of products and provision of services which are not contemporaneously in time as the
proposed interested person transaction being sold or provided to an unrelated third party, quotes from at
least two other suppliers who are unrelated third parties not being the relevant interested person or his
associates of similar products or services will be obtained; and
(ii) in relation to the lease or sub-lease of property, we are required to obtain enquiries with at least two landlords
and/or tenants who are unrelated third parties not being the relevant interested person or his associates of
similarly sized and located properties put to similar use.
In addition, each Interested Person Transaction entered into by our Group will be monitored as an individual
transaction and based on the value of the transaction, will require the prior approval of the corresponding
Relevant Approving Authority who is a Director or management employee of the Group (not being an interested
person or his associate) and who does not have any interests, whether direct or indirect, in relation to the
transactions as follows:

Approval Limits

Relevant Approving Authority

Interested person transaction not exceeding Baht


200,000 in value

A deputy managing director or ofcer of equivalent


rank

Interested person transaction above Baht 200,000


but not exceeding Baht 500,000 in value

A managing director or ofcer of equivalent rank

Interested person transaction above Baht 500,000


but not exceeding Baht 5 million in value

A vice chairman or ofcer of equivalent rank

Interested person transaction above Baht 5 million


but not exceeding 3% of the latest audited net
tangible assets of the Group in value

A chairman

Interested person transaction above 3% of the latest


audited net tangible assets of the Group in value

Any two Audit Committee members, one of whom


must be the Lead Independent Director for IPTs

In relation to paragraph (j) above under General Mandate for Interested Person Transactions Mandated
Transactions, the Relevant Approving Authority (as determined by the value of the transaction) will also assess
and approve that the proposed transaction is one which is incidental to or in connection with the provision or
obtaining of products and/or services in sub-paragraphs (e), (f), (g), (h) and (i) above under General Mandate
for Interested Person Transactions Mandated Transactions.

211

(b) Where the prevailing market rates or prices are not available, whether due to the nature of products to be sold or
services to be provided, the unavailability or impracticality of obtaining quotes from third party sources or
otherwise, our Groups pricing for these products and services will be determined in accordance with the Groups
usual business practices and pricing policies, consistent with the usual margin our Group will obtain for the
same or substantially similar type of transaction with unrelated third parties. In determining the transaction
price payable by Mandated Interested Persons for these products or services, factors such as, but not limited to,
quantity, volume, consumption, customer requirements, specications, duration of contract and strategic
purposes of the transaction will be taken into account. In relation to leases and sub-leases of property, where
prevailing market rentals are not available, whether due to the unavailability or impracticality of obtaining rental
comparisons or otherwise, rental will be determined according to the Groups usual business practices and
policies. In addition, based on the value of the proposed interested person transaction, the corresponding
Relevant Approving Authority as set out in paragraph (a) above (not being an interested person or his associate)
and who does not have any interests, direct or indirect, in relation to the transaction, will determine whether the
price and terms offered by the interested person are fair and reasonable.
(3) Non-recurring interested person transactions
We may from time to time also conduct interested person transactions not covered by paragraphs (1) and (2) above
and which do not form part of the Shareholders Mandate. These transactions are not of a recurring nature or occur
outside the ordinary course of business of our Group or which may not be necessary for the day-to-day operations of
our Group and include the purchase or sale of assets, undertakings or businesses which are not part of our day-to-day
operations. We intend to conduct such transactions in accordance with the SGX-ST Listing Manual, including the
threshold, approval and other requirements under paragraphs 905 and 906 of the SGX-ST Listing Manual. In
addition, we will monitor each transaction on an individual basis, and each transaction will require the prior approval
of the corresponding Relevant Approving Authority below who is a Director or management employee of the Group
(not being an interested person or his associate) and who does not have any interests, whether direct or indirect, in
relation to the transaction. The Relevant Approving Authority will also review the transaction to ensure that they are
carried out on normal commercial terms and not prejudicial to the interests of our Company and minority Shareholders:

Approval Limits

Relevant Approving Authority

Interested person transaction not exceeding Baht


200,000 in value

A deputy managing director or ofcer of equivalent


rank

Interested person transaction above Baht 200,000


but not exceeding Baht 500,000 in value

A managing director or ofcer of equivalent rank

Interested person transaction above Baht 500,000


but not exceeding Baht 5 million in value

A vice chairman or ofcer of equivalent rank

Interested person transaction above Baht 5 million


but not exceeding 3% of the latest audited net
tangible assets of the Group in value

A chairman

Interested person transaction above 3% of the latest


audited net tangible assets of the Group in value

Any two Audit Committee members, one of whom


must be the Lead Independent Director for IPTs

Annual Report 2010 | Thai Beverage Public Company Limited

212

In the event that these interested person transactions require the approval of our Shareholders, additional information
may be required to be presented to Shareholders and an independent nancial adviser may be appointed for an opinion.
Other Review Procedures
Our Audit Committee led by the Lead Independent Director for IPTs will also review all interested person transactions
including, Mandated Transactions to ensure that the prevailing rules and regulations of the SGX-ST (in particular,
Chapter 9 of the Listing Manual) are complied with.
Our Group has also implemented the following procedures for the identication of interested person transactions
(including Mandated Transactions) and interested persons (including Mandated Interested Persons) and the recording of
all our interested person transactions:
(a) our Group Chief Financial Ofcer will maintain a register of all transactions carried out with interested persons,
including the Mandated Interested Persons (and the basis, including the quotations obtained to support such basis,
on which these transactions are entered into), whether mandated or non-mandated; and
(b) on a quarterly basis, our Group Chief Financial Ofcer will submit a report to our Audit Committee of all recorded
interested person transactions, and the basis of all recorded interested person transactions, entered into by our
Group. Our Companys annual internal audit plan will incorporate a review of all interested person transactions,
including the established review procedures for the monitoring of the interested person transactions including
Mandated Transactions, entered into or existing interested person transactions that are renewed or revised during the
current nancial year, pursuant to the Shareholders Mandate.
In addition, our Audit Committee led by the Lead Independent Director for IPTs will review, on a quarterly basis, internal
controls and review procedures for interested person transactions to determine if they are adequate and/or commercially
practicable in ensuring that the transactions between our Group and interested persons are conducted on normal
commercial terms and are not prejudicial to the interests of our Company and our minority Shareholders. In conjunction
with this review, our Audit Committee will also ascertain whether we have complied with the established review procedures.
Further, if during these periodic reviews by our Audit Committee, our Audit Committee is of the view that the internal
controls and review procedures for interested person transactions are inappropriate or not sufcient to ensure that the
interested person transactions will be on normal commercial terms and not prejudicial to the interests of our Company
and our minority Shareholders, our Audit Committee will (pursuant to Rule 920(1)(b)(iv) and (vii) of the Listing Manual)
revert to our Shareholders for a new Shareholders Mandate based on new internal controls and review procedures for
transactions with the Mandated Interested Persons. During the period prior to obtaining a new mandate from Shareholders,
all transactions with interested persons will be subject to prior review and approval by the Audit Committee.
For the purposes of the above review of the internal controls and review procedures, any member of our Audit Committee
who is not considered independent will abstain from participating in the Audit Committees review of the internal controls
and review procedures.
Our Audit Committee will have overall responsibility for determining the review procedures with the authority to delegate
to individuals or committees within our Group as they deem appropriate.

213

SCHEDULE 2 TO THE APPENDIX


List of our Mandated Interested Persons

1. TCC Holding Co., Ltd.

23. Pisetkij Co., Ltd.

2. Bang-Na Glass Co., Ltd.

24. Plaza Athenee Hotel (Thailand) Co., Ltd.

3. Berli Jucker Cellox Co., Ltd.

25. Queens Park Hotel Co., Ltd.

4. BJC Industrial and Trading Company Limited

(1)

26. Regent Gold Property Fund

5. Berli Jucker Foods Co., Ltd.

27. Siam Realty Co., Ltd.

6. Berli Jucker Logistics Co., Ltd.

28. Southeast Capital Co., Ltd.

7. Berli Jucker Public Company Limited

29. The Southeast Insurance Co., Ltd.

8. Berli Jucker Specialties Co., Ltd.

30. The Southeast Life Insurance Co., Ltd.

9. BJC Marketing Co., Ltd.

31. The Suphanburi Sugar Industry Co., Ltd.

10. BJC Healthcare Co., Ltd.

(2)

32. T.C.C. Service Apartment Co., Ltd.

11. Chalitlarp Co., Ltd.


12. Permkha Commercial Co., Ltd.

33. Terragro Co., Ltd.


(3)

(4)

(5)

(6)

34. T.C.C. Capital Co., Ltd.

13. Golden Wealth Co., Ltd.

35. T.C.C. Commercial Property Management Co., Ltd.

14. Indara Insurance Public Company Limited

36. T.C.C. Technology Co., Ltd.

15. Lake View Golf and Yacht Club Co., Ltd.

37. Thai Beverage Can Co., Ltd.

16. Lake View Land Co., Ltd.

38. The Chonburi Sugar Corporation Limited

17. Mae Ping Hotel (1988) Co., Ltd.

39. Thai Glass Industries Public Company Limited

18. N.C.C. Management and Development Co., Ltd.

40. The Maewang Sugar Industry Co., Ltd.

19. New Noble Property and Loan Fund

41. The New Imperial Hotel Public Company Limited

20. Nongkhai Country Golf Club Co., Ltd.

42. The Uttaradit Sugar Industry Co., Ltd.

21. North Park Golf and Sports Club Co., Ltd.

43. Plantheon Trading Co., Ltd.

22. PS Recycle Co., Ltd.

44. Thai Alcohol Public Company Limited

Note
(1) Its
(2) Its
(3) Its
(4) Its
(5) Its
(6) Its

former
former
former
former
former
former

name
name
name
name
name
name

was
was
was
was
was
was

BJC Engineering Co., Ltd.


BJC Trading Co., Ltd.
Dhipaya Sugar (1999) Co., Ltd.
The Southeast Insurance (2000) Co., Ltd.
Tara Hotel Co., Ltd.
T.C.C. Agro Co., Ltd.

Annual Report 2010 | Thai Beverage Public Company Limited

214

ANNOUNCEMENTS TO SGX IN 2010

Compliance with Singapore Exchange Regulations and Best Practices


The Company recognizes the importance of the transparency of information disclosure. In 2010, the Company made
98 announcements via SGX-NET categorized as follows:
1. 4 announcements of quarterly and full year nancial statements.
2. 56 notices of substantial shareholders and directors interests and changes in interest. When the Company Secretary
was informed of the changes in interest of any director(s), the Company Secretary also reported such information to
other directors.
3. 4 announcements/reports involving with occupying the positions of Directors and Executives of Thai Beverage Public
Company Limited:
3.1 Report of persons occupying a managerial position who are related to a director, CEO, or substantial shareholder.
3.2 Appointment of Mr. Sawat Sopa as Director in April 2010.
3.3 Appointment of Mr. Polapatr Suvarnazorn as Senior Vice President General Affairs in May 2010.
3.4 Appointment of Mr. Marut Buranasetkul asSenior Vice President Corporate Services in May 2010.
4. 4 announcements of acquisitions and realizations of assets of other companies resulting from acquisitions by
Companys subsidiary; which is, Beer Chang International Limited acquired by International Beverage Holdings
Limited, and from the incorporation of wholly owned subsidiaries which are Super Brands Company Pte Ltd.
in Singapore and Thai Beverage Training Co., Ltd. in Thailand, as well as the disposal of 0.67% of the issued and
paid-up shares of Oishi Group Public Company Limited.
5. 30 miscellaneous announcements to either conform with the regulations of the SGX or to give information to investors,
involving the details of the capital increases of the Companys subsidiaries, the change of address of Singapore share
transfer agent, a summary of business performance results for each quarter for investors, clarications of news and
report about the Company, and disclosure of connected transactions among interested persons.

215

GENERAL CORPORATE INFORMATION


(Based on the Organization Structure)

Business Contact
Company Name

Address

Remark
Telephone

Thai Beverage Public Company Limited

Fax

14 Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 272 2328

15 Moo 14, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 272 2584

349 Moo 2, Tambon Mae Lad


Amphoe Klong Klung
Kamphaeng Phet 62120

(055) 728 400-15

(055) 728 416

15 Moo 14, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 272 2584

68 Moo 2, Tambon Namtoa


Amphoe Bangban
Phra Nakhon Si Ayutthaya 13250

(035) 289 333-45

(035) 289 371

15 Moo 14, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 272 2584

77 Moo 1, Phaholyothin Road KM. 54


Tambon Lamsai, Amphoe Wangnoi
Phra Nakhon Si Ayutthaya 13170

(035) 362 175-8

(035) 362 179

15 Moo 14, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 272 2584

14 Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 278 4321


Ext. 4128

(02) 278 4381

49 Moo 4, Tambon Hormkret


Amphoe Sampran, Nakhon Pathom 73110

(034) 321 778-9

(034) 321 777

Factory 1

37/3 Moo 7, Tambon Wangkhanai


Amphoe Thamuang, Kanchanaburi 71110

(034) 611 053

(034) 611 778

Factory 2

Factory

Brewery Group
1.

2.

3.

4.

Beer Thai (1991) Public Company Limited

Beer Thip Brewery (1991) Co., Ltd.

Cosmos Brewery (Thailand) Co., Ltd.

Vidhayathan Co., Ltd.

Factory

Factory

Factory

Distillery Group
1.

Sangsom Co., Ltd.

2.

Fuengfuanant Co., Ltd.

333 Moo 1, Tambon Tha Toom


Amphoe Si Maha Phot
Prachin Buri 25140

(037) 285 016-20

(037) 285 237

3.

Mongkolsamai Co., Ltd.

14 Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 278 4321


Ext. 4120

(02) 278 4381

149 Moo 5, WangseesoobNgew-Ngam Road, Tambon Phajuk


Amphoe Muang Uttaradit
Uttaradit 53000

(055) 449 126-30

(055) 449 131

Factory

315 Moo 4, Tambon Mae Faek


Amphoe San Sai, Chiang Mai 50290

(053) 849 550-4

(053) 849 555

Factory

4.

Thanapakdi Co., Ltd.

Annual Report 2010 | Thai Beverage Public Company Limited

216

Business Contact
Company Name

Address

Remark
Telephone

5.

6.

Kanchanasingkorn Co., Ltd.

Sura Piset Thipharat Co., Ltd.

Fax

14 Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 278 4321


Ext. 4115

(02) 278 4381

50 Moo 7, Tambon Wangkhanai


Amphoe Thamuang, Kanchanaburi 71110

(034) 611 783-5

(034) 611 786

14 Sangsom Building, Soi Yasoob 1


Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 278 4321


Ext. 4114

(02) 278 4381

488 Moo 1, Tambon Wangdong


Amphoe Muang Kanchanaburi
Kanchanaburi 71190

(034) 527 100

(034) 527 111

Factory

Factory

Factory

7.

Sura Bangyikhan Co., Ltd.

82 Moo 3, Tambon Bang Ku Wat


Amphoe Muang Pathum Thani
Pathum Thani 12000

(02) 598 2850-9

(02) 598 2858

8.

Mekhong Distillery Limited

14 Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 278 4321

(02) 278 4381

9.

Athimart Co., Ltd.

170 Moo 11, Tambon Nikhom


Amphoe Satuek, Buri Rum 31150

(044) 681 224, 012 (044) 681 223


(044) 627 203

Factory

10. S.S. Karnsura Co., Ltd.

101 Moo 8, Tambon Kaeng Dom


Amphoe Sawang Wirawong
Ubon Ratchathani 34190

(045) 426 532-5

(045) 426 537

Factory

11. Kankwan Co., Ltd.

14 Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 278 4321

(02) 278 4381

309 Moo 6, Nampong-Kranuan Road


Tambon Nampong, Amphoe Nampong
Khon Kaen 40310

(043) 441 013-5

(043) 441 017


(043) 441 438

Factory

12. Theparunothai Co., Ltd.

99 Moo 4, Tambon Hat Kham


Amphoe Muang Nong Khai
Nong Khai 43000

(042) 449 711-13


(042) 449 715

(042) 449 714

Factory

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

15 Moo 14, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 278 4321

(02) 278 4381

8 Moo 5, Setthakit 1 Road


Tambon Nadee
Amphoe Muang Samut Sakhon
Samut Sakhon 74000

(034) 830 213-6

(034) 830 213-6

14 Sangsom Building, Soi Yasoob 1


Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 278 4321

(02) 278 4381

54 Moo 2, Sukhaphibal Road


Tambon Nakhon Chai Si
Amphoe Nakhon Chai Si
Nakhon Pathom 73120

(034) 331 954


(034) 227 754-7

(034) 331 955

Factory

15. Simathurakij Co., Ltd.

1 Moo 6, Tambon Ban Daen


Amphoe Banphot Phisai
Nakhon Sawan 60180

(056) 279 088-9

(056) 350 660

Factory

16. Nateechai Co., Ltd.

14 Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 278 4321

(02) 278 4381

1 Moo 2, Highway No. 41 Road


Tambon Tharongchang, Amphoe Punpin
Surat Thani 84130

(077) 357 170-3

(077) 357 174

14. United Winery and Distillery Co., Ltd.

Factory

Factory

217

Business Contact
Company Name

Address

Remark
Telephone

Fax

17. Luckchai Liquor Trading Co., Ltd.

46 Moo 1, Tambon Nong Klang Na


Amphoe Muang Ratchaburi
Ratchaburi 70000

(032) 741 761-2

(032) 741 763

18. Sura Piset Pattharalanna Co., Ltd.

14 Sangsom Building, Soi Yasoob 1


Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 278 4321

(02) 278 4381

19. United Products Company Limited

56 Sukhaphibal Road
Tambon Nakhon Chai Si
Amphoe Nakhon Chai Si
Nakhon Pathom 73120

(034) 331 157

(034) 331 787

Sales Group
Beer Group
1.

Pomthip Co., Ltd.

40/53 Moo 3
Talad Bangkhen Sub-District
Laksi District, Bangkok 10210

(02) 521 8395-7

(02) 973 4658

2.

Pomkit Co., Ltd.

48, 50, 52 Suranaree Road


Tambon Nai Muang
Amphoe Muang Nakhon Ratchasima
Nakhon Ratchasima 30000

(044) 242 496

(044) 241 747

3.

Pomklung Co., Ltd.

22/1 Soi 2 (Paprao), Paprao Road


Tambon Padad
Amphoe Muang Chiang Mai
Chiang Mai 50100

(053) 275 211

(053) 275 211


Ext. 212

4.

Pomchok Co., Ltd.

16/1 Moo 1, U Thong Road


Tambon Tha Wasukri
Amphoe Phra Nakhon Si Ayutthaya
Phra Nakhon Si Ayutthaya 13000

(035) 241 032

(035) 241 032


Ext. 211

5.

Pomcharoen Co., Ltd.

135/3 Moo 4, Kanchanavithi Road


Tambon Bang Kung
Amphoe Muang Surat Thani
Surat Thani 84000

(077) 224 771-3

(077) 224 774-5

6.

Pomburapa Co., Ltd.

51/42 Moo 3, Sukhumvit Road


Tambon Ban Suan
Amphoe Muang Chon Buri
Chon Buri 20000

(038) 287 268

(038) 272 525

7.

Pompalang Co., Ltd.

439 Moo 11, Tambon Muang Kao


Amphoe Muang Khon Kaen
Khon Kaen 40000

(043) 224 222-4

(043) 340 438

8.

Pomnakorn Co., Ltd.

85/35, 85/36 Petchakasem Road


Tambon Na-Muang
Amphoe Muang Ratchaburi
Ratchaburi 70000

(032) 312 772-4

(032) 312 770-1

Liquor Marketing Group


1.

Num Yuk Co., Ltd.

40/53 Moo 3
Talad Bangkhen Sub-District
Laksi District, Bangkok 10210

(02) 521 8395-7

(02) 973 4658

2.

Num Kijjakarn Co., Ltd.

1, 3, 5 Trok Wat Muang, Suranaree Road


Tambon Nai Muang
Amphoe Muang Nakhon Ratchasima
Nakhon Ratchasima 30000

(044) 242 496

(044) 241 747

3.

Num Palang Co., Ltd.

22/1 Soi 2 (Paprao), Paprao Road


Tambon Padad
Amphoe Muang Chiang Mai
Chiang Mai 50100

(053) 275 211

(053) 275 211


Ext. 212

Factory

Factory

Annual Report 2010 | Thai Beverage Public Company Limited

218

Business Contact
Company Name

Address

Remark
Telephone

Fax

4.

Num Muang Co., Ltd.

16/2 Moo 1, U Thong Road


Tambon Tha Wasukri
Amphoe Phra Nakhon Si Ayutthaya
Phra Nakhon Si Ayutthaya 13000

(035) 242 691

(035) 241 032

5.

Num Nakorn Co., Ltd.

149/3 Chulachomklao Road


Tambon Tha Kham, Amphoe Phun Phin
Surat Thani 84130

(077) 224 771-4

(077) 224 775

6.

Num Thurakij Co., Ltd.

51/40-41 Moo 3, Sukhumvit Road


Tambon Ban Suan
Amphoe Muang Chon Buri
Chon Buri 20000

(038) 287 268-9

(038) 272 525

7.

Numrungrod Co., Ltd.

439 Moo 11, Tambon Muang Kao


Amphoe Muang Khon Kaen
Khon Kaen 40000

(043) 224 222-4

(043) 220 222

8.

Numthip Co., Ltd.

85/33, 85/34 Petchakasem Road


Tambon Na-Muang
Amphoe Muang Ratchaburi
Ratchaburi 70000

(032) 312 772-4

(032) 312 770-1

Sole Agent Group


1.

Thipchalothorn Co., Ltd.

15 Moo 14, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 272 2584

2.

Krittayabun Co., Ltd.

14 Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 272 2584

3.

Surathip Co., Ltd.

14 Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 272 2584

4.

Sunthornpirom Co., Ltd.

14 Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 272 2584

5.

Piromsurang Co., Ltd.

14 Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 272 2584

Marketing Group
1.

Thai Beverage Marketing Co., Ltd.

15 Moo 14, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 127 5925

2.

Chang International Co., Ltd.

15 Moo 14, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 127 5925

Dormant

3.

Chang Corp Co., Ltd.

15 Moo 14, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 127 5925

Dormant

4.

Dhospaak Co., Ltd.

1 East Water Building, 20th Floor


Soi Vibhavadi-Rangsit 5
Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 127 5980

15 Moo 14, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 785 7000

(02) 785 7125

Business Development Group


(Supply Chain Group)
1.

Thai Beverage Energy Co., Ltd.

219

Business Contact
Company Name

Address

Remark
Telephone

Fax

2.

Thai Molasses Co., Ltd.

14 Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 785 7000

(02) 785 7148

3.

Feed Addition Co., Ltd.

15 Moo 14, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 785 7000

(02) 785 7165

4.

Pan International (Thailand) Co., Ltd.

15 Moo 14, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 785 7000

(02) 785 7320-2

5.

Charun Business 52 Co., Ltd.

15 Moo 14, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 785 7131-4

(02) 785 7125

6.

Thai Cooperage Co., Ltd.

15 Moo 14, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 272 2584

7.

Thai Beverage Recycle Co., Ltd.

15 Moo 14, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 785 7031

(02) 785 7085

8.

Thai Beverage Logistics Co., Ltd.

1 East Water Building


Soi Vibhavadi-Rangsit 5
Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 127 5975

9.

Dhanasindhi Co., Ltd.

14 Soi Yasoop 1, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 785 7000

(02) 785 7185

Non-Alcohol Beverage Business and


Food Business Group
1.

Wrangyer Beverage (2008) Co., Ltd.

14 Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 785 7000

(02) 785 7025

2.

Thai Drinks Co., Ltd.

14 Sangsom Building
Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 785 7000

(02) 785 7025

3.

Oishi Group Public Company Limited

9 UM Tower Building, 20th Floor


Ramkhamhaeng Road
Suan Luang Sub-District
Suan Luang District, Bangkok 10250

(02) 717 2244

(02) 717 3920

4.

Oishi Trading Co., Ltd.

9 Ramkhamhaeng Road
Suan Luang Sub-District
Suan Luang District, Bangkok 10250

(02) 717 4773 - 4

(02) 717 4775

5.

Oishi Ramen Co., Ltd.

444 1st Floor, Room No. 1 A 08-09


Phaya Thai Road, Wangmai Sub-District
Pathumwan District, Bangkok 10330

(02) 611 8143-4

(02) 611 8144

6.

SPM Foods and Beverages Company Limited

79 Moo 3, Tambon Lamlookbua


Amphoe Dontoom, Nakhon Pathom 73150

(034) 993 355

(034) 993 354

Trademark Group
1.

Thai Beverage Brands Co., Ltd.

15 Moo 14, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 272 2584

2.

Archa Beer Co., Ltd.

14 Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 272 2584

Factory

Annual Report 2010 | Thai Beverage Public Company Limited

220

Business Contact
Company Name

Address

Remark
Telephone

Fax

3.

Beer Chang Co., Ltd.

15 Moo 14, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 272 2584

4.

Chang Beer International Co., Ltd.

15 Moo 14, Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

(02) 272 2584

Dormant

Others
1.

Thai Beverage Training Co., Ltd.*

14 Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 127 5555

2.

Thai Thum Distillery Co., Ltd.

14 Vibhavadi Rangsit Road


Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 278 4321

(02) 278 4381

Dormant

3.

Sura Piset Sahasan Co., Ltd.

14 Sangsom Building, Soi Yasoob 1


Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 278 4321

(02) 278 4381

Dormant

4.

Sura Piset Samphan Co., Ltd.

14 Sangsom Building, Soi Yasoob 1


Vibhavadi Rangsit Road
Chomphon Sub-District
Chatuchak District, Bangkok 10900

(02) 278 4321

(02) 278 4381

Dormant

Incorporated on January 26, 2010

Overseas Group*
1.

International Beverage Holdings Limited

Room 901-2, Silvercord Tower 1


30 Canton Road, Tsim Sha Tsui
Kowloon, Hong Kong

(852) 2375 6648

(852) 2375 6188

2.

InterBev (Singapore) Limited

No. 138 Cecil Street # 05-02 Cecil Court


Singapore 069538

(65) 6435 2880

(65) 6536 9930

3.

InterBev (Cambodia) Co., Ltd.

No. 35, Street 322


Sangkat Boeung Keng Kang 1
Khan Chamkamon, Phnom Penh
Cambodia

(855) (23) 727 424

(855) (23) 727 424

4.

InterBev Malaysia Sdn. Bhd.

No. 9-1, Jalan USJ 1/1B


Regalia Business Centre
47620 Subang Jaya, Selangor, Malaysia

 

 

Suite 6.01, 6th Floor, Plaza See Hoy Chan


Jalan Raja Chulan, 50200
Kuala Lumpur, Malaysia

 

 

5.

Best Spirits Company Limited

Room 901-2, Silvercord Tower 1


30 Canton Road, Tsim Sha Tsui
Kowloon, Hong Kong

(852) 2375 6648

(852) 2375 6188

6.

International Beverage Holdings (UK)


Limited

Moffat Distillery, Airdrie, ML6 8PL


Scotland

(44) 1236 769377

(44) 1236 779001

7.

International Beverage Holdings (China)


Limited

Room 901-2, Silvercord Tower 1


30 Canton Road, Tsim Sha Tsui
Kowloon, Hong Kong

(852) 2375 6648

(852) 2375 6188

8.

Super Brands Company Pte. Ltd.**

No. 138 Cecil Street # 05-02 Cecil Court


Singapore 069538

(65) 6435 2880

(65) 6536 9930

9.

Beer Chang International Limited***

No. 138 Cecil Street # 05-02 Cecil Court


Singapore 069538

(65) 6435 2880

(65) 6536 9930

221

Business Contact
Company Name

Address

Remark
Telephone

Fax

10. International Beverage Holdings Limited


USA, Inc.

275 Madison Avenue, Suite 1718


New York, NY 10016

(1) 646 896 3800

(1) 646 896 3801

11. Blairmhor Limited

Moffat Distillery, Airdrie, ML6 8PL


Scotland

(44) 1236 769377

(44) 1236 769781

12. Inver House Distillers Limited

Moffat Distillery, Airdrie, ML6 8PL


Scotland

(44) 1236 769377

(44) 1236 769781

13. InterBev Trading (China) Limited

Room 01-03 Level 1


No. 63 Kunluo Road, Shuangjiang Zheng
Ershan County, Yuxi, Yunnan
China 650011

(89) 8774 010319

(86) 8774 010319

14. Yunnan Yulinquan Liquor Co., Ltd.

Yunlin Village, Shuangjiang Town


Eshan County, Yuxi City, Yunnan, China

(86) 8774 022068

(86) 8774 022199

15. Blairmhor Distillers Limited

Moffat Distillery, Airdrie, ML6 8PL


Scotland

(44) 1236 769377

(44) 1236 769781

Dormant

16. Wee Beastie Limited

Moffat Distillery, Airdrie, ML6 8PL


Scotland

(44) 1236 769377

(44) 1236 769781

Dormant

17. Moffat & Towers Limited

Moffat Distillery, Airdrie, ML6 8PL


Scotland

(44) 1236 769377

(44) 1236 769781

Dormant

18. Glen Calder Blenders Limited

Moffat Distillery, Airdrie, ML6 8PL


Scotland

(44) 1236 769377

(44) 1236 769781

Dormant

19. Hankey Bannister & Company Limited

Moffat Distillery, Airdrie, ML6 8PL


Scotland

(44) 1236 769377

(44) 1236 769781

Dormant

20. R Carmichael & Sons Limited

Moffat Distillery, Airdrie, ML6 8PL


Scotland

(44) 1236 769377

(44) 1236 769781

Dormant

21. J MacArthur Jr & Company Limited

Moffat Distillery, Airdrie, ML6 8PL


Scotland

(44) 1236 769377

(44) 1236 769781

Dormant

22. Mason & Summers Limited

10 Foster Lane, London, EC2V 6HH


England

(44) 1236 769377

(44) 1236 769781

Dormant

23. James Catto & Company Limited

Moffat Distillery, Airdrie, ML6 8PL


Scotland

(44) 1236 769377

(44) 1236 769781

Dormant

24. The Knockdhu Distillery Company Limited

Moffat Distillery, Airdrie, ML6 8PL


Scotland

(44) 1236 769377

(44) 1236 769781

Dormant

25. Speyburn-Glenlivet Distillery Company


Limited

Moffat Distillery, Airdrie, ML6 8PL


Scotland

(44) 1236 769377

(44) 1236 769781

Dormant

26. The Pulteney Distillery Company Limited

Moffat Distillery, Airdrie, ML6 8PL


Scotland

(44) 1236 769377

(44) 1236 769781

Dormant

27. The Balblair Distillery Company Limited

Moffat Distillery, Airdrie, ML6 8PL


Scotland

(44) 1236 769377

(44) 1236 769781

Dormant

28. Liquorland Limited

8 Westbank Road, Belfast, BT3 9JL


Northern Ireland

(44) 289 077 3990

(44) 289 037 0566

29. Inver House Polska Limited

ul. Obodrzycw 34 A/1, 81-812 Sopot


Poland

(48) 585 502 111

(48) 585 502 111

30. Inver House Distribution SA

Avenue des Tilleuls, 62140 Marconne


France

(33) 2 181 6170

(33) 2 181 1321

International Beverage Trading Limited was incorporated on January 5, 2011. It is located at XL House, One Bermudiana Road
Hamilton HM II, Bermuda, Telephone No. : Phone (1) 441 292 7337, Fax No. (1) 441 295 5655
** Incorporated in Singapore on April 14, 2010.
*** International Beverage Holdings Limited acquired 100% shares of this company in Singapore on September 17, 2010.

NonTrading

Dormant

Annual Report 2010 | Thai Beverage Public Company Limited

Legal Advisor
Weerawong, Chinnavat & Peangpanor Ltd.
22nd oor, Mercury Tower
540 Ploenchit Road
Lumpini, Pathumwan
Bangkok 10330

Compliance Advisor
Allen & Overy LLP
24 Rafes Place
#22-00 Clifford Centre
Singapore 048621

Certied Public Accountant


Ms. Nittaya Chetchotiros (CPA No. 4439)
or Ms. Bongkot Amsageam (CPA No. 3684)
or Mr. Santi Pongjareanpit (CPA No. 4623)
of KPMG Phoomchai Audit Ltd.
has been appointed as Company Auditor
on April 29, 2010.

222

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