ROBINS : Annual Report 2007 by robins robins

ANNUAL REPORT 2007

Department Store Public Company Limited

Robinson Department Store Public Company Limited and its Subsidiaries

CONTENTS

Message to Shareholders Financial Highlights Operating Results in 2007 Market and Retail Business Overview in 200707 History and Major Developments Structure of the Company and its subsidiaries Nature of Business Risk Factors Shareholders and Dividend Policy Management Good Corporate Governance and Corporate Social Responsibility Report of the Audit Committee Statement of Directors Responsibility Management Discussion and Analysis Annual Financial Statement Inter-Company Transactions General Information

2 4 6 7 9 12 16 23 27 29 52 59 61 62 65 130 136

Robinson Department Store Public Company Limited and its Subsidiaries

Message to Shareholders This year marked the 28th year that Robinson Department Store has opened its door to customers. At present, there are 21 branches covering high potential areas throughout the country. The Company has always been striving to provide fashion products that are of great variety, while continually keeping pace with fashion trends. In addition, products which are available only at Robinson have also been developed and provided at reasonable prices along with excellent service to ensure continued customer satisfaction. 2007 was again a year of great pride with the opening of our 21st branch in Phuket. Complete with modern design, the new Jungceylon branch which opened in September has successfully gained positive responses from customers. In addition, the Company also expanded and renovated the Chiang Mai branch to become a flagship store, strengthening its position as a leading department store and fashion centre in the region. The overview of economic situation in 2007 was rather stagnant. Consumption of the private sector grew at a slow pace due to a decrease in consumers spending. However, there was heavier competition in the department store business especially in Bangkok area. With clear strategic planning and efficient operation, the Company experienced an ongoing growth with a sales increase of 4.4% in 2007. With successful revenues growth, efficient expenses management both in terms of human resources distribution and sales promotion along with ongoing energy-saving measures, the Company was able to achieve net profit of Baht 864 million, or 20% higher than profit from ordinary operation last year. Regarding good corporate governance, the Companyûs board of directors has exerted great efforts to continuously upgrade the standard of corporate governance with a firm belief that it will result in the Companyûs sustainable growth. In the year 2007, the Company set a goal to upgrade the corporate governance to accepted standard. As a result, the policy of corporate governance was improved. Business ethics was also set up for participation of the Companyûs directors, management, and staff. In addition, the Company's board of directors was restructured to comply with the principles of good governance. In the year 2008, the Company aims to introduce new experiences to customers both in terms of product and service to serve each customer individual needs. The Company has a strong belief that sales growth, effective expenses control coupled with investment discipline will lead to added value for shareholders. It also recognizes the importance of stakeholders in compliance with the Companyûs good corporate governance policy. Apart from business planning, Robinson believes that sustainable growth must be accompanied by Corporate Social Responsibility. Realizing the importance of this matter, the Company has set a clear target and plan to create cooperation from every party including Robinson, its staff and customers for sustainable responsibility to society. This also includes the provision of educational opportunity to less fortunate children in order to develop their knowledge and upgrade their education to accepted standards. Finally, the Companyûs board of directors would like to express their sincere thanks to shareholders, customers, and business partners who have played a supporting role in the Companyûs continuous growth, along with all staff members for their dedication and tireless efforts to every task. We strongly hope for their success and bright future together with Robinson in the coming years.

(Mr. Sudhisak Chirathivat)

Robinson Department Store Public Company Limited and its Subsidiaries

Board of Directors

1. Mr. Sudhisak Chirathivat Chairman of Board of Director (Authorized Director) 2. Mr. Sudhitham Chirathivat Vice Chairman (Authorized Director) 3. Mr. Prin Chirathivat Director (Authorized Director) 4. Mr. Tos Chirathivat Director (Authorized Director) 5. Mr. Preecha Ekkunagul Director/ President (Authorized Director) 6. Mr. Pandit Mongkolkul Director (Authorized Director) 7. Mr. Piya Nguiakaramahawongse Director (Authorized Director)

7 2

3 8

5 4 1

8. Mr. Somchai Apiwattanaporn Director/ Independent Director/ Chairman of Audit committee 9. Mr. Vithaya Chavananand Director/ Independent Director/ Audit committee 10. Mr. Phibul Phatharodom Director/ Independent Director/ Audit committee

Robinson Department Store Public Company Limited and its Subsidiaries

Financial Highlights Revenue Breakdown

Sales Growth

(Million Baht)

14,200

15,000

15,000 12,602

12,000

10,955

12,000

9,941

Reversal of impaiment loss on assets

4.4%

10.1% 11.1% 13.8%

9,000

9,000 Other income

6,000

6,000 Rental and service income

3,000

Sales

0 2004

2005

2006

0 2004

2007

2005

2007

2006

Gross Profit vs. Net Profit (Million Baht)

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

Gross Profit

Net Profit

Extraoridinary Item

2004

2005

2006

2007

Sales Mix by Category

Debt to Equity (Million Baht)

Children's Wear 11% Ladies's Wear 17%

Home Gift and Toys 15% Men's Wear 27%

Cosmetic & Accessories 30%

10,000 9,000 8,000 7,000 6,000 5,000 4,000 3,000 2,000 1,000 0

1.96x

1.42x

0.67x

3,465 4,873

0.59x

3,337

3,569

2,482

2,506

2004

2005

5,169

5,693

2006

2007

Debt

Equity

Remark: For the year ended 2006, the company and its subsidiaries recorded a gain from reversal of impairment loss on land and leasehold rights amounted of Baht 2,170 million and allowance for obsolete and slow-moving stock of Baht 227 million

Robinson Department Store Public Company Limited and its Subsidiaries

Financial Highlights Profit and Loss Statement

(Unit : Million Baht) Consolidated

Revenue from sales Total revenue Cost of sales Selling and administrative expenses Net profit (loss)

2007

2006*

2005

11,285 12,602 8,685 2,821 864

10,812 14,200 8,382 2,904 2,662

9,817 10,955 7,642 2,353 927

Balance Sheet

(Unit : Million Baht) Consolidated 2007 1,571 2,814 9,030 3,262 3,337 3,943 1,419 155 5,693

Cash and cash equivalents Current assets Total assets Current liabilities Total liabilities Issued and paid-up share capital Retained earnings (deficit) Minority interest Total shareholder's equity

2006* 997 2,138 8,635 3,380 3,465 11,107 992 140 5,169

2005 1,030 1,905 6,074 2,763 3,569 11,107 (1,618) 138 2,506

Key Financial Ratios

Consolidated

Liquidity Ratio Average Collection Period Average Selling Period Average Payment Period Gross Profit Margin Net Profit Margin Return on Equity Return on Assets Dedt to Equity Ratio Book Value Per Share Basic Earning Per Share

(time) (days) (days) (days) (%) (%) (%) (%) (time) (Baht) (Baht)

2007

2006*

2005

0.86 11.47 27.21 100.17 23.04 7.66 15.92 9.79 0.59 5.13 0.78

0.63 9.13 26.94 90.02 22.47 24.62 69.36 36.19 0.67 4.65 2.40

0.69 7.78 25.75 81.12 22.16 9.45 37.18 13.81 1.42 2.26 0.83

*Remark: For the year ended 2006, the company and its sunsidiaries recorded a gain from reversal of impairment loss on land and leasehold rights amounted of Baht 2,170 million and allowance for obsolete and slow-moving stock of Baht 227 million

Robinson Department Store Public Company Limited and its Subsidiaries

Operating Results 2007 With a goal to become the most preferred department store with branches covering high potential areas throughout the country, the Company operates retail business which provides modern products and services in response to the lifestyles and demands of each customer. Under the concept of 莽Robinson...Your Life Revitalizer,茅 the Company aims to expand its branches throughout the country. There are currently 21 branches, comprising 10 branches in Bangkok and its suburbs and 11 provincial branches. Opened in September 2007, Jungceylon branch, the 21st branch, is the second branch in Phuket located at Jungceylon Shopping Mall, Patong beach, Phuket Province. Regarding competitive strategy, the Company places emphasis on providing fashion products that are of great variety and fashionable, while continuously creating unique merchandise assortment and been available only at Robinson. The company also stresses the provision of excellent service to make customer impression including fashion consult, information on product uses as a value-added service for easy decision making. Regarding marketing, the Company organizes main sales promotional programs in the form of event marketing or themed promotions quarterly in order to create a shopping atmosphere according to the seasons and festivals. The Company also aims to increase loyalty towards Robinson with emphasis on member customers and habitual customers, while implementing a pricing strategy at appropriate period. In the past year, the Company placed emphasis on Localized Marketing promotion especially in regional branches with positive responses from customers. This helped promote the Company没s image as a leading department store. In 2007, the Company invested in complete store major renovations including Chiang Mai branch, in the previous year the store was renovated in some part of store area including expanding its space to the fifth floor. In 2007, the store was fully renovated to provide a great atmosphere for customer to shop in and become flagship store in the North. Phuket branch was under refurbishment to enhance its interior and exterior store atmosphere with emphasis on its modern image and conglomerate with the new store, Jungceylon. Udonthani branch was renovated in particular floor, however, it is planned to be fully renovated in 2008 and developed to become flagship store in the North-East. In addition, the Company invested in minor renovation in Ratchadapisek branch, Hadyai Branch, and Ubon Ratchathani Brach to improve interior decoration, sales area in particular department and also service area such as Beauty Room, Fitting Room, Relax Conner and etc. Regarding operation results according to the consolidated financial statements for the year 2007, the Company and its subsidiaries generated total revenue of Baht 12,602 million comprising revenue from sales of goods at 89.55%, rental and service income at 5.40%, and 5.05% of other income. The Company recorded a net profit of Baht 864 million, or Baht 0.78 per share. As of 31 December 2007, total assets of the Company amounted to Baht 9,030 million, total liabilities were Baht 3,337 million, and shareholder没s equity was Baht 5,693 million.

Robinson Department Store Public Company Limited and its Subsidiaries

Market and Retail Business Overview in 2007 Competitors 1. Operators of department stores include chain department stores and local department stores. The main chain department store are Central Group and The Mall Group with a combined number of 23 branches consisting of 19 branches in Bangkok and 4 Branches in upcontry including Chiang Mai, Had Yai, Nakorn Ratchasima, and Phuket. 2. Other retail business operators include discounted stores/super centres, and various types of shopping mall such as Central World, Esplanade, King Power, Platinum Mall, and Union Mall.

Retail Business Overview In 2007, the Thai economy grew at a slow pace with a decrease in economic growth from 5.1% in 2006 to 4.8% in 2007 due primarily to a slowdown in spending and investment from the public sector. Domestic consumption had continually decreased from 3.2% in 2006 to 1.4%. For overall retail business sector, the growth rate has declined from 3.9% in 2006 to 3.2% in 2007 due to a decrease in consumers' confidence in the economy. Therefore, they were more careful with spending. However consumers' confidence improved in the second half of the year, as the political atmosphere became clearer. Modern trade business experienced a continual growth especially specialty stores, convenience stores, and discount stores/super centers with the opening of a lot of new branches, despite the fact that the retail business law has not been completed yet. In 2007, the modern trade business saw a growth of 11% Overall department store business during the past year recorded a decrease of growth from previous year. Although in Bangkok area, the growth rate had declined from previous year, competition remained intense. Operators have organized various sales promotion activities to stimulate consumer spending such as the introduction of a joint promotion program with credit card to increase spending. In addition, as customer spending has slowed down due to the fact that they tend to buy only the necessaries, various sale events were organized to stimulate customer spending, while increasing their frequency of shopping. Meanwhile, sales in the upcountry increased. There was not much competition among department stores in provincial areas due to the fact that there are not many operators of department stores in each province and their locations and customer target groups are different. In 2007, there was only one new branch opening which was Robinson Ocean Jungceylon located on Patong beach, Phuket没s main tourist attraction.

Robinson Department Store Public Company Limited and its Subsidiaries

Market and Retail Business Overview in 2007 Regarding competition among other forms of retail business which is considered the Company没s indirect competitors, discount stores/super centers tended to develop its store areas to become a shopping mall, while placing more emphasis on promoting their fashion clothing. However, the pricing strategy has still been used due to the fact that their product ranges were food and daily use items which do not rely much on brand names and product differentiation. Meanwhile, small-sized shopping malls in the form of lifestyle center or neighborhood mall saw a high growth rate. They put emphasis more on food and entertainment than general products with specific group of targeted customers Although income per family tended to be higher than inflation, consumption in 2007 grew at a low pace due to a concern over economic and political uncertainty which has prompted consumers to be more careful with spending. Regarding overall consumer behavior, consumers became more reasonable when selecting products. They tended to carefully compare quality, prices, and images of products before making a decision to buy. In addition, particular attention was paid on their good health. Therefore, demands for health and beauty products increased. Moreover, consumers tended to respond to changes in fashion rapidly. They also had more lifestyle choices due to easy access to various forms of media whose ways of presenting vary greatly. Therefore, consumer demand focused on products that were up-to-date, varied, worthwhile, fashionable, and modern. Apart from presenting products, excellent service is also an important thing that operators of department stores must emphasize as well. The tendency to buy products by credit card or personal loan has continuously increased.

Robinson Department Store Public Company Limited and its Subsidiaries

History and Major Developments 1979 1992 1995

1996

1997

1998 2000

2001

2002

2003

Robinson Department Store opened its first branch at Victory Monument. Robinson became the first department store company listed on The Stock Exchange of Thailand on 3 January 1992. The Central Retail Corporation group joined Robinson as a major shareholder and was jointly established CR Thailand Co., Ltd. in order to develop provincial department stores under the çRobinsoné brand. Later, the Company proceeded to open new stores up to 20 branches. Robinson integrated its supermarket business with Central Group and formed a joint venture with Royal Ahold Co., Ltd., a Netherlands based supermarket operator. The resulting company, CRC Ahold Co., Ltd., began operating supermarkets under the çTOPS SUPERMARKETé brand. In December 1996 and May 1998, the Company sold its shares to Royal Ahold Co., Ltd. The Company was approved for the asset transfer transaction to Power Buy Co., Ltd. and CRC Sport Co., Ltd. respectively. Also, the Company granted right to those companies to utilize space in each branch in order to operate electrical appliance stores and sport accessories stores. The Company received income from those companies as income sharing on percentage of sales or fixed charge per square meter. In April 1998, the Company purchased 40% shareholdings in both companies. The Company announced a debt moratorium as a result of the sharp depreciation of the Baht following the sudden flotation of the currency on 2 July 1997 On 2 May 2000, the Central Bankruptcy Court ordered rehabilitation of the Company as well as appointed Robinson Planner Co., Ltd. as a Planner and as a Plan Administrator on 20 December 2000. The Company also decided to close its Don Muang branch due to unacceptable of return on investment. The Company closed its Victory Monument branch since lease agreement had terminated as well as this branch attributed an unacceptable of return on investment. This left the Company with a total of 18 branches. Of these 9 branches were in Bangkok and 9 in provincial locations. The Company also issued Notes to the unsecured financial creditors with a total value of Baht 4,766.7 million for principal and interest. The Company successfully implemented major steps set forth in its Rehabilitation Plan i.e. increasing its capital from Baht 1,480.8 million to Baht 14,808.8 million, proceeding the debt-to-equity conversion, proceeding a 25% capital reduction capital, and forgiveness of remaining debt. This achievement prompted the Stock Exchange of Thailand to consider approving resumption of trade in the Companyûs ordinary shares in Commerce sector, effective 26 November 2002. In March, the Company waived the right to purchase new issuance shares from capital increase of CRC Sports Co., Ltd. at its proportion. As a result, the Companyûs shareholding in CRC Sports was reduced to 29.19%. In May, the Company re-launched its campaign to promote a new image using the concept of çRobinson...Your Life Vitalizeré. In December, the Company gained Court approval for an amendment of its Rehabilitation Plan to facilitate the repurchase of Notes under the VDRP.

Robinson Department Store Public Company Limited and its Subsidiaries

History and Major Developments 2004

2005

2006

2007

In January, Robinson SPV Co., Ltd. (SPV) signed a loan agreement with two financial institutions to secure funding for repurchase of Notes under the VDRP. The long-term loan was for up to Baht 2,700 million. At year-end 2004, the Company repurchased 15,899,277 units of Notes under the VDPR program, equal to 77.04% of total outstanding Notes. In addition, on 22 March, the Creditorsû Meeting ordered by the Court, passed a resolution to elect three new directors representing unsecured financial creditors to replace resigning directors. On 8 December 2004, the Company acquired the remaining balance of shares from its local partner in CR Ratchaburi (Thailand) Co., Ltd. thereby increasing its shareholding from 49.99% to 99.99%. The acquisition stemmed from the need to improve management flexibility. The Company continued to run its çRobinson...Your Life Revitalizeré campaign in its retail businesses with the aim of generating continuous sales growth. The Company also launched one new branch, at Rattanathibet, while continuously renovating and modernizing its existing stores across the country to create a more colourful and lively ambiance. In addition, product selections with variety of assortment were readjusted to tie in with Robinsonûs target customer groups and reflect its new image. On 19 December 2005, the Company has proceeded the early redemption on remaining notes which resulted in the completion of the Companyûs rehabilitation plan. The Bankruptcy Court considered the petition and ordered the termination of the Companyûs rehabilitation plan. On April 2006, the Annual Ordinary General Meeting of shareholder was firstly held after the Company resumed the ordinary business operation. The Meeting unanimously approved the appointment 10 directors as the Companyûs Board of Directors, comprising of 3 independent directors. In November, the new branch Robinson Ayudhaya was official opened as the 20th branch of Robinson, the investment cost was approximately Baht 347 million. The Company made the first dividend payment after the order the termination of rehabilitation plan from The Bankruptcy Court, at the rate of Baht 0.32 per share. Pursuant to the resolution of the Extraordinary Shareholdersû Meeting1/2007 which held on June 19, 2007 that the Company decreased its capital through reducing par value from Baht 10 to Baht 3.55, an share premium and partial of retained earnings were transferred to set aside share discount according to the Federation of Accounting Professions (FAP) Announcement. On September 13, 2007, Department of Business Development of Ministry of Commerce completed amended the Company registered capital and Memorandum of Association. In September, the new branch Robinson Jungceylon was opened as the 21st branch of Robinson, the investment cost was approximately Baht 132 million.

Robinson Department Store Public Company Limited and its Subsidiaries

History and Major Developments Major changes and development of the company in the year 2007 1 January

The Company changed its accounting policy for its investments in subsidiary companies and associate companies in its financial statements from the equity method to the cost method in compliance with the announcement of the Federation of Accounting Professions 26/2006. 12 April Some areas in Bangkae branch damaged due to the fire incident at Future Park Bangkae Shopping Center. However, damages to the building and property owned by the Company were compensated and covered by the insurance policy. The Bangkae branch was temporarily closed for the safety of customers as well as damages assessment procedure. In August, the Company opened the areas which did not damage. Damaged areas are currently under renovation. Loss of revenue from sales at Bangkae branch did not cause any important effect to the Company's net sales. 25 May The Company paid dividend for the year 2006 operation results to general shareholders at Baht 0.32 per share with a total of Baht 355.41 million. 19 June The Company's Extraordinary Meeting of Shareholder No. 1/2007 approved the decrease of paid-up capital by reducing the par value from Baht 10 to Baht 3.55. Share premium and retained earnings which have not been allocated was transferred to eliminate the share discount. 31 August The Company opened some areas of Phuket Jungceylon branch. Official opening was held on 3 November. This is considered the Company's 21st branch and the second branch in Phuket under the management of CR Phuket (Thailand) Co., Ltd. (a subsidiary company with 50% of its shares held by CR (Thailand) Co., Ltd.) with investment budget at Baht 132 million and a leasing period of 25 years. 13 September The Department of Business Development, Ministry of Commerce completed the registration of the decrease of paid-up capital and the amendment of the Memorandum of Association according to the resolution of the Extraordinary Meeting of Shareholder No. 1/2007. The par value of the Company decreased from Baht 10.00 to Baht 3.55, while the registered capital and the paid-up capital of the Company decreased from Baht 11,106,611,330 to Baht 3,942,847,022.15. 27 September The Company ceased operation of Sapanmai Sappasinka Co., Ltd. (a subsidiary company which the Company holds 74.50% of paid up share capital) and D C R Co., Ltd. (an associated company which the Company holds 20.86% of paid up share capital) because there had been no business operations for more than 5 years in such companies. Sapanmai Sappasinka Co., Ltd. is currently in the liquidation process, while D C R Co., Ltd. has already refunded to the Company with the amount of Baht 80,718,748.79 on September 27, 2007. 19 December The Company signed a leasing agreement and service contract with Tanathip Shopping Center Co., Ltd. in order to open its 22nd branch and the 2nd branch in Ubon Ratchathani with a leasing period of 22 years and investment budget of Baht 390 million.

Robinson Department Store Public Company Limited and its Subsidiaries

Structure of the Company and its subsidiaries Structure of the Company and its subsidiaries Robinson Department Store Pcl.

99.91%

99.99%

Robinson Anusawaree Co., Ltd.

74.50%

Kruerkaew Co., Ltd.

99.99%

Sapanmai Sappasinka Co., Ltd.

99.86%

Kruerpetch Co., Ltd.

33.33%

40.00% Power Buy Co., Ltd.

RST Sky Bridge Co., Ltd.

24.00%

29.19% CRC Sport Co., Ltd.

Siam Retail Development Co., Ltd.

99.98%

Robinson Nakarin Co., Ltd.

24.00%

RD Pattana Co., Ltd.

Siam Ritz Plaza Co., Ltd.

99.80% Robinson Ratchada Co., Ltd.

99.99% Robinson Sukhumvit Co., Ltd.

99.92% R-Trading (L) BHD

99.99% Robinson S.P.V. Co., Ltd.

99.99% CR (Thailand) Co., Ltd.

50.00%

49.99%

CR Rajchaburi (Thailand) Co., Ltd.

89.99% CR Chiang Mai (Thailand) Co., Ltd.

64.99% CR Chantaburi (Thailand) Co., Ltd.

76.00% CR Udornthani (Thailand) Co., Ltd.

49.99% CR Nakorn Sri Thammarat (Thailand) Co., Ltd.

76.00% CR Had Yai (Thailand) Co., Ltd.

49.99% CR Phuket (Thailand) Co., Ltd.

74.99% CR Ubon Ratchathani (Thailand) Co., Ltd.

Robinson Department Store Public Company Limited and its Subsidiaries

Structure of the Company and its subsidiaries The Company and its subsidaries Name Robinson Department Store Pcl.

Paid-up Capital (Bath) 3,942,847,022

CR (Thailand) Co., Ltd.

501,000,000

CR Ratchaburi (Thailand) Co., Ltd. CR Chiang Mai (Thailand) Co., Ltd. CR Hadyai (Thailand) Co., Ltd. CR Udonthani (Thailand) Co., Ltd. CR Ubon Ratchathani (Thailand) Co., Ltd. CR Chantaburi (Thailand) Co., Ltd. CR Nakorn Sri Thammarat (Thailand) Co., Ltd. CR Phuket (Thailand) Co., Ltd. Robinson Anusawaree Co., Ltd. Sapanmai Sappasinka Co., Ltd. Robinson Nakarin Co., Ltd. Robinson Sukhumvit Co., Ltd. Robinson Ratchada Co., Ltd. Kruerkaew Co., Ltd. Kruerpetch Co., Ltd. R-Trading (L) BHD 50,000 Robinson S.P.V. Co., Ltd. Power Buy Co., Ltd. CRC Sport Co., Ltd. Siam Retail Development Co., Ltd. Square Ritz Plaza Co., Ltd. RD Pattana Co., Ltd. R.S.T. Sky bridge Co., Ltd.

102,500,000 220,000,000 202,000,000 225,000,000 71,000,000 130,000,000 280,000,000 177,000,000 8,000,000 20,000,000 105,000,000 100,000,000 75,000,000 40,000,000 11,250,000 50,000 1,000,000 560,000,000 370,000,000 500,000,000 125,000,000 3,000,000 46,995,000

Nature of Business Retail, including department stores in Bangkok and upcountry areas, under "Robinson" brand. Bangkok branches include: Silom, Ratchadaphisek, Sukhumvit, Bangrak, Bangkae, Srinakarin, Fashion Island, Rangsit, Ladya, Rattanathibet Sriracha and Ayutthaya Holding company to jointly invest in department store business under the "Robinson" brand in eight provinces Operating a department store in Ratchaburi Operating a department store in Chiang Mai Operating a department store in Hadyai Operating a department store in Udonthani Operating a department store in Ubon Rachathani Operating a department store in Chantaburi Operating a department store in Nakorn Sri Thammarat Operating a department store in Phuket Dormant company Dormant company Dormant company Offer space rental within store Offer space rental within store Offer warehouse space for rent Invest in businesses Invest in businesses Repurchase Notes under VDRP Operate specialty stores: Electrical Appliances Operate specialty stores: Sports Accessories Owner and management of Fashion Island shopping complex (Ramindra) Land development Build and manage the sky train connection to department store

Robinson Department Store Public Company Limited and its Subsidiaries

Structure of the Company and its subsidiaries Income Structure Type of Income/Company Net sales -Robinson Department Store Pcl. -Subsidiaries CR Ratchaburi CR Chiang Mai CR Hadyai CR Udonthani CR Ubon Ratchathani CR Chantaburi CR Nakorn Sri Thammarat CR Phuket Total net sales

% of Shareholding

2007

2006

2005

Million Bath

6,845 4,439

54.32 35.23

6,731 4,080

47.40 28.47

6,150 3,667

56.14 33.47

11,285

89.55

10,811

75.87

9,817

89.61

681

5.40

702

4.95

672

6.13

133 503 12,602

1.05 3.99 100.00

133 2,554 14,200

0.93 17.98 100.00

101 365 10,995

0.93 3.33 100.00

99.99 89.99 76.00 76.00 74.99 64.99 49.99 49.99

Rental and service Income Share of profits from investments accounted for using the equity method Other income Total income

Robinson Department Store Public Company Limited and its Subsidiaries

Structure of the Company and its subsidiaries Income Structure from Sales Income (%) Categories of Products

SOFTLINE HARDLINE OTHERS

2007

2006

2005

85.54 14.10 0.36

85.31 14.24 0.45

85.21 14.27 0.52

Business Goal As a leading retail operator, we strive to be the most preferred department store with widest market coverage in Thailand, offering merchandises to best fit our customer lifestyle with innovative store formatand services

Robinson Department Store Public Company Limited and its Subsidiaries

Nature of Business Product lines Current products can be divided into 2 main categories as follows: 1. Soft Line products reflecting modern preferences and fashion trends, with the main categories as follows: Men没s Fashion and Ladies没 Fashion Cosmetics and Accessories Leather Products Children Products This line emphasizes brand names, modernity, quality, variety, and fashion. The nature of product has rapid change. Customers没 purchase decisions depend on current trends.

2. Hard line product can be divided into the following categories: Home and Kitchenware Automobiles accessories and equipments Toy and Gifts This product line emphasizes quality, functionality, feature, variety, and modernity. Customers没 purchase decisions depend on product features, functions and prices.

Robinson Department Store Public Company Limited and its Subsidiaries

Nature of Business To provide the above products, not only the leading brands which preferred by the customer but the Company has also developed its own product design, which is different from general products available on the market. The Company has selected new products with interesting feature and designs in order to increase product variety and differentiate itself from its competitors. These products are available only at Robinson (ONLY @ ROBINSON) and can be divided into categories as follows: Private Label Products: These comprise products whose brands are developed by the Company itself. The Company considers and selects only the products demanded by customers and provides them at reasonable price with emphasis on good quality and modern style. Available throughout 21 stores, the products can be divided into the following categories:

Product Group Kitchenware and bedroom items Fashion and ladiesû wear Ladiesû shoes and bags Menûs wear Childrenûs products

Brand R*Home, Home Genius, Cuizimate FOF, Ohayo, Chee, Vivienne, Tasha, Taj, FOF Accessories, Pacific Union, Pacific Life FOF Pacific Union, Snap, True Blue, Otoko, Beyond Basic Teeny Tiny, Pumpkin Pie, Beyond Basic

Exclusive Brand Products: These comprise products which are produced domestically as well as imported international brands which are exclusively available at Robinson. This is part of the Companyûs differentiation strategy. The products are then positioned in stores where customer demand for such products and purchasing power is most conducive. This type of products includes:

Product Group Fashion and ladiesû wear

Brand Allure, Centro Moda, I.E., Ying & Yang, Goelia, Ermis, Voir Shoez, Perllini

Robinson Department Store Public Company Limited and its Subsidiaries

Nature of Business One-Price Products ùJust Buyû A variety of products which are sold at Baht 35 and Baht 52 consisting of products for teenagers and young professionals. Consumer products such as accessories, cosmetics, stationary, gifts, and home products are also included.

Procurement of products and services The Companyûs procurement of products is conducted from the centre. The merchandising line at head office is responsible for controlling in purchase, price negotiation, payment conditions and inventory management in each store to be at a level as set by the Company. A computerized system has been utilized to control and follow up the sales and inventory for accurate and efficient management. Of supply chain management, the Company collaborated with Supply Chain Management Department of Central Retail Corporation Co.,Ltd has developed supply chain system to be more efficient and put efforts to persuade our suppliers to join in our supply chain system since our system shall reduce suppliersû overhead cost and be more response relevant to customer needs. The Company has purchased products from over 2,000 suppliers both domestically and internationally. Domestic purchases emphasized modern, brand named products that comply with trendy, are of high quality, are worthwhile, different, and varied in terms of variety and assortment subject to the need of our targeted customers. In terms of international purchases, the Company itself contacted international suppliers by sending its staff to survey products and negotiate directly with international manufacturers and suppliers. However, the Company does not enter into exclusive purchase agreements with specific suppliers. Imported products are mainly from Singapore, China, Korea, Hong Kong, India, and Japan. The main purpose of international purchases is to offer different, modern, new and prominent products in the categories of clothing, accessories, childrenûs products, toys, and kitchenware. Concerning payment conditions, the Company has employed 2 systems, namely a consignment basis of approximately 75% of sales and credit base of 25%.

Robinson Department Store Public Company Limited and its Subsidiaries

Nature of Business Competitive Strategy

Product ùModern products and differentiationû The Company places emphasis on providing modern products that are of great variety, fine quality, are fashionable, modern and comply with the lifestyles and personalities of customers and are at a price level that is appropriate for its consumer group. The Company also emphasizes the provision of excellent service and information on product uses to customers as a value added service for easy decision making. During the past year, the Company has provided fashion products including Menûs Wear, Ladiesû Wear, home furnishing items and home-use appliances with emphasis on differentiation of products. The Company has presented new brands in Menûs Wear and Ladiesû Wear product group such as Pacific Union and Pacific Life Accessories such as Allure Jewelry and Allure Accessories, Home-use appliances such as Cuizimate (kitchenware), Ella (Towel), high quality plastic ware from Japan and carpet from India. Furthermore, the Company stresses the importance of an effective product management policy with the use of information technology systems. Attention has also been paid to ensure that there is a sufficient and complete product supply at all branches in order to meet customer demand. The Company also selects products that are different and outstanding, while continually offering new products such as exclusive collections, to customers in accordance with seasons and the various festivals that occur throughout the year. And each year, the Company also provides products in accordance with current market trends. Service ùProviding excellent services and adding value to customers with special and beneficial servicesû The Company stresses the provision of excellent service to customers making them impression and added value with privilege services, enable customers to make purchase decisions more easily. Services on offer include: - Product suggestion and fashion consult as well as information on product uses to create customer confidence in buying products. - Special services/activities that offer useful knowledge on product uses to customers in the form of activities which creates enjoyment in shopping, for example, ùBra measurementû which provides a measurement service and recommendations on how to choose bra, provision of information in cosmetics, spa products and other services. - Establish hospitality with customers by giving them a smile and a warm welcome in order to creating a lasting impression and encourage repeated buying behavior in the future. - Random quality of service by Mystery Shopper to assure that sales persons truly service our customers with

Robinsonûs service standard. Furthermore, the Company also places emphasis on its perfect facilities including clean restrooms, fitting rooms, resting area, relax room, parking areas only for our value member, and connecting walkways to BTS stations.

Robinson Department Store Public Company Limited and its Subsidiaries

Nature of Business Regarding other services, the Company selects leased shops which can satisfy the needs of selected customer groups and align with trends, including shops that provide various products, restaurants, and beauty salons so that each branch will serve as a one-stop shopping place.

Marketing ùEmphasize on the modernity and creation of çjust righté marketing activities to become the most preferred department storeû The Company places emphasis on creating the Robinson brand strength through the use of various clear, advertisements and public relations media on a regular basis, so that customers will remember and be loyal to the Robinson brand. Mass media communication can be conducted by advertising in the newspaper or radio. Specific communication through leaflets and handbills has also been done. Creation of product differentiation has been communicated through billboards and leading magazines. Famous people with a personality that reminds people of Robinson have been used to serve as Robinson brand endorsers to and encourage people to think of Robinson. The Company organizes key promotional programs in the form of event marketing or themed promotions quarterly in order to create a shopping atmosphere according to the seasons and festivals. The Company also implements a pricing strategy at regular intervals by organizing memorable and attractive sales promotion programs such as the Surprise Sales, First Come First Serve, Lod-Talai Stock, Hot Sales as well as sales promotion activities at specific departments of each branch. In addition, the Company also focused on modern advertisement and communication to impress the customers for each season and festival such as Valentineûs Hug Bear, Bra Advisor, The New Shopping Paradise and Always Loving You Dad In 2007, the Company kept emphasizing on localized marketing continued from last year and employed the past successful sales promotion to become key promotional programs of the store in this year such as Women's Paradise to response to the needs of customers in the area, especially in large provinces in order to stress its leading position and create opportunities for participating in various activities with customers. Despite of increasing in sales from this strategy, it also fostered the corporate image and created good relationships with the consumers in that area. With well-organized customer base, the Company focused on the high spending customer such as modern ladies group which have prominent lifestyle and also strive to connect with member customers.

Robinson Department Store Public Company Limited and its Subsidiaries

Nature of Business Regarding the customer relations management, the Company, in cooperation with Central Retail Group, launched The 1 Card which accumulates points when goods are bought and can be redeemed for discounts or gifts. The objective is to launch this card and to expand the member customer group which will result in the development of the marketing strategy from the habitual customer database. The card was officially launched in June 2006. In addition, the Company also cooperated with General Card Services Co., Ltd. to launch the Robinson Visa Card under the concept: Adding more-than-expected happiness with people of the new generation as the target group in order to expand its customer base. The card will provide discounts when shopping at Robinson, reward redemption from accumulated points, special privileges for less installment payments and longer installment terms or buy first pay later and special discounts during birth months. The card can be divided into 2 levels including the classic card for those with more than Baht 15,000 of income and gold card for those with more than Baht 20,000 of income and a supplementary card for those over 18 years of age. The card was officially launched in February 2006.

Store and Location 霉Modernized store format, attractive ambience and extensive network of stores throughout nationwide没 The Company recognizes the importance of its locations, which allow great convenience for its target customer group. In addition, branch expansion in Bangkok and the suburbs as well as large provinces has also been emphasized in order to provide more convenience to targeted customers. The Company has currently a total of 21 branches both in Bangkok and provincial areas. Furthermore, the Company also renovated and expanded space of Chiang Mai store to be the most modern and biggest department store in the North and to be a second Flagship Store of the Company. The Company targets Chiang Mai branch to become a central of fashion and shopping center in the North area of Thailand. In term of new store opening, Jungceylon branch, Tambol Patong, has been opened to serve tourist customer both foreign and Thai and also customers in surrounding area. Regarding its interior and exterior design, the Company stresses modernity, convenience, and brightness, while creating a new shopping ambience for customers没 pleasurable experience. Shop decoration and product layout has been arranged in a consistent manner, allowing for customer convenience and easy access to products. Mannequins are also used to show fashion attire and to stimulate customer's awareness of ever-changing fashion trends.

Robinson Department Store Public Company Limited and its Subsidiaries

Nature of Business Customer Relationship Management The Company没s main target groups include modern families and young professionals between the ages of 25-45 who have modern lifestyles and love to spend on popular fashion products at reasonable prices. Customers who fall into groups such as teenagers, students, and young professionals are those who demand inexpensive products with fashion. The branches that are located in tourist areas or areas with overseas residents in close proximity include Ratchadapisek, Silom, Sukhumvit, Bangrak, Phuket, Chiang Mai, Had Yai and Sriracha. The Company launched the Tourist Card and VAT refund activities to allow convenience for overseas customers. In addition, special discounts and sales promotion activities have been organized especially for tourists. The Company provides special services for loyal customers', who are members of The 1 Card and Robinson Visa Card including special privileges such as discounts, points accumulation when buying products and rewards redemption, and also Lifestyle monthly magazine delivered to members. Through this magazine, members are able to obtain news and information on sales promotion activities, new products, and special activities. At present, the Company has more than 782,000 members of The 1 Card, 98% of which have continuously visited the department store. There are currently 60,000 members of the Robinson Visa Card.

Robinson Department Store Public Company Limited and its Subsidiaries

Risk Factors Risk associated with the competitive environment of the retail business In 2007, Thailand's economy was continuously affected by negative factors from the year 2006 especially the political conflict which has created an adverse effect on the confidence of consumers, business operators as well as investors. Besides this, the domestic consumption has slowed down due to the fact that consumers are more careful about spending. As the Retail Business Act has not been finalized yet, the retail business operators especially the modern trade group has accelerated its branch expansion before the (draft) Act is enforced. Therefore, the competition in the retail business was more violent. As for the department store business, there was also heavier competition, especially in the Central Bangkok area where selling areas considerably increased during the past year. Most department store operators employed various marketing strategies such as the introduction of marketing activities, sales promotions, and discounts in order to stimulate spending by high end consumers and to compete for more customers in the middle group which is the Company's main targeted customer group. The Company created its competitive capability with emphasis on the creation of product and service difference by providing interesting products, increasing new product brands in the general category and the differentiated category which was invented and developed by the Company. The Company has continually kept pace with fashion trends in order to promptly provide products which were in market demand and consistent with the lifestyles of our targeted customer. In addition, The Company has adapted more effective sales promotion strategy by increasing marketing activities in branches that are located in the suburbs and provincial areas for localized marketing promotions. This not only helped increase sales but also create a good corporate image, while increasing loyalty towards Robinson. Risk associated with the adjustment of related laws The City Plan law has produced direct effects on the development of large-sized commercial complex buildings which also included the construction and expansion of certain segments of some retail businesses such as large scale retail stores which provide various consumer products. This law has been used by the government as a means to monitor branch expansion of modern retail stores, as the process of the Retail Business Act enforcement has not been completed yet. Although the City Plan law has no direct effect on the expansion of department stores, this law has created an indirect effect on their expansion, as it is more difficult to develop new shopping complexes and the expansion of retail areas has since slowed down. The shopping complex is a major location for department store expansion, as it is a commercial point which provides a variety of products and services.

Robinson Department Store Public Company Limited and its Subsidiaries

Risk Factors Regarding the (draft) Retail Business Act, its objective is to directly supervise and monitor retail business. The Act has been continually drafted and improved to include content regarding criteria, methods, and conditions for operating particular segments of retail business and the permission of branch expansion. The (draft) Act has been created with the intention of creating balance between large scale retail businesses (which provides basic consumer necessaries and use pricing strategies) and community retail businesses (grocery). Regarding this matter, the Company finds that the department store is a retail business which emphasizes fashion products, product variety, brand name products which are different from consumer products sold in small retail stores. It also provides other related one-stop services. It is a retail business with particular features that are different from community retail businesses (grocery). Therefore, the Company's operation, management, and plans for expansion are not opposed to the idea and intentions of this (draft) Act. It is unlikely that the Company will be directly affected by the (draft) Act. In addition, in the primary consideration process of the (draft) Act, the department store business has not been included in the category whose branch expansion needs to be monitored. The Company is confident that if the Act is enforced, there will be no obstacle for permission of branch expansion. The announcement of unfair trade practices in commercial business has the objective of setting definitions and qualifications for trade operators who have power over markets, so that trade and business can be conducted independently and fairly. This also allows operators to know which action and qualification may be considered false according to the Trade Competition Act B.E. 2542. However, the Company has always set policies that adhere to and follow the Act regarding fair trade practices in business operation. Throughout the years, the Company has developed a good relationship with its business partners. Both assistance and cooperation have been provided for a long time. Therefore, the announcement of a trade competition committee has had no effect towards the Company. Risk associated with the dependency of purchasing from suppliers The Company diversified its purchases from more than 2,000 suppliers in order to increase variety and the differentiation of products in compliance with the Company's strategy, which also includes reducing dependency on large purchases from a single, specific supplier. However, the Company still has products that accounted for a total of 14.01% of sales in 2007, which were obtained from a single supplier whose productsand brand name is very popular among customers. The Company also acts as a major partner in distributing products for such suppliers in both Bangkok and provincial. Moreover, there has also been cooperation on the organization of marketing and promotional activities on a regular basis, as well as product management and supply chain management in order to provide sufficient products and decrease the exceeding amounts of product.

Robinson Department Store Public Company Limited and its Subsidiaries

Risk Factors Risk associated with the obsolete products The Company operates the department store business with emphasis on continually providing fashionable products as well as modern products. When consumers' trend has changed, the Company's products have become obsolete and cannot be sold. However, the Company has employed efficient supply chain management system, while conducting ongoing stock monitoring for up-to-date inventory management. In addition, the Company has set an accounting policy that included provision for impairment of inventories in the credit stock category which accounted for 25% of product costs. Moreover, most of the Company's products or approximately 75% of product costs were in the consignment category which contains no stock, allowing for high flexibility in inventory management. Therefore, risk associated with the obsolete products has created no effect on the Company's operation. Risk associated with the dependency of leasehold The Company owns land and buildings for 2 of its branches and owns rental contracts, sublease contracts, and leasehold rights on land and buildings from existing owners for the remaining 19 of its department store branches. The lease contract is a result of the necessity to select high potential areas for operating department store business. Such land and/or buildings are not normally sold by their owners. They are instead leased out. In some cases, the cost for acquiring the rights to land and buildings are costly and not worth the investment, especially when compared to leasing. At present, the remaining term of such lease contracts is between 4 to 25 years. Moreover, certain parts of the contract already set conditions for contract renewal. Since both parties involved were complying with these existing contracts, the Company accordingly expects the successful renewal of such contracts in the future. Regarding risk associated with damages to buildings and property which causes disruption to the department store operation including fire, natural disasters, and terrorist acts, the Company undertook insurance for damage of assets owned by the Company and property under the Company's supervision as well as insurance policy which covered losses to the third party. In addition, insurance for losses of income caused by business interruption was undertaken in case of temporary operation disruption of any of Robinson's branches. In the case when the Company owned rental contract on buildings and depended on the management of its existing owner, the risk resulted from damage and losses of shopping complex buildings and other facilities due to lack of appropriate maintenance may occur. However, the Company has cooperated and followed up the building maintenance service provided by the management of the shopping complex on a regular basis to ensure that the shopping complex buildings were safe and suitable for the Company's business operation.

Robinson Department Store Public Company Limited and its Subsidiaries

Risk Factors Financial risk Liquidity As of 31 December 2007, the Company and its subsidiaries have current assets of Baht 2,814 million and current liabilities of Baht 3,262 million, representing a ratio of 0.86 times. The Company's current liabilities are mostly trade accounts payable and more than 75% of the trade accounts payable are those with the condition that payment will be made only when products are sold. The inventories as they appear in the balance sheets are products with actual buying conditions, which is a general feature of the retail business in the category of department store. The average selling period is shorter than the average payment period. Therefore, the fact that the amount of current liabilities is higher than the amount of current assets has not created any effect on the Company's normal liquidity. Interest rates and foreign exchange rates As of 31 December 2007, The Company has no outstanding borrowings, as long-term loan has been paid off. The Company still has short-term credit facilities with interest rate referring to the interest rate of the financial market at time of withdrawal. As the amount of borrowings is not high (less than 1% of the Company's total liabilities), The Company expects that a change in such interest rates will not adversely affect business. Regarding the risk from foreign exchange rates caused by imported merchandise as a normal business transaction, The Company currently has a small credit line of letter of credit facility, compared to total amount of sales. Besides this, The Company also has a policy of making a contract to minimize the risk from unpredictable foreign exchange rates in advance and in the event of money market fluctuation.

Robinson Department Store Public Company Limited and its Subsidiaries

Shareholders and Dividend Policy Company's Securities On 31 December 2007, the Company had a registered capital of Baht 3,942,847,022.15 with 1,110,661,133 paid-up capital shares, par value Baht 3.55 each. Shareholders Top 10 shareholder list as of 28 December 2007 No. 1. 2. 3. 4. 5. 6. 7. 8. 9. 10.

Shareholder's Name Central Retail Corporation Ltd. C.R.G. Service Co., Ltd. GOLDMAN SACHS & CO CREDIT SUISSE SINGAPORE TRUST ACCOUNT CLIENTS J.P.MORGAN IRELAND (NOMINEES) LIMITED 565 HSBC (SINGAPORE) NOMINEES PTE LTD THE BANK OF NEW YORK (NOMINEES) LIMITED STATE STREET BANK AND TRUST COMPANY STATE STREET BANK AND TRUST COMPANY FOR AUSTRALIA STATE STREET BANK AND TRUST COMPANY FOR SWITZERLAND

No. of Shares

308,162,660 289,645,488 126,860,850 51,992,765 50,000,000 43,343,790 36,842,796 26,483,821 17,343,879 16,048,594

27.75 26.08 11.42 4.68 4.50 3.90 3.32 2.38 1.56 1.44

The Company's ultimate shareholder is Central Retail Group (Chirathivat Family), which comprises of Central Retail Corporation Co., Ltd. and C.R.G Service Co., Ltd. They jointly hold the company's shares in aggregate of 53.83% of total outstanding shares.

Robinson Department Store Public Company Limited and its Subsidiaries

Shareholders and Dividend Policy

Dividend Policy On 26 April 2006, a Shareholder's Meeting approved the Company's dividend payout policy is at the rate of approximately 40% of profit arising from ordinary business (after corporate income tax).

The Company's dividend payment in the past; Year

2006 2007*

Net Profit from ordinary operations (Consolidated) (Million Baht) 719 864

Dividend per share (Baht) 0.32 0.40

Dividend payout ratioshare (%) 49.4% 51.4%

*As a result of good operating business performance together with sufficient cashflow to operating the business as annual business plan, the board of directors considered appropriate for proposing the Meeting to approve the payment of dividend for the year 2007 to the holders of ordinary shares at the rate of Baht 0.40 per share. The dividend payment shall be made on May 23, 2008. The share register book for the right to receive the dividend will be closed on May 8, 2008.

Robinson Department Store Public Company Limited and its Subsidiaries

Management Organization Chart

Board of Directors

Audit Commitee

Nomination & Remuneration Committee

Risk Management Working Team

Corporate Governance Working Team

Marketing

Finance and Admisnistration

System and Business Development

Board of Executive Directors

Internal Audit team President & CEO

Merchandising

Operation

SVP

Robinson Department Store Public Company Limited and its Subsidiaries

Management Structure of the Board The organization structure of Robinson Department Store Public Company Limited consists of the board of directors which responsible for supervision of the Company's governance, and 5 specific committee which includes audit committee, board of executive committee, nomination and remuneration committee, risk management working team and good corporate governance working team with details as follows:

Board of Directors The board of directors carries out the Company's activities in accordance with governing laws, the Company's objectives and Article of Association, as well as the resolutions of shareholder meetings, the rules and regulations of the Stock Exchange of Thailand and the Securities Exchange Commission. Directors shall perform their duties in good faith with due diligence and care in the best interests of shareholders. They shall also commit themselves to continuing good business ethics and take into account the benefits of all stakeholders. They shall provide reliable systems for accounting, financial reporting, and account auditing. To perform their duties, the board of directors may assign directors or other persons to carry out any tasks under the supervision of the board of directors. Alternatively, the board of directors may assign a power of attorney to delegate specific tasks to other persons, as agreed by the board within the timeframe specified by the board. Scope of Duties and Responsibility of the Board of Directors 1. To consider and approve policies, business plan, and the Company's annual budget. 2. To consider and approve any transactions made by the Company and its subsidiaries which may result in changes to the Company's financial status, liabilities, and capital structure. 3. To consider and approve an investment of assets with the amount above Baht 200 million per investment. 4. To consider and approve significant engagement in rental or service related to the real estate properties of the Company and its subsidiaries. 5. To consider and approve the significant activities which includes selling, transferring, and getting rid of the Company and its subsidiaries' fixed assets 6. To consider, approve or give their consent on connected transactions and transactions which may cause a conflict of interests between the Company or its subsidiaries and the concerned persons. The board should monitor compliance with the regulations of the Securities Exchange Commission and the Stock Exchange of Thailand. 7. To consider, approve, or give their consent on transactions concerning important issues, the acquisition and trading of assets, all the while ensuring compliance to theregulations of the Securities Exchange Commission and the Stock Exchange of Thailand. 8. To appoint and set duties and responsibilities of the committees. 9. To nominate directors and to consider and approve the appointment of a President.

Robinson Department Store Public Company Limited and its Subsidiaries

Management Qualifications of independent directors The Company independent director shall be independence and qualified pursuant to requirement of the Company which is stricter than the minimum requirement of SET and SEC 1. Holding shares not more than 1 percent of paid-up capital of the company, affiliated company, and associated company or related company, which shall be inclusive of the shares held by related persons; 2. Being a director who does not take part in the management of the company, affiliated company, associated company, related company or majority shareholder of the company, and is not an employee, staff member or advisor who receives a regular salary from the company, affiliated company, associated company, related company or majority shareholder of the company; 3. Being a director who has no direct or indirect benefit or interest in finance and management of the company, affiliated company, associated company or majority shareholder of the company, including the benefit or interest of the said nature during the period of 1 year before his appointment as a member of the audit committee except where the board of directors has carefully considered that such previous benefit or interest does not affect the performance of duties and the giving of independent opinions; 4. Being a director who is not a related person or close relative of any management member or majority shareholder of the company; 5. Being a director whom is not appointed as a representative to safeguard interests of the company's directors, majority shareholders or shareholders who are related to the company's majority shareholders; 6. Being capable of performing duties, giving opinions or reporting the results of performance of work according to the duties delegated by the board of directors free and clear of the control of the management or the majority shareholders of the company including related persons or close relatives of the said persons. As of December 31, 2007, member of the Company's Board of Directors comprises of; 1. Mr. Sudhisak Chirathivat Chairman 2. Mr. Sudhitham Chirathivat Vice Chairman 3. Mr. Somchai Apiwattanaporn Director and Independent Director 4. Mr. Phibul Phatharodom Director and Independent Director 5. Mr. Vithaya Chavananand Director and Independent Director 6. Mr. Prin Chirathivat Director 7. Mr. Tos Chirathivat Director 8. Mr. Preecha Ekkunagul Director and President 9. Mr. Piya Nguiakaramahawongse Director 10. Mr. Pandit Mongkolkul Director The Company's corporate secretary is Mr. Parivat Sopasit, Vice President-Finance and Administration. Authorized directors for the Company signage are Mr. Sudhisak Chirathivat, or Mr. Sudhitham Chirathivat, or Mr. Prin Chirathivat, or Mr. Tos Chirathivat, or Mr. Preecha Ekkunagul, or Mr. Piya Nguiakaramahawongse, or Mr. Pandit Mongkolkul. Any two of these seven directors are authorized to jointly sign on behalf of the Company with the Company seal affix.

Robinson Department Store Public Company Limited and its Subsidiaries

Management Audit Committee As of December 31, 2007, the audit committee comprises of various expertise which is independent director and their qualification comply with the requirement of SET and SEC. Those 3 directors are; 1. Mr. Somchai Apiiwattanaporn Chairman of the Audit Committee 2. Mr. Phibul Phatharodom Audit Committee 3. Mr. Vithaya Chavananand Audit Committee The secretary of audit committee is Ms. Jantana Sriviriyalertkul, Head of internal audit team. Scope of Duties and Responsibilities of the Audit Committee 1. Review the Company's financial reporting process to ensure accuracy and adequacy. 2. Ensure that the Company has an appropriate and effective internal control system and internal audit system. 3. Ensure compliance with securities and exchange laws and SET regulations, or laws concerning the Company's business. 4. Consider, select, nominate, and determine annual remuneration for the Company's auditor. 5. Consider the disclosure of company information in case of connected transactions or transactions which may cause a conflict of interests to ensure accuracy and completely. 6. Prepare a report on the audit committee's supervision of business, to be disclosed in the Company's annual report and signed by the chairman of the audit committee. 7. Perform other tasks assigned by the Company's board with the approval of the audit committee. Tenure of Audit Committee 1. Chairman of the Audit Committee 2. Audit Committee

3 years 3 years

Board of Executive Directors As of December 31, 2007 the Company's board of executive directors which appointed by board of directors comprises of; 1. Mr. Sudhisak Chirathivat Chairman 2. Mr. Sudhitham Chirathivat Executive Director 3. Mr. Prin Chirathivat Executive Director 4. Mr. Tos Chirathivat Executive Director 5. Mr. Preecha Ekkunagul Executive Director and President The secretary of board of executive directors is Mr. Parivat Sopasit, Vice President-Finance and Administration.

Robinson Department Store Public Company Limited and its Subsidiaries

Management Scope of Duties and Responsibilities of the Board of Executive Directors 1. Assign power of attorney to the president to act on behalf of the Company and set the scope of responsibilities for the president to operate day-to-day business. 2. Consider and submit relevant policies, business plan, and annual budget as proposed by the management before submission to the Company's board of directors for approval. 3. Approve an investment of assets at a credit limit up to Baht 200 million per investment. The board of executive directors should prepare a quarterly report on details of investments for the Company's board of directors. 4. Trade and transfer the Company's fixed assets with the amount up to Baht 100 million per item. 5. Consider and approve transactions related to banks and financial institutions. This is regarded as an ordinary trading business operation of the Company. Nomination and Remuneration Committee As of December 31, 2007 the Company's Nomination and Remuneration Committee which appointed by board of directors comprises of; 1. Mr. Somchai Apiiwattanaporn Chairman 2. Mr. Vithaya Chavananand Committee 3. Mr. Sudhitham Chirathivat Committee 4. Mr. Tos Chirathivat Consultant Scope of Duties and Responsibilities of the Nomination and Remuneration Committee Nomination 1. Define the scope of work and policy on the selection and recruitment of directors and sub-committee based on the size, structure, and composition of the Board of Directors, including determination of the qualification of the candidate for submission for the Board's consideration and/or further to shareholders' meetings for approval. 2. Propose a qualified candidate on the selection and recruitment of the director whose tenure have ended or unoccupied position for submission for the Board's approval, including for new President who shall be appointed.

Robinson Department Store Public Company Limited and its Subsidiaries

Management Compensation 1. Define a form of compensation for directors and sub-committee for submission to the Board and further to shareholders' meetings for approval. 2. Define the method and practice of appropriate compensation both monetary and non-monetary compensation for submission to the Board and further to shareholders' meetings for approval. Risk Management Working Team As of December 31, 2007 the Company's Risk Management Working Team which appointed by board of directors comprises of; 1. Mr. Vithaya Chavananand Chairman 2. Mr. Preecha Ekkunagul Working Team 3. Mr. Parivat Sopasit Working Team 4. Mrs. Rattana Anoontakaroon Working Team 5. Mr. Anan Tantipanyakun Working Team The consultant of the Risk Management Working Team is Ms. Jantana Sriviriyalertkul, the secretary of Audit Committee and head of internal audit team. The secretary of the Risk Management Working Team is Ms. Vasana Samngamnoi. Scope of Duties and Responsibilities of the Risk Management Workingteam 1. Make suggestions and give support to the Board in formulating the risk management policy and defining acceptable risk levels. 2. Define the framework of the Company's risk management in line with the risk management policy, and follow up on its implementation as well as reviewing the effectiveness of the framework. 3. Table a broad view for the Board's consideration of business risks and its management method, and follow up on results. 4. Review risk management reports, ensure adequate and suitable risk management to acceptable levels, and ensure continued implementation of risk management. 5. Regularly coordinate with the Audit Committee by sharing information about risks and internal control potentially affecting the Company's business. 6. Decide and provide recommendations on critical issues which learn from the risk management process. 7. Support a Company culture for adequate risk management and internal control.

Robinson Department Store Public Company Limited and its Subsidiaries

Management Good Corporate Governance Working Team As of December 31, 2007 the Company's Good Corporate Governance Working Team which appointed by board of directors comprises of; 1. Mr. Phibul Phatharodom 2. Mr. Piya Nguiakaramahawongse 3. Mr. Parivat Sopasit

Chairman Working Team Working Team

Scope of Duties and Responsibilities of the Good Corporate Governance Working Team 1. Define the policy and review an adequacy and appropriation of the Company Good Corporate Governance Policy, including practices of good corporate governance, code of conduct and Corporate Social Responsibility. 2. Quarterly meet up to follow up ongoing the Company's good corporate governance plan as well as the practicing of the good corporate governance policy of directors, management and employees, to assure that the Company full comply with the principle of the good corporate governance and operate its business with efficiency, transparency and be able to examine. 3. Conduct self-assessment pertaining to the principle of the good corporate governance and submit the findings to the Board for consideration, approval, or comments. Executive Officers 1. Mr. Preecha Ekkunagul 2. Ms. Narttaya Chirathivat 3. Mr. Gerard McGurk 4. Ms. Sirinij Chokchairittikul 5. Ms. Rattana Anoontakaroon 6. Mr. Sukitti Kittipassorn 7. Mr. Anan Tantipanyakun 8. Ms. Apinun Chatrapongporn 9. Ms. Usara Yongpiyakul 10. Mr. Parivat Sopasit

President Senior Vice President-Merchandising Senior Vice President-Operations Vice President-Merchandising Vice President-Merchandising Vice President-Business Analysis and Development Vice President-Operation System and Support Vice President-Commercial Operations Vice President-Marketing Vice President-Finance and Administration

Robinson Department Store Public Company Limited and its Subsidiaries

Management Scope of Duties and Responsibilities of the President 1. Prepare policies, business plan, and annual budget, to be submitted to the board of executive directors for consideration and then to the board of directors for approval. 2. Manage the business according to the Company's policies and business plan as assigned by the Company's board of directors. 3. Approve disbursement of expenses as specified in the budget, and consider and approve investment of assets at a credit limit with the amount up to Baht 5 million per transaction. 4. To consider and approve the Company's engagement in rental or service of any movable properties which are considered as normal business operations. 5. To consider and approve the Company's engagement in rental or service of the real estate properties which are considered as normal business operations. The contract value shall not exceed Baht 50 million and/or three years of tenure. 6. Consider and approve policy of merchandising, trading policy, marketing, sales, and general asset administration.

Nomination of Directors and Executives Nomination Procedure The Company's Board of Directors has appointed Nomination and Remuneration Committee to have duties and responsibilities to propose the qualified candidate for the Board's consideration and/or further to shareholders' meetings for approval. Appointment of the Company's directors shall be conducted according to the Article of Association as follows: - The Company's directors need not to be the Company's shareholders. The third person who agrees to be the Company's director and is appointed by the general shareholders meeting can be the Company's directors. - The Company's board of directors shall consist of not less than five directors and not less than half of those shall reside within the Kingdom. In addition, the Company has adopted the best practices of good corporate governance in regard to the board structure, where the Company's board of directors shall compose of independent directors at least one third of the board size.

Robinson Department Store Public Company Limited and its Subsidiaries

Management Criteria and procedure for electing directors at the shareholders meeting are as follows: In vote for election of directors, majority vote shall be regarded and each shareholder shall have one vote per one share held by such shareholder. - Each shareholder may exercise all the votes he/she has to electing each candidate nominated as a director. - The candidates ranked in order descending from the highest number of votes received to the lowest shall be appointed as directors until the number of directors to be comprised or elected in such meeting is filled. In case the votes cast for candidates in descending order are tied, which would otherwise cause the number of directors to be exceeded, the chairman of the meeting shall have casting vote. - Regarding the right of minor shareholders to appoint a director, the Company's regulations specify that each shareholder has one vote for one share. The cumulative voting is not applicable. The Company's shareholders were invited via SET online system to have a right to propose the person(s) whose qualification comply with the Article of Association, the Public Company Limited B.E. 2535 Act, and the notice of the Securities Exchange Commission to the Company's corporate secretary for consideration as the candidate to serve as the Company director(s) in advance for 2 months before propose to the Nomination and Remuneration Committee's meeting and the Board's meeting. The shareholder who wish to submit the proposal must have the following qualifications: 1. being the shareholder of the company which can be either one shareholder or combined shareholders. 2. holding minimum shares of not less than 100,000 shares. 3. having continuously held those shares in Clause 2 for at least one (1) year until the date of which the shareholder proposes the agenda or proposes the person(s). The Company Secretary shall review the documents initially prior to proposing to the Nomination and Remuneration Committee for their consideration and opinion to the Board of Directors to consider the appropriation of further submission to shareholders for the approval. However, the resolution of the Board of Director shall be deemed the final decision. The name of the nominated person approved by the Board of Director of the Company shall be included in the agenda regarding the election of the Company's directors, accompanied with the opinion of the Board of Director and propose to the shareholder meeting for the approval. The shareholder possessing the qualification in accordance with Clause 1 must submit the "Shareholders Meeting Agenda Proposal Form" together with complete and accurate supporting documents to the Company Secretary within January 31, 2008. The Shareholder shall clarify the objective of the proposal, whether for acknowledgment, consideration or approval.

Robinson Department Store Public Company Limited and its Subsidiaries

Management Remuneration of Directors and the Management Monetary Remuneration Board of Directors According to the resolution of the annual general shareholder meeting for year 2007 approved the remuneration for the members of the entire board not exceeding Baht 4,000,000 (four million baht net), excluding remuneration for Mr. Preecha Ekkunagul who held another position as the Company's president, in which equivalent to the remuneration which was approved in 2006. The Nomination and Remuneration Committee and Board of Directors determine the remuneration of each director as deemed appropriate as follows;

Meeting Fee (Baht) Board of Directors/ Audit Committee Board of Executive Directors

Type of Director

Quarterly Fee (Baht)

Chairman of the Board of Directors/ Directors/ Independent Directors Chairman of the Audit Committee Audit Committee

20,000

10,000

40,000 30,000

15,000 15,000

Monetary remuneration of the Board in the year 2007 comprising of meeting fee and quarterly fee for the Company's directors, Executive Directors, and Audit Committees totaling 10 directors was paid at a total amount of Baht 1,865,000. Details has shown below;

Robinson Department Store Public Company Limited and its Subsidiaries

Management

Directors' Name 1. Mr. Sudhisak Chirathivat 2. Mr. Sudhitham Chirathivat 3. Mr. Prin Chirathivat 4. Mr. Tos Chirathivat 5. Mr. Preecha Ekkunagul 6. Mr. Piya Nguiakaramahawongse 7. Mr. Pandit Mongkolkul 8. Mr. Somchai Apiwattanaporn 9. Mr. Phibul Phatharodom 10. Mr. Vithaya Chavananand

Position

Remuneration (Baht/year)

2007

2006

180,000.00 63,333.33 Chairman 180,000.00 53,333.33 Vice Chairman 180,000.00 63,333.33 Director 140,000.00 63,333.33 Director 160,000.00 63,333.33 Director 130,000.00 53,333.33 Director 130,000.00 63,333.33 Director Chairman of Audit Committee/ 275,000.00 131,666.67 Independent Director 245,000.00 125,000.00 Audit Committee/ Independent Director 245,000.00 125,000.00 Audit Committee/ Independent Director 1,865,000.00 804,999.98 Grand Total

Management The management consists of 10 executive officers taking the positions of president, senior vice president, and vice president, as well as management who are also regarded as board members. Remuneration for executives comprise of monthly salary, bonus, provident fund, and other remuneration (car allowance)

Type of Remuneration Monetary Remuneration Non-Monetary Remuneration

Remuneration (Baht/year) 2007 2006 47,048,771 None

37,972,486 None

Robinson Department Store Public Company Limited and its Subsidiaries

Management Supervision on Inside Information The company has clearly established its scope of duty and responsibility of all employees in the form of Job Description and has trained them to accurately understand their duties and the company's regulations. However, some duties may occasionally cause inside information to be revealed to employees and perhaps to the public without permission. Therefore, the company specifically details that only concerned employees can be informed of such important inside information especially in the case of financial information, by utilizing a computerized system to limit access of information by any particular level of authority. The company will disclose information to those concerned during the appropriate time and only without contravention to the related regulations of the SET and other applicable laws. In addition, the employee shall certify to the Company related to their use of inside information. The company also has regulations in connection with the disclosure of confidential information. If an investigation finds that an employee has disclosed confidential information or financial information without permission, said employee shall be subject to strict punishment by the investigative committee in accordance with the company's regulations. In the case where the company hires outside contractors to perform particular tasks the company requests that a contract should be made in terms of protection of confidential information which may be disclosed due to the nature of the task performed. The hired party must ensure that its staff is under obligation to protect clients' confidentiality. The staff and executives of the hired party are prohibited from using such disclosed inside information to buy or sell shares issued by the company either for their own benefit or that of others.

Internal Control The Company has an internal control system which is sufficient, appropriate, and effective. With a clear organization structure, the Company sets a written scope of authority in various operations, authorization limit, operation processes and responsibility of each party including the board of directors, president, management, and staff. This will allow the Company to operate its business with accuracy, transparency, verifiability, and to prevent any damages which may occur. The Internal Control System has been improved for ongoing effectiveness and efficiency. The Internal Audit section, which is independent from the management reviews operations and the information technology system of all departments to ensure that all staff in the organization comply with the Internal Control System as set by the Company, while reporting their performance directly to the Audit Committee on a regular basis. Communication and cooperation with management regarding audit results, observations, and suggestions was also conducted. In addition, guidelines to resolve issues appropriately were also set up. Chairman of the Audit Committee reported all audit results to the Board on regular basis. Regarding auditor's opinions in the Audit Report of Certified Public Accountant for the year 2007, there were no material respects that can be considered significant in the Internal Control System of the Compan's accounting and information technology system.

Robinson Department Store Public Company Limited and its Subsidiaries

Management In terms of risk management, the Company realizes and stresses the importance of risk management. Therefore, the Company's board appointed the risk management working team to serve as an important instrument or mechanism to ensure the Company's effective operation of risk management with an internal control system that sufficiently covers all risks. In 2007, the working team established the Company's written risk management policy. The working team comprising management from various operations was also set up to consider risk factors which the Company is facing and those which may occur in the future. The Training & Workshop for executives was also created. The Company is currently setting up guidelines that indicate the organizationĂ&#x;s risks and producing risk management handbook.

Robinson Department Store Public Company Limited and its Subsidiaries

Information of Board of Directors

Mr. Sudhisak Chirathivat Age: 62

Mr. Somchai Apiwattanaporn Age: 57

Position: ë Chairman of Board of Director/Executive (Authorized Director) Relationship among management ë Brother of Mr. Sudhitham and Mrs. Narttaya ë Uncle of Mr. Prin and Mr. Tos Education: ë Bachelor Degree in Mathematics, St. Fisher College, U.S.A. ë Director Certification Program (DCP) 2007 ë Director Accreditation Program (DAP) 2007, Thai Institute of Directors Association No. of share holding (shares): None Experiences: ë 1994 President of Industry and Retail Business, Companies in Central Group ë 2000 Chairman of the Executive Board, Central Marketing Group Co., Ltd. ë 2001-Present Executive Board, Central Group of Companies ë 2003-Present Director/Executive Board, Central Pattana Pcl. ë 2003-Present Director/Executive Board, Central Plaza Hotel Pcl. ë 2006-Present Chairman and Chairman of the Executive Board, Robinson Department Store Pcl.

Position: ë Director/Independent Director/Chairman of the Audit Committee Education: ë Bachelor Degree in Accounting, RamKhamhaeng University ë Master of Art (Public Management), RamKhamhaeng University ë Defense College Graduated (Wor Por Ror Or -2546) ë Certified Public Accountant ë Director Certification Program (DCP) 2006, Director Accreditation Program (DAP) 2004, Thai Institute of Directors Association ë Capital Market Academy Leader Program No. of share holding (shares): None Experiences: ë 2003-2004 Chairman of Asset Management Committee, Director, TMB Bank Pcl. ë 2003-Present Deputy Director, Excise Department ë 2003-Present Vice Chairman of Committee, Playing Card Factory Committee, Excise Department, Ministry of Finance ë 2005-Present Member of Federation of Accounting Professions Tax Accounting Committee ë 2005-Present Director, Liquor Distillery Organization, Excise Department, Ministry of Finance ë 2006-Present Chairman of Audit Committee and Independent Director, Robinson Department Store Pcl.

Robinson Department Store Public Company Limited and its Subsidiaries

Information of Board of Directors

Mr. Sudhitham Chirathivat Age: 60

Mr. Tos Chirathivat

Position: ë Vice Chairman of Board of Director/Executive Director (Authorized Director) Relationship among management ë Brother of Mr. Sudhisak and Mrs. Narttaya ë Uncle of Mr. Prin and Mr. Tos Education: ë Bachelor Degree in Electrical Engineering University of Maryland (College Park), U.S.A. ë MBA (Operations Research) Iona University, New York, U.S.A. ë Director Certification Program (DCP) 2003, Thai Institute of Directors Association ë Defense College Graduated 4313 (Wor Por Ror Or - 4313) No. of share holding (shares): None Experiences: ë 2002-Present Executive Committee Retail and Real Estate, Central Group of Companies, Chairman, Earth Care Co., Ltd., Executive Director, The Vintage Club Co., Ltd., Director, Central Holding Co,. Ltd., Executive Director, Central Plaza Hotel Pcl., Director, Central Pattana Pcl., Director, TT&T Pcl. ë 2006-Present Member of the National Legislative Assembly ë 2006-Present Director/Executive Board, Robinson Department Store Pcl.

Position: ë Director/Executive Director (Authorized Director)r) Relationship among management ë Nephew of Mr. Sudhisak, Mr. Sudhitham, and Mrs. Narttaya ë Brother of Mr. Prin Education: ë BA Wesleyan University, CT, USA ë MBA (Finance) Columbia University, NY, U.S.A. No. of share holding (shares): None Experiences: ë 1996-2001 Chief Operational Officer, Central Retail Corporation Co., Ltd. ë 2002-Present Chief Executive Officer Central, Retail Corporation Co., Ltd. ë 2006-Present Director/ Executive Board, Robinson Department Store Pcl.

Age: 43

Robinson Department Store Public Company Limited and its Subsidiaries

Information of Board of Directors

Mr. Prin Chirathivat Age: 45

Mr. Preecha Ekkunagul

Position: ë Director/Executive Director (Authorized Director) Relationship among management ë Nephew of Mr. Sudhitham, Mr. Sudhisak, and Mrs. Narttaya ë Brother of Mr.Tos Education: ë Bachelor Degree, Skidmore College, U.S.A. ë MBA Sasin Graduate Institute of Business Administration, Chulalongkorn University ë Director Certification Program (DCP) 2000, Director Accreditation Program (DAP) 2005, Audit Committee Program (ACP) 2005, The Role of Chairman (RCM) 2005, Thai Institute of Directors Association ë Capital Market Academy Leader Program No. of share holding (shares): None Experiences: ë 1999-2006 Director, Indhra Insurance Pcl. ë 2002-2006 Director, Dhanamitr Factoring Pcl. ë 1995-Present Director, General Card Services Ltd. ë 1996-Present Director/Executive Board, Central Retail Corporation Co., Ltd. ë 2002-Present Executive Board, Central Group of Companies ë 2004-Present Member of Board of University Affairs, Chiangrai Rajabhat University ë 2004-Present Consultant, Market for Alternative Investment (MAI) ë 1993Present Director/Executive Board, Central Plaza Hotel Pcl. ë 1994-Present Director/Executive Board, Central Pattana Pcl. ë 1999-Present Director, Malee Sampran Pcl. ë 2003-Present Chairman of Audit Committee, Bualuang Securities Pcl. ë 2006-Present Director/Executive Board, Robinson Department Store Pcl.

Position: ë Director/Executive Director/President (Authorized Director) Education: ë Bachelor Degree in Chemical Engineering, Chulalongkorn University ë Master Degree (Industrial and Management), Asia Institute of Technology ë Director Certification Program (DCP) 2005 ë Director Accreditation Program (DAP) 2004, Thai Institute of Directors Association No. of share holding (shares): None Experiences: ë 1995-2000 Managing Director, BigC Supercenter Pcl. ë 2000-2003 President, CRC Power Retail Co., Ltd., B2S Co., Ltd. ë 2003-Present President/Director/Executive Director, Robinson Department Store Pcl.

Age: 49

Robinson Department Store Public Company Limited and its Subsidiaries

Information of Board of Directors

Mr. Piya

Position: ë Director (Authorized Director) Education: ë BS (Electrical Engineering) and BS (Management), Massachusetts Institution of Technology, Cambridge, U.S.A. ë MBA and MS (Electrical Engineering), University of Southern California, Los Angeles, U.S.A. ë Director Certification Program (DCP) 2005, Thai Institute of Directors Association No. of share holding (shares): None Experiences: ë 1997-Present Senior Vice President Finance and Account, Central Retail Corporation Co., Ltd. ë 1997-Present Director, Robinson Planner Co., Ltd. ë 2006-President Director, Robinson Department Store Pcl.

Nguiakaramahawongse Age: 50

Mr. Pandit Mongkolkul Age: 45

Position: ë Director (Authorized Director) Education: ë Bachelor Degree in Accounting, Chulalongkorn University ë MBA (Finance and International Business) Sasin Graduate Institute of Business Administration ë Director Certification Program (DCP) 2003, Thai Institute of Directors Association ë Capital Market Academy Leader Program No. of share holding (shares): 225 Experiences: ë 1992-Present Vice President, Central Department Store Co., Ltd. ë 1993-Present Director, Earth Care Co., Ltd. ë 2005-Present Director, Andaman Capital Co., Ltd. ë 2004Present Director, CG Broker Co., Ltd. ë 2000-Present Director, Robinson Planner Co., Ltd. ë 2004-Present Chairman of the Executive Board Dhanamitr Factoring Pcl. ë 2006Present Director, Malee Sampran Pcl. ë 1996-Present Director, Robinson Department Store Pcl. and its Subsidiaries

Robinson Department Store Public Company Limited and its Subsidiaries

Information of Board of Directors

Mr. Phibul Phatharodom

Position: ë Director/Independent Director/Audit Committee Education: ë Bachelor Degree (Accounting and Law), Thammasat University ë M.S. (Accounting) University of Kansas, U.S.A. ë Director Accreditation Program (DAP), 2004, Audit Committee Program (ACP), 2005, Thai Institute of Directors Association No. of share holding (shares): None Experiences: ë 1999-2005 Independent Director/Audit Committee, Central Plaza Hotel Pcl. ë 1969Present Partner/Certified Public Accountant, Phatharatham Auditing Office ë 2006Present Independent Director/Audit Committee, Robinson Department Store Pcl.

Age: 74

Mr. Vithaya Chavananand Age: 50

Position: ë Director/Independent Director/Audit Committee Education: ë Bachelor Degree (Political Science Finance), Chulalongkorn University ë MBA, Webster University, U.S.A. ë Director Accreditation Program (DAP) 2006, Thai Institute of Directors Association ë Director Certification Program (DCP), Thai Institute of Directors Association No. of share holding (shares): None Experiences: ë 1986-Present Vice Chairman, Wijitpan Palm Oil Co., Ltd., Managing Director Wijitpan Suan Palm Co., Ltd., Director Wijitpan Construction Co., Ltd., Managing Director, CVN Developement Co., Ltd., Director, Chavananand Construction Co., Ltd, Director, Wijitpan Real Estate Co., Ltd., Director Wijitpan Palm Co., Ltd., ë 2006-Present Independent Director/Audit Committee, Robinson Department Store Pcl.

Robinson Department Store Public Company Limited and its Subsidiaries

Information of Board of Directors Position: ë Director/SVP-Merchandising (Authorized Director) Relationship among management ë Sister of Mr. Sudhisak, and Mr. Sudhitham ë Aunt of Mr. Prin and Mr. Tos Education: ë BS (Economic) University of Hartford, CT, U.S.A. ë MBA University of Hartford Paris, France No. of share holding (shares): None Experiences: ë 1995-Present SVP-Merchandising, Robinson Department Store Pcl.

Mrs. Narttaya Chirathivat Age: 44

Position: ë VP-Commercial Operations Education: ë HND in Business Practices and Business Computer Practices, Dundee College of Commerce ë 5'0' Grade-3'H'Level, Lawside RC Academy No. of share holding (shares): None Experiences: ë 1998-2000 District Manager, Robinson Department Store Pcl. ë 2000-2002 Managing Director Planer Sports China Limited, TS Lifestyle Thailand Limited ë 2003-Present VPCommercial Operations, Robinson Department Store Pcl.

MR.GERARD McGURK Age: 41

Robinson Department Store Public Company Limited and its Subsidiaries

Information of Board of Directors Position: ë VP-Business Analysis and Development Education: ë Bachelor Degree in Pharmacology, Mahidol University ë MBA, Thammasat University No. of share holding (shares): None Experiences: ë 1997-2006 VP-Operation Systems and Support, Robinson Department Store Pcl. ë 2007-Present VP-Business Analysis and Development, Robinson Department Store Pcl.

Mr. Sukitti Kittipassorn Age: 51

Position: ë Company Secretary/VP-Finance and Administration Education: ë Bachelor Degree in Accounting, Chulalongkorn University No. of share holding (shares): None Experiences: ë 1995-2001 Accounting and System Manager, Siam Gardian Glass Co., Ltd. ë 2001-2003 Accounting Director, CRC Power Retail Co., Ltd. ë 2003-Present VP-Finance and Administration, Robinson Department Store Pcl.

Mr. Parivat Sopasit Age: 49

Robinson Department Store Public Company Limited and its Subsidiaries

Information of Board of Directors Position: ë VP-Marketing Education: ë Bachelor Degree in Marketing Management, ABAC ë MBA (Business Communication) Bentley College Boston, U.S.A. No. of share holding (shares): None Experiences: ë 1998-2000 Senior Marketing Manager, Krungsri-GE Bank Card, GE Capital Thailand ë 2000-2003 Customer (Non-Auto) Insurance Product Leader, GE Capital Thailand ë 2004Present VP-Marketing, Robinson Department Store Pcl.

Miss. Usara Yongpiyakul Age: 42

Miss. Sirinij Chokchairittikul

Position: ë VP-Merchandising Education: ë Bachelor Degree in Communication Arts, Bangkok University ë MA (Communication) International Program, 1st HONOR (Golden Medal), Bangkok University No. of share holding (shares): None Experiences: ë 1995-2002 Regional Store Manager, Mark &Spencer (United Kingdom), Marks & Spencer (Thailand), ë 2002-2005 General Manager-Merchandise Ready to wear (CreditDifferentiate), Robinson Department Store Pcl. ë 2005-Present VP-Merchandising, Robinson Department Store Pcl.

Age: 32

Robinson Department Store Public Company Limited and its Subsidiaries

Information of Board of Directors Position: ë VP-Merchandising Education: ë BBA (General Management) at Sukhothaithammathirat University ë MBA at National Institution of Development Administration Bangkok, Thailand No. of share holding (shares): None Experiences: ë 1997-2006 VP-General Merchandising BigC Supercenter Pcl. ë 2006-Present VPMerchandising, Robinson Department Store Pcl.

Miss. Ratana Anoontakaroon Age: 48

Position: ë VP-Store Commercial Operations Education: ë Bachelor of Science Kasetsart University ë Master of Public Administration Program National Institute of Development Administration No. of share holding (shares): None Experiences: ë 2004-2006 District Manager, Robinson Department Store Public Company Limited ë 2007-Present VP-Store Commercial Operations, Robinson Department Store Pcl.

Miss Apinun Chatrapongporn Age: 44

Robinson Department Store Public Company Limited and its Subsidiaries

Information of Board of Directors

Mr. Anan Tantipanyakun

Position: ë VP-Operation Systems and Support Education: ë Bachelor Degree (Auditing), 1st Honor, The University of the Thai Chamber of Commerce ë Master Degree (Master of Public and Private Management) National Institute of Development Administration No. of share holding (shares): None Experiences: ë 1995-2003 Store General Manager, Big C Supercenter Pcl. ë 2003-2007 Analysis Project and Director, Robinson Department Store Pcl. ë 2007-Present VP-Operation Systems and Support, Robinson Department Store Pcl.

Age: 41

Robinson Department Store Public Company Limited and its Subsidiaries

Good Corporate Governance and Corporate Social Responsibility The Company's board of directors approved a written good corporate governance policy with principles and practices that comply with Good Corporate Governance Principles of Listed Companies (2006) of the Stock Exchange of Thailand. This policy can be divided into 4 sections including section 1 The Company's board of directors, section 2 rights and equitable treatment of shareholders, and roles of stakeholders, section 3 information disclosure and transparency, and section 4 business ethics. The Company's board of directors assigned the corporate governance working team to be responsible for setting up policy and guidelines for good corporate governance and business ethics, while reviewing and modernizing such policy and guidelines to be suitable for current situation. The Company's board of directors, management, and staff are encouraged to strictly follow the policy and guidelines. The Company's board of directors has a strong belief that good corporate governance serves as an important factor to set up a power controls, checks-and-balances mechanism for a transparent and fair business operation which is open to scrutiny. This will help add value and returns to the Company's shareholders in the long run.

Summary of Good Corporate Governance Practices Rights of Shareholders Recognizing the importance of shareholders rights, not only the basic rights but also other rights. The Company shall not do anything to infringe their rights or to deprive them of their rights. In 2007, the Company strived to enhance the efficiency of distribution of necessary news and information procedure to ensure that shareholders will receive sufficient and accurate information on the Company in a timely manner before making decisions. It also includes the right to receive stock certificates, to transfer shares, and to receive dividends. The Company supported shareholders to attend the shareholders' meeting. There is no restriction on the right to attend the meetings for shareholders who show up late. The Company facilitated shareholders to attend the meetings both in terms of venue, food and beverages preparation as well as proper time setting. Regarding meeting notices, the Company provided shareholders, in advance of meetings, with meeting notices that contain all agenda details, each with the board of directors' opinions, supporting information on agenda details, details about the credentials each shareholder needs to bring to the meeting. All supporting documents both in Thai and English versions along with the proxy forms were also posted on the Company's website at least 30 days in advance of meeting. Such documents were also sent to shareholders at least 14 days prior to the meeting. Since 2006 upon the completion of the Company's rehabilitation plan, shareholders' meetings have been held. The Company has not distributed any documents that contained additional information at the meetings. There have been neither additional meeting agendas nor changes on important information without prior notice. At the meeting, chairman of the Company's board of directors informed shareholders of their voting right and explained clearly how ballots are cast and counted. The minutes of the meeting were complete and accurately recorded along with the voting results of each agenda item, which must also be provided on the Company's website within 14 days after the meeting. The Company encouraged its board of directors especially the chairman, chairman of the sub-committee, and president to attend the shareholders' meetings with prior notices to enable all directors to allocate time for the meeting. In addition, shareholders were encouraged to submit their questions in advance of the meeting by sending letters to the Company's secretary or via e-mail: ir@robinson.co.th. Shareholders were also able to address their opinions and questions related to the Company's operation at the meeting.

Robinson Department Store Public Company Limited and its Subsidiaries

Good Corporate Governance and Corporate Social Responsibility Equitable Treatment of Shareholders The Company provided the right of minority shareholders to nominate candidates for director positions, to propose any agenda items to the Company's secretary for the board of directors' consideration up to 2 months ahead of the board of directors meeting to set up agendas for the shareholders' meetings. Shareholders who cannot attend the meeting were able to vote by proxy or appoint independent directors as their proxies. This serves as an option for shareholders to appoint at least 2 independent directors who have no connection with the agenda items on the proxy forms. This has enabled shareholders to appoint their proxies to attend the shareholders' meeting. For director election, the Company specified that each director nominee is voted on individually. Shareholders are also encouraged to use the proxy forms which can decide balloting directions (Proxy Form B). In addition, the Company also provided the custodian proxy form for international shareholders in a category of institution (Proxy Form C). Regarding details of information for each agenda in the meeting's supporting documents for shareholders' consideration, the Company followed and adhered to the practical guidelines of the AGM Checklist provided by the Securities and Exchange Commission (SEC) In addition, the Company requested that new executives report the holding of securities and also the transfer of securities to the Securities and Exchange Commission (SEC) pursuant to section 59 under the Securities and Exchange Act B.E. 2535. In addition, the Company also clearly specified the duties and responsibilities of the executives and organization units by prohibiting executives or any persons who have inside information from disclosing such information to outsiders or non-engaged persons, except if the disclosure is made to the public as specified in the regulations of the Stock Exchange of Thailand. Any violation shall be subject to disciplinary action according to the company's regulations. The Role of Stakeholders in Corporate Governance Apart from shareholders, the Company takes into account all groups of stakeholders, making sure that they are treated fairly and in accordance with their legal rights as specified in the laws that concern stakeholders and/or through mutual agreements with the Company. Written business ethics was produced to enable directors, executives, and staff to understand and recognize the ethical standard that has been employed in the Company's business operation. The Company strongly hopes that everyone in the organization will strictly comply with the guidelines of practices, while promoting conduct that expresses its responsibility towards stakeholders. The Company realizes that all stakeholders play a supportive role in the Company's long-running success with details as follows: Employees: The Company has been striving to develop and create a good relationship between the Company and its staff by treating them according to the regulations set out under the labor and social welfare law. It strictly respects staff's individual rights, and provides proper remuneration and welfare benefits in comparison with those in the same business group. The Company set up a working unit particularly responsible for staff welfare benefits at all branches to ensure that the Company's staff as well as the sales staff employed by our business partners receives a fair treatment from the Company, while working in a proper and safe environment. Various activities have been organized for staff to promote teamwork and create pleasant atmosphere.

Robinson Department Store Public Company Limited and its Subsidiaries

Good Corporate Governance and Corporate Social Responsibility Partners and/or Creditors: The Company strictly observes and adheres to all its obligations to partners and/or creditors. It has regulations to prohibit executives or staff from performing any illegal or unethical practices against partners and/or creditors by admitting or asking for any properties or benefits. Should there be any evidence or information of unethical practice the Company or partners and/or creditors must inform or disclose such information for joint consideration to find a solution to the problem in order to prevent any losses which may occur in the future. Customers: The Company attempts to create customer satisfaction by providing fine quality products that meet customers' demands at reasonable price as well as excellent service. It also conducts its business rightly and equitably. The Company has a strict policy of preventing the confidential information of customers. Customers have a chance to make complaints or queries at all time. Competitors: The Company abides by the framework, rules and ethics of fair competition, and will not destroy the reputation of its competitors through pricing strategy or any unethical strategies. Community and Environment: The Company has a policy to continually support activities which are beneficial to the community and environment. It will not take any illegal action or support any illegal action which is harmful to the natural resources and community. Information Disclosure and Transparency The Company stresses the importance of the disclosure of information including financial reports and business information that is accurate, complete, transparent, equitable, and on a timely basis through the communication channel of the SET and the Company's website www.robinson.co.th. For investor relations, the Company assigns the financial management and investor relations section, financial management division, along with the president and vice president of finance and administration to be responsible for duties related to investor relations in order to communicate important and beneficial information to the institutional investors, shareholders, stock analysts, press and general public. In the year 2007, investor relation activities included a non-deal road show among company's executives, international investors, and analysts, along with securities companies; domestic press meetings; investors' and analysts' company visits; and conference calls to acquire information on the Company's performance. The Company also participated in meet the investor activity in cooperation with the SET, or Thailand Focus event. Investors can contact the Company's investor relations section at tel. 0-2248-2626 ext. 732, 733 or e-mail: ir@robinson.co.th. This will serve as a communications channel between the Company, shareholders and investors. Regarding the quality of financial reports, the Company's board of directors is responsible for consolidated financial statements of the Company and its subsidiaries (approved by the Company's auditor) as well as financial information presented in the annual report. The Company's board of directors appoints the audit committee which consists of an independent committee responsible for the quality of financial reports and internal control system. For the year 2006 financial report, the board of directors had the opinion that such financial statements were prepared in accordance with Thai General Accepted Accounting Principles through the adoption of the appropriate accounting policy and consistent practice of that policy, including the disclosure of substantial information in the Notes to the financial statements of the Company and its subsidiaries.

Robinson Department Store Public Company Limited and its Subsidiaries

Good Corporate Governance and Corporate Social Responsibility Responsibilities of the Board Board Composition In 2007, the company's board of directors appointed at the shareholders' meeting consisted of directors with various qualifications in terms of skills and experience in managing retail business and department stores, as well as expertise in particular fields such as accounting, finance, and law. The board of directors comprises ten members including: - 1 Executive Director - 6 Non- Executive Directors - 3 Independent Directors (Independent Directors are 30%) However, there are currently 3 independent directors or 30% which may lead to unclear checks-and-balances system of the board of directors' control and management duties. Therefore, the nomination and remuneration committee nominated another independent director at the board of directors' meeting in order to submit to the shareholders' meeting at the general shareholders' meeting for the year 2008 for approval of appointment of new director. Upon approval at the shareholders' meeting, the composition of the Company's board of directors may change in compliance with the good corporate governance principles related to the board of directors' structure that comprises independent directors which must account for one-third of the board. This will lead to clarity in checksand-balances system. Roles and Responsibility of the Board The board of directors authority and responsibilities include: - Carries out the company's activities in accordance with governing laws, the company's objectives and Article of Association, as well as the resolutions of shareholder meeting. Directors shall perform their duties in good faith, with due diligence and care for the Company's interest. - Directors must possess honesty, faithfulness, business ethics, skills, experience and expertise that are useful to the Company and also put all efforts to the Company. - Be consistently accountable to the shareholders and protect the benefit of each shareholder equally. The Board arrange for the disclosure of Company information to shareholders, investors, and all stakeholders. Such information must be correct, complete, standardized, transparent, and timely. - The Board shall define the Company's vision, strategies, policy, and business directions and ensure that the business is efficiently and effectively administered by the management team under the Company's policy to add the highest value, which must be secure and sustained, to the Company and shareholders. The Board regularly monitors business performance by setting up the Board's Meeting in every quarter. - The Board shall provide reliable systems for accounting, financial reporting, account auditing, including the efficient internal control system and internal audit, which the Board appointed the Audit Committee to be responsible for this matter. - The Board shall provide efficient risk management and regular monitoring including good corporate governance practices. The Board set up the Risk Management Working Team and the Good Corporate Governance Working Team which appointed Independent Director as chairman of each working team. The working teams shall be conduct the Company's risk management and good corporate governance.

Robinson Department Store Public Company Limited and its Subsidiaries

Good Corporate Governance and Corporate Social Responsibility - The Board shall arrange a corporate secretary to assist the Board in its various activities and run the business in line with the related laws and regulations. - Independent directors should exercise independent discretion in the formulation of strategies, management of work and resources, appointment of directors, and determination of business standards. They should also be ready to disagree with management team members and other directors on matters that may affect the equality of each shareholder. - Chairman of the Board does not be the same person of the President of the Company for duties and responsibilities desperation and hold balance of operation power. The number of board position The Company defines limit of the number of board positions that a director can hold which shall not exceed 5 positions during his/her tenure in order for director to have time to attend the meeting for following up the Company's business performance. While, the Company's president shall limit to be the president of a listed company only in order for he/she to have sufficient time to conduct the business operation. Committee and Working Team In 2007, the Board considered and appointed the additional Committees as appropriate. The new appointed committees are responsible for specific duties which expertise is needed to consider and review on the assigned work as its delegation. The Committees shall report their duties to the Board according to annual schedule. Details of committees have shown as the followings; 1. Audit Committee the structure of audit committee comprises of 3 independent directors and one of them must possess the knowledge of finance and/or accounting. 2. Nomination and Remuneration Committee the structure of the committee comprises of 2 independent directors as minimum, where the proportion of independent director shall not less than two-third of the committee size and being the chairman of the committee. 3. Risk Management Working Team the structure of the working team comprises of 1 independent director as minimum and also being the chairman of the working team. 4. Good Corporate Governance Working Team the structure of the working team comprises of 1 independent director as minimum and also being the chairman of the working team. The Board Meetings The Company's Board of Director Meetings is held on regular basis, at least on 1 meeting in every quarter. The Board has set its meeting schedule in advance for every quarter and sends notice of the meeting along with a meeting agenda and meeting documents of each agenda to each director in advance of the meeting date so that the directors have sufficient time for their consideration. In the event that queries are raised from director, each director has their right to examine the meeting document and other important documents and the management shall state it clearly.

Robinson Department Store Public Company Limited and its Subsidiaries

Good Corporate Governance and Corporate Social Responsibility Of the Board Meeting, the chairman of the Board, President, and corporate secretary set the meeting agenda and all important issues together including the Company and its subsidiaries' acquisition or disposal of assets which is significantly impact on the Company, investment project, as well as connected transactions, in such case, these issues shall be proposed to the board of executive directors and/or audit committee for their consideration and state their opinion before propose to the Board. In the agenda that one of the director who has interest in transaction shall be in the meeting room before the Board consider and make decision on that agenda. Details of the meeting attendance of the Board of Directors and Audit Committee in 2007 Meeting Attendance (No. of Attendance / No. of Meeting) Directors' Name

1. Mr. Sudhisak Chirathivat 2. Mr. Sudhitham Chirathivat 3. Mr. Prin Chirathivat 4. Mr. Tos Chirathivat 5. Mr. Preecha Ekkunagul 6. Mr. Piya Nguiakaramahawongse 7. Mr. Pandit Mongkolkul 8. Mr. Somchai Apiwattanaporn 9. Mr. Phibul Phatharodom 10. Mr. Vithaya Chavananand

Position

Chairman Vice Chairman Director Director Director Director Director Chairman of Audit Committee/ Independent Director Audit Committee/ Independent Director Audit Committee/ Independent Director

Board of Directors 5/5 5/5 5/5 4/5 4/5 5/5 5/5

Audit Committee -

4/5

5/5

Board Self Assessment The Company conducts self assessment for the Board of Directors and Audit Committee at least 1 time per year. Board and Management Training The Company encourages each director including corporate secretary to attend a course from Thai Institute of Directors (IOD) and from other institutions in order to increase their caliber and deem beneficial to the Company's current corporate governance appropriately. In 2007, 90% of the directors in the Board have attained the certificate from IOD. The Company has determined president and senior vice president to establish his/her succession plan and report the progress to the Board of Executive Directors.

Robinson Department Store Public Company Limited and its Subsidiaries

Good Corporate Governance and Corporate Social Responsibility

Social Responsibility The Company has a policy to promote social responsibility on a regular basis, while creating awareness of the Company's staff at all levels of each branch to enable them to recognize the importance of society and environment through the Company's internal network system. In 2007, the Company focused on promoting 4 activities including blood donation in cooperation with the Thai Red Cross, provision of assistance to the community and environmental preservation, provision of support in terms of education and sport, and making contribution to the Buddhism. The Company provided cooperation to the private sector and government sector such as support to the blood donation center of the Thai Red Cross including support to HRH Princess Maha Chakri Sirindhorn' s mobile blood donation unit project, promotion on blood donation, and production of souvenirs to be given to blood donors to celebrate His Majesty's 80th birthday. Head office's staff and those working at the Company's branches are encouraged to donate blood annually. Support to the regional Red Cross in provinces where the Company's branches are located was also provided. Regarding contribution to the community and environment preservation, the Company conducted activities through various environment foundations such as the Environment Foundation. These included production of t-shirts for blood donors, blanket donation for those suffering cold weather, and provision of donation boxes at all branches to collect money to support various projects of the Environment Foundation. In addition, support to other projects was also provided including Love The King Project and holy candle production to celebrate His Majesty's 80th birthday. Recognizing the importance of Thai children's education, the Company provided financial support for study materials as well as renovation of school's building in rural areas. The Company also supported various sport competition activities to contribute to the good health of people. Moreover, great efforts have been exerted to preserve and promote Buddhism in order to conserve traditional Thai culture and traditions. These included support to the annual Buddhist Lent of Ubon Ratchathani province as well as promotion of various activities related to Buddhism important occasions.

Robinson Department Store Public Company Limited and its Subsidiaries

Report of the Audit Committee Dear Shareholders of Robinson Department Store Public Company Limited In 2007, the Audit Committee performed their duties and responsibilities as assigned by the Companyûs board of Directors in compliance with the regulations of the Stock Exchange of Thailand. The Committee held 5 meetings in all that participated among management, auditors and internal auditors according to the appropriate agendas. The Audit Committee reported, expressed their opinions, and offered suggestions as deemed necessary. Duties performed were, in summary, as follows: Procedures for Making Financial Reports and the Disclosure of Information The Audit Committee reviewed quarterly and annual financial statements, cooperates with the Companyûs Management and auditors. These were for the making of disclosure of information approval that is accurate to the main point and to the principle of accounting with Generally Accepted Accounting Practices. They also ensured that important information, connected transactions, and transactions which may cause conflict of interest were sufficiently and credibly disclosed. Including, the committee considered and providing suggestions to auditing planning and auditing result from auditors, before propose to the Companyûs board of Directors for approval. Internal control system and internal audit The Audit Committee supervised internal audit operations in compliance with professional standards, a computerize system has been utilized to support internal audit operations and to enhance the efficiency of the internal audit procedures, and had more concisely Internal control system. They also agreed annual auditing planning and reported auditing result, together with, providing advices to office of internal control and the Companyûs Management for improving procedures. In addition, the committee considered and supported workforce and ongoing personnel development of internal team. Compliance with regulations and related laws The Audit Committee consistently reviewed the Companyûs compliance subjected to the Securities and Stock Exchange Act, Regulations of the Stock Exchange of Thailand, and other related business laws. Disclosure of information of connected transactions The Audit Committee considered the Companyûs inter-transactions and the disclosure of information on related transactions which may cause conflict of interest on a regular basis. Also, they provide suggestions to the Companyûs Management to assure that it has transparency, entirety and accuracy in practice.

Robinson Department Store Public Company Limited and its Subsidiaries

Report of the Audit Committee Risk management The Audit Committee considered and gave their opinions to the report of the Company没s risk management and also reported the progress of the Company's risk management. The Audit Committee also exchanged the knowledge and information related to risk and internal control, which has caused or may cause effects on the Company with the Risk Management Committee, risk management working group and Management continuously. Good Corporate Governance The Audit Committee continuously fosters and follows up good Corporate Governance practices, while providing suggestions necessary for improving such practice. Moreover, they also pushed forward the Corporate Governance workingteam to perform and follow up the improvement more actual. Selection and appointment of auditor The Audit Committee estimated overall operation in 2007, the result was satisfied. They determined remuneration for auditing fees compare with the range of work which is expanding. Then they proposed to the Company没s board the appointment of KPMG Phoomchai Audit Ltd. as the Company没s Auditors for the year 2008 with remuneration to the amount of Baht 4,339,000. Remuneration for the Auditors of subsidiaries was Baht 2,135,000. Total remuneration for the Company and its subsidiaries was Baht 6,474,000. This will be submitted to the shareholders meeting for their approval. Self-assessment of the Audit Committee Assessment of the Audit Committee没s performance for the year 2007 was done on 28 January 2008 and yielded satisfactory results. The Audit Committee concluded that the Company has appropriate and reliable procedures for making financial reports and the disclosure of information, as well as a sufficient internal control system and also has continually improvement to support satisfactory Corporate Governance procedures.

(Mr. Somchai Apiwattanapron) Chairman of the Audit Committee February 2008

Robinson Department Store Public Company Limited and its Subsidiaries

Responsibility Statement from the Board of Directors on the Disclosure of the Financial Report The Board of Directors is responsible for financial statements of Robinson Department Store Public Company Limited and its subsidiary. The financial statements and information set out in Annual Report have been prepared in compliance with the generally accepted accounting principles in Thailand and other appropriate and consistent accounting policies and with careful consideration. Thus the company has disclosed all important information in the Notes under the Financial Statements, in a proper and highly transparent manner. The Board of Directors provides and maintains appropriate and efficient internal control systems, ensuring that all accounting records are accurate, complete and sufficient to protect the Company's assets. In this regard, the Board of Directors has appointed the Audit Committee, comprising independent directors, to review the financial reporting and internal audit procedures. The Audit Committee's Report is presented accordingly in this Annual Report. The Board of Directors agrees that the overall internal control systems of Robinson Department Store Public Company Limited are satisfactory and creditable rationally for reliability on the financial statement of Robinson Department Store Public Company Limited and its subsidiary for the year ending 31 December 2007.

(Mr.Sudhisak Chirathivat)

(Mr.Preecha Ekkunagul)

Chairman of the Board of Directors

President

Robinson Department Store Public Company Limited and its Subsidiaries

Management Discussion and Analysis Revenue from Sales and Others The Company and its subsidiaries total revenues of Baht 12,602 million were Baht 572 million an increase in revenue from continuing operations or 4.75%. This was mainly due to an ongoing growth in sales of Baht 473 million or 4.38% comparing to last year resulted from the successfulness in merchandising management by continuously offering a variety of fashion goods in assortment, launching a large number of new product brands, whereby the sales from provincial branch kept growing as a consequence of sales promotions through the year to stimulate customer's need. In addition, there was also new stores expansion in year last year-Ayudthaya and this yearJungceylon which opened since September. Rental and service incomes decreased by Baht 21 million or 2.99%, mainly due to lower rental space comparing to last year, meanwhile a certain lessee renovated its retail space which inconvenient for customer to shopping resulted in lower rental income to the Company. Cost of Sales In 2007, cost of sales of the Company and its subsidiaries was in the proportion of revenue from sales at 76.96%, a decrease from 77.53% from the previous year. Gross profit margin increased from 22.47% in 2006 to 23.04% in 2007, an increase in gross profit at the amount of Baht 170.56 million or 7.2% comparing to last year. This was mainly due to merchandising management which emphasized the continual use of effective goods purchasing policy and stock management policy. It also included appropriate sales promotion programs which were organized throughout the year especially compelling marketing of differentiation product which driven higher gross margin. Selling and Administrative Expenses The Company and its subsidiaries selling and administrative expenses amounted to Baht 2,904 million in 2006 and Baht 2,821 million in 2007. In 2006, the Company recorded one time expenses in provision of obsolete stock at Baht 227 million so the Company expenses from continuing operations amounted to Baht 2,677 million. On a like-for-like basis, expenses in 2007 increased by Baht 144 million or 5.38% caused by asset depreciations and expense from new store. However, the Company was able to efficiently control selling and administrative expenses in existing stores particular in areas of personal expense, marketing expense and sales promotion, including ongoing energy saving measurement. Net Profit and Interest Expenses In 2007, Interest expense decreased by Baht 31 million from 2006 due to the final repayment was made since 2006, whereby, corporate income tax expense increased by Baht 16 million as a result of good performance from operations.

Robinson Department Store Public Company Limited and its Subsidiaries

Management Discussion and Analysis The Company and its subsidiaries net profit amounted to Baht 846 million or an increase of Baht 145 million or 20.20% comparing to year 2006 on a like-for-like basis. Net margin to sales increased from 6.65% to 7.66%. These results reflected the successfulness of the Company business strategy amid fierce competition in department store segment and economy slowdown. .Assets At the end of 2007, total assets of the Company and its subsidiaries were at Baht 9,030 million, an increase of Baht 395 million from the previous year, this was mainly due to an increase in cash from sales, account receivable from creditcard sales, and increase in investment in affiliates. Property, plant and equipment, and leasehold rights decreased by Baht 400 million caused by asset depreciations and amortizations. Liabilities and Shareholders Equity At the end of 2007, total assets of the Company and its subsidiaries of Baht 3,337 million, decreased by Baht 128 million because repayment of loan from related companies was made and in 2007 the Company has not incurred more debt thus debt to equity ratio was at 0.59 times about the same level of last year. In 2007, the first dividend payment was made to the shareholders with dividend payout at 49.45% of the net profit from continuing operations, or 0.32 baht per share, amounted of Baht 355 million. Liquidity

Cashflow from operating activities Cashflow from investment activities Cashflow from financing activities Net cashflow increase(decrease)

2550 1,312 (141) (597) 574

2549 1,326 (590) (770) (34)

In 2007, net cash flow increased by Baht 574 million as a result of a decrease in capital expenditure for new store expansion, Jungceylon, since require for upfront leasehold payment was not needed same as Ayudhaya Store which opened in the previous year. Despite of Baht 355 million cashout for dividend payment, cashflow used in financing activities remained below last year because the Company had no obligation to pay the large amount of debt repayment as same as 2006. Cashflow from operating activities gradually decreased due to higher corporate income tax expense.

Robinson Department Store Public Company Limited and its Subsidiaries

Management Discussion and Analysis Refer to the change of the Company没s accounting policy regarding investment in subsidiaries or associate companies, to record such investment with the cost method instead of the equity method as per the Federation of Accounting Professions announcement No.26/2549 which starting from January 1, 2007. This change in accounting policy has effect to the Company没s separate financial statement for the period of the year 2007, resulted in a decrease in investments in subsidiaries and associates of Baht 1,238 million, an increase in allowance for doubtful accounts of Baht 2,405 million, and a decrease in net profit of Baht 316 million. However, the change in accounting policy effects only the separate financial statement. It does not have any effect on the consolidated financial statements or business fundamentals.

Auditor没s Fee Audit Fee The Company and its subsidiaries paid audit fees to: - The Company没s auditor for the previous accounting year with a total of Baht 6,569,000. - The audit office of the auditor, person, or business related to the auditor and the auditors office for the previous accounting year with a total of none. Non-Audit Fee None

Robinson Department Store Public Company Limited and its Subsidiaries

Annual financial statements and Audit report of Certified Public Accountant For the years ended 31 December 2007 and 2006

Robinson Department Store Public Company Limited and its Subsidiaries

Audit Report of Certified Public Accountant To the Shareholders of Robinson Department Store Public Company Limited I have audited the accompanying consolidated and separate balance sheets as at 31 December 2007 and 2006, and the related statements of income, changes in shareholders' equity and cash flows for the years then ended of Robinson Department Store Public Company Limited and its subsidiaries, and of Robinson Department Store Public Company Limited, respectively. The Company's management is responsible for the correctness and completeness of information presented in these financial statements. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the consolidated and separate financial statements referred to above present fairly, in all material respects, the financial position as at 31 December 2007 and 2006, and the results of operations and cash flows for the years then ended of Robinson Department Store Public Company Limited and its subsidiaries, and of Robinson Department Store Public Company Limited, respectively, in accordance with generally accepted accounting principles. As described in note 30 to the financial statements, the Company's financial statements for the year ended 31 December 2006 have been restated for the effects of the change in accounting policy for investments in subsidiaries and associates from the equity method of accounting to the cost method, and are now termed 'separate' financial statements.

(Wilai Buranakittisopon) Certified Public Accountant Registration No. 3920 KPMG Phoomchai Audit Ltd. Bangkok 18 February 2008

Robinson Department Store Public Company Limited and its Subsidiaries

Balance sheets As at 31 December 2007 and 2006

Assets

Note

Consolidated financial statements

Separate financial statements

2007

2006

2006 (Restated)

(in Baht) Current assets Cash and cash equivalents Trade accounts receivable Short-term loans and advances to related parties Inventories Other current assets Total current assets

5 4, 6

1,571,408,509 390,665,270

996,834,360 328,159,360

4, 30 7 4, 8

663,140,266 188,766,938 2,813,980,983

649,735,585 163,156,022 2,137,885,597

1,973,693,286 2,242,028,829 431,624,046 416,464,868 142,392,590 170,610,583 4,079,945,781 3,805,947,099

Non-current assets Investments in subsidiaries and associates 9, 30 Other long-term investments 10 Long-term loans to related parties 4 Property, plant and equipment 11, 16, 30 Leasehold rights 12, 30 Goodwill 13 Other non-current assets 14, 16 Total non-current assets

811,986,014 26,250,000 1,791,052,808 3,026,346,385 56,924,082 503,258,305 6,215,817,594

679,313,323 1,996,825,253 3,220,433,710 58,477,313 541,732,369 6,496,781,968

813,747,990 798,847,990 26,250,000 61,223,493 61,223,493 1,016,101,607 1,257,223,338 1,514,044,008 1,618,534,032 339,678,841 299,041,674 3,715,508,772 4,090,407,694

Total assets

9,029,798,577

8,634,667,565

7,795,454,553 7,896,354,793

1,233,696,385 285,480,659

733,858,095 256,043,539

The accompanying notes are integral part of these financial statements.

Robinson Department Store Public Company Limited and its Subsidiaries

Balance sheets As at 31 December 2007 and 2006

Liabilities and shareholders' equity Current liabilities Trade accounts payable Current portion of long-term loan Short-term loans and advances from related parties Income tax payable Other current liabilities Total current liabilities Non-current liabilities Long-term loans from related party Unearned lease income Other non-current liabilities Total non-current liabilities Total liabilities Shareholders' equity Share capital Authorised share capital Issued and paid-up share capital Share discount Retained earnings Appropriated to legal reserve Unappropriated Total equity attributable to the Company's shareholders Minority interest Total shareholders' equity Total liabilities and shareholder's equity

Note

Consolidated financial statements

Separate financial statements

2007

2006 (in Baht)

2006 (Restated)

4, 15 16

2,482,833,160 -

2,349,997,771 123,000,000

1,450,065,653 -

1,468,512,945 123,000,000

4, 16

33,122,050 77,374,857 669,053,355 3,262,383,422

155,669,308 83,997,519 667,429,336 3,380,093,934

1,036,113,611 58,686,819 488,736,762 3,033,602,845

1,135,949,554 74,059,886 524,618,174 3,326,140,568

59,854,212 14,699,200 74,553,412 3,336,936,834

68,954,272 16,252,186 85,206,458 3,465,300,392

113,300,000 113,300,000 3,146,902,845

113,300,000 113,300,000 3,439,440,568

4, 16 18

19 3,942,847,022 11,106,611,330 3,942,847,022 11,106,611,330 (7,217,474,659) 20

3,942,847,022 11,106,611,330 3,942,847,022 11,106,611,330 (7,217,474,659)

175,917,000 1,419,396,988

148,415,000 991,643,415

175,917,000 529,787,686

148,415,000 419,362,554

5,538,161,010 154,700,733 5,692,816,743

5,029,195,086 140,172,087 5,169,367,173

4,648,551,708 4,648,551,708

4,456,914,225 4,456,914,225

9,029,798,577

8,634,667,565

7,795,454,553

7,896,354,793

The accompanying notes are integral part of these financial statements.

Robinson Department Store Public Company Limited and its Subsidiaries

Statements of Income For the years ended 31 December 2007 and 2006

Note

Consolidated financial statements

Separate financial statements

2007

2006

2006 (Restated)

(in Baht) Revenues Revenue from sale goods Rental and service income Interest income Reversal of impairment loss on assets Other income Share of profits from investments accounted for using the equity method Total revenues Expenses Cost of sale of goods Selling and administrative expenses Total expenses Profit before interest and income tax expenses Interest expense Income tax expense Profit after tax Net profit of minority interest

4 4 4, 22 11, 12 4, 23

9, 11

6,845,437,557 407,923,559 234,373,955

6,731,086,838 429,157,311 349,305,012

2,170,235,275 360,852,222

502,662,028

1,054,745,761 373,895,353

132,510,667 132,672,691 12,601,901,843 14,199,961,321

7,990,397,099

8,938,190,275

8,381,825,838

5,265,069,148

5,213,325,073

2,820,884,708 2,903,835,617 11,505,448,053 11,285,661,455

2,005,768,341 7,270,837,489

2,218,883,663 7,432,208,736

1,096,453,790 3,571,847 208,696,505 884,185,438 (19,807,951)

2,914,299,866 35,477,762 192,891,657 2,914,299,447 (24,080,872)

719,559,610 8,418,431 164,092,133 547,049,046 -

1,505,981,539 38,509,982 171,507,128 1,295,964,429 -

864,377,487

2,661,849,575

547,049,046

1,295,964,429

0.78

2.40

0.49

1.17

485,943,751

8,684,563,345 4, 24

4, 26 27

Net profit Basic earnings per share

11,284,877,927 10,811,579,071 702,274,905 681,113,678 22,509,181 17,293,796

28, 30

The accompanying notes are integral part of these financial statements.

Robinson Department Store Public Company Limited and its Subsidiaries

Statements of changes in shareholders' equity For the years ended 31 December 2007 and 2006

Consolidated financial statements

Note Balance at 1 January 2006 Changes in shareholders' equity for 2006 Net profit Total recognised income and expense Dividend Legal reserve 20 Balance at 31 December 2006 Changes in shareholders' equity for 2007 Net profit Total recognised income and expense Decrease in minority interest on liquidation of subsidiary Capital decrease 19, 34 Dividend 29 Legal reserve 20 Balance at 31 December 2007

Retained earnings/ (Deficit) Total equity Appropriated attributable to Unappropriated/ to the Company's legal reserve (Deficit) shareholder's (in Baht) 96,215,000 (1,618,006,160) 2,367,345,511

Minority interest

Total shareholder's equity

138,227,129

2,505,572,640

2,661,849,575

24,080,872

2,685,930,447

2,661,849,575 (52,200,000) 991,643,415

2,661,849,575 5,029,195,086

24,080,872 (22,135,914) 140,172,087

2,685,930,447 (22,135,914) 5,169,367,173

864,377,487

19,807,951

884,185,438

864,377,487

19,807,951

884,185,438

7,217,474,659 -

27,502,000 175,917,000

(53,710,351) (355,411,563) (27,502,000) 1,419,396,988

(355,411,563) 5,538,161,010

(5,279,305) 154,700,733

(5,279,305) (355,411,563) 5,692,861,743

Issued and paid-up share capital

Share discount, net

11,106,611,330

(7,217,474,659)

2,661,849,575

11,106,611,330

(7,217,474,659)

52,200,000 148,415,000

(7,163,764,308) 3,942,847,022

The accompanying notes are integral part of these financial statements.

Robinson Department Store Public Company Limited and its Subsidiaries

Statements of changes in shareholders' equity For the years ended 31 December 2007 and 2006

Separate financial statements (Restated) Retained earnings (Deficit) Note Balance at 1 January 2006 Change in accounting policy Restated balance Changes in shareholders' equity for 2006 Net profit Total recognised income and expense Legal reserve Balance at 31 December 2006 Balance at 1 January 2007 Change in accounting policy Restated balance Changes in shareholders' equity for 2007 Net profit Total recognised income and expense Capital decrease Dividend Legal reserve Balance at 31 December 2007

The accompanying notes are integral part of these financial statements.

19, 34 29 20

Issued and paid-up share capital

Share discount

Appropriated to legal reserve (in Baht)

Unappropriated/ (Deficit)

Total equity attributable to the Company's shareholders

11,106,611,330 11,106,611,330

(7,217,474,659) (7,217,474,659)

96,215,000 96,215,000

(1,618,006,160) 793,604,285 (824,401,875)

2,367,345,511 793,604,285 3,160,949,796

11,106,611,330

(7,217,474,659)

52,200,000 148,415,000

1,295,964,429 1,295,964,429 (52,200,000) 419,362,554

1,295,964,429 1,295,964,429 4.456,914,225

11,106,611,330 11,106,611,330

(7,217,474,659) (7,217,474,659)

148,415,000 148,415,000

991,643,415 (572,280,861) 419,362,554

5,029,195,086 (572,280,861) 4.456,914,225

(7,163,764,308) 3,942,847,022

7,217,474,659 -

27,502,000 175,917,000

547,049,046 547,049,046 (53,710,351) (355,411,563) (27,502,000) 529,787,686

547,049,046 547,049,046 (355,411,563) 4,648,551,708

Robinson Department Store Public Company Limited and its Subsidiaries

Statements of cash flows For the years ended 31 December 2007 and 2006

Cash flows from operating activities Net profit Adjustments for Depreciation and amortisation Interest income Interest expense Dividend revenue Bad debts and doubtful debts expenses (reversal) Allowance for obsolete and slow-moving Loss (gain) on disposal of plant and equipment Net profit of minority interest Share of profits from investments accounted for using the equity method Earned lease income Gain from discontinuity of subsidiary and associate Reversal of impairment loss on assets Write-off witholding tax Reversal of impairment loss on investments of subsidiary and associate Income tax expense Changes in operating assets and liabilities Trade accounts receivable Inventories Other current assets Other non-current assets Trade accounts payable Advance from related parties Other current liabilities Other non-current liabilities Income taxes paid Net cash provided by operating activities

Consolidated financial statements

Separate financial statements

2007

2006 (in Baht)

2006 (Restated)

864,377,487

2,661,849,575

547,049,046

1,295,964,429

691,486,271 (17,293,796) 3,571,847 (262,500)

581,142,896 (22,509,181) 35,477,762 -

438,877,625 (234,373,955) 8,418,431 (262,500)

372,905,261 (349,305,012) 38,509,982 -

2,952,807 1,426,452 (27,264,384) 19,807,951

(29,459,788) 216,948,959 2,023,772 24,080,872

351,449 912,002 (26,741,722) -

2,910,810 221,257,844 (24,766) -

(132,672,691) (132,510,667) (85,342,055) (9,100,060) (46,163,750) (2,170,235,275) 1,830,653 -

(556,719) -

(52,487,167) (1,054,745,761) -

(60,834,181) 208,696,505 1,498,727,958

192,891,657 1,276,189,180

(106,968,749) 164,092,133 790,797,041

171,507,128 646,492,748

(65,458,447) (14,831,133) (40,971,156) 38,659,774 132,835,389 (7,447,559) 1,556,723 (1,552,986) (229,021,504) 1,312,497,059

(98,104,744) (262,144,805) (113,319,608) 36,628,772 507,938,732 21,577,259 90,242,809 (2,788,335) (130,067,730) 1,326,151,530

(29,788,569) 14,247,176 (28,150,697) 33,933,723 (18,447,301) (26,652,393) (35,881,412) (179,465,200) 520,592,368

(72,491,590) (245,978,591) (108,606,370) 25,968,829 396,101,064 45,502,827 79,007,715 (1,996,460) (97,447,242) 666,552,930

The accompanying notes are integral part of these financial statements.

Robinson Department Store Public Company Limited and its Subsidiaries

Statements of cash flows For the years ended 31 December 2007 and 2006

Consolidated financial statements

Separate financial statements

2007

2006 (Restated)

242,141,828 262,500

358,755,831 -

2006 (in Baht)

Cash flows from investing activities Interest received Dividend received Cash of minority interest in the liquidated subsidiary Loan repaid by related parties Loan to related parties Long-term loan repaid by related parties Purchase of property, plant and equipment Sale of property, plant and equipment Purchase of investment in subsidiaries Increase in leasehold rights Proceeds from discontinuity of subsidiary and associate Net cash (used in) provided by investing activities

17,226,500 262,500

22,509,182 -

(5,279,305) (344,409,369) 95,117,109 -

19,687,500 (434,778,354) 16,421,266 (213,773,227)

96,175,468

(140,907,097)

(589,933,633)

539,259,466

635,625,749

(3,894,251) (355,411,563)

(35,174,409) (22,135,914)

(19,547,418) (355,411,563)

(35,696,106) -

114,710,000

81,314,766

184,974,109

(114,709,999) (123,000,000) (597,015,813)

(827,000,000) (769,600,323)

(143,369,329) (123,000,000) (560,013,544)

(4,188,144) (827,000,000) (681,910,141)

Net increase(decrease) in cash 574,574,149 and cash equivalents 996,834,360 Cash and cash equivalents at beginning of year 1,571,408,509 Cash and cash equivalents at end of year

(33,382,426) 1,030,216,786 996,834,360

499,838,290 733,858,095 1,233,696,385

620,268,538 113,589,557 733,858,095

Cash flows from financing activities Interest paid Dividends paid Proceeds from loans and advances from related parties Repayment of loans and advances from related parties Repayment of loans from financial institutions Net cash used in financing activities

5,705,702,107 13,349,168,426 (5,445,201,733) (12,294,843,609) 19,687,500 (150,494,502) (320,041,458) 8,222,286 90,673,798 (271,550,000) (213,773,227) -

The accompanying notes are integral part of these financial statements.

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Note 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35

Contents General information Basis of preparation of financial statements Significant accounting policies Related party transactions and balances Cash and cash equivalents Trade accounts receivable Inventories Other current assets Investments in subsidiaries and associates Other long-term investments Property, plant and equipment Leasehold rights Goodwill Other non-current assets Trade accounts payable Interest-bearing liabilities Other current liabilities Other non-current liabilities Share capital Legal reserves Segment information Interest income Other income Selling and administrative expenses Personnel expenses Interest expense Income tax Earnings per share Dividends Change in accounting policy Financial instruments Commitments with non-related parties Thai Accounting Standards (TAS) not yet adopted Others Reclassification of accounts

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

These notes form an integral part of the financial statements. The financial statements were authorised for issue by the directors on 18 February 2008.

General information Robinson Department Store Public Company Limited, the çCompanyé is incorporated in Thailand and has its registered office at 2 Silom Road, Suriyawong, Bangrak, Bangkok, Thailand. The Company was listed on the Stock Exchange of Thailand in January 1992. The Company's major shareholders during the financial year were Central Retail Corporation Co., Ltd. (27.74 % shareholding) and CRG Service Co., Ltd. (26.07 % shareholding) which were incorporated in Thailand. The principal activities of the Company and its subsidiaries are engaged in a chain of department stores under the brand of çRobinsoné. The Company has also jointly invested with groups of business partners (Indirect subsidiaries) outside Bangkok through a holding company, CR (Thailand) Co., Ltd.. Details of the Company's subsidiaries as at 31 December 2007 and 2006 were as follows: Name of the entity

Direct subsidiaries Robinson Anusawaree Co., Ltd. Robinson Ratchada Co., Ltd. Robinson Nakarin Co., Ltd. Robinson Sukhumvit Co., Ltd. Sapanmai Department Store Co., Ltd. Kruerpetch Co., Ltd. Kruerkaew Co., Ltd. CR (Thailand) Co., Ltd. R-Trading (L) BHD. RD Pattana Co., Ltd. Robinson S.P.V. Co., Ltd. CR Rajchaburi (Thailand) Co., Ltd. Indirect subsidiaries CR Udorn Thani (Thailand) Co., Ltd. CR Phuket (Thailand) Co., Ltd. CR Nakhon Sri Thammarat (Thailand) Co., Ltd. CR Had Yai (Thailand) Co., Ltd. CR Chiang Mai (Thailand) Co., Ltd. CR Ubon Ratchathani (Thailand) Co., Ltd. CR Chantaburi (Thailand) Co., Ltd. CR Rajchaburi (Thailand) Co., Ltd.

Type of business

Country of Ownership interest incorporation (%) 2006 2007

Dormant Company Dormant Company Dormant Company Dormant Company Dormant Company Investing Company Dormant Company Investing Company Investing Company Real Estate Investing Company Department Store

Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand Malaysia Thailand Thailand Thailand

99.91 99.80 99.86 99.99 99.99 99.99 99.99 99.92 99.98 99.99 50.00

99.91 99.80 99.86 99.99 74.50 99.99 99.99 99.99 99.92 99.98 99.99 50.00

Department Store Department Store Department Store Department Store Department Store Department Store Department Store Department Store

Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand

76.00 49.99 49.99 76.00 89.99 74.99 64.99 49.99

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Basis of preparation of financial statements The financial statements issued for Thai reporting purposes are prepared in the Thai language. This English translation of the financial statements has been prepared for the convenience of readers not conversant with the Thai language. The financial statements are prepared in accordance with Thai Accounting Standards ("TAS") including related interpretations and guidelines promulgated by the Federation of Accounting Professions ("FAP") and with generally accepted accounting principles in Thailand. During 2007, the FAP issued the following revised TAS relevant to the Group's operations and effective for accounting periods beginning on or after 1 January 2007: TAS 44 (revised 2007) Consolidated and Separate Financial Statements TAS 45 (revised 2007) Investments in Associates The adoption of these revised TAS has resulted in a change in the Company's accounting policy for interests in subsidiaries and associates in the separate financial statements of the Company. The effects of this change are disclosed in note 30. In addition to the above revised TAS, the FAP has issued during 2007 a number of other new and revised TAS which are only effective for financial statements beginning on or after 1 January 2008 and have not been adopted in the preparation of these financial statements. These new and revised TAS are disclosed in note 33. The financial statements are presented in Thai Baht, rounded in the notes to the financial statements to the nearest thousand. They are prepared on the historical cost basis except as stated in the accounting policies. The preparation of financial statements in conformity with TAS requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying amounts of assets and liabilities that are not readily apparent from other sources. Accordingly, actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised 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.

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Significant accounting policies

(a)

Basis of consolidation The consolidated financial statements relate to the Company and its subsidiaries (together referred to as the 莽Group茅) and the Group没s interest in associates. Significant intra-group transactions between the Company and its subsidiaries are eliminated on consolidation. Subsidiaries Subsidiaries are those companies controlled by the Company. Control exists when the Company has the power, directly or indirectly, to govern the financial and operating policies of a company so as to obtain benefits from its activities. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. Associates Associates are those companies in which the Group has significant influence, but not control, over the financial and operating policies. The consolidated financial statements include the Group没s share of the total recognised gains and losses of associates on an equity accounted basis, from the date that significant influence commences until the date that significant influence ceases. When the Group's share of losses exceeds its interest in an associate, the Group's carrying amount is reduced to nil and recognition of further losses is discontinued except to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate.

(b)

Foreign currencies Transactions in foreign currencies are translated to Thai Baht at the foreign exchange rates ruling at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are translated to Thai Baht at the foreign exchange rates ruling at that date. Foreign exchange differences arising on translation are recognised in the statement of income. Non-monetary assets and liabilities measured at cost in foreign currencies are translated to Thai Baht using the foreign exchange rates ruling at the dates of the transactions.

(c)

Cash and cash equivalents Cash and cash equivalents in the statements of cash flows comprise cash balances, call deposits and highly liquid short-term investments. Bank overdrafts that are repayable on demand are a component of financing activities for the purpose of the statement of cash flows.

(d)

Trade and other accounts receivable Trade and other accounts receivable are stated at their invoice value less allowance for doubtful accounts. The allowance for doubtful accounts is assessed primarily on analysis of payment histories and future expectations of customer payments. Bad debts are written off when incurred.

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

(e)

Inventories Inventories are stated at the lower of cost and net realisable value. Cost is calculated using the weighted average cost principle and comprises all costs of purchase. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs to complete and to make the sale.

(f)

Investments Investments in subsidiaries and associates Investments in subsidiaries and associates in the separate financial statements of the Company are accounted for using the cost method. This is a change of accounting policy, the effects of which are disclosed in Note 30. Investments in associates in the consolidated financial statements are accounted for using the equity method. Investments in equity securities Equity securities which are not marketable are stated at cost less impairment losses. Disposal of investments On disposal of an investment, the difference between net disposal proceeds and the carrying amount together with the associated cumulative gain or loss that was reported in equity is recognised in the statement of income.

(g)

Property, plant and equipment Owned assets Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses. Depreciation Depreciation is charged to the statement of income on a sum-of-the-year digits basis (except for property, plant and equipment acquired before 2001 which are depreciated on a straight-line basis) over the estimated useful lives of each part of an item of property, plant and equipment. The estimated useful lives are as follows:

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Leasehold improvements Buildings and construction Buildings and construction improvements Information system equipment Building system equipment Furniture, fixtures and office equipment Transportation equipment

20 20 5-20 5-10 5-10 5 5

years years years years years years years

No depreciation is provided on freehold land or assets under construction. (h)

Intangible assets Goodwill Goodwill in a business combination represents the excess of the cost of acquisition over the fair value of the Group没s share of the identifiable net assets acquired. Negative goodwill in a business combination represents the excess of the fair value of the Group's share of the identifiable net assets acquired over the cost of acquisition. Goodwill and negative goodwill are stated at cost less accumulated amortisation and impairment losses. Goodwill and negative goodwill arising on acquisition of shares in subsidiaries and associates in the Company没s separate financial statements are included in investments. The gain or loss on disposal of an entity includes the net balance of goodwill relating to the entity disposed of. Other intangible assets Other intangible assets that are acquired by the Group are stated at cost less accumulated amortisation and impairment losses. Amortisation Amortisation is charged to the statement of income on a straight-line basis from the date that intangible assets are available for use over the estimated useful lives of the assets. The estimated useful lives are as follows : Leasehold rights Goodwill Software licenses

(i)

Over the lease periods 20 and 27 years 5 and 10 years

Impairment The carrying amounts of the Group没s assets are reviewed at each balance sheet date to determine whether there is any indication of impairment. If any such indication exists, the assets没 recoverable amounts are estimated.

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial statements For the years ended 31 December 2007 and 2006

An impairment loss is recognised whenever the carrying amount of an asset exceeds its recoverable amount. The impairment loss is recognised in the statement of income. Calculation of recoverable amount The recoverable amount of assets is the greater of the assets' net selling price and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate cash inflows largely independent of those from other assets, the recoverable amount is determined for the cash-generating unit to which the asset belongs. Reversals of impairment An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. However, an impairment loss in respect of goodwill is not reversed. An impairment loss is reversed only to the extent that the assetûs carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised. (j)

Interest-bearing liabilities Interest-bearing liabilities are recognised initially at cost.

(k)

Trade and other accounts payable Trade and other accounts payable are stated at cost.

(l)

Provisions A provision is recognised in the balance sheet when the Group has a present legal or constructive obligation as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

(m)

Revenue Revenue excludes value added taxes and is arrived at after deduction of trade discounts. Sale of goods and services rendered Revenue is recognised in the statement of income when the significant risks and rewards of ownership have been transferred to the buyer.†No revenue is recognised if there is continuing management involvement with the goods or there are significant uncertainties regarding recovery of the consideration due, associated costs or the probable return of goods. Service income is recognised as services are provided.

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Rental income Rental income from investment property is recognised in the statement of income on a straight-line basis over the term of the lease. Interest and dividend income Interest income is recognised in the statement of income as it accrues. Dividend income is recognised in the statement of income on the date the Group's rights to receive payments is established. (n)

Expenses Operating leases Payments made under operating leases are recognised in the statement of income on a straight line basis over the term of the lease. Finance costs Interest expenses and similar costs are charged to the statement of income for the period in which they are incurred.

(o)

Income tax Income tax on the profit or loss for the year comprises current tax. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted at the balance sheet date and applicable to the reporting period, and any adjustment to tax payable in respect of previous years.

Related party transactions and balances Related parties are those parties linked to the Group and the Company by common shareholders or directors. Transactions with related parties are conducted at prices based on market prices or, where no market price exists, at contractually agreed prices. The followings are relationships with related parties that control or jointly control the Company or are being controlled or jointly controlled by the Company or have transactions with the Group

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Name of entities

Central Retail Corporation Co., Ltd.

Country of incorporation / Nationality Thailand

CRG service Co., Ltd.

Thailand

Robinson Anusawaree Co., Ltd.

Thailand

Robinson Ratchada Co., Ltd.

Thailand

Robinson Nakarin Co., Ltd.

Thailand

Robinson Sukhumvit Co., Ltd.

Thailand

Sapanmai Department Store Co., Ltd.

Thailand

Kruerpetch Co., Ltd.

Thailand

Kruerkaew Co., Ltd.

Thailand

CR (Thailand) Co., Ltd.

Thailand

R-Trading (L) BHD.

Thailand

RD Pattana Co., Ltd.

Thailand

Robinson S.P.V. Co., Ltd.

Thailand

CR Rajchaburi (Thailand) Co., Ltd.

Thailand

CR Udorn Thani (Thailand) Co., Ltd.

Thailand

CR Phuket (Thailand) Co., Ltd.

Thailand

CR Nakhon Sri Thammarat (Thailand) Co., Ltd. Thailand CR Had Yai (Thailand) Co., Ltd.

Thailand

Nature of relationships

Major shareholders, 27.74% shareholding, some common directors Major shareholders, 26.07% shareholding, some common directors Subsidiary, 99.91% shareholding, some common directors Subsidiary, 99.80% shareholding, some common directors Subsidiary, 99.86% shareholding, some common directors Subsidiary, 99.99% shareholding, some common directors Subsidiary, 74.50% shareholding, some common directors Subsidiary, 99.99% shareholding, some common directors Subsidiary, 99.99% shareholding, some common directors Subsidiary, 99.99% shareholding, some common directors Subsidiary, 99.92% shareholding, some common directors Subsidiary, 99.98% shareholding, some common directors Subsidiary, 99.99% shareholding, some common directors Subsidiary, 99.99% shareholding, some common directors Subsidiary, 76.00% shareholding, some common directors Subsidiary, 49.99% shareholding, some common directors Subsidiary, 49.99% shareholding, some common directors Subsidiary, 76.00% shareholding, some common directors

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Country of incorporation / Nationality Thailand

Name of entities

CR Chiang Mai (Thailand) Co., Ltd. CR Ubon Ratchathani (Thailand) Co., Ltd.

Thailand

CR Chantaburi (Thailand) Co., Ltd.

Thailand

Power Buy Co., Ltd.

Thailand

CRC Sport Co., Ltd.

Thailand

B2S Co., Ltd. Central Food Retail Co., Ltd. Central Department Store Co., Ltd, Central Trading Co., Ltd. Central Garment Factory Co., Ltd. Cetrac International Co., Ltd. RIS Co., Ltd. PB Logistic Co., Ltd. Central Pattana Rattanatibeth Co.,Ltd.

Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand

Nature of relationships

Subsidiary, 89.99% shareholding, some common directors Subsidiary, 74.99% shareholding, some common directors Subsidiary, 64.99% shareholding, some common directors Associate, 40% shareholding, some common directors Associate, 40% shareholding, some common directors Some common directors Some common directors Some common directors Some common directors Some common directors Some common directors Some common directors Some common directors Some common directors

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

Pricing polices

Sale of goods

Market prices should not be lower than the cost of goods.

Interest income/Interest expense

Minimum loan rates or saving rates or fixed deposit rate of certain local financial institutions plus 0% to 2.5% per annum depend on financial cost of each company.

Rental and service fees

Certain percentages of sales with a reference to the related market prices or fixed amount.

Management fees

Certain percentages of sales or fixed amount.

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Transactions for the years ended 31 December 2007 and 2006 with related parties are summarised as follows: Consolidated Separate financial statements financial statements 2007 2006 2007 2006 (in thousand Baht) Major shareholders Rental and service charges Utility income Management fee expense Interest expense

8,521 1,141 63,935 -

10,245 1,574 62,635 130

8,521 1,141 62,519 -

10,245 1,574 61,363 -

Subsidiaries Revenue from sales Rental and service charges Sales of property Management fee income Interest income Rental and service expense Interest expense

111,364 60 36,902 107,741 218,294 21,360 4,984

83,635 167 98,870 338,343 21,360 3,268

Associates Rental and service charges Utility income Management fee income Interest expense

106,830 16,007 4,834 1,069

99,970 15,857 4,612 1,539

74,310 11,327 3,091 1,069

69,769 11,297 2,907 1,539

Other related parties Revenue from sales Rental and service charges Utility income Sales of property Management fee income Rental and service expense Interest expense Director remuneration

107 298,369 97,839 26,581 2,536 52,183 948 1,865

337,690 100,276 8,269 2,546 54,757 1,365 1,205

107 213,232 66,778 26,581 1,549 51,971 948 1,865

238,135 69,052 1,597 54,717 1,365 1,205

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Balances as at 31 December 2007 and 2006 with related parties were as follows: Trade accounts receivable from related parties

Major shareholders Central Retail Corporation Co., Ltd. Subsidiaries RD Pattana Co., Ltd. CR Udorn Thani (Thailand) Co., Ltd. CR Phuket (Thailand) Co., Ltd. CR Nakorn Sri Thammarat (Thailand) Co., Ltd. CR Had Yai (Thailand) Co., Ltd. CR Chiang Mai (Thailand) Co., Ltd. CR Ubon Ratchathani (Thailand) Co., Ltd. CR Rajchaburi (Thailand) Co., Ltd. CR Chantaburi (Thailand) Co., Ltd. Associates Power Buy Co., Ltd. CRC Sport Co., Ltd. Other related parties B2S Co., Ltd. Central Food Retail Co., Ltd. Central Department Store Co., Ltd. Others Less allowance for doubtful accounts Net

Consolidated financial statements

Separate financial statements

2007

2006

(in thousand Baht) 712

2,244

644

3,444 6,572 4,554 4,893 5,625 1,126 2,203 2,298

267 4,198 3,512 3,818 4,644 5,418 1,251 2,678 2,416

6,229 6,685

10,393 7,196

4,568 4,570

8,089 4,885

6,359 30,008 15,520 11,137 79,822 79,822

7,939 36,111 9,261 11,053 82,665 82,665

4,223 26,280 15,490 5,637 93,727 93,727

6,147 31,292 9,254 5,850 94,363 94,363

3,884

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Other receivable related parties

Consolidated financial statements

Separate financial statements

2007

2006

(in thousand Baht) Subsidiaries CR Phuket (Thailand) Co., Ltd. Other related parties RIS Co., Ltd. Total

Loans to related parties

10,339

28,248 28,248

28,248 38,587

Interest rate (%)

Consolidated financial statements

Separate financial statements

2007

2006

(% per annum)

2006

(in thousand Baht)

2006 (Restated)

Short-term loans Subsidiaries Robinson Anusawaree Co., Ltd. Robinson Ratchada Co., Ltd. Robinson Nakarin Co., Ltd. Kruerpetch Co., Ltd. RD Pattana Co., Ltd. Robinson S.P.V. Co., Ltd. Robinson Sukhumvit Co., Ltd. CR (Thailand) Co., Ltd.

3.875 3.875 3.875 3.875 3.875 3.875 3.875 3.875

Less allowance for doubtful accounts Short-term loans to related parties, net

6.5 6.5 6.5 6.5 6.5 6.5 6.5 6.5

84,364 10,950 251,960 151,830 10,802 1,181 3,879,378 4,390,465 (2,416,772) 1,973,693

80,400 46,794 238,195 146,142 10,306 1,127 12,154 4,123,683 4,658,801 (2,416,772) 2,242,029

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial statements For the years ended 31 December 2007 and 2006

Loans to related parties

Interest rate (%)

Consolidated financial statements

Separate financial statements

2007

2006

(% per annum)

2006

(in thousand Baht)

2006 (Restated)

Long-term loans Subsidiaries Robinson Nakarin Co., Ltd. Associates Siam Retail Development Co., Ltd.

6.0

61,224

324,882 324,882 (324,882) -

324,882 386,106 (324,882) 61,244

324,882 324,882 (324,882) -

4,390,465 386,106 4,776,571 (2,741,654) 2,034,917

4,658,801 386,106 5,044,907 (2,741,654) 2,303,253

Less allowance for doubtful accounts Long-term loans to related parties, net Summary of loans to related parties Short-term loans Long-term loans Less allowance for doubtful accounts Loans and advance to related parties, net

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Movements during the years ended 31 December 2007 and 2006 of loans to related parties were as follows: Loans to related parties

Consolidated financial statements

Separate financial statements

2007

2006

(in thousand Baht) Short-term loans Subsidiaries At 1 January Increase - principal - interest Decrease - principal - interest At 31 December

4,658,801

5,722,576

5,445,202 218,294

12,294,844 338,343

(5,705,702) (226,130) 4,390,465

(13,349,168) (347,794) 4,658,801

Subsidiaries At 1 January Increase Decrease At 31 December

61,224 61,224

Associates At 1 January Increase Decrease At 31 December

324,882 324,882

344,569 (19,687) 324,882

324,882 324,882

344,569 (19,687) 324,882

Total long-term loans to related parties At 1 January Increase Decrease At 31 December

324,882 324,882

344,569 (19,687) 324,882

386,106 386,106

405,793 (19,687) 386,106

Long-term loans

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Trade accounts payable - related parties

Consolidated financial statements

Separate financial statements

2007

2006

(in thousand Baht) Associates Power Buy Co., Ltd. CRC Sport Co., Ltd. Other related parties Central Trading Co., Ltd. Central Garment Factory Co., Ltd. Cetrac International Co., Ltd. Central Department Store Co., Ltd. Others Total

Short-term loans and advance from related parties

375

1,207 1,907

77,146 38,168 81 3,787 18,199 137,756

37,877 24,176 16,744 4,079 8,477 94,467

47,671 21,485 70 3,755 6,925 79,979

22,366 12,724 8,587 3,987 8,184 58,962

Consolidated financial statements

Separate financial statements

2007

2006

(in thousand Baht) Comprising: Other payables to related parties Short-term loans from related parties Total

33,122 33,122

40,569 115,100 155,669

28,277 1,007,837 1,036,114

54,930 1,081,020 1,135,950

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Other payable to related parties

Consolidated financial statements

Separate financial statements

2007

2006

(in thousand Baht) Major shareholders Central Retail Corporation Co., Ltd.

13,928

16,652

397

19,200 397

878 -

9,161 6,327 1,333 33,122

16,779 3,427 40,569

16,231

19,485

Subsidiaries Robinson Ratchada Co., Ltd. CR Nakonsrithummarat (Thailand) Co., Ltd.

Associates Power Buy Co., Ltd. CRC Sport Co., Ltd. Other related parties RIS Co., Ltd. Central Pattana Rattanatibeth Co.,Ltd. Others Total

6,636 6,327 989 28,277

878 -

14,474 3,329 54,930

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Loans from related parties

Interest rate (%)

Consolidated financial statements

Separate financial statements

2007

2006

(% per annum) Short-term loans Subsidiaries Kruerkaew Co., Ltd. Robinson Sukhumvit Co., Ltd. R -Trading (L) BHD. CR Rajchaburi (Thailand) Co., Ltd.

Associates CRC Sport Co., Ltd.

2006

(in thousand Baht)

3.0 2.0 -

6,442 3,169 880,450

4,714 14,041 880,049

3.0

117,776 1,007,837

67,116 965,920

4.0

60,997

4.0

54,103 115,100

1,007,837

54,103 1,081,020

2.0

113,300 113,300

115,100 115,100

1,007,837 113,300 1,121,137

1,081,020 113,300 1,194,320

Other related parties PB Logistic Co., Ltd. Short-term loans from related parties Long-term loans Subsidiaries 2.0 Robinson Sukhumvit Co., Ltd. Long-term loans from related parties Summary of loans from related parties Short-term loans Long-term loans Total loans from related parties

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Movements during the years ended 31 December 2007 and 2006 of loans to related parties were as follows: Consolidated Separate Loans from related companies financial statements financial statements 2007 Short-term loans Subsidiaries At 1 January Increase - principal - interest Decrease - principal - interest At 31 December Associates At 1 January Increase - principal - interest Decrease - principal - interest At 31 December Other related parties At 1 January Increase - principal - interest Decrease - principal - interest At 31 December

2006 2007 (in thousand Baht)

2006

965,920

897,421

81,315 4,985

70,264 3,268

(28,659) (15,724) 1,007,837

(4,188) (845) 965,920

60,997

1,068

60,790 1,539

1,068

60,790 1,539

(60,790) (1,275) -

(1,332) 60,997

(60,790) (1,275) -

(1,332) 60,997

54,103

948

53,920 1,365

948

53,920 1,365

(53,920) (1,131) -

(1,182) 54,103

(53,920) (1,131) -

(1,182) 54,103

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Loans from related companies

Consolidated financial statements 2007

Short-term loans Total short-term loans from related parties At 1 January Increase - principal - interest Decrease - principal - interest At 31 December Long-term loans Subsidiaries At 1 January Increase Decrease At 31 December

115,100

Separate financial statements

2006 2007 (in thousand Baht)

2006

1,081,020

897,421

2,016

114,710 2,904

81,315 7,001

184,974 6,172

(114,710) (2,406) -

(2,514) 115,100

(143,369) (18,130) 1,007,837

(4,188) (3,359) 1,081,020

113,300 113,300

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Commitments with related parties Consolidated financial statements 2007 Operating lease commitments Within one year After one year but within five years After five years Total

Separate financial statements

2006 2007 (in thousand Baht)

2006

91,282

107,240

57,241

73,200

198,054 526,467 815,803

241,694 574,109 923,043

105,857 261,512 424,610

135,970 288,640 497,810

5 Cash and cash equivalents Consolidated financial statements 2007

Cash on hand Cash at banks - current accounts Cash at banks - savings accounts Highly liquid short term investment Total

108,961 10,959 1,250,529 200,960 1,571,409

Separate financial statements

2006 2007 (in thousand Baht) 104,291 (4,803) 889,523 7,823 996,834

67,596 6,290 958,850 200,960 1,233,696

2006

66,496 (959) 667,166 1,155 733,858

Cash and cash equivalents of the Group and the Company as at 31 December 2007 and 2006 were denominated entirely in Thai Baht.

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

6 Trade accounts receivable Consolidated financial statements

Related parties Other parties Less allowance for doubtful accounts Net Bad and doubtful debts expenses (reversal) for the year

Separate financial statements

Note

2007

2006 2007 (in thousand Baht)

2006

79,822 314,024 393,846

82,665 248,370 331,035

93,727 192,396 286,123

94,363 161,971 256,334

(3,181) 390,665

(2,875) 328,160

(642) 285,481

(291) 256,043

2,953

(9,772)

351

1,895

Aging analyses for trade accounts receivable were as follows: Consolidated financial statements 2007 Related parties Within credit terms Overdue: Less than 3 months 3-6 months 6-12 months Over 12 months Less allowance for doubtful accounts Net

Separate financial statements

2006 2007 (in thousand Baht)

2006

79,706

82,665

93,653

94,362

105 11 79,822

82,665

93,727

94,363

79,822

82,665

93,727

94,363

49 25

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Consolidated financial statements 2007 Other parties Within credit terms Overdue: Less than 3 months 3-6 months 6-12 months Over 12 months

Separate financial statements

2006 2007 (in thousand Baht)

2006

308,478

243,476

191,363

161,355

1,648 776 408 2,714 314,024

1,570 718 89 2,517 248,370

365 404 264 192,396

303 74 239 161,971

Less allowance for doubtful accounts Net

(3,181) 310,843

(2,875) 245,495

(642) 191,754

(291) 161,680

Total

390,665

328,160

285,481

256,043

The normal credit term granted by the Group ranges from 30 days to 60 days.

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Trade accounts receivable of the Group and the Company as at 31 December 2007 and 2006 were denominated entirely in Thai Baht.

7 Inventories Consolidated financial statements 2007

Merchandise Less allowance for shortage, damage, obsolete and slow-moving inventories Net

Separate financial statements

2006 2007 (in thousand Baht)

2006

904,388

902,571

647,302

674,421

(241,248) 663,140

(252,835) 649,736

(230,837) 416,465

(242,797) 431,624

8 Other current assets Consolidated financial statements Note

Other receivable Other receivable - related parties Prepaid expenses Advances payment Others Total

2007

99,360 28,248 47,020 8,113 6,026 188,767

Separate financial statements

2006 2007 (in thousand Baht)

2006

99,360 38,587 20,467 4,419 7,778 170,611

104,973 17,437 9,773 10,210 142,393

105,416 30,791 13,970 12,979 163,156

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

9 Investments in subsidiaries and associates Consolidated financial statements

Separate financial statements

2007

2006

2006 (Restated)

(in thousand Baht) At 1 January Share of net profits of investments - equity method Acquisitions Disposals At 31 December

679,313

546,803

813,748

542,198

132,673 811,986

132,510 679,313

(14,900) 798,848

271,550 813,748

At the extraordinary shareholders' meetings held on 24 May 2007 and 19 June 2007 of Sapanmai Department Store Co., Ltd., a subsidiary, the shareholders passed a special resolution to liquidate the company. The company registered for liquidation with the Ministry of Commerce on 22 June 2007 and was liquidated during the year. The liquidator returned Baht 15.5 million to the Company. DCR Co., Ltd., an associate, was liquidated during the year. The liquidator returned Baht 80.7 million to the Company. The Company's cost of investment in this associate was Baht 89.3 million, against which full allowance for impairment loss had been made. The investment was, accordingly, carried at nil value in both the 2007 and 2006 consolidated and separate financial statements. The amount returned to the Company by the liquidator has been credited to the consolidated and separate statements of income for the year ended 31 December 2007.

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Investments in subsidiaries and associates as at 31 December 2007 and 2006 were as follows: Consolidated financial statements Paid-up capital

Cost method

2006

2007

2006

2007

2006

40.00 29.19

560,000 370,000

224,000 108,000

648,335 163,651

543,140 136,173

24.00 24.00 -

24.00 24.00 20.86

500,000 125,000 -

500,000 125,000 428,200

120,000 30,000 482,000

120,000 30,000 89,330 571,330

10,194 29,858 852,038

10,194 29,858 34,584 753,949

(10,194) (29,858) (40,052)

Ownership interest 2007 (%) Associates Power Buy Co., Ltd. CRC Sports, Co., Ltd. Siam Retail Development Co., Ltd. Square Ritz Plaza Co., Ltd. D C R Co., Ltd. Total

Equity method 2007 2006 (in thousand Baht)

Impairment 2007

At equity - net

2006

2007

2006

648,335 163,651

543,104 136,173

(10,194) (29,858) (34,584) (74,636)

811,986

679,313

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Separate financial statements (Restated) Paid-up capital

Cost method

2006

2007

2006

2007

99.99 50.00 99.86 99.99 99.80 99.99 74.50 99.99 99.91 99.98 99.99 99.92

501,000 645,600 105,000 100,000 75,000 40,000 11,250 8,000 3,000 1,000 50

501,000 645,600 105,000 100,000 75,000 40,000 20,000 11,250 8,000 3,000 1,000 50

Ownership interest 2007 (%) Subsidiaries CR (Thailand) Co., Ltd. CR Rajchaburi (Thailand) Co., Ltd. Robinson Nakarin Co.,Ltd. Robinson Sukhumvit Co., Ltd. Robinson Ratchada Co., Ltd. Kruerkaew Co., Ltd. Sapanmai Department Store Co., Ltd. Kruerpetch Co., Ltd. Robinson Anusawaree Co., Ltd. RD Pattana Co., Ltd. Robinson S.P.V. Co., Ltd. R-Trading (L) BHD.

99.99 50.00 99.86 99.99 99.80 99.99 99.99 99.91 99.98 99.99 99.92

Impairment

2006 2007 (in thousand Baht)

2006

501,000 501,000 (501,000) (501,000) 322,800 322,800 104,850 104,850 (104,850) (104,850) 100,000 100,000 74,850 (74,850) (74,850) 74,850 39,999 39,999 14,900 11,249 (11,249) (11,249) 11,249 (7,993) (7,993) 7,993 7,993 3,000 3,000 999 999 50 50 1,166,790 1,181,690 (699,942) (699,942)

Cost method-Net 2007

2006

322,800 100,000 39,999 3,000 999 50 466,848

322,800 100,000 39,999 14,900 3,000 999 50 481,748

100

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Separate financial statements (Restated) Ownership interest 2007

Paid-up capital

Cost method

2006

2007

2006

2007

40.00 29.19 24.00 24.00 20.86

560,000 370,000 500,000 125,000 -

560,000 370,000 500,000 125,000 428,200

(%) Associates Power Buy Co., Ltd. CRC Sports Co., Ltd. Siam Retail Development Co., Ltd. Square Ritz Plaza Co., Ltd. D C R Co., Ltd. Total

40.00 29.19 24.00 24.00 -

Impairment

2006 2007 (in thousand Baht)

2006

224,000 224,000 108,000 108,000 120,000 120,000 (120,000) (120,000) 30,000 (30,000) (30,000) 30,000 (89,330) 89,330 482,000 571,330 (150,000) (239,330) 1,648,790 1,753,020 (849,942) (939,272)

Cost method-Net 2007

2006

224,000 108,000 332,000 798,848

224,000 108,000 332,000 813,748

101

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

10 Other long-term investment Other long-term investments recorded by the cost method as at 31 December 2007 and 2006 were as follows: Consolidated financial statements Ownership interest 2007

Paid-up capital

Investment value

2006

2007

2006

2007

19.58 6.56 4.15 2.50

600,000 400,000 170,000 2,800,000

600,000 400,000 170,000 800,000

117,500 26,250 12,713 20,000 176,463

(%) Wattanawana Co., Ltd. Rangsit Plaza Co., Ltd. Samakeesan (Dokya) Co., Ltd. Siam Family Mart Co., Ltd. Total

19.58 6.56 4.15 0.71

Allowance for impairmen

2006 2007 (in thousand Baht) 117,500 26,250 12,713 20,000 176,463

2006

(117,500) (117,500) (26,250) (12,713) (12,713) (20,000) (20,000) (150,213) (176,463)

Investment value - net 2007

2006

26,250 26,250

102

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Separate financial statements (Restated) Paid-up capital

Investment value

2006

2007

2006

2007

6.56 4.15 2.50

400,000 170,000 2,800,000

400,000 170,000 800,000

26,250 12,713 20,000 58,963

Ownership interest 2007 (%) Rangsit Plaza Co., Ltd. Samakeesan (Dokya) Co., Ltd. Siam Family Mart Co., Ltd. Total

6.56 4.15 0.71

Allowance for impairmen

2006 2007 (in thousand Baht) 26,250 12,713 20,000 58,963

(12,713) (20,000) (32,713)

Investment value - net

2006

2007

2006

(26,250) (12,713) (20,000) (58,963)

26,250 26,250

In 2006, Rangsit Plaza Co.,Ltd. generated profits from operations totaling Baht 1,545 million and had retained earnings as at 31 December 2006 totalling Baht 188.6 million. These factors indicate that the value of this long-term investment is no longer impaired. Management has, accordingly, reversed the remaining balance of allowance for impairment in value of this investment amounting to Baht 26.25 million in the statement of income for the year ended 31 December 2007

103

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

11 Property, plant and equipment Consolidated financial statements

Land Cost At 1 January 2006 Reversal of impairment loss Additions Transfer Disposals At 31 December 2006 and 1 January 2007 Additions Transfer Disposals At 31 December 2007

Building, constructions Information Leasehold system and improvement improvement equipment

Furniture, Building fixtures Under system and office Transportation equipment equipment equipment construction (in thousand Baht)

Total

180,898 52,000 -

809,024 457,821 (3,458)

1,326,134 103,508 81,469 (10,473)

304,127 4,893 12 (29,403)

1,119,680 113,696 57,293 178,900 (11,751)

1,657,456 36,662 7,533 (138,512)

16,713 1,047 (3,311)

59,184 437,704 (474,205) -

5,473,216 623,517 641,107 (206,291) (196,908)

232,898 232,898

1,263,387 (56,294) 1,207,093

1,500,638 105,544 33,263 (3,481) 1,635,964

279,629 16,800 26,400 (32,778) 290,051

1,457,818 79,900 25,458 (1,842) 1,561,334

1,563,139 26,083 4,642 (96,435) 1,497,429

14,449 503 (255) 14,697

22,683 115,579 (89,763) (36,898) 11,601

6,334,641 344,409 (227,983) 6,451,067

104

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Consolidated financial statements

Land Accumulated depreciation At 1 January 2006 Reversal of impairment loss Depreciation charges for the year Disposals At 31 December 2006 and 1 January 2007 Depreciation charges for the year Disposals At 31 December 2007 Net book value At 31 December 2006 At 31 December 2007

Building, constructions Information Leasehold system and improvement improvement equipment

Furniture, Building fixtures Under system and office Transportation equipment equipment equipment construction (in thousand Baht)

Total

624,290 116,061

583,146 -

238,985 -

862,978 113,696

1,555,169 -

15,020 -

3,879,884 229,757

58,852 (1,514)

133,649 (5,279)

27,547 (30,988)

132,688 (6,789)

52,796 (130,593)

1,106 (3,300)

406,638 (178,463)

296

797,689

711,516

235,544

1,102,573

1,477,372

12,826

4,337,816

296

57,719 (54,885) 800,523

186,305 (1,707) 896,114

27,990 (6,939) 256,595

169,485 (1,480) 1,270,578

39,945 (94,867) 1,422,450

885 (252) 13,459

482,329 (160,130) 4,660,015

232,602 232,602

465,698 406,570

789,122 739,850

44,085 33,456

355,245 290,756

85,767 74,979

1,623 1,238

22,683 11,601

1,996,825 1,791,052

296 -

105

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Separate financial statements

Land Cost At 1 January 2006 Reversal of impairment loss on assets Additions Transfers Disposals At 31 December 2006 and 1 January 2007 Additions Transfers Disposals At 31 December 2007

Building, constructions Information Leasehold system and improvement improvement equipment

Furniture, Building fixtures Under system and office Transportation equipment equipment equipment construction (in thousand Baht)

69,538

750,421

507,015

249,780

715,631

1,137,841

444,813 (1,568)

78,918 65,470 (8,147)

11,565 397 (17,689)

68,189 46,412 130,166 (4,315)

20,487 5,335 (77,275)

69,538 69,538

1,193,666 (56,296) 1,137,370

643,256 35,664 12,504 (1,724) 689,700

244,053 3,752 26,400 (32,543) 241,662

956,083 23,092 18,114 (1,835) 995,454

1,086,388 9,734 (95,756) 1,000,366

Total

10,233

57,324

3,497,783

(2,749)

368,990 (407,699) -

513,002 526,410 (206,331) (111,743)

7,522 7,522

18,615 78,252 (57,018) (36,898) 2,951

4,219,121 150,494 (225,052) 4,144,563

106

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Separate financial statements Building, constructions Information Leasehold system and improvement improvement equipment

Land Accumulated depreciation At 1 January 2006 Reversal of impairment loss on assets Depreciation charge for the year Disposals At 31 December 2006 and 1 January 2007 Depreciation charge for the year Disposals At 31 December 2007

107

Net book value At 31 December 2006 At 31 December 2007

Furniture, Building fixtures Under system and office Transportation equipment equipment equipment construction (in thousand Baht)

Total

602,740

168,964

199,154

554,261

1,067,199

8,799

2,601,117

112,984

68,189

181,173

54,987 (896)

84,103 (5,242)

21,045 (15,501)

86,060 (4,235)

36,267 (74,935)

693 (2,738)

283,155 (103,547)

769,815

247,825

204,698

704,275

1,028,531

6,754

2,961,898

53,963 (54,885) 768,893

116,693 (1,253) 363,265

21,819 (8,690) 217,827

106,378 (1,632) 809,021

28,428 (94,661) 962,298

403 7,157

327,684 (161,121) 3,128,461

69,538 69,538

423,851 368,477

395,431 326,435

39,355 23,835

251,808 186,433

57,857 38,068

768 365

18,615 2,951

1,257,223 1,016,102

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

The gross carrying amount of fully depreciated property, plant and equipment of the group and the Company that was still in use as at 31 December 2007 amounted to Baht 3,087 million and Baht 2,161 million, respectively (2006: Baht 2,325 million and Baht 1,846 million, respectively). In December 1999, the Company and its subsidiaries appraised the value of their land, leasehold rights and leasehold improvement. The appraisals were carried out by an independent appraiser using methodologies including Sales Comparison Approach (Market Approach), Discounted Cash Flow Analysis and Income Capitalisation Approach. The appraisals indicated that the valuation of these assets was lower than cost by Baht 3,406.9 million, which was charged to selling and administrative expenses in the financial statements for the year ended 31 December 1999. In March 2006, the Company and its subsidiaries reappraised the value of their land, leasehold rights and leasehold improvement. The appraisals were carried out by an independent appraiser using the Income Capitalisation Approach. The appraisals indicated that the valuation of these assets was higher than the net book value as at 31 March 2006 before netting off the impairment loss booked in 1999. In 2005, the Company successfully complied with the Business Reorganisation Plan and on 6 February 2006 the Central Bankruptcy Court issued an order to lift the Business Reorganisation requirement of the Company. Furthermore, the Company generated profits from operations of Baht 927.2 million in 2005. The above factors indicate that the value of these assets is no longer impaired. Management, accordingly, reversed the remaining balance of allowance for impairment in value of the land, leasehold right and leasehold improvement as at 31 March 2006, totaling Baht 2,170.2 million, to the statements of income for the year ended 31 December 2006 as follows: Consolidated Separate financial statements financial statements (in thousand Baht) Reversal of impairment loss on assets Share of profits from investments accounted for using the equity method Total

2,170,235

1,054,746

2,170,235

1,115,489 2,170,235

108

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

12 Leasehold rights

Note Cost At 1 January 2006 Reversal of impairment loss on assets Additions Disposals At 31 December 2006 and 1 January 2007 Additions Disposals At 31 December 2007

Note Accumulated amortisation At 1 January 2006 Reversal of impairment loss on assets Amortisation charge for the year At 31 December 2006 and 1 January 2007 Amortisation charge for the year At 31 December 2007 Net book value At 31 December 2006 At 31 December 2007

Consolidated Separate financial statements financial statements (in thousand Baht) 2,953,767 2,375,838 237,951 (24,178) 5,543,378 5,543,378

1,789,830 977,648 237,951 (24,178) 2,981,251 2,981,251

Consolidated Separate financial statements financial statements (in thousand Baht) 1,560,829 599,363 162,752 2,322,944 194,088 2,517,032

1,021,045 254,731 86,941 1,362,717 104,490 1,467,207

3,220,434 3,026,346

1,618,534 1,514,044

In March 2006, the management reversed the remaining balance of allowance for impairment in value of the assets as at 31 March 2006 as disclosed in Note 11.

109

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

13 Goodwill Consolidated financial statements

Cost At 1 January 2006 At 31 December 2006 At 31 December 2007

Goodwill

Negative goodwill (in thousand Baht)

Total

78,750 78,750 78,750

(27,082) (27,082) (27,082)

51,668 51,668 51,668

Accumulated amortization At 1 January 2006 Amortisation charge for the year At 31 December 2006 and 1 January 2007 Amortisation charge for the year At 31 December 2007

12,400 2,907

(20,763) (1,354)

(8,363) 1,553

15,307 2,908 18,215

(22,117) (1,354) (23,471)

(6,810) 1,554 (5,256)

Net book value At 31 December 2006 At 31 December 2007

63,443 60,535

(4,965) (3,611)

58,478 56,924

14 Other non-current assets Consolidated financial statements 2007 Restricted cash at bank Guarantees and deposits Receivable from the Revenue Department Land not used in operations Others Total

Separate financial statements

2006 2007 (in thousand Baht)

2006

174,640 80,100

174,163 82,295

157,726 76,564

157,884 76,944

30,085 140,913 77,520 503,258

61,261 140,913 83,100 541,732

33,908 70,943 339,679

64,731 299,042

110

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

15 Trade accounts payable Consolidated financial statements Note Related parties Other parties Total

2007 137,756 2,345,077 2,482,833

Separate financial statements

2006 2007 (in thousand Baht) 94,467 2,255,531 2,349,998

79,979 1,370,087 1,450,066

2006 58,962 1,409,551 1,468,513

Trade accounts payable of the Group and the Company as at 31 December 2007 and 2006 were denominated entirely in Thai Baht.

16 Interest-bearing liabilities Consolidated financial statements Note Current Current portion of long-term loan from financial institution - secured

2007

Separate financial statements

2006 2007 (in thousand Baht)

2006

123,000

Short-term loans from related parties - unsecured

115,100 238,100

1,007,837 1,007,837

1,081,020 1,204,020

Non-current Long-term loan from subsidiary - unsecured

113,300 113,300

238,100

1,121,137

1,317,320

Total

111

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

The period to maturity of interest-bearing liabilities as at 31 December were as follows: Consolidated financial statements 2007 Within one year After one year but within five years Total

Separate financial statements

2006 2007 (in thousand Baht) 238,100 238,100

1,007,837 113,300 1,121,137

2006 1,204,020 113,300 1,317,320

Secured interest-bearing liabilities as at 31 December were secured on the following assets: Consolidated financial statements 2007 Land Building Total

Separate financial statements

2006 2007 (in thousand Baht) 69,538 141,763 211,301

2006 69,538 141,763 211,301

On 15 December 2005, the Company entered into a loan agreement with a local financial institution totalling Baht 950 million. This loan bears interest at the minimum loan rate minus 1.5% per annum for the first year and minus 1.25% per annum during the second to the third years. The repayment of principal will be made in 36 monthly installments in amount specific in the agreement commencing from January 2006. The loan is collateralised by the mortgage of a portion of the Company没s land and structures thereon under the credit line totalling Baht 1,500 million and a negative pledge for the Company没s leasehold rights and structures thereon of the Company, maintaining minimum percentage of investment by Group of related companies and certain financial ratio as specified in the agreement. During the years 2007 and 2006, the Company made early repayment of the loans of Baht 123 million and Baht 510 million, respectively. As at 31 December 2007 the Company had unutilised credit facilities totalling Baht 1,378.2 million (2006: Baht 3,375.4 million). Interest-bearing liabilities of the Group and the Company as at 31 December 2007 and 2006 were denominated entirely in Thai Baht.

112

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

17 Other current liabilities Consolidated financial statements 2007 Accrued expenses Deposits and advances received Other accounts payable Revenue Department payable Others Total

179,575 74,492 162,169 3,894 248,923 669,053

Separate financial statements

2006 2007 (in thousand Baht)

2006

121,496 34,324 88,453 2,404 242,060 488,737

128,296 35,292 159,579 4,244 197,207 524,618

175,876 68,281 194,384 5,799 223,089 667,429

18 Other non-current liabilities Consolidated financial statements

Accrued leasehold rights Others Total

Separate financial statements

2007

2006 2007 (in thousand Baht)

2006

14,699 14,699

15,199 1,053 16,252

113

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

19 Share capital

Authorised At 1 January - ordinary shares Reduction in par value - from Baht 10 to Baht 3.55 At 31 December - ordinary shares - ordinary shares Issued and paid At 1 January - ordinary shares Reduction in par value - from Baht 10 to Baht 3.55 At 31 December - ordinary shares - ordinary shares

2007

2006

Par value per share (in Baht)

Number

1,110,661

11,106,611

1,110,661

11,106,611

(6.45)

(7,163,764)

10 3.55

1,110,661

3,942,847

1,110,661 -

11,106,611 -

1,110,661

11,106,611

1,110,661

111,106,611

(6.45)

(7,163,764)

10 3.55

1,110,661

3,942,847

1,110,661 -

11,106,611 -

Amount Number (thousand shares/ thousand Baht)

Amount

Please refer to note 34 for the circumstances of the decrease in the share capital during 2007.

20 Legal reserve Section 116 of the Public Companies Act B.E. 2535 requires that a company shall allocate not less than 5% of its annual net profit, less any accumulated losses brought forward, to a reserve account (Ă§legal reserveĂŠ), until this account reaches an amount not less than 10% of the registered authorised capital. The legal reserve is not available for dividend distribution.

114

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

21 Segment information Business segments Management considers that the Group operates in a single line of business, namely operation of department stores, and has, therefore, only one major business segment Geographic segments Management considers that the Group operates in a single geographic area, namely in Thailand, and has, therefore, only one major geographic segment

22 Interest income Consolidated financial statements

Interest income Related parties Financial institutions Total

Note

2007

17,294 17,294

Separate financial statements

2006 2007 (in thousand Baht) 22,509 22,509

218,294 16,080 234,374

2006

338,343 10,962 349,305

23 Other income Consolidated financial statements

Utilities income Promotion and advertising income Management fee income Reversal of impairment loss on investments Others Total

Note

2007

180,411

Separate financial statements

2006 2007 (in thousand Baht)

2006

186,135

115,058

116,821

46,031 8,139

54,516 7,411

46,317 107,741

60,165 103,543

60,834 190,529 485,944

112,790 360,852

106,969 126,577 502,662

93,366 373,895

115

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

24 Selling and administrative expenses Consolidated financial statements Note Personnel expenses Promotion expenses Utilities expenses Depreciation and amortisation Building expenses Allowance for obsolete and slow-moving inventories Others Total

2007

Separate financial statements

2006 2007 (in thousand Baht)

2006

621,707 222,137 468,377 691,486 277,505

602,563 280,916 462,738 581,143 236,347

467,221 162,205 305,912 438,878 226,343

461,300 217,493 304,890 372,905 208,663

1,426 538,247 2,820,885

216,949 523,180 2,903,836

912 404,297 2,005,768

221,258 432,375 2,218,884

25 Personnel expenses Consolidated financial statements 2007 Wages and salaries Contribution to defined contribution plans Others Total

Separate financial statements

2006 2007 (in thousand Baht)

2006

437,242

403,928

327,849

308,254

5,649 178,816 621,707

5,056 193,579 602,563

4,870 134,502 467,221

4,420 148,626 461,300

The Group has established contributory provident funds for its employees. Membership to the funds is on a voluntary basis. Contributions are made monthly by the employees at rates ranging from 3% to 5% of their basic salaries and by the Group from 3% to 5% of the employees没 basic salaries. The provident funds are registered with the Ministry of Finance as juristic entities and are managed by a licensed Fund Manager.

116

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

26 Interest expense Consolidated financial statements

Interest income Related parties Financial institutions Total

Separate financial statements

Note

2007

2006 2007 (in thousand Baht)

2,017 1,555 3,572

3,034 32,444 35,478

7,001 1,417 8,418

2006

6,172 32,338 38,510

27 Income tax expense Consolidated financial statements 2007 Current tax expense Current year Under / (over) provided in prior years

Separate financial statements

2006 2007 (in thousand Baht)

2006

208,697

192,892

164,092

171,507

208,697

192,892

164,092

171,507

The current tax expense in the consolidated and separate statements of income is less than the amount determined by applying the Thai corporation tax rate to the accounting profit for the year principally because the different treatment for accounting and taxation purposes of certain items of income and expense, in particular, reversal of impairment loss on investments, allowance for obsolete and slow-moving and losses suffered by certain subsidiaries cannot be set-off against the profits of the Company and other subsidiaries for tax purposes.

117

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Earnings per share Basic earnings per share The calculation of basic earnings per share in the consolidated and separate financial statements for the year ended 31 December 2007 was based on the consolidated and separate net profit attributable to ordinary shareholders of Baht 864 million and Baht 547 million, respectively, (2006: Baht 2,662 million and Baht 1,296 million, respectively) and the number of shares outstanding during the year of 1,110,661,133 (2006: 1,110,661,133)

Dividends At the annual general meeting of the shareholders of the Company held on 27 April 2007, the shareholders approved the appropriation of dividends of Baht 0.32 per share, amounting to Baht 355.4 million. The dividend was paid to shareholders during 2007. The general shareholders' meeting also approved the appropriation of Baht 52.2 million to legal reserve, which had been recorded in the financial statements for the year ended 31 December 2006. At the annual general meeting of the shareholders of the subsidiary held on 28 April 2006, the shareholders approved the appropriation of dividends of Baht 25.0 per share, amounting to Baht 44.25 million. The dividend was paid to shareholders during 2006.

Change in accounting policy (a) Investments in subsidiary companies and associates The following change of accounting policy by the Company has no effect on the consolidated financial statements of the Group. Until 31 December 2006, the Company accounted for its investments in subsidiary companies, and associates in its financial statements using the equity method. During 2007, the FAP issued the following new TAS which are effective for accounting periods beginning on or after 1 January 2007: TAS 44 (revised 2007) Consolidated and Separate Financial Statements TAS 45 (revised 2007) Investment in Associates TAS 46 (revised 2007) Interest in joint Ventures

118

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

These new TAS require a parent company which has an investment in a subsidiary company, an entity under joint control, or an associate company, which is not classified as a "held for sale" investment, to record such investment in accordance with either the cost method or with the recognition and measurement basis for financial instruments (when a TAS on financial instruments is issued and becomes effective), instead of the equity method currently used. Starting from 1 January 2007, the Company has, accordingly, changed its accounting policy for its investments in subsidiary companies and associate companies in its financial statements from the equity method to the cost method. The change in accounting policy has been applied retrospectively and the Company's 2006 financial statements, which are included in the Company's 2007 financial statements for comparative purposes, have been restated accordingly. The effects of the change in accounting policy on the Company's 2007 and 2006 financial statements are as follows:

2007

2006 (in thousand Baht)

Investments in subsidiaries and associates Balance at 1 January before change in accounting policy (Decrease) increase in retained earnings Decrease in provision for loss from investments in subsidiaries accounted for using the equity method Decrease in provision for excess of losses from investments in subsidiaries Increase in allowance for doubtful accounts Net decrease Balance at 1 January after change in accounting policy

2,052,074 (572,281)

1,642,494 793,604

(3,023,713)

(4,184,903)

(47,121) 2,404,789 (1,238,326) 813,748

(81,588) 2,372,591 (1,100,296) 542,198

119

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

2007

2006 (in thousand Baht)

Retained earnings (deficit) Balance at 1 January before change in accounting policy Decrease in share of profits from investments accounted for using the equity method, net Decrease in provision for loss from investments in subsidiaries accounted for using the equity method Increase in allowance for doubtful accounts Decrease in provision for excess of losses from investment in subsidiaries Net (decrease) increase Balance at 1 January after change in accounting policy

991,644

(1,618,006)

(1,238,326)

(1,100,296)

3,023,713 (2,404,789)

4,184,903 (2,372,591)

47,121 (572,281) 419,363

81,588 793,604 (824,402)

2007

2006 (in thousand Baht)

Net profit Net profit before change in accounting policy Decrease in share of profits from investments accounted for using the equity method, net Increase in allowance for doubtful accounts Net decrease Net profit after change in accounting policy Decrease in earnings per share (Baht)

865,823

2,661,850

(315,792) (315,792) 550,031 0.28

(1,333,687) (32,198) (1,365,885) 1,295,965 1.23

120

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

(b) Land, leasehold rights and leasehold improvement In 2006, the Group changed its accounting policy for land, leasehold rights and leasehold improvement from revalued amount to the cost basis. The change was made because, in the opinion of the directors, the new policy, which is the benchmark treatment given in Thai Accounting Standard 32 - Property, Plant and Equipment, facilitates tracking and comparison of the primary financial information of the Group over different financial periods and is more appropriate for the Group in the current financial and economic environment.

Financial instruments Financial risk management policies The Group is exposed to normal business risks from changes in market interest rates and currency exchange rates and from non-performance of contractual obligations by counterparties. The Group does not hold or issue derivative financial instruments for speculative or trading purposes. Risk management is integral to the whole business of the Group. The Group has a system of controls in place to create an acceptable balance between the cost of risks occurring and the cost of managing the risks. The management continually monitors the Group's risk management process to ensure that an appropriate balance between risk and control is achieved. Interest rate risk Interest rate risk is the risk that future movements in market interest rates will affect the results of the Group's operations and its cash flows because loan interest rates are mainly floated. The Group is primarily exposed to interest rate risk from its borrowings (Note 16).

121

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

As at 31 December 2007 and 2006, the Company and subsidiaries had risk from the changing value of financial instruments, from changing market interest rates as follows:

2007 Consolidated financial statements Floating interest rate Financial assets Cash at financial institutions Short term investment Restricted cash at bank

1,250,529 1,196 174,640

Fixed interest rate maturing in: 1 year or to Over 1 to More than less 5 Years 5 Years (in thousand Baht) 199,764 -

Average interest rate Total Floating

Fixed (%)

1,250,529 200,960 174,640

0.50-2.67 0.75-2.375 0.50-3.50

3.074 -

122

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

2007 Separate financial statements Floating interest rate

Fixed interest rate maturing in: 1 year or to Over 1 to More than less 5 Years 5 Years (in thousand Baht)

Average interest rate Total Floating

Fixed (%)

Financial assets Cash at financial institutions Short-term investment Restricted cash at bank Short-term loans and advances to related parties Long-term loans to related parties

958,850 1,196 157,726

199,764 -

958,850 200,960 157,726

0.5-2.67 0.75-2.375 1.50-3.50

3.074 -

4,390,465 -

61,224

4,390,465 61,224

Fixed deposit+1.5

6.00

Financial liabilities Short-term loans and advances from related parties Long-term loan from related party

1,007,837 -

113,300

1,007,837 113,300

Savings+2.50

3.00 2.00

123

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

2006 Consolidated financial statements Floating interest rate Financial assets Cash at financial institutions Short term investment Restricted cash at bank Financial liabilities Current portion of long-term loan from financial institution Short - term loans and advances from related parties

Fixed interest rate maturing in: 1 year or to Over 1 to More than less 5 Years 5 Years (in thousand Baht)

Average interest rate Total Floating

Fixed (%)

889,523 7,823 174,163

0.50 - 3.50 1.00 - 3.50 1.50 - 3.50

123,000

MLR - 1.25

115,100

Savings + 2.50

124

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

2006 Separate financial statements Floating interest rate Financial assets Cash at financial institutions Short-term investment Restricted cash at bank Short-term loans and advances to related parties Long-term loans to related parties Financial liabilities Current portion of long-term loan from financial institution Short-term loans and advances from related parties Long-term loan from related party

Fixed interest rate maturing in: 1 year or to Over 1 to More than less 5 Years 5 Years (in thousand Baht)

Average interest rate Total Floating

Fixed (%)

667,166 1,155 157,884

0.50 - 3.50 1.00 - 3.50 0.50 - 4.00

4,658,801 -

61,224

4,658,801 61,224

MLR - 0.5 -

6.00

123,000

MLR - 1.25

1,081,020 -

113,000

1,081,020 113,000

Savings+2.50 -

4.00 2.00

125

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

Credit risk Credit risk is the potential financial loss resulting from the failure of a customer or a counterparty to settle its financial and contractual obligations to the Group as and when they fall due. Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. Credit evaluations are performed on all customers requiring credit over a certain amount. At the balance sheet date there were no significant concentrations of credit risk. The maximum exposure to credit risk is represented by the carrying amount of each financial asset in the balance sheet. However, due to the large number of parties comprising the Group's customer base, Management does not anticipate material losses from its debt collection. Liquidity risk The Group monitors its liquidity risk and maintains a level of cash and cash equivalents deemed adequate by management to finance the Group's operations and to mitigate the effects of fluctuations in cash flows. Fair values The fair value is the amount for which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm's length transaction. The fair value of trade and other short-term receivables is taken to approximate the carrying value. The carrying amounts of short-term loans to subsidiaries approximate their fair values because they are short-term maturity loans. The carrying amounts of long-term loans to subsidiaries approximate their fair value estimated from the current market interest rates available for borrowings with the same maturity profile. The carrying amounts of borrowings with variable interest rates approximate their fair values. The carrying amounts of other accounts with fixed interest rates are immaterial.

126

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

32 Commitments with non-related parties Consolidated financial statements 2007 Capital commitments Contracted but not provided for

22,000

Separate financial statements

2006 2007 (in thousand Baht) 23,000

2006

The group has lease agreements covering rental and service agreements with local certain companies. These agreements are for periods until the year 2025. The annual rental and service fees are payable as follows: Consolidated financial statements 2007 Operating lease commitments Within one year After one year but within five years After five years Total

Separate financial statements

2006 2007 (in thousand Baht)

2006

167,871

125,766

112,492

107,674

662,525 1,555,343 2,385,739

547,499 726,598 1,399,863

442,703 407,840 963,035

479,428 483,607 1,070,709

127

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

32 Thai Accounting Standards (TAS) not yet adopted The Group has not adopted the following TAS that have been issued as of the balance sheet date but are not yet effective. These TAS will become effective for financial periods beginning on or after 1 January 2008. TAS 25 (revised 2007) Cash Flows Statements TAS 29 (revised 2007) Leases TAS 31 (revised 2007) Inventories TAS 33 (revised 2007) Borrowing Costs TAS 35 (revised 2007) Presentation of Financial Statements TAS 39 (revised 2007) Accounting Policies, Changes in Accounting Estimates and Errors TAS 41 (revised 2007) Interim Financial Reporting TAS 43 (revised 2007) Business Combinations TAS 49 (revised 2007) Construction Contracts TAS 51

Intangible Assets

The adoption and initial application of these TAS is not expected to have any material impact on the consolidated or separate financial statements.

128

Robinson Department Store Public Company Limited and its Subsidiaries

Notes to the Financial Statements For the years ended 31 December 2007 and 2006

34 Others (a)

As at 31 December 2006, the Company's separate financial statements, before restatement (note 30), carried a share discount and unappropriated retained earnings of approximately Baht 7,217 million and Baht 992 million, respectively. Subsequent to the approval of the 2006 unrestated financial statements, on 26 February 2007, the Board of Directors approved the appropriations of 2006 profits as cash dividends and legal reserve totaling Baht 355.4 million (Baht 0.3 per share) and Baht 52.2 million, respectively. The Annual General Meeting of the Company's shareholders held on 27 April 2007 approved the Board of Directors' proposal to distribute the dividends, which were paid on 25 May 2007. On 27 April 2007, the Federation of Accounting Professions (FAP) announced a guidance outlining the accounting treatment for compensation of cumulative deficit of a public company partly requiring a public company carrying a share discount and cumulative profits to set aside the amount of accumulated profits not less than the share discount prior to paying the dividends. As such, the approvals of payments of dividends have not been in line with the FAP's Announcement. The Company closed the shareholders' register for right to receive the dividends on 9 May 2007 and had proceeded with the payments of dividends as approved by the shareholders. During the third quarter of 2007, the shareholders resolved to decrease the registered share capital of the Company from Baht 11,106.6 million (divided into 1,110,661,133 shares at Baht 10 par value) to Baht 3,942.8 million (divided into 1,110,661,133 shares at Baht 3.55 par value) and to transfer the premium resulting from the decrease in share capital amounting to Baht 7,163.8 million and a portion of unappropriated retained earnings amounting to Baht 53.7 million to set off against the total amount of share discount amounting to Baht 7,217.5 million The Company registered the decrease in the registered share capital with the Ministry of Commerce on 13 September 2007.

(b)

On 12 April 2007, a portion of the Company's property, equipment and inventories was damaged by fire. Currently, the Company has received compensation for all losses incurred in amount of Baht 53.9 million.

34 Reclassification of accounts Certain accounts in the 2006 financial statements have been reclassified to conform with the presentation in the 2007 financial statements.

129

Robinson Department Store Public Company Limited and its Subsidiaries

Inter-Company Transactions The Company enters various transactions with its subsidiaries, joint-venture companies and other related companies. Certain assets, liabilities, income, costs and expenses of the Company and its subsidiaries also involve inter-company transactions. These businesses are related through sharing the same shareholders and/or directors, as disclosed in Note 4 of the Company's financial statement. Details of major transactions during the year ended 31 December 2007 can be summarized as follows: Details of Major Transactions

Income Interests

Rentals and Services

Joint Directors

Joint shareholders

Main Shareholders

Relationship with Joint-ventures

Related Company Subsidiaries

Subject

Inter-company Transaction value (Million Baht)

391.40 Robinson Anusawaree Co., Ltd. Robinson Ratchada Co., Ltd. Robinson Sukhumvit Co., Ltd. Robinson Nakarin Co., Ltd. Kruerpetch Co., Ltd. Robinson S.P.V Co., Ltd. CR (Thailand) Co., Ltd. CR Hadyai (Thailand) Co., Ltd. CR Udonthani (Thailand) Co., Ltd. CR Phuket (Thailand) Co., Ltd. CR Nakorn Sri Thammarat (Thailand) Co., Ltd. CR Chiang Mai (Thailand) Co., Ltd. CR Ubon Ratchathani (Thailand) Co., Ltd. CR Ratchaburi (Thailand) Co., Ltd. CR Chantaburi (Thailand) Co., Ltd.

x x x x x x x x x x x x x x x

Robinson Sukhumvit Co., Ltd. CR Hadyai (Thailand) Co., Ltd. CR Udonthani (Thailand) Co., Ltd.

x x x

553.22

130

Robinson Department Store Public Company Limited and its Subsidiaries

Inter-Company Transactions

CR Phuket (Thailand) Co., Ltd. CR Nakorn Sri Thammarat (Thailand) Co., Ltd. CR Chiang Mai (Thailand) Co., Ltd. CR Ubon Ratchathani (Thailand) Co., Ltd. CR Ratchaburi (Thailand) Co., Ltd. CR Chantaburi (Thailand) Co., Ltd. Power Buy Co., Ltd. CRC Sport Co., Ltd. B2S Co., Ltd. CRC Power Retail Co., Ltd. Office Club (Thailand) Co., Ltd. Group of Central Food Retail Co., Ltd. Central Department Co., Ltd. Central Retail Corporation Co., Ltd. CDS Restaurant Co., Ltd. Central Pattana Group Pcl. Textral Textile Co., Ltd. RIS Co., Ltd. Central Watson Co., Ltd. Group of Central Restaurant Group Co., Ltd. (Auntie Anne's, Pizza Hut, Mister Donut, KFC)

Joint Directors

Joint shareholders

Main Shareholders

Relationship with Joint-ventures

Related Company

Subsidiaries

Subject

Inter-company Transaction value (Million Baht)

x x x x x x x x x x x x x x x x x x x x

x x x x x x x x x x x

Financial Services

7.39 CR Hadyai (Thailand) Co., Ltd. CR Udonthani (Thailand) Co., Ltd. CR Chiang Mai (Thailand) Co., Ltd. CR Ubon Ratchathani (Thailand) Co., Ltd. CR Ratchaburi (Thailand) Co., Ltd. CR Chantaburi (Thailand) Co., Ltd. Power Buy Co., Ltd. CRC Sport Co., Ltd.

x x x x x x x x

x x

131

Robinson Department Store Public Company Limited and its Subsidiaries

Inter-Company Transactions Joint shareholders

Joint Directors

Group of Central Food Retail Co., Ltd. B2S Co., Ltd. CRC Power Retail Co., Ltd.

Main Shareholders

Relationship with Joint-ventures

Related Company

Subsidiaries

Subject

x x x

Inter-company Transaction value (Million Baht)

107.74

Management fees Robinson Sukhumvit Co., Ltd. Kruerkaew Co., Ltd. RD Pattana Co., Ltd. CR Hadyai (Thailand) Co., Ltd. CR Udonthani (Thailand) Co., Ltd. CR Phuket (Thailand) Co., Ltd. CR Nakorn Sri Thammarat (Thailand) Co., Ltd. CR Chiang Mai (Thailand) Co., Ltd. CR Ubon Ratchathani (Thailand) Co., Ltd. CR Ratchaburi (Thailand) Co., Ltd. CR Chantaburi (Thailand) Co., Ltd.

x x x x x x x x x x x

Expenses Merchandising Payment

523.11 Central Trading Co., Ltd. Central Garment Factory Co., Ltd. Cetrac International Ltd. Textral Textile Co., Ltd. Earth Care Co., Ltd. Central Department Co., Ltd.

x x x x x x

Central Pattana Group Pcl. Tiang Chirathivat Co., Ltd.

x x

Rentals/Services

94.65

132

Robinson Department Store Public Company Limited and its Subsidiaries

Inter-Company Transactions

Joint Directors

Joint shareholders

Main Shareholders

Relationship with Joint-ventures

Related Company

Subsidiaries

Subject

Inter-company Transaction value (Million Baht)

180.11

Interests Robinson Sukhumvit Co., Ltd. Kruerkaew Co., Ltd. RD Pattana Co., Ltd. Central Retail Corporation Co., Ltd. CR (Thailand) Co., Ltd. CR Phuket (Thailand) Co., Ltd. Group of Central Food Retail Group Co., Ltd. PB Logistic Co., Ltd. CRC Sport Co., Ltd.

x x x x

x x x x x x

x x x

Financial support via subsdiaries

2,073.57 CR Hadyai (Thailand) Co., Ltd. CR Udonthani (Thailand) Co., Ltd. CR Phuket (Thailand) Co., Ltd. CR Nakorn Sri Thammarat (Thailand) Co., Ltd. CR Chiang Mai (Thailand) Co., Ltd. CR Ubon Ratchathani (Thailand) Co., Ltd. CR Ratchaburi (Thailand) Co., Ltd. CR Chantaburi (Thailand) Co., Ltd.

x x x x x x x x

Management fees

76.50 Central Retail Corporation Co., Ltd. RIS Co., Ltd.

x x

133

Robinson Department Store Public Company Limited and its Subsidiaries

Inter-Company Transactions Necessary Inter-company Transactions Type of Transaction Merchandise purchases

Rental and service income

Income from financial services

Management fee income

Management fee expenses

Lending and borrowing to and from subsidiaries

Necessary Inter-company Transactions The Company purchases popular brand products from relevant suppliers and acts as sole distributor of those products. The same merchandising policy is followed with other suppliers. Prices are negotiated with a view to achieving the highest gross profit margin. Such products must be currently available in the market and competitive with similar products offered by other department stores. Specialty stores are run by affiliated companies and other companies that are expert in specialty merchandising of specific products that are popular among the Company's target customers. Specialty stores are also specially designed in unique, modern styles in accordance with the Company's concepts. Compensation is based either on a percentage of sales or a fixed rate. In addition, the Company provides space to affiliated companies to set up international money transferred counter services. This source of income is derived from affiliates who use the Company's secure room to store their cash receipts during the day. The service is a general service to be offered by other department stores in order to facilitate their tenants. The service fee charged to those related parties are at the same rates charged to other tenants and/or business partners Collected from the Company's affiliates and subsidiaries for department store management, merchandising, marketing and use of the Robinson brand. The rate is based on a percentage of sales and/or other income, as per each joint venture agreement. Paid to related company for accounting and financial management services, human resources, legal issues, and tax. The service provider is of specialized management expertise, so as to enable the Company to efficiently and effectively minimize related costs. Centralization of the merchandising system involves making inter-company loans thru the current account system. Inter-company loan costs are minimum loan rates or saving rates or fixed deposit rate of certain local financial institutions plus 0% to 2.5% per annum depend on financial cost of each company.

134

Robinson Department Store Public Company Limited and its Subsidiaries

Inter-Company Transactions Measures and procedures for approval of inter-company transactions The Company and its subsidiaries act in compliance with the Stock Exchange of ThailandĂs notice regarding measures, methods and disclosure of inter-company transactions of the listed company and under governance of the Plan Administrator.

Future policy and trends for inter-company transactions The Company and its subsidiaries will continue their inter-company transactions, which are a necessary part of department store operation. Such transactions will be conducted in compliance with the Stock Exchange of Thailand rule and regulations. The pricing policy for inter-company transactions is as follows: Sale of goods Interest income/Interest expense

Rental and service fees Management fees

Market prices should not be lower than the cost of goods. Minimum loan rates or saving rates or fixed deposit rate of certain local financial institutions plus 0% to 2.5% per annum depend on financial cost of each company. Certain percentages of sales with a reference to the related market prices or fixed amount. Certain percentages of sales or fixed amount.

135

Robinson Department Store Public Company Limited and its Subsidiaries

General Information

Robinson Department Store Public Company Limited Registration number 010753600412 (previous number Bor Mor Jor 115) Operates department stores under the name "Robinson". The company currently has 21 branches around the country, comprising 10 branches in Bangkok and 11 provincial branches. Registered Share Capital Paid-up Share Capital Par Value Central Administration Office Share Registrar

Auditor

Baht 3,942,847,022.15 (1,110,661,133 common shares) Baht 3,942,847,022.15 (1,110,661,133 common shares) Baht 3.55 139 Ratchadapisek Road, Dindaeng, Dindaeng, Bangkok 10400 Tel. 0-2245-4811 Fax. 0-2247-5325 Thailand Securities Depository Co., Ltd. 62 The Stock Exchange of Thailand Building, 4th & 7th Floor, Ratchadapisek Road, Klongtoey, Klongtoey, Bangkok 10110 Tel. 0-2229-2800 Fax. 0-2359-1262-3 KPMG Phoomchai Audit Co., Ltd. 22nd Floor, Empire Tower, 195 South Sathorn Road Yannawa, Sathorn, Bangkok 10120 Tel. 0-2677-2000 Fax. 0-2677-2222 Auditor: Mrs. Wilai Buranakittisophon - CPA no. 3920

136

Robinson Department Store Public Company Limited and its Subsidiaries

General Information Store Location

Robinson Department Store Public Company Limited Silom Branch (Opening Date : December 1, 1984) 2 Silom Road, Suriyawong, Bangrak, Bangkok 10500 Tel. 02-266-3340-50 Fax. 02-236-5330 Mon. - Fri. : 10.30 am. - 10.00 pm. Sat. - Sun. & Holidays : 10.30 am. - 10.00 pm.

Robinson Department Store Public Company Limited Thanon Ratchadapisek Branch (Opening Date : November 11, 1989) 139 Ratchadapisek Road, Dindaeng, Dindaeng, Bangkok 10400 Tel. 02-248-2626-35, 02-247-5300-9, 245-4811 Fax. 02-642-2047 Mon. - Fri. : 10.00 am. - 10.00 pm. Sat. - Sun. & Holidays : 10.00 am. - 10.00 pm.

Robinson Department Store Public Company Limited Sukhumvit Branch (Opening Date : December 1, 1990) 259 Sukhumvit Road, North Klongtoey, Wattana, Bangkok 10110 Tel. 02-651-1533-42, 02-252-5121 Fax 02-651-1560 Mon. - Fri. : 10.00 am. - 10.00 pm. Sat. - Sun. & Holidays : 10.00 am. - 10.00 pm.

Robinson Department Store Public Company Limited Bangrak Branch (Opening Date : November 11, 1992) 1522 Charoenkrung Road, Bangrak, Wattana, Bangkok 10500 Tel. 02-238-0052-61, 02-267-3781-86 Fax. 02-235-2467 Mon. - Fri. : 10.30 am. - 10.00 pm. Sat. - Sun. & Holidays : 10.30 am. - 10.00 pm.

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Robinson Department Store Public Company Limited and its Subsidiaries

General Information

Robinson Department Store Public Company Limited Bangkae Branch (Opening Date : December 1, 1993) 110/5 Moo 9 Petchkasaem Road, Bangwa, Phasicharoen, Bangkok 10160 Tel. 02-455-0143-45 Fax. 02-454-8350 Mon. - Fri. : 11.00 am. - 9.00 pm. Sat. - Sun. & Holidays : 10.30 am. - 9.00 pm.

Robinson Department Store Public Company Limited Srinakarin Branch (Opening Date : August 21, 1994) 904/1 Moo 6 Srinakarin Road, Nhong Born, Pravej, Bangkok 10260 Tel. 02-721-8990-9 Fax. 02-721-9066 Mon. - Fri. : 10.30 am. - 9.00 pm. Sat. - Sun. & Holidays : 10.00 am. - 9.00 pm.

Robinson Department Store Public Company Limited Rangsit Branch (Opening Date : March 18, 1995) 161 Moo 2 Phaholyothin Road, Prachatipat, Thanyaburi, Pathumthani 12130 Tel. 02-958-0800-39 Fax. 02-958-0899 Mon. - Fri. : 10.30 am. - 9.00 pm. Sat. - Sun. & Holidays : 10.00 am. - 9.00 pm.

Robinson Department Store Public Company Limited Ram Intra Branch (Opening Date : June 1, 1995) 5/7 Moo 7 Ram Intra Road, Kannayao, Bangkok 10230 Tel. 02-947-5320-62 Fax. 02-947-5400 Mon. - Fri. : 11.00 am. - 9.00 pm. Sat. - Sun. & Holidays : 10.00 am. - 9.00 pm.

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Robinson Department Store Public Company Limited and its Subsidiaries

General Information

Robinson Department Store Public Company Limited Lardya Branch (Opening Date : November 11, 1996) 99 Lardya Road, Somdejchaopraya, Klongsarn, Bangkok 10600 Tel. 02-437-0104-5 Fax. 02-439-4296, 02-437-0111 Mon. - Fri. : 11.00 am. - 9.00 pm. Sat. - Sun. & Holidays : 10.30 am. - 9.00 pm.

Robinson Department Store Public Company Limited Rattanathibet Branch (Opening Date : June 15, 2005) 68/100 Moo 8 Rattanathibet Road, Bangkrasor, Muang Nonthaburi, Nonthaburi 11000 Tel. 02-525-4420-29 Fax. 02-525-4466 Mon. - Fri. : 10.00 am. - 10.00 pm. Sat. - Sun. & Holidays : 10.00 am. - 10.00 pm.

CR Udornthani (Thailand) Co., Ltd. Udornthani Branch (Opening Date : August 30, 1995) 277/2 Prajak Road, Makkaeng, Amphoe Muang, Udornthani 41000 Tel. 042-242-777 Fax. 042-248-780 Mon. - Fri. : 11.00 am. - 9.00 pm. Sat. - Sun. & Holidays : 10.00 am. - 9.00 pm.

CR Phuket (Thailand) Co., Ltd. Phuket Branch (Opening Date : October 12, 1995) 36 Dilhok-U-Thit 1 Road,Taladyai, Amphoe Muang, Phuket 83000 Tel. 076-256-500-12 Fax. 076-223-304 Mon. - Fri. : 10.30 am. - 10.00 pm. Sat. - Sun. & Holidays : 10.30 am. - 10.00 pm.

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General Information

CR Nakhon Si Thammarat (Thailand) Co., Ltd. Nakhon Si Thammarat Branch (Opening Date : October 27, 1995) 89/201 Pattanakarnkukwang Road, Klang, Amphoe Muang, Nakhon Si Thammarat 80000 Tel. 075-318-012-20 Fax. 075-318-010 Mon. - Fri. : 10.30 am. - 9.00 pm. Sat. - Sun. & Holidays : 10.30 am. - 9.00 pm.

CR Had Yai (Thailand) Co., Ltd. Had Yai Branch (Opening Date : December 1, 1995) 9 Thammanoonvithi Road, Had Yai, Had Yai, Songkhla 90110 Tel. 074-220-150 Fax. 074-220-157 Mon. - Fri. : 10.30 am. - 9.00 pm. Sat. - Sun. & Holidays : 10.30 am. - 9.00 pm.

CR Chiang Mai (Thailand) Co., Ltd. Chiang Mai Branch (Opening Date : January 26, 1996) 2 Mahidon Road, Hai ya, Amphoe Muang, Chiang Mai 50100 Tel. 053-203-640-59 Fax. 053-283-129 Mon. - Fri. : 10.30 am. - 9.00 pm. Sat. - Sun. & Holidays : 10.00 am. - 9.00 pm.

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General Information

CR Ubon Ratchathani (Thailand) Co., Ltd. Ubon Ratchathani Branch (Opening Date : June 1, 1996) 221 Chayangkool Road, Naimuang, Amphoe Muang, Ubon Ratchathani 34000 Tel. 045-241-887 Fax. 045-241-268, 045-242-866 Mon. - Fri. : 10.30 am. - 9.00 pm. Sat. - Sun. & Holidays : 10.30 am. - 9.00 pm.

Robinson Department Store Public Company Limited Sriracha Branch (Opening Date : May 31, 1997) 90/1 Sukhumvit Road, Sriracha, Sriracha, Chonburi 20110 Tel. 038-771-001-10 Fax. 038-770-999 Mon. - Fri. : 10.30 am. - 9.00 pm. Sat. - Sun. & Holidays : 10.00 am. - 9.00 pm.

CR Ratchaburi (Thailand) Co., Ltd. Ratchaburi Branch (Opening Date : November 1, 1996) 265 Srisuriyawong Road, Namuang, Amphoe Muang Ratchaburi, Ratchaburi 70000 Tel. 032-310-831 Fax. 032-310-866 Mon. - Fri. : 11.00 am. - 9.00 pm. Sat. - Sun. & Holidays : 10.30 am. - 9.00 pm.

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General Information

CR Chanthaburi (Thailand) Co., Ltd. Chanthaburi Branch (Opening Date : January 16, 1998) 22/107 Moo 7 Chantanimit, Amphoe Muang Chanthaburi, Chanthaburi 22000 Tel. 039-340-348-57 Fax. 039-303-114 Mon. - Fri. : 11.00 am. - 9.00 pm. Sat. - Sun. & Holidays : 10.00 am. - 9.00 pm.

Robinson Department Store Public Company Limited Ayutthaya Branch (Opening Date : November 16, 2006) 126 Moo 3 Asia Road, Klong Suan Plu, Phranakhonsiayutthaya, Phranakhonsiayutthaya 13000 Tel. 035-229-888, 035-229-851 Fax. 035-229-878 Mon. - Fri. : 10.00 am. - 9.00 pm. Sat. - Sun. & Holidays : 10.00 am. - 9.00 pm.

CR Phuket (Thailand) Co., Ltd. Robinson Ocean Jungceylon Branch (Opening Date : November 3, 2007) 177 Rat-U-Thit 200 pee Road, Patong, Katu, Phuket 83150 Tel. 076-600-888-97 Fax. 076-600-886 Mon. - Fri. : 11.00 am. - 10.00 pm. Sat. - Sun. & Holidays : 11.00 am. - 10.00 pm.

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