AOT: Annual Report 2011

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Airports of Thailand Public Company Limited

ANNUAL REPORT 2011

333 Cherdwutagard Road, Srikan Don Mueang, Bangkok 10210 Thailand Tel. (66) 2535 1111, Fax. (66) 2535 4061 E-mail : aotpr@airportthai.co.th www.airportthai.co.th

ANNUAL REPORT 2011 Airports of Thailand Public Company Limited

Airports of Thailand Public Company Limited


ANNUAL REPORT 2011 Airports of Thailand Public Company Limited


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Green Airport

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CONTENTS Annual Report 2011 007 MESSAGE FROM THE CHAIRMAN 009 REPORT OF THE NOMINATION COMMITTEE 010 REPORT OF THE REMUNERATION COMMITTEE 011 REPORT OF THE RISK MANAGEMENT COMMITTEE 012 REPORT OF THE CORPORATE GOVERNANCE COMMITTEE 014 REPORT OF THE AUDIT COMMITTEE 016 AOT BOARD OF DIRECTORS 020 AOT SENIOR EXECUTIVES 024 ORGANIZATION CHART 026 GENERAL INFORMATION 028 SUMMARY OF AOT’S FINANCIAL INFORMATION 036 NATURE OF BUSINESS 038 RISK MANAGEMENT 044 SHAREHOLDING AND MANAGEMENT STRUCTURES

102 INVESTMENT TRANSACTIONS 104 AIR TRAFFIC STATISTICS 114 BUSINESS CONTINUITY DEVELOPMENT

116 AOT’S HUMAN RESOURCE DEVELOPMENT

120 AIRPORTS’ SECURITY MEASURES AND AIRPORTS’ SERVICES

128 MANAGEMENT OF SAFETY,

OCCUPATIONAL HEALTH AND WORKING ENVIRONMENT

131 CORPORATE SOCIAL

RESPONSIBILITY (CSR), COMMUNITIES AND ENVIRONMENT

136 CORPORATE SOCIAL RESPONSIBILITY (CSR) 145 FINANCIAL STATEMENTS

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Mr. Piyapan Champasut Chairman

(17 February 2009 - 9 March 2011) Mr. Tirapol Noparumpa Chairman

(9 March - 19 September 2011)

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MESSAGE FROM THE CHAIRMAN The board of committee, executives, and staff of Airports of Thailand Public Company Limited have realized the importance of air transportation industry, which is the structure that drives forward economic and social growth of the country. It also has the vision to become Asia’s Leading Airport Business. As a result, in order to sustainably develop the business and be prepared for the incessant changes, AOT has committed to be High Performance Organization by elevating service quality, personnel’s capabilities, and information technology. The Corporate Social Responsibility’s framework regarding relevant implementation and standardization has also been regulated. This aims to create participation in the development of quality of life for the society and community and respond appropriately to the demands of the stakeholders. The operation of Green Airport has also been emphasized in order to reduce energy use, support clean energy, control the release of greenhouse gas, and manage the environment according to international standard. These developments are factors that will lead to sustainable development. As for the implementation results in 2011, AOT has accelerated its competitive ability and service quality by utilizing its potential with high efficiency, adjusting management system, and creating business allies. Thus, the AOT’s net income was worth 28,640.69 million Baht, an increase of 19.17% compared to last year. The net profit was worth 2,528.30 million Baht and compared to last year it increased by 23.98%. For the operating results of the air traffic movements at AOT’s responsible airports, the growth rate increased with the total volume of 66,300,666 passengers or 15.46% increase, compared to last year. Inbound and outbound volume of cargoes and postal parcels totaled 1.41 million tons with the total of 441,440 flights or the increase rates of 4.85% and 14.43% respectively. In addition, the recovery of tourism after the political crisis increased the number of flights and passengers at Suvarnabhumi Airport by 288,540 flights and 47,800,585 passengers or 10.22% and 12.48% increase respectively, Inbound and outbound volume of cargoes and postal parcels totaled 1.33 million tonnes or 4.77% increase. After last year’s successful results, AOT would like to thank the public and private agencies, the stakeholders, the media, and people for giving their trusts, confidence, and support on AOT’s operation. AOT realizes its role as the main agency which develops the country’s air transportation system and still firmly believes in the mission to operate with high standards. It will continue to give warming service, modern technology, and responsibilities to the society and community for the purpose of being the leader of airport business in the Asian region. The company will bring pride to Thai people and be one of the factors that creates sustainable growth for the country’s economy and society.

Mr. Piyapan Champasut

Chairman (17 February 2009 - 9 March 2011)

Mr. Tirapol Noparumpa

Chairman (9 March - 19 September 2011)

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MESSAGE FROM THE CHAIRMAN Dear shareholders, At present the world is facing global warming, economic crisis, and fluctuating energy situations and these rapid changes inevitably affect AOT’s airport business. However, as a state enterprise and listed company in the Stock Exchange of Thailand, AOT is committed to efficient operations to create maximum benefits to the country as well as enhance value to our shareholders and stakeholders. The company also emphasizes decreasing of negative impacts caused by its operations and creating acknowledgement from community and society. Successful airport management requires clear planning and operations both in the short and long terms to effectively deal with related factors. The management must also comply with policies and operation guidelines laid down by the Ministry of Transport in respect of the improvement of airport capabilities in order to facilitate service recipients. This includes the development of Suvarnabhumi Airport under the single airport concept by providing domestic terminal, the third runway, and other necessary links between the terminals. In addition, Phuket International Airport Development Plan and Don Mueng International Airport Utilization Plan are two pivotal projects that need to be pressed ahead. AOT’s airport business can only be successful by the cooperation of its officers, airlines, government agencies, and airport operators sharing the same goal to develop and push forward its operation, so that all 6 airports under AOT’s responsibility are world class green airports and competitive in the world stage.

Air Chief Marshal

(Sumet Photimanee)

Chairman (Appointed on 29 September 2011)

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REPORT OF THE NOMINATION COMMITTEE Dear shareholders,

Air Chief Marshal

(Raden Puengpak)

Chairman of the Nomination Committee

In the 9/2554 meeting on 22 September 2011, AOT’s Board of Directors passed a resolution to appoint the Nomination Committee with Air Chief Marshal Raden Puengpak as Chairman, while Mr. Thanapich Mulapruk and Mr. Chakarn Saengruksawong acted as directors. The Nomination Committee has duties and responsibilities assigned by AOT’s Board of Directors to regulate policies, principles, and procedures in acquiring AOT’s directors. The Nomination Committee is also responsible for screening qualified candidates as specified in the related regulations and laws to propose to AOT’s Board of Directors for appointments as AOT’s directors. In addition, the committee is required to undertake other tasks as assigned by the Board of Directors and report accordingly in the following month. The results of operations are to be reported in the notification (Form 56-1) and in the annual report. The Nomination Committee had 2 meetings in 2011 to recruit qualified personnel to fill in the position of AOT’s directors by adhering to the Nomination Committee’s Charter approved and certified by AOT’s Board of Directors which has been in effect since 14 January 2009. The recruitment process was implemented in accordance with the Standard Qualifications Act for Board of Directors and State Enterprise Official, the Public Limited Company Act, the Securities and Exchange Law, the cabinet resolutions, and AOT’s regulations. Other factors taken into consideration are qualifications, knowledge, capabilities, work experience, leadership, morality, ethics, good attitudes towards organization, and time dedication for AOT’s success. Additionally, the process has to be transparent and create confidence to shareholders. At present, AOT’s Board of Directors comprises 13 directors, 9 of whom are independent directors, 4 of whom are non-executive directors, as well as Acting President as the Secretary to the Board of Directors. The curriculum vitae can be found under the topic “Board of Directors”.

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REPORT OF THE REMUNERATION COMMITTEE Dear shareholders, In the meeting of 2/2553 on 22 January 2010, AOT’s Board of Directors had a resolution to appoint Air Chief Marshal Bureerat Ratanavanich as Chairman and Mr. Arkhom Termpittayapaisith and Mr. Prasong Poontaneat as directors. The committee’s responsibility is to regulate criteria and procedures of remunerations and benefits for AOT directors and outsiders. The Remuneration Committee carried out its duties prudently and reasonably. In 2011 a meeting was held to consider remunerations and benefits of AOT directors and outsiders who were appointed as directors, directors of sub-committees, and operators by adhering to the charter certified by AOT Board. The measure has been in effect since 8 December 2009. In setting out the remuneration criteria, the committee took into consideration the suitability, duties, and responsibilities compared to other listed companies in the Stock Exchange of Thailand in the same industry with similar scope of operations. The remuneration packages were designed to be attractive to directors in order to create quality operation and achieve the company’s goals and directions. The procedures were also carried out with transparency to create confidence to shareholders. Information on each director’s remuneration can be found under the topic “Directors’ and Executives’ Remunerations”.

Air Chief Marshal (Bureerat Ratanavanich) Chairman of the Remuneration Committee

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REPORT OF THE RISK MANAGEMENT COMMITTEE Dear shareholders,

In fiscal year 2011, AOT’s Board of Directors has continually put the focus on AOT’s risk management from last year and has appointed Mr. Arkhom Termpittayapaisith as Chairman of the Risk Management Committee while Mr. Chakarn Saengruksawong and Mr. Suthi Kreingchaiyapruk act as directors. AOT’s President also acts as director and secretary while the Senior Executive Vice President (Planning and Finance) and the Director of the Risk Management Office act as assistant secretaries in order to closely relay policies into practice. With experiences and intention of the Risk Management Committee, the committee wants AOT to apply risk management system in the organization as a tool to regulate directions, strategies, and management. This will increase potential and business opportunities, continually improve work process, and help achieve AOT’s goals and mission. In fiscal year 2011, the Risk Management Committee agreed on risk management policy and framework and also urged AOT to encourage every officer to implement the risk management concept and regard it as part of the organization culture. In addition, the committee approved the 2011 risk identification of 7 cases, risk appetite, risk tolerance, risk response, and risk management goals. AOT is to continually monitor and report the implementation of risk management and other related issues by convening a meeting every 2 months and emphasizing business continuity management. In order to increase efficiency of AOT’s risk management system in the upcoming years, the Risk Management Committee has set up the organization risk criteria by determining as to whether the situations containing risk have significant impacts on the core business, financial results, service, image, policy implementation and AOT’s special concerns. The situations must also be cases where issues cannot be immediately resolved by the administration or where the risk level cannot be reduced to an acceptable level.

(Mr. Arkhom Termpittayapaisith) Chairman of the Risk Management Committee

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REPORT OF THE CORPORATE GOVERNANCE COMMITTEE Dear shareholders,

In the 2/2011 meeting on 21 January 2011, AOT’s Board of Directors passed a resolution to appoint the Corporate Governance Committee with Mr. Wutisak Lapcharoensap as Chairman, while Air Chief Marshal Bureerat Ratanavanich, Mr. Suthi Kreingchaiyapruk, and AOT’s President act as directors. The Corporate Governance Committee emphasizes AOT’s management according to corporate good governance by promoting the directors, executives, and officers to create good corporate governance culture as stipulated by the division in charge. Also, the committee is to ensure that officers strictly follow AOT’s good corporate governance manual to create confidence to shareholders, investors, and stakeholders as well as to support AOT’s operations. In 2011 the Corporate Governance Committee had 2 meetings to develop and follow-up the good corporate governance. The main issues are as follows :

(Mr. Wutisak Lapcharoensap) Chairman of the Corporate Governance Committee

1. Shareholders’ Rights In the 2010 Annual Ordinary General Meeting of Shareholders 21 January 2011, AOT advocated the exercises of shareholders’ rights by implementing issues in accordance with the “Annual General Meeting Checklist” specified by the Securities and Exchange Commission (SEC). This includes giving minority shareholders an opportunity to propose meeting agendas in advance, distributing meeting information to shareholders for 30 days on AOT’s website prior to the meetings, facilitating proxies for absentees, encouraging shareholders to ask and give suggestions freely, organizing minutes containing all the important information etc. 2. Equal treatment to all shareholders - Shareholders are to be given an opportunity for three months prior to the fiscal yearend (1 July – 30 September of each year) to propose agendas and suggest candidates for the title of AOT directors in the Shareholder Annual Ordinary General Meeting.

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3. Stakeholders’ Roles - To increase a complaint channel through Corporate Communications Office, which is a complaint center for all 6 airports, as well as AOT website. - Complaints can also be posted on AOT website. 4. Information Disclosure and Transparency - Shareholders are to be regularly reported on important events with precise information. 5. The Corporate Governance Committee’s Responsibilities - To operate honestly and carefully in accordance with the law, AOT’s objectives and regulations, and shareholders’ resolutions and to try its best to maintain the interests of AOT and the shareholders. - To initiate and frequently update the corporate governance policies to be in consistent with AOT’s operations at least once a year. - To enhance the authority of AOT’s independent directors according to the Securities and Exchange Commission’s definition by inserting the following sentence : “Independent directors may be assigned by AOT’s Board of Directors to make collective decisions on operations of the parent company, subsidiaries, associates, same-level subsidiaries, or legal entities when conflicts arise”. - To acknowledge the appraisal criteria of TRIS’s 2011 Organization Management Indicators, specifically on the role of the Board of Private Enterprises and its emphasis on good governance, responsibility to the society, and efficiency. - To amend corporate governance policies according to the cabinet resolution on 24 January 2011 which stipulated that on the cabinet resolution date, any person who acts as directors in more than 3 private enterprises and/or legal entities where private enterprises are shareholders, that person must resign his position or be forced to resign by an authorized officer within 90 days as from the cabinet resolution date. 6. Activities to Promote Corporate Governance and Ethics - To include a course on good corporate governance in the staff orientation. - To arrange workshops to promote corporate governance for intermediate officers at the head office and all 6 airports under AOT’s responsibility to put ethics into practice. - To demonstrate an intent to join the Anti-Corruption Collective Action Coalition in private sector arranged by the Thai Institute of Directors (IOD), Thai Chamber of Commerce, Thai Bankers’ Association, and Thai Listed Companies Association. - To join corporate governance development of listed companies projects and 2011 Investor Relations Annual Activity for 1 year (April 2011 - March 2012). The events are the collaboration between the Stock Exchange of Thailand (SET) and TRIS Corporation Limited to enhance potential of AOT’s corporate governance and emphasize the utilization of good corporate governance principles in order to obtain the most concrete success. As a result of AOT’s continual emphasis on good corporate governance, AOT received 94 points or “Excellence” from the 2010 Corporate Governance of Listed Companies Survey performed by the Thai Institute of Directors (IOD). In addition, AOT also received 100 points or “Excellence + Great Role Model” on the quality appraisal of 2011 Annual Ordinary General Meeting from the Annual General Meeting’s Quality Appraisal Project arranged by the Thai Investors Association.

Green Airport

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REPORT OF THE AUDIT COMMITTEE Dear shareholders, AOT’s Audit Committee has been appointed as per AOT instruction of 459/2554 on 23 May 2011 comprising qualified individuals and independent directors as follows : Mr. Suthi Kreingchaiyapruk as Chairman, Air Chief Marshal Raden Puengpak, Air chief Marshal Bureerat Ratanavanich, Mr. Thanapich Mulapruk, and Mr. Pongsak Semson as directors and the director of the audit office as secretary. Then AOT instruction of 1088/2554 on 22 November 2011 regulated an appointment of a new audit committee, which has taken effect since 11 November 2011, comprising Mr. Pongsak Semson as Chairman, Air Chief Marshal Raden Puengpak and Ms. Chantima Sirisaengtaksin as directors, and the Director of the Audit Office as secretary. - The Audit Committee carried out its duties as assigned by the Board of Directors and in accordance with the committee charter which is in line with the Securities of Thailand’s notification regarding qualifications and operation scope of Audit Committee B.E. 2551. - In fiscal year 2011, there were 12 Audit Committee meetings participated by senior executives, concerned parties, and the auditor without involvement from executives. The Audit Committee reports were regularly and continually submitted to the Board of Directors, the pivotal points of which are as follows : - The review of quarterly financial statements for fiscal year 2011 and the report of monthly operation results prepared with the cooperation of the involved executives and the auditor to ensure that essential information of the financial reports was prepared correctly and sufficiently disclosed. Also, it must be in line with the generally accepted accounting standards.

(Mr. Pongsak Semson) Chairman of the Audit Committee

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- Meetings with the auditor with no participation from the executives on the company’s financial statements and remarks arisen from the audit, etc. - The review of mutual transactions which may cause conflicts of interest among the stakeholders and the company. The result of such review was in accordance with the nature of business. - The preparation of quarterly Audit Committee’s report to be proposed to the Board of Directors. - The review of efficiency and effectiveness of internal control system. The provision of suggestions to the Board of Directors and the executives to improve the effectiveness of AOT’s internal control as well as the review of risk management for acceptable risk level. In addition, the Audit Committee also examined, suggested and reported the progress of internal control system as per the Rules of the Auditor General on Internal Control Standards B.E. 2001. - The review of the corporate governance’s operation result for fiscal year 2011 to ensure that the rules, regulations, laws, and listed companies’ good corporate governance principles were followed. - The supervision, suggestions, and support on the audit office’s independent operations. The review of 2011 internal audit results and the follow-up on rectifications as per suggestions in the report to create efficiency and effectiveness. Additionally, the Audit Committee also approved AOT’s 2012 internal audit plan as well as the long term internal audit plan for 2013 - 2015 prepared according to AOT’s risk factors to cover all important operation processes. Moreover, the committee also appointed and evaluated the director of the audit office’s performance. - The proposal of the auditor as well as his remuneration to the Board of Directors in order for the shareholders’ to approval to appoint the Office of the Auditor General of Thailand as the company’s auditor for 2011. - The review of Audit Committee’s charter, the approval of the Audit Office’s charter and the internal control operation manual. The Audit Committee carried out its duties independently by providing opinions and suggestions for operation improvement to attain good management. For fiscal year 2011, the Audit Committee concurred that AOT possessed the preparation process of financial reports which were in conformity with the generally accepted accounting standards, sufficient and appropriate risk management and internal control system including operations which were in compliance with rules, regulations, and concerned laws.

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AOT BOARD OF DIRECTORS

(DURING THE YEAR OF 2011)

1

2

3

1. Mr. Piyapan Champasut

4

5

6

7

4. Air Chief Marshal Bureerat Ratanavanich

7. Mr. Thanapich Mulapruk

2. Mr. Tirapol Noparumpa

5. Mr. Pongsak Semson

8. Mr. Chakarn Saengruksawong

3. Air Chief Marshal Raden Puengpak

6. Mr. Manit Wattanasen

- Chairman of Board of Directors - Independent Director (Resigned on 9 March 2011)

- Chairman of Board of Directors - Independent Director (Resigned on 16 September 2011)

- Independent Director - Chairman of Nomination Committee

- Independent Director - Chairman of Remuneration Committee - Member of Corporate Governance Committee - Member of Audit Committee

- Independent Director - Member of Audit Committee

- Director (Resigned on 21 January 2011)

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- Independent Director - Member of Audit Committee - Member of Nomination Committee

- Independent Director - Member of Nomination Committee - Member of Risk Management Committee (Resigned on 15 September 2011)


9

10

12

11

13

14

15

16

17

9. Mr. Arkhom Termpittayapaisith

12. Mr. Suthi Kreingchaiyapruk

15. Mr. Somchai Sujjapongse - Director

10. Mr. Wutisak Lapcharoensap

13. Mr. Juanjai Ajanant

16. Mr. Veera Ruangsooksriwong - Director

11. Mr. Prasong Poontaneat

14. Mr. Thawanrat Ornsira - Director

17. Mr. Serirat Prasutanond

- Chairman of Risk Management Committee - Member of Remuneration Committee

- Independent Director - Chairman of Corporate Governance Committee

- Member of Remuneration Committee

- Independent Director - Chairman of Audit Committee - Member of Corporate Governance Committee - Member of Risk Management Committee (Resigned on 17 September 2011)

- Independent Director (Resigned on 21 January 2011)

- Director and Secretary - Member of Corporate Governance Committee - Member of Risk Management Committee - President (Resigned on 1 May 2011)

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AOT BOARD OF DIRECTORS (PRESENT)

1 1. Air Chief Marshal Sumet Photimanee

2

- Chairman of Board of Directors - Independent Director

2. Police Major General Peeraphan Premabhuti - Deputy Chairman - Independent Director

3

4

5

6

7

4. Air Chief Marshal Raden Puengpak

6. Mr. Thanapich Mulapruk

5. Flying Officer Norahuch Ployyai

7. Mr. Pongsak Semson

- Independent Director - Member of Audit Committee - Independent Director - Chairman of Nomination Committee - Member of Nomination Committee - Member of Audit Committee

- Independent Director

3. Air Chief Marshal Bureerat Ratanavanich

- Independent Director - Chairman of Remuneration Committee - Member of Audit Committee - Member of Corporate Governance Committee

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- Independent Director - Chairman of Audit Committee - Member of Nomination Committee


8

9

10

11

12

13

14

8. Mr. Veera Ruangsooksriwong - Director

11. Mr. Arkhom Termpittayapaisith

13. Mr. Somchai Sujjapongse - Director

9. Mr. Thawanrat Ornsira - Director

12. Mr. Prasong Poontaneat

14. Mr. Wattana Tiengkul

- Chairman of Risk Management Committee - Member of Remuneration Committee

- Member of Remuneration Committee

- Independent Director

10. Mr. Wutisak Lapcharoensap

- Independent Director - Chairman of Corporate Governance Committee

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AOT SENIOR EXECUTIVES

(AS OF 30 SEPTEMBER 2011)

1

2

3

4

1 Mr. Nirandra Theeranartsin

3 Mrs. Supaporn Burapakusolsri

2 Miss Sasisubha Sukontasap

4 Mr. Nitinai Sirismatthakarn

Senior Executive Vice President (Regional Airports) Acting President

Senior Executive Vice President (Administration)

Senior Executive Vice President (Planning and Finance)

5

6 5 Mr. Somchai Sawasdeepon

Senior Executive Vice President (Engineering and Construction)

6 Flying Officer Anirut Senior Executive Vice President Thanomkulbutra (Business Development and Marketing)

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General Manager of Suvarnabhumi Airport


7 7 Mr. Montri Mongkoldaow

Executive Vice President (Administration)

8 Mrs. Poolsiri Virojanapa

Executive Vice President (Planning and Finance)

8

10

9 9 Mr. Sirote Duangratana

Executive Vice President (Business Development and Marketing)

10 Flying Officer Chaturongkapon Sodmanee

Executive Vice President (Engineering and Construction)

11

12

11 Flying Officer Passakorn Surapipith

Executive Vice President (Aerodrome Standardization and Occupational Health)

12 Mr. Amarit Thongsiriprapa

Executive Vice President (Information and Communication Technology)

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13

14

15

16

17

18

13 Mr. Chaowalit Paka - Ariya

15 Miss Vilaiwan Nadvilai

17 Mrs. Angkana Thantavivattananont

14 Flying Officer Wisit Eiwprapha

16 Flying Officer Narongchai Tanadchangsaeng

18 Wing Commander Suk Puangthum

Executive Vice President, Project Manager of Suvarnabhumi Airport Construction Management Office

Executive Vice President (Regional Airports)

Deputy General Manager of Suvarnabhumi Airport (Administration)

Deputy General Manager of Suvarnabhumi Airport (Operations)

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Deputy General Manager of Suvarnabhumi Airport (Commercial Operations)

Deputy General Manager of Suvarnabhumi Airport (Engineering and Maintenance)


19

20

21

22

19 Wing Commander Prateep Wichitto

21 Mrs. Rawewan Netrakavesna

20 Miss Shanalai Chayakul

22 Mrs. Duangchai Condee

General Manager of Don Mueang International Airport

Corporate Secretary

General Manager of Chiang Mai International Airport

General Manager of Phuket International Airport

23

24

23 Group Captain Noranit Pholakanond

General Manager of Hat Yai International Airport

24 Mr. Yutthana Chitrobaree

General Manager of Mae Fah Luang Chiang Rai International Airport

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ORGANIZATION CHART

AOT Shareholders Board of Directors

The Audit Committee

Corporate Secretary Office Corporate Communications Office

Airports of Thailand Public Company Limited

Audit Office Corporate Secretary

Aerodrome Standardization and Occupational Health

• Aerodrome Standardization and Safety Department • Aviation Security Standard and Quality Control Department • Occupational Health and Safety Department

Administration

• Administration Department • Legal Department • Human Resources Management Department • Human Resources Development Department • Supply Department • Medical Department

Planning and Finance

• Investor Relations Center • Corporate Strategy Department • Budgeting Department • Finance Department • Accounting Department

Regional Airports

• Administration Division • Chiang Mai International Airport • Hat Yai International Airport • Phuket International Airport • Mae Fah Luang – Chiang Rai International Airport

Suvarnabhumi Airport Business Unit Suvarnabhumi Airport One-Stop Service Center

Administration Line

• Suvarnabhumi Airport Administration Department • Planning and Finance Department • Special Affairs Department Medical Division

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Operations Line

• Landside Operations Department • Airside Operations Department • Baggage Handling System Department • Security Department • Rescue and Fire Fighting Department


The Nomination Committee The Remuneration Committee The Good Governance Committee The Risk Management Committee The Risk Management Office Special Operations Center

Information Technology and Communication

• Information Technology and Communication Strategy Department • Information Technology Department • Computer and Network Department • Communications and Electronics Department

Business Development and Marketing

Engineering and Construction

• Office of Construction Management, Suvarnabhumi Airport • Airport Development Planning Department • Engineering Project Department • Environmental Department • Maintenance Department

• Business Development and Marketing Department • Business Management Department

Don Mueang International Airport Aerodrome Standards and Occupational Health Department

Maintenance Line

• Electrical and Mechanical Department • Airfield and Building Department Information Technology Department Computer and Network Department Communications and Electronics Department

Commercial Operations Line

• Customs Free-Zone and Cargo Management Center • Commercial Operations Department • Transportation Management Department

Green Airport

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GENERAL INFORMATION

Company Name : Airports of Thailand Public Company Limited (AOT) Registration Number : PLC 0107545000292 Business : Airport operator and other services related to aviation and transport Number of Common Stock : 1,428,570,000 shares, par value at 10 Baht per share Shareholders : The Ministry of Finance is the major shareholder with a 70% stake, with the rest held by institutes and retail investors Listed Date : 11 March 2004 Accounting Period : 1 October - 30 September Website : http://www.airportthai.co.th Contact : Head Office 333 Cherdwutagard Road, Srikan, Don Mueang, Bangkok 10210 Tel. 0 2535 1111 Fax 0 2535 4061, 0 2504 3846 Corporate Secretary Office : Tel. 0 2535 5858, Fax 0 2535 5540 E-mail: secretary.off@airportthai.co.th

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Investor Relations Center : Tel. 0 2535 5900 Fax 0 2535 5909 E-mail: aotir@airportthai.co.th Corporate Communications Office : Tel. 0 2535 3738 Fax 0 2535 4099 E-mail: aotpr@airportthai.co.th Registrar : Thailand Security Depository Company Limited 2/7 Moo 4 (North Park Housing Project) Vibhavadi Rangsit Road, Thungsonghong, Laksi, Bangkok 10210 Tel. 0 2596 9000, 0 2596 9302-11 Fax 0 2832 4994-6 Or : 62 The Stock Exchange of Thailand Building 4th and 7th floor, Ratchadapisek Road, Klong Toey, Bangkok 10110 Tel. 0 2229 2800 Fax 0 2359 1262-3 Auditor : Office of the Auditor General of Thailand Rama 6 Road, Samsen Nai, Bangkok 10400 Tel. 0 2273 9674-91 Fax 0 2618 5883

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SUMMARY OF AOT’S FINANCIAL INFORMATION

2011

2010 2009 (Adjusted) (Adjusted)

Operating Results (Million Baht) Operating revenues

28,640.69 24,032.62 21,502.39

Operating expenses

21,432.92 19,629.66 18,511.13

Operating profit

7,207.77

4,402.96

2,991.27

Net profit (loss)

2,528.30

2,039.25

(4,250.90)

147,119.79

141,588.99

144,140.74

Total liabilities

75,565.21

71,743.19

75,760.10

Shareholders’ equity

71,554.58

69,845.80

68,390.65

Liquidity ratio (X)

1.91

2.00

1.88

Net profit to operating revenues rate (%)

8.83

8.49

(19.77)

Return on equity (%)

3.58

2.85

(5.87)

Return on assets (%)

1.75

1.40

0.49

Debt/equity ratio (X)

1.06

1.03

1.11

49.99

48.76

47.71

1.77

1.43

(2.98)

Financial Position (Million Baht) Total assets

Financial Ratios

Book value per share (Baht) Earnings (loss) per share (Baht)

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Income from Operation of 2011 2%

Aircraft Service Charges

6%

Office and State Property Rents

43%

12%

Passenger Service Charges

Service Revenues

22%

Concession Revenues

15%

Landing and parking Charges

Unit : Million Baht %

Categorized by types of income Landing and parking Charges Passenger Service Charges Aircraft Service Charges Office and State Property Rents Service Revenues Concession Revenues

4,370.34 15 12,334.06 43 465.00 2 1,718.26 6 3,311.25 12 6,441.77 22 28,640.69 100

2%

Don Mueang International Airport

2%

Suvarnabhumi Airport Hotel

13%

83%

Regional Airports

Suvarnabhumi Airport

Unit : Million Baht %

Categorized by organization structure - - Head Office Don Mueang International Airport 645.36 2 Suvarnabhumi Airport 23,603.38 83 Regional Airports 3,805.80 13 Suvarnabhumi Airport Hotel 586.15 2 28,640.69 100

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Sources of Expenses from Operation of 2011 18%

Personel Expenses

37%

28%

Depreciation and Amortization

Operating Expenses

6%

State Property Rental

11%

Repairs and Maintenance

Unit : Million Baht %

Categorized by expenses Personel Expenses Management Remuneration Operating Expenses Repairs and Maintenance State Property Rental Depreciation and Amortization

3,871.15 18 62.95 0 6,081.07 28 2,304.69 11 1,247.40 6 7,865.65 37 21,432.92 100

7%

Regional Airports

3%

Suvarnabhumi Airport Hotel

8%

79%

Head Office

Suvarnabhumi Airport

3%

Don Mueang International Airport

Unit : Million Baht %

Categorized by organization structure Head Office 1,628.69 8 Don Mueang International Airport 721.76 3 Suvarnabhumi Airport 17,024.26 79 Regional Airports 1,470.27 7 New Bangkok International Airport Co., Ltd. 0.02 0 Suvarnabhumi Airport Hotel 587.93 3 21,432.92 100

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Airports of Thailand Public Company Limited and Subsidiaries Explanations and Analysis of Financial Statements for the Years Ended 30 September 2011 and 2010 The aid measures for the year 2010 provided to airlines and operators, which still have effects on operation results, are as follows : 1) The 10% decrease of landing fee and 20% decrease of parking fee for a period of 10 months for evey flight from March – December 2010 (Airlines which have accepted the reduction rate of the said fee from other AOT programs, the highest reduction rate of only one program shall be applied excluding the New Incentive Scheme for Suvarnabhumi Airport). 2) The Reduction of concession fees for those that have AOT’s permit or entered into an agreement before 25 November 2008. 2.1 The fixed rate of concession fees were reduced by 5% for 10 months from March – December 2010. 2.2 In case of concession fees calculated in percentage with minimum guarantee required. (1) As for those contracts with more than 5-year-duration, the exercise of the percentage concession fees and the minimum guarantee were to be postponed from the second year of the contract to the fourth year. Also, as from the third year of the contract onwards, the postponement of the above-mentioned fees was to be in the same manner as in the second year of the contract until its expiration. (2) As regards 3-5 year contracts, the postponement policy is as follows : - The percentage concession fees and the minimum guarantee were to be applied in the third year of the contract instead of the first year. - Both the above-mentioned fees were to be exercised in the fourth year of the contract (if any)

instead of the second year. - The above-mentioned fees were to be imposed in the fifth year of the contract (if any) instead of the third year. 3) A New Incentive Scheme for Suvarnabhumi Airport AOT gave discounts on the landing fee to scheduled flights participated in the program. The discounts were calculated in percentage based on the airlines’ fees incurred in 2010 and such rate was in proportion with the increased number of international passengers at Suvarnabhumi Airport in 2010 compared to the number in 2009. The fee reduction was calculated from 1 January – 31 December 2010.

The aid measures for airlines and operators at Suvarnabhumi Airport and Don Mueang International Airport affected by political unrest during April – December 2010 are as follow: 1) These measures were to be provided specifically for the projects or activities having written consent from AOT or those entered into an agreement prior to 31 March 2010. 2) The decrease of 15% of landing fee and 50% of parking fee for a period of 9 months for every flight from April – December 2010 (Airlines which have already accepted the reduction rate of the said fees from other AOT programs, the highest reduction rate of only one program shall be applied excluding the New Incentive Scheme at Suvarnabhumi Airport). 3) The 10% reduction of rents and/or service charge for every tenant for 9 months from April – December 2010.

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4) The reduction of concession fees are as follows : 4.1 The decreased rate of fixed concession fees were to be implemented for 9 months from April – December 2010 as follows :

Decrease

April – June 2010 July – September 2010 October – December 2010

30% 20% 10%

4.2 In case of the percentage concession fees with minimum guarantee only concession fees were levied according to the sales with no minimum guarantee to be paid for 9 months from April – December 2010. The collection of such fees was to be postponed from the current year of the contract to the following year until its expiration and the minimum guarantee of the remaining months of the current contract were to be averaged equally. If the percentage concession fees were higher than the minimum guarantee, the minimum guarantee were imposed in order to create fairness. Those operators who had already received a discount from any other project were entitled to enjoy the privilege from only one project using the higher rate of discount. As for those who had already paid their fees which were lower than what required from the aid measure project, the additional fees were waived during the period of January – December 2010. 5) The due dates for the payment of landing and parking fee, rents, and concession fees for the period of July – December 2010 were extended by 4 months with no fine. 6) The duration of contracts of commercial operators at Suvarnbhumi Airport and Don Mueang International Airport was extended by 6 months –

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2 years according to the proportion of the contract duration, the details of which are as follows :

Contract Duration

< 3 years 3 years 5 years 8 years ≥ 10 years

Extension

6 8 1 1 2

months months year year and 8 months years

This also applied to limousine rental contracts with drivers at Suvarnbhumi Airport as they were directly affected by the political unrest. In addition, if the cars were well maintained to have a condition of no more than 5-year-old cars for the whole contract duration, the contract was extended for another year making it 2 years in total. 7) In case of the operators who were permitted to operate according to the Act on Private Participation in State Undertaking B.E. 2535 as well as other cases which had to abide by the contract, steps and procedures as stipulated by the law or the contract were implemented. 8) The operators had to waive their fees to the airlines or passengers at the rate not lower than what they received from AOT. 1. Operating Results of Airports of Thailand Public Company Limited and Its Subsidiaries AOT’s 2011 operating results starting from 1 October 2010 – 30 September 2011 compared to the same period in 2010, AOT’s total operating revenue was 28,640.69 million Baht, an increase of 4,608.07 million Baht or 19.17%. The operating expenses totalled 21,432.92 million Baht, an increase of 1,803.26 million Baht or 9.19%. Total operating income was 7,207.77 million Baht which increased by 2,804.81 million Baht or 63.70%. With the inclusions of other incomes of 920.59 million Baht,


other expenses of 2,237.82 million Baht, financial costs of 2,223.81 million Baht, loss on minority interests of 43.88 million Baht, and income tax expenses of 1,182.31

million Baht, AOT’s net profit was 2,528.30 million Baht, an increase of 489.05 million Baht or 23.98%. Earnings per share was 1.77 Baht compared to 1.43 Baht in 2010. Unit : Million Baht

Increase 2011 2010 (Decrease) %

Total Operating revenues - Aeronautical revenues - Non-aeronautical revenues Total Operating expenses Operating income Total other incomes Total other expenses Financial costs Net profit

28,640.69 17,169.41 11,471.28 21,432.92 7,207.77 920.59 2,237.82 2,223.81 2,528.30

24,032.62 14,005.95 10,026.67 19,629.66 4,402.96 966.26 166.38 2,389.71 2,039.25

4,608.07 3,163.45 1,444.62 1,803.26 2,804.81 (45.67) 2,071.44 (165.09) 489.05

19.17 22.59 14.41 9.19 63.70 (4.73) 1,245.03 (6.94) 23.98

Aeronautical revenues of 17,169.41 million Baht, increased by 3,163.45 million Baht or 22.59%. The rise was due to the increased air traffic volume of 6 airports with the number of aircraft, passenger, and cargo movements increased by 14.43%, 15.46%, and 3.97% respectively. Non-aeronautical revenues of 11,471.28 million Baht, an increase of 1,444.62 million Baht or 14.41%. The growth resulted from the increased passenger volume which affected the higher concession revenues including the fact that the aid measures for airlines and operators had ended in December 2010. Operating expenses of 21,432.92 million Baht, an increase of 1,803.26 million Baht or 9.19% comprised : - Personnel expenses and managment’s remunerations totaled 3,934.11 million Baht, increased by 52.45 million Baht or 1.35% as a result of an increase in annual pension for employees. - Operating expenses of 6,081.07 million Baht, an increase of 532.22 million Baht or 9.59%. The crucial causes were property tax, private sector contracting fee, the increased electricity

costs and insurance premium. Additionally, some operating expenses had been increased in line of an increase in operating revenues such as passenger service charges collecting fee and limousine service contracts, etc. - Repairs and maintenance expenses of 2,304.69 million Baht increased by 764.93 million Baht or 49.68%. The increase was due to the higher costs of repairs and maintenance of electrical hardware, elevator, escalator, air-conditioners, taxiways and runways. Some were preventive maintenance and some were parts of the maintenance contracts which included parts to provide readiness of the equipment. - The state property rental was 1,247.40 million Baht, an increase of 213.25 million Baht or 20.63% according to higher operating revenues. - The depreciation and amortization of 7,865.65 million Baht, an increase of 240.31 million Baht or 3.15% due to the asset increase. Other lncomes of 920.59 million Baht, a decrease of 45.67 million Baht or 4.73% resulting from the decrease of the gain on sale of investment and other

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incomes of 263.16 million Baht (last year the shares of King Power Duty Free Co., Ltd. and Fuel Pipeline Transportation Ltd. were sold at 185.53 million Baht) but interest income increased by 217.49 million Baht. Other expenses of 2,237.82 million Baht, increased by 2,071.44 million Baht consisted of : 1) Foreign exchange loss of 1,538.12 million Baht was due to the Yen appreciation compared 30 September 2011 30 September 2010 Increase

Exchange Rate Baht/100 Yen Baht/US$ 41.0878 31.3072 36.7503 30.5578 4.3375 0.7494

2) Loss on impairment of assets was 357.88 million Baht. because AOT had recorded impairment loss on Mae Fah Luang - Chiang Rai International Airport in an amount of 294.47 million Baht as a result of the impairment indication of such assets had been found. From the impaiment test, the value - in - use of such assets is lower than the carrying amount. However, AOT hired a competent consultant to appraise the impairment in compliance with Thai Account Standard No.36 “Impairment of Assets�. 3) Other expenses amounted to 341.82 million Baht. The main cause was the provision for liabilities arisen from a lawsuit against AOT which the civil court ruled that AOT pay the plaintiff the amount of 331.47 million Baht with interest. The court case is being appealed. Current assets Long-term investments Plant and equipment-net Assets under construction Other non-current assets Total assets

34

to last year which affected the loss on the foreign exchange rate adjustment at the end of the accounting period of 6,152.03 million Baht and after taking gain on foreign exchange from the cross currency swap contract of 4,613.91 million Baht, the total foreign exchange loss was 1,538.12 million Baht. The exchange rate comparisons are as follows : Exchange Rate Baht/100 Yen Baht/US$ 30 September 2010 36.7503 30.5578 30 September 2009 37.6809 33.6972 Decrease (0.9306) (3.1394)

Financial costs totaled 2,223.81 million Baht, a decrease of 165.90 million Baht or 6.94%. This was a result of the decrease of 157.41 million Baht in interest expenses from the financial institutions which was in turn the result of lower loan amount due to principal repayment and the decrease of 8.49 million Baht in interest expenses from financial leased asset. 2. Financial Statements of Airports of Thailand Public Company Limited and Its Subsidiaries as of 30 September 2011 Assets, As of 30 September 2011, AOT had the total assets of 147,119.79 million Baht, an increase of 30 September 2010 for 5,530.80 million Baht or 3.91%. The details are as follows : Unit : Million Baht

Increase 2011 2010 (Decrease) % 31,954.28 6,151.59 89,707.05 6,696.62 12,610.25 147,119.79

28,289.02 5,358.26 92,507.24 6,925.79 8,508.68 141,588.99

3,665.26 793.33 (2,800.19) (229.17) 4,101.57 5,530.80

12.96 14.81 (3.03) (3.31) 48.20 3.91


Current assets, with the total of 31,954.28 million Baht, an increase of 3,665.26 million Baht, or 12.96%, due to the increase in the short-term investment. Long-term investment, with the total of 6,151.59 million Baht, an increase of 793.33 million Baht, or 14.81%, due to the increase in the fixed deposits. Plant and equipment-net, with the total of 89,707.05 million Baht, a decrease of 2,800.19 million Baht, or 3.03%, due to the annual depreciation, and amortization along with the record of loss on impairment of asset of Mae Fah Luang - Chiang Rai International Airport.

Assets under construction, with the total of 6,696.62 million Baht, a decrease of 229.17 million Baht, or 3.31%, due to the completed asset had been transferred to plant and equipment. Other non-current assets, with the total of 12,610.25 million Baht, an increased 4,101.57 million Baht, or 48.20%, due to the Yen appreciation which increased the value of Cross Currency Swap contract. Liabilities. As of 30 September 2011, AOT’s liabilities amounted to 75,565.21 million Baht, an increase of 3,822.02 million Baht or 5.33%. The details are as follows : Unit : Million Baht

Current liabilities Long-term loan Other non-current liabilities Total Debt

Current liabilities, with the total of 16,758.96 million Baht, an increase of 2,582.24 million Baht, or 18.21%, due to the liabilities record regarding noise impact compensation and the increase in current porttion of the foreign loans resulting from the Yen appreciation. Long-term loans, with the total of 57,513.61 million Baht, an increase of 1,317.16 million Baht, or 2.34%, due to the strengthening of Yen currency which increased the loans in foreign currencies. Other non-current liabilities, with the total of 1,292.64 million Baht, a decrease of 77.38 million Baht, or 5.65%, due to the repayment of financial leased liabilities. Shareholders’ equity. As of 30 September 2011, shareholders’ equity totaled 71,544.58 million Baht, an increase of 1,708.78 million Baht, or 2.45%, due to the increased net profit.

Increase 2011 2010 (Decrease) % 16,758.96 57,513.61 1,292.64 75,565.21

14,176.72 56,196.45 1,370.02 71,743.19

2,582.24 1,317.16 (77.38) 3,822.02

18.21 2.34 (5.65) 5.33

3. Liquidity As of 30 September 2011, AOT recorded cash and cash equivalents with the total of 5,179.44 million Baht, an increase from 30 Sepember of 1,660.53 million Baht or 47.19%. The details of the sources and uses of cash are as follows : 16,726.22 million Baht of net cash gained from operation activities. 7,403.37 million Baht of net cash spent on investment activities: investments in buildings, equipment, and construction. The money was also used for short-term and long-term investments for better benefits. 7,662.32 million Baht of net cash spent on financing activities; principal repayment and loan interests., dividend payment of 2010, and repayment of finance leaed liabilities.

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NATURE OF BUSINESS

Nature of Business

As Thailand’s airport business, AOT’s main activities consist of management and airport development. Airports under its responsibility include Suvarnabhumi Airport, Don Mueang International Airport, Chiang Mai International Airport, Hat Yai International Airport, Phuket International Airport, and Mae Fah Luang – Chiang Rai International Airport. The airports provide both domestic and international flights. Suvarnabhumi Airport, the country’s main airport, was opened on 28 September 2006 to support the increasing number of passengers. It can support 45 million passengers a year, 3 million tonnes of cargo a year, and 76 flights per hour. AOT’s two operating revenues mainly comprise aeronautical revenues and non-aeronautical revenues. The aeronautical revenues include the air-trafficrelated revenues such as landing and parking fee, passenger service charges and aircraft service charges. The non-aeronautical revenues include office and state property rents, service revenues and concession revenues. In addition, AOT holds stocks in 9 companies which

Airport Annual Report 2011 I Airports of Thailand Public Company Limited 36 Green

provide services and products related to the company’s aviation business such as Suvarnabhumi Airport Hotel Company Limited, Airport Duty Free Company Limited, Thai Aviation Refuelling Company Limited, Phuket Air Catering Company Limited, Airport Associated Company Limited, Don Mueang International Airport Hotel Company Limited, Bangkok Aviation Fuel Services Public Company Limited, Thai Airports Ground Services Company Limited, and Trade Siam Company Limited. The market condition, the industry sector’s tendency, the situation of the future’s competition and the government’s policy to emphasize development of airports, particularly Suvarnabhumi Airport, to become an aerotropolis, a hub for the air cargo transportation and tourism of Asia and the world were initiated. The Tourism Authority of Thailand’s proactive tourism policy also aimed at expanding new tourist markets. The ASEAN countries mutually agreed upon freedom of the air policy, along with increasing flexibility of rules and regulations


concerning air transportation. As regards the future progress of AOT, the Airports Council International (ACI) predicted that the growth rate of worldwide passengers in the next 20 years (2008 - 2027) would be 4.2% per annum on average. The growth rate of Asia-Pacific passengers would be 6.3%, which is higher than that in every region due to the development of air transportation and the rapid growth of the Chinese and Indian economies. The freedom of the air policy and the expansion of the economy as well as international trade allowed low cost carriers to have access to the domestic and international markets. Thus, this creates rapid growth of airline quantity and flight frequency. It was estimated that the increase of the Chinese and Indian population with moderate income would enable the low cost carriers of Asia-Pacific to expand greatly in the future. In addition, technical innovations to new aircraft, such

as the A380, will help the overall air transport system to increase its efficiency, reduce its capital and decrease flight times, as an aircraft can fly directly to its destination without stopping. This in turn leads to new flight routes and more competition opportunities. As ticket prices are reduced, people can gain more access to air transport services. Furthermore, communication technology has developed at a fast pace, allowing passengers to easily search information on tourist attractions and business resources as they need. Air passengers can also make quick reservations by themselves at lower cost. However, the flood has been widespread and has affected many provinces of Thailand in the last quarter of 2011. It is the main factor that affects the number of foreign tourists, who has avoided coming to Thailand. The growth of air traffic has been affected and the tourism industry as well as the investment has been reduced.

Green Airport

Annual Report 2011 I Airports of Thailand Public Company Limited

37


Risk Management

AOT emphasizes the implementation of risk management as one of the main mechanisms to continually manage the organization. AOT’s risk framework comprises 3 main parts as follows : 1. Risk Governance 1.1 The Risk Management Committee : As appointed by AOT Board, the Risk Management Committee consists of a director as Chairman of the committee, while the President as member and secretary, the Senior Executive Vice President (Planning and Finance) and the Director of the Risk Management Office as assistant secretaries. The committee’s responsibilities are to regulate policies, risk management framework, and give advice to the Board and the management on organization’s risk management. 1.2 The Risk Management Working group: As appointed by the Risk Management Committee, AOT Risk Management Working Group consists of the President as Chairman, the Senior Executive Vice President (Planning and Finance) as Vice Chairman, Senior Executive Vice Presidents from every department and General Managers of Suvarnabhumi Airport and Don Mueang International Airport as members, Risk

38


Management Office’s Director as member and secretary, and Deputy Director of Risk Management Office as member and assistant secretary. The working group is responsible for the organization’s risk management and operations according to the Risk Management Committee’s policies. 1.3 AOT Internal Control System and Risk Management Working Group: General Managers of regional airports and AOT’s directors set up Internal Control System and Risk Management Working Group to be responsible for risk management and internal control of regional airports and AOT sectors. 1.4 Risk Management Office : The office is responsible for supporting operations according to the risk management framework. 2. Risk Management Infrastructure comprises : 2.1 Risk management policies and manual 2.2 Risk map 2.3 Risk assessment criteria 2.4 Risk appetite 2.5 Risk management database and tools 2.6 Risk management framework 3. Risk Management Process 3.1 Objective setting 3.2 Risk identification

control

3.3 Risk analysis and assessment 3.4 Risk responses 3.5 Measure identification and additional 3.6 Monitoring and reporting

In fiscal year 2011, AOT’s risk conditions are as follows : 1. AOT’s management may not be able to manage District Cooling System and Power Plant Company Limited (DCAP) to permanently control cooling temperature of water for passenger terminals and concourse terminals as specified in the contract. Due to the success of the opening of Suvarnabhumi Airport since 2006, AOT, as the operator of Thailand’s main international airports, is committed to manage every airport under its responsibility to be in accordance with international standards in order to create safety and maximum satisfaction to customers, especially passengers and airlines. The airport’s atmosphere in the passenger terminals is the basic factor to create satisfaction to passengers and reflects the overall image of the airport.

39


Glass is the main structure of the passenger terminals’ architecture which affects the atmosphere and temperature in some seasons. District Cooling System and Power Plant Company Limited (DCAP) has an important role in supplying cool water to the passenger and concourse terminals which directly affects the required temperature. As a result, in order to create satisfaction and overall image of Suvarnabhumi Airport, DCAP and AOT have initiated many projects such as the installation of Helper Cooling Tower, Electric Chiller, and additional split-type air-conditioners to create desired temperature in the buildings. 2. Unachieved targets of phase 2 of Suvarnabhumi Airport Development Project. AOT proposed Suvarnabhumi Airport Development Project worth 62,503.214 million Baht to the cabinet for an approval. The cabinet meeting on 24 August 2010 passed a resolution to approve the project (2011 – 2016 fiscal years) in principle with objectives and goals to increase capacity of Suvarnabhumi Airport to accommodate 15 million more passengers per year from 45 million to 60 million (48 million of which are international passengers and 12 million are domestic). The project comprises the eastern extension of the main terminal building, the construction of the satellite 1, public utilities system, and the employment of project management consultant. The implementation period is 6 years (2011 – 2016 fiscal years).

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At the end of fiscal year (30 September 2011), Suvarnabhumi Airport’s passenger volume was 47.8 million which exceeded its capacity of 45 million. Consequently, there was a need to push forward the construction of Suvarnabhumi Airport Development Plan to cope with the change. In addition, AOT Board has approved the study result of the development plans for Don Mueang International Airport and Suvarnabhumi Airport carried out by ICAO and IATA to be used as guidelines for the preparation of the development master plan of the airports’ system. As approved by the cabinet on 24 August 2010, the construction of domestic passenger terminal is to be done together with the construction of the 3rd runway which is in addition to the Terms of Reference (TOR) and Project Management Consultant (PMC). This has delayed Suvarnabhumi Airport Development Plan (2011 – 2016 fiscal years) as the scope and details of the employment contract and a new project management consultant need to be reviewed. Approval of budget and additional scope and details of the employment contract also needs to be obtained from the cabinet. Furthermore, the National Environment Board’s approval is to be acquired for the study of Strategic Environment Analysis (SEA), Environment Impact Analysis (EIA), and Health Impact Analysis (HIA). If the issues cannot be achieved within the corresponding timeframe with Suvarnabhumi Airport Development Plan, it is expected to be implemented during 2012 – 2017 fiscal years.


In order to solve congestion problem at Suvarnabhumi Airport, the government’s policy is to increase its capacity to be able to handle more than 65 million passengers per year. Also, ICAO’s study recommended that domestic passenger terminal be built to alleviate the problem, hence AOT’s plan to construct a domestic passenger terminal with the capacity to accommodate 20 million passengers per year. After the completion of both projects, Suvarnabhumi Airport will be able to accommodate more than 80 million passengers a year. The TOR has been provided in Thai as suggested by the Office of the Attorney General to enable the second phase of Suvarnabhumi Airport Development Plan to achieve the target. In addition, there is a plan to employ a Project Management Consultant (PMC) to manage the development project of Suvarnabhumi Airport (2010 - 2016 fiscal years) and the construction of domestic passenger terminal complex. The construction design has also been adjusted to be in line with the current situation as there are 46 million passengers which are more than the airport’s capacity. 3. Unachieved targets of Phuket International Airport Development Project (2010 – 2014 fiscal years) Phuket International Airport Development Project was approved by AOT Board on 25 June 2009. The resolution to move the project forward was reached by AOT and the meeting of the Council of Economic Miniters of 8/2553, on 12 July 2010, presided over by Mr. Abhisit Vejjajiva as the Prime Minister. The main work comprised the construction of taxiways, ramps, international passenger terminal, and the renovation of the existing terminal to be the domestic passenger terminal, the design of which is in progress. The Green Building and energy-saving concepts are the terminal’s prominent features using environment-friendly materials. The project will be completed in 2014 which will enable the airport to handle 12.5 million passengers. Presently, Phuket International Airport is facing congestion problem and anticipating the number of 7.96 million passengers by the end of the fiscal year while

its capacity is only 6.5 million passengers per year. This causes Phuket International Airport to speed up the capacity improvement by exercising short-term plan to ease the problem such as renovation of the passenger terminal, the increase of seats in the waiting areas, and the improvement of baggage conveyor system, etc. The fact that Phuket International Airport is adjacent to 402 Highway and surrounded by conservation and populated areas limits the airport’s improvement. Therefore, the National Environment Commission’s approval may not be able to obtain. Additionally, a large amount of compensation is needed to compensate the environmental impacts. The other hindrance is the removal of public utilities on the east and west (09/27) 3,000-metre runways which cannot be lengthened as it is next to the Andaman Sea, where sea turtles are conserved. AOT has hired a consultant to study the environmental impacts of Phuket International Airport Development Project both construction and operation parts, taken suggestions from the public as well as stakeholders, monitored the consultant’s study so that it is in accordance with the report on the environmental impact study of the Office of Natural Resources and Environmental Policy and Planning, and rectified and added information as suggested by the Expert Commission of the Office of Natural Resources and Environmental Policy and Planning and the National Environment Board to reduce the risk of not getting approval. The consideration of the study report and the added information suggested by the two offices may take a long time, thus AOT’s responsible unit was assigned to coordinate with the Secretary Office of the Office of Natural Resources and Environmental Policy and Planning’s Expert Commission to provide the company with additional suggestions prior to the next board meeting to enable the consultant to prepare the information or additional suggestions to propose to the board. 4. AOT may have to pay a large amount of compensation incurred from lawsuits filed by contractors

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AOT had to comply with the government’s policy to have Suvarnabhumi Airport operate commercially in 2006 and increase its capacity of handling 30 million passengers per year to 45 million passengers per year. The construction was thus speeded up to be completed in time and there were many changes during the construction to comply with the necessity and suitability of the airport’s operators. This caused dispute between AOT and its contractors which may cost a lot of money to settle the lawsuits. AOT has prudently considered the matter with utmost care to provide justice in the dispute and the procedures must be in accordance with related regulations. It must also comply with conditions of every contract and coordinate with relevant individuals to proceed with and complete the contracts’ process for quick payment to reduce the dispute’s problems. AOT has also appointed two sub-committees to consider technical and engineering problems at Suvarnabhumi Airport and to check legal issues. Representatives of the Office of the Attorney General act as a sub-committee to closely give advice on the dispute settlement, to negotiate with the disputants, and to strictly fight the cases as approved by the Board. 5. Suvarnabhumi Airport may be ranked below the 24th of the ASQ in 2011. Airport Service Quality Program (ASQ) was initiated by the Airports Council International (ACI), the head quarter of which is in Geneva, Switzerland. This program is participated by leading airports all over the world including Suvarnabhumi Airport, which was the 98th participant in 2007. The program’s main objective is to survey the passengers’ satisfaction using standard questionnaire worldwide on 34 important issues such as transportation system, boarding pass checking, immigration, restaurants, shops, hygiene, and atmosphere in passenger terminals, etc. AOT’s participation in the program aims to use passengers’ opinions regarding the airport’s service in

42

each topic as guidelines to improve the services to comply with international standards. In 2011, AOT realized the risk factors which could affect Suvarnabhumi Airport’s ranking to be below 24th due to the number of passengers which exceeded the passenger terminals’ capacity. It is predicted that in 2011, there will be approximately 46 million passengers. In addition, more new airports with standard and credibility accepted by world’s leading airport have applied to be ASQ’s members. As of June 2011, there were 182 members. This has created competition, development and continual service improvement. As a result, the attempts in 2011 have created important projects such as passenger congestion management while the second phase of Suvarnabhumi Airport’s development plan and the service efficiency assessment improvement project are under progress to reduce passenger congestion. 6. AOT may not be able to disburse investment budget from the approved budget In 2011, AOT had an investment budget to develop and increase basic infrastructures and facilities of the airports under AOT’s responsibility. This aims to increase services’ efficiency, reduce passenger congestion due to the increasing air traffic, and boost safety level for passengers. If the disbursement of investment budget is delayed and not carried out as regulated in the disbursement plan, AOT will not have available assets to operate as planned. Offices responsible for the payment has prepared investment budget disbursement and appointed a working group to push forward the annual payment. The working group also assigned Senior Executive Vice Presidents from every functional line to speed it up. This is the indicator of the capability which is used as assessment of the executives’ performance. To manage the risk of the disbursement failure, AOT Risk Management Working Group has assigned the units undertaking the disbursement to analyze its


capability of each item and examine the suitability of budget utilization to be used in the next disbursement. 7. AOT must document Don Mueang International Airport’s impairment of asset in the financial statements According to the 36th edition of Accounting Standard on the subject of asset impairment, companies are required to examine their asset impairment to be sure that their asset value is not higher than the anticipated return value of that asset. However, if the asset value, obtained from the use or sale of that asset, is higher than the anticipated value, this causes asset impairment and Accounting Standard requires the company to include the loss incurred from the impairment in the statements of income. The 2009 indicator showed that there might be asset impairment in the value of Don Mueang International Airport’s buildings and equipment worth 4,960.00 million Baht but the reliable anticipated value was unable to obtain in order to determine as to whether the asset was impaired and if so, how much. Due to the asset utilization plan of Don Mueang International Airport, the Council of Economic Ministers had a resolution to assign the Office of National Economic and Social Development Board and the Ministry of Transport to study the suitability of Suvarnabhumi Airport’s and Don Mueang International Airport’s development plans. The Ministry of Transport assigned AOT to hire the International Air Transport Association (IATA) to study the issue. The study was completed on 10 November 2010 and AOT has already concluded the results to the ministry. AOT hired a consultant to evaluate Don Mueang International Airport’s impairment of asset by acquiring the expected return value through the calculation of the asset utilization, so that the asset value is in accordance with the above-mentioned principle of Accounting Standard. The result showed the impairment of the whole amount of asset value

of Don Mueang International Airport. Therefore, in order to correctly document the issue according to the Accounting Standard at the end of fiscal year 2011, AOT has adjusted the loss from the airport’s asset impairment of 4,906.22 million baht as if the loss had been acknowledged in 2009 with no effect on the net profit in 2011. Nevertheless, the procedure has not yet passed the inspection of the Office of the Auditor General of Thailand (OAG). With the implementation according to risk management plan in fiscal 2011, AOT has managed risks according to the goals which include the 5 risk-acceptable situations as follows : 1. AOT’s management could not permanently manage District Cooling System and Power Plant Company Limited (DCAP) to control cooling temperature of water for passenger terminals and concourse terminals as specified in the conditions of contract. 2. Phuket International Airport Development Plan (2010-2014 fiscal years) did not go as planned. 3. AOT may have to pay a large amount of compensation incurred from lawsuits filed by contractors. 4. Suvarnabhumi Airport is ranked below the 24th of the ASQ in 2011. 5. AOT may not be able to disburse investment budget from the approved budget. Except for risky situations, AOT must impairmentDon Mueang International Airport’s asset impairment in its financial statements. The company has accepted the risks. With regards to the risks from phase 2 of Suvarnabhumi Airport Development Project which did not go as planned, the company has not been able to manage the risks according to the goals. Nevertheless, AOT will consider the risks of the project as risky situations according to the company’s risk management plan of next year.

43


โครงสร้างการถือหุ้น

ทอท. มีทุนจดทะเบียน 14,285,700,000.- บาท แบ่งเป็นหุ้นสามัญ 1,428,570,000 หุ้น มูลค่าที่ตราไว้หุ้นละ 10.- บาท ชำ�ระเต็มมูลค่าแล้ว

รายชื่อผู้ถือหุ้นรายใหญ่ ณ วันที่ 23 ธันวาคม พ.ศ. 2553 บริษัท ท่าอากาศยานไทย จำ�กัด (มหาชน) (ทอท.) (AOT) ลำ�ดับ 1 2 3 4 5 6 7 8 9 10

ชื่อ/สกุล

จำ�นวนหุ้น

ร้อยละของจำ�นวน หุ้นทั้งหมด

กระทรวงการคลัง 1,000,000,000 NORTRUST NOMINEES LTD. 71,000,000 STATE STREET BANK AND TRUST COMPANY FOR AUSTRALIA 40,867,400 CHASE NOMINEES LIMITED 1 34,791,750 NORTRUST NOMINEES LIMITED-MELBOURNE BRANCH 29,469,700 FUTURE FUND CLIENTS บริษัท ไทยเอ็นวีดีอาร์ จำ�กัด 21,561,819 สำ�นักงานประกันสังคม (2 กรณี) 12,713,100 AMERICAN INTERNATIONAL ASSURANCE COMPANY, 7,902,900 LIMITED-TIGER กองทุนสำ�รองเลี้ยงชีพ พนักงานการไฟฟ้าฝ่ายผลิตแห่งประเทศไทย 4,843,100 ซึ่งจดทะเบียนแล้ว (2) โดยธนาคารกรุงเทพ STATE STREET BANK AND TRUST COMPANY FOR LONDON 4,842,000 รวม 1,227,991,769

Airport 44 Green รายงานประจำ�ปี 2554 บริษทั ท่าอากาศยานไทย จำ�กัด (มหาชน)

70.000 4.970 2.861 2.435 2.063 1.509 0.890 0.553 0.339 0.339 85.959


ผู้ถือหุ้นสัญชาติไทย ผู้ถือหุ้นสัญชาติต่างด้าว รวม

นโยบายการจ่ายเงินปันผล

จำ�นวนผู้ถือหุ้น 14,270 80 14,350

ร้อยละ 99.44 0.56 100.00

จำ�นวนหุ้น

ร้อยละ

1,215,766,155 212,803,845 1,428,570,000

85.10 14.90 100.00

ทอท. จะจ่ายเงินปันผลไม่ต่ำ�กว่าร้อยละ 25 ของกำ�ไรสุทธิที่เหลือหลังหักเงินสำ�รองต่างๆ ทุกประเภทที่ ทอท. ได้กำ�หนดไว้ อย่างไรก็ตาม การจ่ายเงินปันผลดังกล่าวจะขึน้ อยูก่ บั แผนการลงทุน ความจำ�เป็น และความเหมาะสมอืน่ ๆ ในอนาคต มติคณะกรรมการ บริษัทฯ ที่อนุมัติให้จ่ายเงินปันผลนั้น ให้นำ�เสนอเพื่อขออนุมัติจากที่ประชุมผู้ถือหุ้น เว้นแต่เป็นการจ่ายเงินปันผลระหว่างกาล ให้คณะกรรมการบริษัทฯ มีอำ�นาจอนุมัติให้จ่ายได้ และรายงานให้ที่ประชุมผู้ถือหุ้นทราบในการประชุมคราวต่อไป ในการประชุมสามัญผู้ถือหุ้น ประจำ�ปี 2553 เมื่อวันที่ 21 มกราคม พ.ศ. 2554 ได้มีมติจ่ายเงินปันผลประจำ�ปี 2553 ในอัตราหุน้ ละ 0.55 บาท รวมเป็นเงินทัง้ สิน้ 785,711,227.40 บาท หรือคิดเป็นร้อยละ 52.39 ของกำ�ไรสุทธิของงบการเงินเฉพาะบริษทั ซึ่ง ทอท. ได้จ่ายเงินปันผลไปแล้ว เมื่อวันที่ 9 กุมภาพันธ์ พ.ศ. 2554

โครงสร้างเงินทุนของบริษัท ท่าอากาศยานสากลกรุงเทพแห่งใหม่ จำ�กัด (บทม.)

ในรอบปีบญ ั ชีน้ี บริษทั ท่าอากาศยานสากลกรุงเทพแห่งใหม่ จำ�กัด มีทนุ จดทะเบียน 50,000,000,000.- บาท แบ่งเป็น 500,000,000 หุ้น มูลค่าหุ้นละ 100.- บาท ณ วันที่ 30 กันยายน พ.ศ. 2554 ชำ�ระแล้ว 39,029,000,000.- บาท และได้จดทะเบียนเลิกกิจการ ต่อกระทรวงพาณิชย์ เมื่อวันที่ 31 กรกฎาคม พ.ศ. 2549 ปัจจุบันอยู่ระหว่างการชำ�ระบัญชี

โครงสร้างเงินทุนของบริษัท โรงแรมท่าอากาศยานสุวรรณภูมิ จำ�กัด (รทส.)

ณ วันที่ 30 กันยายน พ.ศ. 2554 บริษทั โรงแรมท่าอากาศยานสุวรรณภูมิ จำ�กัด มีทนุ จดทะเบียนจำ�นวน 1,017,780,000.- บาท โดยมี ทอท. เป็นผู้ถือหุ้น จำ�นวน 6,106,680 หุ้น มูลค่าทีต่ ราไว้หนุ้ ละ 100.- บาท ซึง่ คิดเป็นร้อยละ 60 ของหุน้ ทีอ่ อกและจำ�หน่ายแล้ว ทัง้ หมด โดยได้มกี ารชำ�ระค่าหุน้ แล้วเต็มจำ�นวน

Green Airport

รายงานประจำ�ปี 2554 บริษทั ท่าอากาศยานไทย จำ�กัด (มหาชน)

45


Management Structure 1. Management Structure AOT Shareholders

Nomination Committee

Corporate Governance Committee

Board of Directors

Remuneration Committee

Risk Management Committee

AOT President

Audit Committee

Audit Office

Risk Management Office

Corporate Secretary

Special Operation Center

Aerodrome Standardization and Occupational Health Office

Information Technology and Communication

Administration

Planning and Finance

Regional Airports

46

Business Development and Marketing

Suvarnabhumi Airport Business Unit

Engineering and Construction

Don Mueang International Airport


2. AOT’s Board of Directors

AOT’s Articles of Association stated that AOT must be managed by a committee comprising at least 5 directors and not more than 15 directors elected by shareholders in a shareholders’ meeting. In addition, the number of independent directors must be at least one third of the total member of directors and must not be less than 3. Half of the total number of directors must reside in the country and the directors’ qualifications must be in accordance with the law as well as AOT’s Articles of Association. At least 1 director must also be an expert in accounting and finance. As of 30 September 2011, names of AOT’s Board of Directors are as follows : No.

Name

1 Air Chief Marshal Sumet Photimanee 2 Air Chief Marshal Raden Puengpak 3 Air Chief Marshal Bureerat Ratanavanich 4 Police Major General Peeraphan Premabhuti 5 Flying Officer Norahuch Ployyai 6 Mr. Thanapich Mulapruk 7 Mr. Pongsak Semson 8 Mr. Veera Ruangsooksriwong 9 Mr. Thawanrat Ornsira 10 Mr. Wutisak Lapcharoensap 11 Mr. Arkhom Termpittayapaisith 12 Mr. Prasong Poontaneat 13 Mr. Somchai Sujjapongse 14 Mr. Wattana Tiengkul

Position

Date of Appointment

Chairman of the Board of Directors Independent Director Independent Director Chairman of Nomination Committee, Member of Audit Committee Independent Director Chairman of Remuneration Committee, Member of Corporate Governance Committee, Member of Audit Committee Independent Director

29 September 2011

29 September 2011

Independent Director

29 September 2011

Independent Director Member of Audit Committee Member of Nomination Committee Independent Director Chairman of Audit Committee, Member of Nomination Committee Director Director Independent Director Chairman of Corporate Governance Committee Chairman of Risk Management Committee Member of Remuneration Committee Member of Remuneration Committee Director Independent Director

17 February 2009

17 February 2009

17 February 2009

17 February 2009

21 January 2011 2 June 2010 17 February 2009 17 February 2009

17 February 2009 22 January 2010 29 September 2011

Remark - The seventh director is knowledgable in accounting and finance.

47


Directors’ Qualifications

In accordance with the Companies Act and Article 5 of the Standard Qualifications Act for Board of Directors and State Enterprises Officials (Issue 6) B.E. 2550 and AOT’s regulations, the qualifications of directors are as follows : - Not over 65 years of age. - Holding director position in less than 3 state enterprises. - Have never been given a prison sentence by a supreme court except for offenses committed by negligence or petty offenses. - Are not state officials, with the exception of director positions allowed by law. - Do not hold the positions of director or official in political parties. - Have never been discharged from state offices due to malfeasance. - Are not shareholders of the state enterprise or its legal entity. - Do not hold any positions in any legal entities where the state enterprise is a shareholder, except for positions assigned by the Board. - Are not directors, executives, and stakeholders of concessionaires and joint ventures of the state enterprise. Also, the directors must not be involved in the interest of the state enterprise, except the chairman, directors, and executives assigned by the state enterprise.

Independent Directors’ Qualifications

In conformity with AOT’s regulations pertinent to the number of independent directors, which must be at least one third of the total number of directors and must not be less than 3, in 2011 AOT Board consisted of 9 independent directors which were more than the required number in the regulations. The company imposes stricter qualification requirements than the minimum requirements stipulated by the Securities and Exchange Commission (SEC) and the Stock Exchange of Thailand (SET). In 2011 AOT board adjusted the independent directors’ qualifications according to the Corporate Governance Committee’ opinions as follows : (1) Independent directors are entitled to less than 0.5% of the total voting shares of AOT, affiliated and associated companies, and legal entities which may have conflicts of interest. (2) Independent directors must not be involved with any management and must not be employees or advisors with a monthly salary, audit consultants, legal consultants or other types of advisor. Nor are they the persons with authority over AOT, affiliated and associated companies or legal entities with conflicts of interest. They must not have benefits or stakes in such manner for at least 2 years. (3) Independent directors must not have any business relationships as customers, trading partners, trade creditors/debtors, and financial creditors/debtors with the company. They must not have direct or indirect benefits in the finance and management of AOT, affiliated and associated companies, or legal entities with conflicts of interest that may impair their independence in the performance of their duties.

48


(4) Independent directors must not be relatives or have a relationship, which may impede the independency of the management and major shareholders of AOT, affiliated and associated companies or legal entities which may have conflicts of interest. Nor should they be appointed to represent or protect the benefits of any directors or major shareholders. (5) Independent directors may be assigned by AOT board to make decisions on the operations of the parent company, subsidiaries, same-level affiliates, and legal entities with conflicts of interest by means of collective decision.

Appointments and Term of Office of Directors

1. Directors are elected by majority votes in the shareholders’ meetings and the number of votes of a shareholder is equivalent to the numbers of shares held in the company. The candidates who receive higher votes are elected respectirely to attain the required number of directors. In the case of a tie and there is one exceeding eligible candidate, the chairman of the meeting will cast the final vote to determine which candidate will be elected. 2. In every Annual General Meeting of Shareholders, one-third of the company’s directors shall resign in rotation. Should the number of directors to resign in rotation not be divisible by three, the number of directors closest to one-third (1/3) shall be enforced. Directors whose terms are due to expire in the first and second year after the registration shall conduct a draw to determine who will resign. From the third year onwards, the longest-serving directors shall resign. Directors who resign in rotation may resume their positions. 3. In addition to the resignation in rotation, directors’ term of office end in the following cases : (1) Death (2) Resignation (which is effective when the company receives the resignation letter). (3) Meeting resolution. (4) Being incompetent or quasi-incompetent. (5) Being absent from the meeting for more than 3 consecutive times without reasonable cause. (6) Being unqualified or having any prohibited qualifications as specified by law or the company’s regulations. (7) Court order. (8) Being sentenced to prison. (9) Being 65 years of age (as from the day one completes the age of 65). 4. In the event that a director position is vacant for any reasons other than that of the rotation basis, a qualified individual who has no prohibited traits as specified in AOT’s Articles of Association will be appointed by the Board in the following Board of Directors meeting unless the remaining term of office of the resigning director is less than 2 months. The Board of Directors’ resolution must comprise not less than 3/4 of the remaining directors’ votes and the replacing director’s term of office is equal to the remaining term of the replaced director.

49


Roles, Duties, and Responsibilities of the Board of Directors

50

1. To conduct AOT business in accordance with the law, objectives, regulations, and shareholders meetings’ resolutions with integrity, morals, and business ethics. The Board must also try its best to cautiously safeguard the interests of AOT and shareholders. 2. To set directions, goals, and business policies as well as supervise the management to operate efficiently according to AOT’s policies and regulations under good corporate governance in order to increase economic value and maximum stability to AOT and shareholders. 3. To report their interests and the interests of concerned parties to shareholders. The reported interests are those related to the operations of AOT and its subsidiaries. Updated reports must also be submitted whenever there are changes. 4. To set up accounting system, financial reports, and reliable audits as well as ensure efficient evaluation processes of internal control and internal audits. 5. To appoint a Corporare Secretary in conformity with the laws on securities and stock exchange. The Corporare Secretary’s duties are to prepare and maintain documents and other matters as required by the Capital Market Supervision Committee. The Corporare Secretary is to help the Board and AOT on various matters such as arranging the meetings of the Board and shareholders, giving advice to directors and AOT on consistent operations in accordance with the law and related regulations. Additionally, the Corporare Secretary is to ensure that the directors and AOT disclose information correctly, completely, and transparently. 6. To regularly assess the President’s performance and determine appropriate the remuneration for the President. 7. To review and approve crucial strategies, policies, objectives, financial goals, and other operational plans. Moreover, the Board is to make sure that the executives constantly operate in accordance with plans, directions, and strategies. 8. To arrange for the examination of possible significant risk factors and set guidelines to adequately manage such factors. The Board is to ensure that the executives employ effective risk management system or process. It is the Board’s duty to look for business opportunities which may arise from such risks. 9. To prepare balance sheets, income statements, audit reports, and the Board’s annual report at the end of the company’s fiscal year to be proposed to the Annual General Meeting of Shareholders for approval within 4 months from the end of fiscal year (30 September of each year). 10. To keep records of minutes of meetings and all the resolutions of the shareholders’ meetings as well as the Board’s meetings in the correct written form and maintain them at the company’s office. In the following meeting, the minutes of meeting signed by the Chairman of the Board, who is also Chairman of the meeting, and the President, who is also the secretary of the Board, is deemed valid evidence and the resolutions and issues are regarded as appropriately implemented.


11. To submit the following documents to shareholders along with the Annual General Meeting of Shareholders invitation letter : (1) Copies of balance sheet and income statement audited by the auditor together with audit report. (2) AOT’s annual report. 12. To appropriately provide communication channels with each group of shareholders as well as evaluate the information disclosure to ensure correctness, lucidity, transparency, reliability, and high standards.

The Board of Directors’ Meetings

The Board of Directors’ meetings were conducted by AOT with the approval of the Board to have a formal meeting every third Thursday of every month. This is to enable the directors to allocate their time for regular attendance. In each meeting, the meeting will be notified of the schedule of the next meeting by the Chairman. However, special meetings may be called by the Chairman or a number of directors as specified by law as necessary. At lease 7 days prior to each meeting, the Corporate Secretary Office will submit an invitation letter with agenda and a complete set of meeting documents via E-mail so that the directors have adequate time to study the documents before attending the meeting. Agendas are usually set by AOT Board and the President and they can also be proposed by directors. In fiscal year 2011, AOT Board held 15 meetings, one of which was an outdoor meeting held at Phuket International Airport. Most of the meetings were attended by all directors except for emergency cases which the directors would inform of their absence in advance. The Chairman of the Board acts as chairman in every meeting to prudently monitor the consideration of each item and give every director an opportunity to discuss and share opinions. Senior executives are invited to attend the meetings to give explanations as they are directly involved in the operations and a resolution of each agenda is only made when satisfactory clarifications are obtained. Each meeting takes approximately 3 hours. In addition, the Chairman has a meeting with the directors prior to the Board meeting to discuss various issues both on the agenda as well as outside the agenda without the attendance of executive directors or executives. The Corporate Secretary prepares minutes of meetings with complete information and maintains details certified by AOT Board so that they can be checked by directors and concerned parties. Good filing system is employed for easy access and the details of minutes of meetings cannot be changed without the Board of Director’s approval. The details of each director’s attendances (number of attendances/number of meetings) can be summarized as follows :

51


As of 1 October 2010 – 30 September 2011 Corporate Risk Nomina- Remuner- Gover- Manage Audit tion ation nance ment Board of Commit- Commit- Commit- Commit- Commit Name Director tee tee tee tee tee

1. Air Chief Marshal Sumet 1/1 Photimanee 2. Air Chief Marshal 14/15 7/8 3/3 Raden Puengpak 3. Air Chief Marshal 15/15 13/13 1/1 3/3 Bureerat Ratanavanich 4. Police Major General 1/1 Peeraphan Premabhuti 5. Flying Officer 1/1 Norahuch Ployyai 6. Mr. Thanapich Mulapruk 12/15 12/13 3/3 7. Mr. Pongsak Semson 14/15 10/10 1/1 8. Mr. Veera 6/8 Ruangsooksriwong 9. Mr. Thawanrat Ornsira 14/15 10. Mr. Wutisak 12/15 3/3 Lapcharoensap 11. Mr. Arkhom 8/15 1/1 4/4 Termpittayapaisith 12. Mr. Prasong Poontaneat 9/15 0/1 13. Mr. Somchai 9/15 Sujjapongse 14. Mr. Wattana Tiengkul 1/1 15. Mr. Manit Wattanasen 4/6 16. Mr. Juanjai Ajanant 6/6 17. Mr. Piyapan Champasut 8/8 18. Mr. Serirat Prasutanond 10/10 1/2 1/2 19. Mr. Chakarn 12/13 2/2 3/4 Saengruksawong 20. Mr. Tirapol Noparumpa 6/6 21. Mr. Suthi 13/13 13/13 3/3 3/4 Kreingchaiyapruk Remark - The first member was appointed at the Board of Directors’ meeting No.10/2011 on 29 September 2011. - The fourth member was appointed at the Board of Directors’ meeting No.10/2011 on 29 September 2011. - The fifth member was appointed at the Board of Directors’ meeting No.10/2011 on 29 September 2011. - The eighth member was appointed at the Annual General Meeting of Shareholders 2010 on 21 January 2011. - The fourteenth member was appointed at the Board of Directors’ meeting No.10/2011 on 29 September 2011. - The fifteenth member resigned from the director position on 21 January 2011 - The sixteenth member resigned from the director position on 21 January 2011 - The seventeenth member resigned from the director position on 9 March 2011 - The eighteenth member resigned from the director position and from every position appointed by AOT. The resignation was effective since 31 March 2011 and was in accordance with the conditions of the President hiring contract as the member turned 60 year of age on 30 March 2011. He was then appointed as the Board member on 31 March 2011 and resigned on 1 May 2011.

52


- The nineteenth member resigned from the director position on 15 September 2011. - The twentieth member resigned from the chairman position on 16 September 2011 - The twenty first member resigned from the director position on 17 September 2011

The Board of Directors’ Self Assessment

AOT’s good corporate governance handbook stipulates that yearly self assessments of directors have to be conducted to be used as a framework for the Board of Directors’ operation examinations. In addition, the Board’s performance and problems need to be monitored to improve its performance by using the evaluation guidelines of State Enterprises Policy Commission, the Ministry of Finance as specified in “Effective Operation Guidelines of State Enterprises Committee”. In the Board of Directors’ meeting of 14/2553 on 23 November 2010, the meeting had a resolution to approve the Board’s evaluation forms as proposed by the Corporate Governance Committee i.e. Self Assessment Form and Board Evaluation Form. AOT’s assessment summary was notified to the Board together with suggestions so that the company can concretely improve the Board’s performance. The summary of which is as follows : 1. Board Evaluation Form is divided into 6 parts with 42 questions covering the following assessment topics : - Structure and qualifications of the Board. - Roles, duties and responsibilities of the Board. - The Board’s operations. - The Board’s communications. - Relationship between the Board and the management. - Meeting preparations and procedures. The assessment result of the overall picture was excellent with the average point of 96.34%. 2. Self Assessment Form comprises 6 parts with 32 questions covering the following assessment topics : - Core competency - Independence - Preparedness - Practice as a Director - Committee activities - Vision to create long-term value The assessment result of the overall picture was positive, with the average point of 87.80%. The Board also added useful comments for more prudent considerations and the secretariat efficiently coordinated and prepared documents for the directors.

53


Directors’ Orientation

The newly appointed directors are provided with useful documents and information to perform their duties, such as AOT rules and obligations, Director’s Handbook, laws regarding listed companies, Good Corporate Governance for Listed Companies 2006, and AOT’s good corporate governance handbook, etc. In addition, the company provided seminars conducted by concerned executives and law experts on the nature of business, operating results, future operation plans, issues significant to business operations, authority, duties, and responsibilities as well as laws concerning performances of committees of listed companies.

Development of AOT’s Directors and Senior Executives

AOT Board emphasizes on training and seminars to enhance knowledge and capabilities of its directors and officers. In cooperation with the Thai Institute of Directors or IOD, directors and senior executives were provided with courses such as Director Accreditation Program (DAP), Director Certification Program (DCP), Audit Committee Program (ACP), Financial Statements for Directors (FSD), Monitoring the System of Internal Control and Risk Management (MIR), and Monitoring the Internal Audit Function (MIA). AOT has continually sent directors and executives to attend IOD courses. Additionally, the company secretary and concerned officers also received training such as : - Company Secretary Program (CSP). This program provides information on company secretaries’ roles and duties required by law. - Effective Minute Taking (EMT). The attendees learned about standard preparations, forms, and guidelines of minutes taking, corporate governance, laws, and operation procedures. - Board Reporting Program (BRP) focuses on the preparations of meeting documents for directors including financial and non-financial reports, and report writing to express opinions on important issues. - Company Reporting Program (CRP). This program helps the company secretary and senior executives to correctly and completely prepare information according to laws and regulations to create confidence and acceptability to stakeholders. On 28 – 29 April 2011, The Board of Directors had a meeting at Phuket International Airport and acknowledged development plans and problems to be used as data when considering various matters concerning the airport. On 13 – 20 July 2011, AOT Board visited Germany’s Munich International Airport, a member of Sister Airport Program, to exchange airport management technology. The Board also visited Heathrow International Airport in the U.K. In addition, the Board had a resolution to approve in principle for the Board or sub-committee, and a group of officers with AOT director as chairman to visit foreign airports. Due to constant advancement of knowledge and technology, the Board sees the importance and necessity of having the Board/sub-committee visit foreign airports in order to widen their visions and attain development and efficient services of airports under AOT’s responsibility. Also, the experiences gained from the visits can be applied to the company’s policy

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process and provide suggestions on its operations. Nevertheless, the travelling must also take into consideration the worthiness and maximum benefits to the organization. AOT hired Weerawong, Shinnawatra, and Peingpanor Company Limited. as a legal consultant on listed companies to give advice on legal issues and rules and regulations of the Stock Exchange of Thailand. As the operations of directors and executives must be carried out with responsibility and discretion, AOT invited legal experts to provide directors and officers from the level of directors and higher with knowledge on roles and duties of directors and executives according to Securities and Stock of Exchange Act (4th edition) B.E. 2551. At present, AOT Board has organized courses conducted by high level educational institutions of both government and private sector for directors as follows : Corporate Government for Top Directors and Director Director Executive Top Executives of Accredi- Certifica- Audit Program Sate Enterprises and tation tion Committee (Capital Public Organizations Program Program Program Market (King Prajadhipok’s Name (IOD) (IOD) (IOD) Academy) Institute)

1. Air Chief Marshal - 110/2008 - - Sumet Photimanee 2. Air Chief Marshal 73/2008 107/2008 29/2009 - Raden Puengpak 3. Air Chief Marshal 26/2004 122/2009 - - Bureerat Ratanavanich 4. Police Major General - 108/2008 - - Peeraphan Premabhuti 5. Flying Officer Thai Air - - CMA Norahuch Ployyai 2004 Class 11 6. Mr. Thanapich Mulapruk - 79/2006 - CMA Class 7 7. Mr. Pongsak Semson 79/2009 122/2009 22/2008 CMA Class 9 8. Mr. Veera - - - - Ruangsooksriwong 9. Mr. Thawanrat Ornsira - - - - 10. Mr. Wutisak 80/2009 126/2009 - - Lapcharoensap 11. Mr. Arkhom 51/2006 92/2007 22/2008 CMA Termpittayapaisith Class 11 12. Mr. Prasong Poontaneat - 76/2006 - - 13. Mr. Somchai Sujjapongse - 75/2006 - CMA Class 2 14. Mr. Wattana Tiengkul - - - - 15. Mr. Manit Wattanasen - - - CMA Class 11 16. Mr. Juanjai Ajanant - 107/2008 - -

Class 4 Class 5 Class 8 Class 5 -

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Corporate Government for Top Directors and Director Director Executive Top Executives of Accredi- Certifica- Audit Program Sate Enterprises and tation tion Committee (Capital Public Organizations Program Program Program Market (King Prajadhipok’s Name (IOD) (IOD) (IOD) Academy) Institute)

17. Mr. Piyapan Champasut - 105/2008 - CMA Class 10 18. Mr. Serirat Prasutanond 80/2009 126/2009 - - 19. Mr. Chakarn 79/2009 - - - Saengruksawong 20. Mr. Tirapol Noparumpa - - - - 21. Mr. Suthi - 116/2009 26/2009 - Kreingchaiyapruk

Class 1 Class 4 Class 4 Class 2

3. Sub-Committees

AOT Board appointes sub-committees to screen important tasks according to AOT’s regulations. The term of office is one year starting from the period during the Annual General Meeting of Shareholders in the year appointed to the Annual General Meeting of Shareholders in the following year until the next meeting. The sub-committees’ responsibilities are stipulated in 5 charters as follows :

3.1 The Audit Committee

In compliance with AOT’s regulations, the Board appointes the Audit Committee which comprises at least 3 directors with at least 1 director possessing accounting and financial competence. They must also possess qualifications as required by securities and stock of exchange laws. In 2011, the Audit Committee held 13 meetings in total. As of 30 September 2011, the Audit Committee consists of 4 independent directors as follows :

Name (1) Mr. Pongsak Semson (2) Air Chief Marshal Raden Puengpak (3) Air Chief Marshal Bureerat Ratanavanich (4) Mr. Thanapich Mulapruk

Position Chairman of Audit Committee (Independent Director) Member of Audit Committee (Independent Director) Member of Audit Committee (Independent Director) Member of Audit Committee (Independent Director)

Remarks - The first member possesses financial and accounting competence and the ability of auditing AOT’s financial statements.

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The Audit Committee hold a minimum of 6 meetings per year and may or may not invite non-members to participate in a meeting. Each meeting requires a minimum of half of the existing members for a quorum. The Chairman and each of the members shall have one vote. A decision shall be made upon a simple majority. A tie on the ballot shall be resolved by the final vote from the Chairman. The Audit Committee prescribes that AOT shall have meetings with the auditor from the Office of the Auditor General of Thailand twice a year, which is a stricter requirement than the stipulation of Securities and Exchange Commission (SEC), which is once a year.

Scope of Duties and Responsibilities (1) Review internal performance and give advice to the Board or the management where the committee deems appropriate to create effciency and be in conformity with the corporate governance policies. (2) Review that the company’s internal control system, risk management and security of AOT’s information are concise, effective and in line with international standards. (3) Review and ensure that AOT is in full compliance with rules, regulations, the cabinet’s resolutions, code of ethics and other laws relating to the company’s business. (4) Review and ensure that AOT is in full compliance with the securities and stock exchange laws, as well as the regulations of Stock Exchange of Thailand and other related business laws. (5) Review the accuracy, appropriateness, and reliability of the accounting policies, as well as AOT’s financial reports and operations. The Audit Committee is to ensure sufficient and transparent disclosure of information in accordance with generally accepted accounting principles. (6) Recruit and nominate a qualified, independent person to be AOT external auditor as well as specify the amount of service fee and attend meetings with the auditor without the management department’s presence at least twice a year. (7) Encourage the independent operations of the external auditor and the accuracy of the Audit Office under the international standards, as well as the adequate and appropriate cooperation amongst AOT, the external auditor and the Audit Office.

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(8) Study the external auditor’s letters submitted to The Board to provide comments and recommendations regarding weakness rectification, errors and significant flaws. The committee may request information from the auditor regarding the letters and follow up to ensure the comments and recommendations are brought into The Board’s consideration as well as implementation. When the comments and recommendations are set aside without acceptable reasons, they shall be revised and re-proposed to The Board. (9) Give advice to the Board on nomination, removal and transfer of the directors of the Audit Office. (10) Consider with the President the promotion of the Audit Office’s directors and with the Audit Office’s directors the appropriateness of appointment, transfer and promotion of the Audit Office’s officers. (11) Monitor, advice, and provide support to the independent operation of the Audit Office and review its audit reports for qualified and beneficial operations of AOT, leading to reduction of risky conditions in various aspects to an acceptable level. (12) Approve plans, annual audit plans, manpower plans and plans regarding knowledge, skill and characteristic development of officers of the Audit Office to ensure that the inspection is complete and covers finance, accounting and operations with regular follow-ups. (13) Review and ensure that the connected transactions or transactions that may contain conflicts of interest are in full compliance with the law and the stipulations of Stock Exchange of Thailand, appropriate, and serve the best interest of AOT. (14) Prepare the report of the Audit Committee and disclose it on the annual report. The report shall be signed by the Chairman of the committee and consists of the following information : 1) Remarks on the accuracy, complete, and sufficiency of AOT’s financial report. 2) Remarks on the sufficiency of AOT’s internal control system.


(15)

(16)

(17)

(18)

3) Remarks on AOT’s compliance with securities and stock exchange laws, stipulations of Stock Exchange of Thailand and other related business laws. 4) Remarks on the appropriateness of the auditor. 5) Remarks on the connected transactions that may contain conflicts of interest. 6) The number of meetings of the Audit Committee and the attendance record. 7) Remarks or notice as a whole on the operations conducted by the Audit Committee in conformity with the charter. 8) Other information within the scope of duties and responsibilities as assigned by the Board, as the Audit Committee deems appropriate for shareholders and investors. Perform any other acts within the scope of duties and responsibilities as entrusted by the Board. Review the conclusion and evidence where the dishonesty, improprieties of employees or the Management may exist and submit to The Board for further consideration. Revise AOT’s rules, regulations, notices and stipulations regarding the specification of scope of duties and responsibilities for the AOT Audit Office at least once a year, to ensure the appropriateness and the effectiveness of independent operations, and propose to The Board the existing deficiency and limitation for further improvement. As regards the scope of duties and responsibilities (1)-(17), the Audit Committee shall consider matters that may affect AOT’s operations. Prepare the Audit Committee Charter as the framework of structure, authority, duties and responsibilities for the Audit Committee, and propose to The Board for approval. The charter must be checked at least once a year to ensure that it correlates with actual implementation.

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3.2 The Nomination Committee

AOT appointes the Nomination Committee based on AOT Articles of Association. The committee must consist of at least 3 AOT directors and 1 independent director. Presently, every member of the committee is independent and 3 meetings were held in 2011. As of 30 September 2011, the committee consisted of 3 AOT members as follows :

Name (1) Air Chief Marshal Raden Puengpak (2) Mr. Thanapich Mulapruk (3) Mr. Pongsak Semson

Position Chairman of Nomination Committee (Independent Director) Member of Nomination Committee (Independent Director) Member of Nomination Committee (Independent Director)

Scope of Duties and Responsibilities (1) Regulate policies, criteria and procedures of Directors Nomination. (2) Select and propose the qualiďŹ ed nominees of new directors to the Board of Directors. (3) Propose the nomination of directors in rotation to the Board of Directors. (4) Perform any other act as entrusted by the Board of Directors.

3.3 The Remuneration Committee

AOT appointes the Remuneration Committee based on AOT Articles of Asseciation. The committee must consist of at least 3 AOT directors and 1 independent director. The Chairman must be an independent director while the other 2 must be experts, have knowledge, and are capable of performing in the committee. In 2011 there was one meeting held. As of 30 September 2011, the committee consisted of 3 AOT members as follows :

Name (1) Air Chief Marshal Bureerat Ratanavanich (2) Mr. Arkhom Termpittayapaisith (3) Mr. Prasong Poontaneat

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Position Chairman of Remuneration Committee (Independent Director) Member of Remuneration Committee Member of Remuneration Committee


Scope of Duties and Responsibilities (1) Consider the remuneration guidelines for the Board of Directors. (2) Consider the criteria or procedures for determining the fair and reasonable remuneration and benefits for the Board of Directors and submit to the Board for approval from the shareholders’ meetings. (3) Consider criteria or procedures for determining the remuneration for the outsiders who are appointed to be members of committees, sub-committees, and working groups and propose them to the Board for approval.

3.4 The Corporate Governance Committee

AOT appointed the Good Governance Committee based on AOT Articles of Association. The committee must consist of at least 3 AOT directors and 1 independent director. Presently, there are 3 independent directors and 3 meetings were held in 2011. As of 30 September 2011, the committee consisted of 4 members as follows :

Name (1) Mr. Wutisak Lapcharoensap (2) Air Chief Marshal Bureerat Ratanavanich (3) Mr. Suthi Kreingchaiyapruk (4) President

Position Chairman of Corporate Governance Committee (Independent Director) Member of Corporate Governance Committee (Independent Director) Member of Corporate Governance Committee (Independent Director) Member of Corporate Governance Committee

Remark : the third member resigned on 17 September 2011

Scope of Duties and Responsibilities (1) Regulate policies and operation guidelines on AOT’s corporate governance affairs. (2) Review and give advice on AOT’s good corporate governance to the Board to create internationally accepted procedures and good corporate governance as required by the Ministry of Finance and the Stock Exchange of Thailand. (3) Prepare AOT’s good corporate governance manual and regularly update and internationalize its contents. (4) Improve and update AOT’s code of ethics and set operation guidelines accordingly. (5) Publicize policies and operation guidelines as well as support the participation in AOT good corporate governance. (6) Periodically report operating results to the Board. (7) Appoint working groups to support the operations as deemed appropriate. (8) Perform other tasks as assigned by the Board.

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3.5 The Risk Management Committee

AOT appointes the Risk Management Committee based on AOT Articles of Association. The committee must consist of at least 3 AOT directors and 4 meetings were held in 2011. As of 30 September 2011, the committee consisted of 4 members as follows :

Name (1) Mr. Arkhom Termpittayapaisith (2) Mr. Chakarn Saengruksawong (3) Mr. Suthi Kreingchaiyapruk (4) President

Position Chairman of Risk Management Committee Member of Risk Management Committee (Independent Director) Member of Risk Management Committee (Independent Director) Member of Risk Management Committee

Remark : the second member resigned on 15 September 2011 and the third member on 17 September 2011.

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Scope of Duties and Responsibilities (1) Regulate AOT’s risk management policies, guidelines, framework as well as review and revise them at least once a year to make sure that they correlate with the overall operations and the activities of risk management. (2) Consider the organization’s risk appetite. (3) Acknowledge, consider, and approve risk assessment, guidelines, measures as well as operational plans to manage the remaining risks to ensure adequate and appropriate risk management. (4) Supervise and support successful organizational risk management and propose ways to prevent and reduce risks to an acceptable level. The committee must also follow up, assess, and improve the plans to continually decrease risks and ensure that they are suitable to the current business climate. This is to create confidence that sufficient and appropriate risk management is implemented. (5) Give advice and support to the Board of Directors, the management, and risk management personnel on the organizational risk management. The committee must promote and support continual and regular improvement and development of risk management system. (6) Supervise and monitor efficiency and effectiveness of the risk management as well as ensure that operations of the management and every unit are in compliance with risk management policies, guidelines, framework and process.


(7) Arrange quarterly Risk Management Committee Meeting. The Chairman of the Risk Management Committee may call a meeting when there is an incident significant to AOT’s operations or as deemed appropriate. (8) Report on the organization’s important risks, risk status, risk management guidelines, progress, and risk management results to the Board of Directors on a quarterly basis. (9) Exchange information and coordinate on risks and internal control with the Audit Committee. (10) Appoint working groups and/or the management to support the operations and activities of risk management as deemed appropriate. (11) Assign the above authority, duties, and responsibilities to AOT’s risk management working group when necessary.

4. Remuneration for Directors and AOT Executives

AOT has clear and transparent policies to regulate remuneration for directors and executives. The Remuneration Committee considers and reviews the appropriateness of the remuneration which must correlate with the operations’ results and other businesses in the same industry. In the Annual General Meeting of Shareholders 2010 on 21 January 2011, the meeting approved 2011 directors’ remunerations and 2010 Board of Directors’ bonuses as follows :

4.1 Remunerations for Directors

(1) A monthly remuneration of 30,000 Baht per person. If the director is appointed during the month, the remuneration shall be paid in proportion to the number of days worked in that month. (2) Meeting allowance of 20,000 Baht per attended meeting. Should there be more than one meeting in a certain month, the meeting allowance shall be paid only once.

4.2 Remunerations for Sub-committees

4.2.1 The Audit Committee Each Audit Committee member receives 20,000 Baht per month whether or not there is a meeting in that month. The Audit Committee member who is appointed during the month shall receive the pay in proportion to the number of days worked. 4.2.2 AOT directors who were appointed by the Board of Directors to hold the post in a committee, sub-committee of a working group shall receive a meeting allowance of 15,000 Baht per attended meeting and the overall remuneration per month must not exceed 30,000 Baht per person, exclusive of the Audit Committee remuneration.

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4.3 The Chairman and the Vice Chairman shall receive an additional remuneration of 25% and 12.5%, respectively.

4.4 The remunerations for AOT Board of Directors for fiscal year 2011 must not exceed 17,000,000 Baht.

4.5 The Directors’ Bonus for fiscal year 2010 (1 October 2009 – 30 September 2010)

Bonuses must not exceed 0.5% of dividends. The allocation principles are based on the committee’s regulations and must not exceed 1,000,000 Baht per person, except the President who is one of the Board members who is not titled to receive the bonus. (1 October 2009 – 30 September 2010) No. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15

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Name

Unit : Baht Bonus

Air Chief Marshal Bureerat Ratanavanich 289,620.00 Mr. Thanapich Mulapruk 289,620.00 Mr. Prasong Poontaneat 289,620.00 Mr. Supoth Sublom 172,870.00 Mr. Arkhom Termpittayapaisith 289,620.00 Air Chief Marshal Raden Puengpak 289,620.00 Mr. Pongsak Semson 289,620.00 Mr. Piyapan Champasut 362,025.00 Mr. Chakarn Saengruksawong 289,620.00 Mr. Wutisak Lapcharoensap 289,620.00 Mr. Suthi Kreingchaiyapruk 289,620.00 Mr. Manit Wattanasen 289,620.00 Mr. Juanjai Ajanant 200,866.00 Mr. Somchai Sujjapongse 200,866.00 Mr. Thawanrat Ornsira 95,740.50 Total 3,928,567.50


4.6 Remunerations for the Board of Directors and Special Committees in 2011

(1 October 2010 – 30 September 2011)

Unit : Baht

Corporate Risk Nomina- Remu- Gover- Manage- Other Audit tion neration nance ment Sub Board of Commit- Commit- Commit- Commit- Commit- Commit Name Directors tee tee tee tee tee tees Total 1. Air Chief Marshal 22,500.00 22,500.00 Sumet Photimanee 2. Air Chief Marshal 530,475.81 161,935.48 50,000.00 162,500.00 904,911.29 Raden Puengpak 3. Air Chief Marshal 523,225.81 240,000.00 12,500.00 40,000.00 86,250.00 901,975.81 Bureerat Ratanavanich 4. Police Major General 22,000.00 22,000.00 Peeraphan Premabhuti 5. Flying Officer 22,000.00 22,000.00 Norahuch Ployyai 6. Mr. Thanapich Mulapruk 503,225.81 240,000.00 25,000.00 358,750.00 1,126,975.81 7. Mr. Pongsak Semson 523,225.81 179,564.52 15,000.00 717,790.33 8. Mr. Veera 349,677.42 349,677.42 Ruangsooksriwong 9. Mr. Thawanrat Ornsira 523,225.81 153,750.00 676,975.81 10. Mr. Wutisak 488,225.81 50,000.00 120,000.00 658,225.81 Lapcharoensap 11. Mr. Arkhom 453,225.81 10,000.00 62,500.00 118,750.00 644,475.81 Termpittayapaisith 12. Mr. Prasong 483,225.81 249,375.00 732,600.81 Poontaneat 13. Mr. Somchai 468,225.81 468,225.81 Sujjapongse 14. Mr. Wattana Tiengkul 22,000.00 22,000.00 15. Mr. Manit Wattanasen 133,548.39 50,000.00 183,548.39 16. Mr. Juanjai Ajanant 133,548.39 20,000.00 153,548.39 17. Mr. Piyapan Champasut 251,209.6 251,209.67 18. Mr. Serirat Prasutanond 293,225.81 293,225.81 19. Mr. Chakarn 487,225.81 25,000.00 35,000.00 145,000.00 692,225.81 Saengruksawong 20. Mr. Tirapol Noparumpa 426,491.93 426,491.93 21. Mr. Suthi 489,225.81 288,333.33 40,000.00 30,000.00 25,000.00 872,559.14 Kreingchaiyapruk

Total

7,148,935.52 1,109,833.33 115,000.00 22,500.00 130,000.00 127,500.00 1,489,375.00 10,143,143.85

Remarks - The first member was appointed at the Board of Directors’ meeting No.10/2011 on 29 September 2011. - The fourth member was appointed at the Board of Directors’ meeting No.10/2011 on 29 September 2011. - The fifth member was appointed at the Board of Directors’ meeting No.10/2011 on 29 September 2011.

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- The eighth member was appointed at the Annual General Meeting of Shareholders 2010 on 21 January 2011. - The fourteenth member was appointed at the Board of Directors’ meeting No.10/2011 on 29 September 2011. - The fifteenth member resigned from the director position on 21 January 2011 - The sixteenth member resigned from the director position on 21 January 2011 - The seventeenth member resigned from the director position on 9 March 2011 - The eighteenth member resigned from the director position and from every position appointed by AOT. The resignation was effective since 31 March 2011 and was in accordance with the conditions of the President’s employment contract as the member turned 60 years of age on 30 March 2011. He was then appointed as the Board member on 31 March 2011 and resigned on 1 May 2011. - The nineteenth member resigned from the director position on 15 September 2011. - The twentieth member resigned from the director position on 16 September 2011 - The twenty first member resigned from the director position on 17 September 2011 - Other sub-committees which are appointed by the Board of Directors include Legal Sub-Committee, Finance and Investment Sub-Committee, Business Relations Sub-Committee, the President’s Evaluation Sub-Committee, Foreign Debts Risk Management Sub-Committee, Suvarnabhumi International Airport’s Technical Examination Sub-Committee, Appeal Sub-Committee, Legal Audit Sub-Committee, Suvarnabhumi International Airport’s Noise Impact Remuneration Sub-Committee, Appeal Sub-Committee, Management as per State Enterprises’ Plans Sub-Committee, Joint Ventures Coordination Sub-Committee, KPS Remuneration Sub-Committee, Human Resources Management and Development Sub-Committee, Airlines and Airport Operators Assistance Sub-Committee, TAGS Impact Investigation and Assessment Sub-Committee, Verification Sub-Committee, Sub-Committee to Review Financial Status and Propose to Suvarnabhumi International Airport.

4.7 Remuneration for Executives

Remuneration criteria for Senior Executives or the President The President’s Remuneration Sub-Committee comprises AOT directors and representatives from the Ministry of Finance (State Enterprise Policy Office). Its responsibilities are to regulate the Presidents’ remuneration including annual remuneration adjustments under high-low remuneration framework approved by the Ministry of Finance. The consideration of each year’s remuneration is based on the evaluation carried out in accordance with criteria and methods laid down by AOT Board. Remuneration criteria for AOT Executives Salary structure for AOT officers and employees is regulated by comparing their assigned responsibilities with remuneration survey and the rate of salary paid by leading companies in the airline industry. Annual salary adjustments for the director positions upwards are approved by the Board of Directors. In 2011 fiscal year, the board authorized the president to individually consider annual performances of employees and permanent officers with director positions upwards or equivalent in conjunction with each unit’s goal achievements which are set in advance.

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As of 30 September 2011, according to the definition of executive position stated in the notice of Capital Market Supervisory Board 23/2008, there are 11 executives as follows : 1. Mr. Nirandra Theeranartsin Senior Executive Vice President (Regional Airports), Acting President 2. Mr. Somchai Sujjapongse Senior Executive Vice President, (Engineering and Construction) 3. Flying Officer Anirut Thanomkulbutra Senior Executive Vice President, General Manager of Suvarnabhumi Airport 4. Mrs. Supaporn Burapakusolsri Senior Executive Vice President (Planning and Finance) 5. Mr. Nitinai Sirismatthakarn Senior Executive Vice President (Business Development and Marketing) 6. Miss Sasisubha Sukontasap Senior Executive Vice President (Administration) Executive Vice President (Planning 7. Mrs. Poolsiri Virojanapa (Planning and Finance) 8. Miss Vilaiwan Nadvilai Deputy General Manager of Suvarnabhumi Airport (Administration) 9. Mr. Noppadol Mongkolsin Director, Accounting Department 10. Mr. Soonthorn Sithithanalaph Director, Finance Department 11. Mr. Somboon Noinumkum Director, Planning and Finance Department, Suvarnabhumi Airport • Monetary Remuneration Overall remuneration for executives in 2011 ended on 30 September 2011. Unit : Million Baht Remuneration 2010 2011 Person Baht Person Baht Salary Bonus and others

13 33,834,110.20 11 23,949,660.00 13 13,565,661.67 11 16,878,351.50

• Other Remuneration - Provident fund AOT registered the provident fund on 28 March 1994. AOT contribution is made on the same day each member makes their contribution on the basis of working years as follows : (1) Contribution at the rate of 9% of salary for employees who have been working for less than 10 years. (2) Contribution at the rate of 10% of salary for employees who have been working for over 10 years but less than 20 years.

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(3) Contribution at the have been working (4) Contribution at the have been working

rate of 12% of salary for employees who for over 20 years but less than 25 years. rate of 15% of salary for employees who for over 25 years. Unit : Million Baht

Remuneration 2010 2011 Person Baht Person Baht Provident fund

13

3,096,819.00

11

2,996,907.90

5. Nomination Procedures for AOT Directors and the President 5.1 Nomination Procedures for Directors

The Board of Directors appointes the Nomination Committee consisting of 3 directors. The committee’s duty is to recruit individuals suitable to be nominated as directors by considering their work experiences and specific qualifications which are needed by the Board and dispensable to AOT’s business. This aims to achieve the complete structure of AOT Board for the benefits of the company and shareholders. The Nomination Committee’s criteria are as follows : (1) Possess knowledge, abilities, and different fields of experiences which are beneficial and valuable to AOT. (2) Possess qualifications as stated in AOT’s Articles of Association, Standard Qualifications for Directors and State Enterprise Officials Act, Private Company Act, and Securities and Exchange Act. (3) Possess qualities which support corporate governance, independence, accountability, care, loyalty, and time dedication etc. (4) Replace directors whose terms come to an end and propose the new directors to AOT Board of Directors for approval before submission to be approved in the Annual General Meeting of Shareholders. (5) In cases where the replacement of directors is not caused by their terms’ expiration, the Board of Directors must approve the new directors and their terms are equivalent to the remaining terms of those replaced.

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5.2 Nomination Procedures for the President

(1) AOT Board appoints the President Nomination Committee which consists of 5 directors. The authority in this regard is to be in compliance with Standard Qualifications for Board of Directors and State Enterprise Officials Act B.E. 2518, amended by the Standard Qualifications Act for


Board of Directors and State Enterprise Officials (Issue 4) B.E. 2543 and (Issue 6), B.E. 2550. The candidates must have qualifications and not be prohibited as specified in Measure 8 (1) (3) (4) (5) (6) (11) and (12). They must also possess specific qualifications as approved in principle by AOT Board. (2) The President Nomination Committee nominates knowledgeable, capable, and experienced individuals who possess qualifications and have no prohibited characteristics according to Measure 8 (1) (3) (4) (5) (6) (11) and (12) of the Standard Qualifications for Board of Directors and State Enterprise Officials Act (Issue 6) B.E. 2550. (3) The nomination must be done by advertising through at least 2 types of media. (4) Once suitable candidates are acquired, the committee must propose the names to the Board of Directors for consideration. (5) The Board of Directors will then submit names of selected candidates with their resumes to the sub-committee (appointed by the board) to consider their remunerations. (6) The President Remuneration Sub-Committee considers the remuneration, employment conditions and details of employment contract. The sub-committee also negotiates with the successful candidate on the remunerations in accordance with the remuneration criteria and guidelines of the cabinet’s resolutions of 13 June 2000 and 22 June 2004. Main issues to be considered are as follows : (6.1) The remuneration must be in line with the top executive’s qualifications, knowledge, abilities, experiences, missions, and goals. (6.2) The employment contract must specify the goals and indicators are to be carried out successfully within the timeframe for evaluation purposes. (6.3) Goals, missions, and clear indicators need to be set up for measuring the level of accomplishment of the top executive in order to acquire an executive who is highly competent in management. If the goals cannot be realized, the contract can be terminated. (7) After considering the president’s remuneration, the sub-committee submits the results in (6) together with a draft of the employment contract to AOT Board for consideration and then proposes to the Ministry of Finance for approval. (8) Once the Ministry of Finance approves the remuneration and the drafted contract, AOT will then propose to authorized individuals (as stipulated in the stateenterprise law) for appointment. The employment contract must be signed by the Chairman or directors assigned by AOT Board (in the case where the Chairman is not available).

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6. Authorities of AOT President

AOT’s regulations prescribe the President’s authorities as follows : The President has the authorities and duties as assigned by the Board. In addition, the President must manage in accordance with operation plans and budgets approved by the Board with strictness, honesty, and care in order to maintain the benefits of the company and shareholders. The authorities also include the following activities : (1) Operate and/or manage day-to-day work. (2) Recruit, appoint, relieve, transfer, move, deduct salaries or wages, impose disciplinary punishment on officers and employees as well as terminate officers and employees as stipulated by AOT Board. However, the Board’s approval is to be obtained in the case of division officers or equivalent. (3) Supervise the preparation and submission of AOT’s business policies, operation plans, and budgets to AOT Board for approval. The President is also responsible for reporting the progress of the approved operation plans and budgets to the Board with the timeframe set by AOT Board. (4) Operate in compliance with policies, operation plans, and budgets approved by AOT Board. (5) Regulate AOT’s operation rules.

7. Succession Plans and Development of Executives

At present, AOT is preparing succession plans for the senior executive positions from the director position upwards in order to respond to AOT’s strategies. Initially, AOT has surveyed and analyzed the senior executives who are going to retire in the next 3 years and is preparing to replace them with potential and suitable personnel. Such personnel have to pass the screening process via psychometrics, interview, and be on the Executive List to receive training to be prepared for the replacement.

8. The President’s Evaluation

The President’s Evaluation Sub-Committee, appointed by AOT Board, evaluates the president’s performance every 6 months. In the past year, the sub-committee’s evaluation was implemented in accordance with the indictors in the operation plans proposed to AOT Board. Such plans covered issues related to business development, finance, customers, stakeholders, internal process, and learning and development.

9. Personnel and Remuneration Personnel

Full time personnel employed by AOT and stationed at the head office as well as 6 airports (excluding outsourced workers) are as follows :

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For the management of all AOT’s 6 airports, personnel are vital resources and directly affect the service quality of the airports, which provide 24 hour service. Therefore, most officers work in shifts and are required to be ready to solve problems. Additionally, AOT has hired a lot of outsourced workers for unskilled and half-skilled labor such as security officers, and highly-skilled labor such as explosive ordnance As of 30 September

Unit : Person 2011 2010 2009 2008 2007

Head Office 1159 820 778 778 764 Suvarnabhumi Airport 2,568 2,625 2,562 2,563 2,579 Don Mueang International Airport 281 480 543 554 503 Chiang Mai International Airport 189 173 172 172 161 Hat Yai International Airport 175 142 135 139 142 Phuket International Airport 281 222 222 214 173 Mae Fah Luang – 137 108 105 105 107 Chiang Rai International Airport Total 4,790 4,570 4,517 4,535 4,429

disposal technicians. As of 30 September 2011, AOT has a total number of 4,790 personnel and approximately 9,448 outsourced workers. AOT believes that current remuneration for personnel is appropriate compared to the market remuneration. Remuneration paid to officers comprises salaries, bonuses, allowances, and subsidies such as medical treatment expense, accommodation expense, education subsidy and other expenses. Remuneration for personnel also includes provident fund of each employee which AOT makes monthly contribution on the basis of years of service : staff with less than 10 years get a contribution of 9% of their salaries, staff with more then 10 years but less than 20 years get 10% of their salaries, staff with more than 20 years but less than 25 years get 12% of their salaries, and staff with more than 25 years get 15% of their salaries. Staff members have a choice to make a monthly contribution of 2-15% of their salaries depending on the length of their service. They will also receive a lump sum when deceased, retired, or terminated with no offenses as specified in the provident fund regulations. Moreover, AOT has an assistance fund with 10 members as of 30 September 2011. However, there will be no more admissions to this fund and the company is making monthly contributions to both funds.

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Corporate Governance

AOT’s management abides by good corporate governance and realizes the importance and responsibility for the shareholders and stakeholders. AOT’s Board of Directors emphasizes the importance of compliance with good corporate governance to boost confidence to shareholders, investors, and all concerned parties. In 2011, AOT carried out business in conformity with the Stock Exchange of Thailand’s 2006 Good Corporate Governance of Listed Companies, the summary of which is as follows :

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1. Shareholders’ rights

(1) AOT realizes the importance of shareholders, rights of shareholders and the ownership over the company exercised through the elected Board which determines important decision making. In response to this, AOT encourages shareholders to exercise their rights under the protection of basic rights as follows: • Rights to receive adequate, timely and appropriate information for decision making purposes. • Rights to attend the shareholders’ meetings. • Rights to cast their votes equal to number of shares held on important matters. • Rights to share in profits of the company. • Rights to attend the meeting and vote by proxy. • Rights to express opinions and raise questions in shareholder’s meetings regarding important decision making, such as profit allocation, director election, director remuneration, appointment of auditor, auditor fee and important transactions which affect AOT’s business direction. The Board clearly states in the corporate governance policy that AOT shall encourage shareholders to exercise their basic rights and commit no violation of shareholders’ rights. (2) AOT gives the importance on shareholders’ meetings and facilitates shareholders by arranging the meeting venue which is appropriate and convenient to shareholders. The 2010 Annual General Meeting of Shareholders was held on 21January 2011 at 14.00 hrs. at the Auditorium on 2nd Floor of the AOT Headquarters and transportation to and from the Department of Land Transport was provided by AOT. (3) At least 14 days prior to the meeting, AOT submits the letters of invitation both in Thai and English which comprise meeting agendas, minutes of the previous meeting with opinions of AOT Board of Directors, proxy as required by the Ministry of Commerce with explanations, AOT Articles of Association relating to shareholders’ meetings, a list of names and details of 2 independent directors


in case any shareholders prefer to authorize one of them to attend the meeting, conditions, criteria and practices of meeting participation, appointment of proxy and voting and a map of meeting venue. The meeting is posted on a daily newspaper at least 7 days prior to the meeting for 3 consecutive days. In addition, the information about the agendas of each meeting and each proxy form are posted on AOT’s website for more than 30 days before the meeting to allow the shareholders to have adequate time to study all related information and to allow those who cannot attend the meeting to be able to give proxy to an independent director or another person. (4) At the Annual General Meeting of Shareholders, AOT equally facilitates and gives confidence to every shareholder on the security issue. The document checkpoints are prepared and the registration desks are set appropriately and adequately. The shareholders are allowed to register in advance for not less than 2 hours before the meeting time and up to the end of that meeting. The registration is based on the barcode system. The document checklist, revenue stamp, and suitable banquets are also provided. (5) AOT Board, except directors who are unable to attend the meeting due to urgent matters, and executives give the emphasis on the Annual General Meeting of Shareholders. The 2010 Annual General Meeting of Shareholders on Friday 21 January 2011 was attended by the Chairman of the Board as the Chairman of the Meeting, the Chairman and members of Audit Committee, the Chairman and members of Nomination Committee, the Chairman and members of Remuneration Committee, the Chairman and members of Corporate Governance Committee, the Chairman and members of Risk Management Committee, the President and top executives including the Chief Financial Officer (CFO) to explain the details of the agendas and answer questions and take suggestions from shareholders. AOT’s auditor and legal consultants were also present as witnesses in ballot-counting and to assist in questions regarding transparency, law compliances and the accuracy of proxy form. (6) The meeting is conducted in accordance with the sequence of the meeting agendas notified in the letter of invitation in advance. During the meeting, the shareholders are given opportunities to express ideas and ask questions on each agenda. Before the meeting, the Chairman of the Meeting clearly notiďŹ es the shareholders their rights and how ballots are cast and counted. The result and summary of ballot-counting throughout the process in the meeting are transparently disclosed, with shareholders volunteering to participate in the ballot-counting to protect the right of shareholders.

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(7) The Chairman of the Meeting conducts the meeting appropriately and transparently with adequate time allocation. During the meeting, the shareholders are allowed to share opinions and expression of views and queries before each ballot round and meeting resolution on each agenda. The shareholders are also allowed to suggest and make queries on the company’s operations. If unrelated questions are raised, the Chairman of the Meeting or senior executives will respond when the ‘other issues’ agenda is discussed in order that the time on each agenda is spent appropriately. (8) AOT preserves the rights of shareholders to register after the meeting starts, and to vote in the ongoing agendas and the subsequent ones. (9) AOT regularly provides information to shareholders via the channels of Stock Exchange of Thailand and AOT’s website and operates efficiently for the shareholders’ suitable returns. (10) Minor shareholders gain direct access of information from the Corporate Secretary and Investor Relations Center. Company visits are organized regularly to provide a better understanding of AOT’s business. (11) AOT prepares and submits the minutes of each meeting to the Stock Exchange of Thailand and the Securities and Exchange Commission within 14 days after the meeting date. The minutes state correctly, completely and clearly the names of the attending directors, significanat remarks, Q&A of opinions. The summary of the meeting’s resolutions is divided into number of ballots, agreed, objected and abstained. Minutes of meeting both in Thai and English are also posted on AOT website www.airportthai.co.th to facilitate the access to information of shareholders and submitted to shareholders for their acknowledgement and approval before the next meeting of shareholders. (12) AOT clearty discloses shareholding structures of its subsidiaries and associates on the website and annual report to create confidence to shareholders of the transparent and verifiable operations. (13) AOT operates with efficiency to create growth and good operating results for shareholders’ appropriate returns.

2. Equitable Treatment of Shareholders

AOT emphasizes and provides equitable and fair treatment to every shareholder regardless of sex, age, race, nationality, religion, belief, social status, or physical disability. To that effect, the company has taken many efforts as follows: (1) The minority sole or joint shareholders with not less than 100,000 shares have the rights to propose an annual general meeting items and nominate a qualified person for directorship prior to the Annual General Meeting

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of Shareholders, which is announced to the shareholders through the Stock Exchange of Thailand’s website 3 months before the end of the fiscal year (1 July - 30 September 2011), or at least 6 months prior to the Annual General Meeting. The shareholders are informed of the criteria in considering the shareholders’ proposed agendas or candidates. The information of which is informed through AOT’s website. The Nomination Committee examines whether the nominee is qualified and then submits the name to the Board for approval before proposing it for consideration at the Shareholders’ Meeting. The company requests the shareholders to elect each candidate for the director individually. (2) AOT will arrange the shareholders’ meeting following the agendas notified in the notice of shareholders’ meeting. The company has no policy to add more agendas without informing shareholders in advance so that the shareholders have sufficient time to study details and information pertinent to each item before making decisions. (3) The company provides proxy forms for shareholders to encourage them to exercise their voting rights and proposes 2 Independent Directors. The shareholders are entitled to appoint an Independent Director as their representative, using the proxy form as required by the Ministry of Commerce, which are attached with the letter of invitation. The required documents for proxy are also stated clearly with explanations to facilitate shareholders. (4) The company encourages shareholders to use separate ballots for each agenda so they can cast their votes as deemed appropriate. During the meeting, the ballots for each agenda are collected and merged with the advance voting via proxy. The barcode system is employed for the results of the vote counts. The resolutions are subsequently announced at the meeting. To ensure transparency, the ballots are counted in the presence of volunteer shareholders verifying the results which will be kept for future checks. (5) The shareholders are allowed to elect each candidate for the director individually. (6) AOT has established measures against the misuse of internal information. In compliance with Article 59 of the Securities and Exchange Act B.E. 2535, the Directors, Executives, and Vice President of Finance Department and Accounting Department must report AOT shareholdings belonging to themselves, their spouses and children under the legal of age to the Securities and Exchange Commission when they are initially appointed to the positions. They must also report on any buying, selling, or transferring of the stocks regardless of value to the Securities and Exchange Commission within 3 working days.

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(7) AOT directors and executives are required to submit reports of their interests and the interests of concerned parties including newly appointed directors and executives, using the form approved by the Board, to the Corporate Secretary within 7 working days after receiving notification from AOT. Any changes of data must be reported to the Corporate Secretary within 7 working days from the day the changes are made. The Corporate Secretary submits the copy of the change to the Chairman of the Board of Directors and Chairman of Audit Committee for acknowledgement and keeps the original document for AOT’s internal use only.

3. The Role of Stakeholders

AOT realizes the significance of the rights of stakeholders whether being both internal such as employees and executives of AOT, and subsidiaries or external such as shareholders, customers, employees, the government, joint venture partners, business partners, creditors, society, community, and other related agencies. AOT wants to ensure that basic rights of these individuals and agencies are well protected and looked after in accordance with the law and applicable regulations. AOT also realizes the support of stakeholders which create competition capabilities and profit and this has led to AOT’s long-term success. AOT Board has clearly defined the guidelines in its corporate governance policy which are disclosed on AOT’s website. The company operates with respect to the rights of all stakeholders everywhere it carries out business. AOT also puts emphasis on providing communication channels to stakeholders for the exchange of information and opinions by providing the channel for disclosure of essential information on the website www.airportthai.co.th. Stakeholders and concerned parties are allowed to file grievances for unfair treatment from the AOT and encouraged to provide comments regarding improprieties at the counter service in each airport. In 2011, AOT received 8 complaints in total, 3 of which were resolved. AOT emphasizes the importance of maintaining confidentiality and only uses or discloses the information to the entrusted or concerned group of people. The whole procedure and the interrogation are defined in writing. Good Governance Communication Channels are as follows: (1) Suggestions can be posted on the website www.airportthai.co.th. As regards good governance issues, please contact the Corporate Secretary. (2) Opinion boxes at the Headquarter and the office in each of 6 airports under AOT’s responsibility. (3) Good Governance Library, where certain area is provided for the information regarding AOT’s operations, such as airport development plans, procurement documents and other agreements with the financial amount of over 1 million Baht.

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The Treatment of Stakeholders

AOT is committed to promoting cooperation between the company and the stakeholders to create financial stability and business sustainability. In 2011, AOT takes care of all groups of both internal and external stakeholders as specified in Corporate Governance Handbook circulated to officers and posted on the website as follows :

Shareholders

• AOT pledges to be a good representative of shareholders in conducting business transparently with emphasis on creating long-term economic value and good returns for shareholders. • To perform duties based on honesty and prudence for present and future interests of major and minor shareholders and all concerned group of stakeholders. • To conduct business with emphasis on creating long-term economic value and good returns for shareholders. • To disclose both financial and non-financial information with sufficient details in due time as well as the AOT’s operating results in a factual, complete, adequate, constant and timely manner to actually represent the AOT’s financial and operational performance.

Employees

• AOT regards employees as one of the key factors for AOT’s success. The company is committed to enhancing the capability of employees at all levels on an ongoing basis throughout the year. • Suvarnabhumi Airport has entered into Sister Airport Agreement with Germany’s Munich International Airport, Korea’s Incheon International Airport, and Japan’s Narita International Airport. This aims to exchange airport operation knowledge and technology as well as provide various types of mutual cooperation in aviation business. In 2011, AOT’s officers participated in on the job training with staff of Munich International Airport and Incheon International Airport which is one of Asia’s leading airport. This training program gave the staff an opportunity to exchange working experience and learn diverse airport management technology in order to apply the knowledge to improve services at Suvarnabhumi Airport to be the world’s top ten outstanding service quality airports. • Moreover, the company provides complaint channels for employees where there is a conflict between employees or between an employee and his/her supervisor. The employee submitting a complaint according to the procedures set out by AOT in good faith shall be protected, and the complaint shall not cause dismissal or any disciplinary action on the part of the complain or witnesses.

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• Furthermore, top Executives encourage employees at all levels to suggest ideas that are beneficial to the company, especially Suvarnabhumi Airport which is the company’s main airport, for example, the energy saving policy. It is every officer’s duty to continually cooperate in energy management to create maximum benefits under Green Airport concept. • The company ensures equitable treatment, good working environment as well as appropriate and fair remuneration for every employee, such as the establishment of the provident fund, medical expense reimbursement, establishment plan for AOT saving and credit cooperative limited. The airport club has also been established to support various activities, such as educational trips, traveling, sports both in AOT and with state enterprises. • Working environment is stressed for safety of employees’ lives and properties. • AOT puts emphasis on the development of knowledge, and capability of employees. Every officer is regularly given equal opportunity to be more knowledgeable so 10 scholarships for the master’s degree level are provided each year.

Government

• To be accountable for the government sector, AOT is committed to conducting business in full compliance with the laws and all applicable regulations of the overseeing agencies. The company has provided constant support for the governmentprojects to ensure maximum benefits for society as a whole and to retain good relationships with the government agencies. The company deals with government agencies transparently and is ready to provide accurate and complete information to the government agencies upon request so as to ensure transparency and create mutual trust and confidence.

Society, Community, and Environment

• AOT, including Don Mueang International Airport and all regional airports under its responsibility, has Corporate Communications Office as a unit responsible for overseeing the company’s society and community, and Environmental Department responsible for environment impact caused by the airport operation. The community around Suvanrnabhumi Airport is regulated by a unit such as Special Affairs Department. Activities have been arranged for the community both inside and outside the operation areas. Over the years, AOT has provided constant support to socially-beneficial activities in the areas of education, sports, culture, and career development for a better quality of life of people in the community. Additionally, the company attaches significance to living in harmony with society and the communities where AOT operates. The company strives to foster good relationships with the communities, collaborating in solving problems to create confidence in the communities and society as a whole (further details can be found in the annual social and environmental responsibilities report 2011).


Business Partners

• AOT treats contracts, agreements, and conditions of trading partners based on fair and just return to ensure maximum benefits for all concerned parties. • AOT has increased communication channel via website so that business partners and involved parties can coordinate commercial activities, procedures, rent methods, contracts, and forms granting business operation. The website, run by a department responsible for Customer Relation Management (CRM), also creates convenience and gathers questions.

Competitors

• AOT follows the framework of good business competition by continually improving services in order to create passengers’ satisfaction. The Airport of Smiles strategy is used to impress passengers with smiles. • AOT shall fully compete with independence and fairness based on Airport Council International (ACI) which regulates service and facility standards and facilitation in airports worldwide.

Creditors

• AOT treats creditors with fairness, responsibility, and transparency by strictly complying with the terms of contracts and financial obligations regarding repayment, assets safeguarding, and other conditions including the misuse of loan as agreed with the creditors, the use of dishonest procedure, and the concealing of facts that will cause damages to the creditors.

Debtors

• AOT shall indiscriminately commit to and honor the obligations agreed with the debtors regarding loan recovery and collection. Whereby the debtors fail to meet the obligations, the negotiation shall be employed with no delay to find a mutual solution under the best practices of corporate governance. Debtors are regularly provided with reports on accrued liability in an accurate, complete and timely manner. • The company operates in full compliance with the laws, regulations, and conditions regarding treatments of debtors.

Outsourced workers

• As a result of AOT’s big operations, a lot of outsourced personnel are employed to serve passengers directly. Therefore, AOT sees the importance of providing regular training to these personnel in order that they operate with efficiency. Outsourced officers also participate in the seminar “Under the Same Roof” arranged annually by AOT to improve the service quality to impress passengers.

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4. Information Disclosure and Transparency

The disclosure of information is one of vital principles of good corporate governance principles. AOT greatly emphasizes disclosing information to the Stock Exchange of Thailand and shareholders in accurate, complete, timely, reliable and equitable manners. The Corporate Secretary Office discloses the information to the Stock Exchange of Thailand while the Investor Relations Center is responsible for providing information and responding to inquiries of investors and shareholders’ questions. The disclosure of essential information is also posted on AOT’s website in bilingual version, such as annual reports, good governance policy, the company’s information and notice. The website is also constantly improved so that shareholders and outsiders receive information in timely and accessible manners for maximized benefits. The information is as follows : (1) AOT’s essential information consists of both financial and non-financial information. The financial statements must be verified and inspected by the auditor and deemed to be accurate in all material respects and in conformity with the generally-accepted accounting principles. They are approved by the Audit Committee and the Board of Directors before disclosing to shareholders. The Board of Directors is also required to report on its financial responsibilities and the reports of the Audit Committee and the auditor in the annual report. In addition, AOT exchanged information within its organization and included management discussion and analysis in the annual report and Form 56-1. (2) Information disclosed to the public, shareholders, and investors according to Public Information Act 1998 will be published on AOT’s website in both Thai and English such as the annual report, notice to shareholders, and minutes of the shareholders’ meetings. (3) AOT disclosed the role and responsibilities of the Board of Directors and sub-committees, the number of meetings as well as their attendance records for fiscal year 2011 and the remuneration for the directors as approved at the shareholders’ meeting and by the top executives in the annual report and Form 56-1. (4) AOT established the Investor Relations Center responsible for communicating information that reflects the true value of the company to analysts, shareholders, investors of organizations, and general investors in conformity with the regulations of the Stock Exchange of Thailand. The establishment aims to create confidence, increase good corporate image and positive attitude of shareholders and investors. Investors or interested persons can acquire information about

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AOT such as financial statements, annual reports, and news submitted to the Stock Exchange of Thailand through the 4 channels of AOT’s Investor Relations Center as follows : • Telephone: 0 2535 5900 • Fax: 0 2535 5909 • E-mail: aotir@airportthai.co.th • Mail: Investor Relations Center, Airports of Thailand Public Company Limited. 333 Cherdwutagard Road, Sikun Sub-District, Don Mueang, Bangkok 10210. AOT realizes the importance of information disclosure in accurate, complete, timely, and transparent manners. The Investor Relations Center, AOT’s representative, was established to communicate with shareholders, investors, analysts, and other relevant agencies and publicized information for investors, shareholders, and related persons throughout 2011. The summary is as follows : Fiscal Year 2011 • Company Visit 41 times/year • Conference Call/Telephone Call/E-mail 415 times/year • Analyst Briefing 1 time/year • Roadshow • Domestic 4 times/year • Foreign 1 time/year (5) AOT has disclosed financial, general, and important information accurately according to the regulations of the Office of the Securities and Exchange Commission. In addition, in 2011 AOT prepared Management Discussion and Analysis (MD&A) for every quarterly financial statement. (6) The company prepares financial statements in accordance with accounting standard which passes the inspection of Office of the Auditor General of Thailand. Shareholders can be confident that the information shown in the financial report is accurate. (7) AOT organizes the yearly Company Visit for shareholders to visit the airports under the responsibility of the company in order to acknowledge information and receive the opportunity to ask top executives about policies, results, and solutions to various obstacles. The visit aims to create confidence and positive relationship to the shareholders. The participating shareholders are selected through application drawing. In 2011, AOT organized the visit at the Phuket International Airport on 25 February 2011, with 50 participating shareholders.

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5. The Board of Directors’ responsibilities AOT’s Corporate Governance Policies

The Board of Directors has defined corporate governance policies in writing since 2006 and continual verification has been carried out. In 2011, the company modified the policies twice. For the first modification, the fourth edition of 25 November 2010, the Board approved the improvement of structure and elements of the Board’s meeting i.e. a meeting of directors who are non-executives must be organized at least once a year without participation of the management. For the second modification, the current fifth edition of 17 August 2011, the Board approved the adjustment of the Board’s structure and elements whereby newly appointed directors will receive a briefing of necessary and useful information within three months from the appointment date. The directors must also hold no more than 3 positions in state enterprises and/or juristic entities whose shareholders are state enterprises. This enables the Board to have appropriate number of directors and the directors can allocate their time efficiently. In addition, a revision of a retirement regulation states that AOT’s Board of Directors is retired at the age of 65 with immediate effect and notification to AOT must be done in writing. AOT has disclosed the corporate governance policy on AOT’s website.

Corporate Secretary

AOT appointed Miss Shanalai Chayakul as the Corporate Secretary responsible for giving legal advice, rules and regulations needed by the Board and the executives. She must also regulate the company’s activities and coordinate to ensure that AOT’s operations are in compliance with the resolutions of the Board and shareholders’ meeting and AOT’s good corporate governance. The Corporate Secretary’s main duties and responsibilities are as follows : (1) To give advice to the Board of Directors and executives to ensure that the operations are efficient and in accordance with the laws and regulations of the Stock Exchange of Thailand, Capital Market Supervisory Board, the Office of the Securities and Exchange Commission, relevant regulations and resolutions of shareholders which correlate with good corporate governance. (2) To organize and maintain the Board’s registra. (3) To organize and maintain the Board’s meeting notifications, meeting documents, and minutes of meetings. (4) To organize and keep the shareholders’ letters of invitation, required documents, and minutes of meetings with complete information within the timeframe of the law.

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(5) To maintain interest reports submitted by directors and executives. (6) To supervise and be responsible for the preparation and maintenance of annual statements (Form 56-1) and annual reports (Form 56-2). (7) To ensure that information is disclosed and reported to the supervising units. (8) To support training courses and provide directors with useful information. (9) To carry out other missions as assigned by the Board.

Good Corporate Governance Handbook

AOT has placed emphasis on good corporate governance since 2002 and declared ethics to express commitment in doing businesses with transparency and credibility. The corporate governance is also an important factor that generates value for the organization and involved parties. On 1 October 2009, the company revised the ethics of 2002, the first edition of AOT’s Good Corporate Governance Manual. The content consists of corporate governance, its principles, ethics, and clear guidelines which are in line with AOT’s corporate governance structure. The handbook, 1st edition (2009), have been distributed to the chairman, executives, and officers for references and practice. Everyone must sign the testament to uphold good corporate governance in their implementation in order to ensure that AOT will maximize shareholders’ benefits as well as take into account involved parties and be responsible for the society and the environment. The information is also on the website under good corporate governance topic for shareholders, investors, and interested persons to easily gain access. AOT organized activities that supported corporate governance, publicized the issue, and conducted seminars regarding the impact of ethics on the company’s organization by inviting the chairman, every level of executives, and officers. The seminars were recorded and broadcasted via the Intranet for attendees who did not participate. In addition, the handbook was also used for human resources management purposes in the orientation for new employees. Good corporate governance was included in the basic course conducted by the Human Resource Management Department as part of the annual human resources development plan.

Activities Supporting Corporate Governance and Ethics

AOT has continually supported corporate governance and ethics since the declaration of corporate governance policies which have been reviewed annually. The distribution of the manual to the chairman, executives, and officers in the organization aims to create commitment in their duties.

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In 2011, AOT organized activities supporting corporate governance as follows : • The Board of Directors approved a regulation regarding officers’ ethical behaviors analysis 2011 as in accordance with the Constitution of Thailand 2007, Measure 279. The regulation has the mechanism to enforce the law as suggested by the ombudsman and those authorized to regulate Measure 280 in order to control corporate governance in the organization and create virtue and ethics. Officers were informed via circular letters, electronics media such as AOT’s website and the Intranet. • The activities aimed to support officers to participate and express opinions on AOT’s ethics. A lecturer from the King Prajadhipok’s Institute was invited and workshops were organized at the head offices and regional airports through citizen dialogue in order to put the company’s ethics into practice. The workshops were provided for intermediate executives of the head offices of Don Mueang International Airport, Suvarnabhumi Airport, and 4 regional airports under the responsibility of AOT. The seminars’ results were reported to the Good Corporate Governance Committee and the Human Resource Management Department for officers’ opinions and further human resource development. • Discussion on ethics and working standards were conducted by lecturers from the Office of the Ombudsman, the King Prajadhipok’s Institute, and AOT Chairman with the attendance of the Corporate Governance Committee. • There was a special lecture by experts on Sufficiency Economy and Organizational Good Corporate Governance Management. The chairman of AOT was also invited.

The Declaration of Collective Action Coalition of Thai Private Sector Against Corruption

AOT declared the collective action coalition of Thai private sector against corruption with the Thai Institute of Directors, in collaboration with the Thai Chamber of Commerce, the Thai Bankers’ Association, the International Chamber of Commerce, and the Thai Listed Companies Association. The issue represented shared ethics of the Thai private sector and showed their ambition to prevent and suppress corruption.

Conflict of Interest

The Board of Directors emphasizes policies to reduce personal and the company’s conflict of interest. Good corporate governance regulates that the Board, executives, and officers must report their interests, as well as the interests of involved parties, in order to avoid exploitations of their positions for personal gain. The measures are as follows :

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(1) Avoid involvement in self-related issues that could cause conflict of interest with AOT. (2) In cases where necessary actions must be done for the company’s benefits, they must be carried out as if they are made with outsiders. The Board, executives, and officers who have personal interests must not be in the approval process. (3) In cases where issues are related or that might have conflict of interest according to the notice of the Stock Exchange of Thailand, the Board will ensure that the implementation is in accordance with regulations and procedures and the information of involved registered companies is disclosed. (4) In cases where executives, officers, or family members participate in the issue or are shareholders in any businesses that could cause conflict of interests with AOT, the top executive must be informed in writing. (5) In cases where the Board, executives, or officers take the positions of committees or advisors of other business organizations, the position taken must not conflict with AOT’s interest and operations. In addition, the Board and executives are required to report their interests, as well as the interests of involved parties, to AOT so that the corporate secretary can use them as information and tools to supervise the interests of the Board, executives, or involved persons that have interests in the company’s management or subsidiary companies. The corporate secretary must submit copies of the reports to the chairman for acknowledgement.

Internal Control

AOT emphasizes internal control system in its operations and consistently monitors the results to ensure that the system is suitable with the changing environment caused by internal and external factors. The internal control structure consists of 5 sections i.e. environment control, risk assessment, activity assessment, information and communication control, and evaluation follow-ups. The Audit Committee’s responsibilities are to review the internal control system to create efficiency and ensure that it is in compliance with the Regulations of the State Audit Commission relating to the Specification of Internal Control Standards, B.E. 2544.

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AOT Board of Directors

As of 30 September 2011, AOT Board of Directors comprises the following 14 members :

Air Chief Marshal Sumet Photimanee (62 years)

Chairman, Independent Director Percentage of Shareholding None Family Relationship with Executives of the Organization None Education/Training • B.Sc., Royal Thai Air Force Academy • Royal Thai Army War College (Class 41) 1996 • National Defence College (Class 3) Director’s Training Programs • Director Certification Program (DCP): 110/2008, Thai Institute of Directors (IOD) Work Experience • Director, Airports of Thailand Public Company Limited (March 2008 - January 2009) • Permanent Chief of Staff, Ministry of Defence • Commander, RTAF Security Forces Command • Commander, Donmuang RTAF Base Other Current Positions • None

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Police Major General Peeraphan Premabhuti (62 years)

Duputy Chairman, Independent Director None Percentage of Shareholding Family Relationship with Executives of the Organization None Education/Training • B.A. (Political Science), Chiang Mai University • Master of Public Affairs, Kentucky State University, U.S.A. • LL.B., Ramkhamhaeng University • LL.M, Chulalongkorn University • National Defence College (NDC) (Class 45) • Top Executive Program (Class 33) Director’s Training Programs • Director Certification Program (DCP): 108/2008, Thai Institute of Directors (IOD) Work Experience • Advisor to the Prime Minister, Senior Official 11 • Permanent Secretary to the Prime Minister • Advisor to the Prime Minister, Senior Official 10, Anti-Money Laundering Other Current Positions • Director, Ananda Development Public Company Limited

Air Chief Marshal Bureerat Ratanavanich (63 years)

Independent Director, Chairman of Remuneration Committee, Member of Audit Committee, Member of Corporate Governance Committee Percentage of Shareholding None Family Relationship with Executives of the Organization None Education/Training • B.Sc., Royal Thai Air Force Academy • Air War College (Class 28) • National Defence College (Class 42) • Corporate Governance for Directors and Top Executives of State Enterprises and Public Organizations (Class 5), Public Director Institute (PDI) Director’s Training Programs • Director Accreditation Program (DAP): 26/2004 • Director Certification Program (DCP): 122/2009, Thai Institute of Directors (IOD) Work Experience • Deputy Supreme Commander • Deputy Chief of Joint Staff Other Current Positions • Director, TOA Dove Cham Industry Company Limited

87


Air Chief Marshal Raden Puengpak (64 years)

Independent Director, Chairman of Nomination Committee, Member of Audit Committee Percentage of Shareholding None Family Relationship with Executives of the Organization None Education/Training • B.Sc., Royal Thai Air Force Academy • M.B.A. (Class 7), Kasetsart University • Air War College (Class 26) • National Defence College (Class 39) • Corporate Governance for Directors and Top Executives of State Enterprises and Public Organizations (Class 4), Public Director Institute (PDI) Director’s Training Programs • Director Accreditation Program (DAP): 73/2008 • Director Certification Program (DCP): 107/2008 • Audit Committee Program (ACP) 29/2009, Thai Institute of Directors (IOD) Work Experience • Deputy Supreme Commander • Assistant Commander-in-Chief Other Current Positions • Chairman of Universal Utilities Company Limited • Vice Chairman of Aeronautical Radio of Thailand Limited

88


Flying Officer Norahuch Ployyai (61 years)

Independent Director Percentage of Shareholding None Family Relationship with Executives of the Organization None Education/Training • B.Sc., Royal Thai Air Force Academy • The State’s National Defence in Collaboration with Private Sector (Class 16), National Defence College • High Security Management (Class 1), National Defence College • Top Executive Program (Class 11), Capital Market Academy • Top Executive Program in Commerce and Trade (TEPCoT) (Class 3), University of the Thai Chamber of Commerce Director’s Training Program • Director Accreditation Program (DAP) ThaiAir 2004, Thai Institute of Directors (IOD) Work Experience • Senior Executive Vice President, Thai Airways International Public Company Limited • Acting Senior Executive President, Thai Airways International Public Company Limited • Acting Managing Director, Technician Department, Thai Airways International Public Company Limited • Senior Executive Vice President, Office of Senior Executive President, Thai Airways International Public Company Limited Other Current Positions • None

Mr. Thanapich Mulapruk (61 years)

Independent Director, Member of Audit Committee, Member of Nomination Committee Percentage of Shareholding None Family Relationship with Executives of the Organization None Education/Training • LL.B., Thammasat University • Barrister at Law, Institution of Legal Education, Thai Bar Association • LL.M., Chulalongkorn University • National Defence College (Class 41) • Politics and Governance in Democratic Systems for Executives (Class 11), King Prajadhipok’s Institute • Top Executive Program (Class 7), Capital Market Academy Director’s Training Programs • Director Certification Program (DCP): 79/2006 • Monitoring Fraud Risk Management (MFM): 4/2010 • Monitoring the System of Internal Control and Risk Management (MIR): 10/2010 • Audit Committee and Continuing Development Program (ACP): 34/2011, Thai Institute of Directors (IOD) Work Experience • Director – General, Department of Special Litigation • Director – General, Department of Economic and Crime Litigation Other Current Locations • Director, Transport Company Limited • Director, Electricity Generating Public Company Limited

89


Mr. Pongsak Semson (60 years)

Independent Director, Chairman of Audit Committee, Member of Nomination Committee None Percentage of Shareholding Family Relationship with Executives of the Organization None Education/Training • B.A. (Political Science), Chiang Mai University • M.B.A. (Business Administration), National Institute of Development Administration (NIDA) • M.A. (Political Science), Thammasat University • Ph.D (Political Theory, Thai Government, Relationships Between Countries, Law, Public Policies, Public Administration), Chulalongkorn University • Graduate Certificate in Senior Management, Manchester University, U.K. • Certificate in Public Budgeting and Finance Management, Institute for Tax Administration, U.S.A. • National Defence College (Class 4212) • State’s Management and Private Law (Class 1), King Prajadhipok’s Institute • Advanced Administration Program (Class 34), Institute of Administration Development • Top Executive Program (Class 9), Capital Market Academy • Advanced Security Management Class 1), National Defence College Director’s Training Program • Audit Committee Program (ACP): 22/2008 • Director Accreditation Program (DAP): 79/2009 • Director Certification Program (DCP): 122/2009, Thai Institute of Directors (IOD) Work Experience • Advisor to the Prime Minister, Senior Official • Permanent Secretary for Bangkok Metropolitan Administration Other Current Positions • Director, Mass Rapid Transit Authority of Thailand

90


Mr. Veera Ruangsooksriwong (60 years)

Director None Percentage of Shareholding Family Relationship with Executives of the Organization None Education/Training • B.Eng. (Civil Engineering), King Mongkut’s University of Technology Thonburi • M.P.A., National Institute of Development Administration • National Defence College (NDC) (Class 46) • Corporate Governance for Directors and Top Executives of State Enterprises and Public Organizations (Class 5), Public Director Institute (PDI) Director’s Training Program • None Work Experience • Director - General, Department of Highways • Deputy Director - General of Management, Department of Highways • Director, Highways Institute 10 Other Current Positions • Director, Expressway Authority of Thailand • Director, Provincial Electricity Authority

Mr. Thawanrat Ornsira (59 years)

Director Percentage of Shareholding None Family Relationship with Executives of the Organization None Education/Training • B.Eng. (Civil Engineering), Kasetsart University • National Defence College (Class 46) • Top Executive Program (Class 28) (Office of Civil Service Commission) Director’s Training Program • None Work Experience • Director – General, Marine Department • Deputy Permanent Secretary, Ministry of Transport • Inspector – General, Ministry of Transport Other Current Positions • Chairman, State Railway of Thailand • Chairman, Tourism Authority of Thailand

91


Mr. Wutisak Lapcharoensap (62 years)

Independent Director, Chairman of Corporate Governance Comittee None Percentage of Shareholding Family Relationship with Executives of the Organization None Education/Training • B.A. (Political Science) (Hon.), Chulalongkorn University • Master of Arts, University of Chicago, U.S.A. Director’s Training Program • Director Accreditation Program (DAP): 80/2009 • Director Certification Program (DCP): 126/2009, Thai Institute of Directors (IOD) Work Experience • Chancellor, Ramkhamhaeng University • Dean, Faculty of Political Science, Ramkhamhaeng University • Acting Director, Educational Technology Office, Ramkhamhaeng University Other Current Positions • Chairman, Bangkok Metropolitan Administration City Market Office • Director, Dhanarak Asset Development Company Limited

Mr. Arkhom Termpittayapaisith (54 years)

Chairman of Risk Management Committee, Member of Remuneration Committee Percentage of Shareholding None Family Relationship with Executives of the Organization None Education/Training • B.A. (Economics), Thammasat University • M.A. (Economics), Williams College, U.S.A. • National Defence College (Class 46) • Top Executive Program (Class 35) (Office of Civil Service Commission) Director’s Training Program • Director Accreditation Program (DAP): 51/2006 • Director Certification Program (DCP): 92/2007 • Audit Committee Program (ACP): 22/2008, Thai Institute of Directors (IOD) Work Experience • Secretary – General, National Economic and Social Development Board • Deputy Secretary – General, National Economic and Social Development Board Other Current Positions • Director, PTT Chemical Public Company Limited • Director, Electricity Generating Authority of Thailand

92


Mr. Prasong Poontaneat (50 years)

Member of Renumeration Committee Percentage of Shareholding None Family Relationship with Executives of the Organization None Education/Training • LL.B., Sukhothai Thammathirat University • B.B.A. (Accounting), Rajamangala University of Technology • M.B.A. (Management and Organization), Dhurakij Pundit University • High Administrator, (Class 49), Prince Damrong Rajanuphab Institute of Research and Development Director’s Training Program • Director Certification Program (DCP): 76/2006, Thai Institute of Directors (IOD) Work Experience • Director – General, Customs Department • Inspector – General, Ministry of Finance • Deputy Director – General, Revenue Department • Director, Bureau of Tax Collection Standards Other Current Positions • Director, Government Housing Bank • Director, Expressway Authority of Thailand

Mr. Somchai Sujjapongse (50 years)

Director Percentage of Shareholding None Family Relationship with Executives of the Organization None Education/Training • B.A. (Economics), Chulalongkorn University • M.A. (Economics), Ohio State University, U.S.A. • Ph.D. (Economics), Ohio State University, U.S.A. • National Defence College (Class 20) • Top Executive Program in Commerce and Trade (TEPCoT): 2/2009, University of Thai Chamber of Commerce in Collaboration with Ministry of Commerce and Thai Chamber of Commerce Director’s Training Program • Director Certification Program (DCP): 75/2006, Thai Institute of Directors (IOD)

93


Work Experience • Director, State Enterprise Policy Office • Director – General, Customs Department • Director, Fiscal Policy Office • Economic Advisor, Fiscal Policy Office Other Current Positions • Director, Bangkok Dusit Medical Services Public Company Limited • Director, Aeronautical Radio of Thailand • Director, Metropolitan Electricity Authority

Mr. Wattana Tiengkul (48 years)

Indepenent Director Percentage of Shareholding None Family Relationship with Executives of the Organization None Education/Training • LL.B., Ramkhamhaeng University • Thai Barrister at Law • LL.M., Dhurakij Pundit University • Analysis and Complete Credit Management (Class 20), Krung Thai Bank Public Company Limited • Leadership Development for Department’s Head, Krung Thai Bank Public Company Limited Director’s Training Program • None Work Experience • Managing Director, Noble Property Evolution Company Limited • Director and Deputy Managing Director, Siamappraisal and Services Company Limited • Director, Suphawat Law Company Limited Other Current Positions • None

94


AOT Senior Executives

(1.) Mr. Nirandra Theeranartsin (60 years)

Percentage of shareholding None Family Relationship with Executives of the Organization None Education • B.A. Political Science (Personnel Management), Chulalongkorn University • Graduate Diploma in Human Resource Management, Sasin Graduate Institute of Business Administration of Chulalongkorn University Training • Good Corporate Governance Development • Information Technology System for Senior Executives • Executive in a Globalized World • IT for Management of a Modern Airport • NIDA Wharton Executive Leadership Program Work Experience Senior Executive Vice President (Regional Airports) • 1 May 2011 - Present and Acting President • 1 October 2010 - 30 April 2011 Senior Executive Vice President (Regional Airports) • 1 July 2009 - 30 September 2010 Senior Executive Vice President, General Manager of Suvarnabhumi Airport • 16 May 2008 - 30 June 2009 Senior Executive Vice President (Business Development) • 17 October 2005 - 15 May 2008 Executive Vice President (Administration)

95


(2.) Mr. Somchai Sawasdeepon (53 years)

Percentage of shareholding None Family Relationship with Executives of the Organization None Education • B.Eng. (Civil Engineering), King Mongkut’s Institute of Technology Ladkrabang • M.A. (Business Administration), National Institute of Development Administration • National Defence College (NDC) (Class 4919) Training • Director Accreditation Program: 63/2007 Thai Institute of Directors (IOD) • Director Certification Program: 120/2009 Thai Institute of Directors (IOD) Work Experience • 15 June 2011 - Present Senior Executive Vice President (Engineering and Construction) • 1 July 2009 - 14 June 2011 Senior Executive Vice President (Engineering and Information Technology) • 27 March - 30 June 2009 Senior Executive Vice President (Engineering and Information Technology) and Acting President • 16 October 2008 - 26 March 2009 Senior Executive Vice President (Engineering and Information Technology)

(3.) Flying Officer Anirut Thanomkulbutra (56 years)

Percentage of shareholding None Family Relationship with Executives of the Organization None Education • B.Sc., Royal Thai Force Academy • M.A. (Political Science), Thammasat University Training • Airport Management • Executives in a Globalized World • Information Technology System for Senior Executives • Good Corporate Governance Development • IT for Management of a Modern Airport Work Experience • 1 October 2010 - Present Senior Executive Vice President, General Manager of Suvarnabhumi Airport • 1 October 2007 - 30 September 2010 Senior Executive Vice President, General Manager of Don Mueang International Airport • 1 August - 30 September 2007 Senior Executive Vice President (Regional Airports) • 15 October 2006 - 31 July 2007 Executive Vice President (Regional Airports)

96


(4.) Mrs. Supaporn Burapakusolsri (58 years)

Percentage of shareholding None Family Relationship with Executives of the Organization None Education • B.B.A. (Accounting), (Hons.) Thammasat University • M.B.A. (Accounting), Thammasat University Training • Public Economy Management for Senior Executive, King Prajadhipok’s Institute (Class 7) • Air War College (Class 35) • Chief Financial Officer Certification Program • Strategic Airport Development, Germany • Airport Management Commercial, Singapore • MINI MBA (Class 1) Work Experience Senior Executive Vice President (Planning and Finance) • 16 October 2008 - Present • 8 February 2007 - 15 October 2008 Executive Vice President (Planning and Finance) • 28 June 2006 - 7 February 2007 Specialist 10 and Acting Vice President of Commerce and Investment Management Department

(5.) Mr. Nitinai Sirismatthakarn (39 years)

Percentage of shareholding None Family Relationship with Executives of the Organization None Education • B.A. (Economics), Chulalongkorn University • M.P.A. (Public Administrations), University of Southern California • Ph. D. (Economics), Florida State University Training • None Work Experience • 2 March 2010 - Present Senior Executive Vice President (Business Development and Marketing) • 2009 Managing Director of Investment Strategy, SCB Securities Company Limited • 2009 World Bank Advisor, Ministry of Planning and Investment, Lao PDR • 2008 - Present Advisor the Governor of Pattaya City

97


(6.) Miss Sasisubha Sukontasap (52 years)

Percentage of shareholding None Family Relationship with Executives of the Organization None Education • B.B.A. (Management), University of the Thai Chamber of Commerce • MPPM, National Institute of Development Administration Training • Director Accreditation Program (DAP) 87/2011 • The Roles and Duties of the Board of Directors and Executives • Vision of Thai State Enterprise for Strong Thai Economy • NIDA Wharton Executive Leadership Program, U.S.A. • IT for Management of a Modern Airport Work Experience • 1 October 2010 - Present Senior Executive Vice President (Administration) • 14 November 2008 - 30 September 2010 Executive Vice President (Business Development and Marketing) • 1 August 2007 - 13 November 2008 Vice President of Administration Department • 17 October 2005 - 31 July 2007 Vice President of Office of the President

(7.) Mrs. Poolsiri Virojanapa (53 years)

Percentage of shareholding None Family Relationship with Executives of the Organization None Education • B.B.A. (Accounting), Thammasat University • M.B.A. (Business), Kasetsart University Training • Chief Financial Officer (CFO) (Class 1) • Corporate Finance for Executive • Advanced Derivative and Financial Risk Management, Central Bank, England • Derivative and Swap Management, Hong Kong • Bond Market and Interest Rate Risk Management Work Experience • 1 October 2009 - Present Executive Vice President (Planning and Finance) • 1 August 2007 - 30 September 2009 Vice President of Budgeting Department • 17 October 2005 - 31 July 2007 Vice President of Commercial and Investment Management Department

98


(8.) Miss Vilaiwan Nadvilai (57 years)

Percentage of shareholding None Family Relationship with Executives of the Organization None Education • B.A. (Economics), Ramkamhaeng University • M.A. (Economics), University of New England, Australia Training • Strategy and Decision Making Technique for Executive • Monetary Exchange, Derivatives and Stock Market • IT for Management of a Modern Airport • Accounting Standards and Guidelines Work Experience • 1 April 2010 - Present Executive Vice President, Deputy General Manager of Suvarnabhumi Airport (Administration) • 1 October 2009 - 31 March 2010 Specialist 9, Suvarnabhumi Airport, Acting Executive Vice President, Deputy General Manager of Suvarnabhumi Airport • 14 November 2008 - 30 September 2009 Vice President, Planning and Finance Department, Suvarnabhumi Airport • 1 August 2007 - 13 November 2008 Deputy Vice President of Budgeting Department, and Acting Director of Outsourcing Division

(9.) Miss Shanalai Chayakul (52 years)

Percentage of shareholding None Family Relationship with Executives of the Organization None Education • LL.B (Hons), Ramkhamhaeng University • Barrister-at-Law, Institute of Legal Education, Thai Bar Association Training • Company Secretary Program (CSP) 33/2009, Thai Institute of Directors (IOD) • Board Reporting Program (BRP) 1/2009, Thai Institute of Directors (IOD) • Effective Minute Taking (EMT) 16/2010, Thai Institute of Directors (IOD) • Company Reporting Program (CRP) 1/2011, Thai Institute of Directors (IOD) Work Experience • 1 October 2009 - Present Corporate Secretary Vice President of Legal Department • 17 May 2006 - 30 September 2009 • 17 October 2005 - 16 May 2006 Vice President of Supply Department • 11 January - 16 October 2005 Vice President of the Office of Legal Affairs

99


(10.) Mr. Noppadol Mongkolsin (53 years)

Percentage of shareholding None Family Relationship with Executives of the Organization None Education • B.B.A. (Accounting), Ramkamhaeng University • M.B.A. (Accounting), Krirk University Training • Business Administration and Business Laws Development • Problems and Guidelines for Asset Accounting • Accounting Standards for Management and Auditor • Certificate of State Enterprise Financial Executive Orientation (CFO) (Class 3) Work Experience • 14 November 2008 - Present Vice President of Accounting Department • 8 December 2004 - 13 November 2008 Specialist 9

(11.) Mr. Soonthorn Siithithanalaph (58 years)

Percentage of shareholding None Family Relationship with Executives of the Organization None Education • B.B.A (Accounting) (Hon.), Siam University Training • Diploma, Public Economy Management for Executives, King Prajadhipok’s Institute (Class 5) • MINI MBA, Faculty of Commerce and Accountancy, Thammasat University (Class 56) • Financial Management for Executives, Faculty of Economics, Chulalongkorn University (Class 5) Work Experience • 1 October 2009 - Present Vice President of Finance Department • 1 August 2007 - 30 September 2009 Deputy Vice President of Finance Department • 14 December 2005 - 31 July 2007 Specialist 8, Finance Department

100


(12.) Mr. Somboon Noinumkum (50 years)

Percentage of shareholding None Family Relationship with Executives of the Organization None Education • B.B.A. (Accounting), Rajamangala University of Technology • M.B.A. (Business Administration), Kasetsart University Training • The Implementation of International Financial Reporting Standards (IFRS) in AOT’s Financial Report • Good Corporate Governance and Ethics for Sustainable Growth • Business Impact Analysis for Suvarnabhumi Airport Business Sector • Financial and Capital Market Basic Knowledge Work Experience • 15 June 2011 - Present Vice President of Planning and Finance Department, Suvarnabhumi Airport • 14 December 2005 - 14 June 2011 Deputy Vice President of Planning and Finance Department, Suvarnabhumi Airport

101


Investment Transactions AOT has invested in 9 aviation companies as well as other relevant businesses with 1.43% - 60% shares of registered capital. The subsidiary company which AOT holds more than 50% of its registered capital include Suvarnabhumi Airport Hotel Co., Ltd. There are also eight joint ventures companies that AOT holds less then 50% of their registered capital. AOT has initiated contracts with authorized airportrelated joint ventures to conduct businesses in the airport such as duty free shops, warehousing services, hotels, and aircraft refueling services. As of 30 September 2011, the shareholding percentage is as follows AOT Subsidiaries and Associates Company Business Character Shareholding Percentage Suvarnabhumi Airport Hotel Company Limited Hotel services

60.00

Airport Duty Free Company Limited

Duty free retail

10.00

Thai Aviation Refuelling Company Limited

Hydrant pipeline network and refuelling service

10.00

Phuket Air Catering Company Limited

Airline catering services

10.00

Airport Associate Company Limited

Limousine service

10.00

Don Mueang International Airport Hotel Company Limited

Airport hotel management

9.00

Pablic Company Limited

Aviation fuel provider

4.94

Trade Siam Company Limited

Electronic data interchange service

1.50

Bangkok Aviation Fuel Service

Thai Airport Ground Services Company Limited cargo warehouse, apron and

102

1.43


103


AIR TRAFFIC STATISTICS

Service operation results

AOT operates the total of 6 international airports in Thailand which include Suvarnabhumi Airport, Don Mueang International Airport, Chiang Mai International Airport, Hat Yai International Airport, Phuket International Airport, and Mae Fah Luang - Chiang Rai International Airport. In fiscal year 2011, AOT accommodated 109 scheduled airlines, 97 of which were mixed passenger-cargo airlines, and 12 of which were pure cargo airlines. The total air traffic volume of AOT’s 6 airports totaled 441,440 flights or 14.43% increase, consisting of 248,388 international flights and 193,052 domestic flights, an increase of 15.18% and 13.48% respectively. The number of passengers totaled 66,300,666, a growth rate of 15.46%, with 42,110,806 international passengers or 17.53% increase and 24,189,860 domestic passengers or 12.02% increase. The total volume of freight and postal parcels amounted to 1,408,068 tonnes, a growth rate of 4.85%, 1,291,243 tonnes of which were international cargoes or 4.59% increase and 116,825 tonnes of which were domestic cargoes or 7.79% increase. AOT’s overall air traffic volume in fiscal year 2011 grew continually compared to fiscal year 2010, when the air traffic volumes were affected by the political unrest. However, there were still risk factors arisen from natural disasters and economic crisis in the United States and Europe which affected tourism in Thailand. : Fiscal Year

Aircraft Movements (Flights) 2010

2011

Total Passenger Volume (Persons)

%

2010

2011

%

BKK+DMK

295,385

336,048

13.77

45,255,781

51,773,461

14.40

BKK

261,782

288,540

10.22

42,496,950

47,800,585

12.48

DMK

33,603

47,508

41.38

2,758,831

3,972,816

44.01

CNX

27,422

30,800

12.32

3,182,980

3,680,390

15.63

HDY

11,116

13,675

23.05

1,464,984

1,834,568

25.23

HKT

46,132

55,110

19.46

6,797,098

8,206,405

20.73

CEI

5,714

5,804

1.58

724,241

805,842

11.27

385,769

441,440

14.43

57,425,084

66,300,666

15.46

The total of 6 airports

Airport Annual Report 2011 I Airports of Thailand Public Company Limited 104 Green


Cargoes and Postal Parcels (Tonnes)

2010

2011

%

BKK + DMK

1,280,271

1,341,352

4.77

BKK

1,273,504

1,334,218

4.77

DMK

6,767

7,134

5.42

CNX

20,641

20,528

-0.55

HDY

13,464

14,826

10.12

HKT

25,921

27,587

6.43

CEI

2,682

3,775

40.75

1,342,979

1,408,068

4.85

The total of 6 airports

Suvarnabhumi Airport

Don Mueang International Airport

In fiscal year 2011, Suvarnabhumi Airport and Don Mueang International Airport yielded the total of 336,048 aircraft movements, an increase of 13.77% compared to fiscal year 2010, with the total of 51,773,461 passengers or 14.40% increase. The total of freight and postal parcels amounted to 1,341,352 tonnes, a growth rate of 4.77%. Suvarnabhumi Airport accommodated 100 scheduled airlines, 88 of which were mixed passenger-cargo airlines, and 12 of which were pure cargo airlines. In fiscal year 2011, commercial airline movements totaled 288,540 flights or 10.22% increase, with 212,959 international flights and 75,581 domestic flights representing a growth rate of 12.92% and 3.26% respectively. The number of passengers totaled 47,800,585 or 12.48% increase, with 37,386,227 international passengers or an increase of 15.46% and 10,414,358 domestic passengers or an increase of 2.95%. The volume of freight and postal parcels totaled 1,334,218 tonnes or 4.77% increase, 1,281,611 tonnes of which were international, increased by 4.62% and 52,607 tonnes of which were domestic, increased by 8.44%. Don Mueang International Airport accommodated 2 domestic scheduled airlines. The number of commercial flights totaled 47,508 flights or an increase of 41.38%, 2,507of which were non-scheduled international flights, an increase of 46.87%, and 45,001 of which were domestic flights, an increase of 41.09%. The number of passengers totaled 3,972,876 or 44.01% increase, 28,798 of which were international passengers or 72.51% increase and 3,944,078 of which were domestic passengers or 43.83% increase. The volume of freight and postal parcels totaled 7,134 tonnes or 5.42% increase, 24 of which were international and 7,110 of which were domestic.

Green Airport

Annual Report 2011 I Airports of Thailand Public Company Limited

105


Chiang Mai International Airport

Hat Yai International Airport

Phuket International Airport

Mae Fah Luang - Chiang Rai International Airport

In fiscal year 2011, Chiang Mai International Airport served 13 scheduled airlines with 30,800 aircraft movements or 12.32% increase, 3,746 of which were international or 36.52% increase and 27,054 of which were domestic or an increase of 9.63%. The number of passengers totaled 3,680,390 or 15.63% increase, 345,320 of which were international passengers or 38.11% increase and 3,335,070 of which were domestic passengers or an increase of 13.71%. The volume of freight and postal parcels totaled 20,528 tonnes or 0.55% decrease, 109 tonnes of which were international or an increase of 4.81% and 20,419 tonnes of which were domestic or an decrease of 0.57%. In fiscal year 2011, Hat Yai International Airport accommodated 7 scheduled airlines with the total of 13,678 flights or 23.05% increase, 1,635 flights of which were international, a growth rate of 118.29% resulting from the launches of Tiger Airways and Air Asia, and 12,043 flights of which were domestic or 16.17% increase. The number of passengers totaled 1,834,568 a growth rate of 25.23%, 204,152 of which were international passengers, a growth rate of 127.86% and 1,630,416 of which were domestic passengers, a growth rate of 18.54%. The volume of domestic freight and postal parcels totaled 14,826 tonnes or 10.12% increase. In fiscal year 2011, Phuket International Airport served 34 scheduled airlines with the total of 55,110 flights or 19.46% increase, 27,389 flights of which were international including both scheduled and chartered flights or an increase of 25.53% and 27,721 flights of which were domestic or an increase of 14.01%. The number of passengers totaled 8,206,405 or 20.73% increase,4,136,812 of which were international passengers or 33.78% increase and 4,069,593 of which were domestic passengers 9.84% increase including both Thai and foreign travelers. The volume of freight and postal parcels totaled 27,587 tonnes or 6.43% increase, 9,499 tonnes of which were international or 0.35% increase and 18,088 tonnes of which were domestic or 9.92% increase. In fiscal year 2011, Mae Fah Luang - Chiang Rai International Airport accommodated 4 domestic scheduled airlines with the total of 5,804 flights or 1.58% increase, 152 of which were non-scheduled international flights and 5,652 of which were domestic flights, a decrease of 0.28%. The number of passengers totaled 805,842 or 11.27% increase, 9,497 of which were international passengers and 796,345 of which were domestic passengers. The volume of domestic freight and postal parcels totaled 3,775 tonnes or an increase of 40.75%.

Airport Annual Report 2011 I Airports of Thailand Public Company Limited 106 Green


AIR TRAFFIC STATISTICS Suvarnabhumi & Don Mueang International Airports Movements

Aircraft Movements 336,048 311,43 311,435

120,,58 12 582 120,582

, 295,385

273,072 995,716 5,71 716

1105,092 05,0,092 05 92

307,244

1111,930 11,9930

265 265,122 22

28 704 280,704 98,547 98, 8,54 547

195,530 95,530

73,600 3,600

150,000

193,314 93,3144

232,760 23 760 59,7222

200,000

58,005

250,000

889,582 9,58 582

300,000

1114,315 14,315

350,000

159,160

175,540

182,157

192,929

199,505

177,356

190,293

215,466

2002

2003

2004

2005

2006

2007

2008

2009

2010

2011

Domestic

International

Passengers

Number of Passengers

International

14,348,685 35,812,750

30,907,223

12,850,551

26,707,121

11,695,843

12,874,283 32,472,599

2010

1,612,026

2011 Fiscal Year

Total Passengers

Direct Transit

1,291,931

1,280,271 55,244

59,717

947,348

1,225,027

1,281,635

2003

2004

2005

2006

2007

2008

2009

2010

2011 Fiscal Year

International

46,421

57,689

51,232

47,361

941,676

53,478

2002

930,770

1,029,568

60,515

1,238,453

993,769

1,341,352

1,152,044

1,198,120 1,207,970

1,137,605

1,119,433

1,061,744

0

2008

1,498,007

978,336

200,000

2009

1,585,236 1,431,976

894,315

400,000

39,834,940

Cargo Volumes

48,912

600,000

1,702,173

51,773,461 45,255,781

881,858

800,000

200 2007

1,824,206

Domestic

1,400,000 1,000,000

2006

1,766,191

Tonnes 1,200,000

12,422,370

200 2005

30,999,402

11,259,800

2004

1,518,052 1,763,794

42,360,678

45,123,945 46,932,118

29,276,672

10,500,564 26,622,474

2003

9,513,767

2002

1,676,669

36,364,006

38,889,229

25,086,445

20,999,349 7,157,451

31,205,692 29,674,852 22,284,375 7,244,648

60,000,000 50,000,000 45,000,000 40,000,000 35,000,000 30,000,000 25,000,000 20,000,000 15,000,000 10,000,000 5,000,000 0

Fiscal Year

Total Aircraft Movements

55,926

0

135,808

50,000

135,309

100,000

Domestic

Cargo Volumes (Freight+Mail) Excluding Transit

Green Airport

Annual Report 2011 I Airports of Thailand Public Company Limited

p16-23,36-37,44-45,104-112 pc18.indd 107

107 12/27/2554 20:47:41


AIR TRAFFIC STATISTICS Chiang Mai International Airport

Movements

Aircraft Movements

2002 2003 2004

2005 2006

2002 2003 2004

27,054 3,746

24,678 2,744

2,651

20,231

21,779

2008 2009

2010 2011

Fiscal Year

Total Aircraft Movements

2005 2006

2007

2008 2009

Direct Transit

Domestic

1,088

3,680,390

3,334,927

2,932,671

5,235

249,221

18,376

231,605

27,565

2,635,506

2,928,784

2,872,346

3,182,980

344,576

3,276,309

329,149

34,407

3,019,687

2,748,077 295,672

59,049

3,370,690

323,438

2,757,255 68,258

195,613

43,666

186,980

32,436

2,001,541 149,025 1,808,850

1,938,948

2,078,923

2,408,752

2,663,990

Tonnes

887

2010 2011

Fiscal Year

Total Passengers

Cargo Volumes

15,000

20,641

20,528 20,419

23,707

17,617

109

24,051 707

22,438

20,537

24,236 681

23,429

104

23,960

26,009

17,262

24,376

22,061

24,758

23,122

24,917

25,714

24,336

376

30,000

20,000

3,078,156

3,011,917

International

25,000

22,882

30,800

Number of Passengers

107,539

4,000,000 3,500,000 3,000,000 2,500,000 2,000,000 1,500,000 1,000,000 500,000 0

25,400

27,422

2007

Domestic

International

Passengers

21,650

18,779

17,478 4,884

14,727 5,487

0

11,779

5,000

3,995

10,000

15,774

13,694

15,000

16,183

2,489

20,000

20,214

24,469

22,362

5,690

25,000

26,708

3,621

30,000

5,058

35,000

International

2005 2006 Domestic

Airport Annual Report 2011 I Airports of Thailand Public Company Limited 108 Green

355

377

2002 2003 2004

307

0

295

5,000

669

10,000

2007

2008 2009

2010 2011

Cargo Volumes (Freight+Mail) Excluding Transit

Fiscal Year


AIR TRAFFIC STATISTICS Hat Yai International Airport Aircraft Movements

Movements

2002 2003 2004

2005 2006

2007

2010 2011

Fiscal Year

2010 2011

Fiscal Year

Total Aircraft Movements

Domestic

International

2008 2009

Number of Passengers

Passengers

2002 2003 2004 International

Tonnes

2005 2006 Domestic

2007

2008 2009

Direct Transit

Total Passengers

Cargo Volumes

2002 2003 2004 International

2005 2006 Domestic

2007

2008 2009

2010 2011

Fiscal Year

Cargo Volumes (Freight+Mail) Excluding Transit

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AIR TRAFFIC STATISTICS Phuket International Airport Aircraft Movements

Movements

2002 2003 2004

2005 2006

International

Domestic

2008 2009

2010 2011

Fiscal Year

Total Aircraft Movements

Number of Passengers

Passengers

2002 2003 2004 Tonnes

2007

International

2005 2006 Domestic

2007

2008 2009

Direct Transit

2010 2011

Fiscal Year

2010 2011

Fiscal Year

Total Passengers

Cargo Volumes

2002 2003 2004 International

2005 2006 Domestic

Airport Annual Report 2011 I Airports of Thailand Public Company Limited 110 Green

2007

2008 2009

Cargo Volumes (Freight+Mail) Excluding Transit


AIR TRAFFIC STATISTICS

Mae Fah Luang-Chiang Rai International Airport

Passengers

Number of Passengers

2002 2003 2004 International

Tonnes

2005 2006 Domestic

2007

2008 2009

Direct Transit

2010 2011

Fiscal Year

Total Passengers

Cargo Volumes

2002 2003 2004 International

2005 2006 Domestic

2007

2008 2009

2010 2011

Fiscal Year

Cargo Volumes (Freight+Mail) Excluding Transit

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AOT’s AIR TRAFFIC STATISTICS 1.31% Total Aircraft Movement 441,440 Movements

Mae Fah Luang - Chiang Rai

12.48% Phuket

3.10%

Hat Yai

6.98%

Chiang Mai

65.36% Suvarnabhumi

Total Number of Passenger 66,300,666 Passengers

10.76%

Don Mueang

1.22%

Mae Fah Luang - Chiang Rai

12.38% Phuket

2.77%

Hat Yai

5.55%

Chiang Mai

72.10% Suvarnabhumi

5.99%

Don Mueang

0.27% Cargo Volumes (Freight & Mail) (Excluding Transit) 1,408,068 Tonnes

Mae Fah Luang - Chiang Rai

1.96% Phuket

1.05%

Hat Yai

94.76% Suvarnabhumi

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Annual Report 2011 I Airports of Thailand Public Company Limited

1.46%

Chiang Mai

0.51%

Don Mueang


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BUSINESS CONTINUITY DEVELOPMENT

Sister Airport Agreement Sister agreement is a cooperation between entrepreneurs of the same business type or in the same industry without realizing on geographical or language difference. This kind of agreement is popular among the areas of education, hospitals, ports, and cities. Sister airport agreements have been conducted between international airports such as Denver International Airport, Munich International Airport, Central Japan International Airport Co., Ltd. (Nagoya International Airport), Flughafen Munchen GmbH (Munich International Airport), etc. Airports of Thailand Public Company Limited (AOT) has entered into sister agreements with airports of excellent services since 2009. On 16 December 2009, AOT signed the agreement with Munich International Airport, which has been ranked Europe’s best airport for several consecutive years by Skytrax.

Airport Annual Report 2011 I Airports of Thailand Public Company Limited 114 Green

On 23 February 2010, AOT signed the agreement with Incheon Airport, which was awarded the world’s best airport for five consecutive years by Airport Service Quality (ASQ). In addition, on 8 July 2010 AOT and the management team of Narita International Airport, which was ranked the world’s top ten airports by ASQ, signed the agreement under the responsibilities of the two. Additionally, AOT signed the agreement with Beijing Capital International Airport, China, and Austin-Bergstorm International Airport, Texas, the United States, on 22 February 2011 and 6 September 2011 respectively. AOT hopes that the sister airport agreements will increase business opportunities and be one of the ways to elevate service quality of airports under AOT’s responsibility by learning the best practice from the 5 leading airports.


Airport Service Quality (ASQ) Airport Service Quality Program was initiated by Airports Council International (ACI) located in Geneva, Switzerland. In 2011, more than 180 world’s leading airports have participated in this program including Suvarnabhumi Airport which joined up in the third quarter of 2007. The program implementation is carried out by using a set of standard questionnaires distributed worldwide to survey passengers’ service satisfaction in 34 topics, such as transportation system, boarding pass check, immigration, shops, restaurants, hygiene, and atmosphere inside the terminals, etc. Then the airports will compile all the results and submit them to ACI for data processing and reporting on ratings and rankings among participated airports. ACI announces the world’s five most outstanding airports of each category classified by passenger volume and regions on a yearly basis. In 2011, Suvarnabhumi Airport, with more than 40 million passengers a year, has been included in the category, while other leading 16 airports include Singapore Changi Airport, Chek Lap Kok Airport and Beijing Capital International Airport of the People’s Republic of China, and United Arab Emirates’ Dubai Airport, etc.

As a result of the participation in the program, AOT is clearly aware of the passengers’ satisfaction level and uses the information to improve the services to be in accordance with the international standards. In addition, AOT has learned about the procedures and service improvement from the leading airports. With its clear policies and goals, the company is determined to be one of the world’s top ten airports with excellent services. AOT’s continual service quality improvement has resulted in the increasing satisfaction rating from passengers every year. AOT’s rating by ASQ has consistently improved i.e. the company was ranked 41st in 2007, 28th in 2008, and 24th in 2009. Although the ranking dropped to 45 in 2010 due to the increased passenger volume which was up to 120,000 - 140,000 per day in average, in 2011 AOT has managed the congestion and encouraged AOT’s officers to provide services with politeness and kindness. Additionally, AOT has signed Chiang Mai International Airport up for the ASQ program in early 2011. This shows the company’s determination to improve service quality of every airport under AOT’s responsibility to be the world’s outstanding service quality airports.

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AOT’s Human Resource Development

Policy

AOT realizes the importance of human resources and regard them as invaluable assets and the driving forces of the company to attain sustainable success, especially during the times of rapid change and complication. Therefore, AOT stresses on “Human Resource Development”, which is an important tool for airports management, coping with changes, and creating value to the organization. Operational skills of human resources must be developed in accordance with the air transportation international standards, especially the International Civil Aviation Organization (ICAO) so that the company can become Asia’s leading business airport.

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Implementation

AOT is dedicated to the development of human resources potential according to the international standards and to increase business growth by developing Suvarnabhumi Airport, regional airports, and extending Don Muang International Airport’s commercial activities. This is to drive forward the organization in order to fulfill the vision and achieve sustainable success. Additional implementation of human resource development according to the annual plan is as follows : 1. Sucessive training courses under the Annual Human Resource Development Plan. 1.1 Airport courses, such as Orientation Program, Airport Operations, and the 3 levels of Airport Management i.e. primary, intermediate, and advance. 1.2 Operation courses, such as Instrument Rating Ground (IRG), Private Pilot License (PPL), Airport Safety, Accident/Incident Investigation and Root Cause Analysis, review of Baggage Conveyor System, review of body armor practice and review of Emergency Lighting System, etc.

1.3 Business and general management training courses, such as International Financial Reporting Standard for the Board and officers, IT Auditing, foreign languages (Japanese, Korean, Chinese), Work Manual, Occupational Safety Regulations, etc. 1.4 Courses for AOT’s Board of Directors and senior executives, such as Thai Institute of Directors’ Director Accreditation Program, Office of Administrative Courts’ Senior Executives’ Justice Management Program, State Enterprise Policy Office’s Knowledge Exchange of State Enterprises’ Quality Appraisal System Seminar, Thailand Development Research Institute’s Reduction of Inequality and Business Opportunity Seminar etc. 1.5 Overseas training, conferences, and seminars, such as ACI Asia-Pacific Human Resources Best Practice Seminar in Malaysia, International Visitors Leadership Project, Senior Crisis Management Seminar and Advance Imaging Technology International Policy Summit in the United States, and the 28th ASEAN International Airports Association Conference in Singapore, etc.

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2. Additional Projects/Training Courses 2.1 AOT’s Public Airport Managers Program This program enables General Manager and Deputy General Manager of AOT’s airports to understand standards, laws, and procedures of public airports and comply with regulations of the Board of Directors of Civil Aviation. 2.2 Training Program under sister airport agreements between Suvarnabhumi Airport and other international airports for officers in the organization. This program is to provide airport officers with an opportunity to learn, exchange ideas and experiences, develop potential and be prepared to cope with various airport operations. AOT has signed the sister airport agreements with the following airports :

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• Munich International Airport by sending officers to attend On the Job Training (OJT) workshops on aviation marketing and terminal services. • Korea’s Incheon Airport by sending officers to attend courses on airside operations, airport planning and design, and customer satisfaction. 2.3 State Enterprises Performance Appraisal (SEPA) Program This program provides executives and officers with knowledge, understanding and correct practice of SEPA’s appraisal of State Enterprise Policy Office (SEPO), and enables them to develop the system within organization required by SEPA.


2.4 AOT’s Competency Development Program This program is to serve AOT’s corporate plan, management strategies for high efficiency plan and Strategic Improvement Plan (SIPs) on human resources development. The aims are to develop AOT’s competency model i.e. core competency, managerial competency, and functional competency as well as apply the competency system to manage human resources in the organization. 2.5 AOT’s English Program for officers through self-learning via Tell Me More’s E-learning This program is designed to enhance English skill of the frontline officers and promote the self-learning method which support AOT to become the learning organization.

In fiscal year 2011, AOT had 48 human resource development programs/training courses with 4,216 participants. The courses are as follows : 1. Airport Management Training • 112 Programs/Training Courses or 26.17% • 1,127 Participants or 26.75% 2. General Management Training • 78 Programs/Training Courses or 18.22% • 746 Participants or 17.70% 3. Functional & Operations Training • 165 Programs/Training Courses or 38.55% • 1,612 Participants or 38.24% 4. Soft Skills Training • 73 Programs/Training Courses or 17.06% • 731 Participants or 17.31%

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Suvarnabhumi Airport’s security measures

Suvarnabhumi Airport has implemented security measures in accordance with the standards and procedures of the International Civil Aviation Organization (ICAO) and the Air Navigation Act B.E. 2497 (revised edition B.E. 2551) in order to prevent possible harm that could occur in the area. Preventive Security Measures are as follows : 1. Airport security measures The establishment of defense line for security purposes comprises outer line of fence around the airport of 28 kilometres long paralleled with a canal, airside fence of 23 kilometres long and 3 metres high with 50 centimeters high barbed wire. In addition, fortresses, lighting system, and CCTV have been installed in order to prevent intruders. Security officers have been assigned to patrol areas around the airport as well as those under Suvarnabhumi Airport to prevent any act that may cause damage to the airport and the airport users. The security areas have been divided into restricted and prohibited areas. To gain access, individuals are required to be screened by the officers in charge. At present, Suvarnabhumi Airport is also equipped with personal security pass reader to ensure that only authorized person is allowed to access to the prohibited areas.

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2. Pre-boarding security measures and baggage screening Passengers and their carry-on baggage must be screened by Walk Through Metal Detector (WTMD) and X-Ray machines before boarding the plane. Each checked baggage must be screened by the Inline Screening System, or CTX 9400 DSi, a hi-tech system used to trace the explosive items, and Explosive Trace Detector (ETD) are used to prevent carrying of any hazardous items that may be harmful to the airport and passengers and to restrict the transfer of prohibited objects that may cause any act of unlawful interference on board. Suvarnabhumi Airport has used Centralize Screening system to screen passengers and their belongings before boarding the plane with the objectives to enhance security efficiency and create confidence on the security system as well as service efficiency for passengers. 3. Security measures for cargo and parcels The airport operators authorized by Suvarnabhumi Airport will regulate and ensure smooth transportation. Individuals or vehicles entering into the aircraft parking area must be screened in accordance with the airport’s security measures. The airport operators’ security plans must also conform to the the security plans of Suvarnabhumi Airport.

4. Aerodrome safety readiness Presently, severity of threats to aviation industry and terrorism tend to increase. Suvarnabhumi Airport has prepared 4 security levels as follows : Level 1 – Low level/Information about potential terrorism obtained Level 2 – Risk level/Risk of being attacked Level 3 – High level/High risk of terrorist attacks Level 4 – Severe terrorism risk/Received intelligence that there will definitely be an attack

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Don Mueang การให้ บริการ International ณ ท่าอากาศยาน ดอนเมือง Airport’s Services

Don Mueang International Airport security measures are in accordance with the regulations of the Office of the Prime Minister of Thailand on National Security B.E. 2552, Air Navigation Act B.E. 2497, Air Navigation Act (No. 11) B.E. 2551 as well as regulations of the Civil Aviation Committee and the Airports Authority of Thailand B.E. 2522 with support of the Royal Decree of Power, Rights, and Benefits of the Airports of Thailand Public Company Limited B.E. 2545 and Annex 17 of the International Civil Aviation Organization (ICAO) on Safeguarding Civil Aviation against Acts of Unlawful Interference. The measures are as follows : 1. Identify security perimeter e.g. restricted and prohibited areas. 2, Set up measures to supervise accessing of individuals or vehicles in prohibited areas. Any individuals and vehicles require to access the prohibited areas must carry the security pass issued by Don Mueang International Airport or by the Airports of Thailand Public Company Limited and should be screened by security officers before and after entry. 3. Set up measures to prevent sabotage at the airport by monitoring any suspect behavior with the use of 24-hour CCTVs, encouraging passengers not to

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leave their belongings unattended through announcement system, arranging patrols in the passenger terminals while the patrol cars inspect specified areas in airside and landside, and inspecting any suspect objects by explosive ordnance disposal technicians. 4. Set up measures to prevent smuggling, unrests, and other types of crimes in the airport. 5. Set up measures to prevent aircraft sabotage and unlawful seizure of aircraft. 6. Set up measures to inspect passengers, carry-on baggage, and checked baggage before boarding. 7. Set up the food control measures. Airline operators or their representatives or contractors are responsible for supervising food loading process and transporting of food containers from catering building to the aircraft in order to prevent smuggling of weapons or explosive items in the food containers. 8. Set up measures for security inspection by implementing security quality control plan, examining the standard operating procedures of security officers, providing training courses to enhance or review knowledge of personnel, and arranging rehearsals according to contingency plans, emergency plans or the national security plans.


Chiang Mai International Airport’s Services

Chiang Mai International Airport operates in compliance with Annex 17 of the regulations of the International Civil Aviation Organization (ICAO) governing security. In early 2011 Chiang Mai International Airport has passed security standard audit of the Department of Civil Aviation and the assessment of the Transportation Security Administration (TSA). This has proved the airport’s international security standards and its acceptability from the world’s leading security agencies. Although Chiang Mai International Airport’s services and security measures are of international

standards, the airport is moving forward to continuous improvement. This is especially the case with the development of security officers who are considered the key of operation. Therefore, theoretical and practical training programs have been regularly and continually provided for them to catch up with modern technology. The passengers are provided with confidence, convenient and rapid security procedures which is a part of the airport’s participation in Airport Service Quality Program (ASQ) to create maximum satisfaction for passengers.

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Hat Yai International Airport’s Services

Hat Yai International Airport adheres to the standards of Annex 17 of the International Civil Aviation Organization (ICAO), Air Navigation Act B,E. 2497, the regulations of the Airports Authority of Thailand Act B,E. 2522, the regulations of the Office of Prime Minister of Thailand on National Security B.E. 2517 as well as regulations of the Civil Aviation Committee as airport security guidelines, with an objective to prevent unlawful interference. As a result of the unrest in the 3 southern border provinces, Hat Yai International Airport has elevated its security measures to prevent terrorism and create confidence to passengers and airport users as follows : 1. Access into the airport is limited to one. 2. Every vehicle is screened and recorded. 3. Access into the passenger terminal is limited to one. 4. Every individual and baggage are screened before accessing the passenger terminal.

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5. No vehicles are allowed to park under the passenger terminal. 6. Fines are imposed on those who leave their baggage unattended. 7. Patrols of explosive ordnance disposal technicians and military canines are arranged for both inside and outside the passenger terminal including the parking lot. 8. Air Force officers are responsible for the security in the parking area. 9. Soldiers and police are stationed at the airport’s security center on a daily basis. 10. Patrol officers inspect the surrounding area every 1 hour. 11. Security officers are assigned to check all the areas via CCTVs. 12. Royal Thai Air Force police officers are stationed at the airside area.


Phuket International Airport’s Services

Phuket International Airport adheres to the standards of International Civil Aviation Organization (ICAO), which, as stipulated in Annex 17, is the highest international standards concerning commercial aviation security for the prevention of unlawful interference. Preventive security measures are as follows : 1. Basic security measures consist of: 1.1. Security prohibited areas. In order to comply with the regulations of the Office of Prime Minister of Thailand on National Security B.E. 2517 and recommendations of ICAO, some areas are designated as restricted and prohibited areas where individuals or vehicles gaining access must follow the security regulations such as wearing a security pass, passing the screening procedures, etc. 1.2 Perimeter Protection. Area surveillance is considered to be an important mission of the airport. Thus, foot and car patrols are conducted as well as the use of 24-hour CCTV system around the airport, the stationing of officers in the parking areas, the patrols of areas connected to the airport in collaboration with Tha Chatchai provincial police station etc.

1.3 Close Protection of the Inner Area. In order to ensure that there will be no ground attacks, surveillance in many areas has been conducted such as the apron areas, passages leading to the apron areas, luggage screening and storage areas, postal parcels areas etc. 1.4 High Risk Flights Security. As requested by the state or other airlines, tight security measures are provided for high risk flights, for example royal flights and flights with possible risks arriving in Phuket. 1.5 Security Forces. To be able to effectively implement security measures according to 1.1 - 1.4, Phuket International Airport has taken into consideration the readiness of forces with high mobility and provision of radio communication and weapons to immediately prevent harm at the airport. 2. Specific security measures consist of : 2.1 Screening of Passengers and Cabin Baggage. Thorough screening of passengers and cabin baggage are implemented and the access of unauthorized individuals into the screening points is strictly prohibited.

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2.2 Checked – Baggage Control. After a tag is attached to a checked baggage, it can then be taken to the aircraft by Phuket International Airport and the airlines. 2.3 Screened – Passenger Controls. To ensure that weapons or hazardous items are not smuggled via screened passengers, Phuket International Airport has a measure to separate screened passengers from the unscreened ones. 2.4 Cargo/Mail/Courier/Operator Stores Control. Individuals and vehicles transporting cargo, mail, food, and operator stores must be screened by security officers at screening point No.1 and have their security pass checked before gaining access to the prohibited areas. In suspicious cases, security officers may check the items as appropriated. 2.5 Protection of Aircraft. Notification and inspection of aircraft threats will be implemented when there is initial information regarding possible acts of unlawful interference in certain airports. 2.6 Authorized Carriage of Weapons. Every type of weapons, especially guns, must be approved by screening officers before boarding and comply with Phuket International Airport’s regulations. 2.7 Access Control. Phuket International Airport has specified prohibited areas, fence lines, and designated channels for individuals and vehicles accessing prohibited areas. In addition, individuals, their security passes, and vehicles must be screened by security officers. 2.8 Surveys and inspection. Security measures may have flaws or be insufficient due to the changing acts of unlawful interference. As a result, new measures must be initiated and current measures must be reviewed and examined every 6 months. The International Civil Aviation Organization (ICAO) and the Federal Aviation Administration (FAA), which has changed its name to Transportation Security Administration (TSA), have

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additionally sent officers to survey and examine the security measures. Regional airports are also informed for harmonious operations. 3. As a result of the sabotage in various countries, Phuket International Airport’s preventive security measures are as follows : 3.1 In normal circumstances, Phuket International Airport’s operations are according to item 1. However, since the terrorist attack in the United States on 11 September 2001, the airport has implemented Level of Threat consisting of 4 levels as follows : • Level 1 – Normal situation. No news on terrorist movement. • Level 2 – Standard level of terrorism risk. • Level 3 – Special level of terrorism risk with specific threats to aviation. • Level 4 – Fully prepared to respond to terrorism. At present, Phuket International Airport is implementing Level 2, the operation principles of which are as follows : 3.1.1 The increase of security officers and the implementation of stricter security measures such as boosting the frequency of patrols both inside and outside the buildings, applying stricter measures on pre-boarding baggage random screening, allowing cars to park only at passenger drop-off zone. 3.1.2 The arrangement of airport security measure audit on operation and prevention system. 3.1.3 International terrorism analysis by coordinating with domestic and foreign intelligence to appraise international terrorism situations which may occur in Thailand. The appraisal will determine as to whether the threat level should be adjusted. 3.2 Arrangement of meeting with the public and private sector and asking them to watch closely to any suspect behavior and unattended properties.


Mae Fah Luang – Chiang Rai International Airport’s Services

Mae Fah Luang - Chiang Rai International Airport adheres to security standards of International Civil Aviation Organization (ICAO) stipulated in Annex 17, which is the highest international standards on commercial aviation’s security measures to prevent harm caused by acts of unlawful interference. In fiscal year 2011, the airport has continually improved human resources to enhance security and service potential as follows : 1. 3M Training Course. This is to enhance security measures at Mae Fah Luang - Chiang Rai International Airport. Screening and security are parts of the important missions. The airport must be responsible for passengers’ lives and properties. Should mistakes happen, they will not only cause damages to the lives

and properties but they will also affect the country’s image and reputation. Therefore, training courses must be systematic and comply with international standards. 2. Mae Fah Luang - Chiang Rai International Airport’s English proficiency courses for screening and security officers. It is necessary for the officers to improve their English abilities for highest satisfaction when communicating with passengers. 3. Firearm practice and its maintenance. Training. Security officers with pistols must receive training on how to use and maintain their guns appropriately. Also, they must be trained to be accustomed to using their weapons correctly with confidence.

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Management of Safety, Occupational Health and Working Environment

Management of safety, occupational health and working environment

AOT realizes the importance of management of safety, occupational health and working environment. In 2011, AOT has reorganized its structure by setting up Aerodrome Standardization and Occupational Health line that consists of departments especially for aerodrome standardization, safety, occupational health and environment in the workplace. In addition, AOT has established agencies to manage occupational safety in every airport under its responsibility with assigned personnel. This is to ensure that airports’ operations, activities, and projects will not affect safety of officers, properties as well as contractors working in the company.

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Safety training programs

AOT provided various training programs required by the law and enrichment courses that provide useful information on operations such as courses for working safety officers of various levels, Basic Rescue and Fire Fighting, Accident Investigation and Reporting course, Ergonomics course for airport officers, basic first aid training course, annual fire drills, course concerning safety laws and implementation in the past year, course of causes and prevention of accidents, etc.


Monitor of working environment and health check for officers exposed to risk factors

AOT has monitored working environment such as light and sound, especially loud noises which are main risk factors that affect airport officers, in order to regulate preventive measures for positive working environment of officers and to avoid occupational diseases as well as gain good health. In addition to safety operations and management of working environment required by law, AOT has arranged the annual health check for officers, including data gatherings for those whose work have involved risk factors during the past years in order to provide them with health check and health report. It is expected to take effect at every airport by fiscal year 2012 which will enable the risk group to be checked and the systematic data filing on health to be conveniently located, examined, and analyzed.

Accident statistics (cases where absences from work)

As a result of the continual safety and accident prevention campaigns, accidents which caused officers to be absent from work tend to decrease which were 9 accidents in 2007 and 4 accidents in 2010. Graph showing number of accidents causing absences from work (time) 10

Injury Frequency Rate (IFR) and Injury Severity Rate (ISR) reflect the number of officers injured and absent from work (individual/million working hours) and the number of days lost because of accidents (day/ million working hours) respectively. From 2007 onwards, the frequency and severity rates declined by 0.61 IFR and 0.46 ISR in 2010. Graph showing injury frequency rate (individual/million working hours) 2

1

1.09

0.87 0.42

0

0.39

0.43

2007 2008 2009 2010 2011

Graph showing injury severity rate (day/million working hours) 50 44.56 44.56 40 30 20 10 0

6.29

4.46

6.46

7.25

2007 2008 2009 2010 2011

Note : Data as at 30 September 2011

8 6 4 2 0

Injury Frequency Rate (IFR) and Injury Severity Rate (ISR)

2007 2008 2009 2010 2011

To prevent and reduce occupational accidents, it is necessary for officers to study and use the AOT working safety manual as a guideline. The contents of which cover the majority of AOT’s work in order to efficiently reduce accidents and occupational diseases.

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Corporate social responsibilities, safety, occupational health and working environment

One of AOT’s corporate social responsibilities is to make sure of our officers’ safety and good health without injuries, sickness or occupational diseases. AOT has realized the importance of labour resources and has continually supported safety, occupational health, and working environment activities, hence the decline in injury rate. Furthermore, working environment, risks and various unsafe conditions have been rectified and improved. AOT has launched a safety campaign called “Helmet Campaign for Schools Near AOT’s Head Office” to promote and motivate students to be attentive to motorcycle safety. This is also in line with the cabinet’s resolution stipulating 100% helmet zone for government offices and state enterprises. In 2011, AOT launched this campaign in 4 schools and gave helmets to students and school personnel.

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Outstanding organization on safety, occupational health and working environment

To stimulate and promote AOT’s personnel to realize and participate in safety operations, AOT encouraged airports to take part in the annual competition of the Outstanding Organization in Safety, Occupational Health and Working Environment, the award of which AOT received from Department of Labour Protection and Welfare, Ministry of Labour. AOT Head Office won the said award for 5 consecutive years while Phuket International Airport and Mae Fah Luang – Chiang Rai International Airport have been awarded for 8 and 2 consecutive years respectively.


CORPORATE SOCIAL RESPONSIBILITY (CSR), communities and environment

Corporate Social Responsibility During the past years, AOT has incorporated Corporate Social Responsibility into its operations by looking after the communities around the airports such as compensation to those affected by noise, arrangement of public relations activities to support education, the environment, arts, culture, religion, and sports, etc. For fiscal year 2011, AOT initiated a master plan as well as operation plans for Corporate Social Responsibility for 2011 - 2014 fiscal years. The master plan was approved by AOT Board in the 3/2554 meeting on 24 February 2011. According to AOT’s instruction of 946/2554 on 15 September 2011, the company established the Social Activity Division under the responsibility of the Corporate Communications Office and its main mission is to regulate policies, master plan, operation plans, and implement Corporate Social Responsibility projects. The Corporate Social Responsibility master plan stipulates operation guidelines on “Air Preservation” which lay down 3 operation frameworks i.e. Nice PeopleNice Air, Clean Air, and Deep Breath. 1. Nice People-Nice Air activity is implemented in the country and society levels including community and

the surrounding areas. It emphasizes the establishment and development of people and community covering all dimensions such as education, arts, culture, religion, and sports. 2. Clean Air activity is also implemented in the country and society levels as well as community and the surrounding areas. It stresses the decrease of environmental impacts on pollutions such as dust, smoke, greenhouse gases, noise, garbage disposal, and waste water. In addition, AOT places the importance on the utilization of clean and alternative energy both in terms of campaigns and support of new technology. 3. Deep Breath activity is implemented in the organization level and takes into consideration the crucial

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principles of CSR operations on 4 important issues as follows : • Corporate governance : transparency, equality, fairness, efficiency, and verifiability. • Fair business operations and responsibility to consumers. • Respect of labor rights and fair treatment to provide staff with good quality of life and enable them to demonstrate their potential. Training courses are also provided to enhance their working skills. • Encouragement of staff’s volunteer spirit to help the society. AOT has a working group responsible for Corporate Social Responsibility (CSR) with the President as Chairman. This working group holds

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a monthly meeting to follow up the operation results and ensure that the activities are appropriate and in accordance with the master plan. The working group is also required to continually report the CSR operations to AOT Board on a quarterly basis. Additionally, AOT prepared the first CSR report for fiscal year 2011 which was in compliance with the Global Reporting Initiative (GRI) to disseminate information on AOT’s operations along with the Corporate Social Responsibility. The report also creates an understanding between the organization and stakeholders and is used as CSR operation guidelines and value enhancement to the organization for sustainable growth.


AOT cares for the environment and society

Nice People Nice Air Clean Air

Deep Breath

Air Preservation

Guidelines

1. AOT’s operations has impacts on the environment. 2. Air is one of the affected environment due to the air traffic volume. 3. The word “air” correlates with the company’s name and mission.

Objectives

1. To preserve the environment especially the areas around the airports. 2. To create a CSR image of organization. 3. To support creative ideas and innovations in environment preservation.

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AOT’s CSR Chart Prototypical Community Airport of Indefinite Learning

Nice People Nice Air

Good Children Support Conservation and Promotion of Arts, Culture, Religion, Sports Community Relations

Green Airport Environment Fund

Air Preservation

Clean Air

Alternative Energy Air Quality Improvement

Corporate Governance (CG)

Deep Breath

Labor Rights Welfare Volunteer Spirit

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Environmental Operations 1. Overall Picture of Environmental Operations AOT manages 6 airports under its responsibility, namely Suvarnabhumi Airport, Don Mueang International Airport, Chiang Mai International Airport, Hat Yai International Airport Phuket International Airport and Mae Fah Luang Chiang Rai International Airport. All 6 airports care for the environment and have realized the responsibilities to preserve, rectify, prevent, and decrease the environmental impacts on communities around the airports. The airports operate effective environment management system such as waste water treatment system, waste management system which is in line with sanitary principles, especially at Suvarnbhumi Airport where waste water treatment system, water supply system, and drainage stations are certified by ISO 14001, ISO 18001, and ISO 9001. In 2011, AOT started the study of Airport Footprint project and Surface Water Treatment project at Suvarnabhumi Airport. 2. Mitigation of noise impact on Suvarnabhumi Airport AOT has initiated clear measures to reduce noise impact as stated in the Suvarnabhumi Airport Environmental Impact Assessment (EIA) (due to the increased passengers in the year the airport began its operation). The measures were approved by the National Environment Board on 10 March 2005 and the cabinet on 29 May 2007 and 31 August 2010. As of 30 September 2011, the operation progress is summarized as follows :

2.1 NEF>40 affected areas with the total of 648 buildings built before 2001: AOT purchased land and 104 buildings worth 466.371 million Baht which were already transferred. The owners of 356 buildings who did not wish to sell were compensated with the total of 91.982 million Baht for renovation and construction costs. 2.2 AOT will support the renovations of buildings and constructions for areas built before 2001 and affected by NEF 30-40 with the total of 15,040 buildings to reduce noise impact, as studied by the National Institute of Development Administration. AOT has given 1,003.648 million Baht to owners of 4,672 buildings to undertake their own renovations and construction. There are 6,689 buildings still in the process of document verifications, and 303 buildings in the process of reviewing the appraisal of renovation costs. It is expected that compensations will be made to owners who have complete financial documents by the end of 2012. 3. AOT has compensated places sensitive to noise impact such as schools, hospitals, and religious sites with the total of 21 places worth 292.536 million Baht. In addition, in fiscal year 2011, AOT monitored noise and air qualities at Suvarnabhumi Airport and its surrounding communities by installing the automatic noise measurement system at 19 stations to provide 24 hour checking of L90, Leq 24hrs., Lmax and Ldn . A mobile air quality measurement is also used to check air quality index such as PM10, NOx, and CO, and THC-NMHC and monitor environmental impacts on the surrounding communities caused by the operations of Suvarnabhumi Airport.

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CORPORATE SOCIAL RESPONSIBILITY (CSR)

Suvarnabhumi Airport operates its business along with Corporate Social Responsibility (CSR). In every step of operations, the airport has taken into consideration the protection, monitoring and examination of all aspects of environment including air, water, and sound. In addition, Suvarnabhumi Airport emphasizes the development of community around the airport so as to create good quality of life together with our services. In fiscal year 2011, Suvarnabhumi Airport has implemented several projects as follows :

Suvarnabhumi Airport 1. Three educational promotion and development projects for juveniles, namely : 1.1 “Knowledge for Community - Creating Suvarnabhumi Relations” project. Encyclopedias and books were given to students in 38 schools around the airport as well as 2 libraries to promote reading habit and learning outside school. This project has been implemented since 2008 and a total of 13,000 books have been donated. 1.2 “Talented Children” project (2nd year). Students who received books from the above-mentioned project participated in scholarship competitions to

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answer questions from the encyclopedias given by the airport. The competition comprised 3 levels : Primary 1-3, Primary 4-6, Secondary 1-3. 1.3 “I love Suvarnabhumi” project. Students from 38 schools were encouraged to submit an essay on “I love Suvarnabhumi” to compete for scholarships. The competition consisted of qualifying round and final round. Each round was divided into 4 levels : Primary 1-3, Primary 4-6, Secondary 1-3, and Secondary 4-6. 2. Three community and environment projects to promote and develop society and economy of communities including natural resources and environment preservation, namely : 2.1 “Suvarnabhumi Juveniles Year 2” project. Primary and secondary school students from 25 schools with the total of 220 students participated in camping at Sattahip Naval Base to learn about sufficiency economy,


environment preservation, and global warming and apply them in their daily lives. The project has been continued from last year. 2.2 “Love School” project. This project encouraged students to apply sufficiency economy and global warming principles. The schools participating in the above-mentioned project competed for scholarships from the airport on the subjects. The purpose was to encourage students to learn about sufficiency economy and to cooperate on solving global warming problems. 2.3 “Suvarnabhumi Fair 2010”. Because the area around the airport had the potential to produce food, drinks, and other goods and the airport provided training courses on cooking and hand-made products, people in the community were allowed to sell their food and products in “Suvarnabhumi Fair 2010” once a year for 3 days without charges. This year, the community gained over 2 million Baht from this project. 3. Suvarnabhumi Airport has continually promoted and developed the arts, culture, and sports in the community through various projects, namely: 3.1 “Religion Support” project. This project aims to support Buddhism by giving Lent candles and offerings to 12 temples and arranging Katin, which has been done on a yearly basis since 2003. Additionally, Suvarnabhumi Airport gave date palms to 5 mosques during Ramadan festival. 3.2 “Art at Suvarnabhumi” project. Children talented in Thai music were given an opportunity to

perform at passenger terminals to promote their passion and disseminate Thai culture to foreigners. 3.3 “2011 Suvarnabhumi Football Youth Cup”. Suvarnabhumi Airport arranged football matches for secondary school children not older than 18 years old to compete for a honourable cup and scholarships to develop their skills and promote good health in the community. Apart from these projects, Suvarnabhumi Airport’s community relations officers also met with people to create good understanding and offer assistance by continually promoting activities, such as the Lotus Receiving festival, the Elders Day, BangPlee’ Traditional Market festival, National Children Day. Loy Kratong festival, etc.

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Community relations activities are stressed and promoted by Don Mueang International Airport to demonstrate our corporate social responsibility (CSR). In order to create good relationships between the airport and the nearby community, Don Mueang International Airport has initiated AOT Volunteer project to provide knowledge to juveniles and people in community for sustainable growth. The project provided basic fire fighting training to Donmueang Thaharnagardbumroong School. The training involved theory of fire, classification of fire, psychology in fire prevention, flame source prevention and fire fighting methods (outdoor demonstrations and practices). Moreover, the donated books were also given to the school for educational purposes.

Community relations activities,

Don Mueang International Airport

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During the past year, Chiang Mai International Airport has dedicated to developing services and facilities to be prepared for the Best Airport Competition, with the goal to be one of the top ten airports in 2012 and one of the top five in 2014. Nevertheless, the airport does not neglect the Community Relations Activities, community and society and continually arranges beneficial activities, for example the arrangement of Katin and giving the Lent candles to the temples. For educational purposes, Chiang Mai International Airport gave children an opportunity to visit and learn about the airport’s operations to enhance experiences and create participation. Football matches and sports equipment donations were arranged and the airport has participated in many useful activities, such as blood donation in cooperation with the Red Cross, donations of blankets and winter accessories, donations to those suffered from public hazard and natural disasters etc. The airport, as a part of the community, also regularly arranges officers to join in various activities of the community. Even though satisfaction of passengers and improvement of operation are vital factors to the measurement of Chiang Mai International Airport’s success, the airport could not have proudly become one of the world’s best airports without cooperation and support from the community.

Chiang Mai International Airport

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Hat Yai International Airport emphasizes and supports community relations activities, which are a part of Corporate Social Responsibility (CSR) in the level of state agencies and community around the airport, in order to create relations between the airport and the community. The activities include : A blood donation activity on the auspicious occasion of His Majesty the King’s 84th Birthday Anniversary, in collaboration with Community relations activities, the Provincial Red Cross Chapter of Songkhla and Songklanagarind Hospital, for hospital patients in Songkhla. Tree planting activity on the occasion of Annual Tree Planting Day 2011 organized in front of the passenger terminal. In addition, Hat Yai International Airport received the regional outstanding award of Safety, Occupational Health and Working Environment 2011 at Twin Lotus Hotel, Nakhon Si Thammarat. With regard to education, the 1st “Hat Yai Airport Cup” was organized for 18-year-old footballers to commemorate the King’s 84th Birthday Anniversary. Furthermore, financial support for the annual education project, scholarships and educational equipments were given to students.

Hat Yai International Airport

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Phuket International Airport puts the focus on community, society and environment by building of positive relationship with the surrounding community, giving good cooperation and being a part of Phuket province. As a result, the relationship is filled with love and connection which further facilitates the airport’s development. During the past year, there have Community Relations Activities, been continuous community relations activities on education, religion, culture, and environment. The airport collaborated with the province and the surrounding communities by arranging National Children Day and educational institutions’ field trips, supporting Buddhism, facilitating the traveling of Muslims who wish to join the Haj ceremony, encouraging people to donate their blood for Phuket Regional Blood Centre, and visiting community leaders and people to create good relationship.

Phuket International Airport

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Mae Fah Luang – Chiang Rai International Airport realizes its social responsibilities and has supported various activities around the airport to create familiarity and understanding with the community. This includes reforestation project which aims to celebrate and show loyalty to the King on the auspicious occasion of His Majesty the King’s 7th Cycle (84th) Birthday Anniversary 2011. In addition, “Phuttharaksa Road for Mae Fah Luang” project aims to support tourism on the occasion of Chiang Rai’s 750th anniversary at the drainage canal in front of the airport. Mae Fah Luang – Chiang Rai Community Relations Activities, International Airport emphasizes the environment which has impacts on the airport. The airport requested cooperation from the Local Administration and state agencies in the province to publicize the smoke and forest fire solutions. They also distributed CDs to educate people to avoid actions that may cause smoke so that aviation safety and environment conservation can be maintained. Furthermore, the airport visited Border Patrol Police School and gave scholarships to students at Ban Na Tong School, Mae Fah Luang district, Chiang Rai. The airport also participated in the Annual Tree Planting Day 2011 by having its officers plant trees in the parking area in front of the passenger terminal in order to follow their Majesties the King’s and the Queen’s initiatives and also to stimu late people’s awareness. As a part of AOT volunteer project at Christian Paisarnsart School, Farm Village 1, Rimkok, Muang district, Chiang Rai, students and villagers learned about “Initial Fire Fighting” and received 666 books from “Knowledge to Children” project.

Mae Fah Luang – Chiang Rai International Airport

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Green Airport

Annual Report 2011 I Airports of Thailand Public Company Limited

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REPORT OF THE AOT BOARD OF DIRECTOR’S RESPONSIBILITY FOR FINANCIAL REPORTS The AOT Board of Directors is responsible for the AOT’s Financial Statement, whose accounting method meets the standard requirement generally accepted in Thailand. The Board has chosen the most appropriate accounting policy to which they consistently conform. With regard to information disclosure, the Board has revealed sufficient vital information attached with the remarks of the AOT Financial Statement. To ensure accuracy, completeness and timeliness of the AOT Financial Statement and Internal Audit and to prevent potential misconduct and error, AOT has nominated an Audit Committee consisting of independent members to supervise and evaluate the internal control system for efficiency. The opinion of the Audit Committee is included in the Audit Committee Report which is attached with the AOT Annual Report. The AOT Board of Directors is unanimous in its opinion that AOT’s Internal Control System can foster confidence that the AOT Financial Statement has demonstrated accurate financial status, significant operational performance and positive cash flow of the company.

Air Chief Marshal (Sumet Photimanee) Chairman

144

Flying Officer (Anirut Thanomkulbutra) President


AUDITOR’S REPORT TO: THE SHAREHOLDERS OF THE AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED The Office of the Auditor General has audited the accompanying consolidated and the Company’s balance sheets as at September 30, 2011 and 2010, and the related consolidated and the Company’s statements of income, changes in shareholders’ equity, and cash flows for the years then ended of the Airports of Thailand Public Company Limited and its subsidiaries and of the Airport of Thailand Public Company Limited, respectively. These financial statements are the responsibility of the Company’s management as to their correctness and completeness of the presentation. The responsibility of the Office of the Auditor General is to express an opinion on these financial statements based on the audits. The Office of the Auditor General conducted the audits in accordance with generally accepted auditing standards. Those standards require that the Office of the Auditor General plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statements presentation. The Office of the Auditor General believes that the audits provide a reasonable basis for the opinion. In the opinion of the Office of the Auditor General, the consolidated and the Company’s financial statements referred to above present fairly, in all material respects, the consolidated and Company financial position of the Airports of Thailand Public Company Limited and its subsidiaries and of the Airports of Thailand Public Company Limited, respectively, as at September 30, 2011 and 2010, and the consolidated and company results of operations and cash flows for the years then ended in accordance with generally accepted accounting principles. The Office of the Auditor General previously reported on November 25, 2010, the financial statements for the year ended 2010, and expressed a qualified opinion about not be able to perform audit procedures to obtain sufficient and appropriate audit evidence regarding the recoverable amount of assets at Don Mueang Airport, stated in the consolidated and the Company’s financial statements as at September 30, 2010. However, as explained in Note 5.2, in 2011, AOT appraised the recoverable amount of assets at Don Mueang Airport and recognized impairment of assets by applied retrospective adjustment in the comparative financial statements for the year ended 2010. The present opinion of the Office of the Auditor General to the financial statements for the year ended September 30, 2010 presented for comparative purpose was different from the previously presented opinion. (Signed) Jiraporn Piriyakitpaiboon (Jiraporn Piriyakitpaiboon) Inspector General (Signed) Dawan Wongphayak (Dawan Wongphayak) Director of Audit Office สำนักงานการตรวจเงินแผ่นดิน

Office of the Auditor General

December8,8,2011 2011 December

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AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES

BALANCE SHEETS AS AT SEPTEMBER 30, 2011 AND 2010

Unit : Baht

Consolidated The Company Notes 2011 2010 2011 2010

(Adjusted) (Adjusted)

Assets Current assets Cash and cash equivalents 7.1 5,179,436,615.71 3,518,906,400.34 5,172,703,000.39 3,494,062,191.84 Short-term investments 7.2 21,712,546,737.45 18,547,572,949.19 21,712,546,737.45 18,547,572,949.19 Trade accounts receivable - net 7.3 1,660,192,869.08 3,283,905,392.62 1,626,662,455.71 3,253,614,093.60 Other receivables 7.4 2,265,714,288.03 1,307,623,881.64 2,254,773,356.81 1,296,262,412.99 Inventories and supplies - net 7.5 313,235,723.22 254,270,727.52 306,715,860.43 248,323,134.91 Accrued income 450,669,920.49 237,386,907.37 489,550,678.17 263,756,629.11 Other current assets 7.6 372,487,277.91 1,139,353,015.79 354,854,836.20 1,124,232,417.56 Total current assets 31,954,283,431.89 28,289,019,274.47 31,917,806,925.16 28,227,823,829.20 Non - current assets Investments in subsidiaries 5.1, 7.7 - - 39,197,778,745.29 39,197,778,745.29 Long - term investments 7.8 6,151,590,000.00 5,358,260,141.18 6,151,590,000.00 5,355,760,000.00 Plant and equipment - net 5.2, 5.4, 7.10 89,707,049,738.18 92,507,241,942.47 87,963,537,505.47 90,603,402,092.07 Assets under construction 7.11 6,696,619,860.03 6,925,787,663.03 6,696,619,860.03 6,925,787,663.03 Intangible assets - net 5.2, 7.12 691,558,610.58 1,305,694,513.37 691,558,610.58 1,305,694,513.37 Other non - current assets 7.13 11,918,687,204.28 7,202,984,306.68 11,918,675,204.28 7,202,972,306.68 Total non - current assets 115,165,505,413.07 113,299,968,566.73 152,619,759,925.65 150,591,395,320.44 147,119,788,844.96 141,588,987,841.20 184,537,566,850.81 178,819,219,149.64 Total assets The accompanying notes are an integral part of these financial statements.

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AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES

BALANCE SHEETS (Continued) AS AT SEPTEMBER 30, 2011 AND 2010

Unit : Baht

Consolidated The Company Notes 2011 2010 2011 2010

(Adjusted) (Adjusted)

Liabilities and shareholders’ equity Current liabilities Bank Overdrafts 108,589.80 - - Trade accounts payables 1,042,039,585.38 798,935,742.76 808,240,622.87 600,777,076.85 Work in process payables 120,547,422.27 140,885,353.31 120,547,422.27 140,885,353.31 Accrued expenses 3,752,286,854.43 3,756,100,693.45 3,818,260,981.96 3,836,780,774.54 Current portion of long - term liabilities 7.16,7.17 5,517,617,691.18 4,997,010,432.84 5,368,926,991.68 4,848,343,207.85 Promissory notes 7.14 - - 38,483,807,107.71 38,483,807,107.71 Refundable and guarantee deposits 305,310,736.66 252,456,316.00 304,490,683.66 251,732,103.00 Short - term provision 7.19 1,367,320,582.70 - 1,367,320,582.70 - 7.15 4,653,728,597.62 4,231,333,456.30 4,609,639,787.65 4,209,689,807.27 Other current liabilities Total current liabilities 16,758,960,060.04 14,176,721,994.66 54,881,234,180.50 52,372,015,430.53 Non - current liabilities Long - term loans 7.16 57,513,610,907.45 56,196,451,782.97 56,563,120,907.45 55,097,521,782.97 Finance leased liabilities 7.17 525,773,682.41 790,508,342.81 525,205,034.45 789,685,567.80 AAT staff pension fund 7.18 10,125,647.82 26,070,075.87 10,125,647.82 26,070,075.87 Long - term provision 7.19 596,673,775.99 397,141,246.49 596,673,775.99 397,141,246.49 Other non - current liabilities 7.20 160,062,947.69 156,295,462.23 160,062,947.69 156,295,462.23 Total non - current liabilities 58,806,246,961.36 57,566,466,910.37 57,855,188,313.40 56,466,714,135.36 Total liabilities 75,565,207,021.40 71,743,188,905.03 112,736,422,493.90 108,838,729,565.89 Shareholders’ equity Share capital Authorized share capital 1,428,570,000 ordinary shares of Baht 10 each 14,285,700,000.00 14,285,700,000.00 14,285,700,000.00 14,285,700,000.00 Issued and fully paid - up 1,428,570,000 ordinary shares of Baht 10 each 14,285,700,000.00 14,285,700,000.00 14,285,700,000.00 14,285,700,000.00 Premium on common stocks 12,567,669,242.63 12,567,669,242.63 12,567,669,242.63 12,567,669,242.63 Revaluation surplus of investment 236,040,000.00 225,960,000.00 236,040,000.00 225,960,000.00 Retained earnings 1,428,570,000.00 1,428,570,000.00 1,428,570,000.00 1,428,570,000.00 Appropriated - Legal reserve Unappropriated 42,890,889,850.09 41,148,301,963.74 43,283,165,114.28 41,472,590,341.12 Total parent shareholders’ equity 71,408,869,092.72 69,656,201,206.37 71,801,144,356.91 69,980,489,583.75 Minority interest 145,712,730.84 189,597,729.80 - - Total shareholders’ equity 71,554,581,823.56 69,845,798,936.17 71,801,144,356.91 69,980,489,583.75 Total liabilities and shareholders’ equity 147,119,788,844.96 141,588,987,841.20 184,537,566,850.81 178,819,219,149.64 The accompanying notes are an integral part of these financial statements. (Signed) Flying Officer Anirut Thanomkulbutra ( Anirut Thanomkulbutra ) President

(Signed) Supaporn Burapakusolsri ( Supaporn Burapakusolsr ) Senior Executive Vice President

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AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES

STATEMENTS OF INCOME FOR THE YEARS ENDED SEPTEMBER 30, 2011 AND 2010

Unit : Baht

Consolidated The Company Notes 2011 2010 2011 2010

(Adjusted) (Adjusted)

Operating revenues Landing and parking charges Passenger service charges Aircraft service charges Office and state property rents Service revenues Concession revenues Total operating revenues Operating expenses Personnel expenses Management’ s remuneration 7.24 Operating expenses Repairs and maintenance State property rental 7.25 Depreciation and amortization 5.2,5.4 Total operating expenses Operating income Other incomes Interest income Gain (loss) on sales of assets Gain on sales of investments Other income Total other incomes

4,370,340,726.49 12,334,061,716.45 465,004,842.07 1,718,258,855.37 3,311,251,719.96 6,441,771,511.28 28,640,689,371.62

3,407,113,662.93 10,180,500,288.71 418,339,275.23 1,615,819,803.86 3,127,571,817.86 5,283,274,171.35 24,032,619,019.94

4,370,340,726.49 12,334,061,716.45 465,004,842.07 1,736,631,973.78 2,751,252,888.19 6,452,571,511.28 28,109,863,658.26

3,407,113,662.93 10,180,500,288.71 418,339,275.23 1,638,441,931.22 2,496,624,459.04 5,294,074,171.35 23,435,093,788.48

3,871,152,814.13 62,954,311.95 6,081,073,200.13 2,304,693,186.81 1,247,403,821.59 7,865,645,620.40 21,432,922,955.01 7,207,766,416.61

3,814,343,164.87 67,314,537.01 5,548,853,057.20 1,539,765,710.56 1,034,050,782.10 7,625,331,461.70 19,629,658,713.44 4,402,960,306.50

3,865,773,664.54 58,559,239.70 5,668,352,282.28 2,304,693,186.81 1,247,403,821.59 7,701,536,974.47 20,846,319,169.39 7,263,544,488.87

3,808,546,987.93 62,629,537.01 5,128,088,999.90 1,539,765,710.56 1,034,050,782.10 7,446,884,141.49 19,019,966,158.99 4,415,127,629.49

795,357,033.40 7,923,859.63 - 117,308,115.28 920,589,008.31

577,872,001.87 (6,089,196.31) 185,532,000.00 208,948,275.74 966,263,081.30

795,217,871.78 7,247,652.51 - 116,555,800.41 919,021,324.70

577,757,059.84 (6,767,032.54) 185,532,000.00 206,501,670.16 963,023,697.46

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

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AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES

STATEMENTS OF INCOME (Continued) FOR THE YEARS ENDED SEPTEMBER 30, 2011 AND 2010

Unit : Baht

Consolidated The Company Notes 2011 2010 2011 2010

(Adjusted) (Adjusted)

Other expenses Loss on impairment of assets 5.2,7.26 Loss (gain) on foreign exchange 7.27 Expense incurred from investment Other expenses Total other expenses Financial costs 7.28 Profit before income tax expenses Income tax expenses Net profit Attributable to: Equity holders of the Company Minority interests Basic earnings per share attributable to the equity holders of the Company

357,882,652.61 1,538,115,339.02 - 341,819,065.00 2,237,817,056.63 2,223,809,686.24 3,666,728,682.05 1,182,314,567.26 2,484,414,114.79

177,221,246.87 (309,382,677.47) 135,375,000.00 163,163,296.45 166,376,865.85 2,389,712,450.43 2,813,134,071.52 800,908,714.49 2,012,225,357.03

355,382,511.43 1,538,176,919.39 - 341,819,065.00 2,235,378,495.82 2,168,586,749.93 3,778,600,567.82 1,182,314,567.26 2,596,286,000.56

153,469,905.65 (309,259,969.49) 135,375,000.00 163,163,296.45 142,748,232.61 2,330,803,111.80 2,904,599,982.54 800,908,714.49 2,103,691,268.05

2,528,299,113.75 (43,884,998.96) 2,484,414,114.79

2,039,245,200.85 (27,019,843.82) 2,012,225,357.03

2,596,286,000.56 - 2,596,286,000.56

2,103,691,268.05 2,103,691,268.05

1.77

1.43

1.82

1.47

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

(Signed) Flying Officer Anirut Thanomkulbutra ( Anirut Thanomkulbutra ) President

(Signed) Supaporn Burapakusolsri ( Supaporn Burapakusolsr ) Senior Executive Vice President

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150

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

(Signed) Flying Officer Anirut Thanomkulbutra ( Anirut Thanomkulbutra ) President

(Signed) Supaporn Burapakusolsri ( Supaporn Burapakusolsr ) Senior Executive Vice President

225,960,000.00 1,428,570,000.00 45,447,485,862.26 73,955,385,104.89 133,426,407.68 74,088,811,512.57 - - (4,383,440,881.69) (4,383,440,881.69) - (4,383,440,881.69) - - 84,256,983.17 84,256,983.17 56,171,322.12 140,428,305.29 225,960,000.00 1,428,570,000.00 41,148,301,963.74 69,656,201,206.37 189,597,729.80 69,845,798,936.17 10,080,000.00 - - 10,080,000.00 - 10,080,000.00 - - 2,528,299,113.75 2,528,299,113.75 (43,884,998.96) 2,484,414,114.79 - - (785,711,227.40) (785,711,227.40) - (785,711,227.40) 236,040,000.00 1,428,570,000.00 42,890,889,850.09 71,408,869,092.72 145,712,730.84 71,554,581,823.56

14,285,700,000.00 12,567,669,242.63 - - - - 14,285,700,000.00 12,567,669,242.63 - - - - - - 14,285,700,000.00 12,567,669,242.63

Balance as at October 1, 2010 5.2 Effect of impairment of assets Effect of change in accounting estimates 5.4 Balance at the beginning - after adjustment Revaluation surplus of investment Net profit Dividend 7.23 Balance as at September 30, 2011

Total parent Minority shareholders’ interests Total equity

173,040,000.00 1,428,570,000.00 44,631,507,363.52 73,086,486,606.15 173,296,173.92 73,259,782,780.07 - - (4,987,437,514.03) (4,987,437,514.03) - (4,987,437,514.03) - - 64,982,099.54 64,982,099.54 43,321,399.70 108,303,499.24 173,040,000.00 1,428,570,000.00 39,709,051,949.03 68,164,031,191.66 216,617,573.62 68,380,648,765.28 52,920,000.00 - - 52,920,000.00 - 52,920,000.00 - - 2,039,245,200.85 2,039,245,200.85 (27,019,843.82) 2,012,225,357.03 - - (599,995,186.14) (599,995,186.14) - (599,995,186.14) 225,960,000.00 1,428,570,000.00 41,148,301,963.74 69,656,201,206.37 189,597,729.80 69,845,798,936.17

Issued and fully Revaluation paid - up Premium on surplus Legal Retained share capital common stocks of investment reserve earnings

Equity holders of the Company

Consolidated

Unit : Baht

Balance as at October 1, 2009 14,285,700,000.00 12,567,669,242.63 Effect of impairment of assets 5.2 - - Effect of change in accounting estimates 5.4 - - Balance at the beginning - after adjustment 14,285,700,000.00 12,567,669,242.63 - - Revaluation surplus of investment Net profit - - Dividend - - Balance as at September 30, 2010 - after adjustment 14,285,700,000.00 12,567,669,242.63

Notes

FOR THE YEARS ENDED SEPTEMBER 30, 2011 AND 2010

STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES


151

(Signed) Flying Officer Anirut Thanomkulbutra ( Anirut Thanomkulbutra ) President

14,285,700,000.00 12,567,669,242.63 - - - - 14,285,700,000.00 12,567,669,242.63 - - - - - - 14,285,700,000.00 12,567,669,242.63

Balance as at October 1, 2010 Effect of the change of investment record 5.1 Effect of impairment of assets 5.2 Balance at the beginning - after adjustment Revaluation surplus of investment Net profit Dividend 7.23 Balance as at September 30, 2011

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

14,285,700,000.00 12,567,669,242.63 - - - - 14,285,700,000.00 12,567,669,242.63 - - - - - - 14,285,700,000.00 12,567,669,242.63

Balance as at October 1, 2009 Effect of the change of investment record 5.1 Effect of impairment of assets 5.2 Balance at the beginning - after adjustment Revaluation surplus of investment Net profit Dividend Balance as at September 30, 2010 - after adjustment

Legal reserve

Retained earnings

Total

Unit : Baht

(Signed) Supaporn Burapakusolsri ( Supaporn Burapakusolsr ) Senior Executive Vice President

225,960,000.00 1,428,570,000.00 46,297,920,477.52 74,805,819,720.15 - - (441,889,254.71) (441,889,254.71) - - (4,383,440,881.69) (4,383,440,881.69) 225,960,000.00 1,428,570,000.00 41,472,590,341.12 69,980,489,583.75 10,080,000.00 - - 10,080,000.00 - - 2,596,286,000.56 2,596,286,000.56 - - (785,711,227.40) (785,711,227.40) 236,040,000.00 1,428,570,000.00 43,283,165,114.28 71,801,144,356.91

173,040,000.00 1,428,570,000.00 45,398,221,027.95 73,853,200,270.58 - - (441,889,254.71) (441,889,254.71) - - (4,987,437,514.03) (4,987,437,514.03) 173,040,000.00 1,428,570,000.00 39,968,894,259.21 68,423,873,501.84 52,920,000.00 - - 52,920,000.00 - - 2,103,691,268.05 2,103,691,268.05 - - (599,995,186.14) (599,995,186.14) 225,960,000.00 1,428,570,000.00 41,472,590,341.12 69,980,489,583.75

Issued and fully Revaluation paid - up Premium on surplus share capital common stocks of investment

The company

Notes

FOR THE YEARS ENDED SEPTEMBER 30, 2011 AND 2010

STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES


AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES

STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED SEPTEMBER 30, 2011 AND 2010

Unit : Baht

Consolidated The Company 2011 2010 2011 2010

(Adjusted) (Adjusted)

Cash flows from operating activities Net profit before income tax expenses 3,666,728,682.05 2,813,134,071.52 3,778,600,567.82 2,904,599,982.54 Adjustment to reconcile net profit to net cash provided by (paid from) operating activities : Doubtful account (131,823,064.74) 61,027,000.52 (130,695,511.87) 59,420,495.45 Allowance for damaged and obsoleted supplies 26,213.51 (1,117,811.96) 26,213.51 (1,117,811.96) Loss from deteriorated assets 96,143.95 187,514.93 - Depreciation and amortization 7,865,645,620.40 7,625,331,461.70 7,701,536,974.47 7,446,884,141.49 Loss on impairment 357,882,652.61 177,221,246.87 355,382,511.43 153,469,905.65 Loss(gain) on foreign exchange 1,538,768,430.24 (300,257,997.89) 1,538,768,430.24 (300,257,997.89) Gain on disposal plant and equipment (6,192,265.61) (5,351,635.22) (5,516,058.49) (4,673,798.99) Gain on sale of investment - (185,532,000.00) - (185,532,000.00) Deferred expense 11,329,197.20 22,947,579.59 11,329,197.20 22,947,579.59 Provisions 334,907,529.50 163,166,999.53 334,907,529.50 163,166,999.53 Dividend income (36,727,700.00) (37,845,800.00) (36,727,700.00) (37,845,800.00) Interest income (795,357,033.40) (577,872,001.87) (795,217,871.78) (577,757,059.84) Financial costs 2,223,809,686.24 2,389,712,450.43 2,168,586,749.93 2,330,803,111.80 Operating profit before changes in operating assets and liabilities 15,029,094,091.95 12,144,751,078.15 14,920,981,031.96 11,974,107,747.37 Decrease (increase) in operating assets Trade account receivables 1,755,535,588.28 (669,405,088.42) 1,757,647,149.76 (662,393,065.18) Other receivables 6,557,458.16 4,736,364,643.25 6,136,920.73 4,748,919,212.96 Supplies (58,991,209.21) (46,606,654.53) (58,418,939.03) (47,108,652.00) Accrued income (32,088,427.13) (10,998,821.55) (44,399,722.13) (22,557,116.55) Other current assets 19,847,430.80 (22,855,713.47) 21,957,820.23 (20,558,987.93) Increase (decrease) in operating liabilities Trade account payables 290,442,967.19 25,619,787.94 255,214,909.49 (23,037,861.19) Accrued expenses 100,139,767.87 479,869,990.57 85,433,814.31 462,232,143.98 Refundable and guarantee deposits 52,854,420.66 16,011,305.81 52,758,580.66 16,022,305.81 AAT staff pension fund (15,944,428.05) (9,573,020.14) (15,944,428.05) (9,573,020.14) Other current liabilities 364,552,832.02 407,678,128.73 342,107,671.08 397,122,362.34 17,512,000,492.54 17,050,855,636.34 17,323,474,809.01 16,813,175,069.47 613,954,742.41 485,338,181.95 613,823,544.85 485,235,637.76 Interest received Income tax paid (1,399,736,419.73) (1,336,827,946.51) (1,399,542,670.68) (1,336,500,391.93) Net cash provided by operating activities 16,726,218,815.22 16,199,365,871.78 16,537,755,683.18 15,961,910,315.30 The accompanying notes are an integral part of these financial statements.

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AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES

STATEMENTS OF CASH FLOWS (Continued) FOR THE YEARS ENDED SEPTEMBER 30, 2011 AND 2010

Unit : Baht

Consolidated The Company 2011 2010 2011 2010

(Adjusted) (Adjusted)

Cash flows from investing activities Increase in current investments (3,164,973,788.26) Cash received from sale of assets 8,896,503.98 Dividend received from investments 36,727,700.00 Invested in plant and equipment and work in progress (3,402,243,803.28) Invested in intangible assets (55,434,132.76) Cash received from sale of investments - (Increase) decrease in long - term investments (800,000,000.00) Increase in other non - current assets (31,224,005.39) Increase(decrease) in other non current liabilities 4,879,062.42 Net cash used in investing activities (7,403,372,463.29) Cash flows from financing activities Cash received(paid) from bank overdrafts 108,589.80 Cash paid for promissory notes - Cash paid for repayment of finance leased liability (299,377,709.08) Cash paid for repayment of long - term loan (4,377,578,820.02) Cash received from long - term loan - Dividend payment (785,711,227.40) Interest paid (2,199,756,969.86) (7,662,316,136.56) Net cash used in financing activities Net increase in cash and cash equivalents 1,660,530,215.37 Cash and cash equivalents at the beginning of the periods 3,518,906,400.34 Cash and cash equivalents at the end of the periods 5,179,436,615.71

(6,452,728,530.46) 8,623,314.21 37,845,800.00

(3,164,973,788.26) 8,071,745.48 36,727,700.00

(6,452,728,530.46) 6,743,193.26 37,845,800.00

(2,260,912,055.22) (370,530,938.38) 195,532,000.00

(3,398,630,318.61) (55,434,132.76) -

(2,259,947,054.89) (370,530,938.38) 195,532,000.00

300,000,000.00 (196,574,219.22)

(800,000,000.00) (31,224,005.39)

300,000,000.00 (196,574,219.22)

(103,759,420.93) (8,842,504,050.00)

4,879,062.42 (7,400,583,737.12)

(103,759,420.93) (8,843,419,170.62)

(4,474,563.86) (30,000,000.00)

- -

-

(157,014,700.36)

(299,147,056.54)

(157,014,700.36)

(4,391,408,126.52) 388,798,473.67 (599,995,186.14) (2,390,864,350.00) (7,184,958,453.21)

(4,229,138,820.02) - (785,711,227.40) (2,144,534,033.55) (7,458,531,137.51)

(4,267,718,126.52) 388,798,473.67 (599,995,186.14) (2,331,955,011.37) (6,967,884,550.72)

171,903,368.57

1,678,640,808.55

150,606,593.96

3,347,003,031.77

3,494,062,191.84

3,343,455,597.88

3,518,906,400.34

5,172,703,000.39

3,494,062,191.84

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

(Signed) Flying Officer Anirut Thanomkulbutra ( Anirut Thanomkulbutra ) President

(Signed) Supaporn Burapakusolsri ( Supaporn Burapakusolsr ) Senior Executive Vice President

153


AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEARS ENDED SEPTEMBER 30, 2011 AND 2010

1. General Information The Airports of Thailand Public Company Limited (AOT), which was registered as a public limited company on September 30, 2002, and whose head office is located at No. 333, Cherdwutagard Road, Don Mueang, Bangkok 10210, performs and promotes the business operation of international airports as well as related businesses. At present, the Company operates six international airports: Suvarnabhumi Airport, Don Mueang Airport, and four Regional International Airports (Chiang Mai, Hat Yai, Phuket and Mae Fah Luang Chiang Rai). As at September 30, 2011, there were 4,272 staff and employees in AOT.

2. Basis for Preparation of Financial Statements The consolidated and the company’s financial statements have been prepared in accordance with generally accepted accounting principles under the Accounting Act, B.E. 2543 (2000) being those Thai Accounting Standards under the Accounting Profession Act, B.E. 2547 (2004), and the financial reporting requirements of the Securities and Exchange Commission under the Securities and Exchange Act, B.E. 2535 (1992). The Company has presented the financial statements in compliance with the notification of the Department of Business Development, dated January 30, 2009, “Regulation of the Abbreviated components required in the financial statements, B.E. 2552 (2009)” under the third paragraph of section 11 of the Accounting Act, B.E. 2543 (2000) which is effective for accounting periods beginning on or after January 1, 2009. The consolidated and the company’s financial statements have been prepared based on the assumption that users of the financial statements have an understanding of Thai generally accepted accounting principles and practices. The accounting principles applied may differ from generally accepted accounting principles adopted in other countries. The consolidated and the company’s financial statements have been prepared under the historical cost convention with the exception of certain amounts, which are accounted for using the fair value method as explained in the accounting policies. The significant transactions arising between the Company and subsidiaries are eliminated in the consolidated financial statements. 2.1 The consolidated financial statements present financial position and results of AOT and its subsidiaries’ operations. The subsidiaries are New Bangkok International Airport Co., Ltd.-under liquidation (NBIA) and Suvarnabhumi Airport Hotel (SAH). AOT holds 100% and 60% of shares, respectively. 2.2 The company financial statements present the financial position and results of operations of Suvarnabhumi Airport, Don Mueang Airport, 4 Regional International Airports and the Airports Authority of Thailand Pension Fund. For the convenience of users, an English translation of the consolidated and the company’s financial statements has been prepared from the statutory financial statements that were issued in Thai language.

3. Accounting Standards 3.1 The Federation of Accounting Professions issued the notification No. 49/2553 dated November 24, 2010, “Numbering of some Accounting Standards and Financial Reporting Standards” which came into effect on December 15, 2010. AOT has presented the number of accounting standards and financial reporting standards in accordance with the mentioned notification.

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3.2 Accounting Framework amendments to accounting standards, new accounting standards, new financial reporting standards and new financial reporting interpretations committee which were published in the Royal Gazette on May 26, 2010, August 30, 2010, December 15, 2010, February 25, 2011, and May 6, 2011 are as follows: Effective on May 26, 2010 - Framework for the Preparation and Presentation of Financial Statements (Revised 2009) Effective for the period beginning on or after January 1, 2011 - Thai Accounting Standard No. 1 (Revised 2009) Presentation of Financial Statements - Thai Accounting Standard No. 2 (Revised 2009) Inventories - Thai Accounting Standard No. 7 (Revised 2009) Statement of Cash Flows - Thai Accounting Standard No. 8 (Revised 2009) Accounting Policies, Changes in Accounting Estimates and Errors - Thai Accounting Standard No. 10 (Revised 2009) Events after the Reporting Period - Thai Accounting Standard No. 11 (Revised 2009) Construction Contracts - Thai Accounting Standard No. 16 (Revised 2009) Property, Plant and Equipment - Thai Accounting Standard No. 17 (Revised 2009) Leases - Thai Accounting Standard No. 18 (Revised 2009) Revenue - Thai Accounting Standard No. 19 Employee Benefits - Thai Accounting Standard No. 23 (Revised 2009) Borrowing Costs - Thai Accounting Standard No. 24 (Revised 2009) Related Party Disclosures - Thai Accounting Standard No. 26 Accounting and Reporting by Retirement Benefit Plans - Thai Accounting Standard No. 27 (Revised 2009) Consolidated and Separate Financial Statements - Thai Accounting Standard No. 28 (Revised 2009) Investments in Associates - Thai Accounting Standard No. 29 Financial Reporting in Hyperinflationary Economics - Thai Accounting Standard No. 31 (Revised 2009) Interests in Joint Ventures - Thai Accounting Standard No. 33 (Revised 2009) Earnings per Share - Thai Accounting Standard No. 34 (Revised 2009) Interim Financial Reporting - Thai Accounting Standard No. 36 (Revised 2009) Impairment of Assets - Thai Accounting Standard No. 37 (Revised 2009) Provisions, Contingent Liabilities and Contingent Assets - Thai Accounting Standard No. 38 (Revised 2009) Intangible Assets - Thai Accounting Standard No. 40 (Revised 2009) Investment Property - Thai Financial Reporting Standard No. 2 Share-based Payment - Thai Financial Reporting Standard No. 3 Business combinations (Revised 2009) - Thai Financial Reporting Standard No. 5 Non-current Assets Held for Sale and Discontinued (Revised 2009) Operations - Thai Financial Reporting Standard No. 6 Exploration for and Evaluation of Mineral Resources - Thai Financial Reporting Interpretations Agreements for the Construction of Real Estate Committee No. 15 - Thai Accounting Standard Interpretations Revenue-Barter Transactions Involving Advertising Committee No. 31 Services

155


Effective on May 6, 2011 - Thai Financial Reporting Standard for Non-Publicly Accountable Entities (NPAEs) Effective for the period beginning on or after January 1, 2013 - Thai Accounting Standard No. 12 Income Taxes - Thai Accounting Standard No. 20 (Revised 2009) Accounting for Government Grants and Disclosure of Government Assistance - Thai Accounting Standard No. 21 (Revised 2009) The effects of changes in foreign exchange rates - Thai Accounting Standard Interpretations Government Assistance-No Specific Relation to Committee No. 10 Operating Activities - Thai Accounting Standard Interpretations Income Taxes-Recovery of Revalued Non Committee No. 21 Depreciable Assets - Thai Accounting Standard Interpretations Income Taxes-Changes in the Tax Status of an Committee No. 25 Enterprise or its Shareholders 3.3 Superseded accounting standards which were published in the Royal Gazette on December 15, 2010 are as follows: Effective for the period beginning on or after January 1, 2011 - Thai Accounting Standard No. 102 (Prior No. 26) Revenue Recognition for Real Estate Business 3.4 Amendments to accounting standards, new accounting standards and new financial reporting standards which affect financial statements in 2012 are as follows: Effective for the period beginning on or after January 1, 2011 - Thai Accounting Standard No. 1 (Revised 2009) Presentation of Financial Statements: The revised standard prohibits the presentation of items of income and expenses in the statement of changes in equity. Entities can choose to present the statement of comprehensive income in one statement or two statements (the income statement and the statement of comprehensive income). Where entities restate or reclassify comparative information, they will be required to present a related statement of financial position as at the beginning of the comparative period in addition to the current requirement to present the statement of financial position as at the end of the current period and comparative period. However, for the financial statements for the period beginning on or after January 1, 2011, that is the first period that this standard is applied, an entity can choose to present the statement of financial position for only two periods without the statement of financial position as at the beginning of the comparative period. AOT will present the statement of comprehensive income in two statements. - Thai Accounting Standard No. 16 (Revised 2009) Property, Plant and Equipment: The revised standard requires that an entity include in the cost of property, plant and equipment an initial estimate of the costs of dismantling and removing the item and restoring the site on which it is located, when the entity has an obligation to do so. In addition, the revised standard requires an entity to have to depreciate for each component of property, plant and equipment that has a cost that is significant in relation to the total cost of the item. The revised standard also requires an entity to review the useful life, residual value and depreciation method of its property, plant and equipment at least at the end of each financial year. AOT has adopted this standard since October 1, 2011, which has impacted the component accounting of significant items and the review of useful lives. AOT adjusted for the effect of the revised standard prospectively. - Thai Accounting Standard No. 19 Employee Benefits relates to the accounting for employee benefits. The standard classifies employee benefits into four categories: a) short-term employee benefits; b) post-employment benefits, including defined contribution plans and defined benefit plans; c) other long-term employee benefits; and

156


d) termination benefits. This standard requires an entity to measure the defined benefit plan and other long-term employee benefits by using the projected unit credit method (PUC). An entity can choose to recognise any actuarial gain or loss for a defined benefit plan either in other comprehensive income or profit and loss. Actuarial gain or loss for other long-term employee benefits must be recognised in profit and loss. AOT has adopted this standard since October 1, 2011, by recognising employee benefit obligations retrospectively and has chosen to recognise the actuarial gain or loss for the defined benefit plan in profit and loss in the period in which they arise. The effect of adoption of this accounting standard is a decrease in retained earnings as at October 1, 2011, of Baht 1,054 million and Baht 1,053 million in the consolidated financial statements and company’s financial statements, respectively, and an increase in employee benefit obligations of Baht 1,505 million and Baht 1,504 million in the consolidated financial statements and the company’s financial statements, respectively. - Thai Accounting Standard No. 40 (Revised 2009) Investment Property : The standard has specific presentation and measurement requirements for investment property. An entity has to present an investment property separately in the statement of financial position. The entity can measure it using either the cost method or the fair value method. Under the fair value method, any changes in fair value are recognised in profit and loss. AOT has adopted this accounting standard since October 1, 2011 and has chosen to use the cost method for measurement and disclosed the fair value in the notes to the financial statements. AOT separated investment property transaction from its property, plant and equipment. Effective for the period beginning on or after January 1, 2013 - Thai Accounting Standard No. 12 Income Taxes related to income taxes, comprising current income tax and deferred income tax. Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities, using the tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period. Deferred income taxes are calculated rates to the temporary difference between an asset or liability tax base and its carrying amount in the financial statements, using the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on the tax rates and tax law that have been enacted or substantively enacted by the end of the reporting period. This accounting standard is mandatory for accounting periods beginning on or after January 1, 2013, but AOT has adopted this standard early, from October 1, 2011, retrospectively.

4. Significant Accounting Policies The summary of significants accounting policies are : 4.1 Cash and cash equivalents Cash and cash equivalents comprise cash on hand, deposits held at call with banks and other short-term highly liquid investments with maturities of three months or less from the date of acquisition and bank overdrafts. Bank overdrafts are included in current liabilities on the balance sheets. 4.2 Short-term investments Short-term investments comprise fix-term deposits, bills of exchange, promissory notes and investments in debt securities with original maturity of more than 3 months, but less than 12 months and investments in debt and equity securities that the management intends to hold for less than 12 months.

157


4.3 Trade accounts receivable Trade accounts receivable are carried at the original invoice amount and subsequently measured at the remaining amount less any allowance for doubtful receivables based on a review of all outstanding amounts at the year end. The amount of the allowance is the difference between the carrying amount of the receivable and the amount expected to be collectible based on past collection experience and the current status of accounts receivable as of the balance sheets date. Bad debts are written off during the year in which they are identified and recognised in the income statement within administrative expense. 4.4 Inventories and supplies Inventories are stated at the lower of cost or net realisable value. Cost is determined by the weighted average method. The cost of purchase comprises both the purchase price and costs directly attributable to the acquisition of the inventory, such as import duties and transportation charges, less all attributable discounts, allowances or rebates. Net realisable value is the estimate of the selling price in the ordinary course of business, less selling expenses. Allowance is made, where necessary, for obsolete, slow moving and defective inventories. For those with no movement for over 5 years, provision for obsolescence is made at a full amount. 4.5 Investments 4.5.1 Long-term investment Investments in non-marketable equity securities are recognized as general investments and stated at cost adjusted for impairment. 4.5.2 Investment in equity securities Investments in marketable equity securities available for sale are stated at fair value. Unrealized gains or losses on changes in valuation are shown as separate items under shareholder’s equity. 4.5.3 Investments in subsidiaries are recorded according to the equity method and presented in the company’s financial statements by cost method. 4.6 Plant and equipment Plant and equipment are recorded at cost as of the date of acquisition or at the completion date. All AOT buildings are constructed on state properties leased from the Treasury Department, Ministry of Finance. According to the regulations of the Ministry of Finance and the Royal Thai Air Force, all constructions become the property of the Ministry of Finance upon completion. However, AOT records such properties as assets since AOT accepts all risks and benefits of such properties, and pays compensation for the use of state properties to the Treasury Department. After AOT was converted to a limited public company, the Ministry of Finance and the Royal Thai Air Force issued a new regulation. Moreover, the Ministry of Finance and the Department of Commercial Aviation issued 2 new regulations. These new regulations came into effect on September 30, 2002. Clause 8 of three new regulations stated that the ownership of the buildings and constructions will belong to the Ministry of Finance when the contract to use the state property land made under these regulations is terminated. The total period of time shall not exceed 50 years from the effective date of utilization agreement. AOT had committed to 4 utilization agreements since September 30, 2002 and amended 1 utilization agreement on September 28, 2004. The use of state property land lasts for 30 years (September 30, 2032). AOT is allowed to extend the period for using state property land 2 times, 10 years each extension (September 30, 2052). AOT has paid compensation for using state property to the Treasury Department as Note 7.25.

158


An item of plant and equipment is stated at cost less any accumulated depreciation and any accumulated impairment losses. The cost of an item of plant and equipment comprises its purchase price, import duties and non-refundable input taxes (after deducting trade discounts and rebates) and any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. These can include the initial estimate of costs of dismantling and removing the item, and restoring the site on which it is located, the obligation for which an entity incurs either when the item is acquired or as a consequence of having used the item during a particular period. The cost of replacing part of plant and equipment is included in the carrying amount of the asset when it is probable that future economic benefits will flow to the Group and the carrying amount of those replaced parts is derecognised. Repairs and maintenance are charged to the income statement during the financial period in which they are incurred. Depreciation expense for operating equipment for hotel business is recorded in accordance with the estimated useful life of assets. Depreciation is calculated on the straight line basis to write off the cost of each asset, to its residual value over the estimated useful life as follows: Useful life of acquired assets [years] 20 - 50 Building, construction, and landscape architecture Electricity, water, fuel and communication systems 10 - 20 Machinery, tools & appliances, and equipment 5 - 10 Vehicles 5-8 Furniture, fixture and office equipment 3 - 10 The assets’ residual value, useful lives, and depreciation method are regularly reviewed at least at each financial year-end. Where there is an indication that an item of plant and equipment may be permanently impaired and the carrying amount of an asset is greater than its estimated recoverable amount, the asset is written down immediately to its recoverable amount and an impairment loss will be recognised in the income statement. Repairs and maintenance are charged to the income statement during the financial period in which they are incurred. The cost of major renovations is included in the carrying amount of the asset when it is probable that future economic benefits in excess of the originally assessed standard of performance of the existing asset will flow to the Group. Major renovations are depreciated over the remaining useful life of the related asset. Interest costs on borrowings to finance the construction of plant and equipment or the production of a qualifying asset are capitalised as part of cost of the asset, during the period of time required to complete and prepare the property for its intended use. 4.7 Foreign currency translation Foreign currency transactions are translated into Baht at the rate ruling on the transactions date. Assets and liabilities dominated in foreign currency remaining at the balance sheets date are translated into Baht at the exchange rate as referred to the reference of the date notified by the Bank of Thailand. Gains and losses resulting from the settlement of foreign currency transactions and from the translation of monetary assets and liabilities denominated in foreign currencies are recognised in the statement of income.

159


4.8 Intangible assets The Group’s intangible assets are software licenses which can be detached from the related equipment presented at cost deducted by accumulated amortization expense. Software licenses are amortized on a straight line basis according to the 5-10 years estimated useful life of assets. 4.9 Income tax Since AOT securities have been registered in the Stock Exchange of Thailand (SET) on March 11, 2004, its income tax rate was reduced from 30% to 25% of net profit after adjusting revenues and expenses not complying with the principles of the Revenue Department, starting from the accounting period of October 1, 2004 to September 30, 2009. For the accounting period of October 1, 2010, AOT entitled to the reduced income tax rate for one more accounting period in compliance with the Royal Decree No. 475. AOT will pay income tax at 25% for the first Baht 300.00 million of net income and 30% for the net income exceeding Baht 300.00 million. In 2011, AOT recorded and calculated income tax from net tax based profit in accordance with the Revenue Code’s criteria. 4.10 Provision Provisions, excluding the provisions for employee benefits, are recognised when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation, and a reliable estimate of the amount can be made. 4.11 Impairment of assets Asset and intangible assets with a definite useful life are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the carrying amount of the asset exceeds its recoverable amount which is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows. Assets that have suffered impairment are reviewed for possible reversal of the impairment at each reporting date. 4.12 Revenue recognition 4.12.1 Landing and parking charges, passenger service charges, use of utilities charges and service charges are recognized as revenues in which services are provided. 4.12.2 Rent for offices and real estate properties, and concession revenues are recognized as revenues according to the period of time and commission rates specified in the contract. 4.12.3 Revenues from hotel business and restaurant are recorded as revenues in which services are provided in accordance with the price in invoice (excluding VAT) for goods and services after discount and added service charges. 4.12.4 Interest income is recognized according to the period of time to which it applies, taking into account the actual rate of return. 4.12.5 Dividends are recognized when the dividend payment is announced. 4.13 Interest on loans arises from loans for the projects under construction which is a part of construction cost and will be recognized as an expense upon completion.

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4.14 AAT staff pension fund and employee benefits 4.14.1 AOT has established “The Staff Pension Fund of Airport Authority of Thailand” and contributed to the pension fund at the rate 10% of its employees’ salaries who did not transfer to a provident fund as stated in Note 4.14.2, to provide an adequate reserve of the obligation due at the end of each accounting period. Contributions are included in other non-current liabilities in the balance sheets. Income and expenses are recognized in the statement of income. 4.14.2 AOT has established a provident fund for staff and employees who voluntarily participate in the fund, since March 28, 1994, in accordance with the Provident Fund Act, B.E. 2530 (1987). Staff and employees themselves are required to contribute at the rates ranging from 2-15% of their salaries and shall not exceed AOT contribution rates. According to AOT board of director’s resolution at the meeting No. 9/2005 dated June 30, 2005, AOT contribution rates are adjusted as follows: Years of employment AOT contribution rates Not over 10 years 9 Over 10 years 10 Over 20 years 12 Over 25 years 15 Members can change the rate of contribution from 2-15% according to their employment periods. Such change will be effective in April and October each year. AOT contributions are recognized as expenses in the statement of income in which they incurred. The provident fund is separated from AOT and managed by provident fund management company that is under the regulation of the provident fund committee. 4.15 Basic earnings per share are calculated by dividing the net profit for the year by the weighted average number of ordinary shares issued during the year. 4.16 Use of accounting estimates Preparation of financial statements in conformity with Thai Accounting Standards requires management to make judgments, estimates and assumptions that affect the application of policies and reported amount of assets, liabilities, income and expenses. These judgments, estimates and assumptions are based on historical experience and various other factors. These estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods, if the revision affects both current and future periods. 4.17 Cross currency and interest rate swap contracts The financial derivative was made with an objective to prevent the risk under accrual basis. Gains and losses from Baht conversion were recognized in the statement of income. Interest was applied to accounting policy as stated in item 4.13

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5. Adjustment in Prior Period 5.1 Investments in subsidiaries In 2008, AOT had changed the method to account for investments in subsidiaries and associates presented in the company’s financial statements from the equity method to the cost method in accordance with the Thai Accounting Standard No. 44 (revised 2007) “Consolidated and Separate Financial Statements” of which AOT has to consider the impairment indicators of investments in accordance with Thai Accounting Standard No. 36 (revised 2007) “Impairment of Assets”. There were impairment indicators of investments in New Bangkok International Airport Co., Ltd. (NBIA) during the liquidation which has the cost of Baht 39,029.00 million because the cabinet agreed to dissolve NBIA and transfer all its business, assets, rights, liabilities, commitment to AOT since January 1, 2006. AOT considered the recoverable amount of NBIA’s net assets which has Baht 38,587.11 million of book value as at September 30, 2007 but AOT did not take any action in the stated accounting period. Therefore, AOT recognized retrospective allowance for impairment of investments in NBIA amounting to Baht 441.89 million likewise the allowance for impairments of investments were recognized at the date of changing accounting policy as mentioned in the above paragraph. The adjustment resulted in the decrease of Baht 441.89 million of investments in subsidiaries in the company’s financial statements as at September 30, 2010 and the same amount of decrease in retained earnings in the company’s financial statements as at October 1, 2009 and 2010 but did not affect the net income in the previously reported period. 5.2 Don Mueang Airport’s Assets Subsequent to the commencement of operations at Suvarnabhumi Airport, in 2009, there are indications that assets at Don Mueang Airport may be impaired, but the recoverable amount could not be measured reliably due to an uncertain plan. The Office of National Economic and Social Development Board and the Ministry of Transport, by resolution of the Council of Economic ministers, jointly conducted a feasibility study on the development concept for Suvarnabhumi Airport and Don Mueang Airport, and in this regard the Ministry of Transport delegated AOT to employ The International Air Transport Association (IATA) to conduct the study under 3 options summarized as follows: (1) Don Mueang Airport continues its present operations, while Suvarnabhumi Airport accelerates its development projects to accommodate future traffic demand. (2) Don Mueang Airport accommodates domestic non-connecting flights, low-cost carriers or international flights in the region with the capacity of 10 million passengers/year in order to delay additional investments at Suvarnabhumi Airport. (3) Don Mueang stops serving all scheduled flights and redirects its business to the development of other commercial activities, while Suvarnabhumi Airport accelerates its additional investments to cope with an increase in passenger number which is expected to be at 60-65 million passengers/year. For the year ended September 30 2011, the management considered the first option is the most appropriate and consistent with the current situation. Therefore, AOT performed impairment test based on the first-option assumption. The Don Mueang Airport is identified as a cash-generating unit. The recoverable amount is defined as the value in use because all business activities are operated on state properties leased from the Treasury Department, Ministry of Finance. According to the regulations of the Ministry of Finance, all constructions become the property of the Ministry of Finance upon completion, so the fair value less costs to sell is equal to zero. The determination of value-in –use of Don Mueang’s assets is estimated from future cash flows over the assets’ useful lives. The growth rate used in the calculation after the fifth year is fixed and less than the AOT’s

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average long-term growth rate. The cash flow estimation is performed on the reasonable basis and includes the forecast of air traffic. The applied discount rate is 11.87% which is the AOT’s weighted average cost of capital (WACC). The result of impairment test reveals that the recoverable amount is less than the carrying amount. Therefore, AOT fully recognizes impairment provision. However, as the impairment indicator incurred in 2009, AOT retrospectively recognizes this impairment provision amounting to Baht 4,987.44 million. The effects of the retrospective adjustments are a decrease of Baht 4,987.44 million in net profit in 2009 and an increase of Baht 604.00 million in net profit in 2010 (a decrease of Baht 615.40 million in depreciation expense, a decrease of Baht 6.69 million in amortization and an increase of Baht 18.09 million in impairment loss) in the consolidated and the company’s financial statements. As at September 30, 2009 and 2010, plant and equipment-net decreased Baht 4,960.23 million and Baht 4,378.70 million respectively. Intangible asset-net decreased Baht 27.21 million and Baht 4.74 million in 2009 and 2010 respectively. Moreover, as at October 1, 2009 and 2010, retained earnings decreased Baht 4,987.44 million and Baht 4,383.44 million, respectively, from which previously reported. 5.3 Intangible asset (Compensation for noise impact) Compensation for noise impact is paid to entities/owners for reengineering buildings and construction in order to prevent noise from the operations of Suvarnabhumi Airport according to the Environmental Law. AOT recognised this compensation for noise impact in the amount of Baht 580.64 million as an intangible asset since the year 2009 and amortised it using the straight-line method. However, compensation for noise impact does not subject to the definition of an intangible asset under TAS 38 because it cannot be separable individually; it is defined as costs arising from the acquisition of items of Suvarnabhumi Airport’s property, plant and equipment which have the same useful lives as the items of property, plant and equipment. Therefore, AOT reclassified the compensation for noise impact in the consolidated and the company’s financial statements for the year as at 30 September 2010 and prospectively adjusted the depreciation expense. The reclassification does not impact the earlier financial statements. The reclassification is as follows:

Unit : Million Baht

Balance sheets as at 30 September 2010 - Increase in building and equipment - Decrease in intangible assets

580.64 580.64

5.4 Change in accounting estimates For the year ended September 30 2011, AOT’s subsidiary (Suvarnabhumi Airport Hotel: SAH) changed its accounting estimates relating to the recording of the depreciation of building and landscape architecture from recording it over the period of the land lease to recording it according to the estimated useful life of the assets. SAH applied a retrospective adjustment in the financial statements of comparative period as if the company had always recorded depreciation according to the estimated useful life of assets, that resulted in an increase in net profit in the consolidated financial statements for the year ended September 30, 2010 of Baht 32.13 million, an increase in plant and equipment – net as at September 30, 2010 of Baht 140.43 million and a decrease in retained earnings as at October 1, 2009 and 2010 of Baht 108.30 million and Baht 140.43 million, respectively.

6. Segmented Financial Information AOT and subsidiary have 2 main segments, which are airport business and hotel business. In 2011 and 2010, AOT and its subsidiary have no substantial activities in segments. AOT, therefore, has neither presented financial information by business segments nor geographical segments.

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7. Additional Information 7.1 Cash and cash equivalents Cash Current account and savings deposits Fixed deposits Bill of Exchange with maturity less than 3 months Bonds with maturity less than 3 months Savings deposit at the AAT Savings and Credit Cooperative Limited Total

Unit : Million Baht

Consolidated The Company 2011 2010 2011 2010 182.44 82.89 181.21 81.66 1,951.49 1,076.77 1,945.98 1,053.15 200.00 - 200.00 2,800.00 500.00 2,800.00 500.00 - 1,789.39 - 1,789.39 45.51 5,179.44

69.86 3,518.91

45.51 5,172.70

69.86 3,494.06

As at September 30, 2011 and 2010, cash and cash equivalents include reserve of the AAT Staff Pension Fund of Baht 28.85 million and Baht 58.89 million. 7.2 Short-term investments Fixed deposits Held-to-maturity debt securities - within 1 year Bill of Exchange Bonds Total

Unit : Million Baht

Consolidated and The Company 2011 2010 19,653.56 16,853.50 2,000.00 58.99 21,712.55

1,000.00 694.07 18,547.57

Fixed deposits are over 3 months but less than 1 year maturity. As at September 30, 2011 and 2010, fixed deposits include the deposits of the AAT Staff Pension Fund in the amount of Baht 3.56 million and Baht 3.50 million, respectively. On January 13, 2011, AOT has pledged bonds amounting to Baht 55.00 million as collateral for delay payment of corporate income tax payable with the Revenue Department until the determination of petition to waive or reduce fine and surcharge relating to value added tax for the construction of Suvarnabhumi Airport and the terminal expansion of Chiang Mai and Phuket Airports is settled. 7.3 Trade accounts receivable – net

Third parties Related parties Total Less : Allowance for doubtful accounts Trade accounts receivable – net

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Unit : Million Baht

Consolidated The Company 2011 2010 2011 2010 2,193.37 3,867.24 2,147.01 3,819.44 21.97 103.64 24.93 110.14 2,215.34 3,970.88 2,171.94 3,929.58 555.15 686.97 545.28 675.97 1,660.19 3,283.91 1,626.66 3,253.61


The allowance for doubtful accounts of Baht 555.15 million consists of 7 proceeding legal cases accounted for Baht 9.40 million, 8 cases under process of gathering evidence for further legal action accounted for Baht 17.49 million, 3 cases under consideration of the state attorney for Baht 191.65 million and 133 cases in the process compromising and pursuing totaling Baht 336.61 million. Trade accounts receivable are classified as follows:

Unit : Million Baht

Not overdue Not over 6 months Over 6 months – 1 year Over 1 year – 2 years Over 2 years Total

Consolidated The Company 2011 2010 2011 2010 1,560.88 3,105.47 1,542.99 3,094.50 47.05 76.54 33.28 60.84 90.64 93.53 89.56 89.22 22.79 214.64 22.44 214.64 493.98 480.70 483.67 470.38 2,215.34 3,970.88 2,171.94 3,929.58

7.4 Other receivables

Unit : Million Baht

Receivables from the Revenue Department Receivables from the State Railway of Thailand Receivables from extended credit Other receivables Total

Consolidated The Company 2011 2010 2011 2010 2,211.83 1,247.19 2,211.50 1,246.68 37.70 37.70 37.70 37.70 3.18 2.58 3.18 2.58 13.00 20.15 2.39 9.30 2,265.71 1,307.62 2,254.77 1,296.26

Receivables from the Revenue Department amounting to Baht 2,211.83 million in the consolidated financial statements as at September 30, 2011, comprised of : - Baht 964.82 million of AOT corporate income tax refund. - Baht 0.33 million of SAH input tax refund and Baht 1,246.68 million of AOT input tax refund. AOT input tax refund was the input tax incurred from the construction of Suvarnabhumi Airport during June 1996 – December 2005 and transferred from NBIA on January 1, 2006. Referring to the input tax refund process, the Council of State considered that AOT, as the one that NBIA was transferred to in accordance with the cabinet’s resolution and business transferring contract, is entitle to the right and responsibility transferred from NBIA to apply for the VAT refund (input tax). However, AOT must act in accordance with criteria stated in the Revenue Code and other related law. AOT acted according to the criteria set by the Revenue Department. AOT filed the estimation of use of building space to the Revenue Department and received an extension to file details of building construction and use from the Revenue Department. At present, it is under tax refund examination process of the Revenue Department. 7.5 Inventories and supplies - net

Inventories and supplies Less : Allowance for damaged and obsoleted supplies Inventories and supplies – net

Unit : Million Baht

Consolidated The Company 2011 2010 2011 2010 313.70 254.70 307.18 248.75 0.46 0.43 0.46 0.43 313.24 254.27 306.72 248.32

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7.6 Other current assets

Unit : Million Baht

Assets available for sale Less: Allowance for impairment of assets Assets available for sale – net Accrued input tax Other Current assets Total

Consolidated The Company 2011 2010 2011 2010 159.13 159.13 135.38 135.38 (159.13) (159.13) (135.38) (135.38) - - - 183.29 172.81 167.57 159.30 189.20 966.54 187.28 964.93 372.49 1,139.35 354.85 1,124.23

Assets available for sale amounting to Baht 159.13 million in the consolidated financial statements and Baht 135.38 million in the company’s financial statements less allowance for impairment of assets of Baht 159.13 million and Baht 135.38 million, respectively, incurred from the reclassification of investment in ordinary shares of Thai Airport Ground Services Co., Ltd. The company made call upon shareholders to pay for shares in full by additional payment of 50%, amounting to Baht 135.38 million but AOT had a policy not to pay for the call. Later, on January 21, 2010, the company issued a notice that shares will be forfeited and sold by public auction. The company issued a notice dated October 5, 2011, to AOT informing that the company could not sell the forfeited shared. Therefore, the company withdrew the forfeit and requested AOT to pay for shares in full within 30 days after receiving the notice. AOT has already estimated provisions which may incur from the mentioned investment (Note 7.19). 7.7 Investments in subsidiaries The Company Unit : Million Baht

Percentage of Investments Name of Company Shareholding (%) Cost method 2011 2010 2011 2010 New Bangkok International Airport Co., Ltd. (NBIA) : under liquidation 100.00 100.00 39,029.00 39,029.00 Less Allowance for impairment of investments (441.89) (441.89) NBIA-net (Note 7.33) 38,587.11 38,587.11 Suvarnabhumi Airport Hotel Co., Ltd. (SAH) 60.00 60.00 610.67 610.67 Total 39,197.78 39,197.78

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Dividend 2011 2010 -

-

-

-


7.8 Long-term investments Consolidated

Unit : Million Baht Percentage of Name of Company Shareholding (%) At Cost Fair Value Book Value Dividends 2011 2010 2011 2010 2011 2010 2011 2010 2011 2010 1. General investments Airport Duty Free Co., Ltd. 10.00 10.00 20.00 20.00 - - 20.00 20.00 - - Phuket Air Catering Co., Ltd. 10.00 10.00 10.00 10.00 - - 10.00 10.00 3.50 3.00 Airport Associated Co., Ltd. 10.00 10.00 3.00 3.00 - - - - - - Less : Allowance for impairment of investments (3.00) (3.00) - - - - - - Don Mueang International Airport Hotel Co., Ltd. 9.00 9.00 10.80 10.80 - - 10.80 10.80 - 7.56 Trade Siam Co., Ltd. 1.50 1.50 0.75 0.75 - - 0.75 0.75 - - Thai Aviation Refuelling Co., Ltd. 10.00 10.00 53.00 53.00 - - 53.00 53.00 17.86 15.19 Thai Airport Ground Services Co., Ltd. 1.43 1.43 16.75 16.75 - - - 16.75 - - Less : Allowance for impairment in value of investments (16.75) - - - - - - Total 94.55 111.30 - - 94.55 111.30 2. Available-for-sale equity securities Bangkok Aviation Fuel Service Public Company Limited (BAFS) 4.94 4.94 21.00 21.00 257.04 246.96 257.04 246.96 15.37 12.10 3. Fixed Deposits 5,800.00 5,000.00 - - 5,800.00 5,000.00 Grand Total 5,915.55 5,132.30 257.04 246.96 6,151.59 5,358.26

The Company

Unit : Million Baht Percentage of Name of Company Shareholding (%) At Cost Fair Value Book Value Dividends 2011 2010 2011 2010 2011 2010 2011 2010 2011 2010 1. General investments Airport Duty Free Co., Ltd. 10.00 10.00 20.00 20.00 - - 20.00 20.00 - - Phuket Air Catering Co., Ltd. 10.00 10.00 10.00 10.00 - - 10.00 10.00 3.50 3.00 Airport Associated Co., Ltd. 10.00 10.00 3.00 3.00 - - - - - - Less : Allowance for impairment of investments (3.00) (3.00) - - - - - - Don Mueang International Airport Hotel Co., Ltd. 9.00 9.00 10.80 10.80 - - 10.80 10.80 - 7.56 Trade Siam Co., Ltd. 1.50 1.50 0.75 0.75 - - 0.75 0.75 - - Thai Aviation Refuelling Co., Ltd. 10.00 10.00 53.00 53.00 - - 53.00 53.00 17.86 15.19 Thai Airport Ground Services Co., Ltd. 1.43 1.43 14.25 14.25 - - - 14.25 - - Less : Allowance for impairment of investments (14.25) - - - - - - Total 94.55 108.80 - - 94.55 108.80 2. Available-for-sale equity securities Bangkok Aviation Fuel Service Public Company Limited (BAFS) 4.94 4.94 21.00 21.00 257.04 246.96 257.04 246.96 15.37 12.10 3. Fixed Deposits 5,800.00 5,000.00 - - 5,800.00 5,000.00 Grand Total 5,915.55 5,129.80 257.04 246.96 6,151.59 5,355.76

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7.9 Related party transactions The related party transactions are included in the financial statements based on normal business as follows:

7.9.1 Trade accounts receivable Thai Airport Ground Services Co., Ltd. Phuket Air Catering Co., Ltd. Suvarnabhumi Airport Hotel Co., Ltd. Thai Aviation Refuelling Co., Ltd. Bangkok Aviation Fuel Service Plc. Total Less : Allowance for doubtful accounts Trade accounts receivable - net 7.9.2 Accrued income Thai Aviation Refuelling Co., Ltd. Suvarnabhumi Airport Hotel Co., Ltd. Total 7.9.3 Trade accounts payable Suvarnabhumi Airport Hotel Co., Ltd. Thai Airport Ground Services Co., Ltd. Total 7.9.4 Accrued expenses Suvarnabhumi Airport Hotel Co., Ltd. Thai Airport Ground Services Co., Ltd. Total 7.9.5 Revenue received in advance Suvarnabhumi Airport Hotel Co., Ltd. 7.9.6 Revenues and expenses Operating revenues Thai Airport Ground Services Co., Ltd. Phuket Air Catering Co., Ltd. Bangkok Aviation Fuel Service Plc. Don Mueang International Airport Hotel Co., Ltd. Thai Aviation Refuelling Co., Ltd. Suvarnabhumi Airport Hotel Co., Ltd. Total Operating expenses Thai Airport Ground Services Co., Ltd. Suvarnabhumi Airport Hotel Co., Ltd. Total

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Unit : Million Baht

Consolidated The Company 2011 2010 2011 2010 - 1.41 - 0.04 20.52 21.97 - 21.97

21.08 0.99 - 0.63 80.94 103.64 0.16 103.48

- 1.41 2.96 0.04 20.52 24.93 0.36 24.57

21.08 0.99 6.50 0.63 80.94 110.14 0.16 109.98

9.97 - 9.97

9.17 - 9.17

9.97 29.85 39.82

9.17 18.30 27.47

- 39.87 39.87

- 18.77 18.77

- 39.87 39.87

0.02 18.77 18.79

- 69.20 69.20

- 83.64 83.64

- 69.20 69.20

0.16 83.64 83.80

-

-

1.68

1.89

- 33.79 261.44 5.53 15.23 - 315.99

20.23 25.39 245.45 4.88 14.22 - 310.17

- 33.79 261.44 5.53 15.23 55.33 371.32

20.23 25.39 245.45 4.88 14.22 59.68 369.85

28.08 - 28.08

71.40 - 71.40

28.08 0.98 29.06

71.40 1.05 72.45


7.10 Plant and equipment - net

Unit : Million Baht

Consolidated The Company Building Building & Con- & Con struction Equipment Total struction Equipment Total Cost As at October 1, 2010 101,611.93 42,236.23 143,848.16 99,487.37 41,704.93 141,192.30 Additions 2,878.83 1,526.31 4,405.13 2,877.88 1,523.22 4,401.10 924.13 1.53 925.66 924.13 2.30 926.43 Reclassification Sale and disposals - (178.14) (178.14) - (175.69) (175.69) As at September 30, 2011 105,414.89 43,585.93 149,000.82 103,289.38 43,054.76 146,344.14 Accumulated Depreciation As at October 1, 2010 20,539.88 26,562.77 47,102.65 20,054.84 26,155.36 46,210.20 (465.24) (150.16) (615.40) (465.24) (150.16) (615.40) Effect of impairment of assets (Note 5.2) Effect of change in accounting estimates (Note 5.4 ) (140.43) - (140.43) - - Balance at the beginning - after adjustment 19,934.21 26,412.61 46,346.82 19,589.60 26,005.20 45,594.80 Depreciation for the Period 2,211.34 5,508.89 7,720.23 2,127.08 5,429.04 7,556.12 Reclassification 58.35 1.57 59.92 58.35 2.23 60.58 Disposals - (166.64) (166.64) - (164.34) (164.34) As at September 30, 2011 22,203.90 31,756.43 53,960.33 21,775.03 31,272.13 53,047.16 Allowance for impairment As at October 1, 2010 - after adjustment 4,343.75 650.35 4,994.10 4,343.75 650.35 4,994.10 Allowance for Impairment of the Period 192.36 146.98 339.34 192.36 146.98 339.34 4,536.11 797.33 5,333.44 4,536.11 797.33 5,333.44 As at September 30, 2011 Book Value – net As at October 1, 2010 - after adjustment 77,333.98 15,173.26 92,507.24 75,554.02 15,049.38 90,603.40 As at September 30, 2011 78,674.88 11,032.17 89,707.05 76,978.24 10,985.30 87,963.54

During the year, AOT recognizes an impairment loss on Mae Fah Luang, Chiang Rai Airport’s assets amounting to Baht 293.27 million because there is an impairment indicator and the amount of value in use is less than its carrying amount. As at September 30, 2011, net plant and equipment of AOT in the consolidated and the company’s financial statements are Baht 89,707.05 million and Baht 87,963.54 million. The finance leased assets which included in equipment are as follows:

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Unit : Million Baht

Cost Less Accumulated Depreciation Book Value

Consolidated The Company 2011 2010 2011 2010 1,303.93 1,287.50 1,302.88 1,286.45 497.48 244.28 497.22 244.28 806.45 1,043.22 805.66 1,042.17

7.11 Assets under construction Consolidated and The Company Unit : Million Baht

As at October 1, 2010 Addition Transfer to plant and equipment As at September 30, 2011

Suvarnabhumi Airport 6,898.69 3,991.13 (4,304.68) 6,585.14

Regional Airports 25.70 281.93 (224.15) 83.48

Head Office 1.40 67.18 (40.58) 28.00

Total 6,925.79 4,340.24 (4,569.41) 6,696.62

7.12 Intangible assets - net Consolidated and The Company Unit : Million Baht

Cost As at October 1, 2010 Reclassification Additions As at September 30, 2011 Amortization As at October 1, 2010 Effect of impairment of assets ( Note 5.2 ) Balance at the beginning - after adjustment Reclassification Amortization for the Period As at September 30, 2011 Allowance for impairment As at October 1, 2010 Allowance for Impairment of the Period As at September 30, 2011 Book Value – net As at October 1, 2010 As at September 30, 2011

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1,888.93 (580.64) 54.87 1,363.16 578.50 (6.69) 571.81 (42.31) 129.48 658.98 11.43 1.19 12.62 1,305.69 691.56


7.13 Other non-current assets Unit : Million Baht

Unused land and Construction Advance payment Guaranteed money Cross Currency and Interest Rate Swap contact Total

Consolidated The Company 2011 2010 2011 2010 2,196.99 2,162.72 2,196.99 2,162.72 8.35 24.44 8.35 24.44 3.09 3.02 3.08 3.01 9,710.26 5,012.80 9,710.26 5,012.80 11,918.69 7,202.98 11,918.68 7,202.97

Net unused land and construction amounting to Baht 2,196.99 million are as follows : - There is 692 Rai, 2 Ngan, and 22 Square Wah of unused land at Suvarnabhumi Airport amounting to Baht 1,730.68 million. At present, it is under the analysis to set land management guidelines for the efficiency and the ultimate benefits. The land management plan is not yet concrete. - AOT repurchased land and construction amounting to Baht 466.31 million from people who are affected by noise impact. AOT has a policy to give rights to AOT’s employees and employees of other entities who work at Suvarnabhumi Airport to purchase those assets at a reasonable price which may be lower than the acquired cost. Moreover, AOT will permit an assets management company to manage all assets or assets left from those provided for AOT’s employees. 7.14 Promissory notes AOT has issued promissory note to NBIA amounting to Baht 38,483.81 million (Note 7.33) on January 1, 2006 for discrepancy between the assets and liabilities transferred from NBIA, 0.5% of interest rate per annum. AOT has not to pay interest since the dissolution date of NBIA. The maturity date of this note will be the last working day prior to the date that the remaining of share value, (if any), will be returned to shareholders of NBIA. 7.15 Other current liabilities Unit : Million Baht

Employee’s bonus payable Accrued output tax Accrued property tax Value added tax payable Revenue received in advance Withholding tax payable Other liabilities Pension payable (AAT Staff Pension Fund) Total

Consolidated The Company 2011 2010 2011 2010 996.25 822.97 996.25 822.97 122.68 226.10 119.22 222.34 2,637.32 2,312.73 2,637.32 2,312.73 86.83 26.15 86.83 26.15 421.54 386.97 423.22 388.86 30.88 31.50 30.71 30.81 354.79 412.03 312.65 392.95 3.44 12.88 3.44 12.88 4,653.73 4,231.33 4,609.64 4,209.69

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7.16 Long – term loans

Foreign Loans Less : Current portion of Long – term loan Domestic Loans Less : Current portion of Long – term loan Total

Consolidated The Company 2011 2010 2011 2010 Million Million Million Million Million Million Million Million Yen Baht Yen Baht Yen Baht Yen Baht 149,924.01 61,600.47 162,163.61 59,595.61 149,924.01 61,600.47 162,163.61 59,595.61 12,259.98 5,037.35 12,239.60 4,498.09 12,259.98 5,037.35 12,239.60 4,498.09 137,664.03 56,563.12 149,924.01 55,097.52 137,664.03 56,563.12 149,924.01 55,097.52 - 1,098.93 - 1,247.37 - - - - 148.44 - 148.44 - - - - 950.49 - 1,098.93 - - - 137,664.03 57,513.61 149,924.01 56,196.45 137,664.03 56,563.12 149,924.01 55,097.52

7.16.1 Foreign loans AOT foreign loans were borrowed in Japanese yen from oversea financial institutes, guaranteed by the Ministry of Finance with fixed annual interest rate at 0.75-2.70% and 2003-2042 payment due. AOT entered into cross currency and interest rate swap contact for 77.63% of the remaining balance of loan (as at September 30, 2011, exchange rate was Yen 100 = Baht 41.0878). 7.16.2 Domestic loans Domestic loans were borrowed from local financial institutes for the construction of Suvarnabhumi Airport Hotel amounting to Baht 1,630.76 million with interest rate of MLR-2.0% per annum from contract signed date to September 30, 2007 and of MLR-1.0% per annum from October 1, 2007 onwards. The payment is due quarterly for 44 installments, amounting to Baht 37.10 million for each installment. The first payment has been paid in February, 2008 and the last payment will be due within November 30, 2018. On November 25, 2010, Suvarnabhumi Airport Hotel changed loans repayment criteria. The annual interest rate from February 26, 2010 to February 27, 2013 will be MLR-2.25% per annum and MLR-1.3% per annum since February 28, 2013 onwards. The principal repayment will be paid monthly from March 2010 to November 2016 at Baht 12.37 million. Moreover, the monthly repayment from December 2016 to November 2018 will be Baht 13.92 million. 7.17 Finance leased liabilities Unit : Million Baht

Finance leased liabilities - Not later than 1 year - Later than 1 year but not later than 5 years Future finance charges on finance leases Present value of finance leased liabilities Present value of finance leased liabilities - current liabilities (Not later than 1 year) - non-current liabilities (Later than 1 year but not later than 5 years) Total

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Consolidated The Company 2011 2010 2011 2010 358.99 547.28 (48.68) 857.59

388.55 839.43 (86.99) 1,140.99

358.68 546.66 (48.56) 856.78

388.24 838.50 (86.80) 1,139.94

331.82

350.48

331.57

350.25

525.77 857.59

790.51 1,140.99

525.21 856.78

789.69 1,139.94


7.18 AAT staff pension fund AOT has set up a pension fund of Airports Authority of Thailand by contributing 10% of the employees’ salaries to the fund. As at September 30, 2011, AOT had obligation to pay its employees amounting to Baht 10.13 million. 7.19 Provisions Consolidated and The Company Unit : Million Baht

Property Demand Tax for Lawsuit penalties investment Noise compen- compen- compen- impact sation sation sation Total As at October 1, 2010 - 33.29 228.47 135.38 397.14 - Addition of provisions 1,231.94 334.78 0.18 - 1,566.90 - Used during the year - 0.05 - - 0.05 As at September 30, 2011 1,231.94 368.02 228.65 135.38 1,963.99 1,231.94 - - 135.38 1,367.32 - Short - term provisions - Long - term provisions - 368.02 228.65 - 596.67 Total 1,231.94 368.02 228.65 135.38 1,963.99

7.20 Other non-current liabilities Unit : Million Baht

Retentions Deferred revenue Other non-current liabilities Total

Consolidated and The Company 2011 2010 97.18 90.00 44.15 46.37 18.73 19.93 160.06 156.30

7.21 Share capital AOT had authorized share capital of 1,428,570,000 ordinary shares with a par value of Baht 10 per share. The shares were issued and fully paid-up totally Baht 14,285.70 million. 7.22 Legal reserve According to Article 116 of the Public Limited Companies Act B.E.2535 AOT is required to appropriate not less than 5 percent of its annual net income as a reserve until the reserve fund reaches 10 percent of the authorized share capital. The AOT reserve fund was already appropriated to 10% of the issued and fully paid-up share capital.

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7.23 Dividend On January 21, 2011, the Annual Shareholder’s meeting of AOT approved the dividend payment for the year 2010 of Baht 0.55 per share, amounting to Baht 785.71 million. AOT paid the dividends on February 9, 2011 7.24 Management’s remuneration Managements comprise the Company’s Board of Directors, chief executive, persons in the next four executive levels below the chief executive and persons whose titles equivalent to the forth executive including persons in accounting or finance whose titles higher or equivalent to department manager in accordance with the Securities and Exchange Act. Unit : Million Baht

Board of Directors’ Remuneration Board of Directors’ Bonus Chief executive’s Remuneration Other executives’ Remuneration Total

Consolidated The Company 2011 2010 2011 2010 10.97 9.27 10.12 7.94 1.40 4.19 1.40 4.19 8.91 11.93 5.37 8.57 41.67 41.93 41.67 41.93 62.95 67.32 58.56 62.63

7.25 State property rental The Treasury Department demanded for collect the compensation for using the state property from AOT at the rate of 5 percent of the operating income of Don Mueang Airport and Suvarnabhumi Airport and 2 percent for the other Regional Airports without any expense deduction. After the opening of Suvarnabhumi Airport, the compensation rates for Don Mueang Airport and Regional Airports will be adjusted according to the result of consultant study provided by the Treasury Department. At present, AOT and the Treasury Department are negotiating for the new compensation rates, therefore, state property rental amounting to Baht 1,244.84 million has been recorded at the former rates since the opening of Suvarnabhumi Airport. The rental fees of state property amounting to Baht 2.56 million which AOT received from Don Mueang International Airport Hotel Co., Ltd. has been remitted to the Treasury Department, Ministry of Finance at the rate of 50 percent without any expense deduction. The total amount of fees was Baht 1,247.40 million. 7.26 Loss on impairment of assets Unit : Million Baht

Loss on impairment Loss on impairment Loss on impairment Loss on impairment Total

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of of of of

Don Mueang Airport Mae Fah Luang Chiang Rai Airport investments assets available for sale

Consolidated The Company 2011 2010 2011 2010 46.66 18.09 46.66 18.09 294.47 - 294.47 16.75 - 14.25 - 159.13 - 135.38 357.88 177.22 355.38 153.47


7.27 Loss (gain) on foreign exchange Unit : Million Baht

Realized Loss (gain) Unrealized Loss (gain) Total

Consolidated The Company 2011 2010 2011 2010 96.45 (56.04) 96.51 (55.92) 1,441.67 (253.34) 1,441.67 (253.34) 1,538.12 (309.38) 1,538.18 (309.26)

7.28 Financial costs Unit : Million Baht

Interest expense of loans from financial institutions Interest expense from finance leased liabilities Total

Consolidated The Company 2011 2010 2011 2010 2,186.08 2,343.49 2,130.93 2,284.58 37.73 46.22 37.66 46.22 2,223.81 2,389.71 2,168.59 2,330.80

7.29 Remuneration to Auditors Unit : Million Baht

Audit fee Other expenses Total

Consolidated The Company 2011 2010 2011 2010 3.15 2.65 2.75 2.25 0.46 0.40 0.46 0.40 3.61 3.05 3.21 2.65

7.30 Financial instruments Interest rate risk Interest rate risk arises from changes in market interest rate which may have and effects on AOT operating results and cash flow in the present and the future. AOT has short term and long term deposits in the financial institutes. The AOT has liabilities from loans with fixed interest rate and AOT’s subsidiary has liabilities from loans with floating interest rate. Exchange rate risk AOT had risk from the variance of currency exchange rate that affects liabilities, operating expenses and interest payment in foreign currency. AOT risk management policy is to set up the risk management subcommittee on foreign debt. AOT entered into cross currency swap for Japanese Yen loans to Thai Baht which was 77.63% of the remaining amount of loans by applying financial derivative of Cross Currency Swap, Participating Swap and Cross Currency Swap which referring to the Kingdom of Thailand solvency in proportion of 42:33:25 with Thai and foreign financial institutes. Credit risk Credit risk is arisen from the delayed payment of debt of the client. Setting the clear service payment, continually trace the client of outstanding debt, and ask for the guarantee from the client schedule, are the ways to hedge the said matter. The client’s fair value stated in the balance sheets is the net value of the debtor after deducting doubtful account.

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Liquidity risk AOT and its subsidiaries manage liquidity risk by sufficiently maintaining the level of cash and cash equivalents to support the company’s operations and decrease risk from the effects of cash flow fluctuation. Effective interest rate analysis The effective interest rates of the financial assets and liabilities with interest as at September 30, 2010, were as follows:

Consolidated

2011

Unit : Million Baht

Effective interest Within More than More than More than rate (%) 1 Year 1 Year 2 Years 5 Years Total Cash and current account - 36.33 - - - 36.33 Cash equivalents 2.78 5,143.11 - - - 5,143.11 3.38 21,712.55 - - - 21,712.55 Short-term investments Long-term investments 3.50 - 3,800.00 2,000.00 - 5,800.00 26,891.99 3,800.00 2,000.00 - 32,691.99 Domestic loans 5.84 148.44 148.44 148.44 653.61 1,098.93 Foreign loans 1.68 5,037.35 5,045.66 15,136.97 36,380.49 61,600.47 5,185.79 5,194.10 15,285.41 37,034.10 62,699.40

2010

Unit : Million Baht

Effective interest Within More than More than More than rate (%) 1 Year 1 Year 2 Years 5 Years Total (7.45) Cash and current account - (7.45) - - - Cash equivalents 1.31 3,526.36 - - - 3,526.36 Short-term investments 2.03 18,547.57 - - - 18,547.57 Long-term investments 3.22 - 5,000.00 - - 5,000.00 22,066.48 5,000.00 - - 27,066.48 Domestic loans 4.12 148.44 148.44 296.88 653.61 1,247.37 Foreign loans 1.67 4,498.09 4,505.58 13,539.01 37,052.93 59,595.61 4,646.53 4,654.02 13,835.89 37,706.54 60,842.98 The Company 2011 Unit : Million Baht Effective interest Within More than More than More than rate (%) 1 Year 1 Year 2 Years 5 Years Total Cash and current account - 35.09 - - - 35.09 Cash equivalents 2.78 5,137.61 - - - 5,137.61 Short-term investments 3.38 21,712.55 - - - 21,712.55 Long-term investments 3.50 - 3,800.00 2,000.00 - 5,800.00 22,885.25 3,800.00 2,000.00 - 32,685.25 Loans (Japanese Yen) 1.68 5,037.35 5,045.66 15,136.97 37,380.49 61,600.47

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2010

Unit : Million Baht

Effective interest Within More than More than More than rate (%) 1 Year 1 Year 2 Years 5 Years Total - (8.68) - - - (8.68) Cash and current account Cash equivalents 1.32 3,502.74 - - - 3,502.74 Short-term investments 2.03 18,547.57 - - - 18,547.57 3.22 - 5,000.00 - - 5,000.00 Long-term investments 22,041.63 5,000.00 - - 27,041.63 Loans (Japanese Yen) 1.67 4,498.09 4,505.58 13,539.01 37,052.93 59,595.61

Fair value of Financial Instrument Most of the financial assets and liabilities were in short-term category including the loan which its interest rate close to the rate applied in the market. The management believed that the fair value of financial assets and liabilities did not have significant difference from the book value. The fair value of Cross Currency and Interest Rate Swap was the liability. As at September 30, 2010, if the contract is terminated, AOT will recieve Baht 1,949.72 million for compensation that was calculated by decreasing rate fixed by the contractor. 7.31 Commitment Consolidated and The Company AOT’s legal commitments, which are not considered as expenses in the accounting period, are as follows: - Capital expense commitment, as at September 30, 2010 comprises: Unit : Million Baht

Contracts for regional airports development projects Suvarnabhumi Airport’s construction contracts Noise Impact Total

189.28 134.73 1,675.24 1,999.25

- Operating expense commitment (VAT included), as at September 30, 2011 comprises: Unit : Million Baht

Contracts with private sector Repair and maintenance contracts Properties leasing contracts Total

5,056.80 2,389.00 437.03 7,882.83

The Suvarnabhumi Airport Hotel has entered into 20 – year - contract of hotel management (February 1, 2005-January 31, 2025). SAH has an obligation for hotel management fee (wages and personnel expenses) amounting to Baht 1,995.24 million, Baht 465.09 million of which was recorded as expenses. The remaining obligation is Baht 1,530.15 million. SAH also has obligation for the logo fee amounting to Baht 21.40 million (VAT included) which was recorded as expense for Baht 7.49 million. The remaining obligation was Baht 13.91 million. Total remaining obligations were Baht 1,544.06 million.

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7.32 Contingent liabilities 7.32.1 Assessment of property tax AOT property tax has been assessed by Bangkok Metropolitan Administration (BMA) since 1995 by using remunerations for the space that AOT granted to operators as a calculation base. AOT appealed to BMA and submitted the matter to Office of the Attorney General on July 29, 1999 for the determination of the committee on the assessment of property tax. As a result, the board of directors (meeting No. 6/1999 dated June 29, 1999) resolved that AOT would pay property tax at the reasonable rate. BMA has informed the Treasury Department, the owner of property, about the assessment of property tax every year by using the same criteria since 1995 AOT has disagreed and appealed every year as since 1995. Later, AOT was informed by the Office of the Attorney General (letter No. 0015/5219 dated Mar 24, 2005) for the final determination of the committee on the assessment of property tax. If BMA accepts the final determination of the committee, AOT will receive the property tax (1995-2003) of Baht 570.69 million from BMA (the letter requesting for the repayment of the said tax amount has already been sent to BMA). The Office of the Attorney General informed the Treasury Department that, in 2004, the committee had the same determination as in 2003. Refering to BMA letter dated September 11, 2006, BMA informed the Treasury Department that BMA disagreed with the determination of the committee on the assessment of property tax. AOT was informed by the Treasury Department on October 2, 2006 that the Office of the Attorney General will submit the matter to the cabinet for ordering BMA to act in accordance with the determination of the committee. On January 8 and 19, 2010, AOT was informed by the Office of the Attorney General via the Treasury Department for the final determination of the committee on the assessment of property tax that the criteria for property tax assessment for 2005 and 2006 will be the same as 2004 and 2005, respectively. Moreover, on October 14, 2011, AOT was informed by the Office of the Attorney General via the Treasury Department for the final determination of the committee on the assessment of property tax that the criteria for property tax assessment for 2007 and 2008 will be the same as 2006. In this accounting period, AOT was informed by BMA on the additional assessment of property tax for the spaces that AOT granted to operators at Don Muang International Airport for the year 2010 and 20072009 amounting to Baht 13.29 million by adhering to the previous criteria since 1995. AOT, therefore, paid the tax of Baht 11.43 million according to the tax assessment criteria specified by the committee on the assessment of property tax. For the remaining amount of Baht 1.86 million, AOT appealed to BMA according to the determination of the committee. At the end of the period, AOT has Baht 2,374.91 million of appealing tax payable (BMA has assessed the property tax amounted to Baht 3,935.78 million, less the paid tax of Baht 1,560.87 million). Moreover, AOT recorded provision for penalties of Baht 228.65 million according to Section 43(4) of the Property Tax Act, B.E.2475 (1932), amended by the Property Tax Act (No.4), B.E.2534 (1991) in case the result of the appeal complied with the assessment of BMA. 7.32.2 Lawsuits AOT was prosecuted with 61 cases which comprise of: - 47 general cases. The plaintiff filed a lawsuit against AOT to compensate for the damage in an approximate amount of Baht 6,391.83 million (excluding interest). The cases are under consideration of the court and insurance company and not settled. The attorney-at-law of the Office of the Attorney General represents AOT. - 14 cases of impact from the noise pollution. The plaintiff filed a lawsuit against AOT to compensate for the damage in an approximate amount of Baht 534.24 million. Presently, the cases are under the consideration of the court and not settled. The attorney-at-law of the Office of the Attorney General represents AOT. With reference to the termination of trolleys service contract at Suvarnbhumi Airport with a private company, on January 18, 2011, AOT received provisional injunction from the Civil Court, case No. (Black) 118/2011

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dated January 17, 2011. The court issued a court motion to private company to manage buildings and car park at Suvarnabhumi Airport until the court’s order has been changed. On January 19, 2011, AOT requested the court to withdraw an order and cancel provisional injunction. The Civil Court determined that the case was duplicated to the case No. (Black) 1628/2010 of the Administrative Court. The court ordered to cancel the plaint, dismiss the case, strike the case out of the case list and cancel the provisional injunction. As a result, disputes between AOT and private company are pending actions of the Central Administrative Court. At the end of the period, AOT recorded provision for liabilities incurred from 14 cases of lawsuits amounting to Baht 368.02 million. 7.32.3 Noise Impact AOT’s Board of Directors have resoluted on May 15, 2008, to pay compensation to people who are affected by noise pollution arisen from the operations of Suvarnabhumi Airport in accordance with the cabinet resolution on May 29, 2007. The compensation payments base on actual air traffic and are for buildings that were constructed before 2001as follows: - Areas with NEF over 40: To negotiate and purchase buildings and constructions by comparing with the compensation guideline for expropriated immovable property as stated in the Act on Expropriation of Immovable Property B.E.2530 (1987). If owners do not want to sell the property, they will receive money for building improvement. - Areas with NEF 30-40: To support building and construction improvement by evaluating noise level. If the noise level is over 10 decibel (a), an owner will receive money for buildings and constructions improvement according to the criteria of the study of National Institute of Development Administration (NIDA) However, AOT established compensation fund for the impact of Suvarnabhumi Airport. The objective of the fund is to set criteria and methods to mitigate and help people who are affected from the operations of Suvarnabhumi Airport. It is in compliance with the resolution of the National Environment Board meeting No. 2/2009 dated May 4, 2009. At the end of the period, AOT recorded provision for compensation for noise impact amounting to Baht 1,231.94 million. The provision for compensation was estimated from results of price appraisal survey to improve buildings which were affected from noise impact in area with NEF 30-40 conducted by independent appraiser. The survey was 80% complete. 7.33 Acquisition and dissolution of NBIA According to the cabinet’s resolution dated September 10, 2002, the cabinet agreed to transfer all activities, rights, liabilities, commitment, assets, as well as employees of NBIA to AOT when Suvarnabhumi Airport has completely been constructed. This would take place before the airport start its operation. Besides, NBIA should be dissolved and all its activities transfer to AOT as a business unit. This arrangement has already occurred on January 1, 2006 and acknowledged by the cabinet’s resolution dated February 28, 2006 in accordance with the resolutions of the Ministry of Finance and the Ministry of Social Development and Human Security. On December 8, 2004, all personnel from NBIA have already been transferred to AOT. After that, business, assets, rights, and commitment of that have also been transferred to AOT on January 1, 2006. All properties and liabilities have been transferred from NBIA under book value recorded in NBIA account as at December 31, 2005 at the amount of Baht 100,913.28 million (including Baht 91,820.25 million of assets under construction, Baht 149.35 million of land, plant and equipment and Baht 8,943.68 million of other items) and Baht 62,429.47 million, respectively. Thus, the amount of the promissory note that AOT issued to NBIA was Baht 38,483.81 million with interest rate of 0.5% per annum. The maturity date of this note will be the last working day prior to the date that the remaining of share value, (if any), will be returned to AOT. NBIA was registered for dissolution on July 31, 2006 in accordance with the resolutions of the

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AOT Extraordinary Shareholders’ Meeting No.1 on July 12, 2006 and No.2 on July 28, 2006. At present, it is under the liquidation process. AOT has not to pay interest since the dissolution date of NBIA. As at September 30, 2011, the related transactions of NBIA were recorded in the company’s financial statements as follows: -

Other receivables Investments in subsidiaries-net Promissory notes Accrued expenses Accrued revenues

Baht Baht Baht Baht Baht

0.75 million 38,587.11 million 38,483.81 million 111.76 million 8.09 million

7.34 Dispute AOT received the letter from the Thai Arbitration Institute acknowledging the receipt of the Statement of Claim as follows: - A joint venture submitted the Statement of Claim, arising in respect of the construction contract of the passenger terminal complex for Suvarnabhumi Airport, to the Thai Arbitration Institute in accordance with the cases No.(Black) 103/2009 and No. (Black) 104/2009 dated October 30, 2009. A joint venture request AOT to pay for damages amounting to Baht 7,070.69 million and Yen 568.77 million including interest. At present, it is under the process to appoint the arbitrator. - A joint venture submitted the Statement of Claim, arising in respect of the construction contract of the elevated frontage roads for Suvarnabhumi Airport, to the Thai Arbitration Institute in accordance with the cases No. (Black) 33/2010 dated May 4, 2009. A joint venture request AOT to pay for damages amounting to Baht 1206.17 million and Yen 99.22 million including interest. At present, it is under the process of appointing the arbitrator. Therefore, AOT could not estimate whether and to what extent the damages will incur according to the claimants. 7.35 Events after the balance sheets date AOT was affected by floods. AOT head office and Don Mueang airport have been flooded since October 22, 2011, resulting to damages of assets of AOT head office and Don Mueang airport. Don Mueang airport was affected by floodwater in the responded area of 3,000 Rai. The floodwater of all area was 0.80-1.50 meters. As a result, runway, taxiway, apron, airport power system, high voltage system which generate power for the airport, East and West airport navigation systems, terminals, airport office building, and other related aviation buildings were damaged and unable to service. The company is currently assessing the damage amount from this disaster. The estimated restoration cost to resume the operations at Don Mueang Airport and head office is Baht 1,700 million (included VAT). However, some damaged assets affected from the flood at Don Mueang Airport and the Regional Airports are insured. The insurance covers loss amounting to Baht 1,000 million. In addition, the cabinet’s resolution on November 15, 2011 regarding Phase 1 - Don Mueang Airport’s recovery plan approved a budget of Baht 489.20 million (included VAT) to restore the runways, the taxiways, and the eastern apron at Don Mueang Airport. 7.36 Approval of Financial Statements The Audit committee, who was delegated authority by the AOT’s Board of Directors, has approved for issuance these financial statements on December 8, 2011.

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Airports of Thailand Public Company Limited

ANNUAL REPORT 2011

333 Cherdwutagard Road, Srikan Don Mueang, Bangkok 10210 Thailand Tel. (66) 2535 1111, Fax. (66) 2535 4061 E-mail : aotpr@airportthai.co.th www.airportthai.co.th

ANNUAL REPORT 2011 Airports of Thailand Public Company Limited

Airports of Thailand Public Company Limited


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