BJC: Financial Report AR 2017 EN by parama r.wichai

NETWORKS

งบการเงินประจำป 2560 Financial Report 2017

บริษัท เบอรลี่ ยุคเกอร จำกัด (มหาชน) Berli Jucker Public Company Limited

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited Financial Report 2017

Contents II

Report of the Board of Directorsâ&#x20AC;&#x2122; Responsibility to Financial Report

III

Report of the Audit Committee

Report of the Independent CertiďŹ ed Public Accountants

Financial Statements

Notes to the Financial Statements

126 Related Parties Transactions

Financial Report 2017

Report of the Board of Directors’ Responsibility to Financial Report The Board of Directors is responsible for the Company’s financial statements, the consolidated financial statements of the Company and its subsidiaries as well as all financial information appearing in the annual report. These financial statements have been prepared in accordance with generally approved accounting standards. The Company has chosen appropriate accounting policies applied on a conservative and consistent basis, using the best estimations where necessary, and adequate disclosures have been made in the notes to the financial statements. These financial statements have been audited by independent auditors who have given their unqualified opinions. The financial statements reflect the actual financial standing and operating results of the Company and its subsidiaries, thus being useful to all shareholders and investors. The Board of Directors has also adopted and maintained appropriate and effective systems of risk management and internal control, so that we can be reasonably assured that accounting records are accurate, complete and adequate to maintain the assets of the Company. These controls also identify weaknesses requiring preventive measures against fraud or other significant irregularities in the operations of the Company. In this regard, the Board of Directors has appointed an Audit Committee, consisting of three (3) independent members, to be responsible for reviewing the quality of financial reporting and internal control mechanisms appropriately and efficiently as well as reviewing the Company’s performance in accordance with the laws relevant to the business of the Company, including the related party transactions to ensure that the aforementioned transactions are reasonable and optimized to the Company. The opinion of the Audit Committee with regard to these matters appears in the Report of the Audit Committee. The Board of Directors is of the opinion that the Company’s internal controls are satisfactory and allow for reasonable confidence in the reliability of the Company’s financial statements, the consolidated financial statements of the Company and its subsidiaries as of December 31, 2017.

(Charoen Sirivadhanabhakdi) Chairman

(Aswin Techajareonvikul) Chief Executive Officer and President

Berli Jucker Public Company Limited

III

Report of the Audit Committee To the Shareholders The Audit Committee of Berli Jucker Public Company Limited (“The Company”) is comprised of three competent independent directors who are fully qualified as set forth in the audit committee charter and in line with the regulations of the Securities and Exchange Commission (SEC), and the Stock Exchange of Thailand (SET), namely Mr. Prasit Kovilaikool as the Chairman of the Audit Committee, Police General Krisna Polananta, and Prof. Pirom Kamolratanakul, M.D., M.Sc. as the Audit Committee Members. Mrs. Nantavadee Suntibunyut, Senior Vice President of the Group Internal Audit Division acts as a secretary to the Audit Committee. The Audit Committee has performed its duties delegated by the Company’s Board of Directors in accordance with the Audit Committee Charter and Best Practice Guidelines for Audit Committee, regulations of the SEC and the SET. The Audit Committee policies focus on compliance with the principles of good corporate governance, preparation in managing risks significantly affecting organization, and a sufficient internal control system. In 2017, the Audit Committee held total of seven meetings. Meeting attendance of each committee member is summarized as follows; Committee Members

Attendance/ Total Meetings (Times)

1. Mr. Prasit Kovilaikool

7/7

2. Police General Krisna Polananta

7/7

3. Prof. Pirom Kamolratanakul, M.D., M.Sc.

7/7

The significant duties of the Audit Committee are:

1. Review of Financial Reports

The Audit Committee reviewed quarterly and annual financial statements of the Company and the consolidated financial statements of the Group for the year 2017 as well as connected transactions, transactions with potential conflict-of-interest, together with the management and the internal audit division. Typically, the external auditor was invited when these quarterly and annual financial statements and the consolidated financial statements of the Group were reviewed. The committee discussed various matters with the external auditor including the appropriateness of the accounting policies, account recording methods, the disclosure in notes to financial statements, adjustment entries materially affecting to financial statements and audit scope. In addition, the Audit Committee held one meeting with the external auditor in the absence of the management, to be free to discuss on important matters concerning work independence, audit plan and material information affecting to financial statements preparation. In 2017, the external auditor did not discover any material issues and indications of suspicious incidents. The Audit Committee therefore concluded that the internal control systems over financial reporting process were sufficient to ensure that the financial statements were prepared in accordance with the Generally Accepted Accounting Principles (GAAPs) and the laws pertaining to the Company’s business operations as well as fairly presented the Company’s financial position and performance in all material respects. Information was sufficiently disclosed in a timely manner for decision making of shareholders and stakeholders.

Financial Report 2017

2. Review of Connected Transactions or Transactions with Potential Conflict of Interest

The Audit Committee reviewed connected transactions or transactions with potential conflicts of interest on a quarterly basis to ensure that the Company’s operations are rational and aligned with regular commercial conditions including policy on connected transactions and the regulation of the SEC and the SET. The Audit Committee concluded that those transactions, part of the normal course of business, were carried out with regular commercial conditions and with reasonable price for the best benefit to the Company. In addition, the Company made adequate disclosure as required by the SEC and the SET.

3. Review the Effectiveness of Internal Control Systems

The Audit Committee reviewed the internal control systems, risk management concerning finance and accounting, resource utilization, safeguarding of assets, operations, rules and regulations compliance as well as audit report of internal auditors in order to find out cause and guideline to prevent damages that may occur toward the Company. The Audit Committee has provided constructive recommendations and monitored the corrective actions as recommended on audit report of internal auditors and external auditors concerning significant matters and also ensure that audit activities were independent, objective, covered key risks and were in accordance with International Standards for the Professional Practice of Internal Auditing. The Audit Committee concluded that the Company’s internal control system is adequate and appropriate for the Company’s business operations which the Audit committee reports were prepared for the Board of Directors on quarterly basis.

4. Oversight of Internal Audit

The Audit Committee approved an annual plan for the year 2018 based on key risks of the Company and the internal audit activities emphasized on the evaluation of the effectiveness of key control points. The Audit Committee also reviewed internal audit divisions annual budget and its resource sufficiency and performed the internal audit oversight, consistent with defined annual plan to ensure that the Group’s internal audit division was independent and audit activities were performed effectively and efficiently in the pursuit of the Company’s defined objectives. The Audit Committee concluded that the Company’s internal audit system had been performed appropriately, sufficiently and effectively, and its annual audit plan aligned with the Company’s goals and key risk areas. The internal audit performance accomplished determined goals.

5. Review of Risk Management

The Audit Committee performed oversight function for the Company’s risk management by reviewing risk management plan on quarterly basis in order to ensure that the Company’s risks management was effective and efficient which enables the Company to achieve its goals. The Audit Committee concluded that the Company’s risk management system had been operating appropriately and aligned with external and internal circumstance changes.

Berli Jucker Public Company Limited

6. Review of the Company’s Compliance with Securities and Exchange Commission Laws, the Stock Exchange of Thailand’s Requirements and Applicable Laws

The Audit Committee reviewed the Company’s compliance with the Securities and Exchange Commission (SEC) laws, the Stock Exchange of Thailand’s (SET) requirements and laws pertaining to the Company’s business operations, as well as the requirements and encumbrances which might have ensued as a result of contracts entered with third parties, and other claims. The Audit Committee concluded that the Company has adopted a clear policy in compliance with the SEC laws, the SET’s requirements, laws pertaining to the Company’s business operations, and commitments vis-a-vis parties outside the Company. In 2017, no violation of laws and regulations was found.

7. Review of Audit Committee Charter

The Audit Committee reviews the Audit Committee Charter annually to ensure that the roles and responsibilities are in accordance with regulations of the SEC and the SET.

8. Selection and Appointment of External Auditor

The Audit Committee considered the nomination and appointment of external auditors pursuant to the Company’s criteria in 2018, taking into account its independence, skills, competencies, knowledge, expertise, and experience as well as 5-year auditor rotation required by the notification of the Capital Market Supervisory Board. The Audit Committee concluded that external auditor from Deloitte Touche Tohmatsu Jaiyos Audit Company Limited has independence, skills, competencies, knowledge, expertise, and experience so the Audit Committee proposed the appointment of Dr. Kiatniyom Kuntisook, CPA (Thailand) License No. 4800, or Khun Permsak Wongpatcharapakorn, CPA (Thailand) License No. 3427, or Dr. Suphamit Techamontrikul, CPA (Thailand) License No. 3356, or Khun Wonlop Vilaivaravit, CPA (Thailand) License No. 6797 of Deloitte Touche Tohmatsu Jaiyos Audit Company Limited, as the Company’s auditors for year 2018. The Audit Committee has performed its duties and responsibilities independently as prescribed in Audit Committee Charter approved by the Company’s Board of Directors. The Audit Committee has an opinion that the Company’s financial statements has been accurately and reliably prepared under the financial reporting standards. In addition, the Company’s risk management was sufficient, internal control systems were effective and efficient in accordance with the principles of good corporate governance and compliance with laws pertaining to the Company’s business operations. On behalf of the Audit Committee

(Mr. Prasit Kovilaikool) Chairman of Audit Committee Berli Jucker Public Company Limited 26 February 2018

Financial Report 2017

REPORT OF THE INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS TO THE SHAREHOLDERS AND BOARD OF DIRECTORS BERLI JUCKER PUBLIC COMPANY LIMITED

Opinion We have audited the consolidated financial statements of Berli Jucker Public Company Limited and its subsidiaries (the “Group”) and the separate financial statements of Berli Jucker Public Company Limited (the “Company”), which comprise the consolidated and separate statements of financial position as at December 31, 2017, and the related consolidated and separate statements of profit or loss and other comprehensive income, changes in shareholders’ equity and cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies. In our opinion, the accompanying consolidated and separate financial statements present fairly, in all material respects, the financial position of Berli Jucker Public Company Limited and its subsidiaries and of Berli Jucker Public Company Limited as at December 31, 2017, and financial performance and cash flows for the year then ended in accordance with Thai Financial Reporting Standards (“TFRSs”). Basis for Opinion We conducted our audit in accordance with Thai Standards on Auditing (“TSAs”). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated and Separate Financial Statements section of our report. We are independent of the Group in accordance with the Federation of Accounting Professions’ Code of Ethics for Professional Accountants together with the ethical requirements that are relevant to the audit of the consolidated and separate financial statements, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Berli Jucker Public Company Limited

VII

Deloitte Touche Tohmatsu Jaiyos Audit

ดีลอยท์ ทูช้ โธมัทสุ ไชยยศ สอบบัญชี

-2Emphasis of Matter We draw attention to Note 4.1 to the financial statements that the Group directly and indirectly acquired the shares of Big C Supercenter Public Company Limited including acquiring shares of C-Distribution Asia Pte Ltd. (collectively called “Big C”) from former shareholders of such companies on March 21, 2016 and made a tender offering on May 11, 2016 and September 12, 2017. The Group has updated the fair values of the identifiable assets acquired and liabilities assumed and the fair value allocation at the business acquisition date based upon the final appraisal reports dated March 9, 2017 from the independent appraiser and other necessary information obtained within one year from the business acquisition date in accordance with Thai Financial Reporting Standard No. 3 (revised 2016) “Business Combination”. As a result, the consolidated statement of financial position as at December 31, 2016, the consolidated statements of profit or loss and other comprehensive income, the consolidated statement of changes in shareholders’ equity and cash flows for the year ended December 31, 2016 which are presented as comparative information, have been restated accordingly, to reflect new information obtained about facts and circumstances that existed as of the business acquisition date. Our opinion is not modified in respect of this matter. Key Audit Matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated and separate financial statements of the current period. These matters were addressed in the context of our audit of the consolidated and separate financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

VIII

Financial Report 2017

Deloitte Touche Tohmatsu Jaiyos Audit

     -3Key Audit Matters

Audit Responses

Significant business acquisition During the year ended December 31, 2016, the Group acquired Big C Supercenter Public Company Limited and its subsidiaries including C-Distribution Asia Pte Ltd. (collectively called “Big C”) at the amount of Baht 206,663 million. The Group has updated the fair values of the identifiable assets acquired and liabilities assumed and the fair value allocation at the business acquisition date based upon the final appraisal reports dated March 9, 2017 from the independent appraiser and other necessary information obtained within one year from the business acquisition date in accordance with Thai Financial Reporting Standard No. 3 (revised 2016) “Business Combination”. We have focused on this business acquisition since it is material to the financial statements as a whole, and management was required to exercise substantial judgment when appraising the fair values of the assets acquired and liabilities assumed, including recognized goodwill. Accounting policies of the consolidated financial statement preparation basis and details of the business acquisition of Big C were disclosed in the Notes 3.1 and 4.1 to the financial statements, respectively.

Key audit procedures included: • Understanding the business acquisition process and related internal control procedures. • Evaluating the design and implementation of the internal control procedures on the business acquisition. • Performing substantive testing as follows: - Examining the terms and conditions of Share Sale Agreement for the acquisition of Big C, payment documents, share transferred documents and related supporting documents. - Examining details of assets and liabilities of Big C at the acquisition date which consists of the examination of existence, rights, obligations, valuation of assets and liabilities. - Assessing the calculation of the fair value of assets acquired and liabilities assumed specified in the documentation of measurement under the acquisition method as prepared by an independent valuation specialist, by considering the methods and significant assumptions used by the independent valuation specialist in calculating the fair value of assets and liabilities and evaluating the expertise, ability and integrity of the independent valuation specialist. - Involving our valuation specialist to evaluate the financial parameter applied to the discount rate, identification of the intangible assets, valuation methodology and mathematical accuracy. - Assessing the rationale of goodwill recognized from the business combination. - Reviewing the presentation and related disclosures.

Berli Jucker Public Company Limited

Deloitte Touche Tohmatsu Jaiyos Audit

     -4Key Audit Matters

Audit Responses

Goodwill The Group recorded goodwill of Baht 155,424 million as a result of the acquisition Big C Supercenter Public Company Limited and its subsidiaries including C-Distribution Asia Pte Ltd. (collectively called “Big C”) as disclosed in Note 4.1 to the financial statements. We have focused our audit on the balance of goodwill due to highly significant amount to the financial statements. The significant accounting estimate required management to exercise a high degree of judgement in estimating the cash inflows generated from a subsidiary in the future, and setting an appropriate discount rate and terminal growth rate. The assessment of the impairment thus directly affects the balance of goodwill presented at period-end. Accounting policies of goodwill and details of goodwill were disclosed in the Notes 3.1, 3.14 and 19 to the financial statements, respectively.

Key audit procedures were included: • Understanding the impairment consideration process and related internal control procedures on impairment of goodwill. • Evaluating the design and implementation of the internal control procedures on impairment of goodwill. • Performing the operating effectiveness testing of internal control procedures over the impairment consideration process on goodwill. • Performing substantive testing as follows: - Testing the significant assumptions in preparing estimates of the cash flows expected to be realized in the future, using our valuation specialists to independently develop expectations, run sensitivity analysis for the key assumptions driving the analysis and comparing those assumptions with information from both internal and external sources in order to evaluate the exercise of management judgement in estimating the cash flow projections. - Evaluating the discount rate applied by management through analysis of the average costs of capital and others information with other comparable companies, tested the calculation of the recoverable amount of the assets using the selected financial model. - Reviewing the presentation and related disclosures.

Financial Report 2017

Deloitte Touche Tohmatsu Jaiyos Audit

     -5Key Audit Matters Impairment of investments associates and joint ventures

Audit Responses subsidiaries,

The Group has investments in subsidiaries, associates and joint ventures due to the business acquisition which are significant to the financial statements. We have focused our audit on the balance of investment in subsidiaries, associates and joint ventures because investments in subsidiaries, associates and joint ventures are highly significant to the financial statements and are depended on the management judgements and assumptions used in the impairment assessment. The management is required to exercise judgment in determining assumptions which are uncertain in considering the discounted future cash flows. Accounting policies of investments, and impairment and detail of investments in subsidiaries, associates and joint ventures were disclosed in the Notes 3.10, 3.16, 12, 13 and 14 to the financial statements, respectively.

Key audit procedures were included: • Understanding the impairment consideration process and related internal control procedures on impairment of investments in subsidiaries, associates and joint ventures. • Evaluating the design and implementation of the internal control procedures on impairment of investments in subsidiaries, associates and joint ventures. • Performing the operating effectiveness testing of the internal control procedures over the impairment consideration process on investments in subsidiaries, associates and joint ventures. • Performing substantive testing as follows: - Examining the supporting documents in relation to the management consideration of impairment indicators for investments in subsidiaries, associates and joint ventures. - Assessing the appropriateness of the management estimate by reviewing the actual operating result to the estimate in the prior year. - Assessing the appropriateness of valuation model and key assumptions the management used in the estimation of the allowance for impairment of investments in subsidiaries, associates and joint ventures and also evaluating the discount rate applied by management through analysis of the average costs of capital and others information with other comparable companies. - Reviewing the presentation and related disclosures.

Berli Jucker Public Company Limited

Deloitte Touche Tohmatsu Jaiyos Audit

ดีลอยท์ ทูช้ โธมัทสุ ไชยยศ สอบบัญชี

-6Key Audit Matters

Audit Responses

Revenue recognition The Group has revenue from sales of goods and rendering of services generated from 4 main business segments which consisted of packaging supply chain, consumer supply chain, healthcare and technical supply chain and modern retail supply chain. Each business unit had different sales terms and pricing conditions. We have focused on the revenue from sales of goods and rendering of services whether they have been recognized in accordance with Thai Financial Reporting Standards. Accounting policies of revenues and detail of revenue from sale of goods and rendering of services were disclosed in the Notes 3.21 and Note 28 to the financial statements, respectively.

Key audit procedures included: • Understanding the revenue recognition process and related internal control procedures. • Evaluating the design and implementation of the internal control procedures on the revenue recognition, including the use of specialist’s work related to information and technology system. • Performing substantive testing as follows:

- Reviewing terms and condition of the sales and service agreements and recalculate the revenues whether they have been recorded appropriately and examining the related supporting documents of those revenues. - Examining the supporting documents for the revenue from sales of goods and rendering of service transactions occurred near the end of accounting period. - Performing substantive analytical procedures and test of detail relating to the revenues from sale of goods and rendering of services.

Supplier income recognition The Group receives significant amount of sales promotion, margin protection and rebates from suppliers and recognizes these as a reduction in cost of sales and inventories or other income. The amount of supplier income is significant and requires a detailed understanding of the contractual arrangements and the source of data to apply the arrangements. We have focused on the occurrence and completeness of the recognition of supplier income whether they have been recognized in accordance with Thai Financial Reporting Standards. Accounting policies of inventories and supplier income and the details of inventories and other income were disclosed in the Notes 3.7, 3.21, 10 and 29 to the financial statements, respectively.

Key audit procedures included: • Understanding the supplier income recognition process and related internal control procedures. • Evaluating the design and implementation of the internal control procedures on supplier income recognition. • Performing the operating effectiveness testing of the internal control procedures over the supplier income consideration. • Performing substantive testing as follows: - Examining the supporting documents for the supplier income transactions occurring during the year and near the end of accounting period - Testing credit notes issued after year-end. - Requesting for confirmation of supplier receivable balances at the year-end - Performing analytical procedures on disaggregated data

XII

Financial Report 2017

Deloitte Touche Tohmatsu Jaiyos Audit

ดีลอยท์ ทูช้ โธมัทสุ ไชยยศ สอบบัญชี

-7Other Information Management is responsible for the other information. The other information comprises information in the annual report, we have received such other information prepared for issuance in the annual report before the date of this auditors’ report. Our opinion on the consolidated and separate financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the consolidated and separate financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. We have read other information prepared for issuance in the annual report, we did not find any material inconsistency therein which we have to report. Responsibilities of Management and Those Charged with Governance for the Consolidated and Separate Financial Statements Management is responsible for the preparation and fair presentation of the consolidated and separate financial statements in accordance with TFRSs, and for such internal control as management determines is necessary to enable the preparation of consolidated and separate financial statements that are free from material misstatement, whether due to fraud or error. In preparing the consolidated and separate financial statements, management is responsible for assessing the Group’s and the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so. Those charged with governance are responsible for overseeing the Group’s financial reporting process. Auditor’s Responsibilities for the Audit of the Consolidated and Separate Financial Statements Our objectives are to obtain reasonable assurance about whether the consolidated and separate financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with TSAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated and separate financial statements.

Berli Jucker Public Company Limited

XIII

Deloitte Touche Tohmatsu Jaiyos Audit

ดีลอยท์ ทูช้ โธมัทสุ ไชยยศ สอบบัญชี

-8As part of an audit in accordance with TSAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: •

•

Identify and assess the risks of material misstatement of the consolidated and separate financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s and the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group and the Company to cease to continue as a going concern. Evaluate the overall presentation, structure and content of the consolidated and the separate financial statements, including the disclosures, and whether the consolidated and separate financial statements represent the underlying transactions and events in a manner that achieves fair presentation. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

XIV

Financial Report 2017

Deloitte Touche Tohmatsu Jaiyos Audit

ดีลอยท์ ทูช้ โธมัทสุ ไชยยศ สอบบัญชี

-9From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated and separate financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

BANGKOK

February 27, 2018

Dr. Kiatniyom Kuntisook Certified Public Accountant (Thailand) Registration No. 4800

DELOITTE TOUCHE TOHMATSU JAIYOS AUDIT CO., LTD.

Berli Jucker Public Company Limited

BERLI JUCKER PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF FINANCIAL POSITION AS AT DECEMBER 31, 2017 UNIT : BAHT Consolidated financial statements

Separate financial statements

As at

December 31,

January 1,

December 31,

2016

2017

2016

152,927,073

77,524,155

Notes

2017

(Restated) Assets Current assets Cash and cash equivalents

4,367,725,252

6.2

Temporary investment

3,485,931,192

4,793,760

1,130,362,652 -

Trade and other current receivables Trade receivables

5, 7

9,482,847,840

8,355,078,674

8,626,573,297

2,321,610,789

2,811,569,921

Other receivables

5, 8

3,036,888,255

2,966,942,232

1,144,105,520

2,539,217,334

1,456,324,477

Supplier receivables and tenant receivables

5, 9

1,310,921,556

1,226,240,332

Short-term loans to related parties

Inventories

19,131,517,378

Other current assets

62,536,218

Disposal asset group classified as held for sales

1,149,225,499

5, 11

Total current assets

71,468,810,452

3,769,405,630

19,882,405,669

7,243,641,785

891,069,059

1,476,498,925

71,823,032

115,634,379

380,731

384,474

38,541,661,998

120,000,000

35,993,214,891

18,380,317,633

223,737,000

77,597,752,438

9,591,707,582

108,033,189,135

104,833,757,455

Non-current assets Investments in subsidiaries

Investments in associates

90,679,194

87,478,723

84,479,239

Investments in joint ventures

3,336,656,651

3,535,193,702

3,313,434,917

Other long-term investments

14,000,100

16,000,100

22,400,100

Long-term loan to a related party

231,912,768

100

67,417,442,496

118,803,386,703

Leasehold right

12,975,124,646

13,875,555,349

456,856,726

Investment properties

31,756,601,937

30,898,506,188

112,624,789

69,271,524

73,440,137

Property, plant and equipment

66,354,273,277

62,398,728,561

18,589,280,759

300,326,754

365,814,128

Goodwill

157,592,833,752

157,611,925,437

2,187,537,820

Other intangible assets

2,747,478,795

2,787,233,611

714,796,893

41,203,350

56,573,588

Deferred tax assets

547,011,588

903,000,483

557,533,956

180,345,738

191,955,096

Other non-current assets

1,102,252,621

594,283,774

281,294,595

12,439,933

6,456,379

276,516,912,561

272,707,905,928

26,320,239,794

176,286,131,798

224,563,296,354

315,058,574,559

308,701,120,819

44,700,557,427

253,883,884,236

234,155,003,936

Total non-current assets Total assets

Notes to the financial statements form an integral part of these statements

Financial Report 2017

BERLI JUCKER PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF FINANCIAL POSITION (CONTINUED) AS AT DECEMBER 31, 2017 UNIT : BAHT Consolidated financial statements

Separate financial statements

As at

December 31,

January 1,

December 31,

2017

2016

2017

2016

Notes

(Restated) Liabilities and shareholdersâ&#x20AC;&#x2122; equity Current liabilities Short-term borrowings from financial institutions

14,661,572,451

15,966,494,332

3,668,381,813

11,233,019,098

6,494,559,486

Trade payables

5, 23

21,640,826,367

21,651,914,912

4,787,677,232

1,649,933,187

1,737,851,204

Other payables

5, 24

9,747,463,151

8,834,698,608

2,766,653,073

1,986,372,900

1,546,000,493

63,995,031

41,509,440

2,487,496,436

4,674,715,309

Trade and other current payables

Current portion of unearned leasehold rights

Current portion of long-term borrowings from institutions

Current portion of debentures

14,361,141

11,719,666

2,853,039,709 999,767,081

1,500,000,000

Current portion of liabilities under a finance lease agreement Short-term borrowings from related parties

5, 22

Income tax payable Short-term provision Other current liabilities

5,000,000

684,495,851

318,334,219

50,538,170

64,988,756

430,983,787

282,095,456

1,046,693,848

208,743,196 29,228,783

1,453,671,935

1,323,034

676,464

Liabilities included in disposal asset group classified as held for sales

467,316,726

5, 11

Total current liabilities

50,254,049,111

51,851,470,698

15,313,490,887

17,417,342,067

11,232,759,582

Non-current liabilities Unearned leasehold rights - net of current portion

419,524,866

415,483,728

Long-term borrowings from financial institutions

17,600,747,347

49,440,793,329

7,454,025,716

17,040,000,000

45,253,674,852

Debentures

121,926,997,490

81,920,705,328

121,926,997,490

81,920,705,328

200,521,040

214,882,297

Deferred tax liabilities

9,444,668,855

9,629,979,917

Non-current provisions for employee benefit

1,331,591,895

1,457,820,540

603,852,374

171,748,046

174,127,851

Other non-current liabilities

2,707,444,221

2,621,717,667

114,997,151

41,692,554

47,851,180

153,631,495,714

145,701,382,806

8,636,699,030

139,180,438,090

127,396,359,211

203,885,544,825

197,552,853,504

23,950,189,917

156,597,780,157

138,629,118,793

Liabilities under a finance lease agreement - net of current portion

Total non-current liabilities Total liabilities

Notes to the financial statements form an integral part of these statements

463,823,789

Berli Jucker Public Company Limited

BERLI JUCKER PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF FINANCIAL POSITION (CONTINUED) AS AT DECEMBER 31, 2017 UNIT : BAHT Consolidated financial statements

Separate financial statements

As at

December 31,

January 1,

December 31,

2017

2016

2017

2016

Notes

(Restated) Liabilities and shareholders’ equity (continued) Shareholders’ equity Share capital: Authorized share capital

26.1

4,053,955,000 ordinary shares of Baht 1 each

4,053,955,000

2,014,389,444 ordinary shares of Baht 1 each

4,053,955,000

2,014,389,444

Issued and paid-up share capital 3,995,670,599 ordinary shares of Baht 1 each, fully paid

3,995,670,599

3,989,524,299 ordinary shares of Baht 1 each, fully paid

3,989,524,299

1,592,221,000 ordinary shares of Baht 1 each, fully paid

3,989,524,299 1,592,221,000

Share subscription received in advance

49,808,059

22,806,092

85,352,786,899

85,045,036,505

49,808,059

22,806,092

85,352,786,899

85,045,036,505

Reserves Share premium

3,952,386,745

Deficit arising from business combination under common control

(544,760,675)

in subsidiaries

591,959,273

44,142,642

(173,918,717)

Donated surplus

36,867,563

Expired warrant surplus

13,214,921

Surplus on disposals of Company’s shares held by a subsidiary

32,173,940

26.2

211,854,352

217,168,285

253,716,845

211,854,352

217,168,285

Legal reserve

405,395,500

201,438,945

405,395,500

Reserve for business expansion

Surplus (deficit) arising from change in ownership interest

Warrants Retained earnings Appropriated :

Unappropriated Other components of shareholders’ equity

87,400,260

85,000,000

16,745,482,028

13,492,182,136

11,776,838,202

7,135,506,186

5,724,086,899

(464,137,994)

(91,376,287)

(151,797,575)

Total shareholders’ equity attributable to owners of the Company Non-controlling interests

106,513,714,725

102,736,560,260

17,062,566,533

97,286,104,079

95,525,885,143

4,659,315,009

8,411,707,055

3,687,800,977

Total shareholders’ equity

111,173,029,734

111,148,267,315

20,750,367,510

97,286,104,079

95,525,885,143

Total liabilities and shareholders’ equity

315,058,574,559

308,701,120,819

44,700,557,427

253,883,884,236

234,155,003,936

Notes to the financial statements form an integral part of these statements

Financial Report 2017

BERLI JUCKER PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED DECEMBER 31, 2017 UNIT : BAHT Consolidated financial statements 2017

Notes

2016

Separate financial statements 2017

2016

(Restated) Revenue

4 ,5, 28

Revenue from sale of goods and rendering of services

149,158,040,079

Net foreign exchange gain

Dividends received Interest received Other income

18,103,765 29

Total revenue Expenses

13,109,475,809

1,064,052,127

1,212,697

37,747,283

13,612,466,502 -

3,423,519,270

1,774,403,804

3,998,791,020

2,299,237,202

15,021,625,942

11,165,885,502

1,215,846,782

977,231,689

164,197,769,786

137,598,018,211

21,748,845,578

18,663,339,197

120,706,335,856

102,735,385,430

10,880,343,965

11,307,595,325

25,573,487,760

19,819,852,660

1,735,215,248

1,611,274,120

5,112,548,837

4,504,115,712

1,365,748,255

1,262,128,808

4 ,5, 28

Cost of sale of goods and rendering of services Distribution costs Administrative expenses Net foreign exchange loss

66,573,190

Finance costs Total expenses Share of profits from investments in associates Share of profits from investments in joint ventures Profit before income tax expense Income tax income (expense)

125,330,333,299

Profit for the years

707,015,451

4,528,191,398

5,202,828,891

4,261,405,140

1,504,350,507

155,987,137,041

132,262,182,693

18,242,712,608

16,392,364,211

5,200,472

3,919,484

18,896,542

177,200,710

8,234,729,759

5,516,955,712

(2,259,845,980)

(1,195,644,171)

21,062,031

6,740,877

5,974,883,779

4,321,311,541

3,527,195,001

2,277,715,863

(77,327,769)

(40,105,650)

8,371,341

83,160,562

(1,076,315)

(511,436,991)

50,349,938

198,590,922

(169,599,930)

(31,981,400)

(40,030,150)

34,287,582

6,396,280

158,560,772

(135,312,348)

(25,585,120)

3,506,132,970

2,270,974,986

Other comprehensive income (expense) Items that will be reclassified subsequently to profit or loss Share of loss on other comprehensive income of joint ventures Gain on cash flow hedges

Differences on translation of financial statements

(434,109,222)

Income tax relating to items that will be reclassified subsequently to profit or loss

Items that will not be reclassified subsequently to profit or loss Actuarial gains (losses)

Income tax relating to items that will not be reclassified subsequently to profit or loss Other comprehensive expense for the years net of tax

(352,876,219)

Total comprehensive income for the years

5,622,007,560

Notes to the financial statements form an integral part of these statements

(84,962,410) 4,236,349,131

3,527,195,001

(25,585,120) 2,252,130,743

Berli Jucker Public Company Limited

BERLI JUCKER PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME (CONTINUED) FOR THE YEAR ENDED DECEMBER 31, 2017 UNIT : BAHT Consolidated financial statements 2017

Notes

2016

Separate financial statements 2017

2016

(Restated) Profit attributable to: Owners of the Company

5,210,755,218

3,306,649,036

Non-controlling interests

764,128,561

1,014,662,505

5,974,883,779

4,321,311,541

3,527,195,001

2,277,715,863

Owners of the Company

4,996,313,899

3,237,757,727

3,527,195,001

2,252,130,743

Non-controlling interests

625,693,661

998,591,404

5,622,007,560

4,236,349,131

3,527,195,001

2,252,130,743

Profit for the years

3,527,195,001 -

2,277,715,863 -

Total comprehensive income attributable to:

Total comprehensive income for the years

Earnings per share (in Baht) Basic earnings per share

1.31

1.28

0.88

Diluted earnings per share

1.30

1.27

0.88

Notes to the financial statements form an integral part of these statements

Notes

in shareholders' equity

4.1

Other comprehensive income (expense)

Notes to the financial statements form an integral part of these statements

Balance as at December 31, 2016

Total comprehensive income (expense) for the year

22,806,092

3,989,524,299

22,806,092

Profit for the year as restated

Profit for the year as previously reported

Effect from business acquisition

Profit or loss and other comprehensive income for the year

2,397,303,299

Total changes in ownership interests in subsidiaries

Total transactions with owners, recorded directly

22,806,092

2,397,303,299

Change in ownership interest in a subsidiary

with no change in control

Increasing in shares of a subsidiary of non-controlling interests

Changes in ownership interests in subsidiaries

of the Company

Total contributions by and distributions to owners

paid to non-controlling interests

Dividends to owner of the Company’s subsidiaries

Legal reserve

Dividends to owner of the Company

26.2

22,806,092

Warrant

2,397,303,299

26.1

in advance

share capital

1,592,221,000

received

paid-up

Share subscription received in advance

Increase in ordinary shares

Contributions by and distributions to owners of the Company

Transactions with owners, recorded directly in shareholders’ equity

Balance as at January 1, 2016

subscription

Issued and

85,045,036,505

81,092,649,760

3,952,386,745

premium

(544,760,675)

common control

combination under

arising from business

Deficit

44,142,642

218,061,359

(173,918,717)

in subsidiaries

in ownership interest

arising from change

Surplus (deficit)

Capital Surplus (Deficit)

36,867,563

surplus

Donated

32,173,940

a subsidiary

shares held by

of Company’s

Surplus on disposals

Owner of the shareholders' equity

Warrant

217,168,285

(36,548,560)

47,260,698

(83,809,258)

253,716,845

405,395,500

203,956,555

201,438,945

reserve

Legal

87,400,260

expansion

for business

Reserve

13,492,182,136

3,177,336,439

(129,312,597)

3,306,649,036

(694,540,766)

4,001,189,802

(1,461,992,505)

(1,258,035,950)

(203,956,555)

11,776,838,202

Unappropriated

Retained earnings

Consolidated financial statements (Restated)

FOR THE YEAR ENDED DECEMBER 31, 2017

STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

BERLI JUCKER PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES

(91,376,287)

53,186,966

(144,563,253)

statements

of financial

on translation

Differences

7,234,322

(7,234,322)

hedges

Cash flow

shareholders’ equity

Other components of

102,736,560,260

3,237,757,727

(68,891,309)

3,306,649,036

(694,540,766)

4,001,189,802

82,436,236,000

218,061,359

82,218,174,641

(1,258,035,950)

47,260,698

22,806,092

83,406,143,801

17,062,566,533

the Company

owners of

attributable to

Shareholders’ equity Non-

8,411,707,055

998,591,404

(16,071,101)

1,014,662,505

(14,620,059)

1,029,282,564

3,725,314,674

4,847,099,549

(81,629,670,343)

86,476,769,892

(1,121,784,875)

3,687,800,977

interests

controlling

111,148,267,315

4,236,349,131

(84,962,410)

4,321,311,541

(709,160,825)

5,030,472,366

86,161,550,674

5,065,160,908

(81,411,608,984)

86,476,769,892

81,096,389,766

(1,121,784,875)

(1,258,035,950)

47,260,698

22,806,092

83,406,143,801

20,750,367,510

equity

shareholders’

Total

UNIT : BAHT

6 Financial Report 2017

4.1

Notes

Dividends to owner of the Company

in shareholders' equity

Total comprehensive income (expense) for the year

Notes to the financial statements form an integral part of these statements

3,995,670,599

Other comprehensive income (expense)

Balance as at December 31, 2017

Profit for the year

Profit or loss and other comprehensive income for the year

6,146,300

49,808,059

27,001,967

Total changes in ownership interests in subsidiaries

Total transactions with owners, recorded directly

27,001,967

6,146,300

49,808,059

(22,806,092)

Change in ownership interest in a subsidiary

with no change in control

Increasing in shares of a subsidiary of non-controlling interests

Changes in ownership interests in subsidiaries

of the Company

Total contributions by and distributions to owners

paid to non-controlling interests

Dividends to owner of the Company’s subsidiaries

26.2

Expired warrant

26.2

Warrant

6,146,300

26.1

22,806,092

3,989,524,299

22,806,092

in advance

share capital

3,989,524,299

received

paid-up

Share subscription received in advance

Increase in ordinary shares

Contributions by and distributions to owners of the Company

Transactions with owners, recorded directly in shareholders’ equity

Balance as at January 1, 2017 as restated

Effect from business acquisition

Balance as at January 1, 2017 as previously reported

subscription

Issued and

85,352,786,899

307,750,394

85,045,036,505

premium

(544,760,675)

common control

combination under

arising from business

Deficit

BERLI JUCKER PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES

591,959,273

547,816,631

44,142,642

in subsidiaries

in ownership interest

arising from change

Surplus

36,867,563

surplus

Donated

Capital Surplus (Deficit)

13,214,921

32,173,940

a subsidiary

shares held by

warrant surplus

Expired

of Company’s

Surplus on disposals

Owner of the shareholders' equity

211,854,352

(5,313,933)

(13,214,921)

67,721,518

(59,820,530)

217,168,285

Warrant

Consolidated financial statements

FOR THE YEAR ENDED DECEMBER 31, 2017

STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (CONTINUED)

405,395,500

reserve

Legal

87,400,260

expansion

for business

Reserve

16,745,482,028

5,369,075,606

158,320,388

5,210,755,218

(2,115,775,714)

13,492,182,136

(694,540,766)

14,186,722,902

Unappropriated

Retained earnings

(464,137,994)

(372,761,707)

(91,376,287)

statements

of financial

on translation

Differences

shareholders’ equity

Other components of

Non-

106,513,714,725

4,996,313,899

(214,441,319)

5,210,755,218

(1,219,159,434)

547,816,631

(1,766,976,065)

(2,115,775,714)

4,659,315,009

625,693,661

(138,434,900)

764,128,561

(4,378,085,707)

(4,069,927,905)

(4,100,552,905)

30,625,000

(308,157,802)

67,721,518 -

8,411,707,055

(14,620,059)

8,426,327,114

interests

controlling

49,808,059

231,270,072

102,736,560,260

(694,540,766)

103,431,101,026

the Company

owners of

attributable to

Shareholders’ equity

111,173,029,734

5,622,007,560

(352,876,219)

5,974,883,779

(5,597,245,141)

(3,522,111,274)

(3,552,736,274)

30,625,000

(2,075,133,867)

(308,157,802)

(2,115,775,714)

67,721,518

49,808,059

231,270,072

111,148,267,315

(709,160,825)

111,857,428,140

equity

shareholders’

Total

UNIT : BAHT

Berli Jucker Public Company Limited 7

Notes to the financial statements form an integral part of these statements

Balance as at December 31, 2016

3,989,524,299

Total comprehensive income for the year

Other comprehensive expense

22,806,092

27 2,397,303,299

22,806,092

2,397,303,299

1,592,221,000

received

share capital in advance

subscription

paid-up

26.2

26.1

Notes

85,045,036,505

81,092,649,760

3,952,386,745

premium

36,867,563

217,168,285

(36,548,560)

47,260,698

(83,809,258)

253,716,845

Warrant

Legal

405,395,500

203,956,555

85,000,000

203,956,555 -

85,000,000

expansion

business

Reserve for

Retained earnings

201,438,945

reserve

Separate financial statements

36,867,563

surplus

Donated

Capital Surplus

FOR THE YEAR ENDED DECEMBER 31, 2017

Issued and

Profit for the year

Profit or loss and other comprehensive income for the year

Total transactions with owners, recorded directly in shareholders’ equity

Additional paid-up share capital Share subscription received in advance Warrant Legal reserve Dividends to owners of the Company

Contributions by and distributions to owners of the Company

Transaction with owners, recorded directly in shareholders’ equity

Balance as at January 1, 2016

BERLI JUCKER PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES

STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (CONTINUED)

5,724,086,899

2,252,130,743

(25,585,120)

2,277,715,863

(1,461,992,505)

95,525,885,143

2,252,130,743

(25,585,120)

2,277,715,863

82,218,174,641

(1,258,035,950)

47,260,698

22,806,092

83,406,143,801

11,055,579,759

equity

(203,956,555)

4,933,948,661

Unappropriated

shareholders’

Total

UNIT : BAHT

8 Financial Report 2017

Notes to the financial statements form an integral part of these statements

Balance as at December 31, 2017

Total comprehensive income for the year

Profit for the year

Profit or loss and other comprehensive income for the year

recorded directly in shareholders’ equity

Total transactions with owners,

Additional paid-up share capital Share subscription received in advance Warrant Expired warrant Dividends to owners of the Company

Contributions by and distributions to owners of the Company

Transaction with owners, recorded directly in shareholders’ equity

Balance as at January 1, 2017

3,995,670,599

49,808,059

27,001,967

26.2

6,146,300

49,808,059

(22,806,092)

22,806,092

6,146,300

3,989,524,299

received

share capital in advance

subscription

paid-up

26.2

26.1

Notes

Issued and

85,352,786,899

307,750,394

85,045,036,505

premium

36,867,563

surplus

Donated

Capital Surplus

13,214,921

warrant surplus

Expired

211,854,352

(5,313,933)

(13,214,921)

67,721,519

(59,820,531)

217,168,285

Warrant

Separate financial statements

FOR THE YEAR ENDED DECEMBER 31, 2017

STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (CONTINUED)

BERLI JUCKER PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES

405,395,500

reserve

Legal

85,000,000

expansion

business

Reserve for

Retained earnings

7,135,506,186

3,527,195,001

(2,115,775,714)

5,724,086,899

Unappropriated

97,286,104,079

3,527,195,001

(1,766,976,065)

(2,115,775,714)

67,721,519

49,808,059

231,270,071

95,525,885,143

equity

shareholders’

Total

UNIT : BAHT

Berli Jucker Public Company Limited 9

Financial Report 2017

BERLI JUCKER PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF CASH FLOWS

FOR THE YEAR ENDED DECEMBER 31, 2017

Notes

UNIT : BAHT

Consolidated

Separate

financial statements

2017

2016

2017

2016

(Restated) Cash flows from operating activities Profit before income tax expense

8,234,729,759

5,516,955,712

3,506,132,970

2,270,974,986

Depreciation

5,781,216,738

4,827,669,620

97,257,875

95,682,082

Amortization of intangible assets and leasehold rights

1,608,182,297

1,268,312,197

17,704,261

15,565,363

Adjustments for

Unearned leasehold rights recognized during the periods

(56,560,717)

(39,093,957)

Interest received

(18,103,765)

(37,747,283)

Finance costs Dividends received Bad and doubtful debts expense (reversal)

4,528,191,398 -

5,202,828,891 -

(3,998,791,020)

(2,299,237,202)

4,261,405,140

1,504,350,507

(3,423,519,270)

(1,774,403,804)

(34,016,640)

(53,477,616)

(112,061,521)

(170,518,557)

(36,270,258)

(37,293,686)

Employee benefit expenses

247,892,503

214,332,458

81,653,795

57,240,465

Short-term provision (reversal)

(14,450,586)

2,644,856

Unrealized (gain) loss on exchange rate

16,287,212

10,688,633

6,439,827

Unrealized loss on fair value of derivative

38,641,358

28,586,118

542,963

(21,016,333)

(6,809,925)

33,216,628

69,941,706

73,253,300

(1,045,094)

1,156,472

1,187,268

Reversal obsolete and slow-moving inventories

193,294

(6,860,094)

(3,210,422) 2,220,817

Gain on disposals of properties, plant and equipment, other intangible assets and investment properties

(6,499,820)

(2,780,946)

Loss on write-off of properties, plant and equipment, and investment properties Impairment loss on properties, plant and equipment (reversal) Loss on write-off of leasehold right

Loss on write-off of other intangible assets Gain from sold of other long-term investment Gain from bargain purchase Share of profit from investments in associates Share of profit from investments in joint ventures

169,643 (154,691,395) (5,200,472) (18,896,542) 20,126,782,865

749,449

1,856,606

21,430

(160,000)

(3,919,484)

(177,200,710) 16,654,331,305

506,999,206

(175,873,898)

Changes in operating assets and liabilities Trade receivables

(1,235,853,613)

392,291,532

490,085,304

166,875,505

Other receivables

(145,728,226)

(314,654,118)

(966,848,819)

213,158,486

Supplier receivables and tenant receivables

(67,083,430)

74,195,975

Inventories

981,394,423

471,645,625

Other current assets

621,700,124

215,896,216 2,787,372

5,522,484

21,419,592

3,743

(521,992,695)

19,594,636

(5,983,554)

(873,610)

Trade payables

39,566,085

1,966,616,132

(86,501,266)

(309,479,022)

Other payables

118,989,106

Other non-current assets

(106,230,006)

170,623,420

85,221,644

Other current liabilities

110,604,956

77,193,726

103,605

(1,954,984)

Employee benefit obligations paid during the years

(91,695,197)

(44,791,904)

(16,312,082)

(6,017,500)

Other non-current liabilities Cash provided by operating activities

190,379,892

268,762,662

19,285,667,538

19,757,228,583

(6,158,626) 622,309,279

(4,362) 223,503,309

Income tax paid

(1,905,359,557)

(1,819,690,674)

(83,459,594)

(65,364,064)

Net cash provided by operating activities

17,380,307,981

17,937,537,909

538,849,685

158,139,245

Notes to the financial statements form an integral part of these statements

Berli Jucker Public Company Limited

BERLI JUCKER PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF CASH FLOWS (CONTINUED) FOR THE YEAR ENDED DECEMBER 31, 2017 UNIT : BAHT

Notes

Consolidated

Separate

financial statements

2017

2016

2017

2016

(Restated) Cash flows from investing activities Interest received

17,663,464

43,665,179

3,998,779,077

2,299,262,244

Dividends received

51,424,949

42,479,935

3,423,519,270

1,774,403,804

6.1

(10,551,545,803)

(5,323,376,916)

(32,936,910)

(167,686,798)

221,345,619

119,232,524

9,289,006

7,489,420

6.1

(173,960,808)

(108,085,110)

(348,761)

(12,638,656)

Cash paid for purchase of property, plant, equipment and investment property Proceeds from sales of property, plant, equipment and investment property Cash paid for purchase of other intangible asset Proceeds from sales of other intangible assets Cash paid for purchase of leasehold rights Cash paid for investment - net

6.1

15,781,278

1,676,731

(451,385,645)

(307,762,711)

(414,215,313)

(123,415,737,699)

Cash paid for short-term loans to related parties

Proceeds from short-term loans to related parties

Cash paid for long-term loans to related parties

Proceeds from long-term loans to related parties

6.1

120,000,000

32,874 -

(31,875,000)

(4,100,179,957)

(81,768,197,671)

(7,807,325,759)

14,060,281,459

4,560,763,073

(13,168,895,874)

(203,236,000,000)

64,554,840,081

3,957,613,297

Proceeds from sales of temporary investment acquired through the business acquisition Cash paid for temporary investment

1,835,061,738

(9,587,520)

Proceeds from sales of investment in subsidiaries to non-controlling interests

49,000

Proceeds from sales of temporary investment Cash paid for purchase of subsidiaries from non-controlling interests Cash paid for capital increase in subsidiaries

6.1

Proceeds from decreased capital in subsidiaries

4,748,880

4,793,760

(3,552,736,275)

(81,394,886,471)

Cash paid for investment in joint ventures

(12,737,250)

Proceeds from sales of other long-term investment

Net cash used in investing activities

(3,483,293,200)

91,999,520

(126,223,660)

6,560,000

(3,784,610,280) -

(14,845,567,904)

(208,512,190,220)

(12,346,806,129)

(206,508,909,612)

Finance cost paid

(4,205,352,801)

(4,661,088,689)

(3,875,750,356)

(1,093,646,188)

Dividends paid to shareholders

(2,115,775,714)

(1,258,035,950)

(2,115,775,714)

(1,258,035,950)

(308,157,802)

(1,121,784,880)

Proceeds from short-term borrowings from financial institutions

65,872,497,193

111,205,752,846

54,833,000,000

20,050,000,000

Repayment of short-term borrowings from financial institutions

(66,962,764,484)

(108,284,361,447)

(50,083,000,000)

(14,410,000,000)

Cash flows from financing activities

Dividends of subsidiaries paid to non-controlling interests

Proceeds from short-term borrowings from related parties

5,000,000

Repayment of short-term borrowings from related parties

3,550,351,327

3,844,711,306

(3,957,329,414)

(3,497,995,032)

Proceeds from long-term borrowings from financial institutions

13,455,305,012

67,873,157,275

13,040,000,000

67,264,191,523

Repayment of long-term borrowings from financial institutions

(47,425,825,982)

(35,328,872,042)

(39,789,534,515)

(28,974,657,008)

40,000,000,000

82,000,000,000

40,000,000,000

82,000,000,000

Proceeds from issuance of debentures Repayment of debenture

Repayment of liabilities under finance lease agreement

(11,719,782)

Net proceeds from increased in its share capital

(1,000,000,000)

(8,416,177)

83,070,021,294

(1,000,000,000) 83,070,021,294

Net proceeds from capital increase in subsidiaries from non-controlling interest

30,625,000

61,885,238

Proceeds from warrant exercise

231,270,072

336,122,507

Cash received in advance for warrant exercise

49,808,059

Net cash provided by (used in) financing activities

(1,390,091,229)

231,270,071

336,122,507

22,806,092

49,808,059

22,806,092

192,912,186,067

11,883,039,458

206,353,518,544

Net increase in cash and cash equivalents

1,144,648,848

2,337,533,756

75,083,014

2,748,177

Cash and cash equivalents at January 1,

3,485,931,192

1,130,362,652

77,524,155

74,435,212

Effect of exchange rate changes on balances held in foreign currencies Cash and cash equivalents at December 31, Less Cash included in disposal assets group classified as held for sales

Net cash and cash equivalents at December 31,

(236,604,692)

18,034,784

319,904

340,766

4,393,975,348

3,485,931,192

152,927,073

77,524,155

(26,250,096) 4,367,725,252

Notes to the financial statements form an integral part of these statements

3,485,931,192

152,927,073

77,524,155

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Notes

Contents

1 2 3 4 5 6 7 8 9 10 11

General information Basis of preparation of the financial statements Significant accounting policies Acquisition of business and acquisition of assets Related parties Additional cash flow information Trade receivables Other receivables Supplier receivables and tenant receivables Inventories Disposal asset group classified as held for sales and liabilities included in disposal asset group classified as held for sales Investments in subsidiaries Investments in associates Investments in joint ventures Other long-term investments Leasehold rights Investment properties Property, plant and equipment Goodwill Other intangible assets Deferred taxes Interest-bearing liabilities Trade payables Other payables Non-current provision for employee benefits Share capital and warrants to purchase ordinary shares Reserves Operating segment Other income Employee benefit expenses Expenses by nature Income tax expense Discontinued operations Promotional privileges Basic and diluted earnings per share Dividends Financial instruments Determination of fair value Commitments with non-related parties Litigation Events after the reporting period Approval of the financial statements

12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 1.

GENERAL INFORMATION

Berli Jucker Public Company Limited (the “Company”), is incorporated in Thailand and has its registered office at Berli Jucker House 99, Soi Rubia, Sukhumvit 42 Road, Phrakanong, Klongtoey, Bangkok 10110. The Company was listed on the Stock Exchange of Thailand in April 1975. The immediate and ultimate parent company during the financial period is TCC Corporation Company Limited which is incorporated in Thailand. The principal businesses of the Company, its subsidiaries, its associates and its joint ventures together referred to as the “Group” are involved in manufacturing, distribution and other service activities in the following areas: Packaging Supply Chain The Group is involved in the manufacturing, marketing and distribution of glass containers, and aluminum cans and rigid plastic containers. Consumer Supply Chain The Group is involved in the manufacturing, marketing and distribution of various consumer products including tissue paper, personal products (soaps, shampoos and cosmetics), snack foods, beverage and confectionery. These products are marketed and distributed under BJC’s own brand names as well as under contracts with the third parties. In addition, the Group is involved in providing customs clearing, warehousing, transportation and distribution service for both Group companies and outside companies. Healthcare and Technical Supply Chain The Group is involved in the importing and distribution of various products including industrial chemicals, food ingredients, pharmaceuticals, imaging products and hospital supplies, and in the design, supply and assembly of automation & control systems, industrial equipment, logistics & warehouse equipment and galvanized steel towers for power transmission lines. Modern Retail Supply Chain The Group operates various type of modern trade which are hypermarket, supermarket, convenient store and drugstore as well as provide space for retail stores to be a shopping center. Other Business Group The Group is involved in the services providing information technology system as well as importing and distributing of books and publication and other business.

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Details of the Groupâ&#x20AC;&#x2122;s subsidiaries as at December 31, 2017 and 2016 were as follows: Name of the entity Direct subsidiaries Montana Company Limited Berli Jucker Foods Limited Rubia Investments Limited

Type of business Distribution of pharmaceutical products, medical equipment and supplies Manufacture of snack foods Investment

Berli Jucker Logistics Limited

Customs clearing, warehousing, transportation and distribution services Thai Glass Technology Company Limited Seminar and training center BJC Healthcare Company Limited Distribution of pharmaceutical products, medical equipment and supplies BJC Industrial and Trading Company Limited Sale of imaging product, stationery and construction supplies BJC Consumer Company Limited Investment BJC Logistics and Warehouse Company Limited Investment Berli Jucker (Myanmar) Limited Dormant BJC International Company Limited Agent Rubia Industries Limited Manufacture of soaps, cosmetics and confectionery Berli Jucker Specialties Limited Sale of chemicals Thai Glass Industries Public Company Limited Manufacture of glass containers Berli Jucker Cellox Limited Manufacture of sanitary paper products T.C.C. Technology Company Limited Rendering services of information (Disposal asset group classified as held for sales) technology Thai Beverage Can Limited Manufacture of aluminum cans BJC Packaging Company Limited Investment BJC Commerce Company Limited Wholesale BJH Investment Company Limited Investment BJC International Holding Pte. Ltd. Investment BJC Specialties Company Limited Non-alcohol beverage shop BJC (Hong Kong) Company Limited Financial management BJC Development Company Limited Investment BJC Retail Holding Company Limited Investment Samphunsamer Company Limited Investment BJC C Distribution Company Limited Investment BJC Brand Limited Consultant service in management of trademark (not yet operated) Indirect subsidiaries BJC Foods (Malaysia) Sdn Bhd Cosma Medical Company Limited BJC Cellox (Vietnam) Company Limited (Formerly BJC International (Vietnam) Limited) BJC Glass Company Limited Thai-Scandic Steel Company Limited Marble & Stones Company Limited Thai Corp International Company Limited TBC-Ball Beverage Can Holding Limited Thai Malaya Glass Company Limited(4) Asia Books Company Limited BJC Glass (Thailand) Company Limtied (Formerly BJC Ogenki Company Limited) BJIMK Company Limited Ichiban Foods Company Limited Thai An Vietnam Joint Stock Company Montana Marketing Company Limited BJC International (Myanmar) Company Limited

Manufacture of snack foods Medical equipment and supplies

Country of incorporation

Group ownership interest (%) 2017 2016

Thailand Thailand British Virgin Islands

100.00 100.00

100.00

Thailand Thailand

100.00 100.00

Thailand

100.00

Thailand Thailand Thailand Myanmar Hong Kong

100.00 100.00 100.00 100.00 100.00

Thailand Thailand Thailand Thailand

99.85 99.15 98.60 94.84

Thailand Thailand Thailand Thailand Thailand Singapore Thailand Hong Kong Thailand Thailand Thailand Thailand

51.00 50.00(1) 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00

Hong Kong

100.00

Malaysia Thailand

100.00 100.00

Agent Investment, trading, import and export Manufacture of galvanized steel structures Dormant Investment Investment Manufacture of glass containers Retailer of books and magazines

Vietnam Hong Kong Thailand Thailand Hong Kong Hong Kong Thailand Thailand

100.00 100.00 100.00 100.00 75.00 26.79 (1) 100.00 100.00

Investment Agent Manufacture of soybean Investment Distribution of pharmaceutical products and medical supplies Consultant service in product analysis and collect data

Thailand Hong Kong Vietnam Vietnam

100.00 75.00 75.00 65.00

Thailand

100.00

Myanmar

100.00

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

Name of the entity

Type of business

Indirect subsidiaries (continued) Thai Dairy Company Limited BJH Medical Company Limited BJC Logistics World Company Limited Thai An Vietnam Trading Company Limited BJC Cellox (Cambodia) Company Limited BJC Supercenter Company Limited(7) BJC Supercenter Company Limited(7) Vina Paper Company Limited(6) Subsidiaries of indirect subsidiaries BJC Glass Vietnam Limited Thai Corp International (Vietnam) Company Limited TBC-Ball Beverage Can Vietnam Limited Cosma Trading Company Limited(5) Distri-Thai Limited Phu Thai Group Joint Stock Company Phu Thai Telecommunication Joint Stock Company Phu Thai Construction and Investment Joint Stock Company Phu Thai Hanoi Trading Joint Stock Company Phu Thai Can Tho Distribution Joint Stock Company Phu Thai Food Vietnam Company Limited Phu Thai Food Central Vietnam One Member Company Limited Phu Thai Food North Company Limited PT Food Distribution Joint Stock Company Van Phu Export Import Trading Manufacturing Company Limited Phu Thai Ho Chi Minh City Joint Stock Company BJC Mega Market Company Limited Samphankij Company Limited Saowanee Holdings Company Limited Big C Supercenter Public Company Limited(8) C-Distribution Asia Pte. Ltd(8) C Distribution (Thailand) Company Limited Cmall Limited(8) Central Superstore Limited(8) Theparak Big C Limited(8) Chiengrai Big C Limited (8) Surat Big C Limited (8) Cmart (Thailand) Limited(8) Cencar Limited(8) Phitsanulok Big C 2015 Limited(8) Big C Supercenter (Lao) Company Limited(8) Central Pattaya Company Limited Udon Big C Company Limited (8) Inthanon Land Company Limited (8) Big C Fairy Limited(8) Pharam II Big C Company Limited (8) Pitsanulok Big C Limited(8) Big C Services Company Limited(8) (8)

Manufacture and distribute fresh yogurt and milk product Distribution of pharmaceutical products, medical equipment and supplies Warehouse business Retail Manufacture of sanitary paper products Investment Investment Manufacture of sanitary paper products

Country of Group ownership incorporation interest (%) 2017 2016 Thailand

100.00

Thailand Thailand Vietnam Cambodia Thailand Thailand Vietnam

100.00 100.00 100.00 100.00 100.00 100.00

100.00 100.00 100.00 100.00 100.00 -

Manufacture of glass containers Agent Manufacture of aluminum cans Distribution of pharmaceutical products, medical equipment and supplies Retailer of books and magazines Sale of consumer products Sale of consumer products Sale of construction materials

Vietnam Vietnam Vietnam

100.00 75.00 26.79(1)

Thailand Thailand Vietnam Vietnam Vietnam

100.00 100.00 64.55 64.52 64.49

Sale of consumer products Sale of consumer products Sale of consumer products Sale of consumer products

Vietnam Vietnam Vietnam Vietnam

64.49 64.49 64.55 64.55

Sale of consumer products Sale of consumer products Warehouse

Vietnam Vietnam Vietnam

64.55 51.61 64.55

Sale of consumer products Investment Investment Investment Retail Investment E-commerce Dormant Rental of immovable assets and holding company Rental of immovable assets and holding company Rental of immovable assets Rental of immovable assets Dormant Rental of immovable assets Retail business and holding company Retail and wholesale business (not yet commence operation) Rental of immovable assets Rental of immovable assets Rental of immovable assets Retail Rental of immovable assets Retail and rental of immovable assets Support service for life insurance and non-life insurance

Vietnam Thailand Thailand Thailand Thailand Singapore Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand

64.55 100.00 100.00 - (3) (7) 99.85(3) 99.94(3) 99.91(3) 99.85(3) 99.85(3) 99.85(3) 99.85(3) 99.85(3) 99.85(3) 99.85(3) 99.85(3)

64.55 100.00 100.00 100.00 97.94 99.18 98.80 97.94 97.94 97.94 97.94 97.94 97.94 97.94 97.94

Laos Thailand Thailand Thailand Thailand Thailand Thailand

99.85(3) 99.85(3) 99.85(3) 99.85(3) 94.68(3) 99.84(3) 99.85(3)

97.94 97.94 97.94 97.94 94.83 97.93 97.94

Thailand

-(2) (3)

97.94

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 (1) The Group has power over such companies. (2) On April 10, 2017, the Group sold shares of Big C Services Company Limited, a subsidiary of an indirect subsidiary by 47.99% to a related company. As a result, such company was classified as a joint venture. (3) On May 12, 2017, the Board of Directors’ Meeting No. 3/2017 approved the Company and/or its subsidiaries to make a tender offer for the entire securities of Big C Supercenter Public Company Limited. As a result, the portion of ownership in BIGC group changed as at December 31, 2017. On September 28, 2017, such company securities delisted from being the listed securities on the Stock Exchange of Thailand (see Note 4.1). (4) On June 29, 2017, Thai Malaya Glass Company Limited, an indirect subsidiary increased its authorized share capital. As a result, such company has authorized share capital totaling to Baht 3,270 million and issued and paidup share capital of Baht 2,848 million. (5) On August 28, 2017, Cosma Trading Company Limited, a subsidiary of an indirect subsidiary increased its authorized share capital. As a result, such company has authorized share capital totaling to Baht 5 million and issued and paid-up share capital of Baht 2 million. (6) On September 22, 2017, the Group acquired shared of Vina Paper Company Limited for 100% of total issued and paid-up share capital (see Note 4.2). (7) On December 28, 2017, BJC Supercenter Company Limited, indirect subsidiaries and Saowannee holdings Company Limited, an indirect subsidiary were amalgamated and established BJC Supercenter Company Limited by registering to Department of Business Development of Minister of Commerce. (8) Big C Supercenter Public Company Limited and companies in the group were collectively called “BIGC Group”.

Composition of the Group

Information about the composition of the Group as at December 31, 2017 and 2016 were as follows: Principal activity

Country of incorporation

Packaging supply chain Consumer supply chain

Healthcare and technical supply chain Modern Retail Supply Chain Others

Packaging, Consumer, Healthcare and technical supply chain and others

Number of wholly-owned subsidiaries 2017 2016

Thailand Hong Kong Vietnam Thailand Malaysia Cambodia Vietnam Thailand Thailand Thailand British Virgin Islands Myanmar Singapore Hong Kong Vietnam

4 1 1 5 1 1 1 10 1 11

3 1 1 4 1 1 10 15

1 2 1 2 1

Vietnam Hong Kong

1 1 45

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Principal activity

Country of incorporation

Packaging supply chain

Number of non-wholly-owned subsidiaries 2017 2016

Thailand Hong Kong Vietnam Thailand Hong Kong Vietnam Thailand Thailand Singapore Laos Thailand

Consumer supply chain Healthcare and technical supply chain Modern retail supply chain Others

2 1 1 2 2 14 1 16 1 1 1 42

2 1 1 2 2 14 1 17 1 1 1 43

Details of non-wholly owned subsidiaries that have material non-controlling interests as at December 31, 2017 and 2016 were as follows: Unit : Thousand Baht Name of the entity

Country of

incorporation

Proportion of

Comprehensive

and voting rights held

allocated to

ownership interests by non-controlling interests (%)

Thai Beverage Can Limited(1)

Big C Supercenter Public Company Limited(2)

Thailand

Accumulated

income (loss)

non-controlling

as at December 31,

interests for

interests

the years ended December 31,

2017

2016

2017

2016

2017

2016

50.00

478,793

427,893

3,447,576

3,223,784

99.85

Individually immaterial subsidiaries with non-controlling interests Total

97.94

85,077

528,858

305,475

906,264

4,659,315

4,357,316 830,607

8,411,707

(1) The financial information of Thai Beverage Can Limited included the financial information of TBC-Ball Beverage Can Holding Limited and TBC-Ball Beverage Can Vietnam Limited which are an indirect subsidiary and a subsidiary of an indirect subsidiary of the Group, respectively. (2) The Financial information of Big C Supercenter Public Company Limited (â&#x20AC;&#x153;BIGCâ&#x20AC;?) included the information of all subsidiaries of BIGC Group.

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 The summarized financial information obtained from management account before intragroup eliminations of each subsidiary that has material non-controlling interests for the years ended December 31, 2017 and 2016 were as follows: Thai Beverage Can Limited (1) 2017 2016

Name of the entity

Unit : Thousand Baht Big C Supercenter Public Company Limited (2) 2017 2016

Condensed statements of financial position As at December 31, Current assets Non-current assets Current liabilities Non-current liabilities Equity attributable to owners of the Company Non-controlling interests

3,181,030 6,900,377 (3,568,422) (563,756) 2,501,653 3,447,576

3,156,382 6,495,888 (3,077,804) (1,130,807) 2,219,875 3,223,784

17,416,815 77,881,148 (29,075,993) (10,971,413) 54,945,082 305,475

17,321,563 75,320,850 (34,723,404) (7,919,813) 48,954,258 4,371,936

Condensed statements of profit or loss and other comprehensive income For the years ended December 31, Total Revenue Total Expenses Profit for the years

8,805,054 (7,600,532) 1,204,522

8,122,556 (7,246,904) 875,652

118,168,399 (111,781,153) 6,387,246

91,988,680 (86,830,301) 5,158,379

587,054 617,468

433,958 441,694

6,302,409 84,837

(50,276) (138,675)

(7,376) (13,801)

163,496 240

536,778 478,793

426,582 427,893

6,465,905 85,077

4,571,718 528,858

255,000 2,081,774 (1,088,036) (1,079,741) (86,003)

210,000 1,420,068 (1,015,833) (389,343) 14,892

32,316 11,177,124 (5,772,792) (4,570,601) 833,731

895,837 11,382,906 (3,309,437) (7,778,066) 295,403

Profit attributable to: Owner of the Company Non-controlling interests Total comprehensive income (expense) for the years Owner of the Company Non-controlling interests Total comprehensive income attributable to: Owner of the Company Non-controlling interests Condensed statements of cash flows For the years ended December 31, Dividends paid to non-controlling interests Net cash inflow from operating activities Net cash outflow from investing activities Net cash outflow from financing activities Net cash inflow (outflow)

4,628,467 529,911

(56,749) (1,053)

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 2.

BASIS OF PREPARATION OF THE FINANCIAL STATEMENT

2.1

Statement of compliance (1)

The Group maintains its accounting records in Thai Baht and prepares its statutory financial statements in the Thai language in conformity with Thai Financial Reporting Standards and practices generally accepted in Thailand.

(2)

The Group’s financial statements have been prepared in accordance with the Thai Accounting Standard (TAS) No. 1 (Revised 2016) “Presentation of Financial Statements”, which was effective for financial periods beginning on or after January 1, 2017 onward, and the Regulation of The Stock Exchange of Thailand (SET) dated October 2, 2017, regarding the preparation and submission of financial statements and reports for the financial position and results of operations of the listed companies B.E. 2560 and the Notification of the Department of Business Development regarding “The Brief Particulars in the Financial Statement (No. 2) B.E. 2559” dated October 11, 2016 .

(3)

Thai Financial Reporting Standards affecting the presentation and disclosure in the current period financial statements During the period, the Group has adopted the revised and new financial reporting standards and guidelines on accounting issued by the Federation of Accounting Professions which become effective for fiscal years beginning on or after January 1, 2017. These financial reporting standards were aimed at alignment with the corresponding International Financial Reporting Standards, with most of the changes directed towards revision of wording and terminology, and provision of interpretations and accounting guidance to users of standards. The adoption of these financial reporting standards does not have any significant impact on the Group’s financial statements.

(4)

Thai Financial Reporting Standards announced in the Royal Gazette but not yet effective The Federation of Accounting Professions has issued the Notification regarding 56 Thai Financial Reporting Standards (TFRSs) that will be effective for the financial statements for the period beginning on or after January 1, 2018 onwards, which has been announced in the Royal Gazette on September 26, 2017. These financial reporting standards were aimed at alignment with the corresponding International Financial Reporting Standards, with most of the changes directed towards revision of wording and terminology, and provision of interpretations and accounting guidance to users of standards. The Group’s management will adopt such TFRSs in the preparation of the Group’s financial statements when it becomes effective. The Group’s management has assessed the impact of these TFRSs and considered that the adoption of these financial reporting standards does not have any significant impact on the financial statements of the Group in the period of initial application, except the following financial reporting standards:

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Thai Accounting Standard No. 7 (Revised 2017) “Statement of Cash Flows” This revised accounting standard requires the disclosure of changes in liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes. This accounting standard requires prospective method for such amendment. Thai Accounting Standard No. 12 (Revised 2017) “Income Tax” This revised accounting standard clarifies about the recognition of deferred tax assets in case an entity has unrealized loss. This Standard clarifies whether the assessment of future taxable income profits is sufficient to use for reversal of deductible temporary differences (e.g. 5-year loss carry forward). The future tax profits used for comparing should not include tax deductions. In addition, the assessment of future tax profits should include gain which may incur from the increasing of entity’s assets value in the future. This accounting standard requires restrospective method for such amendment. Thai Financial Reporting Standard No. 12 (Revised 2017) “Disclosure of Interests in Other Entities” This revised financial reporting standard requires the disclosure of interests in other entities which there is an exemption for the non-disclosure of the summarized financial information for the interests in subsidiaries, joint ventures or associates that are classified as held for sale or discontinued operations according to Thai Financial Reporting Standard No. 5 “Non-current Assets Held for Sale and Discontinued Operations”. This financial reporting standard requires retrospective method for such amendment. 2.2

Presentation of currency The financial statement are prepared and presented in Thai Baht which is the functional currency of the Company. All financial information presented in Thai Baht has been rounded to the nearest thousand Baht unless otherwise stated.

SIGNIFICANT ACCOUNTING POLICIES

The consolidated and separate financial statements are prepared in English version from the consolidated and separate financial statements followed the laws which is in Thai. In the event of any conflict or be interpreted in two different languages, the Thai version consolidated and separate financial statements in accordance with Thailand law is superseded. The financial statements have been prepared under the measurement basis of historical cost except as disclosed in the accounting policies as follows:

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 3.1

Basis of preparation of consolidation financial statements The Consolidated financial statements relate to the Company and its subsidiaries and the Group’s interest in associates and joint ventures. Business combinations The Group applies the acquisition method for all business combinations except for the business combination under common control. The Group’s control is achieved when the Group (1) has power over the investee (2) is exposed, or has rights, to variable returns from its involvement with the investee and (3) has the ability to use its power to affect its returns. The Group reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above. Goodwill is measured at the fair value of the consideration transferred including the recognized amount of any non-controlling interest in the acquiree, less the net recognized amount (generally fair value) of the identifiable assets acquired and liabilities assumed, all measured as of the acquisition date. If the net realized amount (fair value) of identifiable assets acquired and liability assumed is higher than the fair value of the consideration transfer, the Group will recognize the surplus as gain in profit or loss. Consideration transferred includes the fair values of the assets transferred, liabilities incurred by the Group to the previous owners of the acquiree, and equity interests issued by the Group. Consideration transferred also includes the fair value of any contingent consideration and share-based payment awards of the acquiree that are replaced mandatorily in the business combination. If a business combination results in the termination of pre-existing relationships between the Group and the acquiree, then the lower of the termination amount, as contained in the agreement, and the value of the off-market element is deducted from the consideration transferred and recognized as other expenses. A contingent liability of the acquiree is assumed in a business combination only if such a liability represents a present obligation and arises from a past event, and its fair value can be measured reliably. The Group measures any non-controlling interest at its proportionate interest in the identifiable net assets of the acquiree or measures using the fair value. Transaction costs that the Group incurs in connection with a business combination, such as legal fees, and other professional and consulting fees are expensed as incurred. Business combinations arising from transfers of interests in entities that are under the control of the shareholder that controls the Group are accounted for as if the acquisition had occurred at the beginning of the earliest comparative period presented or, if later, at the date that common control was established; for this purpose comparatives are revised. The assets and liabilities acquired are recognized at the carrying amounts recognized previously in the Group controlling shareholder’s consolidated financial statements. Surplus arising from business combination under common control represents the difference between the cost of the combination and the carrying amounts of net identifiable assets at the date of combination. The difference arising from common control transactions is recognized under shareholders’ equity until disposal of the investment.

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Transactions eliminated on consolidation Significant intra-group balances and transactions have been eliminated in the preparation of the consolidated financial statements. The consolidated financial statements for the years ended December 31, 2017 and 2016 were prepared by using the financial statements of its subsidiaries, associates and joint ventures as of the same date. 3.2

Foreign currencies Transactions in 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 reporting date are translated to Thai Baht at the foreign exchange rates ruling at that date. Foreign exchange differences arising on translation are recognized as profit or loss in statement of profit or loss and other comprehensive 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. Monetary assets and liabilities for which settlement is neither planned nor likely to occur in a foreseeable future is treated as part of net investment in the foreign operation of the Group. Exchange differences arising on a monetary item that forms part of a reporting entityâ&#x20AC;&#x2122;s net investment in a foreign operation shall be recognized in profit or loss in the separate financial statements of the reporting entity or the individual financial statements of the foreign operation, as appropriate. In the financial statements that include the foreign operation and the reporting entity (e.g. consolidated financial statements when the foreign operation is a subsidiary), such exchange differences shall be recognized initially in other comprehensive income and reclassified from equity to profit or loss on a disposal of the net investment. Foreign entities The assets and liabilities of foreign entities are translated to Thai Baht at the foreign exchange rates ruling at the reporting date. The revenues and expenses of foreign entities are translated to Thai Baht at rates approximating the foreign exchange rates ruling at the dates of the transactions. Foreign exchange differences arising on translation are recognized as other comprehensive income in the statement of profit or loss and other comprehensive income and presented as the foreign currency translation reserve in equity until a disposal of the investment.

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 3.3

Derivative financial instruments Derivative financial instruments are used to manage exposure to foreign exchange, interest rate and commodity price risks arising from operational, financing and investment activities. The Group entered into forward foreign exchange contracts in asset and liability management activities to control exposure to fluctuations in foreign exchange rates. Further details of financial instruments are disclosed in Notes 37. Gains and losses on forward foreign exchange contracts designated as hedges of existing assets and liabilities are recognized as income or expense in the statement of profit or loss and other comprehensive income. Amounts to be paid and received are offset in the statement of financial position and included in assets or liabilities category in the statement of financial position. The Group has no policy to speculate in or engage in the trading of any derivative financial instruments.

3.4

Hedge accounting Fair value hedges accounting Where a derivative financial instrument hedges the changes in fair value of a recognized asset, liability or unrecognized firm commitment, any gain or loss on re-measuring the fair value or foreign currency component of the hedging instrument is recognized as expense or income in the statement of profit or loss and other comprehensive income. The hedged item is also stated at fair value in respect of the risk being hedged. Cash flow hedge accounting The effective portion of changes in the fair value of derivatives that are designated and qualified as cash flow hedges are deferred through other comprehensive income (expense) in the statement of profit or loss and other comprehensive income. The gain or loss relating to the ineffective portion is recognized immediately in profit or loss. The amount deferred through other comprehensive income (expense) is transferred to include in the initial measurement of the cost of the asset or liabilities when the forecast transaction is recognized. Hedge accounting is discontinued when the Group revokes the hedging relationship, the hedging instrument expires or is sold, terminated, or exercised, or no longer qualified for hedge accounting. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was deferred in equity is recognized immediately as profit or loss in the statement of profit or loss and other comprehensive income.

3.5

Cash and cash equivalents Cash and cash equivalents comprise cash balances, all deposits at financial institutions with the original maturities of three months or less and highly liquid short-term investments, excluding cash at banks used as collateral.

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 3.6

Trade and other receivables Trade receivables, other receivables and supplier receivables and tenant receivables 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.

3.7

Inventories Inventories are measured at the lower of cost and net realizable value. Cost of inventory is calculated using the weighted average method and first-in first-out method, and comprises all costs of purchase deducted trade discounts, rebates and other similar items, costs of conversion and other costs incurred in bringing the inventories to their present location and condition. In the case of manufactured inventories and work-in-progress, cost is based on the standard cost which is adjusted to the proximity of the average cost including an appropriate share of production overheads based on normal operating capacity. Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs to complete and to make the sale.

3.8

Disposal asset group classified as held for sales and discontinued operations Non-current assets and disposal asset groups are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use. This condition is regarded as met only when the asset (or disposal group) is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such asset (or disposal group) and its sale is highly probable. When the Group is committed to a sale plan of disposal asset group involving loss of control of a subsidiary, all of the assets and liabilities of that subsidiary are classified as held for sale when the criteria described above are met, regardless of whether the Group will retain a non-controlling interest in its former subsidiary after the sale. When the Group is committed to a sale plan involving disposal of an investment, in an associate or joint venture, the investment or the portion of the investment that will be disposed of is classified as held for sale when the criteria described above are met, and the Group discontinues the use of the equity method in relation to the portion that is classified a held for sale. Non-current assets and disposal assets groups classified as held for sale are measured at the lower of their carrying amount and fair value less costs to sell.

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 3.9

Construction contracts work in progress Construction contracts work in progress represents the gross unbilled amount expected to be collected from customers for contract work performed to date. It is measured at cost plus profit recognized to date less progress billings and recognized losses. Cost includes all expenditure related directly to specific projects and an allocation of fixed and variable costs incurred in the Group’s construction contract activities based on normal operating capacity. The difference of progress billings below construction revenue is present under other receivable in the statement of financial position. If progress billings exceed construction revenue, then the difference is presented under current liabilities in the statement of financial position.

3.10 Investments Temporary investment Temporary investment consists of deposit at banks having a maturity exceed 3 months but not over 12 months which presents at cost and is no collateralized. Investments in subsidiaries, associates and joint ventures Investments in subsidiaries, associates and joint ventures in the separate financial statements of the Company are accounted for using the cost method. Investments in associates and joint ventures in the consolidated financial statements are accounted for using the equity method. Investments in associates and joint ventures An associate is an entity over which the Group has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies. A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the joint arrangement. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control. Under the equity method, an investment in an associate or a joint venture is initially recognized in the consolidated statement of financial position at cost and adjusted thereafter to recognize the Group’s share of the profit or loss and other comprehensive income of the associate or joint venture. When the Group’s share of losses of an associate or a joint venture equals or exceeds the Group’s interest in that associate or joint venture (which includes any long-term interests that, in substance, form part of the Group’s net investment in the associate or joint venture), the Group discontinues recognizing its share of further losses. Additional losses are recognized only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate or joint venture. An investment in an associate or a joint venture is accounted for using the equity method from the date on which the investee becomes an associate or a joint venture. On acquisition of the investment in an associate or a joint venture, any excess of the cost of the investment over the Group’s share of the net fair value of the identifiable assets and liabilities of the investee is recognized as goodwill, which is included within the carrying amount of the investment. Any excess of the Group’s share of the net fair value of the identifiable assets and liabilities over the cost of the investment is recognized immediately as profit or loss in the statement of profit or loss and other comprehensive income in the period in which the investment is acquired. 25

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 The Group discontinues the use of the equity method from the date when the investment ceases to be an associate or a joint venture, or when the investment is classified as held for sale. The Group continues to use the equity method when an investment in an associate becomes an investment in a joint venture or an investment in a joint venture becomes an investment in an associate. There is a continue of using an equity method no re-measurement to fair value upon such changes in ownership interests. When the Group reduces its ownership interest in an associate or a joint venture but the Group continues to use the equity method, the Group reclassifies to profit or loss for the proportion of the gain or loss that had previously been recognized in other comprehensive income relating to that reduction in ownership interest in the statement of profit or loss and other comprehensive income if that gain or loss would be reclassified to profit or loss when the disposal of the related assets or liabilities. When a group entity transacts with an associate or a joint venture, profits and losses resulting from such transactions are recognized in the Groupâ&#x20AC;&#x2122;s consolidated financial statements only to the extent of interests in the associate or joint venture that are not related to the Group. Investments in other equity securities Equity securities which are no marketable security are stated at cost less any impairment losses. Disposal of investments On disposal of an investment, the difference between net disposal proceeds and the carrying amount is recognized as profit or loss in the statement of profit or loss and other comprehensive income. If the Group disposes a partial of its holding investment, the deemed cost of the sold investment is determined using the weighted average method applied to the carrying value of the total holding of the investment. 3.11 Leasehold rights Leasehold rights consists of leasehold of land and leasehold of building, is measured at cost less accumulated amortization and allowance for impairment, if any. Amortization Amortization is charged as an expense to the statement of profit or loss and other comprehensive income on a straight-line basis over the period of the contract. 3.12 Investment properties Investment properties are properties which are held to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production or supply of goods or services or for administrative purposes.

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Investment properties are measured at cost less accumulated depreciation and impairment losses, if any. Cost includes expenditure that is directly attributable to the acquisition of the investment property. The cost of self-constructed investment property includes the cost of materials and direct labor, and other costs directly attributable to bringing the investment property to a working condition for its intended use and capitalized borrowing costs. Depreciation is charged as an expense to the statement of profit or loss and other comprehensive income on a straight-line basis over the estimated useful lives of each property. The estimated useful lives are as follows: Investment properties

20 - 30 years

An investment property is derecognized upon disposal or when the investment property is permanently withdrawn from use and no future economic benefits. Any gain or loss arising on derecognition of the property calculated as the difference between the net disposal proceeds and the carrying amount of the asset is included in profit or loss in the statement of profit or loss and other comprehensive income in the period in which the property is derecognized. The Group uses the cost method to transfer between investment property and owner-occupied property. 3.13 Property, plant and equipment Recognition and measurement Property is measured at cost less allowance for impairment losses, if any. Plant and equipment are measured at cost less accumulated depreciation and allowance for impairment losses, if any. Cost includes expenditure that is directly attributable to the acquisition of the asset. The cost of self-constructed assets includes the cost of materials and direct labor, any other costs directly attributable to bringing the assets to a working condition for their intended use. The cost also includes the costs of dismantling and removing the items and restoring the site on which they are located and capitalized borrowing costs. Purchased software that is integral to the functionality of the related equipment is capitalized as part of that equipment. When parts of an item of property, plant and equipment have different useful lives, they are accounted for separately by major components. Gains and losses on disposal of property, plant and equipment are determined by comparing the proceeds from disposal with the carrying amount of property, plant and equipment, and are recognized net as profit or loss in the statement of profit or loss and other comprehensive income. Subsequent costs The cost of replacing a part of an item of property, plant and equipment is recognized in the carrying amount of the item if it is probable that the future economic benefits embodied within the part will flow to the Group, and its cost can be measured reliably. The carrying amount of the replaced part is derecognized. The costs of the day-to-day servicing of property, plant and equipment are recognized as an expense in statement of profit or loss and other comprehensive income as incurred. 27

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Depreciation Depreciation is calculated based on the depreciable amount of plant and equipment, which is the cost of an asset, or other amount substituted for cost, less its residual value. Depreciation is charged as an expense to the statement of profit or loss and other comprehensive income on a straight-line basis over the estimated useful lives of each component of an item of property, plant and equipment. The estimated useful lives are as follows: Buildings, land and building improvement and leasehold rights Machinery and equipment Furniture, fixtures and office equipment Vehicles

5 - 60 5 - 20 3 - 30 5 - 10

years years years years

No depreciation is provided on land and construction in progress. Depreciation methods, useful lives and residual values are reviewed at each financial year-end and adjusted if appropriate. 3.14 Goodwill Goodwill that arises upon the acquisition of subsidiaries is included in intangible assets. The measurement of goodwill at initial recognition is described in Note 3.1. Subsequent to the initial recognition, goodwill is measured at cost less allowance for impairment. The Group assesses an impairment of goodwill annually, without consideration of indication that such goodwill may be impaired. Goodwill is allocated to each of the Groupâ&#x20AC;&#x2122;s cash-generating units that is expected to benefit from the synergies of the business combination. 3.15 Intangible assets Other intangible assets Other intangible assets that are acquired by the Group and have finite useful lives are measured at cost less accumulated amortization and allowance for impairment losses, if any. Amortization Amortization is calculated over the cost of the asset, or other amount substituted for cost, less its residual value. Amortization is recognized as an expense in the statement of profit or loss and other comprehensive income on a straight-line basis over the estimated useful lives of intangible asset, other than goodwill, from the date that they are available for use. The estimated useful lives are as follows: Distribution channel Trade name Related customer relationship Software licenses Patents and trademarks

20 10 30 3 - 10 10 28

years years years years years

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Amortization methods, useful lives and residual values are reviewed at each financial year-end and adjusted if appropriate. Intangible assets with definite useful lives are tested for impairment when there is an indicator that the asset may be impaired. Intangible assets with indefinite useful lives are tested for impairment annually or when there is an indicator that the asset may be impaired. 3.16 Impairment The carrying amounts of the Group’s assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, the asset’s recoverable amounts are estimated. For goodwill, the recoverable amount is estimated each year at the same time. An impairment loss is recognized if the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount. The impairment loss is recognized as an expense in the statement of profit or loss and other comprehensive income unless it reverses a previous revaluation credited to equity and it subsequently impairs in which case it is charged to statement of other comprehensive income. Calculation of recoverable amount The recoverable amount of a non-financial asset is the greater of the asset’s value in use or fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate cash inflows largely independent of those from other assets, the recoverable amount is determined for the cash-generating unit to which the asset belongs. Reversals of impairment An impairment loss in respect of a financial asset is reversed if the subsequent increase in recoverable amount can be related objectively to an event occurring after the impairment loss was recognized as an expense in the statement of profit or loss and other comprehensive income. An impairment loss in respect of goodwill is not reversed. Impairment losses recognized in prior periods in respect of other non-financial assets are assessed at each reporting date for any indications of impairment the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, as if no impairment loss had been recognized. 3.17 Interest-bearing liabilities Interest-bearing liabilities are recognized initially at fair value less attributable transaction charges in relation to the liabilities. Subsequent to initial recognition, interest-bearing liabilities are stated at amortized cost with any difference between cost and redemption value being recognized as an expense in the statement of profit or loss and other comprehensive income over the period of the borrowings.

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 3.18 Provision Provisions are recognized when the Group has a present obligation as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. 3.19 Employee benefits Defined contribution plans A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions into a separate entity (provident fund) and will have no legal or constructive obligation to pay further amounts. Obligations for contributions to defined contribution plans are recognized as an employee benefit expense in the statement of profit or loss and other comprehensive income in the periods during which services are rendered by employees. Defined benefit plans A defined benefit plan is a post-employment benefit plan other than a defined contribution plan. The Groupâ&#x20AC;&#x2122;s net obligation in respect of defined benefit pension plans is calculated separately for each plan by estimating the amount of future benefit that employees have earned in return for their service in the current and prior periods; that benefit is discounted to determine its present value based on salary, mortality rate, service period and other factors. The discount rate used in determining post-employment benefit obligation is the yield of the government bond. When the benefits of a plan are improved, the portion of the increased benefit relating to past service by employees is recognized as an expense in the statement of profit or loss and other comprehensive income on a straight-line basis until the benefits become vested. To the extent that the benefits in vested, the expense is recognized immediately in the statement of profit or loss and other comprehensive income. The Group recognizes all actuarial gains and losses arising from defined benefit plans in other comprehensive income and all expenses related to defined benefit plans in the statement of profit or loss and other comprehensive income. Other long-term employee benefits The Groupâ&#x20AC;&#x2122;s net obligation in respect of long-term employee benefits other than pension plans is the amount of future benefit that employees have earned in return for their service in the current and prior periods; that benefit is assessed by an independent actuary and base on actuarial assumption using projected unit credit method to determine present value of cash flow of employee benefit to be paid in the future. Any actuarial gains and losses are recognized as profit or loss in the statement of profit or loss and other comprehensive income in the period which they arise. Short-term employee benefits Short-term employee benefit obligations are measured on an undiscounted cash flow basis and are expensed as the related service is provided. A liability is recognized for the amount expected to be paid under short-term cash bonus or profit-sharing plans if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee, and the obligation can be estimated reliably.

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 3.20 Share-based payment Equity-settled share-based payments to executives and employees are measured at the fair value of the equity instruments at the grant date. The fair value of the equity instrument are measured by using a Black-Scholes model, which included financial assumption such as grant date share price, exercise price warrant, expected volatility, the expected period that shareholders will completely use their right on warrant, expected dividend yield, risk free interest rate. The fair value determined at the grant date of the equity instrument is expensed on a straight-line basis over the vesting period, based on the Groupâ&#x20AC;&#x2122;s estimate of equity instruments that will eventually vest, with a corresponding in related shareholderâ&#x20AC;&#x2122;s equity. At the end of each reporting period, the Group revises its estimation of the number of expected vest equity instruments. If the subsequent information indicates that the number of equity instruments that are expected vest equity instruments differs from previous estimates. Change in value is recognized in the statement of profit or loss and other comprehensive income and adjusted to employee benefit obligations. 3.21 Revenue and expenses Revenue excludes value added taxes and is arrived at after deduction of trade discount. Sale of goods and rendering of services Revenue from sale of goods is recognized in the statement of profit or loss and other comprehensive income when the significant risks and rewards of ownership have been transferred to the buyer. No revenue is recognized 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 recognized as services are provided. Service rendering revenue includes the initial amount agreed in the contract and can be measured reliably. As soon as the outcome of a service rendering can be estimated reliably, service revenue and expenses are recognized in the statement of profit or loss and other comprehensive income in proportion to the stage of completion of the service. The stage of completion is assessed by reference to surveys of work performed. When the outcome of a service rendering contract cannot be estimated reliably, service revenue is recognized only to the extent of contract costs incurred that are likely to be recoverable. An expected loss on a service rendering is recognized immediately in the statement of profit or loss and other comprehensive income. Sales of goods - Customer loyalty programmes The Group operates a loyalty program which allows customers to accumulate points when they purchase products in Groupâ&#x20AC;&#x2122;s retail stores. The points can then be redeemed for discounted goods in the future. Certain sales consideration is allocated to the points issued, at their fair value. The fair value of the points issued is deferred and recognized as revenue when the points are redeemed and the Group fulfills their obligations to supply awards.

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Supplier income The Group has agreements with suppliers as normal business practice, whereby volume-related allowances, sale promotion campaign and marketing allowances, and brochure advertising income. Supplier income is recognized when all obligations are met and can be measured reliably based on the terms of the contract. Most of the income received from suppliers is recognized as a credit in cost of sales and inventory. Uncollected amount are presented in the statements of financial position as supplier receivables or otherwise are offset with supplier payables depends on the condition in the contracts. Rental income and its related services Rental income and its related services from an investment property are recognized on a straight-line basis over the term of the lease. Contingent rentals are recognized as income in the accounting period in which they are earned. Interest income on installment loans Interest income on installment loans is recognized as income on an accrual basis over the installment period by allocation deferred interest income using the effective rate method. Unearned leasehold right Unearned leasehold right is recognized in profit or loss in each service period over the period of the lease. Dividend received Dividend received is recognized on the date the Group has a right to receive payments is established. Interest income and other income Interest income and other income are recognized in the statement of profit or loss and other comprehensive income on an accrual basis. Expenses Expenses are recognized on an accrued basis. 3.22 Finance costs Finance costs comprise interest expense on borrowings and contingent consideration. Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying asset are recognized in the statement of profit or loss and other comprehensive income using the effective interest method.

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 3.23 Lease Operating lease Leases not transferring a significant portion of the risks and rewards of ownership to the lessee are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged as an expense to the statement of profit or loss and other comprehensive income on a straight-line basis over the period of the lease. When an operating lease is terminated before the lease period expired, an expense such as a penalty required to be made to the lessor is recognized as an expense in the period in which termination takes place. Finance leases Leases of property, plant and equipment which transfer substantially all the risks and rewards of ownership are classified as finance leases. Finance leases are capitalized at the lower of the fair value of the leased assets and the present value of the minimum lease payments. The outstanding rental obligations, net of finance charges, are included in liabilities under a finance lease agreement, while the interest element is charged to profit or loss over the lease period. The assets acquired under finance leases is depreciated over the shorter of the useful life of the assets or the lease period. 3.24 Income tax expense Income tax expense for the year comprises current and deferred tax. Current and deferred tax are recognized as income or expense in the statement of profit or loss and other comprehensive income except to the extent that they relate to a business combination, or items recognized directly in equity or other comprehensive income. Current tax is the expected tax payable or receivable derived from a computation of profit or loss using tax rates enacted and any adjustment to tax payable in respect of previous years. Deferred tax is recognized in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognized for the following temporary differences: the initial recognition of goodwill; the initial recognition of assets or liabilities in a transaction in the consolidated financial statement that is not a business combination and that affects neither accounting nor taxable profit or loss; and differences relating to investments in subsidiaries and jointly-controlled entities to the extent that it is probable that they will not reverse in the foreseeable future. Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, using tax rates enacted or substantively enacted at the reporting date. In determining the amount of current and deferred tax, the Group takes into account the impact of uncertain tax positions and whether additional taxes and interest may be due. The Group believes that its accruals for tax liabilities are adequate for all open tax years based on its assessment of many factors, including interpretations of tax law and prior experience. This assessment relies on estimates and assumptions and may involve a series of judgments about future events. New information may become available that causes the Group to change its judgment regarding the adequacy of existing tax liabilities; such changes to tax liabilities will impact tax expense in the period when such a determination is made.

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Deferred tax assets and liabilities are offset when they relate to income tax levied by the same taxation authority and the Company and its subsidiaries intend to settle its current tax assets and liabilities on a net basis. A deferred tax asset is recognized to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilized. Deferred tax assets are reviewed at each reporting date and reduced to the extent that it is no longer probable that the related tax benefit will be realized. The Company recognizes deferred tax liabilities for all taxable temporary differences in the consolidated and separate financial statements. 3.25 Earnings per share The calculations of basic earnings per share for the year were based on the profit for the year attributable to equity holders divided by the weighted average number of ordinary shares held by outsiders outstanding during the year. The calculations of diluted earnings per share for the year were based on the weighted average number of ordinary shares on the assumption that all dilutive potential ordinary shares have been converted to ordinary shares. 3.26 Fair value measurements Fair value is the price that would be received to sell an asset or paid to transfer a liability in an ordinary transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using valuation technique. In estimating the fair value of an asset or a liability, the Group takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these consolidated financial statements is determined on such a basis, except for share-based payment transactions that are within the scope of TFRS 2 (Revised 2016), leasing transactions that are within the scope of TAS 17 (Revised 2016), and measurements that have some similarities to fair value but are not fair value, such as net realizable value in TAS 2 (Revised 2016) or value in use in TAS 36 (Revised 2016). In addition, fair value measurements are categorized into Level 1, 2 or 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement, which are described as follows: - Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. - Level 2 inputs are inputs, other than quoted prices included within Level 1, which are observable for the asset or liability, either directly or indirectly. - Level 3 inputs are unobservable inputs for the asset or liability.

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 3.27 Accounting estimated and source of estimation uncertainty (1)

Use of management’s judgements The preparation of financial statements in conformity with Thai Financial Reporting Standards (TFRSs) requires the Group’s management to exercise various judgments in order to determine the accounting policies, estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense during the year. Although these estimates are based on management’s reasonable consideration of current events, actual results may differ from these estimates. Critical judgments in applying accounting policies are as follows: Classification of joint ventures and significant influence Company name BJC Marine Resources Development Company Limited

Critical judgments and assumption The Group holds 50% of ordinary shares. The decision relating to operation is subject to the approval of the joint venture. The Group classified the investment as a joint venture under TFRS 11 and is accounted for using the equity method accordingly.

Berli Asiatic Soda Company Limited

The Group holds 50% of ordinary shares. The decision relating to operation is subject to the approval of the joint venture. The Group classified the investments as a joint venture under TFRS 11 and is accounted for using the equity method accordingly.

Berli Dynaplast Company Limited

The Group holds 49% of ordinary shares. The decision relating to operation is subject to the approval of the joint venture. The Group classified the investments as a joint venture under TFRS 11 and is accounted for using the equity method accordingly.

BJC & CF (Thailand) Company Limited

The Group holds 51% of ordinary shares. The decision relating to operation is subject to the approval of the joint venture. The Group classified the investments as a joint venture under TFRS 11 and is accounted for using the equity method accordingly.

BJC-Mpoint International Company Limited BJC-Mpoint (Hong Kong) Company Limited

The Group holds 51% of ordinary shares in BJC-Mpoint International Company Limited. BJC-Mpoint International Company Limited holds 100% in BJC-Mpoint (Hong Kong) Company Limited. The decision relating to operation is subject to the approval of the joint venture. The Group classified the investment as joint ventures under TFRS 11 and is accounted for using the equity method accordingly.

BJC O-I Glass Pte. Ltd. Malaya Glass Products Sdn Bhd Malaya-Vietnam Glass Limited

The Group holds 50% of ordinary shares in BJC O-I Glass Pte. Ltd. BJC O-I Glass Pte. Ltd. holds 100% of ordinary shares in Malaya Glass Products Sdn Bhd and Malaya Glass Products Sdn Bhd holds 70% of ordinary shares in Malaya-Vietnam Glass Limited. The decision relating to operation of BJC O-I Glass Pte. Ltd. is subject to the approval of the joint venture. The Group classified the investment as joint ventures under TFRS 11 and is accounted for using the equity method accordingly.

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

Company name Leap Solutions Asia Company Limited

Critical judgments and assumption The Group holds 30.60% of ordinary shares. The decision relating to operation is subject to the approval of the joint venture. The Group classified the investments as a joint venture under TFRS 11 and is accounted for using the equity method accordingly.

BJC - MIB Company Limited

Big C Services Company Limited Big C Insurance Broker Company Limited

The Group holds 50.92% of ordinary shares. The decision relating to operation is subject to the approval of the joint venture. The Group classified the investments as a joint venture under TFRS 11 and is accounted for using the equity method accordingly.

Gaew Grung Thai Company Limited

Although the Group owns a 24.65% ownership interest in the company, the Group has significant influence over such company by virtue of its contractual right to appoint four out of eight director to the Board of Directors of that company. Therefore, the Group classified the investments as an associate and is accounted for using the equity method accordingly.

Impairment The Group shall assess the assets balance with definite useful lives are tested for impairment when there is an indicator that the asset may be impaired. For the assets balance with indefinite useful lives are tested for impairment annually or when there is an indicator that the asset may be impaired. Recognition of deferred tax assets associated with tax losses carried forward A deferred tax asset is recognized to the extent that it is probable that it will be utilized in the future and the Company has assessed it to be probable that the Company will generate taxable income sufficient to fully utilize the tax losses that exist. Classification of leases In determining whether a lease should be classified as an operating lease or finance lease, the Groupâ&#x20AC;&#x2122;s management has to use judgement to determine whether significant risk and rewards of ownership of the leased asset has been transferred, taking into consideration terms and conditions of the arrangement. Employee benefit obligations The present value of the employee benefit obligations depends on a number of factors that are determined on an actuarial basis using a number of assumptions, including the discount rate. Any changes in these assumptions will have an impact on the carrying amount of such obligations.

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 The Group determines the appropriate discount rate at the end of each year. This is the interest rate that should be used to determine the present value of estimated future cash outflows expected to be required to settle the employee benefit obligations. In determining the appropriate discount rate, the Group’s considers the market yield of government bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating the terms of the related obligations. Additional information is disclosed in Note 25. (2)

Key sources of estimation uncertainty (2.1)

Fair value measurements and valuation processes Some of the Group’s assets and liabilities are measured at fair value for financial reporting purposes. The board of directors of the Company has set up a valuation committee, which is headed up by the Chief Financial Officer, to determine the appropriate valuation techniques and inputs for fair value measurements. In estimating the fair value of an asset or liability, the Group uses market-observable data to the extent it is available. Where Level 1 inputs are not available, the Group uses other observable information either directly or indirectly. Information about valuation techniques and inputs used in determining the fair value of various assets and liabilities are disclosed in Note 38. Fair value of investment properties The fair value of the investment properties of the Group appraised by an independent appraiser using value analysis of the Cost Approach or Market Approach, except for the fair value of investment properties of the group of an indirect subsidiaries of the Group that use the following method:

(2.2)

•

The fair value of the investment properties of which valuation were previously performed by an independent appraiser has been determined based on former valuation and updated with the level of net operating income and update of market conditions given by the internal appraiser.

•

The fair value of the investment properties opened during the fiscal year 2016 has been determined by an independent appraiser based on income approach. The key assumptions used in the valuation include yield rate, inflation rate, projected rent increases and vacancy rates, as well as other forecast parameters such as the duration of the leases. The appraisal relies on the theoretical hypothesis where the investment properties will be separated from the retail stores to value them as if they were fully independent.

Calculation of recoverable amount In the calculation of recoverable amount, the Group’s management estimated the future cash flows 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.

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

(2.3)

Impairment of goodwill

(2.4)

Allowance for obsolete and slow-moving inventories

Determining whether goodwill is impaired requires an estimation of the value in use of the cash-generating units to which goodwill has been allocated. The value in use calculation requires the Group’s management to estimate the future cash flows expected to arise from the cash-generating unit and a suitable discount rate in order to calculate present value where the actual future cash flows are less than expected, a material impairment loss may arise. The Group has provided allowance for obsolete and slow-moving inventories based on management’s best estimate of net realizable value of inventories that subject to damaged, obsolete or deteriorated inventories and review of the aging analysis at the end of each reporting period.

ACQUISITIONS OF BUSINESSES AND ACQUISITION OF ASSETS

For the year ended December 31, 2017 Business acquisitions and assets acquisition for the year ended December 31, 2017 and 2016 as shown below resulted in the significant change of the Group’s consolidated financial position and consolidated financial performance. Other significant changes have been disclosed in other notes to the financial statements. 4.1

Business acquisition of Big C Supercenter Public Company Limited The Extraordinary General Meeting of Shareholders of the Company held on March 21, 2016 passed the resolutions as follows: (1)

Approved the Company and/or its subsidiaries the acquisition of shares of Big C Supercenter Public Company Limited (“BIGC”), both directly (by acquiring 264,797,600 BIGC shares from Geant International BV) and indirectly (by acquiring all shares in Saowanee Holdings Company Limited, whereby Saowanee Holdings Company Limited. holds 218,280,000 BIGC shares making a total of 483,077,600 shares in BIGC (equivalent to 58.55% of the total issued shares of BIGC), at the purchase price of Baht 252.88 per share, totaling Baht 122,161 million (at the exchange rate on February 5, 2016 which was the date that contract party would execute the Share Sale Agreement of BIGC shares) which was paid to seller in Euro currency and the acquirer would paid to the seller the amount equal to remaining net cash in Saowanee Holdings Company Limited, including making the tender offer for all securities of BIGC to purchase all the remaining shares from shareholders of BIGC.

(2)

Approved the Company and/or its subsidiaries to acquire 2,700,000 shares in C-Distribution Asia Pte. Ltd. (equivalent to 60% of the total shares) from Cdiscount International BV (a company in the same group of Geant International BV), at the purchase price of Euro 21.5 million including the payment for borrowings that C-Distribution Asia Pte. Ltd. owed to the company in the group of seller at the date in which the transaction was completed.

On that date, the Group directly and indirectly acquired the shares in BIGC and shares in C-Distribution Asia Pte. Ltd. and completed the payment and transfer of shares. As a result, BIGC, C-Distribution Asia Pte. Ltd. and C Distribution (Thailand) Company Limited are subsidiaries of indirect subsidiaries of the Group that was in accordance with the above resolutions of the Extraordinary General Meeting of Shareholders. 38

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 The Group made a tender offer to obtain total remaining shares of BIGC from BIGC shareholders offer, totaling 324,914,213 shares of BIGC until May 11, 2016. As at December 31, 2016, the ownership interests in BIGC were as follows: Ownership interests (%) Result from the share acquisition of BIGC on March 21, 2016 Result from the tender offer in BIGC Total the ownership interest as at December 31, 2016

58.55 39.39 97.94

During the year 2016, the Group engaged an independent appraiser to appraise the fair value of identifiable assets acquired and liabilities assumed and allocation of fair value at the acquisition date. The Group received the purchase price allocation report dated March 9, 2017 from the independent appraiser. The Group has applied Thai Financial Reporting Standard No. 3 (revised 2016) â&#x20AC;&#x153;Business combinationsâ&#x20AC;? to recognize the business combination transaction. The following summarizes the major classes of consideration transferred and the recognized fair value of assets acquired and liabilities assumed at the business acquisition date: Unit : Thousand Baht (Restated) Cash and cash equivalents 2,412,856 Temporary investment 1,835,062 Trade and other current receivables 1,599,206 Supplier receivables and tenant receivables 1,245,594 Inventories 12,955,814 Leasehold rights 14,182,593 Investment properties 30,625,073 Property, plant and equipment 42,979,123 Other intangible assets - trademark 1,889,000 Short-term borrowings from financial institutions (9,400,000) Trade and other current payables (19,916,837) Current portion of long-term borrowings (5,675,000) Long-term borrowings from financial institutions (5,625,000) Deferred tax asset / deferred tax liabilities - net (9,129,927) Other non-current liabilities (2,287,342) Non-current provisions for employee benefit (562,088) Other assets / (Other liabilities) - net (725,639) Identifiable assets and liabilities - net 56,402,488 Non-controlling interests (using the fair value method) Consideration transferred(1) Goodwill

Tender offer in BIGC on May 11, 2016 Consideration transferred Decreased in non-controlling interests due to the result of tender offer in BIGC Surplus arising from change in ownership interests in subsidiaries (1)

86,476,770 125,349,963 211,826,733 155,424,245 81,313,031

(81,733,571) (420,540)

Consideration transferred included the payment for portion for borrowings of Baht 248 million.

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 In March 2017, the Group has considered the fair value of assets acquired and liabilities assumed from the business acquisition and recorded the difference amount between the purchase price and the value of consideration received in the account “Goodwill” in the amount of Baht 155,424 million by considering the information from the purchase price allocation report of an independent appraiser dated March 9, 2017 and other relevant factors obtained within one year from the acquisition date. The Group retrospectively adjusted the provisional amounts recognized at the acquisition date to reflect new information obtained about facts and circumstances that existed as of the acquisition date and, if know, would have affected the measurement of the amounts recognized as of that date. Therefore, the consolidated statement of financial position as at December 31, 2016 and the consolidated statements of profit or loss and other comprehensive income for the year ended December 31, 2016, and the consolidated statement of changes in shareholders’ equity and cash flow for the year ended December 31, 2016 have been restated accordingly. The effects of the restatement on the consolidated statement of financial position as at December 31, 2016 and the consolidated statement of profit or loss and other comprehensive income for the year ended December 31, 2016 were as follows: Balance as previously reported

Unit : Thousand Baht

Effect of the restatement

Balance as restated

Consolidated statement of financial position as at December 31, 2016 Assets Leasehold rights Investment properties Property, plant and equipment Goodwill Other intangible assets Deferred tax assets Other non-current assets Total assets

5,533,519 16,233,177 46,125,797 191,275,386 898,351 1,550,126 595,100 301,843,344

8,342,036 14,665,329 16,272,932 (33,663,461) 1,888,883 (647,126) (816) 6,857,777

13,875,555 30,898,506 62,398,729 157,611,925 2,787,234 903,000 594,284 308,701,121

Liabilities and shareholders’ equity Deferred tax liabilities Unappropriated retained earnings Non-controlling interests Total liabilities and shareholders’ equity

2,063,042 14,186,723 8,426,327 301,843,344

7,566,938 (694,541) (14,620) 6,857,777

9,629,980 13,492,182 8,411,707 308,701,121

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Unit : Thousand Baht

Effect of the Balance as previously restatement reported Consolidated statement of profit or loss and other comprehensive income for the year ended December 31, 2016 Cost of sales of goods and rendering of services 102,769,448 (34,063) Distribution costs 19,026,688 793,165 Income tax expenses (1,245,586) 49,942 Profit for the year 5,030,472 (709,161) Profit attributable to: Owners of the Company 4,001,190 (694,541) Non-controlling interests 1,029,282 (14,620) Total comprehensive income attributable to: Owners of the Company 3,932,299 (694,541) Non-controlling interests 1,013,211 (14,620)

Balance as restated

102,735,385 19,819,853 (1,195,644) 4,321,311 3,306,649 1,014,662 3,237,758 998,591

On May 12, 2017, the Board of Directorsâ&#x20AC;&#x2122; Meeting No. 3/2017 approved the Company and/or its subsidiaries to make a tender offer for the entire securities of BIGC for the delisting of BIGC securities from being the listed securities on the Stock Exchange of Thailand. The Offeror is desirous to make a tender offer at the price of Baht 225.00 per share during July 7, 2017 to September 12, 2017, totaling 15,789,939 tendered shares. As at December 31, 2017, the ownership interest in Big C were as follows: Ownership interests (%) The portion of ownership as at December 31, 2016 Result from the tender offer in shared of BIGC Total portion of ownership as at December 31, 2017 Tender offer in BIGC on September 12, 2017 Consideration transferred Decreased in non-controlling interests due to the result of tender offer Surplus arising from change in ownership interest in subsidiaries

97.94 1.91 99.85 Unit : Thousand Baht 3,552,736 (4,100,553) (547,817)

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 4.2

Business acquisition of Vina Paper Company Limited On September 22, 2017, the Group purchased shares of Vina Paper Company Limited from a nonrelated party for 100% of total issued and paid-up shares capital by making a partial payment of VND 313 billion (approximately Baht 461 million) and recognized an expected consideration transferred under the Sale Purchase Agreement of Business acquisition of VND 86 billion (approximately Baht 126 million) as liabilities. During the year 2017, the Group engaged an independent appraiser to appropriate the fair value of identifiable assets acquired and liabilities assumed and allocation of fair value at the acquisition date. The Group has applied Thai Financial Reporting standard No. 3 (revised 2016) â&#x20AC;&#x153;Business combinationsâ&#x20AC;? to recognize this business combination transaction. The net identifiable assets of Vina Paper Company Limited acquired on the date of acquisition were as follows: Unit : Thousand Baht Cash and cash equivalent Trade and other current receivables Inventories Leasehold rights Property, plant and equipment Other intangible assets Trade and other current payables Deferred tax liabilities Other assets / (Other liabilities) - net Identifiable assets and liabilities - net Consideration transferred Gain on bargain purchase

46,468 56,661 119,928 48,500 464,018 103,068 (60,895) (37,854) 1,500 741,394 586,703 154,691

Since the acquisition date up to December 31, 2017, Vina Paper Company Limited had revenue of Baht 174 million and net profit of Baht 13 million which was included in the financial performance for the year ended December 31, 2017. Gain on bargain purchase of Baht 155 million resulted from the consideration transferred is lower than the fair value received was recognized as part of other income in the statement of profit or loss and other comprehensive income for the year ended December 31, 2017.

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 For the year ended December 31, 2016 4.3

Business acquisition of Megalandguru Company Limited (“BJC Retail Group”) On February 29, 2016, the Group purchased the shares of Megalandguru Company Limited which subsequently renamed to BJC Retail Holding Company Limited, from a non-related party, for 100% of total issued and paid-up share capital, totaling Baht 200,000. Such shares purchase resulted in the Group’s acquisition of 3 subsidiaries of BJC Retail Holding Company Limited as follows: (1) Namlarp Company Limited which subsequently renamed to BJC Supercenter Company Limited (2) Pattanabovornkij 5 Company Limited which subsequently renamed to BJC C Distribution Company Limited (3) Samphunsamer Company Limited Fair value of the net identifiable assets of the acquired entity on the date of acquisition were as follows: Unit : Thousand Baht Cash and cash equivalents Other payables Other assets / (Other liabilities) - net Identifiable assets and liabilities - net Consideration transferred Goodwill

292 (220) (15) 57 (200) 143

Since acquisition date to December 31, 2016, BJC Retail Group had revenue and net profit which was included in financial performance for the year ended December 31, 2016 in the amount of Baht 7,253 million and Baht 3,794 million, respectively. 4.4

Acquisition of net assets of BJC Logistics World Company Limited On March 31, 2016, the Group has purchased shares of BJC Logistics World Company Limited (formerly: Logistics World 1 Company Limited) from a related party for 100% total issued and paid-up share capital, totaling Baht 79.02 million. As a results, the Group acquired net assets of this company. Fair value of the net identifiable assets of BJC Logistics World Company Limited were as follows: Unit : Thousand Baht Cash and cash equivalents Trade and other receivables Land Other payables Other assets / (Other liabilities) - net Identifiable assets and liabilities - net Consideration transferred(1) Gain on exchange of assets (1)

876 3,910 482,806 (110) (7,884) 479,598 (479,598) -

Consideration transferred included the payment for a portion of borrowings of Baht 401 million.

Since the acquisition date up to December 31, 2016, BJC Logistics World Company Limited had revenue and net loss which were included in the financial performance for the year ended December 31, 2016 in the amount of Baht 12,798 million and Baht 1,531 million, respectively. 43

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 5.

RELATED PARTIES

For the purposes of these financial information, parties are considered to be related to the Group if the Group has the ability, directly or indirectly, to control or jointly control the parties or exercise significant influence over the parties in making financial and operating decisions, or vice versa, or where the Group and the parties are subjected to common control or common significant influence. Related parties may be individuals or other entities. Relationships with related parties other than subsidiaries, associates and joint ventures (see Notes 1, 12, 13 and 14) as at December 31, 2017 were as follows: Name of entities

Type of business

Country of incorporation/ nationality

Nature of relationships

TCC Corporation Company Limited

Holding company

Thailand

2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15.

Nakornchuen Company Limited Beer Thai (1991) Public Company Limited Beerthip Brewery (1991) Company Limited Cosmos Brewery (Thailand) Company Limited Sang Som Company Limited Athimart Company Limited Kankwan Company Limited Theparunothai Company Limited Kanchanasingkorn Company Limited Luckchai Liquor Trading Company Limited Fuengfuanant Company Limited S.S. Karnsura Company Limited Simathurakij Company Limited Thanapakdi Company Limited

Spirits distributor Spirits distiller Spirits distiller Spirits distiller Spirits distiller Spirits distiller Spirits distiller Spirits distiller Spirits distiller Spirits distributor Spirits distiller Spirits distiller Distributor and spirits distiller Spirits distiller

Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand

Major shareholders and co-directors Co-director Co-director Co-director Co-director Co-director Co-director Co-director Co-director Co-director Co-director Co-director Co-director Co-director Co-director

16. 17. 18. 19. 20.

Nateechai Company Limited Mongkolsamai Company Limited Sura Bangyikhan Company Limited Pisetkij Company Limited Thai Beverage Recycle Company Limited

Spirits distiller Spirits distiller Spirits distiller Trading cullet, glass bottle Sale of packaging and glass containers Thai Beverage Public Company Limited Investment Southeast Capital Company Limited Vehicle business Southeast Life Insurance Public Company Limited Life insurance businesses Southeast Insurance Pubic Company Limited Insurance businesses Thai Beverage Marketing Company Limited Sale and imported of spirits Terragro Company Limited Agriculture United Winery and Distillery Company Limited Spirits distiller The Chonburi Sugar Corp. Ltd. Manufacture of sugar Pan International (Thailand) Company Limited Purchasing service, wholesale spare parts North Park Golf And Sport Club Company Limited Golf and sport club service T.C.C. Hotel Collection Company Limited Hotel and restaurant Sports and Recreation Management Company Sport service Limited

Thailand Thailand Thailand Thailand Thailand

Co-director Co-director Co-director Co-director Co-director

Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand

Co-director Co-director Co-director Co-director Co-director Co-director Co-director Co-director Co-director

Thailand Thailand Thailand

Co-director Co-director Co-director

21. 22. 23. 24. 25. 26. 27. 28. 29. 30. 31. 32.

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Name of entities

Type of business

Country of incorporation/ nationality Thailand

Co-director

Thailand

Co-director

Thailand Thailand Thailand

Co-director Co-director Co-director

Thailand Thailand

Co-director Co-director

Thailand Thailand

Co-director Co-director

Thailand Thailand Thailand Thailand Thailand Thailand Thailand

Co-director Co-director Co-director Co-director Co-director Co-director Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders

33.

Wrangyer Beverage (2008) Company Limited

34. 35. 36. 37.

Eastern Seaboard Industrial Estate (Rayong) Company Limited Wattanapat Trading Company Limited Modern Trade Management Company Limited Kalae Night Bazaar Company Limited

38. 39.

Tawanna Night Bazaar Company Limited Thai Drink Company Limited

40. 41.

Thai Beverage Logistics Company Limited Plantheon Trading Company Limited

42. 43. 44. 45. 46. 47. 48.

Phanthamaitree Company Limited Food & Fun Company Limited Surasate Company Limited 28 Commercial Company Limited Nice Hotel Company Limited Thipsukhothai Bioenergy Company Limited Anantasiri Pattana Company Limited

Manufacture and sale of nourishment beverages Industrial zone management businesses Real estate Spirits distiller Rental space provider and utilities Rental space provider Manufacture and distributor of liquor, beer and soda drinks Logistic Sugar and agricultural product trading Real estate Foods and beverages Real estate Investment Real estate Power & electricity plant Property management

49.

Ag-Well Company Limited

Real estate

Thailand

50.

At Mediafront Company Limited

Thailand

51.

Bangna Pattanakit Company Limited

Advertisement and publication services businesses Warehouse businesses

Thailand

52.

Charoenwannakij Company Limited

Investment

Thailand

Cristalla Company Limited

Sugar cane planting

Thailand

54.

Cristalla Engineering Company Limited

Thailand

55.

Golden Wealth Company Limited

56.

Sales of machines, engines, mechanic tools, dynamos Project consultant and project management Garment & laundry business

57.

Asset World Wex Company Limited (Formerly I Landry Service Company Limited) Indara Insurance Public Company Limited Assurance businesses

Thailand

58.

Lan Chang Development Company Limited

Real estate

Thailand

59.

Lastica Company Limited

Trading of raw rubber

Thailand

60.

Asset World Company Limited

Thailand

61.

N.C.C. Management & Development Company Limited

Food center and Intellectual Property (IP) services Space rental for exhibition businesses

Thailand Thailand

Thailand

Nature of relationships

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Name of entities 62.

N.C.C. Exhibition Organizer Company Limited

63. 64.

Kaset Thip (2017) Company Limited (Formerly Natural (2008) Company Limited) Nongkhai Country Golf Club Company Limited

65.

Type of business Building management and project management Bio diesel businesses

Country of incorporation/ nationality Thailand Thailand

Golf course & real estate

Thailand

Norm Company Limited

Interior design

Thailand

66.

Num Kijjakarn Company Limited

Spirits distributor

Thailand

67.

Num Muang Company Limited

Spirits distributor

Thailand

68.

Num Nakorn Company Limited

Spirits distributor

Thailand

69.

Num Palang Company Limited

Spirits distributor

Thailand

70.

Num Thurakij Company Limited

Spirits distributor

Thailand

71.

Num Yuk Company Limited

Spirits distributor

Thailand

72.

Oishi Group Public Company Limited

Thailand

73.

Oishi Trading Company Limited

74.

Paksong Capital Company Limited

Japanese restaurant businesses Sale and produce instant Japanese foods Investment

75.

77.

S.A.S. Trading Company Limited

78.

Service Alliance Company Limited

Investment in related agricultural industrial businesses Distributor and spirits distiller Investment in overseas hotel business Parking space management

Thailand

76.

Plantheon Company Limited (Formerly TCC Intertrade Company Limited) Red Bull Distillery (1988) Company Limited

79.

Siam Food Products Public Company Limited

80.

Thailand Thailand

Thailand Thailand Thailand Thailand

Siam Realty Company Limited

Manufacture, export, sale of secondary processed agricultural products Property management

81.

Siriwana Company Limited

Investment

Thailand

82.

Southeast Group Company Limited

Thailand

83.

Sura Piset Thipharat Company Limited

Car and office supplies leasing Spirits distributor

Thailand

Nature of relationships Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Name of entities 84. 85. 86.

T.C.C. Commercial Property Management Company Limited TCC Capital Land Limited

Type of business Property management and sale of foods & beverages Real estate

Country of incorporation/ nationality Thailand Thailand

87.

TCC Asset World Corporation Company Limited Investment (Formerly TCC Hotel Group Company Limited) TCC Hotel Management Company Limited Real estate

Thailand Thailand

88.

TCC Land Company Limited

Thailand

89.

TCC Land Commercial Company Limited

Mortgage, pawn, sale of consignment and other business transaction related to immovable assets Asset management provider

Thailand

90.

TCC Land Development Company Limited

Real estate

Thailand

91.

TCC Land Industrial and Logistics Company Limited Deesermkit Company Limited

Project management and project consultant Real estate

Thailand

Real estate

Thailand

94.

TCC Land International (Thailand) Company Limited TCCCL Sena Company Limited

Real estate

Thailand

95.

TCC Land Logistics Company Limited

Real estate

Thailand

96.

TCC Land Retail Company Limited

Thailand

97.

Thailand

98.

TCC Luxury Hotels and Resort Company Limited TCC Property Development Company Limited

Hotel, restaurant, bar, night club, bowling businesses Hotel and restaurant Real estate

Thailand

99.

Value Hotels Company Limited

Hotel and restaurant

Thailand

100.

TCCCL Krungthon Company Limited

Real estate

Thailand

101.

TCCCL Narathiwad Company Limited

Real estate

Thailand

102.

TCCCL North Park Company Limited

Real estate

Thailand

103.

TCCCL Wireless Company Limited

Real estate

Thailand

104.

Terragro Bio-Tech Company Limited

Thailand

105.

Terragro Development Company Limited

Biogas manufacturing businesses Agriculture businesses

106.

Terragro Fertilizer Company Limited

Manufacture and sale of chemical fertilizer

Thailand

92. 93.

Thailand

Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders Common directors and/or common shareholders

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Name of entities

Type of business Irrigation system and agricultural technology development businesses Processing agricultural products

Country of incorporation/ nationality Thailand

107.

Terragro Technology Company Limited

108.

Thai Agro Products Company Limited

109.

Thai Alcohol Public Company Limited

Alcohol Manufacture

Thailand

110.

The Suphanburi Sugar Industry Company Limited

Manufacture, sale and export sugar

Thailand

111.

Thip Sugar Sukhothai Company Limited

Manufacture, sale and export sugar

Thailand

112.

Thippattana Arcade Company Limited

Space rental and services

Thailand

113.

Univentures Public Company Limited

Real estate

Thailand

114.

Wiengsiri Company Limited

Hotels, Resort & Golf course

Thailand

115.

World Book and Media Company Limited

Book center and rental space provider

Thailand

116.

Dhanasindhi Company Limited

Buildings construction

Thailand

117.

DhosPaak Company Limited

Advertisement and public relations

Thailand

118.

Num Thip Company Limited

Sale of alcohol, soda and water

Thailand

119.

Numrungrod Company Limited

Spirits distributor and alcohol consultant service

Thailand

120.

Baanboung Vetchakij Company Limited

Clinical businesses

Thailand

121.

T.C.C. Service Apartment Company Limited

Residential property management

Thailand

122.

TCCCL Rachatewi Company Limited

Real estate

Thailand

123.

TCCCL Sukhumvit 24 Company Limited

Real estate

Thailand

124.

TCCCL Asoke Company Limited

Real estate

Thailand

125.

Siripat Trading Company Limited

Investment

Thailand

126.

Sahapanyphant (2002) Company Limited

Investment

Thailand

127.

Bangna Glass Company Limited

Glass bottle manufacturer & distributor

Thailand

128.

Pridiprapa Company Limited

Hotel business

Thailand

129.

Thai Beverage Energy Company Limited

Production and sale of fertilizer and biogas

Thailand

130.

Thip Sugar Kamphaengphet Company Limited

Manufacture, sale and export sugar

Thailand

131.

Asset Management Advisory Company Limited

Investment advisory and asset management

Thailand

132.

Grand Unity Development Company Limited

Condominiums and consultant in commercial management

Thailand

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Name of entities

Type of business

Country of incorporation/ nationality Thailand

133.

Grand U Living Company Limited

Real estate

134.

Riverside Masterplan Company Limited

Property management

Thailand

135.

Pomnakorn Company Limited

Sale of alcohol and beer

Thailand

136.

N.C.C. Image Company Limited

Construction and exhibition provider

Thailand

137.

F & B International Company Limited

Thailand

138.

Asiatic House Company Limited

Sale foods and beverages at Queen Sirikit convention center Real estate

139.

TCC PD 11 Company Limited

Real estate

Thailand

140.

Serm Suk Public Company Limited

Manufacture and sale of beverage

Thailand

141.

Vana Belle Garden Company Limited

Decorated of garden service

Thailand

142.

S&S Sukhumvit Company Limited

Real estate

Thailand

143.

Bodhi Tree Landscape Company Limited

Real estate

Thailand

144.

Eastern Chemical Company Limited

Thailand

145.

Additive Food Company Limited

Manufacture and sale of ethanol fuel in domestic and foreign Sale of food and product for animal

146.

VNU Exhibition Asia Pacific Company Limited

Service of exhibitions, conferences and seminars

Thailand

147.

Terragro Land1 Company Limited

Agricultural garden service

Thailand

148.

Terragro Land2 Company Limited

Agricultural garden service

Thailand

149.

SPM Food & Beverage Company Limited

Thailand

150.

Vana Belle Tree Company Limited

Manufacture and sale liquor beer, soda and all beverage Trading in trees business

151.

Horizon Forward Company Limited

Real estate

Thailand

152.

Pomklang Company Limited

Sale of alcohol, soda and water

Thailand

153.

Pomcharoen Company Limited

Sale of alcohol, soda and water

Thailand

154.

Pompalang Company Limited

Sale of alcohol, soda and water

Thailand

155.

Pomkit Company Limited

Sale of alcohol, soda and water

Thailand

156.

Pomchock Company Limited

Manufacture and sale of alcohol, soda and water

Thailand

157.

Eurasia Hotels and Resorts Company Limited

Room for rent service and sale food and drink

Thailand

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Name of entities

Type of business

Country of incorporation/ nationality Thailand

Thip Kamphaengphet Bio Energy Company Limited

Manufacture and sale of electricity

Thai Cooperage Company Limited

Manufacture and sale of oak barrels

Thailand

160.

Serm Suk Beverage Company Limited

Manufacture and distribution of beverages

Thailand

161.

North Park Real Estate Company Limited

Golf Course service

Thailand

162.

Cha-Am Resort Town Company Limited

Real estate

Thailand

163.

Asiatic Hotel Collection Company Limited

Hotel and restaurant

Thailand

164.

Pomburapa Company Limited

Sale of spirit in domestic and foreign

Thailand

165.

TCC Verngnakornkhasem Company Limited

Real estate

Thailand

166.

Kaset thip (2010) Company Limited

Agricultural material provider

Thailand

167.

Quality Pineapple Products Company Limited

Manufacture of pineapple products

Thailand

168.

Golden Land Property Development Public Company Limited

Real estate

Thailand

Consulting engineering Service

Thailand

158. 159.

169.

TCC Engineering services Company Limited

170.

TCC Real Estate Development Company Limited Real estate

Thailand

171.

The Metropole Hotel Phuket Company Limited

Hotel

Thailand

172.

Pomtip (2012) Company Limited

Sale of beer and beverages

Thailand

173.

New Multi Mine Company Limited

Hotel

Thailand

174.

Golden Land Residences Company Limited

Real estate

Thailand

175.

Muangkao Company Limited

Real estate

Thailand

176.

Ratchayothin Tower Company Limited

Real estate

Thailand

177.

TCC Pattaya Company Limited

Real estate

Thailand

178.

Lertrathakarn Company Limited

Real estate

Thailand

179.

CAC Company Limited

Thailand

180.

North Sathorn Realty Company Limited

Financial and investment advisory

181. 182.

Real estate

Thailand

Thalaywan Company Limited

Real estate

Thailand

Sathorn Subsin Company Limited

Real estate

Thailand

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Name of entities

Type of business

Country of incorporation/ nationality Thailand

183.

Thai-Lysaght Company Limited

Distributor of zinc oxide and other chemical

184.

TCCCL Fourteen Company Limited

Real estate

Thailand

185.

Media Front Company Limited

Real estate

Thailand

186.

Univentures Asset Management Company Limited F&N Dairies (Thailand) Company Limited

Consultant service in investment and management Manufacture and sale of dairy products and fruit juice

Thailand

187. 188.

Thailand

189.

TCC Hotel Asset Management Company Limited Thai Molasses Company Limited

190.

Thai Retail Investment Fund

Property Fund

Thailand

191.

TCC Assets (Thailand) Company Limited

Investment

Thailand

192.

SMJC Development Company Limited

Restaurant

Thailand

193.

TCC - Ha Chiang Company Limited Port Business (Formerly Sin Somnuk Company Limited) Thai Beverage Training Company Limited Seminar and training center

Thailand

Asset World Hotel Company Limited (Formerly Metropole Hotel and Resort Company Limited

Hotel

Thailand

Manufacture and distribution of ice cream Real estate

Thailand Thailand

194. 195. 196. 197.

F&N United Company Limited

The Street Retail Development Company Limited

Real estate

Thailand

Sale of Molasses

Thailand

198.

Kasem Subsiri Company Limited

Real estate

Thailand

199

Suvannaphum Investment Company Limited

Investment

Cambodia

200.

Thip Sukhothai Bio-Tech Company Limited

Thailand

201.

Asset World Leisure Company Limited

Production and distribution of organic fertilizers Laundry Service

202.

TCC Sirilanna Company Limited

203.

Thailand Thailand

TCC Privilege Card Company Limited

Project consultant and project management Investment

204.

Oishi Ramen Company Limited

Sale of foods & beverages

Thailand

205.

Chang International Company Limited

Thailand

206.

F&N Beverages Manufacturing Sdn Bhd

Malaysia

207.

Pornpatanasin Company Limited

Advertisement and public relations service Manufacture and distribute foods & beverages Agriculture business

208.

TCC Phumipat Company Limited (Formerly TCC Sport and Recreation Company Limited)

Investment

Thailand

Nature of relationships Common directors and/or common shareholders Common directors and/or common shareholders

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Name of entities 209.

ESPN International Company Limited

210.

United Homes Company Limited

211.

F&N Foods Pte. Ltd.

212.

Office World 1 Company Limited

213.

Pramuanphon Company Limited

214.

217.

Univentures Reit Management Company Limited Bangkok Land And Houses Public Company Limited Bang Pa-In Paper Mill Industry Company Limited MS & KC Development Company Limited

218.

Cash van management Company Limited

219.

Thip Suphanburi Bio Energy Company Limited

220.

Thai Show 2013 Company Limited

221.

Asset World Retail Company Limited

222.

Hotel World 8 Company Limited

223.

Mosho Entertainment Company Limited

224.

Concept Land 8 Company Limited

225. 226.

Business Process Outsourcing Company Limited Concept Land 7 Company Limited

227.

Permsubsiri 2 Company Limited

228.

Retail World 6 Company Limited

229.

Hotel World 7 Company Limited

230.

Asset World Synergy Company Limited

231.

Hotel World 4 Company Limited

232.

Hotel World 5 Company Limited

233.

Hotel World 9 Company Limited

234.

Hotel World 12 Company Limited

235.

Kasem subsiri 1 Company Limited

236.

Paksong Highland Company Limited

215. 216.

Type of business

Country of Nature of relationships incorporation/ nationality Real estate Thailand Common directors and/or common shareholders Real estate Thailand Common directors and/or common shareholders Manufacture and distribution of Singapore Common directors and/or dairy products and beverage common shareholders Real estate Thailand Common directors and/or common shareholders Distributor and spirits distiller Thailand Common directors and/or common shareholders Reit in real estate investment trust Thailand Common directors and/or common shareholders Real estate Thailand Common directors and/or common shareholders Manufacture and sale of paper Thailand Common directors and/or common shareholders Real estate Thailand Common directors and/or common shareholders Transportation and distribution Thailand Common directors and/or services common shareholders Power and electricity plant Thailand Common directors and/or common shareholders Show management service Thailand Common directors and/or common shareholders Shopping center management Thailand Common directors and/or common shareholders Hotel Thailand Common directors and/or common shareholders Film and video production Thailand Common directors and/or common shareholders Agriculture business Thailand Common directors and/or common shareholders Business management and Thailand Common directors and/or business consultant common shareholders Real Estate Thailand Common directors and/or common shareholders Shopping center Thailand Common directors and/or common shareholders Shopping Center Thailand Common directors and/or common shareholders Hotel Thailand Common directors and/or common shareholders Shopping Center management Thailand Common directors and/or common shareholders Hotel Thailand Common directors and/or common shareholders Hotel Thailand Common directors and/or common shareholders Hotel Thailand Common directors and/or common shareholders Hotel Thailand Common directors and/or common shareholders Hotel Thailand Common directors and/or common shareholders Coffee Business Laos Common directors and/or common shareholders

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Name of entities

Type of business

Country of incorporation/ nationality Thailand

237.

Food of Asia Company Limited

238.

Far East Publications Company Limited

239.

Horeca Management Company Limited

240.

Thip Nakhonsawan Bio Energy Company Limited

Manufacture and distribute foods & beverages Distribution of home library reference books Distribution channel management Power & electricity plant

241.

Thip Sugar Nakhonsawan Company Limited

Manufacture and sale of sugar

Thailand

242.

Me Linh Point Limited

Real Estate

Vietnam

243.

FCL Management Services Pte. Ltd.

Singapore

244.

Lakeview Golf and Yacht Club Company Limited

Consultant service and management Golf course service

245.

Real estate

Thailand

Real estate

Thailand

Real estate

Thailand

248.

TCC Nawamin Phumipat Company Limited (Formerly TCC World Company Limited) TCC Bang Sai Phumipat Company Limited (Formerly TCCL 1 Company Limited) TCC Khao Yai Phumipat Company Limited (Formerly T.C.C. Property Company Limited) MM Mega Market (Vietnam) Company Limited

Wholesale

Vietnam

249.

Retail World 4 Company Limited

Real estate

Thailand

250.

Suansilp Pathana 10 Company Limited

Real estate

Thailand

251.

TCCCL Ladphao Company Limited

Thailand

252.

TCC Land R I Company Limited

Project consultant and project management Investment

253.

Asset World Estate Company Limited

Investment

Thailand

254.

Property Fund

Thailand

255.

Thai Hotel Investment Freehold and Leasehold Property Fund A C K Realty Company Limited

Real estate

Thailand

256.

P.I.T. Factory Company Limited

Real estate

Thailand

257.

Real Estate Investment Trust

Thailand

258.

Golden Ventures Leasehold Real Estate Investment Trust Inver House Distillers Limited

259.

The Residence 12 Company Limited

Production and distribution of spirits Real estate

United Kingdom Thailand

260.

TCC Phusornkaew Company Limited (Formerly TCC Solar Power 1 Company Limited) Quantum Assets Management Company Limited The Imperial Angkor Palace Hotel Company Limited

Manufacture and sale of electricity

Thailand

Real estate

Thailand

Hotel

Cambodia

246. 247.

261. 262.

Hong Kong Thailand Thailand

Thailand

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Name of entities

Investment

264.

Tor Yod Market AEC Company Limited (Formerly Kasem Subsiri 2 Company Limited) Asia Horeca Company Limited

Country of incorporation/ nationality Thailand

Investment

Thailand

265.

Max Asia Company Limited

Bakery shop

Thailand

266.

Taveephol Agriculture Company Limited

Agriculture businesses

Thailand

267.

The Residence 9 Company Limited

Real estate

Thailand

268.

Inter Horeca Company Limited

Thailand

269. 270.

Mong Reththy Investment Cambodia Oil Palm Company Limited MRT-TCC Sugar Investment Company Limited

Hotel product and space management Oil palm planting

271.

Beer Chang Company Limited

272.

263.

Type of business

Cambodia Cambodia

Kasemsubvadhana Company Limited

Sugar cane and oil palm planting Trademark holding and production of beer concentrate Real estate

273.

Hotel World 10 Company Limited

Hotel

Thailand

274.

Prime Plus Asset Company Limited

Real estate

Thailand

275.

Charun Business 52 Company Limited

Brick producer and distribution of spirits

Thailand

276. Asset World Advisory Company Limited

Shopping center management

Thailand Thailand

Thailand

277. Ever Best Enterprise Limited

Investment

278. Concept Land 9 Company Limited

Hotel

British Virgin Islands Thailand

279. Concept Land 10 Company Limited

Hotel

Thailand

280. Senses Property Management Company Limited

Residential juristic person management Investment

Thailand

282. TICON Industrial Connection Public Company Limited

Ready-built factories and warehouses for rent Consultant service in real estate

Thailand

284. Thai Commercial Investment Freehold and Leasehold Fund 285. World Sugar Export Company Limited

Property Fund

Thailand

Manufacture and export sugar

Thailand

286. Oknha Mong Port Company Limited

Port Business

Cambodia

287. Tonic International Company Limited

Investment

Thailand

281. TCC Intertrade Company Limited

283. Connextion Company Limited (Formerly The Assets Consultancy Company Limited)

Thailand

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Name of entities

Type of business

288. Riverside Homes Development Company Limited Real estate

Country of incorporation/ nationality Thailand

289. Frasers Property Holdings (Thailand) Company Limited 290. ASM Management Company Limited

Investment

Thailand

Asset management provider

Thailand

291. TICON Logistics Park Company Limited

Real estate business development of warehouse for rent/sale Provide management and control services for architectural and interior design services Provide services in design architecture and structure Property management

Thailand

292. Stonehenge Inter Company Limited

293. Stonehenge Company Limited 294. CW Tower Company Limited 295. TICON Management Company Limited 296. Agent Management Company Limited 297. First Square Company Limited 298. Kasemsubbhakdi Company Limited 299. One Bangkok Holdings Company Limited 300. Greenland 1 Company Limited 301. InterBev (Singapore) Limited 302. BevTech Company Limited 303. Grand Paradise Property Company Limited 304. Wichian Buri Pattana Company Limited 305. Sintexpanich Company Limited 306. The QSR of Asia Company Limited 307. TCC Interlink Company Limited 308.

Key Management Personnel

Thailand

Common directors and/or common shareholders Thailand Common directors and/or common shareholders REIT manager Thailand Common directors and/or common shareholders Non-alcoholic beverage sales Thailand Common directors and/or agent common shareholders Real estate Thailand Common directors and/or common shareholders Real estate Thailand Common directors and/or common shareholders Real estate Thailand Common directors and/or common shareholders Real estate Thailand Common directors and/or common shareholders Sale of alcoholic beverage Singapore Common directors and/or common shareholders Polyethylene Teraphthalate Thailand Common directors and/or packaging production common shareholders Real estate Thailand Common directors and/or common shareholders Real estate Thailand Common directors and/or common shareholders Manufacture and sale of Thailand Common directors and/or electricity common shareholders Sale of foods & beverages Thailand Common directors and/or common shareholders Car park services Thailand Common directors and/or common shareholders Persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including any director (whether executive or otherwise) of the Group.

Thailand

Nature of relationships

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Significant transactions with related parties for the years ended December 31, 2017 and 2016 were as follows: Consolidated financial statements 2017 2016 Subsidiaries Sale of goods and rendering of services Purchases of goods and receiving of services Dividends received Interest received Other income Income from allocation of administrative expenses Selling and administrative expenses Interest expenses Associates Sale of goods and rendering of services Purchases of goods and receiving of services Dividends received Other income Income from allocation of administrative expenses Selling and administrative expenses Joint ventures Sale of goods and rendering of services Purchases of goods and receiving of services Dividends received Interest received Other income Income from allocation of administrative expenses Selling and administrative expenses Interest expenses Other related parties Sale of goods and rendering of services Purchases of goods and receiving of services Other income Income from allocation of administrative expenses Selling and administrative expenses Key management personnel Key management personnel compensation Short-term benefits Post-employment benefits Other long-term benefits

Unit : Thousand Baht Separate financial statements 2017 2016

3,096,892 6,204,040 3,374,094 3,997,890 172,358

2,499,768 5,585,732 1,732,844 2,287,451 78,416

775,421 653,916 16,054

764,353 514,977 8,390

4,209 1,045,122 2,000 9,004

45,064 1,131,633 920 35,401

16 800

16,566 4,689

1,554 1,722

29,525 3,033

1,554 1,070

29,525 3,033

48,780 742,178 49,425 6,923

118,737 671,473 41,560 809 7,187

127 461 49,425 5,775

368 41,560 5,594

5,045 149 112

4,105 12,520 47

5,045 142 112

4,105 770 47

7,655,456 3,483,889 389,521

7,982,864 2,126,364 111,283

112,842 181,356

204,280 1,447

38,975 296,499

47,510 234,285

38,975 35,007

47,510 60,483

99,709 4,451 6,152

91,763 4,553 7,224

99,709 4,451 6,152

91,763 4,553 7,224

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 The pricing policies are as follows: Transactions

Pricing policies

Sale of goods and rendering of services Purchases of goods and receiving of services Dividends received Interest received Other income Income from allocation of administrative expenses Selling and administrative expenses Interest expense Purchase and sale of fixed assets

Goods and services cost plus margin Market price net of markup margin of the Company Rates as announced to other shareholders Interest rates are charged at the borrowing cost and market rates Contractually agreed prices Actual cost plus margin Contractually agreed prices Interest rates are charged at the borrowing cost and market rates Agreed-upon prices

Balances with related parties as at December 31, 2017 and 2016 were as follows: Consolidated financial statements 2017 2016

Trade receivables Subsidiaries Associates Joint ventures Other related parties Total

Unit : Thousand Baht Separate financial statements 2017 2016

22,127 51,645 1,207,879 1,281,651

551,080 10,703 561,783

763,153 3,386 31,252 797,791

1,748 23,008 391,557 416,313

87,108 27,235 103,243 217,586

1,996,195 155 5,890 280,008 2,282,248

1,085,149 45,637 10,015 48,518 1,189,319

Supplier receivables and tenant receivables Associates Other related parties Total

65,840 65,840

586 37,748 38,334

Short-term loans to related parties Subsidiaries Total

1,346 1,389,752 1,391,098

Other receivables Subsidiaries Associates Joint ventures Other related parties Total

Disposal asset group classified as held for sales Joint ventures Other related party Total

13,547 172,594 186,141

Long-term loans to related parties Subsidiaries Total

71,468,810 71,468,810 67,417,442 67,417,442

3,769,406 3,769,406 118,803,387 118,803,387

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Details of short-term loans to related parties as at December 31, 2017 and 2016 were as follows: Interest rate (% per annum) 2017 2016

Short-term loans to related parties Subsidiaries Montana Company Limited 1.85 Berli Jucker Foods Limited 1.85 Berli Jucker Logistics Limited 1.85 BJC Logistic and Warehouses Company Limited BJC Consumer Company Limited 1.85 BJC Healthcare Company Limited 1.85 BJC Commerce Company Limited 1.85 BJH Investment Company Limited 1.85 Thai-Scandic Steel Company Limited 1.85 BJC Retail Holding Company Limited 1.85 - 2.42 BJC Glass (Thailand) Company Limtied 1.85 (Formerly BJC Ogenki Company Limited) Rubia Industries Limited 1.85 Samphunsamer Company Limited 2.85 Berli Jucker Specialties Limited 1.85 BJC Specialties Company Limited 1.85 Big C Supercenter Public Company Limited 1.87 - 1.89 BJC C Distribution Company Limited 1.72 BJC International Company Limited 0.80 Total

Consolidated financial statements 2017

2016

1.85 1.85 1.85 1.85 - 1.87 1.85 1.85 1.85 1.85

Unit : Thousand Baht

Separate financial statements 2017

2016

124,092 320,805 551,000 466,000 87,023 29,663 2,025,006(1) 471,400 471,400 461,208 88,632 11,400 653,500 356,500 353,000 3,764,110(1),(3) 365,000 -

8,000 60,325,904(2) 3,766 146,500 4,025,000(3) 20,000 109,307 71,468,810 3,769,406

Details of long-term loans to related parties as at December 31, 2017 and 2016 were as follows: Interest rate (% per annum) 2017 2016

Long-term loans to a related party Subsidiaries Berli Jucker Foods Limited 4.00 BJC Logistics and Warehouse Company Limited BJC Retail Holding Company Limited 3.09 Big C Supercenter Public Company Limited 2.81 - 2.82 Total

Maturity date

Consolidated financial statements

Unit : Thousand Baht Separate financial statements

2017

2016

3.32

August 1, 2020 September 8, 2021

April 1, 2019

61,156,442(2),(4)

November 10, 2021

6,000,000(4) 67,417,442 118,803,387

4.00

2017

2016

261,000

118,542,387(2)

(1)

In March 2017, BJC Logistics and Warehouse Company Limited transferred the right of short-term loan from the Company to BJC Retail Holding Company Limited in the amount of Baht 2,000 million. As a result, as at December 31, 2017, the Company has short-term loan to BJC Retail Holding Company Limited in the amount of Baht 3,764 million which included the loan in the amount of Baht 2,000 million instead of the original loan.

(2)

In April 2017, BJC Logistics and Warehouse Company Limited transferred the right of long-term loan from the Company to BJC Retail Holding Company Limited in the amount of Baht 118,542 million. Thereafter, in August 2017, BJC Retail Holding Company Limited transferred the right of such loan to Samphunsamer Company Limited in the amount of Baht 56,426 million. As a result, as at December 31, 2017, the Company has long-term loan to BJC Retail Holding Company Limited in the amount of Baht 61,156 million and short-term loan to Samphunsamer Company Limited in the amount of Baht 60,326 million.

(3)

In December 2017, BJC Retail Holding Company Limited transferred the right in short-term loans from the Company to Big C Supercenter Public Company Limited in the amount of Baht 4,025 million. As a result, as at December 31, 2017, the Company had the short-term loan to Big C Supercenter Public Company Limited in the amount of Baht 4,025 million.

(4)

In December 2017, BJC Retail Holding Company transferred the right in long-term loan from the Company to Big C Supercenter Public Company Limited in the amount of Baht 6,000 million. As a result, as at December 31, 2017, the Company had the long-term loan to Big C Supercenter Public Company Limited in the amount of Baht 6,000 million.

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Unit : Thousand Baht Consolidated financial statements 2017 2016

Trade payables Subsidiaries Associates Joint ventures Other related parties Total Other payables Subsidiaries Associates Joint ventures Other related parties Total SShort-term loans from related parties Subsidiaries Joint ventures Total LLiabilities included in disposal asset group classified as held for sales Joint ventures Other related parties Total

Separate financial statements 2017 2016

127,799 272,250 449,894 849,943

189,184 254,585 327,301 771,070

1,018,074 715 11 1,018,800

873,665 515 3,744 877,924

19,166 140 55,884 75,190

273,759 453 80,198 354,410

283,367 140 1,045 284,552

139,515 776 184 5,160 145,635

5,000 5,000

1,041,694 5,000 1,046,694

1,448,672 5,000 1,453,672

2,855 93,380 96,235

Details of short-term loans from related parties as at December 31, 2017 and 2016 were as follows: Interest rate (% per annum)

Short-term loans from related parties Subsidiaries Thai Glass Technology Company Limited BJC Healthcare Company Limited Berli Jucker Logistics Limited Berli Jucker Specialties Limited BJC Industrial and Trading Company Limited Montana Company Limited Thai-Scandic Steel Company Limited BJC Packaging Company Limited Rubia Industries Limited BJC Specialties Company Limited Berli Jucker Cellox Limited BJC Logistics and Warehouse Company Limited Joint venture BJC Marine Resources Development Company Limited Total

Consolidated financial statements 2017 2016

2017

2016

0.8 0.8 0.8 0.8 0.8

0.8 0.8 0.8 0.8 0.8 0.8 0.8 0.8 0.8 0.8 0.8 0.8

2.25

5,000 5,000

Unit : Thousand Baht Separate financial statements 2017

2016

7,000 253,383 118,000 536,500 126,811

109,800 212,143 10,601 74,754 253,534 143,809 5,000 89,500 27,200 50,300 332,400 139,631

5,000 1,046,694

5,000 1,453,672

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Other balances of assets and liabilities with related parties as at December 31, 2017 and 2016 were as follows:

Other current assets Other non-current assets Other non-current liabilities

Consolidated financial statements 2017 2016

Unit : Thousand Baht Separate financial statements 2017 2016

3,134 1,571 12,004

5,942 5,387

1,584 3,986 32,059

776 5,507

Significant agreements with related parties Management agreement The Group entered in to the management agreement with related parties to provide management and administrative services to such related party under the price and conditions stated in the agreements. IT Service Agreement A subsidiary of the Company entered into service agreements with related parties for the provision of ongoing support, maintenance of computer systems and computer equipment rental under the prices and conditions stated in the agreements. Glass bottle purchase and sale agreement The Company and its subsidiary entered into a glass bottle purchase and sale agreement with a related party, to purchase/sell glass bottles for a period of three years, effective from January 1, 2013 to December 31, 2015 under the price and conditions stated in the agreement. During the year 2015, a subsidiary renew a glass bottle purchase and sale agreement with a related party for a period of three years, effective from January 1, 2016 to December 31, 2018 under the price and conditions stated in the agreements. Property rental agreement The Group entered into property rental and service agreements with related parties for a period of three years and will be able to extend for further terms. The Group agrees to pay rental and services fee at the rates as agreed in the agreements. The Group entered into property rental and service provider agreements with related parties for a period of one to three years and will be able to extend for further terms. The related parties agree to pay rental and service fee at the rate as agreed in the agreements. Other commitments

Non-cancellable operating lease commitments Within one year Over one year but within five years Over five years Total

Consolidated financial statements 2017 2016

Unit : Thousand Baht Separate financial statements 2017 2016

51,969 64,693 116,662

22,855 32,681 55,536

48,304 82,398 253 130,955

28,813 42,946 71,759

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Uncalled portion of investments As at December 31, 2017, the Group and the Company have outstanding commitments in respect of uncalled portion of investments in subsidiaries, associates and joint ventures in the consolidated financial statements totaling Baht 2,414 million and USD 4 million and such commitments in the separate financial statements in the amount of Baht 827 million. As at December 31, 2016, the Group and the Company have outstanding commitments in respect of uncalled portion of investments in subsidiaries, associates and joint ventures in the consolidated financial statements totaling Baht 2,035 million and USD 4 million and such commitments in the separate financial statements in the amount of Baht 526 million. 6.

ADDITIONAL CASH FLOW INFORMATION

6.1

Significant non-cash items for the years ended December 31, 2017 and 2016 were as follows: Consolidated financial statements 2017 2016 Payables for purchase of assets Increased in investments in subsidiaries(1) Decreased in long-term loans to related parties(1) (1)

6.2

1,293,196 -

Unit : Thousand Baht Separate financial statements 2017 2016

535,000 -

610 -

378 80,736,000 (80,736,000)

During the year ended December 31, 2016, the Company invested in 2 subsidiaries in the amount of Baht 84,100 million by making a cash payment of Baht 3,364 million. The remaining of Baht 80,736 million was paid by issuing bills of exchange.

Cash and cash equivalents as at December 31, 2017 and 2016 were as follows: Consolidated financial statements 2017 2016 Cash on hand Cash at banks Highly liquid short-term investments Total

2,596,946 1,755,698 15,081 4,367,725

2,017,877 1,453,483 14,571 3,485,931

Unit : Thousand Baht Separate financial statements 2017 2016 259 152,668 152,927

321 77,203 77,524

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 7.

TRADE RECEIVABLES

Trade receivables as at December 31, 2017 and 2016 were as follows: Consolidated financial statements 2017 2016

Note Related parties Other parties Installment receivables Less Unearned interest on installment contracts

Less Allowance for doubtful accounts Total Bad and doubtful debts expenses (reversal) for the years

Unit : Thousand Baht Separate financial statements 2017 2016

1,391,098 8,042,032 219,499

1,281,651 7,053,734 210,300

561,783 1,858,390 7,537

797,791 2,118,428 14,457

(17,155) 9,635,474 (152,626) 9,482,848

(16,763) 8,528,922 (173,843) 8,355,079

2,427,710 (106,099) 2,321,611

2,930,676 (119,106) 2,811,570

(14,327)

1,364

193

13,146

Aging analysis for trade receivables as at December 31, 2017 and 2016 were as follows: Consolidated financial statements 2017 2016 Related parties Within credit terms

Overdue: Less than 3 months 3 - 6 months 6 - 12 months Over 12 months

Other parties Within credit terms

Overdue: Less than 3 months 3 - 6 months 6 - 12 months Over 12 months Less Allowance for doubtful accounts Total

Unit : Thousand Baht Separate financial statements 2017 2016

1,350,019

1,207,909

336,846

414,507

38,627 2,031 315 106 1,391,098

70,491 1,482 858 911 1,281,651

222,505 462 1,860 110 561,783

373,972 1,358 5,874 2,080 797,791

5,547,578

5,052,188

1,208,187

1,455,652

1,794,785 356,934 410,769 134,310 8,244,376 (152,626) 8,091,750 9,482,848

1,488,651 315,557 117,071 273,804 7,247,271 (173,843) 7,073,428 8,355,079

540,529 5,092 15,135 96,984 1,865,927 (106,099) 1,759,828 2,321,611

540,607 5,103 11,461 120,062 2,132,885 (119,106) 2,013,779 2,811,570

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements Berli Jucker Public December Company 31, Limited For the year ended 2017 and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 8.

OTHER RECEIVABLES

Other receivables as at December 31, 2017 and 2016 were as follows: OTHER RECEIVABLES Other receivables as at December 31, 2017 and 2016 were as follows:

Consolidated financial statements 2017 2016 Consolidated financial statements 416,313 217,586 2017 2016 328,962 339,822 108,218 324,650 416,313 217,586 15,597 328,962 339,822 300,870 161,520 108,218 324,650 1,022,753 1,085,720 15,597 857,622 853,184 300,870 161,520 3,050,335 2,982,482 1,022,753 1,085,720 (13,447) (15,540) 857,622 853,184 3,036,888 2,966,942 3,050,335 2,982,482 (13,447) (15,540) 3,036,888 2,966,942 (2,092) 13,772

Note

Unit : Thousand Baht Separate Unit : Thousand Baht financial statements 2017 Separate 2016 financial statements 2,282,248 1,189,319 2017 2016 17,904 22,807 32,700 169,652 2,282,248 1,189,319 15,597 17,904 22,807 158,565 42,434 32,700 169,652 15,597 32,869 32,778 158,565 42,434 2,539,883 1,456,990 (666) (666) 32,869 32,778 2,539,217 1,456,324 2,539,883 1,456,990 (666) (666) 2,539,217 1,456,324 (246)

Other receivables - related parties 5 Note Prepaid expenses Advance payments- related parties Other receivables 5 Unbilled receivables Prepaid expenses Refundable corporate income tax Advance payments Refundable value-added tax Unbilled receivables Others Refundable corporate income tax Refundable value-added tax Less OthersAllowance for doubtful accounts Total Less Allowance for doubtful accounts Total Bad and doubtful debts expenses (reversal) for the years Bad and doubtful debts expenses (reversal) for the years (2,092) 13,772 SUPPLIER RECEIVABLES AND TENANT RECEIVABLES

Supplier receivables and tenant receivables as RECEIVABLES at December 31, 2017 and 2016 were as follows: SUPPLIER RECEIVABLES AND TENANT

(246)

Thousand Supplier receivables and tenant receivables as at December 31, 2017 and 2016 Unit were: as follows:Baht Note Related parties Other parties Related parties Less for doubtful Other Allowance parties Accounts Total Allowance for doubtful Less Accounts Total

Note 5 5

Consolidated financial statements 2017Consolidated2016 financial statements 2017 2016 65,840 38,334 1,273,426 1,233,848 1,339,266 1,272,182 65,840 38,334 1,273,426 1,233,848 (28,344) (45,942) 1,339,266 1,272,182 1,310,922 1,226,240 (28,344) (45,942) 1,310,922 1,226,240

63 63

Separate Unit :statements Thousand Baht financial 2017 Separate 2016 financial statements 2017 2016 -

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Aging analysis for supplier receivables and tenant receivables were as follows:

Related parties Within credit term Overdue: Less than 3 months Other parties Within credit term Overdue: Less than 3 months 3 - 6 months 6 - 12 months Over 12 months Less Allowance for doubtful accounts Total

Consolidated financial statements 2017 2016

Unit : Thousand Baht Separate financial statements 2017 2016

59,233

32,300

6,607 65,840

6,034 38,334

1,141,461

1,103,308

101,031 8,922 4,458 17,554 1,273,426 (28,344) 1,245,082 1,310,922

101,601 12,510 4,481 11,948 1,233,848 (45,942) 1,187,906 1,226,240

During the year 2016, the Group sold supplier receivables and tenant receivables of approximately Baht 1,100 million at discount to a financial institution without recourse. The Group derecognized such receivables from the financial statements. (2017 : Nil) 10.

INVENTORIES

Inventories as at December 31, 2017 and 2016 were as follows: Consolidated financial statements 2017 2016 Finished goods Work in progress Raw materials and packaging materials Assemblies and spare parts Other materials Goods in transit Less Allowance for obsoleted and slow-moving inventories Total

Unit : Thousand Baht Separate financial statements 2017 2016

15,526,181 452,369 1,384,115 1,513,593 76,857 836,703 19,789,818

16,518,297 290,768 1,344,366 1,468,615 58,629 972,094 20,652,769

862,922 23,550 26,019 3,255 78,786 994,532

1,413,768 9,519 49,276 12,905 130,765 1,616,233

(658,301) 19,131,517

(770,363) 19,882,406

(103,463) 891,069

(139,734) 1,476,499

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Inventories recognized as an expense and was included in the cost of sales for the years ended December 31, 2017 and 2016 were as follows: Consolidated financial statements 2017 2016 Inventories recognized as an expense in cost of sales : - Cost of sale of goods and rendering of services - Reversal allowance of obsolete and slow-moving inventories Total

11.

120,818,397

102,905,903

(112,061) (170,518) 120,706,336 102,735,385

Unit : Thousand Baht

Separate financial statements 2017 2016

10,916,615

11,344,889

(36,271) 10,880,344

(37,294) 11,307,595

DISPOSAL ASSET GROUP CLASSIFIED AS HELD FOR SALES AND LIABILITIES INCLUDED IN DISPOSAL ASSET GROUP CLASSIFIED AS HELD FOR SALES

On December 18, 2017, the Companyâ&#x20AC;&#x2122;s Board of Directorsâ&#x20AC;&#x2122; Meeting has passed a resolution to approve the disposition of ordinary shares of T.C.C. Technology Company Limited which was a subsidiary by 21,930,000 shares or equivalent to 51% of total paid up share capital to a related company in the group of ultimate parent company in the amount of Baht 612 million. Such disposal was completed on January 4, 2018 which resulted in, as at December 31, 2017, the Group classified related assets and liabilities of T.C.C. Technology Company Limited in the consolidated financial statements and the investment in a subsidiary in the separate financial statement as assets held for sale. Net group assets held for sale as at December 31, 2017 were as follows:

Cash and cash equivalents Trade and other current receivables Investment in joint venture Property, plant and equipment Other intangible assets Other assets Disposal asset group classified as held for sales Short-term borrowing from financial institutions Trade payable and other current payables Current portion of long-term borrowings from financial institutions Non-current provisions for employee benefits Other liabilities Liabilities included in disposal asset group classified as held for sales Net disposal asset group classified as held for sales 65

Unit : Thousand Baht Consolidated financial statements 2017 26,250 299,059 103,469 565,961 98,716 55,770 1,149,225 100,000 298,587 30,494 15,875 22,361 467,317 681,908

12.

Montana Company Limited Berli Jucker Foods Limited Rubia Investments Limited Berli Jucker Logistics Limited Thai Glass Technology Company Limited(13) BJC Healthcare Company Limited BJC Industrial and Trading Company Limited BJC Consumer Company Limited BJC Logistics and Warehouse Company Limited Berli Jucker (Myanmar) Limited BJC International Company Limited(11) Rubia Industries Limited Berli Jucker Specialties Limited Thai Glass Industries Public Company Limited Berli Jucker Cellox Limited T.C.C. Technology Company Limited(8) Thai Beverage Can Limited Marble & Stones Company Limited(5) Thai-Scandic Steel Company Limited(5) BJC Packaging Company Limited(9) BJC Commerce Company Limited BJH Investment Company Limited BJC International Holding Pte. Ltd. BJC Specialties Company Limited Thai Dairy Company Limited (5) BJC (Hong Kong) Company Limited BJC Development Company Limited BJC Retail Holding Company Limited(5), (10) Samphunsamer Company Limited(5) BJC Supercenter Company Limited(5), (7) BJC C Distribution Company Limited BJC Brand Limited Total

Name of subsidiaries

98.80 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 99.76 98.30 98.60 94.84 51.00 50.00 5.00 34.13 100.00 99.98 100.00 100.00 100.00 0.01 100.00 99.97 29.83 0.0001 0.05 50.00 100.00

98.80 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 99.76 98.30 98.60 94.84 51.00 50.00 5.00 34.13 100.00 99.98 100.00 100.00 100.00 0.01 100.00 99.97 50.00 50.00 0.12 50.00 100.00

Ownership Interest (%) 2017 2016 500 320,000 30,000 50,000 100,000 200,000 250,000 2,000 4,975,000 615(1) 1,423,296(2) 70,000 63,875 1,170,000 900,000 430,000 1,500,000 99,800 586,000 3,055,000 31,000 50,000 10(3),200(4) 200,000 1,185,200 401,400(2) 100 5,652,000 4,050 8,200,220 1,129,050 100

500 494 320,000 320,041 30,000 30,000 50,000 50,000 100,000 12,550 200,000 200,000 250,000 250,000 2,000 1,999 4,975,000 45,343,000 615(1) 2,076 1,310,186(2) 5,943,464 70,000 77,123 63,875 70,504 1,170,000 3,504,711 900,000 1,039,531 430,000 -(8) 1,500,000 1,324,000 99,800 4,990 586,000 200,000 2,055,000 5,056,000 31,000 31,000 50,000 50,000 (3) (4) 10 , 200 7,502 200,000 50,000 1,185,200 -(6) 401,400(2) 1,843,580 100 100 42,054,000 3,372,000 4,050 -(12) 4,000 3,372,000 564,500 1,129,050 100 100 108,035,265

Paid-up capital 2017 2016 494 320,041 30,000 50,000 102,550 200,000 250,000 1,999 45,343,000 2,076 5,461,170 77,123 70,504 3,504,711 1,039,531 191,862 1,324,000 4,990 200,000 2,055,000 31,000 50,000 7,502 50,000 -(6) 1,843,580 100 42,054,000 2,000 4,000 564,500 100 104,835,833 (2,076) (2,076)

At cost-net 2017 2016

494 494 320,041 320,041 30,000 30,000 50,000 50,000 102,550 12,550 200,000 200,000 250,000 250,000 1,999 1,999 45,343,000 45,343,000 (2,076) 5,461,170 5,943,464 77,123 77,123 70,504 70,504 3,504,711 3,504,711 1,039,531 1,039,531 191,862 -(8) 1,324,000 1,324,000 4,990 4,990 200,000 200,000 5,056,000 2,055,000 31,000 31,000 50,000 50,000 7,502 7,502 50,000 50,000 -(6) -(6) 1,843,580 1,843,580 100 100 42,054,000 42,054,000 2,000 -(12) 4,000 4,000 564,500 564,500 100 100 (2,076) 108,033,189 104,833,757

Separate financial statements Cost method Impairment 2017 2016 2017 2016

124,418 7,680 35,000 175,000 2,500 127,792 323,025 39,263 10,683 255,000 20,550 120,000 2,131,369 1,814 3,374,094

390,260 16,704 8,200 149,000 219,921 178,817 39,263 6,926 210,000 513,750 3 1,732,844

Dividend received 2017 2016

Unit : Thousand Baht

Investments in subsidiaries as at December 31, 2017 and 2016, and dividend received from those investments for the years then ended were as follows:

INVESTMENTS IN SUBSIDIARIES

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

66 Financial Report 2017

Thousand HKD currency

Thousand EURO currency

Thousand USD currency

Thai-Scandic Steel Company Limited, Marble & Stones Company Limited, Thai Dairy Company Limited, BJC Retail Holding Company Limited, Samphunsamer Company Limited and BJC Supercenter Company Limited are the Companyâ&#x20AC;&#x2122;s indirect subsidiaries.

The Company invested in Thai Dairy Company Limited of 1 share in the amount of Baht 100.

On January 16, 2017, BJC Supercenter Company Limited increased its authorized share capital, as a result, such company has authorized and issued and paid-up share capital of Baht 8,200.22 million. The Company waived the additional investment right which resulted to the ownership interest held by the Company decreased accordingly.

On June 29, 2017, T.C.C. Technology Company Limited called for the additional paid-up capital totaling to Baht 223.7 million which the Company paid in full amount. Subsequently, on December 18, 2017, the Board of Directorsâ&#x20AC;&#x2122; meeting of the Company has passed a resolution to approve the disposition of ordinary shares in T.C.C. Technology Company Limited. As a result, investment in T.C.C. Technology Company Limited as at December 31, 2017 was classified as asset held for sales with a carrying amount under cost method of Baht 223.7 million (See note 11).

On June 29, 2017, BJC Packaging Company Limited increased its share capital of Baht 1,000 million which the Company purchased all increase shares and paid for a partial amount of Baht 578 million and share premium of Baht 2,023 million. Subsequently, on October 6, 2017, BJC Packaging Company Limited called for the additional paid-up capital in a partial amount of Baht 89 million and share premium of Baht 311 million, totaling cost by Baht 5,056 million.

(2)

(3)

(4)

(5)

(6)

(7)

(8)

(9)

(13) On October 11, 2017 and November 30, 2017, Thai Glass Technology Company Limited decreased its authorized share capital of Baht 75 million and Baht 15 million, respectively.

which resulted the ownership interest held by the Company decreased accordingly. As a result, the Company invested in Samphunsamer Company Limited of 1 share as at December 31, 2017.

(12) On October 18, 2017, the Company sold the investment in Samphunsamer Company Limited of 400,000 shares by Baht 2 million to BJC Logistics and Warehouse Company Limited

in full amount.

(11) On September 19, 2017, BJC International Company Limited increased its authorized share capital of HKD 113.11 million which the Company purchased all increase shares and paid

Baht 5,652 million. The Company waived the additional investment right which resulted to the ownership interest held by the Company decreased accordingly.

(10) On August 25, 2017, BJC Retail Holding Company Limited increased its authorized share capital, as a result, such company has authorized and issued and paid-up share capital of

Thousand MMK currency

(1)

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

Berli Jucker Public Company Limited 67

13.

-(1) 2,643,000(2)

320,000 5,000,000

80,000

320,000 80,000

90,679 90,679

80,000 80,000

87,479

2,000

2017

920

2016

On April 27, 2017, TCC Logistics and Warehouse Company Limited decreased its authorized share capital. As a result, such company has authorized and paid-up share capital of Baht 2,643 million.

-(1)

24.65

2016

Dividend received

(2)

Thailand

Distribution Business

24.65

2017

Equity method

As at December 31, 2016, the Group did not have the investment in TCC Logistics and Warehouse Company Limited but the Group has significant influence in such company. Therefore, the Group classified such investment as investment in an associate. However, as at December 31, 2017, the Group no longer had significant influence on such company.

Thailand

Trading cullets, glass bottle, plastics and used supplies

business

Type of

Unit : Thousand Baht

(1)

TCC Logistics and Warehouse Company Limited Total

Gaew Grung Thai Company Limited

Name of associates

Consolidated financial statements Country of Ownership interest Paid-up capital At cost - net (%) incorporation 2017 2016 2017 2016 2017 2016

Investments in associates as at December 31, 2017 and 2016, and dividends received from those investments for the years then ended which are accounted for using the equity method for consolidated financial statements were as follows: (separate financial statements : Nil)

INVESTMENTS IN ASSOCIATES

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

68 Financial Report 2017

14.

Operated in lease prawn ponds and equipment Importer and distributor of soda ash Manufacture of rigid plastic containers Manufacture and distribution of pharmaceutical products Wholesale and retail Investment Cloud services Distribution of, medical equipment and supplies, and related service Insurance support

Type of business

50.00 50.00 49.00 51.00 51.00 50.00 30.60

51.00 50.92

Thailand Thailand Thailand Thailand Thailand Singapore Thailand

Myanmar Thailand

51.00 -

51.00 51.00 50.00 30.60

49.00

50.00

340 (1) 25,075

15,000 132,600 154,450 (1) 200,000

303,933

40,000

94,400

195,069

24,872

11,977

340 (1) 100

3,539,354

6,224 -

7,650 67,626 3,105,936 120,000

195,069

24,872

11,977

3,336,657

3,026 12,789

5,298 43,733 2,844,733 -(4)

366,103

45,288

15,687

3,535,194

4,090 -

5,721 75,679 2,912,691 112,532

371,574

37,699

15,208

Equity method 2017 2016

49,425

11,025

38,400

41,560

21,560

20,000

Dividend received 2017 2016

Unit : Thousand Baht

(5) Investment in Big C Services Company Limited includes a joint venture interest of Big C Insurance Broker Company Limited.

“T.C.C. Technology Group”). Such company was registered with the Ministry of Commerce on February 5, 2016. Subsequently, on December 18, 2017, the Board of Directors’ Meeting of the Company passed the resolution to approve the disposition of ordinary shares of T.C.C. Technology Company Limited. Accordingly, as at December 31, 2017, the investment in Leap Solution Asia Company Limited was classified as disposal group assets classified as held for sale with the book value under cost method and equity method of Baht 120.0 million and Baht 103.5 million, respectively. (see Note 11)

(4) T.C.C. Technology Company Limited entered into the business agreement with a non-related company to set up Leap Solution Asia Company Limited of which 60 percent of shares was held (collectively called

agreement relating to such joint venture.

(3) Investments in BJC O-I Glass Pte. Ltd. included joint venture interests in Malaya Glass Products Sdn Bhd and Malaya-Vietnam Glass Limited. The Group has complied with the terms stated in the consortium

3,432,143

6,224 12,789

15,000 7,650 132,600 67,626 154,450(1) 3,105,936 200,000 -(4)

303,933

40,000

94,400

(2) Investments in BJC-Mpoint International Company Limited included joint venture interests in BJC-Mpoint (Hong Kong) Company Limited.

(1) Thousand USD currency

Total

Big C Services Company Limited

(5)

BJC-Mpoint International Company Limited (2) BJC O-I Glass Pte. Ltd. (3) Leap Solutions Asia Company Limited (4) BJC - MIB Company Limited

BJC & CF (Thailand) Company Limited

Berli Dynaplast Company Limited

BJC Marine Resources Development Company Limited Berli Asiatic Soda Company Limited

Name of joint ventures

Consolidated financial statements Country of Ownership interest (%) Paid-up capital At cost -net incorporation 2017 2016 2017 2016 2017 2016

Investments in joint ventures as at December 31, 2017 and 2016, and dividend received from those investments for the years then ended which are accounted for using the equity method for consolidated financial statements were as follows:

INVESTMENTS IN JOINT VENTURES

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

Berli Jucker Public Company Limited 69

Type of business

BJC Marine Resources Development Operated in lease prawn ponds Company Limited and equipment Berli Asiatic Soda Company Limited Importer and distributor of soda ash Berli Dynaplast Company Limited Manufacture of rigid plastic containers Total

Name of joint ventures

Thailand Thailand Thailand

49.99 50.00 49.00

94,400 94,400 40,000 40,000 303,933 303,933

52,372 24,872 195,069 272,313

Separate financial statements Country of Ownership interest (%) Paid-up capital Cost method incorporation 2017 2016 2017 2016 2017 2016

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

(40,400) (40,400)

11,972 24,872 195,069 231,913

At cost-net 2017 2016

(40,400) 11,972 24,872 195,069 (40,400) 231,913

Impairment 2017 2016

38,400 11,025 49,425

20,000 21,560 41,560

Dividend received 2017 2016

Unit : Thousand Baht

70 Financial Report 2017

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 The summarized financial information prepared by the Groupâ&#x20AC;&#x2122;s management account of the material associates represents amounts shown in the joint ventures financial statements prepared in accordance with TFRSs and adjusted by the Group for equity accounting purposes for the years ended December 31, 2017 and 2016 as follows: Name of joint ventures

Berli Dynaplast Company Limited

As at December 31, Current assets Non-current assets Current liabilities Non-current liabilities The above amounts of assets and liabilities included the following: Cash and cash equivalents Current financial liabilities (excluding trade and other payables and provisions) Non-current financial liabilities (excluding trade and other payables and provisions) For the years ended December 31, Revenue Profit for the year Total comprehensive income for the year The above profit for the year include the following: Depreciation Interest income Interest expense Income tax expense (income) (1)

Unit : Thousand Baht BJC O-I Glass Pte. Ltd. (1)

2017

2016

2017

2016

792,540 1,191,653 (1,243,453) (38,958)

592,835 868,696 (712,902) (35,683)

3,424,853 5,938,591 (1,081,471) (247,784)

3,412,036 6,116,169 (894,138) (336,409)

1,542 (435,011)

3,268 (144,321)

1,255,267 11,335 11,335

1,155,361 45,038 45,038

127,194 1 4,418 4,791

110,085 52 5,380 7,666

468,938

256,217

(433,450)

(159,932)

(7,092) 3,110,526 99,901 99,901 324,670 3,417 14,055 (32,840)

3,738,988 298,707 298,707 322,235 2,473 26,126 69,442

The financial information of BJC O-I Glass Pte. Ltd. included the financial information of Malaya Glass Products Sdn Bhd and Malaya-Vietnam Glass Limited which are a subsidiary of the joint venture.

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Reconciliation of the above summarized financial information to the carrying amount of the interest in joint ventures recognized in the consolidated financial statements is as follows: Unit : Thousand Baht Name of joint ventures

Berli Dynaplast Company Limited 2017 2016

Net assets of the joint ventures Non-controlling interests of joint ventures Net assets of joint ventures after non-controlling interests Proportion of the Groupâ&#x20AC;&#x2122;s ownership interest in the joint ventures (%)

701,782 -

712,946 -

701,782

712,946

5,689,466

5,825,382

49.00% 343,873 22,230

49.00% 349,344 22,230

50.00% 2,844,733 -

50.00% 2,912,691 -

366,103

371,574

2,844,733

2,912,691

Goodwill Carrying amount of the Groupâ&#x20AC;&#x2122;s interest in the joint venture (1)

BJC O-I Glass Pte. Ltd. (1) 2017 2016 8,034,189 8,297,658 (2,344,723) (2,472,276)

The financial information of BJC O-I Glass Pte. Ltd. included the financial information of Malaya Glass Products Sdn Bhd and Malaya-Vietnam Glass Limited which are a subsidiary of the joint venture.

Aggregate information of joint ventures that are not individually material for the years ended December 31, 2017 and 2016 were as follows: Unit : Thousand Baht Consolidated financial statements 2017 2016 Share of profit Share of other comprehensive expense Share of total comprehensive income

Aggregate carrying amount of the interest in these joint ventures (1)

10,510 (6,537) 3,973

216,501(1)

7,306 (933) 6,373

250,929

The carrying amount of the joint venture included the book value of the joint venture interest in Leap Solution Asia Company Limited which was classified as group assets held for sale with the carrying amount under the equity method of Baht 103.5 million. (see Note 11)

As at December 31, 2017 and 2016, the Group did not have cumulative share of loss of joint ventures and unrecognized share of loss of joint ventures.

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 15.

OTHER LONG-TERM INVESTMENTS

Other long-term investments as at December 31, 2017 and 2016 comprised general investments in equity securities were as follows: Unit : Thousand Baht Consolidated financial statements 2017 2016 Phu Thai Thanh Hoa Joint Stock Company Total

16.

14,000 14,000

16,000 16,000

Separate financial statements 2017 2016 -

LEASEHOLD RIGHTS

Leasehold rights as at December 31, 2017 and 2016 were as follows: (separate financial statements : Nil)

As at December 31, 2017

Balance as at January 1, 2017

Additions

Cost Accumulated amortization

Total

15,106,270 (1,230,715)

13,875,555

451,386 (1,372,579)

As at December 31, 2016

Balance as at January 1, 2016

Additions

Cost Accumulated amortization

622,012 (165,155)

307,763 (1,068,920)

Total

456,857

Unit : Thousand Baht Consolidated financial statements Acquisitions/ Disposals/ Transfer in/ Differences Balance Adjustments decrease (transfer out)/ on translation as at through adjustment of financial December 31, business Statements 2017 combination 48,500 -

(32,674) 4,937

15,573,482 (2,598,357)

12,975,125

Consolidated financial statements Acquisitions/ Disposals/ Transfer in/ Differences Balance Adjustments decrease (transfer out)/ on translation as at through adjustment of financial December 31, business Statements 2016 combination 14,182,592 -

(3,955) 2,798

1,500

(3,642) 562

15,106,270 (1,230,715)

13,875,555

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 17.

INVESTMENT PROPERTIES

Investment properties as at December 31, 2017 and 2016 were as follows:

As at December 31, 2017

Balance as at

Acquisitions/

Additions

Adjustments through

January 1,

Accumulated depreciation

Allowance for impairment Total

As at December 31, 2016

31,159,874

(218,119) (43,249)

30,898,506

Balance as at

1,200,306

(1,032,626)

250,970

Allowance for impairment

(43,249)

Total

As at December 31, 2017

(95,096)

112,625

(56,505)

49,864

Transfer in/

Differences

Balance

adjustment

of financial

December 31,

(transfer out)/ on translation

(637,235)

Adjustments through

Disposals/ decrease

business

251,322

30,625,073

Balance as at

Total

As at December 31, 2016

530,476

(457,036) 73,440

Balance as at

December 31,

January 1,

53,437

Accumulated depreciation Total

533,520

(453,752) 79,768

576,692

Disposals/ decrease

2016

Cost

Statements

(6,533)

as at

2016

31,159,874

(218,119)

(43,249)

30,898,506

Unit : Thousand Baht

Transfer in/

Balance

adjustment

December 31,

(transfer out)/

15,027

(12,503)

Separate financial statements

Additions

(43,249)

31,756,602

of financial

Separate financial statements

(6,693)

(1,836,459)

adjustment

2017

Accumulated depreciation

33,636,310

Balance

Additions

2017

Differences

20,230

as at

Transfer in/

(20,928)

1,657

(transfer out)/ on translation

combination

(719,945)

(3,704)

Consolidated financial statements

January 1,

Cost

Statements

1,336,339

Acquisitions/

Additions

2016

Accumulated depreciation

decrease

combination

January 1,

Cost

Disposals/

business

2017

Cost

Unit : Thousand Baht

Consolidated financial statements

as at

2017

545,503

(476,232) 69,271

Transfer in/

Balance

adjustment

December 31,

(transfer out)/

(3,044) 3,249

as at

2016

530,476

(457,036) 73,440

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Unit : Thousand Baht Separate financial statements 2017 2016

Consolidated financial statements 2017 2016

Net book value As at December 31,

31,756,602

30,898,506

69,271

73,440

Investment properties comprise a number of commercial properties that are leased to third parties and to related parties, where certain properties were transferred between investment property and property, plant and equipment (see Note 18). As at December 31, 2017 and 2016, the fair value of the investment properties (including leasehold rights of investment) were as follows: Consolidated financial statements Book value Fair value

As at December 31, 2017 As at December 31, 2016 18.

32,309 32,649

Unit : Million Baht Separate financial statements Book value Fair value

49,190 36,912

69 73

1,266 1,266

PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment as at December 31, 2017 and 2016 were as follows: As at December 31, 2017

Cost Land and land improvement Buildings and building improvement Machinery and equipment Furniture, fixture and office equipment Vehicles Construction in progress Total cost

Balance as at January 1, 2017 14,771,739 36,908,704 28,198,965

902,862 1,702,554 2,533,299

187,093 263,493

(1,262) (109,795) (456,702)

(303,076) (935,317) (512,024)

(603) (107,409) (217,528)

15,369,660 37,645,830 29,809,503

3,160,460 157,102 1,138,383 84,335,353

463,997 15,011 4,493,547 10,111,270

4,085 4,249 5,098 464,018

(228,615) (19,206) (147,968) (963,548)

(578,521) (396,680) (2,725,618)

(14,878) (7,049) (21,673) (369,140)

2,806,528 150,107 5,070,707 90,852,335

Accumulated depreciation Land improvement (62,502) Buildings and building improvement (4,776,539) Machinery and equipment (15,311,098) Furniture, fixture and office equipment (1,705,936) Vehicles (80,549) Total accumulated depreciation (21,936,624) Less : Allowance for impairment - property, plant and equipment Total (1)

Additions

Unit : Thousand Baht Consolidated financial statements Acquisitions/ Disposals/ Transfer in/ Differences Balance adjustments decrease (transfer out)/ on translation as at through adjustment(1) of financial December 31, business statements 2017 combination

62,398,729

(19,177) (1,675,195) (2,517,790)

1,239 86,993 436,451

3,575 652,041 290,151

74 21,839 60,792

(76,791) (5,690,861) (17,041,494)

(512,671) (23,757) (4,748,590)

196,031 15,929 736,643

482,850 1,428,617

8,208 4,232 95,145

(1,531,518) (84,145) (24,424,809)

(73,253)

(73,253) 66,354,273

As at December 31, 2017, the Group classified machinery and equipment, furniture, fixture and office equipment and construction in progress of T.C.C. Technology Company Limited as disposal asset group classified as held for sales with net book value amounting to Baht 565.96 million (see Note 11).

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

As at December 31, 2016

Cost Land and land improvement Buildings and building improvement Machinery and equipment Furniture, fixture and office equipment Vehicles Construction in progress Total cost

Balance as at January 1, 2016

2,494,772 7,016,653 23,804,796

193,694 632,997 2,039,570

12,045,348 27,356,793 1,981,874

(2,958) (71,818) (372,897)

40,932 1,980,317 756,044

(49) (6,238) (10,422)

14,771,739 36,908,704 28,198,965

2,026,050 144,463 1,100,468

358,485 28,044 2,020,534

976,465 59 1,101,398

(334,534) (15,054) (122,887)

134,512 (2,959,135)

(518) (410) (1,995)

3,160,460 157,102 1,138,383

36,587,202

Accumulated depreciation Land improvement (53,785) Buildings and building improvement (2,927,326) Machinery and equipment (13,410,126) Furniture, fixture and office equipment (1,536,630) Vehicles (69,009) Total accumulated depreciation

Less : Allowance for impairment - property, plant and equipment Total

Additions

Unit : Thousand Baht Consolidated financial statements Acquisitions/ Disposals/ Transfer in/ Differences Balance adjustments decrease (transfer out)/ on translation as at through adjustment of financial December 31, business statements 2016 combination

(17,996,876)

(1,045)

18,589,281

5,273,324

43,461,937

(920,148)

(14,822) (1,308,015) (2,268,441)

40,699 362,644

(491,183) (25,263)

321,742 13,397

(4,107,724)

Depreciation for the years ended December 31,

738,482

1,045

(47,330)

(19,632)

84,335,353

6,103 (582,792) 25

2 895 4,800

(62,502) (4,776,539) (15,311,098)

(431)

566 326

(1,705,936) (80,549)

(577,095)

6,589

(21,936,624)

62,398,729

2017

Thousand Baht

4,748,590

2016

Thousand Baht

4,107,724

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

As at December 31, 2017

Cost Land and land improvement Buildings and building improvement Machinery and equipment Furniture, fixture and office equipment Vehicles Construction in progress Total cost Accumulated depreciation Land improvement Buildings and building improvement Machinery and equipment Furniture, fixture and office equipment Vehicles Total accumulated depreciation Total

As at December 31, 2016

Balance as at January 1, 2017

Unit : Thousand Baht Separate financial statements Additions Disposals/ Transfer in/ Balance Decrease (transfer out)/ as at adjustment December 31, 2017

101,790 246,756 146,788 819,815 56,147 40,330 1,411,626

10,285 16,515 3,992 2,335 33,127

(960) (3,423) (23,494) (15,483) (715) (44,075)

(15,028) 38,070 (40,082) (17,040)

100,830 231,728 153,650 850,906 44,656 1,868 1,383,638

(6,856) (198,252) (114,270) (697,855) (28,579) (1,045,812) 365,814

(1,871) (8,103) (19,257) (51,783) (9,551) (90,565)

937 2,745 22,827 14,053 40,562

12,504 12,504

(7,790) (193,851) (130,782) (726,811) (24,077) (1,083,311) 300,327

Balance as at January 1, 2016 16,404 242,570 146,181 767,717 50,790 35,895 1,259,557 (4,979) (186,683) (93,977) (660,066) (25,862) (971,567) 287,990

Unit : Thousand Baht Separate financial statements Additions Disposals/ Transfer in/ Balance Decrease (transfer out)/ as at adjustment December 31, 2016 86,528 1,474 54,819 13,708 10,222 166,751

(7,861) (6,650) (8,351) (1,857) (24,719)

(1,142) 4,186 6,994 3,929 (3,930) 10,037

101,790 246,756 146,788 819,815 56,147 40,330 1,411,626

(1,877) (8,320) (24,381) (44,284) (10,287) (89,149)

4,088 6,495 7,570 18,153

(3,249) (3,249)

(6,856) (198,252) (114,270) (697,855) (28,579) (1,045,812) 365,814

Thousand Baht Thousand Baht

90,565 89,149

Security of subsidiary As at December 31, 2016, the building of one of subsidiaries having net book value of Baht 118 million, was used as a collateral in accordance with the long-term loan agreement with a financial institution. During the year 2017, such subsidiary made repayment long-term borrowing, resulting to as at December 31, 2017, the subsidiary did not have commitment in collateral. As at December 31, 2017 and 2016, property, plant and equipment on the consolidated financial statements included the excess of acquisition costs amounting to Baht 18,659 million and Baht 18,562 million, respectively, representing the differences between the fair values and the historical costs of the property, plant and equipment of the subsidiaries at the acquisition date. Taxes that might become payable on the realization of revaluation surpluses through disposals of these assets were included as deferred tax liabilities in the consolidated financial statements. 77

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 As at December 31, 2017 and 2016, the Group had a building acquired under a finance lease agreement with net book value of approximately Baht 214 million and Baht 223 million, respectively presented as a part of property, plant and equipment in the consolidated financial statements. 19.

GOODWILL

Goodwill as at December 31, 2017 and 2016 were as follows:

Notes

Cost As at January 1, Acquired through business combinations Differences on translation of financial statements As at December 31,

20.

4.1

Unit : Thousand Baht Separate financial statements 2017 2016

Consolidated financial statements 2017 2016 2,187,538 155,424,387

(19,091) 157,592,834 157,611,925

157,611,925 -

OTHER INTANGIBLE ASSETS

Other intangible assets as at December 31, 2017 and 2016 were as follows: As at December 31, 2017

Cost Distribution channel Trade name Related customer relationship Software licenses Software licenses under installation Other intangible assets Total cost Accumulated amortization Distribution channel Trade name Related customer relationship Software licenses Other intangible assets Total accumulated amortization Total

Balance as at January 1, 2017

Unit : Thousand Baht Consolidated financial statements Additions Acquisitions/ Disposal Transfer in/ Differences Balance adjustments (transfer out)/ on translation as at through Adjustment(1) of financial December 31, business statements 2017 combination

98,654 2,086,025

120,285 1,160,346

153,811

39,425 15,006 3,519,741

19,565 173,961

585

103,068 -

140

103,208

(64,617) -

(6) (64,623) -

(307,386) (50,997) 234 (358,149) -

(2,873) -

(16) (2,889) -

98,654 2,189,678 120,285 939,421 7,993 15,218 3,371,249

(29,596) (530)

(4,933) (112)

(34,529) (642)

(22,052) (678,193) (2,136)

(4,010) (225,799) (749)

48,666 6

293,724 -

1,944 -

(26,062) (559,658) (2,879)

(732,507) 2,787,234

(235,603)

48,672

293,724

1,944

(623,770) 2,747,479

(1) As at December 31, 2017, the Group classified software licenses of T.C.C. Technology Company Limited as disposal asset group classified as held for sales with net book value amounting to Baht 98.72 million (see Note 11).

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

Consolidated financial statements As at December 31, 2016

Balance

Additions Acquisitions/

as at

Disposal

adjustments

January 1,

through

2016

business

Transfer in/

Unit : Thousand Baht Differences

(transfer out)/ on translation Adjustment

Balance as at

of financial

December 31,

statements

2016

combination Cost Distribution channel Trade name

98,654

197,025

1,889,000

2,086,025

Related customer relationship

120,285

Software licenses

798,312

83,379

16,483

24,706

188,748

(2,649)

92,619

120,285 (63)

1,160,346

Software licenses under installation Other intangible assets Total cost

16,079 1,246,838

(1,764)

(1,073)

108,085

2,077,748

(3,722)

39,425

90,855

15,006 (63)

3,519,741

Accumulated amortization Distribution channel Trade name Related customer relationship Software licenses Other intangible assets

(24,663)

(4,933)

(29,596)

(419)

(111)

(530)

(18,043)

(4,009)

(22,052)

(487,276)

(189,500)

515

(1,640)

(839)

343

(532,041)

(199,392)

858

(1,947) -

15 -

(678,193) (2,136)

Total accumulated amortization Total

(1,947)

714,797

(732,507) 2,787,234

Amortization for the years ended December 31, 2017

Thousand Baht

235,603

2016

Thousand Baht

199,392

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

As at December 31, 2017

Cost Software licenses Software licenses under installation Total cost Accumulated amortization Software licenses Total accumulated amortization Total

Balance as at January 1, 2017 213,501 25,714 239,215

(182,641) (182,641) 56,574

Unit : Thousand Baht Separate financial statements Additions Disposal Transfer in/ Balance (transfer out) as at December 31, 2017 182 200 382

(17,704) (17,704)

(119) (119)

60 60

16,881 (14,870) 2,011

230,445 11,044 241,489

(200,285) (200,285) 41,204

Unit : Thousand Baht As at December 31, 2016

Cost Software licenses Software licenses under installation Total cost Accumulated amortization Software licenses Total accumulated amortization Total

Balance as at January 1, 2016

Separate financial statements Additions Disposal Transfer in/ (transfer out)

212,340 19,153 231,493

473 7,361 7,834

(112) (112)

(167,167) (167,167) 64,326

(15,565) (15,565)

91 91

Amortization for the years ended December 31, 2017 2016

800 (800) -

Thousand Baht

Balance as at December 31, 2016 213,501 25,714 239,215

(182,641) (182,641) 56,574

17,704

15,565

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 21.

DEFERRED TAX

Deferred tax assets and liabilities as at December 31, 2017 and 2016 were as follows: Consolidated financial statements 2017 2016 Deferred tax assets Deferred tax liabilities Total

547,012 (9,444,669) (8,897,657)

Unit : Thousand Baht Separate financial statements 2017 2016

903,000 (9,629,980) (8,726,980)

180,346 180,346

191,955 191,955

Movements of deferred tax assets and liabilities during the years were as follows:

As at December 31, 2017

Allowance for impairment of investment Allowance for impairment on property, plant and equipment Provisions Loss carry forward Fair value adjustment of subsidiariesâ&#x20AC;&#x2122; assets regarding business combinations Change in useful lives of assets Others Total

(1)

As at January 1, 2017

Acquisition/ adjustments through business combination

8,495

56,974 906,316 521,573

(9,195,980) (831,073) (193,285)

(8,726,980)

Consolidated financial statements Recognized in Recognized Transfer profit or loss in other out(1) comprehensive income

23,137 48,523 (349,135)

(37,854) -

235,097 (65,748) 47,101

(37,762)

(61,025)

(40,030) -

(40,030)

(26,478) -

(26,478)

Unit : Thousand Baht Differences As at on translation December 31, of financial 2017 statements

8,495

80,111 888,163 167,133

(260) (5,305)

183

(5,382)

(8,998,737) (896,821) (146,001)

(8,897,657)

As at December 31, 2017, the Group classified deferred tax assets of T.C.C. Technology Company Limited as disposal

asset group classified as held for sales.

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

As at December 31, 2016

Total

As at January 1, 2016

Acquisition/ adjustments through business combination

8,495 707 341,340 206,992

(375,918) (87,906) 93,710

Unit : Thousand Baht Consolidated financial statements Recognized in Recognized Differences on As at profit or loss in other translation of December 31, comprehensive financial 2016 income statements

59,329 580,145 69,918

(3,062) (47,961) 245,549

(8,994,922) (754,038) (194,521)

175,049 (77,035) 88,970

(9,234,089)

As at December 31, 2017

Allowance for impairment of investment Provision Total As at December 31, 2016

Allowance for impairment of investment Provision Total

381,510

As at January 1, 2017 8,495 183,460 191,955 As at January 1, 2016 8,495 127,056 135,551

33,211 -

(419) (886)

(189) 172

33,211

(1,322)

8,495 56,974 906,316 521,573

(9,195,980) (831,073) (193,285)

(8,726,980)

Unit : Thousand Baht Separate financial statements Recognized in Recognized in As at profit or loss other December 31, comprehensive 2017 income (11,609) (11,609)

8,495 171,851 180,346

Separate financial statements Recognized in Recognized in As at profit or loss other December 31, comprehensive 2016 income 50,008 50,008

6,396 6,396

8,495 183,460 191,955

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 22.

INTEREST-BEARING LIABILITIES

Interest-bearing liabilities as at December 31, 2017 and 2016 were as follows: Consolidated financial statements 2017 2016

Note Current Short-term borrowings from financial institutions 22.1 Current portion of long-term borrowings from financial institutions Short-term borrowings from related parties 5 Total current Non-current Long-term borrowings from financial institutions Debentures Total non-current Total

Unit : Thousand Baht

Separate financial statements 2017 2016

14,661,572

15,966,494

11,233,019

6,494,559

2,487,496

4,674,715

1,500,000

5,000 17,154,068

5,000 20,646,209

1,046,694 13,779,713

1,453,672 7,948,231

17,600,747 121,926,997 139,527,744 156,681,812

49,440,793 81,920,705 131,361,498 152,007,707

17,040,000 45,253,675 121,926,997 81,920,705 138,966,997 127,174,380 152,746,710 135,122,611

The periods to maturity of interest-bearing liabilities as at December 31, 2017 and 2016 were as follows: Consolidated financial statements 2017 2016 Within one year Over one year but within five years Over than five years Total

17,154,068 100,528,744 38,999,000 156,681,812

20,646,209 101,361,032 30,000,466 152,007,707

Unit : Thousand Baht

Separate financial statements 2017 2016

13,779,713 7,948,231 99,967,997 97,173,914 38,999,000 30,000,466 152,746,710 135,122,611

22.1 Short-term borrowings from financial institutions As at December 31, 2017, short-term borrowings from financial institutions in the consolidated and the separate financial statements were short-term borrowings from various financial institutions in the amount of Baht 14,662 million, having interest rates at 1.48% - 5.93% per annum, and in the amount of Baht 11,233 million, having interest rates at 1.55% - 1.93% per annum, respectively. Such short-term borrowings from financial institutions were not collateralized by fixed assets or other securities. As at December 31, 2016, short-term borrowings from financial institutions in the consolidated and separate financial statements were short-term borrowings from various financial institutions in the amount of Baht 15,966 million, having interest rates at 1.45% - 7.22% per annum, and in the amount of Baht 6,495 million, having interest rate at 1.60% - 1.85% per annum, respectively. Such short-term borrowings from financial institutions were not collateralized by fixed assets or other securities.

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 22.2 Long-term borrowings from financial institutions As at December 31, 2017 and 2016, long-term loans were below: 1) Long-term loans of the Company consisted of borrowings from financial institutions, as detailed below: In November 2017, the Company entered into a long-term Baht loan agreement with a financial institution at total credit limit of Baht 2,000 million. The outstanding loan as at December 31, 2017 was Baht 2,000 million, repayable in 4 years and interest is paid at the fixed rate of 2.80% per annum. In October 2017, the Company entered into a long-term Baht loan agreement with a financial institution at total credit limit of Baht 2,040 million. The outstanding loan as at December 31, 2017 was Baht 2,040 million, repayable in 4 years and interest is paid at the fixed rate of 3.20% per annum. In September 2017, the Company entered into a long-term Baht loan agreement with a financial institution at total credit limit of Baht 2,000 million. The outstanding loan as at December 31, 2017 was Baht 2,000 million, repayable in 2 years and interest is paid at the fixed rate of 2.80% per annum. In September 2017, the Company entered into a long-term Baht loan agreement with a financial institution at total credit limit of Baht 400 million. The outstanding loan as at December 31, 2017 was Baht 400 million, repayable in 3 years and interest is paid at the fixed rate of 2.72% per annum. In June 2017, the Company entered into a long-term Baht loan agreement with a financial institution at total credit limit of Baht 1,500 million. The outstanding loan as at December 31, 2017 was Baht 1,500 million, repayable in 2 years and interest is paid at the fixed rate of 2.73% per annum. In June 2017, the Company entered into a long-term Baht loan agreement with a financial institution at total credit limit of Baht 2,500 million. The outstanding loan as at December 31, 2017 was Baht 2,500 million, repayable in 2 years and interest is paid at the fixed rate of 2.82% per annum. In June 2017, the Company entered into a long-term Baht loan agreement with a financial institution at total credit limit of Baht 2,000 million. The outstanding loan as at December 31, 2017 was Baht 2,000 million, repayable in 4 years and interest is paid at the fixed rate of 3.10% per annum. In June 2017, the Company entered into a long-term Baht loan agreement with a financial institution at total credit limit of Baht 600 million. The outstanding loan as at December 31, 2017 was Baht 600 million, repayable in 4 years and interest is paid at the fixed rate of 3.10% per annum. Long-term loans from financial institutions as above were not collateralized by fixed assets or other securities.

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 In August 2016, the Company entered into Facility Agreement with various financial institutions in the amount of Baht 80,000 million. As at December 31, 2016, the outstanding balance was Baht 39,754 million, repayment period is 24 months from a drawdown date. As a result, the Company is required to comply with the conditions specified in the Facility Agreement and maintain a ratio of net interest bearing debt to adjusted EBITDA according to the Facility Agreement not more than 8 to 1 and net interest bearing debt to total equity (deducting any amount which is attributable to non-controlling interest) ratio according to the Facility Agreement not more than 2 to 1 for the annual consolidated financial statements. As at December 31, 2016, the Companyâ&#x20AC;&#x2122;s ratio did not exceed the required ratio. Subsequently on March 24, 2017, the Company made repayment of such long-term borrowings in full amount. Therefore, the Company did not have any required financial ratio of such long-term borrowings as at December 31, 2017. In August 2015, the Company entered into a long-term Baht loan agreement with a financial institution at total credit limit of Baht 4,000 million. The outstanding loan as at December 31, 2017 was Baht 4,000 million (2016: Baht 4,000 million), repayable in 5 years and interest is paid at the fixed rate of 3.08% per annum. Such long-term borrowing was not collateralized by fixed assets or other securities. In May 2013, the Company entered into a long-term Baht loan agreement with a financial institution at total credit limit of Baht 1,500 million. The outstanding loan as at December 31, 2017 was Baht 1,500 million (2015: Baht 1,500 million), repayable in 5 years and interest is paid at the fixed rate of 3.60% per annum. Such long-term borrowing was not collateralized by fixed assets or other securities. 2) Long-term borrowings of Thai Beverage Can Limited, a subsidiary company, consisted of borrowings with financial institutions, as detailed below: The loan is a Baht loan with credit facilities of Baht 600 million and outstanding balance as at December 31, 2017 was Baht 380 million (2016: Baht 600 million), repayable in 3 years and interest is paid at the fixed rate of 2.40% per annum. The loan is a Baht loan with credit facilities of Baht 500 million and outstanding balance as at December 31, 2017 was Baht 190 million (2016: Baht 500 million), repayable in 3 years and interest is paid at the fixed rate of 2.55% per annum. The loan is a Baht loan with credit facilities of Baht 600 million and outstanding balance as at December 31, 2017 was Baht 520 million (2016: Baht 600 million), repayable in 3 years and interest is paid at the fixed rate of 2.50% per annum. The loan is a Baht loan with credit facilities of Baht 400 million and outstanding balance as at December 31, 2016 was Baht 175 million, repayable in 3 years and interest is paid at the fixed rate of 3.21% per annum. The subsidiary made a repayment in full amount during the year 2017. Such long-term borrowings from financial institutions as above were not collateralized by fixed assets or other securities.

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 3) Long term borrowings of Ichiban Foods Company Limited, an indirect subsidiary, consisted of borrowings with financial institutions, as detailed below: The loan is a USD loan with credit facilities of USD 2 million and outstanding balance as at December 31, 2016 was USD 0.2 million or Baht 7 million. This loan is repayable in 6 years, with interest rate based on the bank’s finance cost plus 1.25% per annum. This long-term borrowing was guaranteed by plant which had net book value of Baht 118 million. Subsequently in 2017, the subsidiary made repayment in full amount. The loan is a USD loan with credit facilities of USD 1.2 million and outstanding balance as at December 31, 2017 was USD 0.4 million or Baht 12 million (2016: USD 0.7 million or Baht 27 million). This loan is repayable in 4 years, with interest rate based on US Dollars deposits of London Interbank Offered Rate. Such long-term borrowing from financial institution as above was not collateralized by fixed assets or other securities. The loan is a VND loan with credit facilities of VND 24.9 billion and outstanding balance as at December 31, 2017 was VND 21 billion or Baht 29 million (2016: VND 23.9 billion or Baht 38 million). This loan is repayable in 5 years, with interest rate based on the bank’s finance cost plus 1.25% per annum. Such long-term borrowing from financial institution as above was not collateralized by fixed assets or other securities. The loan is a VND loan with credit facilities of VND 15.5 billion and outstanding balance as at December 31, 2017 was VND 12.2 billion or Baht 17 million (2016: VND 13.4 billion or Baht 22 million). This loan is repayable in 5 years, with interest rate based on the bank’s finance cost plus 1.25% per annum. Such long-term borrowing from financial institution as above was not collateralized by fixed assets or other securities. 4) Long-term borrowings of T.C.C. Technology Company Limited, a subsidiary company (classified as disposal asset group classified as held for sales), consisted of borrowings from financial institutions, as detailed below: The loan is a Baht loan with credit facilities of Baht 100 million and outstanding balance as at December 31, 2017 was Baht 30 million (2016: Baht 64 million). This loan is repayable in 3 years and interest is paid at the fixed rate of 3.05% per annum. The loan is a Baht loan with credit facilities of Baht 140 million and outstanding balance as at December 31, 2016 was Baht 29 million. This loan is repayable in 4 years and interest is paid at the fixed rate of 4.16% per annum. Subsequently in 2017, the subsidiary made repayment in full amount. Such long-term borrowings from financial institutions as above were not collateralized by fixed assets or other securities. 5) Long-term borrowings of Thai Malaya Glass Company Limited, an indirect subsidiary company, consisted of borrowings with financial institutions, as detailed below: The loan is a Baht loan with credit facilities of Baht 1,500 million and outstanding balance as at December 31, 2016 was Baht 500 million. This loan is repayable in 4 years and interest is paid at the fixed rate of 3.88% per annum. Subsequently in 2017, the subsidiary made repayment in full amount. Long-term loans from financial institutions as above were not collateralized by fixed assets or other securities. 86

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 6) Long-term borrowings of Big C Supercenter Public Company Limited, a subsidiary of an indirect subsidiary, consisted of borrowings with financial institutions, as detailed below: The loan is a Baht loan with various local financial institutions with total credit facilities of Baht 27,000 million for the period of 7 years. As at December 31, 2016, the outstanding loan balance was Baht 4,000 million, interest rate is THBFIX 3 months or 6 months plus margin per annum. Subsequently in 2017, the subsidiary made repayment in full amount. The loan is Baht with a local financial institution with credit facilities of Baht 5,000 million for the period of 5 years. As at December 31, 2016, the outstanding loan balance was Baht 2,300 million, interest rate is THBFIX 6 months plus margin per annum. Subsequently in 2017, the subsidiary made repayment in full amount. Such long-term borrowings from financial institutions as above were not collateralized by fixed assets or other securities. 7) Long term borrowings of TBC-Ball Beverage Can Vietnam Limited, a subsidiary of indirect subsidiary, consisted of borrowings with financial institutions, as detailed below: During the year 2017, a subsidiary of indirect subsidiary has entered into loan agreement in VND with credit facilities of VND 227 billion and outstanding balance as at December 31, 2017 was VND 227 billion or Baht 326 million. This loan is repayable in 3 years and interest is paid at the fixed rate of 6.40% per annum. During the year 2017, a subsidiary of indirect subsidiary has entered into loan agreement in VND with credit facilities of VND 90 billion and outstanding balance as at December 31, 2017 was VND 51.6 billion or Baht 74 million. This loan is repayable in 3 years and interest is paid at the fixed rate of 6.25% per annum. 22.3 Debentures Debentures as at December 31, 2017 and 2016 were as follows:

Non-current Principal Less Accumulated amortization of transaction costs Total non-current Total

Consolidated financial statements 2017 2016

Unit : Thousand Baht Separate financial statements 2017 2016

122,000,000

82,000,000

122,000,000

82,000,000

(73,003) 121,926,997 121,926,997

(79,295) 81,920,705 81,920,705

(73,003) 121,926,997 121,926,997

(79,295) 81,920,705 81,920,705

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 On June 29, 2016, the Extraordinary General Meeting of Shareholders of the Company No. 2/2016 passed the resolution to approve the issuing and offering the debenture of the Company in the amount of not exceeding Baht 130,000 million or in the equivalent amount in other currency in order to repay the existing loans and/or using in the business operation and/or business expansion and/or as a revolving capital of the Company and/or for any other purposes. The total value of the debentures and the credit facilities to be secured by the Company at any given time, shall not exceed Baht 130,000 million, excluding the existing debentures and other existing credit facilities granted to the Group, which is not related to the credit facilities used for the acquisition of BIGC. As at December 31, 2017 and 2016, the Company issued and offered some debentures as described below and there was outstanding credit facility for issuing and offering the debenture. The Company issued unsecured debentures as at December 31, 2017 and 2016 were as follows: Debenture Debentures matured over one year September 2016 Lot 1 (3 years) Lot 2 (5 years) Lot 3 (7 years) Lot 4 (10 years) December 2016 Lot 1 (3.5 years) Lot 2 (5 years) Lot 3 (7 years) Lot 4 (9 years) Lot 5 (10 years) March 2017 Lot 1 (period of 3 years) Lot 2 (period of 2 years) Lot 3 (period of 4 years) Lot 4 (period of 5 years) Lot 5 (period of 7 years) Lot 6 (period of 10 years) Total

Amount (Thousand Baht) 2017 2016

Interest rate (% per annum)

Interest maturity period

Maturity date

22,000,000 9,000,000 3,000,000 20,000,000

2.34 2.69 3.07 3.80

Semi-annually Semi-annually Semi-annually Semi-annually

September 2019 September 2021 September 2023 September 2026

17,920,000 3,050,000 2,100,000 1,200,000 3,730,000

2.71 3.06 3.77 4.09 4.27

Semi-annually Semi-annually Semi-annually Semi-annually Semi-annually

June 2020 December 2021 December 2023 December 2025 December 2026

3.00 2.55 2.96 3.26 3.85 4.40

Semi-annually Semi-annually Semi-annually Semi-annually Semi-annually Semi-annually

March 2020 March 2019 March 2021 March 2022 March 2024 March 2027

12,000,000 16,200,000 300,000 2,500,000 4,000,000 5,000,000 122,000,000

82,000,000

During the year 2016, the Company made debentures repayment of Baht 1,000 million. As at December 31, 2017, the Company is required to maintain net debt to equity ratio according to the condition specified in issuing the debenture not more than 2 to 1 based on the annual consolidated financial statement for all debentures. As at December 31, 2017 and 2016, the Companyâ&#x20AC;&#x2122;s ratio did not exceed such required ratio.

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 23.

TRADE PAYABLES

Trade payables as at December 31, 2017 and 2016, were as follows: Consolidated financial statements 2017 2016

Note Related parties Other parties Total

849,943 20,790,883 21,640,826

771,070 20,880,845 21,651,915

Unit : Thousand Baht

Separate financial statements 2017 2016 1,018,800 631,133 1,649,933

877,924 859,927 1,737,851

As at December 31, 2017 and 2016, the Group net trade payables against supplier receivables approximately Baht 2,539 million and Baht 2,251 million, respectively. Such supplier receivables were from supplier income and comply with the condition in the contracts. 24.

OTHER PAYABLES

Other payables as at December 31, 2017 and 2016 were as follows:

Note Other payables - related parties Payables for asset purchases Deferred income Accrued interest expenses Accrued energy expenses Accrued repair and maintenance expenses Accrued advertising and promotion expenses Accrued commission expenses Accrued outward freight & delivery expenses Payables from bill payment service Tax payables Accrued bonus expenses Other accrued expenses Others Total

Consolidated financial statements 2017 2016 75,190 1,293,196 403,292 983,693 382,049 284,762 664,850 193,869 457,736 177,397 1,945,452 492,656 1,139,857 1,253,464 9,747,463

354,410 535,000 382,246 655,668 426,776 231,269 597,381 215,112 488,262 103,563 1,827,706 846,381 957,752 1,213,173 8,834,699

Unit : Thousand Baht

Separate financial statements 2017 2016 284,552 610 39,023 979,754 2,454 29,158 269,561 37,241 23,602 55,887 41,267 37,688 185,576 1,986,373

145,635 387 38,296 622,739 2,084 28,076 268,592 68,085 18,015 54,067 40,529 45,747 213,748 1,546,000

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 25.

NON-CURRENT PROVISION FOR EMPLOYEE BENEFIT OBLIGATIONS

Non-current provisions for employee benefit as at December 31, 2017 and 2016, were as follows: Consolidated financial statements 2017 2016

Statement of financial position as at December 31, Obligations in statement of financial position: Post-employment benefits Retirement benefit plan Other long-term employee benefits Total Statement of profit or loss and other comprehensive income for the years ended December 31, Recognized in profit or loss: Post-employment benefits Retirement benefit plan Other long-term employee benefits Recognized in other comprehensive income: Actuarial (gains)/losses Total

Unit : Thousand Baht

Separate financial statements 2017 2016

1,172,028 159,564 1,331,592

1,297,314 160,507 1,457,821

155,007 16,741 171,748

158,015 16,113 174,128

163,479 682

120,114 47,083

13,304 717

18,086 1,823

(198,591) (34,430)

169,600 336,797

14,021

31,982 51,891

Retirement benefit plan The Group and the Company operate a defined benefit pension plan based on the requirement of Thai Labour Protection Act B.E. 2541 to provide retirement benefits to employees based on pensionable remuneration and length of service. Obligations in the statements of financial position as at December 31, 2017 and 2016, were as follows: Consolidated financial statements 2017 2016 Present value of unfunded obligations Obligation in the statement of financial position

1,172,028 1,172,028

1,297,314 1,297,314

Unit : Thousand Baht

Separate financial statements 2017 2016 155,007 155,007

158,015 158,015

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Movement in the present value of the defined benefit obligations: Consolidated financial statements 2017 2016 Defined benefit obligations at January 1, Benefits paid by the plan Acquisitions through business acquisition Current service costs and interest on obligation Transfer of employee (1) Actuarial (gains)/losses: arising from experience adjustments arising from demographic assumptions arising from financial assumptions Transfer to liabilities included in disposal asset group classified as held for sales (2) Defined benefit obligations at December 31,

1,297,314 (75,928) 163,479 -

477,453 (31,941) 562,088 120,114 -

47,635 (225,416) (20,810)

51,112 3,230 115,258

(14,246) 1,172,028

1,297,314

Unit : Thousand Baht

Separate financial statements 2017 2016 158,015 (16,312) 19,854 (6,550) 155,007

112,117 (4,170) 18,086 22,174 (6,722) 16,530 158,015

(1)

During the year ended December 31, 2017, the Group reorganized the organization structure in order for the appropriateness of the Groupâ&#x20AC;&#x2122;s business by transferring some employees of the Company to the subsidiary of the Group that was effect in the separate financial statements.

(2)

Non-current provisions for employee benefit of T.C.C. Technology Company Limited was classified as disposal asset group classified as held for sales (see Note 11).

Employee benefit expenses recognized in profit or loss (see Note 30).

Current service costs Interest on obligation Total

Consolidated financial statements 2017 2016

Separate financial statements 2017 2016

131,009 32,470 163,479

10,437 2,867 13,304

85,047 35,067 120,114

Such expense is recognized in profit or loss as follows: Consolidated financial statements 2017 2016 Cost of sales Distribution costs Administrative expenses Total

37,103 58,936 67,440 163,479

Unit : Thousand Baht

25,580 60,739 33,795 120,114

13,521 4,565 18,086

Unit : Thousand Baht

Separate financial statements 2017 2016 (706) 4,502 9,508 13,304

63 3,866 14,157 18,086

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Principal actuarial assumptions at the reporting date (expressed as weighted averages): Consolidated financial statements 2017 2016 Discount rate (%) Future salary increases (%)

2.80 4.00 - 5.50

Separate financial statements 2017 2016 2.80 5.00

2.80 5.00

Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate and expected salary increase rate. The sensitivity analysis below have been determined based on reasonably possible changes of the respective assumption occurring at the end of the reporting period, while holding all other assumptions constant. The impact on the employee benefit obligations increased/(decreased) as at December 31, 2017 and 2016, were as follows: Consolidated financial statements 2017

Discount rate - increase by 1% Discount rate - decrease by 1% Future salary - increases by 1 % Future salary - decreases by 1 %

2016

(106,138) (124,869) 123,201 145,917 125,658 140,519 (110,260) (122,971)

Unit : Thousand Baht Separate financial statements 2017

(14,182) 16,312 16,669 (14,776)

2016

(13,568) 15,640 14,320 (12,734)

The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated. Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the Projected Unit Credit Method at the end of the report period, which is the same as that applied in calculating the post-employment benefit obligations liability recognized in the statement of financial position.

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 26.

SHARE CAPITAL AND WARRANT TO PURCHASE ORDINARY SHARES

26.1 Share capital During the year ended December 31, 2017, the Company had additional issued and paid-up share capital as follows: Date of registration with

the Department of Business Development, the Ministry of Commerce

Change in the issued

Newly issued

share capital

and paid-up

Description

Unit : Baht

January 5, 2017

Increased 566,800 ordinary shares at a par value of Baht 1

3,990,091,099

The change results from the exercise of the warrants offered to executives and employees of the Company and/or its subsidiaries.

February 6, 2017

Increased 994,300 ordinary shares at a par value of Baht 1

3,991,085,399

The change results from the exercise of the warrants offered to executives and employees of the Company and/or its subsidiaries.

March 6, 2017

Increased 250,300 ordinary shares at a par value of Baht 1

3,991,335,699

The change results from the exercise of the warrants offered to executives and employees of the Company and/or its subsidiaries.

April 5, 2017

Increased 277,600 ordinary shares at a par value of Baht 1

3,991,613,299

The change results from the exercise of the warrants offered to executives and employees of the Company and/or its subsidiaries.

May 8, 2017

Increased 243,600 ordinary shares at a par value of Baht 1

3,991,856,899

The change results from the exercise of the warrants offered to executives and employees of the Company and/or its subsidiaries.

June 7, 2017

Increased 32,100 ordinary shares at a par value of Baht 1

3,991,888,999

The change results from the exercise of the warrants offered to executives and employees of the Company and/or its subsidiaries.

July 4, 2017

Increased 926,100 ordinary shares at a par value of Baht 1

3,992,815,099

The change results from the exercise of the warrants offered to executives and employees of the Company and/or its subsidiaries.

August 3, 2017

Increased 52,300 ordinary shares at a par value of Baht 1

3,992,867,399

The change results from the exercise of the warrants offered to executives and employees of the Company and/or its subsidiaries.

September 4, 2017

Increased 131,500 ordinary shares at a par value of Baht 1

3,992,998,899

The change results from the exercise of the warrants offered to executives and employees of the Company and/or its subsidiaries.

October 4, 2017

Increased 899,300 ordinary shares at a par value of Baht 1

3,993,898,199

The change results from the exercise of the warrants offered to executives and employees of the Company and/or its subsidiaries.

November 7, 2017

Increased 493,100 ordinary shares at a par value of Baht 1

3,994,391,299

The change results from the exercise of the warrants offered to executives and employees of the Company and/or its subsidiaries.

December 4, 2017

Increased 1,279,300 ordinary shares at a par value of Baht 1

3,995,670,599

The change results from the exercise of the warrants offered to executives and employees of the Company and/or its subsidiaries.

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 During the year ended December 31, 2016, the Company has changed its authorized share capital according to the resolution of the Extraordinary General Meeting of Shareholders of the Company No. 2/2016 dated June 29, 2016 as follows: (1)

Decrease in the authorized share capital by Baht 360,434,444 from the existing authorized share capital of Baht 2,014,389,444 to Baht 1,653,955,000 by cancelling 360,434,444 unissued shares at the par value of Baht 1 per share (the Company registered the decrease in the authorized share capital with the Department of Business Development, the Ministry of Commerce on July 5, 2016).

(2) Increase in the authorized share capital by Baht 2,400,000,000 from the existing authorized share capital of Baht 1,653,955,000 to Baht 4,053,955,000 by issuing 2,400,000,000 newly issued ordinary shares at the par value of Baht 1 per share in order to accommodate the allocation of the newly issued ordinary shares to the existing shareholders proportionate to their respective shareholdings (Rights Offering) and to the Private Placement (the Company registered the increase in the authorized share capital with the Department of Business Development, the Ministry of Commerce on July 6, 2016). (3) Allocating 2,400,000,000 newly issued ordinary shares to private placement at the number not exceeding 800,000,000 shares and the existing shareholders proportionate to their respective shareholding (Rights Offering) at the number not exceeding 1,600,000,000 shares at the offering price of Baht 35 per share. In the case of the newly issued ordinary shares remaining from the allocation to private placement and/or the existing shareholders proportionate to their respective shareholding (1st Right Offering), the Company may allocate all or part of the remaining newly issued ordinary shares to the existing shareholders proportionate to their respective shareholding (2nd Right Offering) at the offering price of Baht 35 per share. (4) Issuing and offering the debentures of the Company in the amount of not exceeding Baht 130,000 million or in the equivalent amount in other currency. The total value of the debentures and the loans to be secured by the Company at any given time, shall not exceed Baht 130,000 million (see Note 22). Subsequently, on July 7, 2016, the Board of Directors Meeting of the Company No. 9/2016 passed the resolutions as follows: (1) Ceasing the allocation of 800,000,000 newly issued ordinary shares to the investors through private placement because the offering price approved by the Extraordinary General Meeting of Shareholders No. 2/2016 held on June 29, 2016 having the conditions that the offering price to the private placement shall be the price discounted not exceeding 10% of the closing price of the Company’s shares trading on the Stock Exchange of Thailand as at June 28, 2016 or not less than Baht 40.5 per share. The Company has received feedback from the underwriters that pursuant to the inquiry made to the target investors who have intentions to subscribe the Company’s shares, such investors are subject to time constraint and should extend the period for making a decision. Therefore, the Company has to cease the allocation of newly issued shares through private placement and reallocating them to the existing shareholders of the Company in the Second Right Offering in order to ensure that the plan is in compliance with the resolution of the shareholders’ meeting.

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 (2) Reallocating 807,779,000 remaining shares from the private placement allocation of 800,000,000 newly issued shares under (1) and the remaining shares of 7,779,000 shares allocation to the existing shareholders for the First Right Offering to the existing shareholders of the Company for the Second Right Offering. During the year ended December 31, 2016, the Company had additional issued and paid-up share capital as follows: Date of registration with the Department of Business Development, the Ministry of Commerce July 7, 2016

July 27, 2016

Change in the issued and paid-up share capital

The new issued and paid-up share capital

Description

Unit : Baht Increased 1,061,800

1,593,282,800

The change results from the exercise of the warrants

ordinary shares at

offered to executives and employees of the Company

a par value of Baht 1

and/or its subsidiaries.

Increased 1,592,220,999

3,185,503,799

The change results from the existing shareholders

ordinary shares at a par

invested in shares proportionate to their respective

value of Baht 1

shareholding (the First Rights Offering) at the value of Baht 35 per share totaling Baht 55,728 million.

August 5, 2016

August 11, 2016

Increased 333,300 ordinary

3,185,837,099

The change results from the exercise of the warrants

shares at

offered to executives and employees of the Company

a par value of Baht 1

and/or its subsidiaries.

Increased 796,641,400

3,982,478,499

The change results from the existing shareholders

ordinary shares at a par

invested in shares proportionate to their respective

value of Baht 1

shareholding the (the Second Rights Offering) at the value of Baht 35 per share totaling Baht 27,882 million.

September 7, 2016

October 10, 2016

Increased 2,651,800

3,985,130,299

offered to executives and employees of the Company

a par value of Baht 1

and/or its subsidiaries.

Increased 318,100

3,985,448,399

and/or its subsidiaries.

a par value of Baht 1

December 7, 2016

Increased 1,979,000

The change results from the exercise of the warrants offered to executives and employees of the Company

ordinary shares at November 4, 2016

The change results from the exercise of the warrants

ordinary shares at

3,987,427,399

The change results from the exercise of the warrants

ordinary shares at

offered to executives and employees of the Company

a par value of Baht 1

and/or its subsidiaries.

Increased 2,096,900

3,989,524,299

The change results from the exercise of the warrants

ordinary shares at

offered to executives and employees of the Company

a par value of Baht 1

and/or its subsidiaries.

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 26.2 Warrants to purchase ordinary shares (1)

On April 25, 2012, the Annual General Shareholders’ Meeting No. 1/2012 has passed a resolution to issue the warrants for the executives and employees of the Company and its subsidiaries (BJC ESOP 2012 No. 1) as rewards in amount not exceeding 16 million units. Exercise ratio is 1 warrant for 1 ordinary share at the exercise price Baht 40.46 per ordinary share. The term of warrants is five years from the issue date of the warrants. Significant conditions to exercise and exercise period are as follows: • At the end of one year period from the date that the Company issues and offers the warrants, the warrant holder may exercise the right to purchase the newly issued shares in the number of up to one-third of all warrants allocated by the Company to the executives and employees of the Company and/or its subsidiaries up until the expiry date of the warrants. • At the end of two year period from the date that the Company issues and offers the warrants, the warrant holder may exercise the right to purchase the newly issued shares in the number of up to another one-third of all warrant allocated by the Company to the executives and employees of the Company and/or its subsidiaries up until the expiry date of the warrants. • At the end of three year period from the date that the Company issues and offers the warrants, the warrant holder may exercise the right to purchase the newly issued shares under all warrants allocated by the Company to the executives and employees of the Company and/or its subsidiaries, including the number that has not been exercised in the 1st and the 2nd year. In this regard, the executives and employees of the Company and/or its subsidiaries will be entitled to exercise their rights up until the expiry date of the warrants.

As the conditions on the exercise of rights under warrants, the warrant holders are required to retain their status as executives and employees on the exercise date. (2)

On April 25, 2013, the Annual General Shareholders’ Meeting No. 1/2013 has passed a resolution to issue the additional warrants for the executives and employees of the Company and its subsidiaries (BJC ESOP 2012 No. 2). Significant conditions to exercise and exercise period are according to the previous resolution.

(3)

On April 24, 2014, the Annual General Shareholders’ Meeting No. 1/2014 has passed a resolution to issue the additional warrants for the executives and employees of the Company and its subsidiaries (BJC ESOP 2012 No. 3). Significant conditions to exercise and exercise period are according to the previous resolution.

(4)

On April 17, 2015, the Annual General Shareholders’ Meeting No. 1/2015 has passed a resolution to issue the additional warrants for the executives and employees of the Company and its subsidiaries (BJC ESOP 2012 No. 4). Significant conditions to exercise and exercise period are according to the previous resolution.

(5) On April 26, 2016, the Annual General Shareholders’ Meeting No. 1/2016 has passed a resolution to issue the additional warrants for the executives and employees of the Company and its subsidiaries (BJC ESOP 2012 No. 5). Significant conditions to exercise and exercise period are according to the previous resolution.

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Warrant has details as follows: Number of Issued warrants (Unit)

Project Name

Term (Years)

Grant date

Expired date

BJC ESOP 2012 No.1

May 15, 2012

May 15, 2017

14,800,000

May 15, 2014

May 15, 2019

9,030,000

April 1, 2017

March 31, 2022

BJC ESOP 2012 No.2

June 18, 2013

BJC ESOP 2012 No.4

June 22, 2015

BJC ESOP 2012 No.3 BJC ESOP 2012 No.5

5 5

June 18, 2018 June 22, 2020

Exercise ratio per 1 warrant 1

10,000,000

13,691,400

Exercise price (Baht per share) 40.46

68.43

49.29

36.00

36.23

The warrant is based on the fair value measured using a Black-Scholes Model with the following financial assumptions: BJC ESOP 2012 No. 1 Grant date share price Exercise price warrant Expected volatility The expected period, that shareholders will completely use their right on warrant Expected dividend yield Risk free interest rate

Year 1 40.25 40.46 33.74%

Year 2 40.25 40.46 33.74%

Year 3 40.25 40.46 33.74%

3 years 1.78% 3.83%

3.5 years 1.78% 3.83%

4 years 1.78% 3.83%

BJC ESOP 2012 No. 2 Grant date share price Exercise price warrant Expected volatility The expected period, that shareholders will completely use their right on warrant Expected dividend yield Risk free interest rate

Year 1 52.00 68.43 36.39%

Year 2 52.00 68.43 36.39%

Year 3 52.00 68.43 36.39%

3 years 1.71% 3.84%

3.5 years 1.71% 3.84%

4 years 1.71% 3.84%

BJC ESOP 2012 No. 3 Grant date share price Exercise price warrant Expected volatility The expected period, that shareholders will completely use their right on warrant Expected dividend yield Risk free interest rate

Year 1 44.00 49.29 36.91%

Year 2 44.00 49.29 36.91%

Year 3 44.00 49.29 36.91%

3 years 1.91% 3.46%

3.5 years 1.91% 3.46%

4 years 1.91% 3.46%

BJC ESOP 2012 No. 4 Grant date share price Exercise price warrant Expected volatility The expected period, that shareholders will completely use their right on warrant Expected dividend yield Risk free interest rate

Year 1 35.75 36.23 37.48%

Year 2 35.75 36.23 37.48%

Year 3 35.75 36.23 37.48%

3 years 1.68% 2.88%

3.5 years 1.68% 2.88%

4 years 1.68% 2.88%

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

BJC ESOP 2012 No. 5

Grant date share price Exercise price warrant Expected volatility The expected period, that shareholders will completely use their right on warrant Expected dividend yield Risk free interest rate

Year 1 47.00 36.00 38.18%

Year 2 47.00 36.00 38.18%

Year 3 47.00 36.00 38.18%

3 years 1.07% 2.63%

3.5 years 1.07% 2.63%

4 years 1.07% 2.63%

Movements in warrants during the years ended December 31, 2017 and 2016 were as follows: Number of warrants (Unit)

Balance as at January 1, Granted warrants Forfeited warrants Expired warrants Exercised warrants Balance as at December 31,

2017

Weighted average exercise price (Baht per share) 25,705,550 50.58 36.00 13,691,400 45.94 (1,525,340) 40.46 (1,069,400) 41.34 (6,146,300) 46.51 30,655,910

Number of warrants (Unit) 35,536,100 (1,389,650) (8,440,900) 25,705,550

2016

Weighted average exercise price (Baht per share) 47.89 47.08 39.82 50.58

Warrants exercised during the years ended December 31, 2017 and 2016 were as follows: For the year ended December 31, 2017

Warrants series Granted on May 15, 2012

Granted on May 15, 2014

Granted on June 22, 2015

Number of exercised warrants (Unit) 527,600 898,600 241,600 249,400 240,200 3,000 19,100 266,500 314,900 1,101,700 36,200 76,600 8,700 28,200 3,400 32,100 926,100 52,300 131,500 632,800 178,200 177,600 6,146,300

Exercise date

Share price at exercise date (Baht per share)

December 30, 2016 January 30, 2017 February 27, 2017 March 30, 2017 April 28, 2017 December 30, 2016 January 30, 2017 September 29, 2017 October 31, 2017 November 30, 2017 December 30, 2016 January 30, 2017 February 27, 2017 March 30, 2017 April 28, 2017 May 31, 2017 June 30, 2017 July 31, 2017 August 31, 2017 September 29, 2017 October 31,2017 November 30, 2017

50.25 51.00 47.75 47.00 43.50 50.25 51.00 52.75 53.50 58.00 50.25 51.00 47.75 47.00 43.50 45.75 47.75 46.25 49.25 52.75 53.50 58.00

Berli Jucker Public Company Limited

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 For the year ended December 31, 2016 Warrants series Warrants granted on May 15, 2012

Warrants granted on June 22, 2015

Number exercised (Unit) 223,100 50,000 2,027,300 211,100 1,695,000 1,501,700 471,900 838,700 283,300 624,500 107,000 284,000 123,300 8,440,900

Exercise date

Share price at exercise date (Baht per share)

June 30, 2016 July 29, 2016 August 31, 2016 September 30, 2016 October 31, 2016 November 30, 2016 November 30, 2016 June 30, 2016 July 29, 2016 August 31, 2016 September 30, 2016 October 31, 2016 November 30, 2016

40.75 45.75 45.00 44.50 52.75 52.50 52.50 40.75 45.75 45.00 44.50 52.75 52.50

Outstanding warrants as at December 31, 2017 and 2016 had weighted average exercise price of Baht 46.51 and Baht 50.58, respectively and weighted average remaining contractual life at 2.54 years and 2.13 years, respectively. Share premium Section 51 of the Public Limited Companies Act B.E. 2535, requires a company to set aside share subscription monies received in excess amount of the par value of the shares issued to a reserve account (â&#x20AC;&#x153;share premiumâ&#x20AC;?). Share premium is not available for dividend distribution. Surplus (deficit) arising from change in ownership interest in subsidiaries As at December 31, 2017, the Group had the surplus arising from change in ownership interest in subsidiaries in amount of Baht 592 million that increased during the year of Baht 548 million because the Group increased its portion of investment in Big C Supercenter Public Company Limited from 97.94% to 99.85% As at December 31, 2016, the Group had the surplus arising from change in ownership interest in subsidiaries in amount of Baht 44 million that increased during the year of Baht 218 million because the Group increased its portion of investment in Big C Supercenter Public Company Limited from 58.55% to 97.94% and increased its portion of investment in Thai An Vietnam Trading Company Limited from 64.55% to 100%. Donated Surplus The donated surplus of Baht 37 million resulted from profits made by a director of the Company in year 1994 on the sale of 397,104 rights issue shares not subscribed by the shareholders and resold to the public on the Stock Exchange of Thailand. The donated surplus is not available for dividend distribution.

100

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Surplus on disposal of Company’s shares held by a subsidiary The surplus on sale of the Company’s shares held by a subsidiary of Baht 32 million is shown under the equity in the consolidated financial statements in accordance with the prescribed treatment for treasury stock and is not available for dividend distribution. 27.

RESERVES

Reserves comprise: Appropriations of profit and/or retained earnings Legal reserve Section 116 of the Public Limited Companies Act B.E. 2535 requires that a company shall allocate not less than 5% of its annual net profit less the accumulated losses brought forward, if any, to a reserve account (“legal reserve”), until this account reaches an amount not less than 10% of the registered capital. The legal reserve is not available for dividend distribution. Reserve for business expansion The reserve for business expansion represents an internal reserve for business expansion of the Group in the future. The reserve for business expansion is not available for dividend distribution. Other components of equity Differences on translation of financial statements The currency translation differences account within equity comprises all foreign currency differences arising from the translation of the financial statements of foreign operations. Gains (losses) on cash flow hedges Gains (losses) on cash flow hedges in shareholders’ equity consist of the effective portion of changes in the fair value of derivatives that are designated and qualified as cash flow hedges against the risk of raw material price of the Group.

100

Berli Jucker Public Company Limited

101

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 28.

OPERATING SEGMENT

Segment information is presented in respect of the Group’s business segments. The primary format in segment information report is based on the Group’s management and internal reporting structure. The accounting policies of the operating segments are the same as those described in Note 3. The Group recorded the intersegment sales and transfer as if the sales and transfer to third parties at current market price. The Group comprises the following main business segments: Segment 1 Segment 2 Segment 3 Segment 4 Other

Packaging supply chain Consumer supply chain Healthcare and technical supply chain Modern retail supply chain (commenced since March 21, 2016) Other business group

During the years ended December 31, 2017 and 2016, there was no revenue from sales and services with a single external customers contributed 10% or more to the Group’s total revenue.

101

As at December 31, Total assets for reportable segments Total liabilities for reportable segments

Net profit for the years

Share of profits from investment in associates and joint ventures Income tax expenses

Total profit or loss from reportable segments

Total profit or loss from reportable segments before finance costs Finance costs

Total revenue

For the year ended December 31, Revenues from sales and rendering of services Interest received Other income

25,536.1 7,560.1

3,050.7

3,119.8 (69.1)

19,540.0

19,446.7 2.3 91.0

11,971.4 4,177.3

928.4

994.0 (65.6)

17,373.0

16,966.2 6.6 400.2

5,948.5 3,418.8

855.5

900.3 (44.8)

8,193.3

8,141.1 11.0 41.2

221,961.3 48,081.9

7,318.5

7,643.5 (325.0)

118,181.7

103,961.8 4.0 14,215.9

Segment 1 Segment 2 Segment 3 Segment 4

2017

(16,031.8) (15,593.7)

(2,981.3) 216.0

(1,906.0) (216.0) (3,747.9)

Elimination of intersegment

102

65,673.1 156,241.2

(1,177.2)

3,062.5 (4,239.7)

6,779.7

2,548.2 210.2 4,021.3

Others

315,058.6 203,885.6

5,974.9

24.1 (2,259.8)

8,210.6

12,738.8 (4,528.2)

164,197.8

149,158.0 18.1 15,021.7

Total

22,371.8 8,712.2

2,667.1

2,778.4 (111.3)

19,077.6

18,947.6 2.8 127.2

11,061.0 4,033.2

548.4

613.7 (65.3)

16,611.7

16,339.7 10.5 261.5

5,636.7 2,955.4

641.1

698.3 (57.2)

7,454.7

7,405.9 10.1 38.7

(869.9)

3,782.5 (4,652.4)

7,235.2

2,452.7 75.3 4,707.2

220,224.9 56,554.4 50,876.8 138,080.8

5,422.8

5,802.5 (379.7)

91,988.6

81,393.2 2.0 10,593.4

Others

2016 (Restated)

Segment 1 Segment 2 Segment 3 Segment 4

Consolidated financial statements

Operating segment by business in the consolidated financial statements for the years ended December 31, 2017 and 2016 were as follows:

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

(7,147.7) (7,105.6)

(3,136.7) 63.1

(1,208.8) (63.0) (3,498.0)

Elimination of intersegment

308,701.1 197,552.8

4,321.3

181.1 (1,195.7)

5,335.9

10,538.7 (5,202.8)

137,598.0

125,330.3 37.7 12,230.0

Total

Unit : Million Baht

102 Financial Report 2017

1,529.7 4,838.1

444.6 215.2

69.1 87.3

Segment 1 Segment 2 Segment 3

4,970.5 6,184.5

Segment 4

2017

376.2 611.2

Others

(0.7) -

Elimination of intersegment 7,389.4 11,936.3

Total

1,439.1 1,901.8

436.6 314.6

74.2 62.2

3,776.6 3,344.8

370.1 352.4

Others

2016 (Restated)

Segment 1 Segment 2 Segment 3 Segment 4

Consolidated financial statements

(0.6) -

Elimination of intersegment

267,556.6

As at December 31, Non-current assets (1)

3,869.7

10,701.6

(1,951.7)

(1) Non-current assets excluded investments, deferred tax assets and other non-current assets.

155,447.9

For the years ended December 31, Total revenue

Country of domicile

271,426.3

164,197.8

263,208.6

128,910.0

4,363.3

9,747.3

(1,059.3)

Consolidated financial statements 2017 2016 (Restated) Foreign Elimination Total Foreign Elimination Country of country of interdomicile country of intersegment segment

267,571.9

137,598.0

Total

Unit : Million Baht

6,096.0 5,975.8

Total

Unit : Million Baht

Operating segments by geographical areas in the consolidated financial statements for the years ended December 31, 2017 and 2016 were as follows:

For the years ended December 31, Depreciation and amortization Additions to non-current assets

Other segment information

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

Berli Jucker Public Company Limited 103

104

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 During the year ended December 31, 2017, the Group has restated the financial information by segment for segment 4 in order to comply with the restatement of the financial statements which is the impact from the adjustment of the fair values of the identifiable assets acquired and liabilities assumed and the fair value allocation at the business acquisition date of BIGC (see Note 4.1). Therefore, the financial position as at December 31, 2016 and the results of operation for year ended December 31, 2016, based on business segment have been restated accordingly. 29.

OTHER INCOME

Other income for the years ended December 31, 2017 and 2016 were as follows: Consolidated financial statements 2017 2016

Note Gain on bargain purchase Rental and services income Commission received Gain on disposal of property, plant and equipment, intangible assets and investment properties Income from allocation of administrative expenses Advertising income Others Total

30.

4.2

Unit : Thousand Baht Separate financial statements 2017 2016

154,691 11,399,849 128,219

8,399,250 186,097

381,641 908

113,072 1,581

21,016

6,810

6,500

2,781

45,574 2,589,233 683,044 15,021,626

81,140 2,012,509 480,080 11,165,886

820,995 5,803 1,215,847

845,493 14,305 977,232

EMPLOYEE BENEFIT EXPENSES

Employee benefit expenses for the years ended December 31, 2017 and 2016 were as follows: Consolidated financial statements 2017 2016

Management Wages and salaries Contribution to provident funds Retirement benefit costs Other long-term benefits Others Other employees Wages and salaries Contribution to provident funds Retirement benefit costs Other long-term benefits Others Total employee benefit expense

Unit : Thousand Baht Separate financial statements 2017 2016

78,122 3,320 1,131 6,152 50 88,775

71,346 3,360 1,174 7,223 62 83,165

78,122 3,320 1,131 6,152 50 88,775

71,346 3,360 1,173 7,224 63 83,166

10,782,014 319,932 162,348 68,650 470,787 11,803,731 11,892,506

8,713,064 257,692 118,940 63,916 365,933 9,519,545 9,602,710

884,668 35,884 12,173 25,380 51,229 1,009,334 1,098,109

929,310 35,379 16,913 32,244 70,061 1,083,907 1,167,073

104

Berli Jucker Public Company Limited

105

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Defined benefit plans Details of the defined benefit plans are described in Note 25. Defined contribution plans The defined contribution plans comprise provident funds established by the Group for its employees. Membership to the funds is on a voluntary basis. Contributions are made monthly by the employees at rates ranging from 3% to 7.5% of their basic salaries and by the Group at rates ranging from 3% to 7.5% of the employeesâ&#x20AC;&#x2122; basic salaries. The provident funds are registered with the Ministry of Finance as juristic entities and are managed by a licensed Fund Manager. 31.

EXPENSES BY NATURE

The financial statements include an analysis of expenses by function. Expenses by nature for the years ended December 31, 2017 and 2016 were as follows: Consolidated financial statements 2017 2016

Note Changes in inventories of finished goods and work in progress Purchased goods available for sales Raw materials and consumables used Depreciation and amortization expense Employee benefits expenses Building management expenses Net foreign exchange loss Others Total

32.

920,562 50,731 97,593,612 82,329,298 14,449,375 13,380,524 7,389,399 6,095,982 30 11,892,506 9,602,710 10,412,361 8,410,576 66,573 8,734,558 7,189,532 151,458,946 127,059,353

Unit : Thousand Baht Separate financial statements 2017 2016

621,700 9,904,929 114,962 1,098,109 65,666 2,175,941 13,981,307

222,890 10,705,535 111,247 1,167,073 71,187 707,015 1,903,066 14,888,013

INCOME TAX EXPENSE

Income tax expenses recognized in statements of profit or loss and other comprehensive income for the years ended December 31, 2017 and 2016 were as follows: Consolidated financial statements 2017 2016

Note Current income tax expense Current year Under / (over) recorded income tax expense in prior year Total Deferred tax Movements in temporary differences Total Total income tax expense (income)

Unit : Thousand Baht Separate financial statements 2017 2016

2,231,513

1,591,023

1,614

38,380

(32,692) 2,198,821

(13,869) 1,577,154

(34,285) (32,671)

4,887 43,267

(381,510) (381,510)

11,609 11,609

(50,008) (50,008)

(21,062)

(6,741)

61,025 61,025 2,259,846

105

1,195,644

106

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Reconciliation of effective tax rate Unit : Thousand Baht Consolidated financial statements 2017 2016 Rate (%) Amount Rate (%) Amount Profit for the years Income tax expense Profit before income tax expense Income tax using applicable tax rate Effect of different tax rates of subsidiaries operating in other jurisdictions Tax effect of non-deductible expense (benefit) - Incomes that are exempt from taxation - Expenses not deductible for tax purposes - Expenses for tax incentives Taxable dividend received within the Group Tax incentive from International Headquarter Unused tax losses for the years Others Income tax expense

5,974,884 2,259,846 8,234,730 1,646,946

155

(295,567) 36,403 (187,423) 1,122,102 (62,770) 2,259,846

4,321,312 1,195,644 5,516,956 1,103,391 366,203

(254,826) 140,989 (360,546) 138,754 (12,848) 87,283 (12,756) 1,195,644

Unit : Thousand Baht Separate financial statements 2017 2016 Rate (%) Amount Rate (%) Amount Profit for the years Income tax expense Profit before income tax expense Income tax using applicable tax rate Tax effect of non-deductible expense (benefit) - Incomes that are exempt from taxation - Expenses not deductible for tax purposes - Expenses for tax incentives Tax incentive from International Headquarter Others Income tax expense (income)

3,527,195 (21,062) 3,506,133 701,227

(684,704) 3,862 (1,595) (5,567) (34,285) (21,062)

2,277,716 (6,741) 2,270,975 459,082

(354,881) 3,837 (108,327) (12,848) 6,396 (6,741)

According to Act amending the Revenue Code No. 42 B.E. 2559 issued under the Revenue Code regarding the corporate income tax rate reduction effective on March 5, 2016, the corporate income tax rate is 20% of net profit for an accounting period beginning on or after January 1, 2016 onwards. Therefore, the Company and its subsidiaries in Thailand used a tax rate of 20% for calculation the corporate income tax and deferred taxes for the years ended December 31, 2017 and 2016 in order to comply with such changed.

106

Berli Jucker Public Company Limited

107

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Its subsidiaries in overseas used a tax rate of their own countries, 25% of income tax for Malaysia, 20% of income tax for Vietnam (2016: 22% of income tax), 17% of income tax for Singapore and 16.5% of income tax for Hong Kong. In addition, on December 23, 2015, the Company has been approved by the Revenue Department to be International Headquarters (IHQ) and granted the tax privileges for 15 accounting periods from January 1, 2016 to December 31, 2030, the tax incentives are as follows:

33.

(1)

Corporate income tax exemption for the revenues from rendering of services derived from managerial, technical or supporting services to foreign affiliates.

(2)

Corporate income tax reduction to 10% for the revenues from rendering of services relating to managerial, technical or supporting services to domestic affiliates established under the law of Thailand for the total revenue not exceed the total revenues from services received from the foreign affiliate.

(3)

Corporate income tax exemption for the revenues from buying and selling goods aboard without importing such goods into Thailand.

DISCONTINUED OPERATIONS

On December 18, 2017, the Board of Directorâ&#x20AC;&#x2122;s passed the resolution to approve the disposition of ordinary shares of T.C.C. Technology Company Limited, a subsidiary, as described in Note 11. However, discontinued profit from operation of T.C.C. Technology Company Limited, including in the statement of profit or loss and other comprehensive income for the year ended December 31, 2017, was not material. Therefore, the Group did not separately presented operation result of discontinued operations in the statement of profit or loss and other comprehensive income. Analysis of profit for the year from discontinued operations The result of the discontinued operations included in the statement of income and other comprehensive income and statement of cash flow were as follows:

Profit for the years from discontinued operations Revenue from sales and rendering of services Other income Expenses Profit before income tax Income tax expenses Profit for the years from discontinued operations Profit for the years from discontinued operations attributable to owner of the Company Cash flow from discontinued operations Net cash inflows from operating activities Net cash outflows from financing activities Net cash inflows investing activities

107

Unit : Thousand Baht Consolidated financial statements For the year ended December 31, 2017 2016 955,952 7,870 (906,707) 57,115 (11,350) 45,765

874,530 4,377 (813,272) 65,635 (14,310) 51,325

23,340

26,176

201,947 (310,451) 79,157 (29,347)

194,216 (239,254) 43,009 (2,029)

108

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 34.

PROMOTIONAL PRIVILEGES

The Subsidiaries have been granted certain rights and privileges as a promoted industry under the Investment Promotion Act B.E. 2520, as follows: Promotional Privileges No./ Dated

Activities

Major rights and conditions

Berli Jucker Cellox Limited No. 1541(2)/2004 Dated July 6, 2004

Sanitary papers manufacturing

(a) exemption from payment of import duty and tax on machinery approved by the Board of Investment; (b) exemption from corporate income tax for the profit earned under promotional privileges at not over 100% of investment exclude land and working capital for a period of 8 years from the date operating income is first derived. The exemption of corporate income tax must not exceed Baht 1,207 million. Thus, this will be varied by the investment excluding actual cost of land and working capital at the first operation date under promotional privileges project; (c) a 50% reduction in the normal income tax rate on the net profit derived from certain operations for a period of 5 years, commencing from the expiry date in (b) above; and (d) double deduction of transportation expenses, electricity expenses and water expenses for a period of 10 years from the date on which the income is first derived from such operations.

No. 1875(2)/2004 Dated October 19, 2004

Paper pulp manufacturing

(a) exemption from payment of import duty and tax on machinery approved by the Board of Investment; (b) exemption from corporate income tax for the profit earned under promotional privileges at not over 100% of investment exclude land and working capital for a period of 8 years from the date operating income is first derived. The exemption of corporate income tax must not exceed Baht 468 million. Thus, this will be varied by the investment excluding actual cost of land and working capital at the first operation date under promotional privileges project; (c) a 50% reduction in the normal income tax rate on the net profit derived from certain operations for a period of 5 years, commencing from the expiry date in (b) above; and (d) double deduction of transportation expenses, electricity expenses and water expenses for a period of 10 years from the date on which the income is first derived from such operations.

108

Berli Jucker Public Company Limited

109

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Promotional Privileges No./ Dated

Activities

Major rights and conditions

Berli Jucker Cellox Company Limited (Continued) No. 2398 (2)/2014 Dated November 7, 2014

Sanitary papers manufacturing

(a) exemption from payment of import duty and tax on machinery approved by the Board of Investment; (b) exemption 75% of import duty from importion of raw materials. The privilege was granted for 1 year starting from the first importation date; (c) exemption from corporate income tax for the profit earned under promotional privileges at not over 100% of investment exclude land and working capital for a period of 8 years from the date operating income is first derived. The exemption of corporate income tax must not exceed Baht 1,300 million. Thus, this will be varied by the investment excluding actual cost of land and working capital at the first operation date under promotional privileges project; (d) a 50% reduction in the normal income tax rate on the net profit derived from certain operations for a period of 5 years, commencing from the expiry date in (c) above; and (e) double deduction of transportation expenses, electricity expenses and water expenses for a period of 10 years from the date on which the income is first derived from such operations.

Thai Beverage Can Company Limited No. 1021(2)/2013 Dated January 8, 2013 (Effective date from October 29, 2012)

Manufacture of Aluminium end under category 4.3, the Company produces metal product including metal part.

(a) exemption from payment of import duty and tax on machinery approved by the Board of Investment; (b) exemption from payment of income tax for certain operations for a period of 7 years from the dates on which the income is first derived from such operations. However, the corporate income tax exemption is totally not over than 100% of the total investment in this project excluding cost of land and working capital; and (c) if a loss is incurred during the period of exemption from corporate income tax, the company shall be granted permission to deduct such annual loss from the net income after the expiration of the period of exemption of corporate income tax period for not more than 5 years from the expiry date of such period.

No.1540(2)/2013 Dated April 11, 2013 (Effective date from March 13, 2013)

Manufacture of Aluminium end under category 4.3, the Company produces metal product including metal part.

109

110

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Promotional Privileges No./ Dated

Activities

Major rights and conditions

Thai Beverage Can Company Limited (Continued) No.1389(2)/2015 Dated March 24, 2015 (Effective date from February 17, 2015)

Manufacture of Aluminium end under category 4.3, the Company produces metal product including metal part.

No.58-2166-0-00-1-0 Dated September 9, 2015 (Effective date from July 10, 2015)

Manufacture of Aluminium end under category 4.3, the Company produces metal product including metal part.

(a) exemption from payment of import duty and tax on machinery approved by the Board of Investment; (b) exemption from payment of income tax for certain operations for a period of 8 years from the dates on which the income is first derived from such operations. However, the corporate income tax exemption is totally not over than 100% of the total investment in this project excluding cost of land and working capital; (c) a 50% reduction in the normal income tax rate on the net profit derived from certain operations for a period of 5 years, commencing from the expiry date in (b) above; and (d) if a loss is incurred during the period of exemption from corporate income tax, the company shall be granted permission to deduct such annual loss from the net income after the expiration of the period of exemption of corporate income tax period for not more than 5 years from the expiry date of such period.

110

Berli Jucker Public Company Limited

111

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Promotional Privileges No./ Dated

Activities

Major rights and conditions

Thai Malaya Glass Company Limited No. 2089(2)/2005 Dated December 1, 2005

Manufacture of glass bottles

No. 1903(2)/2012 Dated July 12, 2012

Manufacture of glass bottles

No. 2050(2)/2013 Dated July 30, 2013

Manufacture of glass bottles

No. 2241(2)/2014 Dated October 7, 2014

Manufacture of glass bottles

111

112

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Promotional Privileges No./ Dated

Activities

Major rights and conditions

Thai Malaya Glass Company Limited (Continued) No. 2242(2)/2014 Dated October 7, 2014

Manufacture of glass bottles

No. 2243(2)/2014 Dated October 7, 2014

Manufacture of glass bottles

Thai Dairy Company Limited Manufacture of No. 1683(2)/2007 (a) exemption from payment of import duty and tax on probiotic and yogurt Dated July 9, 2007 machinery approved by the Board of Investment; under category 1.11, (b) exemption from corporate income tax for the profit The company earned under promotional privileges at not over 100% of produces, preserves, investment exclude land and working capital for a period or flavors food by of 8 years from the date operating income is first derived, using innovative and technology (except (c) If a loss is incurred during the period of exemption from manufacture of corporate income tax, the company shall be granted water, confectionery permission to deduct such annual loss from the net income and ice-cream). after the expiration of the period of exemption of corporate income tax period for not more than 5 years from the expiry date of such period.

As promoted companies, the subsidiaries must comply with certain terms and conditions prescribed in the promotional certificates.

112

Berli Jucker Public Company Limited

113

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 35.

BASIC AND DILUTED EARNINGS PER SHARE

The calculations of earnings per share for the years ended December 31, 2017 and 2016 were based on the profit for the years attributable to ordinary shareholders of the Company and the number of weighted ordinary shares outstanding during the years held by shareholders as follows: For the years ended December 31, Consolidated Separate financial statements financial statements 2017 2016 2017 2016 (Restated) (in thousand Baht / thousand shares)

Basic earnings per share Profit attributable to owners of the Company Weighted average number of ordinary shares Basic earnings per share (Baht) Diluted earnings per share Weighted average number of ordinary shares used in calculation of basic earnings per share Effect of exercised warrants to purchase ordinary shares Weighted average number of ordinary shares used in the calculation of diluted earnings per share Diluted earnings per share (Baht)

5,210,755 3,992,381 1.3052

3,306,649 2,592,851 1.2753

3,527,195 3,992,381 0.8835

2,277,716 2,592,851 0.8785

3,992,381

2,592,851

3,992,381

2,592,851

5,115

2,910

5,115

2,910

3,997,496 1.3035

2,595,761 1.2739

3,997,496 0.8824

2,595,761 0.8775

Diluted earnings per share occurred from warrants to purchase ordinary shares is described in Note 26. 36.

DIVIDENDS

36.1 At the Annual General Shareholders’ Meeting held on April 26, 2016, the shareholders approved the appropriation of profit to dividends of Baht 0.84 per share, amounting to Baht 1,337 million. The interim dividend was paid of Baht 0.35 per share, amounting to Baht 557 million on September 11, 2015. The remaining dividend payment of Baht 0.49 per share, amounting to Baht 780 million, was paid to shareholders on May 25, 2016. At the Board of Directors’ Meeting held on August 15, 2016, the meeting passed the resolutions to approve the appropriation of the operation profit for the first 6 months of 2016 as interim dividend payment of Baht 0.12 per share, totaling of Baht 478 million. The interim dividend was paid on September 13, 2016. 36.2 At the Annual General Shareholders’ Meeting held on April 28, 2017, the shareholders approved the appropriation of profit to dividends of Baht 0.50 per share, amounting to Baht 1,995 million. The interim dividend was paid of Baht 0.12 per share, totaling to Baht 478 million on September 13, 2016. The remaining dividend payment of Baht 0.38 per share, totaling to Baht 1,517 million, was paid to shareholders on May 26, 2017. At the Board of Directors Meeting’ held on August 15, 2017, the meeting passed the resolutions to approve the appropriation of the operating profit for the first 6 months of 2017 as interim dividend of Baht 0.15 per share, totaling to Baht 599 million. The interim dividend was paid on September 13, 2017. 113

114

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 37.

FINANCIAL INSTRUMENTS

Financial risk management policies

The Group is exposed to normal business risks from changes in interest rates and currency exchange rates and from non-performance of contractual obligations by counterparties. The Group does not hold or use 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. Capital management

The Board of Directors’ policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The Board monitors the return on capital, which the Group defines as a result from operating activities divided by total shareholders’ equity, excluding non-controlling interests and also monitors the level of dividends to ordinary shareholders. Interest rate risk

Interest rate risk is the risk of future movements in market interest rates will affect the results of the Group’s operations and its cash flows. The Group is primarily exposed to interest rate risk from its borrowings (see Note 22). The Group mitigates this risk by ensuring that the majority of its borrowings are at fixed interest rates and uses derivative financial instruments, principally interest rate swaps, to manage exposure to fluctuations in interest rates on specific borrowings. The effective interest rates of borrowings as at December 31, 2017 and 2016 and the periods in which the loans mature or re-price were as follows: As at December 31, 2017

Current Short-term borrowings from financial institutions Short-term borrowings from related parties Current portion of long-term borrowings from financial institution Non-current Long-term borrowings from financial institutions Debentures Total

Effective interest rate (%)

Unit : Thousand Baht Consolidated financial statements Outstanding balance maturing Within After 1 year Over Total 1 year but within 5 years 5 years

1.48 - 5.93 2.25

14,661,572 5,000

2.40 - 7.20

2,487,496

2.50 - 7.20 2.34 - 4.40

17,154,068

114

17,600,747 82,927,997 100,528,744

38,999,000 38,999,000

17,600,747 121,926,997 156,681,812

Berli Jucker Public Company Limited

115

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

As at December 31, 2016 Effective interest rate (%) Current Short-term borrowings from financial institutions Short-term borrowings from related parties Current portion of long-term borrowings from financial institution Non-current Long-term borrowings from financial institutions Debentures Total

1.45 - 7.22 2.25

15,966,494 5,000

2.32 - 8.00

4,674,715

2.40 - 8.00 2.34 - 4.27

20,646,209

49,440,793 51,920,239 101,361,032

30,000,466 30,000,466

As at December 31, 2017 Effective interest rate (%) Current Short-term borrowings from financial institutions 1.55 - 1.93 Short-term borrowings from related parties 0.80 - 2.25 Current portion in long-term borrowings from financial institutions 3.60 Non-current Long-term borrowings from financial institutions Debentures Total

Unit : Thousand Baht Consolidated financial statements Outstanding balance maturing Within After 1 year Over Total 1 year but within 5 years 5 years

2.72 - 3.20 2.34 - 4.40

115

49,440,793 81,920,705 152,007,707

Unit : Thousand Baht Separated financial statements Outstanding balance maturing Within After 1 year Over Total 1 year but within 5 years 5 years

11,233,019 1,046,694

1,500,000

13,779,713

17,040,000 82,927,997 99,967,997

38,999,000 38,999,000

17,040,000 121,926,997 152,746,710

116

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

As at December 31, 2016

Current Short-term borrowings from financial institutions Short-term borrowings from related parties Non-current Long-term borrowings from financial institutions Debentures Total

Effective interest rate (%)

Unit : Thousand Baht Separated financial statements Outstanding balance maturing Within After 1 year Over Total 1 year but within 5 years 5 years

1.60 - 1.85 0.80 - 2.25

6,494,559 1,453,672

3.08 - 3.60 2.34 - 4.27

7,948,231

45,253,675 51,920,239 97,173,914

30,000,466 30,000,466

6,494,559 1,453,672

45,253,675 81,920,705 135,122,611

Foreign currency risk The Group is exposed to foreign currency risk relating to purchases and sales which are denominated in foreign currencies. The Group primarily utilizes forward exchange contracts with maturities of less than one year to hedge such financial assets and liabilities denominated in foreign currencies. The forward exchange contracts entered into at the reporting date also relate to anticipated purchases and sales, denominated in foreign currencies, for the subsequent period. As at December 31, 2017 and 2016, the Group was exposed to foreign currency risk in respect of financial assets, financial liabilities and contingence liabilities which were hedged in the following currencies: Consolidated financial statements 2017 2016

Unit : Thousand Baht Separate financial statements 2017 2016

US Dollars Cash and cash equivalents 72,145 Trade receivables 280,940 Interest-bearing liabilities (11,760) Trade payables (1,264,408) Other payables (19,221) Gross statement of financial position exposure (942,304)

147,124 180,129 (34,221) (1,072,824) (22,978) (802,770)

439 13,382 (187,390) (7,862) (181,431)

1,730 52,757 (210,497) (13,330) (169,340)

Estimated forecast purchases Estimated forecast sales Gross exposure

(2,225,344) 604,555 (2,563,093)

(3,273,809) 1,373,612 (2,702,967)

(155,570) (337,001)

(112,719) (282,059)

2,088,761 (10,738) (485,070)

1,980,002 (6,514) (729,479)

57,683 (279,318)

25,256 (256,803)

Currency forwards bought Currency forwards sold Net exposure

116

Berli Jucker Public Company Limited

117

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

Consolidated financial statements 2017 2016

Japanese Yen Trade payables Gross statement of financial position exposure

Unit : Thousand Baht Separate financial statements 2017 2016

(12,443) (12,443)

(307) (307)

Estimated forecast purchases Gross exposure

(1,369) (13,812)

(18,556) (18,863)

Currency forwards bought Net exposure

396 (13,416)

3,786 (15,077)

Euro Cash and cash equivalents Trade receivables Trade payables Other payables Gross statement of financial position exposure

74 75 (122,632) (26,514) (148,997)

Estimated forecast purchases Gross exposure Currency forwards bought Net exposure

(256) (256)

(14,795) (14,795)

(256)

178 (14,617)

124 15,391 (88,075) (64,955) (137,515)

75 (34,331) (34,256)

15,391 (78,770) (63,379)

(38,701) (187,698)

(77,575) (215,090)

(20,944) (55,200)

(26,839) (90,218)

79,494 (108,204)

66,580 (148,510)

66 (55,134)

27,548 (62,670)

Singapore Dollar Cash and cash equivalents Trade receivables Trade payables Other payables Gross statement of financial position exposure

12,068 10,218 (29,072) (1,538) (8,324)

18,423 9,811 (65,519) (836) (38,121)

Estimated forecast purchases Gross exposure

(5,942) (14,266)

Currency forwards bought Net exposure

(495) 404

(60,384) (313) (60,697)

(7,518) (45,639)

(2,434) (2,030)

(60,697)

3,891 (10,375)

21,323 (24,316)

(2,030)

16,194 (44,503)

Vietnamese Dong Cash and cash equivalents Trade receivables Interest-bearing liabilities Trade payables Other payables Gross statement of financial position exposure

20,969 449,904 (569,632) (44,440) (14,735) (157,934)

19,972 417,430 (139,305) (36,881) (13,274) 247,942

Estimated forecast purchases Gross exposure

(157,934)

247,942

Currency forwards bought Net exposure

(157,934)

247,942

117

899

51 51 51

872

872 872 872

118

Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Unit : Thousand Baht Separate financial statements 2017 2016

Consolidated financial statements 2017 2016

Other currencies Cash and cash equivalents Trade receivables Trade payables Other payables Gross statement of financial position exposure

38,494 3,517 (81,999) (1,073) (41,061)

41,809 2,490 (63,252) (3,614) (22,567)

(6,551) (20) (6,571)

(9,453) (184) (9,637)

Estimated forecast purchases Gross exposure

(36,999) (78,060)

(40,438) (63,005)

(7,812) (14,383)

(9,637)

Currency forwards bought Net exposure

353 (77,707)

3,649 (59,356)

(14,383)

2,608 (7,029)

In order to manage the risks arising from fluctuations in currency exchange rates and interest rates, the Group makes use of the following derivative financial instruments: Forward foreign exchange contracts As at December 31, 2017 and 2016, the outstanding forward foreign exchange contracts were summarized as follows: As at December 31, 2017 Currency Forward contracts bought US Dollar Japanese Yen Great Britain Pound Euro Singapore Dollar Total Forward contracts sold US Dollar Total

Consolidated financial statements Amount in Average foreign contract Contract currency rate value 65,125 1,367 8 1,289 159

33.12 0.29 43.81 38.94 24.13

2,156,822 398 351 50,193 3,841 2,211,605

312

33.54

10,459 10,459

118

Unit : Thousand Baht

Separate financial statements Amount in Average foreign contract Contract currency Rate value 1,766

32.96

38.87

58,227

58,293

Berli Jucker Public Company Limited

119

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017

As at December 31, 2016 Currency Forward contracts bought US Dollar Japanese Yen Great Britain Pound Euro Singapore Dollar Swiss France Yuan Renminbi Total Forward contracts sold US Dollar Total

Consolidated financial statements Amount in Average foreign contract Contract currency rate value 55,169 12,276 24 1,758 860 12 426

34.84 0.34 44.56 38.17 25.30 35.53 5.12

1,922,107 4,125 1,053 67,097 21,749 426 2,184 2,018,741

189

35.16

6,642 6,642

Unit : Thousand Baht

Separate financial statements Amount in Average foreign contract Contract currency Rate value 705 576

35.44 0.31

24,978 178

728 653 12 426

37.98 25.21 35.53 5.12

27,662 16,457 426 2,184 71,885

The fair values of forward foreign exchange contracts have been disclosed in Note 38. In addition, during the year 2015 the subsidiaries entered into natural gas hedging agreements that are classified as cash flow hedges. For the year ended December 31, 2016 the Group recognized gain on cash flow hedges including front-end fee and premiums of the natural gas price arising from the agreements in other comprehensive income in amount of Baht 8 million accordingly. Such amount will be included in the cost of raw material in 2016. (2017 : nil) 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 customers requiring credit over a certain amount. At the reporting date, there were no significant concentrations of credit risk. The maximum exposure to credit risk is represented by the carrying amount of each financial asset in the statements of financial position. However, 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 Groupâ&#x20AC;&#x2122;s operations and to mitigate the effects of fluctuations in cash flows.

119

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Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 38.

DETERMINATION OF FAIR VALUES

A number of the Groupâ&#x20AC;&#x2122;s accounting policies and disclosures require the determination of fair value, for both financial and non-financial assets and liabilities. The fair value is the amount for which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an armâ&#x20AC;&#x2122;s length transaction. Fair values have been determined for measurement and/or disclosure purposes based on the following methods. When applicable, further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability. Financial instrument measured at fair value

Fair value of financial instruments which are measured at fair value and their fair value hierarchy level classification as at December 31, 2017 and 2016 were summarized as follows: Financial assets and financial liabilities

Consolidated Separate financial statements financial statements Fair value as at December 31, Fair value as at December 31, Fair value 2017 2016 2017 2016 hierarchy (Thousand Baht) (Thousand Baht)

Valuation techniques and key inputs for fair value Measurement

Financial assets 1. Foreign currency forward contracts

Financial liabilities 1. Foreign currency forward contracts

437

39,078

57,461

992

543

106

Level 2

Discounted cash flow The estimated future cash flows is from foreign currency exchange rates (from observable forward exchange rates at the end of the reporting period) and contract forward rates, discounted at a rate that reflects the credit risk of various counterparties.

Level 2 Discounted cash flow The estimated future cash flows is from foreign currency exchange rates (from observable forward exchange rates at the end of the reporting period) and contract forward rates, discounted at a rate that reflects the credit risk of various counterparties.

These financial assets and financial liabilities are presented as part of other current assets and other current liabilities, receptively, in the statement of financial position.

120

Berli Jucker Public Company Limited

121

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Financial instruments not measured at fair value Fair value of financial instruments which are not measured at fair value and their fair value hierarchy level classification as at December 31, 2017 and 2016 was summarized as follows: Unit : Thousand Baht

Financial assets Cash and cash equivalents Temporary investment Trade and other receivables Short-term loans to related parties Other long-term investments Financial liabilities Short-term borrowings from financial institutions Trade and other payables Current portion of long-term borrowings from financial institutions Current portion of liabilities under a finance lease agreement Short-term borrowing from related parties Long-term borrowing from financial institutions Debentures Liabilities under a finance lease agreement - net of current portion

Consolidated financial statements 2017 2016 (Restated) Carrying Fair value Carrying Fair value Fair value amount amount hierarchy 4,367,725 13,830,658 14,000

4,367,725 13,830,658 14,000

3,485,931 4,794 12,548,261 16,000

Level 3 Level 3 Level 3 Level 3 Level 3

14,661,572 31,388,289

15,966,494 30,486,614

Level 3 Level 3

2,487,496

4,674,715

Level 3

14,361 14,361 5,000 5,000 17,600,747 17,598,494 121,926,997 125,009,314

11,720 5,000 49,440,793 81,920,705

11,720 5,000 49,480,323 82,182,373

Level 3 Level 3 Level 3 Level 2

214,882

Level 3

200,521

Unit : Thousand Baht

Separate financial statements 2017 2016 Carrying Fair value Carrying Fair value Fair value amount amount hierarchy

Financial assets Cash and cash equivalents Trade and other receivables Current portion of long-term loan to a related party Short-term loans to related parties Long-term loans to related parties

152,927 4,860,828 71,468,810 67,417,442

152,927 4,860,828 71,468,810 67,279,040

Financial liabilities Short-term borrowings from financial institutions Trade and other payables

11,233,019 3,636,306

Current portion of long-term borrowings from financial institutions Short-term borrowing from related parties Long-term borrowing from financial institutions Debentures

1,500,000

1,046,694 17,040,000 121,926,997

1,046,694 17,351,281 125,009,314

121

77,524 77,524 4,267,894 4,267,894 3,769,406 3,769,406 118,803,387 123,592,629 6,494,559 3,283,851 -

6,494,559 3,283,851 -

1,453,672 1,453,672 45,253,675 45,292,111 81,920,705 82,182,373

Level 3 Level 3 Level 3 Level 3 Level 3 Level 3 Level 3 Level 3 Level 3 Level 3 Level 2

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Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 Valuation technique for financial instruments not measured at fair value of the Group and the Company are as follows: Cash and cash equivalents, temporary investment, trade and other receivables, current portion of long-term loan to a related party and short-term loans to related parties - the carrying amounts stated in the statements of financial position approximate their fair values due to the relatively short-term maturity of these financial instruments. Other long-term investments had not significantly different from the carrying values stated in the statements of financial position. Fair value of long-term loans to related parties bearing fixed interest rate are determined by discounted cash flows method. Future cash flows are discounted using cost of debts of the Group. Short-term loans from financial institutions, trade and other payables, current portion of long-term borrowings from financial institutions, current portion of debentures, short-term borrowing from related parties, and other current liabilities - the carrying amounts stated in the statements of financial position of these financial liabilities approximate their fair values because of the short-term period to maturity of these financial instruments. Fair value of long-term borrowings from financial institutions bearing fixed interest rate are determined by discounted cash flows method. Future cash flows are discounted using cost of debts of the Group. For long-term borrowings from financial institutions with floating interest rate, the fair values approximate their carrying values. Fair value of debentures is based on market price at the reporting date. 39.

COMMITMENTS WITH NON-RELATED PARTIES

Commitments with non-related parties as at December 31, 2017 and 2016 were as follows: 39.1 Capital commitments Unit : Thousand Baht Consolidated Separate financial statements financial statements December 31, December 31, December 30, December 31, 2017 2016 2017 2016 Contracted but not provided for Buildings and other constructions Machinery and equipment Total

507,818 1,686,862 2,194,680

122

757,614 2,315,043 3,072,657

Berli Jucker Public Company Limited

123

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 39.2 Non-cancellable operating lease commitment and service agreement 1) The Group has future minimum lease payments required under non-cancellable operating lease and service agreements as follows: Consolidated financial statements December 31, December 31, 2017 2016 Within one year Later than one year but not later than five years Later than five years Total

Unit : Thousand Baht Separate financial statements December 31, December 31, 2017 2016

1,466,260

1,412,947

3,906,274 7,819,245 13,191,779

3,895,705 7,676,834 12,985,486

2) The Group entered into the land lease contract with a company. This agreement covers a period of 21 years, commencing from July 17, 2005. In consideration thereof, the Group agree to pay annual rental fee under the calculation by using initial land cost multiply by average Minimum Loan Rate of commercial banks. 3) The Group entered into a Memorandum of Understanding to lease the shopping center with a company in Lao Peopleâ&#x20AC;&#x2122;s Democratic Republic for a period of 20 years, commencing from the soft opening of the shopping center and for another twenty years. The Company agrees to pay annual rental fees which calculates based on revenue from sales. 39.3 Commitments for technology licensing fee with non-related party The subsidiary of indirect subsidiaries has entered in the technology licensing agreement with a non-related party for a period from July 11, 2012 to July 10, 2017 and agreed to pay an annual fee of USD 210,000 in the first year, USD 290,000 in the second year and USD 450,000 for the third year onwards. The term of agreement could be extendable until the new agreement is prepared. The direct subsidiary has entered in the technology licensing agreement with a non-related party and agreed to pay an annual fee of USD 125,000 for a period from September 10, 2002 to December 31, 2007. Thereafter, from January 1, 2008 to December 31, 2022, Such subsidiary is required to pay the minimum annual fee in accordance with the term in the agreement and incrementally adjusts by the units of production and sold.

123

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Financial Report 2017

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 As at December 31, 2017 and 2016, commitments for technology royalty fee were as follows:

Minimum annual royalty fee Within one year Later than one year but not later than five years Later than five years Total

Consolidated Separate financial statements financial statements 2017 2016 2017 2016 (in US Dollar) 320,000

508,500

1,280,000 1,600,000

1,280,000 320,000 2,108,500

39.4 The Group had commitments with non-related parties where the Group confirmed to purchase goods as at December 31, 2017 in the amount of USD 55 million and Baht 309 million. (As at December 31, 2016, the amount was USD 70 million and Baht 320 million) 39.5 Long-term service commitment The Group entered into a logistics and distribution services agreement with a company and has a commitment to pay for the service fee based on total operating expense and management fee at a rate stipulated in the agreement. 39.6 Other commitments as at December 31, 2017 and 2016 were as follows:

Letters of credits for goods and unused supplies Bank guarantees Total

Consolidated financial statements 2017 2016 528,540 622,122 1,150,662

824,662 756,673 1,581,335

Unit : Thousand Baht Separate financial statements 2017 2016 18,667 196,108 214,775

15,348 199,397 214,745

As at December 31, 2017, the Group and the Company had unutilized credit facilities totaling Baht 74,258 million and Baht 20,693 million, respectively (2016 : Baht 66,629 million and Baht 18,427 million, respectively). 40.

LITIGATION

Big C Supercenter Public Company Limited Group, a subsidiary of the Group has been sued by other entities as co-defendant for breach of contracts and other cases in which the cases are currently being considered by the Civil Court. Furthermore, the group of subsidiaries has been sued by certain individuals. The Group has set up provision for litigation included as a part of short-term provision in the consolidated financial statements as of December 31, 2017. The Group believes that such proceedings, when resolved, will not materially affect the Groupâ&#x20AC;&#x2122;s financial position and result of operations.

124

Berli Jucker Public Company Limited

125

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2017 41.

EVENTS AFTER THE REPORTING PERIOD

41.1

On January 4, 2018, the Company sold an investment in T.C.C. Technology Company Limited to a related company, of which is in the group of the ultimate parent company by 21,930,000 shares at Baht 27.91 per share, totaling Baht 612 million (see Note 11).

41.2

On January 5, 2018 and February 12, 2018, the Company registered the increase in the issued and paid-up share capital with the Department of Business Development, Ministry of Commerce of 1,045,300 shares and 547,500 shares, respectively, at par value Baht 1 per resulted in share issued and paid-up share capital totaling Baht 3,997,263,399. The change resulted from the exercise of the warrants to purchase ordinary shares of the Company which are issued and offered to executives and employees of the Company and/or its subsidiaries.

41.3

On February 27, 2018, the Board of Directors’ Meeting of the Company No. 1/2018 passed the resolutions as follows; 41.3.1 Agreed to propose to the Annual General Meeting for approving the dividend payment for the 2017 operating result at Baht 0.57 per share. The Company made interim dividend payment on September 13, 2017 at Baht 0.15 per share resulting in the remaining dividend payment at year end at Baht 0.42 per share. 41.3.2 Approved an increase of credit facilities with financial institutions totaling Baht 7,900 million in order for repayment of due liabilities and/or using in the Group’s operation or business expansion. 41.3.3 Agreed to propose to the Annual General Meeting for approving the additional limit of debenture issuance and offering of Baht 20,000 million in order for the flexibility of existing debenture redemption. 41.4.4 Agreed to propose to the Annual General Meeting for approving the issuance and offering of warrants to purchase the ordinary shares of the Company to the executives and employees of the Company and/or its subsidiaries under the Employee Stock Option Program 2018 (“BJC ESOP 2018”) in total amount of 80,000,000 units for a total period of 5 years, up to 16,000,000 units each year. In the case that there are warrants remaining from the allocation of warrants in amount of less than 16,000,000 units, such remained warrants will be allocated in the next year in amount of more than 16,000,000 units. However, the total amount of warrants for total period of 5 years will be up to 80,000,000 units. In addition, approved a decrease and increase the authorized capital to accommodate such additional warrant issuance for the executives and employees of the Company and/or its subsidiaries.

42.

APPROVAL OF THE FINANCIAL STATEMENTS

The financial statements were authorized for issue on February 27, 2018 by the Board of Directors of the Company.

125

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Financial Report 2017

Related Parties Transactions For the year ended 31 December 2017 and 2016, the Company has significant related parties business transactions as shown in notes to the financial statements which Audit Committee's opinion agreed with the Board of Directors'. The details are as belows. 1 Revenues 1.1 Revenue from Sales of goods and rendering of services

Related Company

Type of business

Subsidiaries 1. Asia Books Company Retailer of books and Limited magazines 2. Berli Jucker Cellox Limited Manufacture of sanitary paper products

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Indirect subsidiary Holds 100.00% of shares Direct subsidiary Holds 94.84% of shares

1,017

3. Berli Jucker Foods Limited Manufacture of snack foods 4. Berli Jucker Logistics Customs clearing, Limited warehousing, transportation and distribution services 5. Berli Jucker Specialties Sale of chemicals Limited 6. Thai Dairy Company Limited Manufacture and distribute fresh yogurt and milk product 7. BJC Specialties Company Non-alcohol beverage Limited shop 8. BJC Healthcare Company Distribution of Limited pharmaceutical products, medical equipment and supplies

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

783

1,572

3,000

5,023

541

251

1,559

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

646,851

426,422

1,037,079

9. BJH Investment Company Investment Limited 10. BJH Medical Company Distribution of Limited pharmaceutical products and medical supplies

Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

142

230,766

36,419

Direct subsidiary Holds 99.15% of shares Indirect subsidiary Holds 100.00% of shares

1,214

1,128 Sale of goods and services plus margin 1,074 "

Berli Jucker Public Company Limited

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Subsidiaries 11. BJC Industrial and Trading Sale of imaging Direct subsidiary Company Limited product, stationery and Holds 100.00% of shares construction supplies

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 -

Business transaction

13,193 Sale of goods and services plus margin

12. BJC Cellox (Vietnam) Agent Company Limited (Formerly BJC International (Vietnam) Limited)

Indirect subsidiary Holds 100.00% of shares

136

439

13. BJC International Company Agent Limited 14. Montana Marketing Distribution of Company Limited pharmaceutical products and medical supplies 15. BJC Packaging Company Investment Limited 16. BJC Commerce Company Wholesale Limited 17. Cosma Medical Company Distribution of Limited pharmaceutical products, medical equipment and supplies

Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

433

236

314,903

50,229

(232)

59,600

573,376

206,505

48,337

980

17,765

18. Cosma Trading Company Limited

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

Distribution of Subsidiary of indirect pharmaceutical subsidiary products, medical Holds 100.00% of shares equipment and supplies

19. BJC Glass (Thailand) Investment Company Limited (Formerly BJC Ogenki Company Limited)

Indirect subsidiary Holds 100.00% of shares

127

128

Financial Report 2017

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Subsidiaries 20. Montana Company Limited Distribution of Direct subsidiary pharmaceutical Holds 100.00% of shares products, medical equipment and supplies 21. Rubia Industries Limited

22. T.C.C. Technology Company Limited

Manufacture of soap, cosmetics and confectionery Rendering services of information technology

23. Thai Beverage Can Limited Manufacture of aluminum cans 24. Thai Corp International Agent (Vietnam) Company Limited 25. Thai Glass Industries Public Company Limited 26. Thai Glass Technology Company Limited 27. Thai Malaya Glass Company Limited 28. Thai-Scandic Steel Company Limited 29. BIGC Supercenter Public Company Limited

Associates 1. Gaew Grung Thai Company Limited

Manufacture of glass containers Seminar and training center Manufacture of glass containers Manufacture of galvanized steel structures Retail

Trading cullets,glass bottle,plastics and used supplies

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

1,740

9,310 Sale of goods and services plus margin

Direct subsidiary Holds 99.85% of shares

1,433

2,958

Direct subsidiary Holds 51.00% of shares

2,400

127

Direct subsidiary Holds 50.00% of shares Subsidiary of indirect subsidiary Holds 75.00% of shares Direct subsidiary Holds 98.60% of shares Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

588

611

1,910

3,830

8,628

7,142

6,506

7,738

250

6,429

1,180,350

673,709

3,096,892

2,499,768

Subsidiary of indirect subsidiary Holds 99.85% of shares Total Associate, subsidiary holds 25.00% of shares

314

4,511 Sale of goods and services plus margin

Berli Jucker Public Company Limited

Related Company Associates 2. TCC Logistics and Warehouse Company Limited

Type of business

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul and common shareholders

3,895

40,553 Sale of goods and services plus margin

Total

4,209

45,064

Joint ventures 1. Malaya Glass Products Sdn Manufacture of glass Bhd containers

Subsidiary of joint venture Holds 50.00% of shares

10,507

2. Malaya-Vietnam Glass Limited

Manufacture of glass containers

Subsidiary of joint venture Holds 35.00% of shares

9,930

96,404

3. BJC & CF (Thailand) Company Limited

Manufacture and distribution of pharmaceutical products Importer and distributor of soda ash Manufacture of rigid plastic containers Cloud services

Joint venture Holds 51.00% of shares

Joint venture Holds 50.00% of shares Joint venture Holds 49.00% of shares Joint venture Holds 30.60% of shares Total

5,044

4,852

23,292

6,400

48,780

118,737

4. Berli Asiatic Soda Company Limited 5. Berli Dynaplast Company Limited 6. Leap Solutions Asia Company Limited Other related parties 1. 28 Commercial Company Limited 2. Anantasiri Pattana Company Limited 3. Asiatic House Company Limited

Distribution Business

Ownership Interest/ Relationship with the Company

129

Investment

11,080 Sale of goods and services plus margin

Common shareholders

Property management Common shareholders

181

20 Sale of goods and services plus margin 196 "

Real estate

260

135

Common shareholders

130

Financial Report 2017

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Other related parties 4. Asset Management Investment advisory Co-director Advisory Company Limited and asset management - Dr. Chaiyut Pilun-Owad and common shareholders 5. At Mediafront Company Limited

Advertisement and publication services businesses 6. Athimart Company Limited Spirits distiller

Common shareholders

7. Asiatic Hotel Collection Company Limited 8. Asset World Leisure Company Limited 9. Asset World Retail Company Limited 10. Asset World Synergy Company Limited 11. Asset World Estate Company Limited 12. A C K Realty Company Limited 13. Asia Horeca Company Limited 14. Asset World Advisory Company Limited 15. ASM Management Company Limited

16. Agent Management Company Limited

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 192

Business transaction

250 Sale of goods and services plus margin

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

210

407

Hotel and restaurant

Common shareholders

133

103

Laundry Service

Common shareholders

4,480

3,623

Shopping center management Real estate

Common shareholders

7,513

4,234

Common shareholders

223

242

Investment

Common shareholders

2,910

2,306

Real estate

Common shareholders

Investment

Common shareholders

146

Shopping center management Asset management provider

Common shareholders

1,252

Non-alcoholic beverage sales agent

Common shareholders

230

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Berli Jucker Public Company Limited

Related Company Other related parties 17. Baanboung Vetchakij Company Limited

18. Bangna Glass Company Limited 19. Bangna Pattanakit Company Limited 20. Beer Thai (1991) Public Company Limited

21. Beerthip Brewery (1991) Company Limited

Type of business

Clinical businesses

Ownership Interest/ Relationship with the Company Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

Glass bottle Common shareholders manufacturer & distributor Warehouse businesses Common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 13,928

131

Business transaction

14,775 Sale of goods and services plus margin

184

216

Spirits distiller

Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders

530,676

621,624

Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

331,783

338,060

22. Bodhi Tree Landscape Real estate Company Limited 23. Bangkok Land And Houses Real estate Public Company Limited

Common shareholders

(24)

Common shareholders

586

452

24. Bang Pa-In Paper Mill Manufacture and sale Industry Company Limited of paper

Common shareholders

450

1,213

25. Charoenwannakij Company Investment Limited 26. Cosmos Brewery (Thailand) Spirits distiller Company Limited

Common shareholders

99,767

77,443

132

Financial Report 2017

Related Company

Type of business

Other related parties 27. Cristalla Company Limited Sugar cane planting

28. Cha-Am Resort Town Company Limited 29. CAC Company Limited 30. Chang International Company Limited

Real estate

Ownership Interest/ Relationship with the Company Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 6,165

Business transaction

5,373 Sale of goods and services plus margin

Common shareholders

287

165

Financial and Common shareholders investment advisory Advertisement and Common shareholders public relations service

1,304

1,470

232

Common shareholders

255

3,503

Common shareholders

239

Common shareholders

918

Common shareholders

37,191

3,884

Common shareholders

159

1,218

Common shareholders

(1)

127

31. Cash van management Transportation and Company Limited distribution services 32. Concept Land 8 Company Agriculture businesses Limited 33. Concept Land 7 Company Real estate Limited 34. Concept Land 9 Company Hotel Limited 35. Concept Land 10 Company Hotel Limited 36. CW Tower Company Property management Limited 37. Dhanasindhi Company Buildings construction Limited 38. DhosPaak Company Limited Advertisement and public relations 39. Eastern Chemical Manufacture and sale Company Limited of ethanol fuel in domestic and foreign

Berli Jucker Public Company Limited

Related Company Other related parties 40. ESPN International Company Limited 41. F & B International Company Limited

Type of business

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Common shareholders

158

Sale foods and Common shareholders beverages at Queen Sirikit convention center

413

42. Food & Fun Company Limited 43. Fuengfuanant Company Limited

Foods and beverages Common shareholders

622

419

250

44. F&N Dairies (Thailand) Company Limited

Manufacture and sale Common shareholders of dairy products and fruit juice Manufacture and Common shareholders distribution of ice cream

42,382

32,892

52,329

39,561

Manufacture and Common shareholders distribute foods & beverages 47. Food of Asia Company Manufacture and Common shareholders Limited distribute foods & beverages 48. FCL Management Services Project consultant and Common shareholders Pte. Ltd. project management

151,314

310,713

1,198

633

66,076

57,363

45. F&N United Company Limited

Real estate

Ownership Interest/ Relationship with the Company

Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

46. F&N Beverages Manufacturing Sdn Bhd

152 Sale of goods and services plus margin 415 "

49. Frasers Property Holdings Investment (Thailand) Company Limited

Common shareholders

331

50. First Square Company Limited 51. Golden Wealth Company Limited

Common shareholders

Project consultant and Common shareholders project management

1,299

1,065

Real estate

133

134

Financial Report 2017

Related Company

Type of business

Other related parties 52. Grand U Living Company Real estate Limited 53. Grand Unity Development Condominiums and Company Limited consultant in commercial management 54. Golden Land Property Real estate Development Public Company Limited

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Common shareholders

7 Sale of goods and services plus margin 2,838 "

Common shareholders

5,270

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

8,885

11,346

Common shareholders

5,943

5,122

1,291

636

55. Golden Land Residences Company Limited 56. Golden Ventures Leasehold Real Estate Investment Trust

Real estate

57. Grand Paradise Property Company Limited 58. Hotel World 8 Company Limited 59. Hotel World 7 Company Limited 60. Hotel World 4 Company Limited 61. Hotel World 5 Company Limited 62. Hotel World 9 Company Limited 63. Hotel World 12 Company Limited 64. Horeca Management Company Limited 65. Hotel World 10 Company Limited

Real estate

Common shareholders

Hotel

Common shareholders

167

Hotel

Common shareholders

255

557

Hotel

Common shareholders

282

Hotel

Common shareholders

237

Hotel

Common shareholders

168

199

Hotel

Common shareholders

155

258

Distribution channel management Hotel

Common shareholders

Real Estate Investment Co-director Trust - Mr. Sithichai Chaikriangkrai and common shareholders

Berli Jucker Public Company Limited

Related Company

Type of business

Other related parties 66. Asset World Wex Company Garment & laundry Limited (Formerly I Laundry business Service Company Limited )

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Common shareholders

365

67. Indara Insurance Public Company Limited 68. Inver House Distillers Limited

Assurance businesses Common shareholders

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

557

69. Inter Horeca Company Limited 70. Kalae Night Bazaar Company Limited 71. Kanchanasingkorn Company Limited

Hotel product and Common shareholders space management Rental space provider Common shareholders and Utilities Spirits distiller Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

880

172

712

658

173

299

423

691

Production and distribution of spirits

135

- Sale of goods and services plus margin

72. Kankwan Company Limited Spirits distiller

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

73. Kaset thip (2010) Company Limited 74. Kasem subsiri Company Limited 75. Kasem subsiri 1 Company Limited 76. Tor Yod Market AEC Company Limited (Formerly Kasem subsiri 2 Company Limited)

Agricultural material provider Real estate

Common shareholders

Hotel

Common shareholders

348

940

Investment

Common shareholders

135

136

Financial Report 2017

Related Company Other related parties 77. Kasemsubvadhana Company Limited 78. Kasemsubbhakdi Company Limited 79. Lan Chang Development Company Limited 80. Asset World Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Real estate

Common shareholders

175

Real estate

Common shareholders

Real estate

Common shareholders

151

211

Food center and Intellectual Property (IP) services Spirits distributor

Common shareholders

7,990

4,194

223

342

82. Lertrathakarn Company Limited 83. Lakeview Golf and Yacht Club Company Limited

Real estate

Common shareholders

420

Golf course service

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

84. Mongkolsamai Company Limited

Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

167

287

85. Muangkao Company Limited 86. Media Front Company Limited 87. Asset World Hotel Company Limited 88. MS & KC Development Company Limited 89. Mosho Entertainment Company Limited

Real estate

Common shareholders

Real estate

Common shareholders

292

119

Hotel

Common shareholders

1,663

812

Real estate

Common shareholders

393

1,168

Production of film and videotape

Common shareholders

81. Luckchai Liquor Trading Company Limited

Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders

432 Sale of goods and services plus margin "

Berli Jucker Public Company Limited

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Other related parties 90. MM Mega Market (Vietnam) Wholesale Company Limited

Common shareholders

142,237

91. Max Asia Company Limited Bakery shop

Common shareholders

879

92. Mong Reththy Investment Cambodia Oil Palm Company Limited

Co-director - Mr. Aswin Techajareonvikul and common shareholders

198

Oil palm planting

149,322 Sale of goods and services plus margin

93. N.C.C. Exhibition Organizer Building management Company Limited and project management 94. N.C.C. Image Company Construction and Limited exhibition provider 95. N.C.C. Management & Space rental for Development Company exhibition businesses Limited 96. Nateechai Company Limited Spirits distiller

Common shareholders

1,662

1,875

410

428

97. Nice Hotel Company Limited 98. Nongkhai Country Golf Club Company Limited 99. Norm Company Limited 100. North Park Golf And Sport Club Company Limited

Real estate

Common shareholders

Golf course & real estate Interior design Golf and sport club service

Common shareholders

1 1,242

1 1,308

" "

Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders

Common shareholders Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

137

138

Financial Report 2017

Related Company Other related parties 101. Num Kijjakarn Company Limited 102. Num Muang Company Limited 103. Num Nakorn Company Limited 104. Num Palang Company Limited 105. Num Thip Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Spirits distributor

Common shareholders

Spirits distributor

Common shareholders

Spirits distributor

Common shareholders

163

919

Spirits distributor

Common shareholders

259

518

Sale of alcohol, soda and water Spirits distributor

Common shareholders

113

983

106. Num Thurakij Company Limited 107. Num Yuk Company Limited Spirits distributor

Common shareholders

230

824

Common shareholders

284

837

108. Numrungrod Company Limited

Spirits distributor and alcohol consultant service Hotel

Common shareholders

415

578

Common shareholders

183

159

Real estate

Common shareholders

711

Japanese restaurant businesses

Co-director - Mr. Prasit Kovilaikool - Mr. Sithichai Chaikriangkrai and common shareholders

23,808

19,122

112. Oishi Trading Company Limited

Sale and produce Co-director instant Japanese foods - Mr. Sithichai Chaikriangkrai and common shareholders

10,663

17,282

113. Oishi Ramen Company Limited

Sale of foods & beverages

1,021

109. New Multi Mine Company Limited 110. North Sathorn Realty Company Limited 111. Oishi Group Public Company Limited

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

793 Sale of goods and services plus margin 607 "

Berli Jucker Public Company Limited

Related Company Other related parties 114. Office World 1 Company Limited 115. Oknha Mong Port Company Limited 116. One Bangkok Holdings Company Limited 117. Paksong Capital Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Real estate

Common shareholders

202

Port Business

Common shareholders

2,472

Real estate

Common shareholders

28,045

Investment

Co-director - Mr. Aswin Techajareonvikul and common shareholders

649

709

118. Pan International (Thailand) Purchasing service, Co-director Company Limited wholesale spare parts - Mr. Sithichai Chaikriangkrai and common shareholders

2,188

1,386

Common shareholders

126

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

623

1,344

473

591

Common shareholders

1,755

1,409

Common shareholders

2,623

1,821

Common shareholders

2,836

2,411

119. Pisetkij Company Limited

Trading cullet, glass bottle 120. Plantheon Company Limited Investment in related agricultural industrial businesses

121. Plantheon Trading Company Limited

Sugar and agricultural Common shareholders product trading

122. Pomcharoen Company Limited 123. Pomchock Company Limited 124. Pomkit Company Limited

Sale of alcohol, soda and water Sale of alcohol, soda and water Sale of alcohol, soda and water

139

147 Sale of goods and services plus margin "

140

Financial Report 2017

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Other related parties 125. Pomklang Company Limited Sale of alcohol, soda Common shareholders and water 126. Pomnakorn Company Sale of alcohol and beer Common shareholders Limited 127. Pompalang Company Sale of alcohol, soda Common shareholders Limited and water 128. Modern Trade Spirits distiller Common shareholders Management Company Limited 129. Pridiprapa Company Hotel business Common shareholders Limited 130. Pomburapa Company Sale and imported of Common shareholders Limited spirits 131. Pomtip (2012) Company Sale of beer and Common shareholders Limited beverages 132. Pornpatanasin Company Agriculture businesses Common shareholders Limited 133. Pramuanphon Company Distributor and spirits Common shareholders Limited distiller 134. Permsubsiri 2 Company Shopping center Common shareholders Limited 135. Paksong Highland Coffee businesses Common shareholders Company Limited 136. P.I.T. Factory Company Real estate Common shareholders Limited 137. Prime Plus Asset Company Real estate Common shareholders Limited 138. Quality Pineapple Products Manufacture of Co-director Company Limited pineapple products - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

139. Quantum Assets Management Company Limited

Real estate

Common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 2,088

Business transaction

1,903

1,599 Sale of goods and services plus margin 1,746 "

3,428

1,750

238,511

124,318

127

3,016

2,429

3,620

2,723

390

733

339

217

1,143

454

731

Berli Jucker Public Company Limited

Related Company Other related parties 140. Red Bull Distillery (1988) Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 1,146

141

Business transaction

Distributor and spirits distiller

Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders

769 Sale of goods and services plus margin

141. Ratchayothin Tower Company Limited 142. Retail World 6 Company Limited 143. Retail World 4 Company Limited 144. Riverside Homes Development Company Limited 145. S&S Sukhumvit Company Limited 146. S.A.S. Trading Company Limited

Real estate

Common shareholders

455

262

Shopping center

Common shareholders

646

546

Real estate

Common shareholders

Real estate

Common shareholders

Real estate

Common shareholders

239

Investment in overseas Common shareholders hotel business

147. S.S. Karnsura Company Limited

Spirits distiller

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

219

301

148. Sang Som Company Limited

Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

2,587

2,688

149. Serm Suk Public Company Manufacture and sale Limited of beverage

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

215,915

242,899

150. Service Alliance Company Parking space Limited management

Common shareholders

288

306

142

Financial Report 2017

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Other related parties 151. Siam Food Products Public Manufacture, export, Co-director Company Limited sale of secondary - Mr. Prasert Maekwatana processed agricultural - Mr. Sithichai products Chaikriangkrai - Mr. Prasit Kovilaikool - Pol.Gen. Krisna Polananta and common shareholders 152. Siam Realty Company Limited 153. Simathurakij Company Limited

Property management Common shareholders Distributor and spirits distiller

154. Siripat Trading Company Investment Limited 155. Siriwana Company Limited Investment

Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders Common shareholders Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

156. Southeast Capital Vehicle business Common shareholders Company Limited 157. Southeast Insurance Pubic Insurance businesses Common shareholders Company Limited

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 1,907

Business transaction

2,837 Sale of goods and services plus margin

198

271

489

167

4,229

4,183

13,300

7,512

Berli Jucker Public Company Limited

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Other related parties 158. Southeast Group Company Car and office supplies Co-director Limited leasing - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Dr. Chaiyut Pilun-Owad and common shareholders 159. Southeast Life Insurance Public Company Limited 160. SPM Food & Beverage Company Limited

Life insurance businesses Manufacture and sale liquor beer, soda and all beverage Sport service

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 3

Business transaction

1 Sale of goods and services plus margin

Common shareholders

6,183

2,988

Common shareholders

161. Sports and Recreation Management Company Limited 162. Sura Bangyikhan Company Spirits distiller Limited

Common shareholders

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

594

1,003

163. Sura Piset Thipharat Spirits distributor Company Limited 164. Surasate Company Limited Real estate

Common shareholders

159

250

Common shareholders

197

103

165. Serm Suk Beverage Company Limited

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

735

Common shareholders

104

Manufacture and distribution of beverages

166. Sathorn Subsin Company Real estate Limited 167. SMJC Development Restaurant Company Limited 168. TCC-Ha Chiang Company Port Business Limited (Formerly Sin Somnuk Company Limited)

143

144

Financial Report 2017

Related Company

Type of business

Other related parties 169. Suvannaphum Investment Investment Company Limited

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Common shareholders

Business transaction

- Sale of goods and services plus margin

170. Suansilp Pathana 10 Company Limited 171. Senses Property Management Company Limited 172. Stonehenge Inter Company Limited

Real estate

Common shareholders

1,097

248

Residential juristic person management

Common shareholders

Provide management Common shareholders and control services for architectural and interior design services

173. Stonehenge Company Limited

Provide services in Common shareholders design architecture and structure Property management Common shareholders and sale of foods & beverages

100

9,132

2,341

196

403

174. T.C.C. Commercial Property Management Company Limited

175. TCC Corporation Company Holding company Limited

Major shareholders and co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul

176. T.C.C. Hotel Collection Company Limited 177. Tawanna Night Bazaar Company Limited

Common shareholders

35,463

494

Rental space provider Common shareholders

219

471

Hotel and restaurant

Berli Jucker Public Company Limited

Related Company Other related parties 178. TCC Capital Land Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Real estate

Common shareholders

Investment

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

342

1,649 Sale of goods and services plus margin "

180. TCC Land Company Limited Mortgage, pawn, sale of consignment and other business transaction related to immovable assets

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

699

6,250

181. TCC Land Commercial Company Limited 182. TCC Land Development Company Limited 183. Deesermkit Company Limited 184. TCC Land International (Thailand) Company Limited

Asset management provider Real estate

Common shareholders

585

Common shareholders

435

591

Real estate

Common shareholders

Real estate

Common shareholders

(160)

Common shareholders

5,183

50,409

Common shareholders

142

210

Common shareholders

179. TCC Asset World Corporation Company Limited (Formerly TCC Hotel Group Company Limited)

185. TCC Land Retail Company Hotel, restaurant, bar, Limited night club, bowling businesses 186. TCC Luxury Hotels and Hotel and restaurant Resort Company Limited 187. Value Hotels Company Hotel and restaurant Limited 188. TCCCL Asoke Company Real estate Limited 189. TCCCL Narathiwad Real estate Company Limited

1,457

145

146

Financial Report 2017

Related Company Other related parties 190. TCCCL North Park Company Limited 191. TCCCL Rachatewi Company Limited 192. TCCCL Sena Company Limited 193. Terragro Bio-Tech Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Real estate

Common shareholders

957

Real estate

Common shareholders

Real estate

Common shareholders

730

981

9,207

5,170

Biogas manufacturing Co-director businesses - Mr. Prasert Maekwatana and common shareholders

3,939 Sale of goods and services plus margin 27 "

194. Terragro Company Limited Agriculture

Common shareholders

195. Terragro Fertilizer Company Limited

Manufacture and sale of chemical fertilizer

Co-director - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

196. Terragro Land1 Company Limited 197. Terragro Land2 Company Limited 198. Thai Agro Products Company Limited 199. Thai Alcohol Public Company Limited 200. Thai Beverage Energy Company Limited 201. Thai Beverage Logistics Company Limited 202. Thai Beverage Marketing Company Limited

Agricultural garden service Agricultural garden service Processing agricultural products Alcohol Manufacture

Common shareholders

750

698

Common shareholders

6,463

1,647

Production and sale of Common shareholders fertilizer and biogas Logistic Common shareholders

17,157

11,063

824

Sale and imported of spirits

Common shareholders

Berli Jucker Public Company Limited

Related Company Other related parties 203. Thai Beverage Public Company Limited

204. Thai Beverage Recycle Company Limited

Type of business

Investment

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

155,659

Sale of packaging and Co-director glass containers - Mr. Sithichai Chaikriangkrai and common shareholders

5,185,661

5,415,466

4,769

35,720

393

619

7,085

1,221

194

277

205. Thai Cooperage Company Manufacture and sale Limited of oak barrels

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

206. Thai Drink Company Limited Manufacture and distributor of liquor, beer and soda drinks 207. Thanapakdi Company Spirits distiller Limited

Common shareholders

208. The Chonburi Sugar Corp. Ltd. 209. The Suphanburi Sugar Industry Company Limited 210. Theparunothai Company Limited

Common shareholders

Manufacture of sugar

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

Manufacture, sale and Common shareholders export sugar Spirits distiller Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

147

84,209 Sale of goods and services plus margin

148

Financial Report 2017

Related Company Other related parties 211. Thip Kamphaengphet Bio Energy Company Limited 212. Thip Sugar Kamphaengphet Company Limited 213. Thip Sugar Sukhothai Company Limited 214. Thippattana Arcade Company Limited 215. Thipsukhothai Bioenergy Company Limited 216. TCC Verngnakornkhasem Company Limited 217. TCC Engineering services Company Limited 218. Thai-Lysaght Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Manufacture and sale of electricity Manufacture, sale, export sugar

Common shareholders

301

2,303 Sale of goods and services plus margin 38,352 "

Common shareholders

8,885

Manufacture, sale, export sugar Space rental services

Common shareholders

3,981

8,919

Common shareholders

7,703

5,930

Power & electricity plant Common shareholders

451

232

Real estate

Common shareholders

190

398

Consulting engineering Common shareholders Service Distributor of zinc oxide Common shareholders and other chemical

189

533

291

219. TCCCL Fourteen Company Real estate Limited 220. TCC Hotel Asset Real estate Management Company Limited 221. Thai Retail Investment Fund Property Fund

Common shareholders

24,043

75,452

Common shareholders

924

2,157

222. TCC Assets (Thailand) Company Limited 223. Thai Beverage Training Company Limited 224. Thip Sukhothai Bio-Tech Company Limited

Common shareholders

10,052

13,030

Seminar and training Common shareholders center Production and Common shareholders distribution of organic fertilizers Project consultant and Common shareholders project management

820

221

195

(36)

280

225. TCC Sirilanna Company Limited 226. TCC Privilege Card Company Limited

Investment

Common shareholders

Berli Jucker Public Company Limited

Related Company Other related parties 227. TCC Phumipat Company Limited (Formerly TCC Sport and Recreation Company Limited) 228. Thip Suphanburi Bio Energy Company Limited 229. Thai Show 2013 Company Limited 230. Thip Nakhonsawan Bio Energy Company Limited 231. Thip Sugar Nakhonsawan Company Limited 232. TCC Nawamin Phumipat Company Limited (Formerly TCC World Company Limited) 233. TCC Bang Sai Phumipat Company Limited (Formerly TCCCL 1 Company Limited)

Type of business

Investment

Ownership Interest/ Relationship with the Company Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Power and electricity Common shareholders plant Show management Common shareholders service Power & electricity plant Common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 265

Business transaction

- Sale of goods and services plus margin

200

125

150

Manufacture and sale of sugar Real estate

Common shareholders

150

Common shareholders

137

Real estate

Common shareholders

234. TCC Khao Yai Phumipat Real estate Common shareholders Company Limited (Formerly T.C.C. Property Company Limited) 235. TCCCL Ladphao Company Project consultant and Common shareholders Limited project management

236. TCC Land R I Company Limited 237. Thai Hotel Investment Freehold and Leasehold Property Fund 238. The Residence 12 Company Limited

149

Investment

Common shareholders

256

Property Fund

Common shareholders

342

7,824

Real estate

Common shareholders

150

Financial Report 2017

Related Company

Type of business

Other related parties 239. TCC Phusornkaew Manufacture and sale Company Limited (Formerly of electricity TCC Solar Power 1 Company Limited)

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Common shareholders

240. The Imperial Angkor Palace Hotel Hotel Company Limited

Common shareholders

170

241. Taveephol Agriculture Agriculture businesses Company Limited 242. The Residence 9 Company Real estate Limited 243. TCC Intertrade Company Investment Limited

Common shareholders

3,584

1,449

Common shareholders

554

494

244. TICON Industrial Connection Public Company Limited 245. Connextion Company Limited (Formerly The Assets Consultancy Company Limited) 246. Tonic International Company Limited 247. TICON Logistics Park Company Limited

Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul and common shareholders

Ready-built factories Common shareholders and warehouses for rent

4 Sale of goods and services plus margin

Consultant service in real estate

Common shareholders

Investment

Common shareholders

Real estate business Common shareholders development of warehouse for rent/sale

862

Common shareholders

248. TICON Management REIT manager Company Limited 249. The QSR of Asia Company Sale of foods & Limited beverages

Berli Jucker Public Company Limited

Related Company

Type of business

Other related parties 250. United Winery and Distillery Spirits distiller Company Limited

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

151

Business transaction

Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders

1,186

1,598 Sale of goods and services plus margin

5,654

4,258

251. Univentures Public Company Limited

Real estate

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

252. Univentures Asset Management Company Limited 253. United home Company Limited 254. Univentures Reit Management Company Limited

Consultant service in investment and management Real estate

Common shareholders

281

177

Reit in Real Estate Investment Trust

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

142

106

255. Vana Belle Tree Company Limited 256. VNU Exhibition Asia Pacific Company Limited

Trading in trees Common shareholders business Service of exhibitions, Common shareholders conferences and seminars Real estate Common shareholders

134

2,686

7,874

2,327

1,695

370

375

1,346

257. The Street Retail Development Company Limited 258. Wattanapat Trading Real estate Common shareholders Company Limited 259. Wiengsiri Company Limited Hotels, Resort & Golf Common shareholders course 260. World Book and Media Book center and rental Common shareholders Company Limited space provider

152

Financial Report 2017

Related Company

Type of business

Other related parties 261. Wrangyer Beverage (2008) Manufacture and sale Company Limited of nourishment beverages

262. World Sugar Export Company Limited

Ownership Interest/ Relationship with the Company Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Manufacture, sale and Common shareholders export sugar Total

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 9,780

Business transaction

10,208 Sale of goods and services plus margin

167

7,655,456

7,982,864

1.2 Interest received

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Subsidiaries 1. Berli Jucker Cellox Limited Manufacture of sanitary Direct subsidiary paper products Holds 94.84% of shares

2. Berli Jucker Foods Limited Manufacture of snack foods 3. Berli Jucker Logistics Customs clearing, Limited warehousing, transportation and distribution services 4. Berli Jucker Specialties Sale of chemicals Limited 5. BJC Specialties Company Non-alcohol beverage Limited shop 6. BJC Healthcare Company Distribution of Limited pharmaceutical products, medical equipment and supplies

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 -

Business transaction

30 The company charged interest on loan to subsidiary companies at the borrowing cost and market rates. 17,992 "

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

20,610 1,515

964

Direct subsidiary Holds 99.15% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

(9)

104

3,634

4,300

Berli Jucker Public Company Limited

Related Company

Type of business

Subsidiaries 7. BJH Investment Company Investment Limited

8. BJC International Company Limited 9. BJC Logistics and Warehouse Company Limited 10. BJC Packaging Company Limited 11. BJC Commerce Company Limited 12. BJC Glass (Thailand) Company Limited (Formerly BJC Ogenki Company Limited) 13. Montana Company Limited

Agent

14. Rubia Industries Limited

15. BJC Consumer Company Limited 16. Thai Glass Industries Public Company Limited 17. Thai-Scandic Steel Company Limited

Investment

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Direct subsidiary Holds 100.00% of shares

12,336

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

749

Business transaction

2,185 The company charged interest on loan to subsidiary companies at the borrowing cost and market rates. "

978,829

1,925,824

159

796

309

124

2,357

Distribution of Direct subsidiary pharmaceutical Holds 100.00% of shares products, medical equipment and supplies

462

3,138

Manufacture of soap, cosmetics and confectionery Investment

Direct subsidiary Holds 99.85% of shares

193

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 98.60% of shares Indirect subsidiary Holds 100.00% of shares

8,721

6,469

311

1,479

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

2,229,670

1,315

229,785

Investment Wholesale Investment

Manufacture of glass containers Manufacture of galvanized steel structures Investment

18. BJC Retail Holding Company Limited 19. BJC Supercenter Company Investment Limited

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

153

154

Financial Report 2017

Related Company

Type of business

Subsidiaries 20. Samphunsamer Company Investment Limited

21. Saowanee Holdings Company Limited 22. BIGC Supercenter Public Company Limited 23. BJC C Distribution Company Limited 24. C Distribution (Thailand) Company Limited 25. BJC (Hong Kong) Company Limited Joint ventures 1. BJC-Mpoint International Company Limited

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Direct subsidiary Holds 100.00% of shares

716,120

Subsidiary of indirect subsidiary Holds 100.00% of shares Retail Subsidiary of indirect subsidiary Holds 99.85% of shares Investment Direct subsidiary Holds 100.00% of shares E-Commerce Subsidiary of indirect subsidiary Holds 99.91% of shares Financial management Direct subsidiary Holds 100.00% of shares Total

Investment

Wholesale and retail

Joint venture Holds 51.00% of shares

Business transaction

83,750 The company charged interest on loan to subsidiary companies at the borrowing cost and market rates. 77 "

20,614

1,714

8,659

3,997,890

2,287,451

809 The company charged interest on loan to joint venture at the borrowing cost and market rates. 809

Total

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

1.3 Dividends received Related Company

Type of business

Subsidiaries 1. Berli Jucker Cellox Limited Manufacture of sanitary Direct subsidiary paper products Holds 94.84% of shares

39,263

Business transaction

39,263 The company were received dividend income upon declaration at rates as announced to other shareholders.

Berli Jucker Public Company Limited

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Subsidiaries 2. Berli Jucker Foods Limited Manufacture of snack foods

Direct subsidiary Holds 100.00% of shares

124,418

3. Berli Jucker Logistics Limited

Customs clearing, warehousing, transportation and distribution services 4. BJC Healthcare Company Distribution of Limited pharmaceutical products, medical equipment and supplies

Direct subsidiary Holds 100.00% of shares

7,680

Direct subsidiary Holds 100.00% of shares

175,000

149,000

5. BJH Investment Company Investment Limited 6. BJC Industrial and Trading Sale of imaging Company Limited product, stationery and construction supplies

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

120,000

2,500

7. BJC Packaging Company Investment Limited 8. Montana Company Limited Distribution of pharmaceutical products, medical equipment and supplies

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

20,550

513,750

390,260

9. Rubia Industries Limited

Direct subsidiary Holds 99.85% of shares

127,792

219,921

Direct subsidiary Holds 51.00% of shares

10,683

6,926

Direct subsidiary Holds 50.00% of shares Direct subsidiary Holds 98.60% of shares

255,000

210,000

323,025

178,817

10. T.C.C. Technology Company Limited

Manufacture of soap, cosmetics and confectionery Rendering services of information technology

11. Thai Beverage Can Limited Manufacture of aluminum cans 12. Thai Glass Industries Manufacture of glass Public Company Limited containers

155

16,704 The company were received dividend income upon declaration at rates as announced to other shareholders. 8,200 "

156

Financial Report 2017

Related Company Subsidiaries 13. Thai Glass Technology Company Limited

Type of business

Seminar and training center

14. BJC Supercenter Company Investment Limited 15. Samphunsamer Company Investment Limited Associates 1. Gaew Grung Thai Company Limited

Trading cullets,glass bottle,plastics and used supplies

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Direct subsidiary Holds 100.00% of shares

35,000

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares Total

1,815

Associate, subsidiary holds 25.00% of shares

Total

- The company were received dividend income upon declaration at rates as announced to other shareholders. "

2,131,368

3,374,094

1,732,844

2,000

Business transaction

920 The company were received dividend income upon declaration at rates as announced to other shareholders. 920

Joint ventures 1. Berli Asiatic Soda Company Limited

Importer and distributor Joint venture of soda ash Holds 50.00% of shares

38,400

2. Berli Dynaplast Company Limited

Manufacture of rigid plastic containers

11,025

20,000 The company were received dividend income upon declaration at rates as announced to other shareholders. 21,560 "

49,425

41,560

Joint venture Holds 49.00% of shares Total

Berli Jucker Public Company Limited

157

1.4 Income from allocation of administrative expenses Related Company

Type of business

Ownership Interest/ Relationship with the Company

Subsidiaries 1. Berli Jucker Cellox Limited Manufacture of sanitary Direct subsidiary paper products Holds 94.84% of shares

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

24,004

36,955 The company charged management fee and other expenses such as Human Resource Management, Financial and Accounting Service, Legal Service, Information System Service to subsidiary company by plus margin from actual cost.

2. Berli Jucker Foods Limited Manufacture of snack foods 3. Berli Jucker Logistics Customs clearing, Limited warehousing, transportation and distribution services 4. Berli Jucker Specialties Sale of chemicals Limited 5. Thai Dairy Company Limited Manufacture and distribute fresh yogurt and milk product 6. BJC Specialties Company Non-alcohol beverage Limited shop 7. BJH Investment Company Investment Limited 8. BJC Industrial and Trading Sale of imaging Company Limited product, stationery and construction supplies

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

20,563

35,248

24,909

57,502

Direct subsidiary Holds 99.15% of shares Indirect subsidiary Holds 100.00% of shares

5,924

15,028

25,143

144,327

256,775

705

1,641

9. BJC Cellox (Vietnam) Agent Company Limited (Formerly BJC International (Vietnam) Limited)

Indirect subsidiary Holds 100.00% of shares

550

709

10. BJC International Company Agent Limited

Direct subsidiary Holds 100.00% of shares

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

158

Financial Report 2017

Related Company Subsidiaries 11. BJC Logistics and Warehouse Company Limited

15. 16.

17. 18.

19. 20.

21.

Investment

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Direct subsidiary Holds 100.00% of shares

Direct subsidiary Holds 100.00% of shares Retailer of books and Subsidiary of indirect magazines subsidiary Holds 100.00% of shares Ichiban Foods Company Manufacture of soybean Indirect subsidiary Limited Holds 75.00% of shares BJC Foods (Malaysia) Sdn Manufacture of snack Indirect subsidiary Bhd foods Holds 100.00% of shares BJC Glass (Thailand) Investment Indirect subsidiary Company Limited (Formerly Holds 100.00% of shares BJC Ogenki Company Limited) Marble & Stones Company Dormant Indirect subsidiary Limited Holds 100.00% of shares Phu Thai Group Joint Stock Sale of consumer Subsidiary of indirect Company products subsidiary Holds 64.55% of shares Thai An Vietnam Trading Retail Indirect subsidiary Company Limited Holds 100.00% of shares Rubia Industries Limited Manufacture of soap, Direct subsidiary cosmetics and Holds 99.85% of shares confectionery T.C.C. Technology Rendering services of Direct subsidiary Company Limited information technology Holds 51.00% of shares

1,835

49,962

104

9,947

12,027

5,010

16,350

48,410

25,068

17,581

31,489

11,996

17,992

12. BJC Packaging Company Limited 13. Distri-Thai Limited

14.

Type of business

Ownership Interest/ Relationship with the Company

Investment

6 The company charged management fee and other expenses such as Human Resource Management, Financial and Accounting Service, Legal Service, Information System Service to subsidiary company by plus margin from actual cost.

Berli Jucker Public Company Limited

Related Company

Type of business

Subsidiaries 22. Thai Beverage Can Limited Manufacture of aluminum cans

23. Thai Corp International Agent (Vietnam) Company Limited 24. BJC Consumer Company Limited 25. Thai Glass Industries Public Company Limited 26. Thai Glass Technology Company Limited 27. Thai Malaya Glass Company Limited 28. Thai-Scandic Steel Company Limited 29. BIGC Supercenter Public Company Limited 30. BJC Logistic World Company Limited

Investment Manufacture of glass containers Seminar and training center Manufacture of glass containers Manufacture of galvanized steel structures Retail

Warehouse business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

159

Business transaction

Direct subsidiary Holds 50.00% of shares

3,549

3,719 The company charged management fee and other expenses such as Human Resource Management, Financial and Accounting Service, Legal Service, Information System Service to subsidiary company by plus margin from actual cost.

Subsidiary of indirect subsidiary Holds 75.00% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 98.60% of shares Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

5,822

8,129

75,997

165,510

706

1,908

42,658

31,070

4,122

11,862

285,250

1,572

775,421

764,353

Subsidiary of indirect subsidiary Holds 99.85% of shares Indirect subsidiary Holds 100.00% of shares Total

160

Financial Report 2017

Related Company Associates 1. Gaew Grung Thai Company Limited

2. TCC Logistics and Warehouse Company Limited

Joint ventures 1. BJC O-I Glass Pte. Ltd.

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Trading cullets,glass bottle,plastics and used supplies

Associate, subsidiary holds 25.00% of shares

Distribution Business

Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul and common shareholders

194

28,025

Total

1,554

29,525

Investment

2. Malaya Glass Products Sdn Manufacture of glass Bhd containers

Joint venture Holds 50.00% of shares

Subsidiary of joint venture Holds 50.00% of shares

1,360

3,386

Business transaction

1,500 The company and subsidiary company charged management fee and other expenses such as Human Resource Management, Financial and Accounting Service, Legal Service, Information System Service to associates company by plus margin from actual cost. "

9 The company and subsidiary company charged management fee and other expenses such as Human Resource Management, Financial and Accounting Service, Legal Service, Information System Service to joint venture by plus margin from actual cost. 3,300

Berli Jucker Public Company Limited

Related Company Joint ventures 3. BJC & CF (Thailand) Company Limited

4. BJC Marine Resources Development Company Limited 5. Leap Solutions Asia Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Manufacture and distribution of pharmaceutical products

Joint venture Holds 51.00% of shares

884

Operated in lease prawn ponds and euipment Cloud services

Joint venture Holds 50.00% of shares

Joint venture Holds 30.60% of shares Total

685

5,045

4,105

Common shareholders

37,355

Other related parties 1. MM Mega Market (Vietnam) Wholesale Company Limited

2. Paksong Capital Company Investment Limited

161

706 The company and subsidiary company charged management fee and other expenses such as Human Resource Management, Financial and Accounting Service, Legal Service, Information System Service to joint venture by plus margin from actual cost.

47,510 The company charged management fee and other expenses such as Human Resource Management, Financial and Accounting Service, Legal Service, Information System Service to other related parties by plus margin from actual cost.

Co-director - Mr. Aswin Techajareonvikul and common shareholders

1,620

Total

38,975

47,510

162

Financial Report 2017

1.5 Other income Related Company Subsidiaries 1. Asia Books Company Limited

Type of business

Retailer of books and magazines

Ownership Interest/ Relationship with the Company Indirect subsidiary Holds 100.00% of shares

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 12,054

Business transaction

10,865 The company were received other income from subsidiary company at the contractually agreed prices.

2. Berli Jucker Cellox Limited Manufacture of sanitary Direct subsidiary paper products Holds 94.84% of shares

3. Berli Jucker Foods Limited Manufacture of snack foods 4. Berli Jucker Logistics Customs clearing, Limited warehousing, transportation and distribution services 5. Thai Dairy Company Limited Manufacture and distribute fresh yogurt and milk product 6. BJC Specialties Company Non-alcohol beverage Limited shop 7. BJC Healthcare Company Distribution of Limited pharmaceutical products, medical equipment and supplies

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

45,603

46,382

Indirect subsidiary Holds 100.00% of shares

597

629

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

3,943

394

8. BJH Investment Company Investment Limited 9. BJC Industrial and Trading Sale of imaging Company Limited product, stationery and construction supplies

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

13,582

13,000

(36)

10. BJC Cellox (Vietnam) Agent Company Limited (Formerly BJC International (Vietnam) Limited)

Indirect subsidiary Holds 100.00% of shares

(1)

Berli Jucker Public Company Limited

Related Company Subsidiaries 11. BJC Packaging Company Limited

Type of business

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Direct subsidiary Holds 100.00% of shares

716

12. BJC Commerce Company Wholesale Limited 13. Cosma Medical Company Distribution of Limited pharmaceutical products, medical equipment and supplies

Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

586

14. BJC Glass (Thailand) Investment Company Limited (Formerly BJC Ogenki Company Limited) 15. Rubia Industries Limited Manufacture of soap, cosmetics and confectionery 16. T.C.C. Technology Rendering services of Company Limited information technology

Indirect subsidiary Holds 100.00% of shares

2,171

122

Direct subsidiary Holds 99.85% of shares

1,469

910

Direct subsidiary Holds 51.00% of shares

552

17. Thai Corp International Agent (Vietnam) Company Limited

Subsidiary of indirect subsidiary Holds 75.00% of shares Direct subsidiary Holds 98.60% of shares Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

907

88,552

586

1,639

1,003

1,319

18. Thai Glass Industries Public Company Limited 19. Thai Glass Technology Company Limited 20. Thai Malaya Glass Company Limited 21. Thai-Scandic Steel Company Limited 22. BIGC Supercenter Public Company Limited

Investment

Ownership Interest/ Relationship with the Company

Manufacture of glass containers Seminar and training center Manufacture of glass containers Manufacture of galvanized steel structures Retail

Subsidiary of indirect subsidiary Holds 99.85% of shares

163

2,901 The company were received other income from subsidiary company at the contractually agreed prices.

164

Financial Report 2017

Related Company Subsidiaries 23. BJC Logistic World Company Limited

Type of business

Warehouse business

Ownership Interest/ Relationship with the Company Indirect subsidiary Holds 100.00% of shares

Total Associates 1. Gaew Grung Thai Company Limited

2. TCC Logistics and Warehouse Company Limited

Joint ventures 1. BJC O-I Glass Pte. Ltd.

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 -

172,358

176 The company were received other income from subsidiary company at the contractually agreed prices. 78,416

Trading cullets,glass bottle,plastics and used supplies

Associate, subsidiary holds 25.00% of shares

Distribution Business

Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul and common shareholders

816

24,056

Total

9,004

35,401

Investment

8,188

Business transaction

11,345 The company and subsidiary company were received other income from associates company at the contractually agreed prices. "

Joint venture Holds 50.00% of shares

103

2. Malaya Glass Products Sdn Manufacture of glass Bhd containers

Subsidiary of joint venture Holds 50.00% of shares

2,694

2,275

3. Malaya-Vietnam Glass Limited

Subsidiary of joint venture Holds 35.00% of shares

609

659

Manufacture of glass containers

- The company and subsidiary company were received other income from joint venture at the contractually agreed prices.

Berli Jucker Public Company Limited

Related Company Joint ventures 4. BJC & CF (Thailand) Company Limited

Type of business

Manufacture and distribution of pharmaceutical products

5. Berli Asiatic Soda Importer and distributor Company Limited of soda ash 6. Berli Dynaplast Company Manufacture of rigid Limited plastic containers 7. Leap Solutions Asia Cloud services Company Limited 8. BJC - MIB Company Limited Distribution of medical equipment and supplies and related services Other related parties 1. Beerthip Brewery (1991) Company Limited

2. F&N Dairies (Thailand) Company Limited 3. F&N United Company Limited 4. Food of Asia Company Limited

Spirits distiller

Ownership Interest/ Relationship with the Company

Business transaction

Joint venture Holds 51.00% of shares

224

211 The company and subsidiary company were received other income from joint venture at the contractually agreed prices.

Joint venture Holds 50.00% of shares Joint venture Holds 49.00% of shares Joint venture Holds 30.60% of shares Joint venture Holds 51.00% of shares

733

679

2,219

2,136

557

267

670

Total

6,923

7,187

Co-director - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

1,183

1,934 The company and subsidiary company were received other income from other related party at the contractually agreed prices.

Manufacture and sale Common shareholders of dairy products and fruit juice Manufacture and Common shareholders distribution of ice cream Manufacture and distribute foods & beverages

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

165

Common shareholders

19,613

14,756

750

480

2,749

226

166

Financial Report 2017

Related Company

Type of business

Other related parties 5. InterBev (Singapore) Limited

Marketing, trading of alcoholic beverage

Ownership Interest/ Relationship with the Company Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

6. MM Mega Market (Vietnam) Wholesale Company Limited

Common shareholders

7. Mong Reththy Investment Cambodia Oil Palm Company Limited

Oil palm planting

8. Num Kijjakarn Company Limited 9. Num Muang Company Limited 10. Num Nakorn Company Limited 11. Num Palang Company Limited 12. Num Thurakij Company Limited 13. Numrungrod Company Limited 14. Oishi Group Public Company Limited

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 42,042

Business transaction

- The company and subsidiary company were received other income from other related party at the contractually agreed prices.

182,261

254

Co-director - Mr. Aswin Techajareonvikul and common shareholders

172

Spirits distributor

Common shareholders

Spirits distributor

Common shareholders

Spirits distributor

Common shareholders

Spirits distributor

Common shareholders

Spirits distributor

Common shareholders

Spirits distributor and alcohol consultant service Japanese restaurant businesses

Common shareholders

42,373

34,463

Co-director - Mr. Prasit Kovilaikool - Mr. Sithichai Chaikriangkrai and common shareholders

Berli Jucker Public Company Limited

Related Company Other related parties 15. Oishi Trading Company Limited

16. Oishi Ramen Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Sale and produce Co-director instant Japanese foods - Mr. Sithichai Chaikriangkrai and common shareholders

Business transaction

33 The company and subsidiary company were received other income from other related party at the contractually agreed prices.

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

33,142

19,881

17. Paksong Capital Company Investment Limited

Co-director - Mr. Aswin Techajareonvikul and common shareholders

(1,317)

136

18. Plantheon Company Limited Investment in related agricultural industrial businesses

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

108

Sugar and agricultural Common shareholders product trading

162

143

Sale of alcohol, soda Common shareholders and water Sale of alcohol, soda Common shareholders and water 22. Pomklang Company Limited Sale of alcohol, soda Common shareholders and water 23. Pomnakorn Company Sale of alcohol and beer Common shareholders Limited

19. Plantheon Trading Company Limited 20. Pomcharoen Company Limited 21. Pomkit Company Limited

Sale of foods & beverages

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

167

168

Financial Report 2017

Related Company Other related parties 24. Pompalang Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Sale of alcohol, soda and water

Common shareholders

25. Modern Trade Management Company Limited 26. Paksong Highland Company Limited 27. Serm Suk Public Company Limited

Spirits distiller

Common shareholders

23,476

21,959

Coffee businesses

Common shareholders

928

Manufacture and sale of beverage

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

2,470

28. Southeast Capital Company Limited 29. Southeast Insurance Pubic Company Limited 30. Southeast Life Insurance Public Company Limited 31. TCC-Ha Chiang Company Limited (Formerly Sin Somnuk Company Limited)

Vehicle business

Common shareholders

863

410

Insurance businesses Common shareholders

33,595

14,505

Common shareholders

191

Common shareholders

1,654

784

Common shareholders

930

891

Life insurance businesses Port Business

32. Suvannaphum Investment Investment Company Limited 33. Thai Beverage Recycle Company Limited

Sale of packaging and Co-director glass containers - Mr. Sithichai Chaikriangkrai and common shareholders

34. TCC Hotel Asset Management Company Limited

Real estate

Common shareholders

3 The company and subsidiary company were received other income from other related party at the contractually agreed prices.

Berli Jucker Public Company Limited

Related Company Other related parties 35. Taveephol Agriculture Company Limited

36. The QSR of Asia Company Limited 37. World Book and Media Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

169

Business transaction

Agriculture businesses Common shareholders

358

65 The company and subsidiary company were received other income from other related party at the contractually agreed prices.

Sale of foods & Common shareholders beverages Book center and rental Common shareholders space provider Total

2,025

389,521

111,283

2 Expenditures 2.1 Purchase of goods and receiving of services

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Subsidiaries 1. Berli Jucker Cellox Limited Manufacture of sanitary Direct subsidiary paper products Holds 94.84% of shares

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

2,641,143

2,501,740 The company were purchase of goods and receiving service from subsidiary with market price net of mark up margin.

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

2,197,905

1,680,884

14,236

17,468

Direct subsidiary Holds 99.15% of shares Indirect subsidiary Holds 100.00% of shares

38,680

142,987

144,939

220,411

170

Financial Report 2017

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Subsidiaries 6. BJC Specialties Company Non-alcohol beverage Direct subsidiary Limited shop Holds 100.00% of shares

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 61,068

Business transaction

113 The company were purchase of goods and receiving service from subsidiary with market price net of mark up margin.

7. BJC Healthcare Company Distribution of Direct subsidiary Limited pharmaceutical Holds 100.00% of shares products, medical equipment and supplies

7,047

3,214

8. BJC Industrial and Trading Sale of imaging Direct subsidiary Company Limited product, stationery and Holds 100.00% of shares construction supplies

594

Indirect subsidiary Holds 100.00% of shares

10,063

5,356

11. Montana Company Limited Distribution of Direct subsidiary pharmaceutical Holds 100.00% of shares products, medical equipment and supplies

13,583

5,206

1,071,569

1,007,647

3,795

112

6,204,040

5,585,732

9. Montana Marketing Company Limited

10. Cosma Medical Company Limited

12. Rubia Industries Limited

13. Thai-Scandic Steel Company Limited

Distribution of pharmaceutical products and medical supplies Distribution of pharmaceutical products, medical equipment and supplies

Manufacture of soap, cosmetics and confectionery Manufacture of galvanized steel structures

Direct subsidiary Holds 99.85% of shares Indirect subsidiary Holds 100.00% of shares Total

Berli Jucker Public Company Limited

Related Company Associates 1. Gaew Grung Thai Company Limited

2. TCC Logistics and Warehouse Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Trading cullets,glass bottle,plastics and used supplies

Associate, subsidiary holds 25.00% of shares

Distribution Business

Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul and common shareholders Total

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 1,010,517

Business transaction

951,199 The company and subsidiary were purchase of goods and receiving service from associates with market price net of mark up margin.

34,605

180,434

1,045,122

1,131,633

Joint ventures 1. Malaya Glass Products Sdn Manufacture of glass Bhd containers

Subsidiary of joint venture Holds 50.00% of shares

3,980

2. Malaya-Vietnam Glass Limited

Manufacture of glass containers

Subsidiary of joint venture Holds 35.00% of shares

305

3. BJC & CF (Thailand) Company Limited

Manufacture and distribution of pharmaceutical products Importer and distributor of soda ash Manufacture of rigid plastic containers

Joint venture Holds 51.00% of shares

15,429

11,948

Joint venture Holds 50.00% of shares Joint venture Holds 49.00% of shares Total

703,206

616,737

19,258

28,293

742,178

671,473

4. Berli Asiatic Soda Company Limited 5. Berli Dynaplast Company Limited

171

14,415 The company and subsidiary were purchase of goods and receiving service from joint venture with market price net of mark up margin.

172

Financial Report 2017

Related Company Other related parties 1. Asset World Retail Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 2,581

Business transaction

Shopping center management

Common shareholders

- The company and subsidiary were purchase of goods and receiving service from other related parties with market price net of mark up margin.

2. Beer Thai (1991) Public Company Limited

Spirits distiller

Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders

3. Beerthip Brewery (1991) Company Limited

Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

4. Bang Pa-In Paper Mill Manufacture and sale Industry Company Limited of paper

Common shareholders

8,405

1,623

5. ESPN International Company Limited 6. F&N Dairies (Thailand) Company Limited

Common shareholders

468

Manufacture and sale Common shareholders of dairy products and fruit juice Manufacture and Common shareholders distribution of ice cream

414,300

331,431

8,320

6,852

Common shareholders

4,952

Common shareholders

7. F&N United Company Limited 8. F&N Foods Pte Ltd

9. F&N Beverages Manufacturing Sdn Bhd

Real estate

Manufacture and distribution of Dairy Products and Beverages Manufacture and distribute foods & beverages

Berli Jucker Public Company Limited

Related Company Other related parties 10. Far East Publications Limited

Type of business

Ownership Interest/ Relationship with the Company

Distribution of home Common shareholders library reference books

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 2

Business transaction

3 The company and subsidiary were purchase of goods and receiving service from other related parties with market price net of mark up margin.

11. Greenland 1 Company Limited 12. Horeca Management Company Limited 13. InterBev (Singapore) Limited

Real estate

Common shareholders

1,657

Distribution channel management Marketing, trading of alcoholic beverage

Common shareholders

321

36,701

14. Kalae Night Bazaar Company Limited 15. MS & KC Development Company Limited 16. N.C.C. Management & Development Company Limited 17. Oishi Group Public Company Limited

Rental space provider Common shareholders and Utilities Real estate Common shareholders

924

333

328

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

173

Space rental for exhibition businesses

Common shareholders

Japanese restaurant businesses

Co-director - Mr. Prasit Kovilaikool - Mr. Sithichai Chaikriangkrai and common shareholders

54,925

24,447

18. Oishi Trading Company Limited

Sale and produce Co-director instant Japanese foods - Mr. Sithichai Chaikriangkrai and common shareholders

434

19. Office World 1 Company Limited 20. Pisetkij Company Limited

Real estate

Common shareholders

2,006

Trading cullet, glass bottle

Common shareholders

241,115

321,421

174

Financial Report 2017

Related Company Other related parties 21. Modern Trade Management Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Spirits distiller

Common shareholders

2,386,175

Shopping center

Common shareholders

354

8,626

Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

24. Serm Suk Public Company Manufacture and sale Limited of beverage

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

639

1,143

25. Southeast Capital Company Limited 26. Southeast Insurance Pubic Company Limited 27. Southeast Life Insurance Public Company Limited 28. Tawanna Night Bazaar Company Limited 29. Thai Beverage Logistics Company Limited

Common shareholders

9,181

9,171

Insurance businesses Common shareholders

49,701

50,574

Life insurance Common shareholders businesses Rental space provider Common shareholders

968

932

1,207

154

22. Retail World 6 Company Limited 23. Sang Som Company Limited

Vehicle business

Logistic

Common shareholders

1,286,678 The company and subsidiary were purchase of goods and receiving service from other related parties with market price net of mark up margin.

Berli Jucker Public Company Limited

Related Company Other related parties 30. Thai Beverage Public Company Limited

31. Thai Beverage Recycle Company Limited

Type of business

Investment

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

252

Sale of packaging and Co-director glass containers - Mr. Sithichai Chaikriangkrai and common shareholders

131,427

22,241

Common shareholders

435

1,289

Common shareholders

95,297

36,939

Common shareholders

909

Common shareholders

28,859

11,233

Common shareholders

2,589

Common shareholders

3,310

Book center and rental Common shareholders space provider Total

422

4,980

3,483,889

2,126,364

32. Thai Drink Company Limited Manufacture and distributor of liquor, beer and soda drinks 33. Thip Sugar Manufacture, sale, Kamphaengphet Company export sugar Limited 34. Thippattana Arcade Space rental services Company Limited 35. Taveephol Agriculture Agriculture businesses Company Limited 36. Thai Commercial Property Fund Investment Freehold and Leasehold Fund 37. TICON Logistics Park Real estate business Company Limited development of warehouse for rent/sale 38. World Book and Media Company Limited

Ownership Interest/ Relationship with the Company

175

750 The company and subsidiary were purchase of goods and receiving service from other related parties with market price net of mark up margin.

176

Financial Report 2017

2.2 Selling and administrative expenses

Related Company Subsidiaries 1. Asia Books Company Limited

Type of business

Retailer of books and magazines

Ownership Interest/ Relationship with the Company Indirect subsidiary Holds 100.00% of shares

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 826

Business transaction

1,052 The subsidiary company charged selling and administrative expenses at contractually agreed prices

2. Berli Jucker Cellox Limited Manufacture of sanitary Direct subsidiary paper products Holds 94.84% of shares

3,121

(4,134)

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

7,345

(49,317)

263,589

318,399

(5)

1,000

308

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

268

350

9. BJH Investment Company Investment Limited 10. BJC Industrial and Trading Sale of imaging Company Limited product, stationery and construction supplies

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

467

11. BJC International (Mayanmar) Company Limited

Indirect subsidiary Holds 100.00% of shares

102

Consultant service in product analysis and collect data

Direct subsidiary Holds 99.15% of shares Indirect subsidiary Holds 100.00% of shares

Berli Jucker Public Company Limited

Related Company Subsidiaries 12. Montana Marketing Company Limited

Type of business

Distribution of Indirect subsidiary pharmaceutical Holds 100.00% of shares products and medical supplies

13. BJC Packaging Company Limited 14. BJC Commerce Company Limited 15. BJC Foods (Malaysia) Sdn Bhd 16. BJC Glass (Thailand) Company Limited (Formerly BJC Ogenki Company Limited) 17. Montana Company Limited

Investment

18. Rubia Industries Limited

Manufacture of soap, cosmetics and confectionery Rendering services of information technology

19. T.C.C. Technology Company Limited

Wholesale Manufacture of snack foods Investment

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

Manufacture of glass containers Seminar and training center Manufacture of galvanized steel structures

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 (12)

Business transaction

- The subsidiary company charged selling and administrative expenses at contractually agreed prices

(68)

259

Direct subsidiary Holds 99.85% of shares

10,702

11,409

Direct subsidiary Holds 51.00% of shares

38,743

40,620

107

389

858

2,911

2,945

Distribution of Direct subsidiary pharmaceutical Holds 100.00% of shares products, medical equipment and supplies

20. Thai Corp International Agent (Vietnam) Company Limited 21. Thai Glass Industries Public Company Limited 22. Thai Glass Technology Company Limited 23. Thai-Scandic Steel Company Limited

Ownership Interest/ Relationship with the Company

Subsidiary of indirect subsidiary Holds 75.00% of shares Direct subsidiary Holds 98.60% of shares Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

177

178

Financial Report 2017

Related Company Subsidiaries 24. BIGC Supercenter Public Company Limited

Type of business

Retail

Ownership Interest/ Relationship with the Company Subsidiary of indirect subsidiary Holds 99.85% of shares

Total Associates 1. TCC Logistics and Warehouse Company Limited

Distribution Business

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 324,767

191,705 The subsidiary company charged selling and administrative expenses at contractually agreed prices

653,916

514,977

Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul and common shareholders

1,722

3033 Associates company charged selling and administrative expenses at contractually agreed prices

Total

1,722

3,033

Joint ventures 1. Malaya Glass Products Sdn Manufacture of glass Bhd containers

Subsidiary of joint venture Holds 50.00% of shares

2. BJC & CF (Thailand) Company Limited

Joint venture Holds 51.00% of shares

140

Joint venture Holds 30.60% of shares Total

11,750

149

12,520

3. Leap Solutions Asia Company Limited Other related parties 1. Bangna Glass Company Limited

Manufacture and distribution of pharmaceutical products Cloud services

Glass bottle manufacturer & distributor

Business transaction

Common shareholders

- Joint ventures charged selling and administrative expenses at contractually agreed prices 770 "

6 The other related company charged selling and administrative expenses at contractually agreed prices

Berli Jucker Public Company Limited

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Type of business

Ownership Interest/ Relationship with the Company

Other related parties 2. Bang Pa-In Paper Mill Manufacture and sale Industry Company Limited of paper

Common shareholders

375

Financial and Common shareholders investment advisory Buildings construction Common shareholders

322

Common shareholders

1,311

Common shareholders

119

Manufacture and sale Common shareholders of dairy products and fruit juice Manufacture and Common shareholders distribute foods & beverages Project consultant and Common shareholders project management

170

230

228

1,528

289

8,579

2,097

Related Company

3. CAC Company Limited

4. Dhanasindhi Company Limited 5. DhosPaak Company Limited Advertisement and public relations 6. Ever Best Enterprise Limited Investment 7. F&N Dairies (Thailand) Company Limited 8. Food of Asia Company Limited 9. Golden Wealth Company Limited 10. Golden Ventures Leasehold Real Estate Investment Trust

Real Estate Investment Co-director Trust - Mr. Sithichai Chaikriangkrai and common shareholders

11. Horeca Management Company Limited 12. Kalae Night Bazaar Company Limited 13. Kasem subsiri 1 Company Limited 14. Lertrathakarn Company Limited 15. MS & KC Development Company Limited

Distribution channel Common shareholders management Rental space provider Common shareholders and Utilities Hotel Common shareholders

179

Business transaction

293 The other related company charged selling and administrative expenses at contractually agreed prices

Real estate

Common shareholders

259

Real estate

Common shareholders

180

Financial Report 2017

Related Company Other related parties 16. Me Linh Point Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Real estate

Common shareholders

254

165 The other related company charged selling and administrative expenses at contractually agreed prices

17. MM Mega Market (Vietnam) Wholesale Company Limited

Common shareholders

1,354

504

18. North Park Golf And Sport Golf and sport club Club Company Limited service

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

270

768

19. Oishi Group Public Company Limited

Japanese restaurant businesses

Co-director - Mr. Prasit Kovilaikool - Mr. Sithichai Chaikriangkrai and common shareholders

222

20. Oishi Ramen Company Limited

Sale of foods & beverages

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

21. Paksong Capital Company Investment Limited

Co-director - Mr. Aswin Techajareonvikul and common shareholders

22. Service Alliance Company Parking space Limited management

Common shareholders

970

710

Berli Jucker Public Company Limited

Related Company Other related parties 23. Southeast Capital Company Limited

Type of business

Vehicle business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Common shareholders

39,635

24. Southeast Insurance Pubic Company Limited 25. Southeast Life Insurance Public Company Limited 26. Suvannaphum Investment Company Limited

Insurance businesses Common shareholders

189,139

159,804

Common shareholders

10,273

3,023

Common shareholders

2,434

1,409

27. T.C.C. Commercial Property Management Company Limited

Property management Common shareholders and sale of foods & beverages

31,693

4,411

(1,918)

3,750

Life insurance businesses Investment

181

48,904 The other related company charged selling and administrative expenses at contractually agreed prices

28. TCC Corporation Company Holding company Limited

Major shareholders and co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul

29. T.C.C. Hotel Collection Company Limited 30. TCC Hotel Management Company Limited

Hotel and restaurant

Common shareholders

416

318

Real estate

Common shareholders

182

Financial Report 2017

Related Company

Type of business

Other related parties 31. TCC Land Company Limited Mortgage, pawn, sale of consignment and other business transaction related to immovable assets

32. TCC Luxury Hotels and Resort Company Limited 33. Thai Beverage Public Company Limited

Ownership Interest/ Relationship with the Company Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

Hotel and restaurant

Common shareholders

Investment

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 -

Business transaction

3,628 The other related company charged selling and administrative expenses at contractually agreed prices

345

34. Thai Drink Company Limited Manufacture and distributor of liquor, beer and soda drinks 35. Thippattana Arcade Space rental services Company Limited 36. TCC Hotel Asset Real estate Management Company Limited 37. TCC Assets (Thailand) Investment Company Limited 38. TCCCL Ladphao Company Project consultant and Limited project management

Common shareholders

1,255

Common shareholders

346

113

Common shareholders

917

1,738

Common shareholders

192

Common shareholders

7,399

2,244

39. Univentures Public Company Limited

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

(14)

Real estate

Berli Jucker Public Company Limited

Related Company Other related parties 40. World Book and Media Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Book center and rental Common shareholders space provider

Total

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 135

296,499

183

Business transaction

(2,184) The other related company charged selling and administrative expenses at contractually agreed prices 234,285

2.3 Interest Expenses

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Subsidiaries 1. Berli Jucker Cellox Limited Manufacture of sanitary Direct subsidiary paper products Holds 94.84% of shares

2. Berli Jucker Logistics Limited

3. Berli Jucker Specialties Limited 4. BJC Specialties Company Limited 5. BJC Healthcare Company Limited

Customs clearing, warehousing, transportation and distribution services Sale of chemicals

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 3,465

Business transaction

1,444 The subsidiary company lent to the company and charged interest at the borrowing cost and market rate. 5 "

Direct subsidiary Holds 100.00% of shares

(5)

Direct subsidiary Holds 99.15% of shares Non-alcohol beverage Direct subsidiary shop Holds 100.00% of shares Distribution of Direct subsidiary pharmaceutical Holds 100.00% of shares products, medical equipment and supplies

378

531

669

396

2,049

2,019

6. BJH Investment Company Investment Limited 7. BJC Industrial and Trading Sale of imaging Company Limited product, stationery and construction supplies

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

184

Financial Report 2017

Related Company Subsidiaries 8. BJC Logistics and Warehouse Company Limited

Type of business

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Direct subsidiary Holds 100.00% of shares

7,184

9. BJC Packaging Company Investment Limited 10. BJC Commerce Company Wholesale Limited 11. Montana Company Limited Distribution of pharmaceutical products, medical equipment and supplies

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

569

12. Rubia Industries Limited

Direct subsidiary Holds 99.85% of shares

13. BJC Consumer Company Limited 14. Thai Glass Industries Public Company Limited 15. Thai Glass Technology Company Limited 16. Thai-Scandic Steel Company Limited

Investment

Ownership Interest/ Relationship with the Company

Manufacture of soap, cosmetics and confectionery Investment Manufacture of glass containers Seminar and training center Manufacture of galvanized steel structures

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 98.60% of shares Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares Total

Joint ventures 1. BJC Marine Resources Development Company Limited

Operated in lease prawn ponds and euipment

Joint venture Holds 50.00% of shares

Total

Business transaction

712 The subsidiary company lent to the company and charged interest at the borrowing cost and market rate. 1,008 "

727

368

150

794

664

769

194

16,054

8,390

112

47 Joint ventures lent to the company and charged interest at the borrowing cost and market rate. 47

Berli Jucker Public Company Limited

185

3 Trade Receivables

Related Company

Type of business

Subsidiaries 1. Asia Books Company Retailer of books and Limited magazines 2. Berli Jucker Cellox Limited Manufacture of sanitary paper products

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Indirect subsidiary Holds 100.00% of shares Direct subsidiary Holds 94.84% of shares

545

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

100

609

715

161

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

114,039

50,174

348,019

9. BJH Medical Company Limited

Distribution of pharmaceutical products and medical supplies 10. BJC Industrial and Trading Sale of imaging Company Limited product, stationery and construction supplies

Indirect subsidiary Holds 100.00% of shares

50,708

34,967

Direct subsidiary Holds 100.00% of shares

190

11. BJC Cellox (Vietnam) Agent Company Limited (Formerly BJC International (Vietnam) Limited)

Indirect subsidiary Holds 100.00% of shares

148

Direct subsidiary Holds 99.15% of shares Indirect subsidiary Holds 100.00% of shares

1,215 Trade Receivable for sale transaction in 1.1 138 "

186

Financial Report 2017

Related Company Subsidiaries 12. Montana Marketing Company Limited

13. Cosma Medical Company Limited

14. Cosma Trading Company Limited

Type of business

Distribution of pharmaceutical products and medical supplies Distribution of pharmaceutical products, medical equipment and supplies

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Indirect subsidiary Holds 100.00% of shares

52,045

38,691 Trade Receivable for sale transaction in 1.1

Indirect subsidiary Holds 100.00% of shares

6,383

46,565

Distribution of Subsidiary of indirect pharmaceutical subsidiary products, medical Holds 100.00% of shares equipment and supplies

32,744

41,758

15. BJC Glass (Thailand) Investment Company Limited (Formerly BJC Ogenki Company Limited) 16. Montana Company Limited Distribution of pharmaceutical products, medical equipment and supplies

Indirect subsidiary Holds 100.00% of shares

20,018

Direct subsidiary Holds 100.00% of shares

327

6,684

17. Rubia Industries Limited

Direct subsidiary Holds 99.85% of shares

175

291

Direct subsidiary Holds 51.00% of shares

Direct subsidiary Holds 50.00% of shares Subsidiary of indirect subsidiary Holds 75.00% of shares Direct subsidiary Holds 98.60% of shares

257

866

249

2,156

18. T.C.C. Technology Company Limited

Manufacture of soap, cosmetics and confectionery Rendering services of information technology

19. Thai Beverage Can Limited Manufacture of aluminum cans 20. Thai Corp International Agent (Vietnam) Company Limited 21. Thai Glass Industries Public Company Limited

Manufacture of glass containers

Berli Jucker Public Company Limited

Related Company Subsidiaries 22. Thai Malaya Glass Company Limited 23. Thai-Scandic Steel Company Limited 24. BIGC Supercenter Public Company Limited

Associates 1. Gaew Grung Thai Company Limited 2. TCC Logistics and Warehouse Company Limited

Type of business

Manufacture of glass containers Manufacture of galvanized steel structures Retail

Trading cullets,glass bottle,plastics and used supplies Distribution Business

Ownership Interest/ Relationship with the Company Indirect subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares Subsidiary of indirect subsidiary Holds 99.85% of shares Total

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 128 2,292

187

Business transaction

2,101 Trade Receivable for sale transaction in 1.1 "

240,215

218,282

551,080

763,153

Associate, subsidiary holds 25.00% of shares

Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul and common shareholders

21,418

Total

22,127

709 Trade Receivable for sale transaction in 1.1 "

Joint ventures 1. Malaya Glass Products Sdn Manufacture of glass Bhd containers

Subsidiary of joint venture Holds 50.00% of shares

531

2. Malaya-Vietnam Glass Limited

Manufacture of glass containers

Subsidiary of joint venture Holds 35.00% of shares

484

40,949

3. Berli Dynaplast Company Limited 4. Leap Solutions Asia Company Limited

Manufacture of rigid plastic containers Cloud services

Joint venture Holds 49.00% of shares Joint venture Holds 30.60% of shares Total

331

2,949

3,791

1,346

51,645

3,956 Trade Receivable for sale transaction in 1.1

188

Financial Report 2017

Related Company Other related parties 1. 28 Commercial Company Limited 2. Anantasiri Pattana Company Limited 3. Asiatic House Company Limited 4. Asset Management Advisory Company Limited

Type of business

Investment

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Common shareholders

Property management Common shareholders

Real estate

Common shareholders

Investment advisory Co-director and asset management - Dr. Chaiyut Pilun-Owad and common shareholders

5. At Mediafront Company Limited

Business transaction

20 Trade Receivable for sale transaction in 1.1 209 "

Advertisement and publication services businesses 6. Athimart Company Limited Spirits distiller

Common shareholders

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Hotel and restaurant

Common shareholders

Laundry Service

Common shareholders

577

Shopping center management Real estate

Common shareholders

850

637

Common shareholders

Investment

Common shareholders

1,327

Golf course service

Common shareholders

Investment

Common shareholders

Shopping center management

Common shareholders

Berli Jucker Public Company Limited

Related Company Other related parties 15. ASM Management Company Limited

Type of business

Asset management provider

Ownership Interest/ Relationship with the Company Co-director - Mr. Sithichai Chaikriangkrai and common shareholders Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

16. Baanboung Vetchakij Company Limited

Clinical businesses

17. Bangna Glass Company Limited

Glass bottle Common shareholders manufacturer & distributor Warehouse businesses Common shareholders

18. Bangna Pattanakit Company Limited 19. Beer Thai (1991) Public Company Limited

20. Beerthip Brewery (1991) Company Limited

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 49

189

Business transaction

- Trade Receivable for sale transaction in 1.1

1,395

3,934

Spirits distiller

Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders

38,556

62,072

Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

15,097

28,471

21. Bangkok Land And Houses Real estate Public Company Limited

Common shareholders

22. Charoenwannakij Company Investment Limited 23. Cosmos Brewery (Thailand) Spirits distiller Company Limited

Common shareholders

12,199

9,358

190

Financial Report 2017

Related Company

Type of business

Other related parties 24. Cristalla Company Limited Sugar cane planting

25. Cha-Am Resort Town Company Limited 26. CAC Company Limited 27. 28. 29. 30. 31. 32. 33. 34. 35. 36.

37.

Real estate

Financial and investment advisory Chang International Advertisement and Company Limited public relations service Cash van management Transportation and Company Limited distribution services Concept Land 8 Company Agriculture businesses Limited Concept Land 7 Company Real estate Limited Concept Land 9 Company Hotel Limited Concept Land 10 Company Hotel Limited CW Tower Company Property management Limited Dhanasindhi Company Buildings construction Limited DhosPaak Company Limited Advertisement and public relations Eastern Chemical Manufacture and sale Company Limited of ethanol fuel in domestic and foreign ESPN International Real estate Company Limited

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 -

Business transaction

838 Trade Receivable for sale transaction in 1.1

Common shareholders

128

Common shareholders

410

Common shareholders

171

Common shareholders

338

Common shareholders

(3)

Common shareholders

293

Common shareholders

12,557

3,728

Common shareholders

Berli Jucker Public Company Limited

Related Company Other related parties 38. F & B International Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Sale foods and Common shareholders beverages at Queen Sirikit convention center

39. Food & Fun Company Limited 40. Fuengfuanant Company Limited

Foods and beverages Common shareholders

364

106

41. F&N Dairies (Thailand) Company Limited

Manufacture and sale Common shareholders of dairy products and fruit juice Manufacture and Common shareholders distribution of ice cream

2,239

2,304

10,014

11,028

27,697

57,864

115

398

42. F&N United Company Limited

Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

43. F&N Beverages Manufacturing Sdn Bhd

Manufacture and Common shareholders distribute foods & beverages 44. Food of Asia Company Manufacture and Common shareholders Limited distribute foods & beverages 45. FCL Management Services Project consultant and Common shareholders Pte. Ltd. project management

191

123 Trade Receivable for sale transaction in 1.1

46. Golden Wealth Company Limited

Project consultant and Common shareholders project management

47. Grand U Living Company Limited 48. Grand Unity Development Company Limited

Real estate

Common shareholders

Condominiums and consultant in commercial management

Common shareholders

488

192

Financial Report 2017

Related Company Other related parties 49. Golden Land Property Development Public Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Real estate

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

50. Golden Land Residences Company Limited 51. Golden Ventures Leasehold Real Estate Investment Trust

Real estate

Common shareholders

52. Hotel World 8 Company Limited 53. Hotel World 7 Company Limited 54. Hotel World 4 Company Limited 55. Hotel World 5 Company Limited 56. Hotel World 9 Company Limited 57. Hotel World 12 Company Limited 58. Horeca Management Company Limited 59. Hotel World 10 Company Limited 60. Asset World Wex Company Limited (Formerly I Laundry Service Company Limited )

Hotel

61. Inter Horeca Company Limited 62. Kalae Night Bazaar Company Limited

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 62

Business transaction

1,392 Trade Receivable for sale transaction in 1.1

500

165

Common shareholders

Hotel

Common shareholders

129

Hotel

Common shareholders

Hotel

Common shareholders

Hotel

Common shareholders

110

Hotel

Common shareholders

Distribution channel management Hotel

Common shareholders

Garment & laundry business

Common shareholders

Hotel product and Common shareholders space management Rental space provider Common shareholders and Utilities

129

235

Real Estate Investment Co-director Trust - Mr. Sithichai Chaikriangkrai and common shareholders

Berli Jucker Public Company Limited

Related Company Other related parties 63. Kanchanasingkorn Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

64. Kankwan Company Limited Spirits distiller

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

207

65. Kasem subsiri 1 Company Limited 66. Tor Yod Market AEC Company Limited (Formerly Kasem subsiri 2 Company Limited) 67. Kasemsubvadhana Company Limited 68. Lan Chang Development Company Limited 69. Asset World Company Limited

Hotel

Common shareholders

Investment

Common shareholders

Real estate

Common shareholders

462

Real estate

Common shareholders

Food center and Intellectual Property (IP) services Spirits distributor

Common shareholders

287

525

Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders

71. Mongkolsamai Company Limited

Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

72. Muangkao Company Limited 73. Media Front Company Limited

Real estate

Common shareholders

Real estate

Common shareholders

179

70. Luckchai Liquor Trading Company Limited

193

39 Trade Receivable for sale transaction in 1.1

194

Financial Report 2017

Related Company Other related parties 74. Asset World Hotel Company Limited 75. MS & KC Development Company Limited 76. Mosho Entertainment Company Limited 77. MM Mega Market (Vietnam) Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Hotel

Common shareholders

Real estate

Common shareholders

Production of film and videotape Wholesale

Common shareholders

31,476

19,880

78. N.C.C. Management & Space rental for Development Company exhibition businesses Limited 79. Nateechai Company Limited Spirits distiller

Common shareholders

188

237

Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders

80. Nongkhai Country Golf Club Company Limited 81. North Park Golf And Sport Club Company Limited

Common shareholders

139

Common shareholders

Golf course & real estate Golf and sport club service

82. Num Nakorn Company Spirits distributor Limited 83. Num Palang Company Spirits distributor Limited 84. Num Thip Company Limited Sale of alcohol, soda and water 85. Num Thurakij Company Spirits distributor Limited

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

464 Trade Receivable for sale transaction in 1.1 83 "

Berli Jucker Public Company Limited

Related Company

Type of business

Other related parties 86. Num Yuk Company Limited Spirits distributor 87. Numrungrod Company Limited 88. New Multi Mine Company Limited 89. North Sathorn Realty Company Limited 90. Oishi Group Public Company Limited

91. Oishi Trading Company Limited

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Common shareholders

Spirits distributor and alcohol consultant service Hotel

Common shareholders

444

Common shareholders

Real estate

Common shareholders

Japanese restaurant businesses

Co-director - Mr. Prasit Kovilaikool - Mr. Sithichai Chaikriangkrai and common shareholders

2,835

Sale and produce Co-director instant Japanese foods - Mr. Sithichai Chaikriangkrai and common shareholders

2,627

3,517

88 Trade Receivable for sale transaction in 1.1 "

92. Office World 1 Company Real estate Limited 93. Oknha Mong Port Company Port Business Limited 94. Paksong Capital Company Investment Limited

Common shareholders

2,608

174

95. Pisetkij Company Limited

Common shareholders

Trading cullet, glass bottle

Co-director - Mr. Aswin Techajareonvikul and common shareholders

195

196

Financial Report 2017

Related Company

Type of business

Other related parties 96. Plantheon Company Limited Investment in related agricultural industrial businesses

97. Plantheon Trading Company Limited

102. 103. 104.

105. 106. 107. 108. 109.

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 -

Business transaction

340 Trade Receivable for sale transaction in 1.1

Sugar and agricultural Common shareholders product trading

Sale of alcohol, soda Common shareholders and water Sale of alcohol, soda Common shareholders and water Sale of alcohol, soda Common shareholders and water Pomklang Company Limited Sale of alcohol, soda Common shareholders and water Pomnakorn Company Sale of alcohol and beer Common shareholders Limited Pompalang Company Sale of alcohol, soda Common shareholders Limited and water Modern Trade Spirits distiller Common shareholders Management Company Limited Pridiprapa Company Hotel business Common shareholders Limited Pomburapa Company Sale and imported of Common shareholders Limited spirits Pomtip (2012) Company Sale of beer and Common shareholders Limited beverages Pornpatanasin Company Agriculture businesses Common shareholders Limited Pramuanphon Company Distributor and spirits Common shareholders Limited distiller

356

362

338

1,336

409

180

133

98. Pomcharoen Company Limited 99. Pomchock Company Limited 100. Pomkit Company Limited 101.

Ownership Interest/ Relationship with the Company

Berli Jucker Public Company Limited

Related Company Other related parties 110. Permsubsiri 2 Company Limited 111. Paksong Highland Company Limited 112. P.I.T. Factory Company Limited 113. Quality Pineapple Products Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

197

Business transaction

Shopping center

Common shareholders

53 Trade Receivable for sale transaction in 1.1 1,128 "

Coffee businesses

Common shareholders

Real estate

Common shareholders

Manufacture of pineapple products

Co-director - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

114. Quantum Assets Management Company Limited 115. Red Bull Distillery (1988) Company Limited

Real estate

Common shareholders

Distributor and spirits distiller

Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders

116. Ratchayothin Tower Company Limited 117. Retail World 6 Company Limited 118. Retail World 4 Company Limited 119. Riverside Homes Development Company Limited 120. S&S Sukhumvit Company Limited 121. S.A.S. Trading Company Limited

Real estate

Common shareholders

139

Shopping center

Common shareholders

361

Real estate

Common shareholders

Real estate

Common shareholders

Real estate

Common shareholders

Investment in overseas Common shareholders hotel business

198

Financial Report 2017

Related Company Other related parties 122. S.S. Karnsura Company Limited

123. Sang Som Company Limited

Type of business

Spirits distiller

124. Serm Suk Public Company Manufacture and sale Limited of beverage

Ownership Interest/ Relationship with the Company Co-director - Mr. Sithichai Chaikriangkrai and common shareholders Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders Co-director - Mr. Sithichai Chaikriangkrai and common shareholders Common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 8

Business transaction

38 Trade Receivable for sale transaction in 1.1

487

314

35,138

39,593

125. Service Alliance Company Limited 126. Siam Food Products Public Company Limited

Parking space management Manufacture, export, Co-director sale of secondary - Mr. Prasert Maekwatana processed agricultural - Mr. Sithichai products Chaikriangkrai - Mr. Prasit Kovilaikool - Pol.Gen. Krisna Polananta and common shareholders

598

127. Simathurakij Company Limited

Distributor and spirits distiller

Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

128. Siriwana Company Limited Investment

Berli Jucker Public Company Limited

Related Company Other related parties 129. Southeast Capital Company Limited 130. Southeast Insurance Pubic Company Limited 131. Southeast Life Insurance Public Company Limited 132. SPM Food & Beverage Company Limited

Type of business

Vehicle business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Common shareholders

249

Insurance businesses Common shareholders

1,355

Life insurance businesses Manufacture and sale liquor beer, soda and all beverage Sport service

Business transaction

1,865 Trade Receivable for sale transaction in 1.1 758 "

Common shareholders

133. Sports and Recreation Management Company Limited 134. Sura Bangyikhan Company Spirits distiller Limited

Common shareholders

135. Sura Piset Thipharat Spirits distributor Company Limited 136. Surasate Company Limited Real estate

Common shareholders

101

137. Serm Suk Beverage Company Limited

Manufacture and distribution of beverages

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

131

138. Sathorn Subsin Company Limited 139. SMJC Development Company Limited 140. TCC-Ha Chiang Company Limited (Formerly Sin Somnuk Company Limited) 141. Suansilp Pathana 10 Company Limited

Real estate

Common shareholders

Restaurant

Common shareholders

Port Business

Common shareholders

Real estate

Common shareholders

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

199

200

Financial Report 2017

Related Company Other related parties 142. T.C.C. Commercial Property Management Company Limited 143. TCC Corporation Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Property management Common shareholders and sale of foods & beverages Holding company Major shareholders and co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 1,449

Business transaction

322 Trade Receivable for sale transaction in 1.1

103

198

144. T.C.C. Hotel Collection Hotel and restaurant Company Limited 145. Tawanna Night Bazaar Rental space provider Company Limited 146. TCC Capital Land Limited Real estate 147. TCC Hotel Management Real estate Company Limited 148. TCC Land Company Limited Mortgage, pawn, sale of consignment and other business transaction related to immovable assets

Common shareholders

5,482

Common shareholders

118

Common shareholders Common shareholders

1,375

161 -

" "

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

756

149. TCC Land Commercial Company Limited 150. TCC Land Development Company Limited 151. Deesermkit Company Limited

Asset management provider Real estate

Common shareholders

Real estate

Common shareholders

Berli Jucker Public Company Limited

Related Company

Type of business

Other related parties 152. TCC Land International Real estate (Thailand) Company Limited

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

201

Business transaction

Common shareholders

4 Trade Receivable for sale transaction in 1.1

153. TCC Land Retail Company Hotel, restaurant, bar, Limited night club, bowling businesses 154. TCC Luxury Hotels and Hotel and restaurant Resort Company Limited 155. Value Hotels Company Hotel and restaurant Limited 156. TCCCL Asoke Company Real estate Limited 157. TCCCL North Park Real estate Company Limited 158. TCCCL Rachatewi Real estate Company Limited 159. TCCCL Sena Company Real estate Limited 160. Terragro Bio-Tech Biogas manufacturing Company Limited businesses

Common shareholders

6,586

Common shareholders

102

Common shareholders

4,215

Common shareholders

Co-director - Mr. Prasert Maekwatana and common shareholders

161. Terragro Company Limited Agriculture

Common shareholders

168

162. Terragro Fertilizer Company Limited

Manufacture and sale of chemical fertilizer

Co-director - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

1,171

622

163. Terragro Land1 Company Limited 164. Terragro Land2 Company Limited

Agricultural garden service Agricultural garden service

Common shareholders

202

Financial Report 2017

Related Company Other related parties 165. Thai Alcohol Public Company Limited 166. Thai Beverage Logistics Company Limited 167. Thai Beverage Marketing Company Limited 168. Thai Beverage Public Company Limited

169. Thai Beverage Recycle Company Limited

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Type of business

Ownership Interest/ Relationship with the Company

Alcohol Manufacture

Common shareholders

172

Logistic

Common shareholders

Sale and imported of spirits Investment

Common shareholders

728

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

355

12,030

Sale of packaging and Co-director glass containers - Mr. Sithichai Chaikriangkrai and common shareholders

1,173,129

878,785

Business transaction

93 Trade Receivable for sale transaction in 1.1 715 "

170. Thai Cooperage Company Manufacture and sale Limited of oak barrels

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

171. Thai Drink Company Limited Manufacture and distributor of liquor, beer and soda drinks 172. Thanapakdi Company Spirits distiller Limited

Common shareholders

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

324

173. The Suphanburi Sugar Manufacture, sale and Common shareholders Industry Company Limited export sugar

Berli Jucker Public Company Limited

Related Company Other related parties 174. Theparunothai Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Spirits distiller

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Manufacture and sale of electricity Manufacture, sale, export sugar

Common shareholders

(74)

999

Manufacture, sale, export sugar Space rental services

Common shareholders

542

Common shareholders

560

1,106

Power & electricity plant Common shareholders

Common shareholders

125

181. TCC Engineering services Consulting engineering Common shareholders Company Limited Service

182. Thai-Lysaght Company Limited

175. Thip Kamphaengphet Bio Energy Company Limited 176. Thip Sugar Kamphaengphet Company Limited 177. Thip Sugar Sukhothai Company Limited 178. Thippattana Arcade Company Limited 179. Thipsukhothai Bioenergy Company Limited 180. TCC Verngnakornkhasem Company Limited

Real estate

Distributor of zinc oxide Common shareholders and other chemical

203

34 Trade Receivable for sale transaction in 1.1

183. TCCCL Fourteen Company Real estate Limited 184. TCC Hotel Asset Real estate Management Company Limited 185. Thai Retail Investment Fund Property Fund

Common shareholders

906

25,569

Common shareholders

982

255

186. TCC Assets (Thailand) Company Limited 187. Thip Sukhothai Bio-Tech Company Limited

Investment

Common shareholders

464

Production and distribution of organic fertilizers

Common shareholders

204

Financial Report 2017

Related Company Other related parties 188. TCC Phumipat Company Limited (Formerly TCC Sport and Recreation Company Limited)

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Investment

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Power and electricity plant Show management service Real estate

Common shareholders

Real estate

Common shareholders

193. TCC Khao Yai Phumipat Real estate Common shareholders Company Limited (Formerly T.C.C. Property Company Limited) 194. TCCCL Ladphao Company Project consultant and Common shareholders Limited project management

195. TCC Land R I Company Limited 196. Thai Hotel Investment Freehold and Leasehold Property Fund 197. The Residence 12 Company Limited 198. TCC Phusornkaew Company Limited (Formerly TCC Solar Power 1 Company Limited)

189. Thip Suphanburi Bio Energy Company Limited 190. Thai Show 2013 Company Limited 191. TCC Nawamin Phumipat Company Limited (Formerly TCC World Company Limited) 192. TCC Bang Sai Phumipat Company Limited (Formerly TCCCL 1 Company Limited)

Business transaction

- Trade Receivable for sale transaction in 1.1

Investment

Common shareholders

Property Fund

Common shareholders

1,984

Real estate

Common shareholders

Manufacture and sale of electricity

Common shareholders

Berli Jucker Public Company Limited

Related Company Other related parties 199. Taveephol Agriculture Company Limited 200. TICON Industrial Connection Public Company Limited 201. Thai Commercial Investment Freehold and Leasehold Fund 202. TICON Logistics Park Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Agriculture businesses Common shareholders

Ready-built factories Common shareholders and warehouses for rent

Property Fund

Business transaction

143 Trade Receivable for sale transaction in 1.1 "

Common shareholders

226

Real estate business Common shareholders development of warehouse for rent/sale

454

203. TICON Management REIT manager Company Limited 204. United Winery and Distillery Spirits distiller Company Limited

Common shareholders Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders

983

205. Univentures Public Company Limited

Real estate

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

691

206. Univentures Asset Management Company Limited 207. United home Company Limited 208. Univentures Reit Management Company Limited

Consultant service in investment and management Real estate

Common shareholders

Reit in Real Estate Investment Trust

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

209. VNU Exhibition Asia Pacific Service of exhibitions, Common shareholders Company Limited conferences and seminars

205

206

Financial Report 2017

Related Company

Type of business

Other related parties 210. The Street Retail Real estate Development Company Limited 211. Wattanapat Trading Real estate Company Limited 212. Wiengsiri Company Limited Hotels, Resort & Golf course 213. World Book and Media Book center and rental Company Limited space provider 214. Wrangyer Beverage (2008) Manufacture and sale Company Limited of nourishment beverages

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Common shareholders

242

Common shareholders

861

Common shareholders

124

258

1,866

2,281

1,389,752

1,207,879

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders Total

608 Trade Receivable for sale transaction in 1.1

4 Trade Payables

Related Company Subsidiaries 1. Asia Books Company Limited

Type of business

Retailer of books and magazines

Ownership Interest/ Relationship with the Company Indirect subsidiary Holds 100.00% of shares

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

2. Berli Jucker Cellox Limited Manufacture of sanitary Direct subsidiary paper products Holds 94.84% of shares

477,498

577 Trade Payable from purchase of goods and service in 2.1 445,423 "

247,145

222,950

11,137

10,872

(95)

8,420

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

Direct subsidiary Holds 99.15% of shares

Business transaction

Berli Jucker Public Company Limited

Related Company

Type of business

Subsidiaries 6. Thai Dairy Company Limited Manufacture and distribute fresh yogurt and milk product 7. BJC Specialties Company Non-alcohol beverage Limited shop 8. BJC Healthcare Company Distribution of Limited pharmaceutical products, medical equipment and supplies

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Indirect subsidiary Holds 100.00% of shares

7,546

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

49,224 2,716

11,973

Indirect subsidiary Holds 100.00% of shares

3,796

2,002

Direct subsidiary Holds 100.00% of shares

251

Distribution of Indirect subsidiary pharmaceutical Holds 100.00% of shares products, medical equipment and supplies

9,267

1,604

9. BJH Medical Company Limited

Distribution of pharmaceutical products and medical supplies 10. BJC Industrial and Trading Sale of imaging Company Limited product, stationery and construction supplies 11. Cosma Medical Company Limited

Ownership Interest/ Relationship with the Company

9,151 Trade Payable from purchase of goods and service in 2.1 "

12. BJC Glass (Thailand) Investment Company Limited (Formerly BJC Ogenki Company Limited) 13. Montana Company Limited Distribution of pharmaceutical products, medical equipment and supplies

Indirect subsidiary Holds 100.00% of shares

(1)

Direct subsidiary Holds 100.00% of shares

1,817

1,290

14. Rubia Industries Limited

Direct subsidiary Holds 99.85% of shares

205,288

159,404

Manufacture of soap, cosmetics and confectionery

207

208

Financial Report 2017

Related Company

Type of business

Subsidiaries 15. Thai Corp International Agent (Vietnam) Company Limited 16. Thai-Scandic Steel Company Limited

Manufacture of galvanized steel structures

Ownership Interest/ Relationship with the Company Subsidiary of indirect subsidiary Holds 75.00% of shares Indirect subsidiary Holds 100.00% of shares Total

Associates 1. Gaew Grung Thai Company Limited 2. TCC Logistics and Warehouse Company Limited

Trading cullets,glass bottle,plastics and used supplies Distribution Business

Associate, subsidiary holds 25.00% of shares Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul and common shareholders Total

Joint ventures 1. Malaya-Vietnam Glass Limited 2. BJC & CF (Thailand) Company Limited

3. Berli Asiatic Soda Company Limited 4. Berli Dynaplast Company Limited

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 35

2,389

1,018,074 127,799

127,799 -

Business transaction

- Trade Payable from purchase of goods and service in 2.1 "

873,665 92,307 Trade Payable from purchase of goods and service in 2.1 96,877 "

189,184

Manufacture of glass containers

Subsidiary of joint venture Holds 35.00% of shares

80 Trade Payable from purchase of goods and service in 2.1 1,347 "

Manufacture and distribution of pharmaceutical products Importer and distributor of soda ash Manufacture of rigid plastic containers

Joint venture Holds 51.00% of shares

7,192

Joint venture Holds 50.00% of shares Joint venture Holds 49.00% of shares Total

261,905

245,633

3,153

7,525

272,250

254,585

Berli Jucker Public Company Limited

Related Company Other related parties 1. Additive Food Company Limited

Type of business

Sale of food and product for animal

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Common shareholders

4,242

Common shareholders

4,703

Manufacture and sale Common shareholders of dairy products and fruit juice Manufacture and Common shareholders distribution of ice cream

78,802

63,258

1,409

2,336

416

6. Far East Publications Limited

Manufacture and Common shareholders distribution of Dairy Products and Beverages Distribution of home Common shareholders library reference books

7. Horeca Management Company Limited 8. InterBev (Singapore) Limited

Distribution channel management Marketing, trading of alcoholic beverage

Common shareholders

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

2,566

9. Oishi Group Public Company Limited

Japanese restaurant businesses

Co-director - Mr. Prasit Kovilaikool - Mr. Sithichai Chaikriangkrai and common shareholders

12,285

8,358

10. Oishi Trading Company Limited

Sale and produce Co-director instant Japanese foods - Mr. Sithichai Chaikriangkrai and common shareholders

138

2. Bang Pa-In Paper Mill Manufacture and sale Industry Company Limited of paper 3. F&N Dairies (Thailand) Company Limited 4. F&N United Company Limited 5. F&N Foods Pte Ltd

209

3,744 Trade Payable from purchase of goods and service in 2.1 1,716 "

210

Financial Report 2017

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Other related parties 11. Oknha Mong Port Company Port Business Limited

Common shareholders

2,446

12. Pisetkij Company Limited

Common shareholders

37,603

13. Modern Trade Management Company Limited 14. Serm Suk Public Company Manufacture and sale Limited of beverage

Common shareholders

231,975

201,575

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

291

15. Southeast Capital Company Limited 16. Southeast Insurance Pubic Company Limited 17. Terragro Fertilizer Company Limited

Vehicle business

Common shareholders

171

265

Insurance businesses Common shareholders

1,772

2,359

Manufacture and sale of chemical fertilizer

Co-director - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

9,555

7,633

18. Thai Beverage Marketing Company Limited 19. Thai Beverage Public Company Limited

Sale and imported of spirits Investment

Common shareholders

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

1,114

Trading cullet, glass bottle Spirits distiller

- Trade Payable from purchase of goods and service in 2.1 22,476 "

Berli Jucker Public Company Limited

Related Company Other related parties 20. Thai Beverage Recycle Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Sale of packaging and Co-director glass containers - Mr. Sithichai Chaikriangkrai and common shareholders

21. Thip Sugar Kamphaengphet Company Limited 22. Taveephol Agriculture Company Limited 23. TICON Logistics Park Company Limited

Manufacture, sale, export sugar

24. World Book and Media Company Limited

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 50,760

211

Business transaction

- Trade Payable from purchase of goods and service in 2.1

Common shareholders

9,523

5,289

Agriculture businesses Common shareholders

1,674

1,365

Real estate business Common shareholders development of warehouse for rent/sale

Book center and rental Common shareholders space provider Total

5,169

449,894

327,301

5 Short-term loans to related parties

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Subsidiaries 1. Berli Jucker Foods Limited Manufacture of snack foods

Direct subsidiary Holds 100.00% of shares

551,000

2. Berli Jucker Logistics Limited

Direct subsidiary Holds 100.00% of shares

87,023

29,662

Direct subsidiary Holds 99.15% of shares

3,766

3. Berli Jucker Specialties Limited

Customs clearing, warehousing, transportation and distribution services Sale of chemicals

466,000 The Company provided short term loan, pay at call, to subsidiary company. Interest rate defined from borrowing cost and market interest rate.

212

Financial Report 2017

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Subsidiaries 4. BJC Specialties Company Non-alcohol beverage Direct subsidiary Limited shop Holds 100.00% of shares

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 146,500

Business transaction

- The Company provided short term loan, pay at call, to subsidiary company. Interest rate defined from borrowing cost and market interest rate.

5. BJC Healthcare Company Distribution of Direct subsidiary Limited pharmaceutical Holds 100.00% of shares products, medical equipment and supplies

461,208

88,632

6. BJH Investment Company Limited 7. BJC International Company Limited 8. BJC Logistics and Warehouse Company Limited 9. BJC Commerce Company Limited 10. BJC Glass (Thailand) Company Limited (Formerly BJC Ogenki Company Limited) 11. Montana Company Limited

Investment

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

653,500

356,500

109,307

2,025,006

Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

11,400

365,000

124,092

320,805

12. Rubia Industries Limited

Manufacture of soap, cosmetics and confectionery Investment

8,000

471,400

471,401

353,000

13. BJC Consumer Company Limited 14. Thai-Scandic Steel Company Limited

Agent Investment

Wholesale Investment

Distribution of Direct subsidiary pharmaceutical Holds 100.00% of shares products, medical equipment and supplies

Manufacture of galvanized steel structures

Direct subsidiary Holds 99.85% of shares Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

Berli Jucker Public Company Limited

Related Company Subsidiaries 15. BJC Retail Holding Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Investment

Direct subsidiary Holds 100.00% of shares

3,764,110

16. Samphunsamer Company Investment Limited 17. BIGC Supercenter Public Retail Company Limited

Direct subsidiary Holds 100.00% of shares Subsidiary of indirect subsidiary Holds 99.85% of shares Subsidiary of indirect subsidiary Holds 99.91% of shares Total

60,325,904

4,025,000

20,000

71,468,810

3,769,406

18. C Distribution (Thailand) Company Limited

E-Commerce

213

- The Company provided short term loan, pay at call, to subsidiary company. Interest rate defined from borrowing cost and market interest rate.

6 Long-term loans to related parties

Related Company

Type of business

Subsidiaries 1. Berli Jucker Foods Limited Manufacture of snack foods

2. BJC Logistics and Warehouse Company Limited 3. BJC Retail Holding Company Limited 4. BIGC Supercenter Public Company Limited

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Direct subsidiary Holds 100.00% of shares

261,000

Investment

Direct subsidiary Holds 100.00% of shares

118,542,387

Investment

Direct subsidiary Holds 100.00% of shares Subsidiary of indirect subsidiary Holds 99.85% of shares Total

61,156,442

6,000,000

67,417,442

118,803,387

Retail

261,000 The Company provided long term loan to subsidiary company. Interest rate defined from borrowing cost and market interest rate.

214

Financial Report 2017

7 Short-term loans from related parties

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Subsidiaries 1. Berli Jucker Cellox Limited Manufacture of sanitary Direct subsidiary paper products Holds 94.84% of shares

2. Berli Jucker Logistics Limited

536,500

Business transaction

332,400 The Company received short term loan, pay at call, from subsidiary company. Interest rate defined from borrowing cost and market interest rate. 10,601 "

Direct subsidiary Holds 100.00% of shares

74,754

50,300

212,143

6. BJC Industrial and Trading Sale of imaging Direct subsidiary Company Limited product, stationery and Holds 100.00% of shares construction supplies

253,383

253,534

7. BJC Logistics and Investment Warehouse Company Limited 8. BJC Packaging Company Investment Limited 9. Montana Company Limited Distribution of pharmaceutical products, medical equipment and supplies

Direct subsidiary Holds 100.00% of shares

126,811

139,631

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

118,000

89,500

143,809

10. Rubia Industries Limited

Direct subsidiary Holds 99.85% of shares

27,200

3. Berli Jucker Specialties Limited 4. BJC Specialties Company Limited 5. BJC Healthcare Company Limited

Customs clearing, warehousing, transportation and distribution services Sale of chemicals

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Manufacture of soap, cosmetics and confectionery

Berli Jucker Public Company Limited

Related Company Subsidiaries 11. Thai Glass Technology Company Limited

12. Thai-Scandic Steel Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Seminar and training center

Direct subsidiary Holds 100.00% of shares

7,000

Manufacture of galvanized steel structures

Indirect subsidiary Holds 100.00% of shares

5,000

1,041,694

1,448,672

Total Joint ventures 1. BJC Marine Resources Development Company Limited

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Operated in lease prawn ponds and euipment

Joint venture Holds 50.00% of shares

Total

215

Business transaction

109,800 The Company received short term loan, pay at call, from subsidiary company. Interest rate defined from borrowing cost and market interest rate. "

5,000

5,000 The Company received short term loan, pay at call, from joint venture. Interest rate defined from borrowing cost and market interest rate.

5,000

8 Other receivables - Related parties

Related Company Subsidiaries 1. Asia Books Company Limited

Type of business

Retailer of books and magazines

Ownership Interest/ Relationship with the Company Indirect subsidiary Holds 100.00% of shares

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 5,191

Business transaction

11,956 Other receivables from interest received per 1.2 and/or dividend received per 1.3 and/or income from allocation of administrative expense per 1.4 and/or other income per 1.5

2. Berli Jucker Cellox Limited Manufacture of sanitary Direct subsidiary paper products Holds 94.84% of shares

13,797

52,630

3. Berli Jucker Foods Limited Manufacture of snack foods

19,023

103,932

Direct subsidiary Holds 100.00% of shares

216

Financial Report 2017

Related Company Subsidiaries 4. Berli Jucker Logistics Limited

Type of business

Customs clearing, warehousing, transportation and distribution services

5. Berli Jucker Specialties Sale of chemicals Limited 6. Thai Dairy Company Limited Manufacture and distribute fresh yogurt and milk product 7. BJC Specialties Company Non-alcohol beverage Limited shop 8. BJC Glass Vietnam Limited Manufacture of glass containers 9. BJC Healthcare Company Distribution of Limited pharmaceutical products, medical equipment and supplies 10. BJH Investment Company Investment Limited 11. BJH Medical Company Distribution of Limited pharmaceutical products and medical supplies 12. BJC Industrial and Trading Sale of imaging Company Limited product, stationery and construction supplies

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Direct subsidiary Holds 100.00% of shares

20,946

78,360 Other receivables from interest received per 1.2 and/or dividend received per 1.3 and/or income from allocation of administrative expense per 1.4 and/or other income per 1.5

Direct subsidiary Holds 99.15% of shares Indirect subsidiary Holds 100.00% of shares

6,580

34,614

Direct subsidiary Holds 100.00% of shares Subsidiary of indirect subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

6,815

1,672

862

4,568

Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

23,784

323,019

389

Direct subsidiary Holds 100.00% of shares

1,758

Berli Jucker Public Company Limited

Related Company

Type of business

Subsidiaries 13. BJC Cellox (Vietnam) Agent Company Limited (Formerly BJC International (Vietnam) Limited)

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Indirect subsidiary Holds 100.00% of shares

1,258

Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

758

481

646

Direct subsidiary Holds 100.00% of shares

280,802

Distribution of Indirect subsidiary pharmaceutical Holds 100.00% of shares products and medical supplies 18. BJC Packaging Company Investment Direct subsidiary Limited Holds 100.00% of shares 19. BJC Commerce Company Wholesale Direct subsidiary Limited Holds 100.00% of shares 20. Cosma Medical Company Distribution of Indirect subsidiary Limited pharmaceutical Holds 100.00% of shares products, medical equipment and supplies

(91)

13,948

628

1,612

14. BJC International Company Limited 15. BJC International (Mayanmar) Company Limited 16. BJC Logistics and Warehouse Company Limited 17. Montana Marketing Company Limited

Agent Consultant service in product analysis and collect data Investment

21. Distri-Thai Limited

Retailer of books and magazines

22. Cosma Trading Company Limited

Distribution of pharmaceutical products, medical equipment and supplies

Subsidiary of indirect subsidiary Holds 100.00% of shares Subsidiary of indirect subsidiary Holds 100.00% of shares

217

708 Other receivables from interest received per 1.2 and/or dividend received per 1.3 and/or income from allocation of administrative expense per 1.4 and/or other income per 1.5

218

Financial Report 2017

Related Company Subsidiaries 23. Ichiban Foods Company Limited

24. BJC Foods (Malaysia) Sdn Bhd 25. BJC Glass (Thailand) Company Limited (Formerly BJC Ogenki Company Limited) 26. Marble & Stones Company Limited 27. Montana Company Limited

Type of business

Manufacture of soybean Indirect subsidiary Holds 75.00% of shares

Manufacture of snack foods Investment

Indirect subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

Dormant

Indirect subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

Distribution of pharmaceutical products, medical equipment and supplies

28. Phu Thai Group Joint Stock Sale of consumer Company products 29. Thai An Vietnam Trading Company Limited 30. Rubia Industries Limited

31. T.C.C. Technology Company Limited

Ownership Interest/ Relationship with the Company

Retail

Subsidiary of indirect subsidiary Holds 64.55% of shares Indirect subsidiary Holds 100.00% of shares Direct subsidiary Holds 99.85% of shares

Manufacture of soap, cosmetics and confectionery Rendering services of Direct subsidiary information technology Holds 51.00% of shares

32. Thai Beverage Can Limited Manufacture of aluminum cans 33. Thai Corp International Agent (Vietnam) Company Limited

Direct subsidiary Holds 50.00% of shares Subsidiary of indirect subsidiary Holds 75.00% of shares

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 120

Business transaction

120 Other receivables from interest received per 1.2 and/or dividend received per 1.3 and/or income from allocation of administrative expense per 1.4 and/or other income per 1.5

3,200

13,220

11,775

2,765

1,941

18,551

2,201

75,745

25,068

7,097

10,101

(35)

21,909

603

3,775

27,885

22,006

Berli Jucker Public Company Limited

Related Company Subsidiaries 34. BJC Consumer Company Limited

35. Thai Glass Industries Public Company Limited 36. Thai Glass Technology Company Limited 37. Thai Malaya Glass Company Limited 38. Thai-Scandic Steel Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Investment

Direct subsidiary Holds 100.00% of shares

15,925

Manufacture of glass containers Seminar and training center Manufacture of glass containers Manufacture of galvanized steel structures Investment

Direct subsidiary Holds 98.60% of shares Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

43,321

45,782

1,032

190

105,159

5,890

3,598

15,373

937

694,797

716,120

162,917

2,891

819

107

1,996,195

1,085,149

39. BJC International Holding Pte. Ltd 40. BJC Retail Holding Investment Company Limited 41. Samphunsamer Company Investment Limited 42. BIGC Supercenter Public Retail Company Limited 43. C Distribution (Thailand) Company Limited

E-Commerce

44. BJC Logistic World Company Limited 45. BJC Brand Limited

Warehouse business Consultant service in management of trademark

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares Subsidiary of indirect subsidiary Holds 99.85% of shares Subsidiary of indirect subsidiary Holds 99.91% of shares Indirect subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares Total

219

6,706 Other receivables from interest received per 1.2 and/or dividend received per 1.3 and/or income from allocation of administrative expense per 1.4 and/or other income per 1.5

220

Financial Report 2017

Related Company Associates 1. Gaew Grung Thai Company Limited

2. TCC Logistics and Warehouse Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Trading cullets,glass bottle,plastics and used supplies

Associate, subsidiary holds 25.00% of shares

Distribution Business

Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul and common shareholders Total

Joint ventures 1. BJC O-I Glass Pte. Ltd.

Investment

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 1,748

Business transaction

2,561 Other receivables from interest received per 1.2 and/or dividend received per 1.3 and/or income from allocation of administrative expense per 1.4 and/or other income per 1.5

84,547

1,748

87,108

Joint venture Holds 50.00% of shares

163

9 Other receivables from interest received per 1.2 and/or dividend received per 1.3 and/or income from allocation of administrative expense per 1.4 and/or other income per 1.5

2. Malaya Glass Products Sdn Manufacture of glass Bhd containers

Subsidiary of joint venture Holds 50.00% of shares

6,214

5,474

3. Malaya-Vietnam Glass Limited

Manufacture of glass containers

Subsidiary of joint venture Holds 35.00% of shares

116

837

4. BJC & CF (Thailand) Company Limited

Manufacture and distribution of pharmaceutical products

Joint venture Holds 51.00% of shares

105

2,879

Berli Jucker Public Company Limited

Related Company 5. BJC-Mpoint (Hong Kong) Company Limited

Type of business Consultant service in management of franchise and trade

6. BJC-Mpoint International Wholesale and retail Company Limited 7. Berli Asiatic Soda Importer and distributor Company Limited of soda ash 8. Berli Dynaplast Company Manufacture of rigid Limited plastic containers 9. BJC Marine Resources Operated in lease Development Company prawn ponds and Limited euipment 10. Leap Solutions Asia Cloud services Company Limited 11. BJC - MIB Company Limited Distribution of medical equipment and supplies and related services

Ownership Interest/ Relationship with the Company Subsidiary of joint venture Holds 51.00% of shares

1,400

216

235

Joint venture Holds 30.60% of shares Joint venture Holds 51.00% of shares

1,041

889

322

23,008

27,235

Other related parties 1. Asset Management Investment advisory Co-director Advisory Company Limited and asset management - Dr. Chaiyut Pilun-Owad and common shareholders

2. Asset World Retail Company Limited

Shopping center management

Value (in thousand Baht) For the year ended Business transaction 31 December 31 December 2017 2016 13,667 15,091 Other receivables from interest received per 1.2 and/or dividend received per 1.3 and/or income from allocation of administrative expense per 1.4 and/or other income per 1.5

Joint venture Holds 51.00% of shares Joint venture Holds 50.00% of shares Joint venture Holds 49.00% of shares Joint venture Holds 50.00% of shares

Total

Common shareholders

221

1 Other receivables from interest received per 1.2 and/or dividend received per 1.3 and/or income from allocation of administrative expense per 1.4 and/or other income per 1.5 32

222

Financial Report 2017

Related Company Other related parties 3. Beer Chang Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Trademark holding and Co-director production of beer - Mr. Charoen concentrate Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

4. Cristalla Company Limited Sugar cane planting

155

Business transaction

155 Other receivables from interest received per 1.2 and/or dividend received per 1.3 and/or income from allocation of administrative expense per 1.4 and/or other income per 1.5

Financial and Common shareholders investment advisory Manufacture and sale Common shareholders of ethanol fuel in domestic and foreign Foods and beverages Common shareholders

Manufacture and sale Common shareholders of dairy products and fruit juice 9. F&N Foods Pte Ltd Manufacture and Common shareholders distribution of Dairy Products and Beverages 10. FCL Management Services Project consultant and Common shareholders Pte. Ltd. project management

478

1,581

5. CAC Company Limited 6. Eastern Chemical Company Limited 7. Food & Fun Company Limited 8. F&N Dairies (Thailand) Company Limited

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Berli Jucker Public Company Limited

Related Company

Type of business

Other related parties 11. InterBev (Singapore) Limited

Marketing, trading of alcoholic beverage

Ownership Interest/ Relationship with the Company Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

12. MM Mega Market (Vietnam) Wholesale Company Limited

Common shareholders

13. Mong Reththy Investment Cambodia Oil Palm Company Limited

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 12,721

Business transaction

- Other receivables from interest received per 1.2 and/or dividend received per 1.3 and/or income from allocation of administrative expense per 1.4 and/or other income per 1.5

267,379

47,764

Co-director - Mr. Aswin Techajareonvikul and common shareholders

172

14. Num Yuk Company Limited Spirits distributor

Common shareholders

189

15. Oishi Group Public Company Limited

Co-director - Mr. Prasit Kovilaikool - Mr. Sithichai Chaikriangkrai and common shareholders

162

Co-director - Mr. Aswin Techajareonvikul and common shareholders

3,208

146

17. Pan International (Thailand) Purchasing service, Co-director Company Limited wholesale spare parts - Mr. Sithichai Chaikriangkrai and common shareholders

364

Oil palm planting

Japanese restaurant businesses

16. Paksong Capital Company Investment Limited

223

224

Financial Report 2017

Related Company

Type of business

Other related parties 18. Plantheon Company Limited Investment in related agricultural industrial businesses

Ownership Interest/ Relationship with the Company Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

118

108 Other receivables from interest received per 1.2 and/or dividend received per 1.3 and/or income from allocation of administrative expense per 1.4 and/or other income per 1.5

19. Plantheon Trading Company Limited

Sugar and agricultural Common shareholders product trading

172

164

20. Pornpatanasin Company Limited 21. Paksong Highland Company Limited 22. Siam Food Products Public Company Limited

Agriculture businesses Common shareholders

930

Manufacture, export, Co-director sale of secondary - Mr. Prasert Maekwatana processed agricultural - Mr. Sithichai products Chaikriangkrai - Mr. Prasit Kovilaikool - Pol.Gen. Krisna Polananta and common shareholders

23. Southeast Capital Company Limited 24. Southeast Insurance Pubic Company Limited 25. Southeast Life Insurance Public Company Limited 26. TCC-Ha Chiang Company Limited (Formerly Sin Somnuk Company Limited)

Vehicle business

Common shareholders

Insurance businesses Common shareholders

97,552

33,695

Common shareholders

125

Common shareholders

839

Coffee businesses

Life insurance businesses Port Business

Common shareholders

Berli Jucker Public Company Limited

Related Company

Type of business

Other related parties 27. Suvannaphum Investment Investment Company Limited

Ownership Interest/ Relationship with the Company

28. T.C.C. Commercial Property management Common shareholders Property Management and sale of foods & Company Limited beverages 29. TCC Land Company Limited Mortgage, pawn, sale Co-director of consignment and - Mr. Charoen other business Sirivadhanabhakdi transaction related to - Khunying Wanna immovable assets Sirivadhanabhakdi and common shareholders

30. TCC Luxury Hotels and Resort Company Limited 31. Thai Beverage Logistics Company Limited 32. Thai Beverage Public Company Limited

Hotel and restaurant

Common shareholders

718

Logistic

Common shareholders

Investment

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

8,100

33. Thai Beverage Recycle Company Limited

Sale of packaging and Co-director glass containers - Mr. Sithichai Chaikriangkrai and common shareholders

Common shareholders

8,787

Business transaction

- Other receivables from interest received per 1.2 and/or dividend received per 1.3 and/or income from allocation of administrative expense per 1.4 and/or other income per 1.5 3 "

34. Thip Sugar Manufacture, sale, Kamphaengphet Company export sugar Limited

Common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

225

226

Financial Report 2017

Related Company Other related parties 35. Thip Sugar Sukhothai Company Limited

36. TCC Hotel Asset Management Company Limited 37. TCC Assets (Thailand) Company Limited 38. World Book and Media Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Manufacture, sale, export sugar

Common shareholders

1 Other receivables from interest received per 1.2 and/or dividend received per 1.3 and/or income from allocation of administrative expense per 1.4 and/or other income per 1.5

Real estate

Common shareholders

1,389

Investment

Common shareholders

4,328

Book center and rental Common shareholders space provider Total

2,760

391,557

103,243

9 Supplier receivables and tenant receivables

Related Company Associates 1. TCC Logistics and Warehouse Company Limited

Type of business

Distribution Business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul and common shareholders

586 Supplier receivable and tenant receivable for other income transaction in 1.5

Total

586

Berli Jucker Public Company Limited

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Type of business

Ownership Interest/ Relationship with the Company

Other related parties 1. Bang Pa-In Paper Mill Manufacture and sale Industry Company Limited of paper

Common shareholders

6,320

5,807

3. F&N United Company Limitedof Asia Company 4. Food LimitedGroup Public 5. Oishi Company Limited

Manufacture and sale of dairy products and fruit juice Manufacture and distribution ofand ice cream Manufacture distribute foods & Japanese restaurant businesses

Common shareholders Common shareholders Co-director - Mr. Prasit Kovilaikool - Mr. Sithichai Chaikriangkrai and common shareholders

285 251 4,961

826 238 5,899

" " "

6. Oishi Ramen Company Limited

Sale of foods & beverages

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

2,827

2,537

7. Modern Trade Management Company Limited 8. Southeast Capital Company Limited 9. Southeast Insurance Pubic Company Limited 10. Thip Sugar Kamphaengphet Company Limited 11. Taveephol Agriculture Company Limited 12. The QSR of Asia Company Limited

Spirits distiller

Common shareholders

41,957

21,342

Vehicle business

Common shareholders

Insurance businesses Common shareholders

6,414

626

Common shareholders

434

195

Agriculture businesses Common shareholders

253

193

2,010

65,840

37,748

Related Company

2. F&N Dairies (Thailand) Company Limited

Manufacture, sale, export sugar

Sale of foods & beverages

Common shareholders Total

227

Business transaction

85 Supplier receivable and tenant receivable for other income transaction in 1.5

228

Financial Report 2017

10 Other payables - Related parties

Related Company Subsidiaries 1. Asia Books Company Limited

Type of business

Retailer of books and magazines

Ownership Interest/ Relationship with the Company Indirect subsidiary Holds 100.00% of shares

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 29

Business transaction

160 Other payable from 2.2 Selling and administrative expenses and/or 2.3 Interest Expenses 843 "

2. Berli Jucker Cellox Limited Manufacture of sanitary Direct subsidiary paper products Holds 94.84% of shares

1,337

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

1,063

1,907

40,416

51,663

112

879

8,405

9. BJH Investment Company Investment Limited 10. BJH Medical Company Distribution of Limited pharmaceutical products and medical supplies 11. BJC Industrial and Trading Sale of imaging Company Limited product, stationery and construction supplies

Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

591

3,790

2,882

516

338

Direct subsidiary Holds 99.15% of shares Indirect subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

Direct subsidiary Holds 100.00% of shares

Berli Jucker Public Company Limited

Related Company Subsidiaries 12. BJC International (Mayanmar) Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Consultant service in product analysis and collect data

Indirect subsidiary Holds 100.00% of shares

Investment

Direct subsidiary Holds 100.00% of shares

174

Distribution of Indirect subsidiary pharmaceutical Holds 100.00% of shares products and medical supplies 15. BJC Packaging Company Investment Direct subsidiary Limited Holds 100.00% of shares 16. BJC Commerce Company Wholesale Direct subsidiary Limited Holds 100.00% of shares 17. Cosma Medical Company Distribution of Indirect subsidiary Limited pharmaceutical Holds 100.00% of shares products, medical equipment and supplies

1,926

433

15,553

15,514

301

4,970

19,252

2,702

2,676

13. BJC Logistics and Warehouse Company Limited 14. Montana Marketing Company Limited

18. Cosma Trading Company Limited

Distribution of Subsidiary of indirect pharmaceutical subsidiary products, medical Holds 100.00% of shares equipment and supplies

6 Other payable from 2.2 Selling and administrative expenses and/or 2.3 Interest Expenses 173 "

19. BJC Glass (Thailand) Investment Company Limited (Formerly BJC Ogenki Company Limited) 20. Montana Company Limited Distribution of pharmaceutical products, medical equipment and supplies

Indirect subsidiary Holds 100.00% of shares

Direct subsidiary Holds 100.00% of shares

1,853

1,505

21. Thai An Vietnam Trading Company Limited

Indirect subsidiary Holds 100.00% of shares

2,267

Retail

229

230

Financial Report 2017

Related Company Subsidiaries 22. Rubia Industries Limited

Type of business

Manufacture of soap, cosmetics and confectionery

Ownership Interest/ Relationship with the Company Direct subsidiary Holds 99.85% of shares

23. T.C.C. Technology Rendering services of Direct subsidiary Company Limited information technology Holds 51.00% of shares 24. Thai Beverage Can Limited Manufacture of Direct subsidiary aluminum cans Holds 50.00% of shares 25. Thai Glass Industries Manufacture of glass Direct subsidiary Public Company Limited containers Holds 98.60% of shares 26. Thai Glass Technology Seminar and training Direct subsidiary Company Limited center Holds 100.00% of shares 27. Thai-Scandic Steel Manufacture of Indirect subsidiary Company Limited galvanized steel Holds 100.00% of shares structures 28. BIGC Supercenter Public Retail Subsidiary of indirect Company Limited subsidiary Holds 99.85% of shares 29. BJC Brand Limited Consultant service in Direct subsidiary management of Holds 100.00% of shares trademark Total Associates 1. Gaew Grung Thai Trading cullets,glass Associate, subsidiary Company Limited bottle,plastics and holds 25.00% of shares used supplies 2. TCC Logistics and Warehouse Company Limited

Distribution Business

Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul and common shareholders Total

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 2,235

8,215

Business transaction

1,538 Other payable from 2.2 Selling and administrative expenses and/or 2.3 Interest Expenses 27,452 "

1,513

177

193,907

2,958

100

283,367

139,515

19,166

3,868 Other payable from 2.2 Selling and administrative expenses and/or 2.3 Interest Expenses 269,891 "

273,759

Berli Jucker Public Company Limited

Related Company Joint ventures 1. BJC & CF (Thailand) Company Limited

Type of business

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Joint venture Holds 51.00% of shares

131

Joint venture Holds 50.00% of shares

174 Other payable from 2.2 Selling and administrative expenses and/or 2.3 Interest Expenses 10 "

Joint venture Holds 30.60% of shares Total

269

140

453

Common shareholders

106

Common shareholders

3. Cha-Am Resort Town Real estate Common shareholders Company Limited 4. DhosPaak Company Limited Advertisement and Common shareholders public relations 5. FCL Management Services Project consultant and Common shareholders Pte. Ltd. project management

100

3,939

52,959

2. BJC Marine Resources Development Company Limited 3. Leap Solutions Asia Company Limited Other related parties 1. Asset World Retail Company Limited

Manufacture and distribution of pharmaceutical products Operated in lease prawn ponds and euipment Cloud services

Ownership Interest/ Relationship with the Company

231

Shopping center management

2. Bang Pa-In Paper Mill Manufacture and sale Industry Company Limited of paper

6. Golden Wealth Company Limited

Project consultant and Common shareholders project management

7. Golden Land Property Development Public Company Limited

Real estate

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

- Other payable from 2.2 Selling and administrative expenses and/or 2.3 Interest Expenses 64 "

232

Financial Report 2017

Related Company Other related parties 8. Golden Ventures Leasehold Real Estate Investment Trust

9. Horeca Management Company Limited 10. Kalae Night Bazaar Company Limited 11. MM Mega Market (Vietnam) Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Real Estate Investment Co-director Trust - Mr. Sithichai Chaikriangkrai and common shareholders Distribution channel Common shareholders management Rental space provider Common shareholders and Utilities Wholesale Common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 25

Business transaction

25 Other payable from 2.2 Selling and administrative expenses and/or 2.3 Interest Expenses

236

200

538

2,112

12. Num Yuk Company Limited Spirits distributor

Common shareholders

189

13. Office World 1 Company Limited 14. Retail World 6 Company Limited 15. Sang Som Company Limited

Real estate

Common shareholders

Shopping center

Common shareholders

268

Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

16. Service Alliance Company Limited 17. Southeast Capital Company Limited 18. Southeast Insurance Pubic Company Limited 19. Southeast Life Insurance Public Company Limited 20. T.C.C. Commercial Property Management Company Limited

Parking space management Vehicle business

Common shareholders

1,680

710

Common shareholders

7,041

1,753

Insurance businesses Common shareholders

32,501

14,935

Life insurance Common shareholders businesses Property management Common shareholders and sale of foods & beverages

207

232

842

Berli Jucker Public Company Limited

Related Company

Type of business

Other related parties 21. TCC Corporation Company Holding company Limited

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Major shareholders and co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul

3,096 Other payable from 2.2 Selling and administrative expenses and/or 2.3 Interest Expenses

Common shareholders

Rental space provider Common shareholders

231

Investment

22. T.C.C. Hotel Collection Company Limited 23. Tawanna Night Bazaar Company Limited 24. Thai Beverage Public Company Limited

Hotel and restaurant

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

(1)

25. Thai Beverage Recycle Company Limited

Sale of packaging and Co-director glass containers - Mr. Sithichai Chaikriangkrai and common shareholders

4,713

1,915

Common shareholders

26. Thai Drink Company Limited Manufacture and distributor of liquor, beer and soda drinks 27. Thippattana Arcade Space rental services Company Limited

233

234

Financial Report 2017

Related Company Other related parties 28. TCC Hotel Asset Management Company Limited

Type of business

Real estate

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Common shareholders

279

30. TCCCL Ladphao Company Project consultant and Common shareholders Limited project management

3,006

540

1,133

55,884

80,198

29. Thai Retail Investment Fund Property Fund

31. World Book and Media Company Limited

Book center and rental Common shareholders space provider Total

8 Other payable from 2.2 Selling and administrative expenses and/or 2.3 Interest Expenses "

11 Disposal asset group classified as held for sales

Related Company

Type of business

Joint ventures 1. Malaya Glass Products Sdn Manufacture of glass Bhd containers

2. Malaya-Vietnam Glass Limited 3. Berli Asiatic Soda Company Limited 4. Berli Dynaplast Company Limited 5. Leap Solutions Asia Company Limited

Manufacture of glass containers Importer and distributor of soda ash Manufacture of rigid plastic containers Cloud services

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Subsidiary of joint venture Holds 50.00% of shares

1,522

- Trade Receivable for sale transaction in 1.1 and/or other receivables from interest received per 1.2 and/or dividend received per 1.3 and/or income from allocation of administrative expense per 1.4 and/or other income per 1.5

Subsidiary of joint venture Holds 35.00% of shares Joint venture Holds 50.00% of shares Joint venture Holds 49.00% of shares Joint venture Holds 30.60% of shares Total

(20)

547

11,497

13,547

Berli Jucker Public Company Limited

Related Company Other related parties 1. 28 Commercial Company Limited

Type of business

Investment

Ownership Interest/ Relationship with the Company Common shareholders

2. Anantasiri Pattana Property management Common shareholders Company Limited 3. Asset Management Investment advisory Co-director Advisory Company Limited and asset management - Dr. Chaiyut Pilun-Owad and common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

235

Business transaction

4. Athimart Company Limited Spirits distiller

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

5. Asiatic Hotel Collection Company Limited 6. Asset World Leisure Company Limited 7. Asset World Retail Company Limited 8. Asset World Synergy Company Limited 9. Asset World Estate Company Limited 10. A C K Realty Company Limited 11. Asia Horeca Company Limited

Hotel and restaurant

Common shareholders

Laundry Service

Common shareholders

406

Shopping center management Real estate

Common shareholders

1,306

Common shareholders

Investment

Common shareholders

688

Golf course service

Common shareholders

Investment

Common shareholders

236

Financial Report 2017

Related Company Other related parties 12. ASM Management Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Asset management provider

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

133

13. Baanboung Vetchakij Company Limited

Clinical businesses

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

790

14. Bangna Glass Company Limited

Glass bottle manufacturer & distributor Spirits distiller

Common shareholders

Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders

Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

17. Bangkok Land And Houses Real estate Public Company Limited

Common shareholders

18. Charoenwannakij Company Investment Limited

Common shareholders

15. Beer Thai (1991) Public Company Limited

16. Beerthip Brewery (1991) Company Limited

Berli Jucker Public Company Limited

Related Company

Type of business

Other related parties 19. Cosmos Brewery (Thailand) Spirits distiller Company Limited

Ownership Interest/ Relationship with the Company Common shareholders

20. Cristalla Company Limited Sugar cane planting

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

21. Cha-Am Resort Town Company Limited 22. CAC Company Limited 23. 24. 25. 26. 27. 28.

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 12

Business transaction

1,504

Common shareholders

Financial and Common shareholders investment advisory Concept Land 8 Company Agriculture businesses Common shareholders Limited Concept Land 7 Company Real estate Common shareholders Limited CW Tower Company Property management Common shareholders Limited Dhanasindhi Company Buildings construction Common shareholders Limited DhosPaak Company Limited Advertisement and Common shareholders public relations ESPN International Real estate Common shareholders Company Limited

234

Real estate

237

238

Financial Report 2017

Related Company Other related parties 29. Food & Fun Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Foods and beverages Common shareholders

30. Fuengfuanant Company Limited

Spirits distiller

31. F&N Dairies (Thailand) Company Limited

Business transaction

Manufacture and sale Common shareholders of dairy products and fruit juice Manufacture and Common shareholders distribution of ice cream

449

115

33. FCL Management Services Project consultant and Common shareholders Pte. Ltd. project management

26,717

Common shareholders

Project consultant and Common shareholders project management

310

1,459

32. F&N United Company Limited

34. First Square Company Limited 35. Golden Wealth Company Limited

Real estate

36. Grand Unity Development Company Limited

Condominiums and consultant in commercial management

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Common shareholders

Berli Jucker Public Company Limited

Related Company Other related parties 37. Golden Land Property Development Public Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Real estate

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

38. Golden Land Residences Company Limited 39. Grand Paradise Property Company Limited 40. Hotel World 7 Company Limited 41. Hotel World 12 Company Limited 42. Asset World Wex Company Limited (Formerly I Laundry Service Company Limited )

Real estate

Common shareholders

584

Real estate

Common shareholders

Hotel

Common shareholders

Hotel

Common shareholders

Garment & laundry business

Common shareholders

43. Indara Insurance Public Company Limited 44. Inter Horeca Company Limited 45. Kalae Night Bazaar Company Limited 46. Kanchanasingkorn Company Limited

Assurance businesses Common shareholders

250

Hotel product and Common shareholders space management Rental space provider Common shareholders and Utilities Spirits distiller Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

1,093

239

240

Financial Report 2017

Related Company

Type of business

Other related parties 47. Kankwan Company Limited Spirits distiller

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Real estate

Common shareholders

Investment

Common shareholders

Real estate

Common shareholders

Real estate

Common shareholders

Food center and Intellectual Property (IP) services Spirits distributor

Common shareholders

Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders

54. Lertrathakarn Company Limited 55. Mongkolsamai Company Limited

Real estate

Common shareholders

158

Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

56. Muangkao Company Limited

Real estate

Common shareholders

48. Kasem subsiri Company Limited 49. Tor Yod Market AEC Company Limited (Formerly Kasem subsiri 2 Company Limited) 50. Kasemsubbhakdi Company Limited 51. Lan Chang Development Company Limited 52. Asset World Company Limited 53. Luckchai Liquor Trading Company Limited

Berli Jucker Public Company Limited

Related Company Other related parties 57. Media Front Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

241

Business transaction

Real estate

Common shareholders

167

58. Asset World Hotel Hotel Company Limited 59. MS & KC Development Real estate Company Limited 60. MM Mega Market (Vietnam) Wholesale Company Limited

Common shareholders

299

Common shareholders

10,934

61. Mong Reththy Investment Cambodia Oil Palm Company Limited

Co-director - Mr. Aswin Techajareonvikul and common shareholders

Common shareholders

Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders

Oil palm planting

62. N.C.C. Management & Space rental for Development Company exhibition businesses Limited 63. Nateechai Company Limited Spirits distiller

242

Financial Report 2017

Related Company Other related parties 64. North Park Golf And Sport Club Company Limited

Type of business

Golf and sport club service

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

65. Num Nakorn Company Spirits distributor Limited 66. Num Thip Company Limited Sale of alcohol, soda and water 67. North Sathorn Realty Real estate Company Limited 68. Oishi Group Public Japanese restaurant Company Limited businesses

Common shareholders

2,396

69. Office World 1 Company Real estate Limited 70. One Bangkok Holdings Real estate Company Limited 71. Paksong Capital Company Investment Limited

Common shareholders

16,336

Co-director - Mr. Aswin Techajareonvikul and common shareholders

72. Pan International (Thailand) Purchasing service, Co-director Company Limited wholesale spare parts - Mr. Sithichai Chaikriangkrai and common shareholders

948

Co-director - Mr. Prasit Kovilaikool - Mr. Sithichai Chaikriangkrai and common shareholders

Berli Jucker Public Company Limited

Related Company Other related parties 73. Pisetkij Company Limited

Type of business

Trading cullet, glass bottle

74. Plantheon Company Limited Investment in related agricultural industrial businesses

Ownership Interest/ Relationship with the Company Common shareholders

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 5

Business transaction

Common shareholders

Agriculture businesses Common shareholders

Shopping center

Common shareholders

Real estate

Common shareholders

Real estate

Common shareholders

75. Plantheon Trading Company Limited

Sugar and agricultural Common shareholders product trading

76. Modern Trade Management Company Limited 77. Pornpatanasin Company Limited 78. Permsubsiri 2 Company Limited 79. P.I.T. Factory Company Limited 80. Prime Plus Asset Company Limited

Spirits distiller

243

244

Financial Report 2017

Related Company

Type of business

Other related parties 81. Quality Pineapple Products Manufacture of Company Limited pineapple products

Ownership Interest/ Relationship with the Company Co-director - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

82. Quantum Assets Management Company Limited 83. Red Bull Distillery (1988) Company Limited

Real estate

Common shareholders

Distributor and spirits distiller

84. Ratchayothin Tower Company Limited 85. Retail World 6 Company Limited 86. Retail World 4 Company Limited 87. S.A.S. Trading Company Limited 88. S.S. Karnsura Company Limited

Spirits distiller

89. Sang Som Company Limited

Spirits distiller

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 40

Business transaction

Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders

Real estate

Common shareholders

Shopping center

Common shareholders

Real estate

Common shareholders

Investment in overseas Common shareholders hotel business

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

Berli Jucker Public Company Limited

Related Company

Type of business

Other related parties 90. Serm Suk Public Company Manufacture and sale Limited of beverage

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

3,830

91. Service Alliance Company Limited 92. Siam Food Products Public Company Limited

Parking space Common shareholders management Manufacture, export, Co-director sale of secondary - Mr. Prasert Maekwatana processed agricultural - Mr. Sithichai products Chaikriangkrai - Mr. Prasit Kovilaikool - Pol.Gen. Krisna Polananta and common shareholders

161

93. Simathurakij Company Limited

Distributor and spirits distiller

Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders

94. Siripat Trading Company Limited 95. Southeast Capital Company Limited 96. Southeast Insurance Pubic Company Limited 97. Southeast Life Insurance Public Company Limited

Investment

Common shareholders

Vehicle business

Common shareholders

126

Insurance businesses Common shareholders

5,810

Life insurance businesses

4,912

Common shareholders

245

246

Financial Report 2017

Related Company Other related parties 98. Sports and Recreation Management Company Limited

Type of business

Sport service

Ownership Interest/ Relationship with the Company Common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 6

Business transaction

99. Sura Bangyikhan Company Spirits distiller Limited

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

100. Sura Piset Thipharat Company Limited 101. Surasate Company Limited 102. Serm Suk Beverage Company Limited

Spirits distributor

Common shareholders

Real estate Manufacture and distribution of beverages

Common shareholders Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

16 131

" "

103. TCC-Ha Chiang Company Port Business Limited (Formerly Sin Somnuk Company Limited)

Common shareholders

104. Suansilp Pathana 10 Company Limited 105. Senses Property Management Company Limited 106. Stonehenge Inter Company Limited

Real estate

Common shareholders

Residential juristic person management

Common shareholders

Provide management Common shareholders and control services for architectural and interior design services

Berli Jucker Public Company Limited

Related Company Other related parties 107. Stonehenge Company Limited

Type of business

Provide services in design architecture and structure

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Common shareholders

108. T.C.C. Commercial Property Management Company Limited

Property management Common shareholders and sale of foods & beverages

502

109. T.C.C. Hotel Collection Company Limited 110. Tawanna Night Bazaar Company Limited 111. TCC Capital Land Limited 112. TCC Asset World Corporation Company Limited (Formerly TCC Hotel Group Company Limited)

Hotel and restaurant

Common shareholders

18,784

Rental space provider Common shareholders

Common shareholders Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

35 37

" "

113. TCC Land Company Limited Mortgage, pawn, sale of consignment and other business transaction related to immovable assets

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

190

114. TCC Land Commercial Company Limited 115. TCC Land Development Company Limited

Common shareholders

Real estate Investment

Asset management provider Real estate

247

248

Financial Report 2017

Related Company

Type of business

Other related parties 116. TCC Land International Real estate (Thailand) Company Limited

117. TCCCL Asoke Company Limited 118. TCCCL Rachatewi Company Limited 119. TCCCL Sena Company Limited 120. Terragro Bio-Tech Company Limited

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Common shareholders

Real estate

Common shareholders

Real estate

Common shareholders

Real estate

Common shareholders

523

Biogas manufacturing Co-director businesses - Mr. Prasert Maekwatana and common shareholders

121. Terragro Company Limited Agriculture

Common shareholders

122. Terragro Fertilizer Company Limited

Manufacture and sale of chemical fertilizer

Co-director - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

123. Terragro Land1 Company Limited 124. Terragro Land2 Company Limited 125. Thai Alcohol Public Company Limited 126. Thai Beverage Logistics Company Limited

Agricultural garden service Agricultural garden service Alcohol Manufacture

Common shareholders

138

Logistic

Common shareholders

469

Berli Jucker Public Company Limited

Related Company Other related parties 127. Thai Beverage Public Company Limited

Type of business

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

58,620

Sale of packaging and Co-director glass containers - Mr. Sithichai Chaikriangkrai and common shareholders

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

131. The Suphanburi Sugar Manufacture, sale and Common shareholders Industry Company Limited export sugar 132. Theparunothai Company Spirits distiller Co-director Limited - Mr. Sithichai Chaikriangkrai and common shareholders

138

Common shareholders

294

128. Thai Beverage Recycle Company Limited

Investment

Ownership Interest/ Relationship with the Company

129. Thai Drink Company Limited Manufacture and distributor of liquor, beer and soda drinks 130. Thanapakdi Company Spirits distiller Limited

133. Thip Kamphaengphet Bio Energy Company Limited 134. Thip Sugar Kamphaengphet Company Limited

Manufacture and sale of electricity Manufacture, sale, export sugar

Common shareholders

249

250

Financial Report 2017

Related Company Other related parties 135. Thip Sugar Sukhothai Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Manufacture, sale, export sugar

Common shareholders

344

Space rental services

Common shareholders

474

Power & electricity plant Common shareholders

Real estate

Common shareholders

139. TCC Engineering services Consulting engineering Common shareholders Company Limited Service

194

136. Thippattana Arcade Company Limited 137. Thipsukhothai Bioenergy Company Limited 138. TCC Verngnakornkhasem Company Limited

140. Thai-Lysaght Company Limited

Distributor of zinc oxide Common shareholders and other chemical

141. TCC Hotel Asset Real estate Management Company Limited 142. Thai Retail Investment Fund Property Fund

Common shareholders

1,848

Common shareholders

143. TCC Assets (Thailand) Company Limited 144. Thip Sukhothai Bio-Tech Company Limited

Investment

Common shareholders

3,268

Production and distribution of organic fertilizers

Common shareholders

Berli Jucker Public Company Limited

Related Company Other related parties 145. TCC Phumipat Company Limited (Formerly TCC Sport and Recreation Company Limited)

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Investment

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Power and electricity plant Show management service Real estate

Common shareholders

Real estate

Common shareholders

150. TCCCL Ladphao Company Project consultant and Common shareholders Limited project management

146. Thip Suphanburi Bio Energy Company Limited 147. Thai Show 2013 Company Limited 148. TCC Nawamin Phumipat Company Limited (Formerly TCC World Company Limited) 149. TCC Bang Sai Phumipat Company Limited (Formerly TCCCL 1 Company Limited)

125

251

151. TCC Phusornkaew Manufacture and sale Company Limited (Formerly of electricity TCC Solar Power 1 Company Limited)

Common shareholders

152. The Residence 9 Company Real estate Limited

Common shareholders

252

Financial Report 2017

Related Company Other related parties 153. TCC Intertrade Company Limited

Type of business

Investment

Ownership Interest/ Relationship with the Company Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul and common shareholders

154. TICON Industrial Connection Public Company Limited 155. Tonic International Company Limited 156. TICON Logistics Park Company Limited

Ready-built factories Common shareholders and warehouses for rent

157. TICON Management Company Limited 158. The QSR of Asia Company Limited 159. United Winery and Distillery Company Limited

REIT manager

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 56

Business transaction

152

Common shareholders

Real estate business Common shareholders development of warehouse for rent/sale

142

Common shareholders

Sale of foods & beverages Spirits distiller

Common shareholders

121

Co-director - Mr. Charoen Sirivadhanabhakdi and common shareholders

160. Univentures Public Company Limited

Real estate

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

766

161. Univentures Asset Management Company Limited

Consultant service in investment and management

Common shareholders

Investment

Berli Jucker Public Company Limited

Related Company Other related parties 162. United home Company Limited

163. Univentures Reit Management Company Limited

Type of business

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Real estate

Common shareholders

Reit in Real Estate Investment Trust

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Common shareholders

142

Common shareholders

484

172,594

164. VNU Exhibition Asia Pacific Service of exhibitions, Company Limited conferences and seminars 165. The Street Retail Real estate Development Company Limited 166. Wattanapat Trading Real estate Company Limited 167. Wrangyer Beverage (2008) Manufacture and sale Company Limited of nourishment beverages

168. World Sugar Export Company Limited

Ownership Interest/ Relationship with the Company

253

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Manufacture, sale and Common shareholders export sugar Total

254

Financial Report 2017

12 Liabilities included in disposal asset group classified as held for sales

Related Company

Type of business

Joint ventures 1. Malaya Glass Products Sdn Manufacture of glass Bhd containers

2. Berli Dynaplast Company Limited 3. Leap Solutions Asia Company Limited Other related parties 1. Asset World Leisure Company Limited

2. Asset World Retail Company Limited 3. Asset World Estate Company Limited 4. Asset World Advisory Company Limited

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Subsidiary of joint venture Holds 50.00% of shares

461

- Trade Payable from purchase of goods and service in 2.1 and/or other payable from 2.2 Selling and administrative expenses and/or 2.3 Interest Expenses and/or other non-current liabilities from Selling and administrative expenses per 2.2

Joint venture Holds 49.00% of shares Joint venture Holds 30.60% of shares Total

640

1,754

2,855

Laundry Service

Common shareholders

464

Shopping center management Investment

Common shareholders

638

Common shareholders

376

Shopping center management

Common shareholders

Manufacture of rigid plastic containers Cloud services

Berli Jucker Public Company Limited

Related Company Other related parties 5. ASM Management Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Asset management provider

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

6. Baanboung Vetchakij Company Limited

Clinical businesses

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

717

7. Bangna Glass Company Limited

Glass bottle Common shareholders manufacturer & distributor Warehouse businesses Common shareholders

Common shareholders

360

8. Bangna Pattanakit Company Limited 9. CAC Company Limited 10. 11. 12. 13. 14.

Financial and investment advisory Concept Land 7 Company Real estate Limited Dhanasindhi Company Buildings construction Limited DhosPaak Company Limited Advertisement and public relations Food & Fun Company Foods and beverages Limited F&N Dairies (Thailand) Manufacture and sale Company Limited of dairy products and fruit juice

255

256

Financial Report 2017

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Other related parties 15. FCL Management Services Project consultant and Common shareholders Pte. Ltd. project management

16. Horeca Management Company Limited 17. Kalae Night Bazaar Company Limited 18. Kasemsubvadhana Company Limited 19. Asset World Company Limited

Distribution channel Common shareholders management Rental space provider Common shareholders and Utilities Real estate Common shareholders Food center and Intellectual Property (IP) services Real estate

20. Muangkao Company Limited 21. Media Front Company Real estate Limited 22. Asset World Hotel Hotel Company Limited 23. MM Mega Market (Vietnam) Wholesale Company Limited

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 39,802

Business transaction

Common shareholders

131

Common shareholders

1,166

Berli Jucker Public Company Limited

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Other related parties 24. North Park Golf And Sport Club Company Limited

Golf and sport club service

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

25. Oishi Group Public Company Limited

Japanese restaurant businesses

Co-director - Mr. Prasit Kovilaikool - Mr. Sithichai Chaikriangkrai and common shareholders

1,444

26. Office World 1 Company Limited 27. One Bangkok Holdings Company Limited 28. Ratchayothin Tower Company Limited 29. Retail World 6 Company Limited 30. S.A.S. Trading Company Limited

Real estate

Common shareholders

Real estate

Common shareholders

724

Real estate

Common shareholders

Shopping center

Common shareholders

Investment in overseas Common shareholders hotel business

2,214

31. Serm Suk Public Company Manufacture and sale Limited of beverage

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

32. Service Alliance Company Parking space Limited management

Common shareholders

257

258

Financial Report 2017

Related Company

Type of business

Other related parties 33. Siriwana Company Limited Investment

Ownership Interest/ Relationship with the Company Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

34. Southeast Capital Vehicle business Common shareholders Company Limited 35. Southeast Insurance Pubic Insurance businesses Common shareholders Company Limited 36. Surasate Company Limited Real estate Common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

119

37. Serm Suk Beverage Company Limited

Manufacture and distribution of beverages

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

122

38. Suansilp Pathana 10 Company Limited 39. T.C.C. Commercial Property Management Company Limited

Real estate

Common shareholders

602

Property management Common shareholders and sale of foods & beverages

3,372

40. TCC Capital Land Limited 41. TCC Asset World Corporation Company Limited (Formerly TCC Hotel Group Company Limited)

Real estate Investment

51 33

" "

Common shareholders Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

Berli Jucker Public Company Limited

Related Company Other related parties 42. TCC Hotel Management Company Limited

Type of business

Real estate

Ownership Interest/ Relationship with the Company Common shareholders

43. TCC Land Company Limited Mortgage, pawn, sale of consignment and other business transaction related to immovable assets

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

44. TCC Land Commercial Asset management Company Limited provider 45. TCC Land International Real estate (Thailand) Company Limited 46. TCC Luxury Hotels and Resort Company Limited 47. Thai Alcohol Public Company Limited 48. Thai Beverage Logistics Company Limited

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 4

259

Business transaction

570

Common shareholders

Hotel and restaurant

Common shareholders

Alcohol Manufacture

Common shareholders

102

Logistic

Common shareholders

273

260

Financial Report 2017

Related Company Other related parties 49. Thai Beverage Public Company Limited

Type of business

Investment

50. Thai Drink Company Limited Manufacture and distributor of liquor, beer and soda drinks 51. Thippattana Arcade Space rental services Company Limited 52. TCC Verngnakornkhasem Real estate Company Limited 53. Thai-Lysaght Company Limited

Ownership Interest/ Relationship with the Company Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 38,271

Business transaction

Common shareholders

Distributor of zinc oxide Common shareholders and other chemical

54. TCC Hotel Asset Real estate Management Company Limited 55. The Imperial Angkor Palace Hotel Hotel Company Limited

Common shareholders

56. Tonic International Company Limited 57. The QSR of Asia Company Limited 58. TCC Interlink Company Limited 59. Wattanapat Trading Company Limited

Investment

Common shareholders

Sale of foods & beverages Car park services

Common shareholders

588

Real estate

Common shareholders

174

Berli Jucker Public Company Limited

Related Company

Type of business

Other related parties 60. Wrangyer Beverage (2008) Manufacture and sale Company Limited of nourishment beverages

Ownership Interest/ Relationship with the Company Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Total

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 48

261

Business transaction

93,380

13 Other current assets

Related Company Other related parties 1. Dhanasindhi Company Limited 2. The Suphanburi Sugar Industry Company Limited 3. Thip Kamphaengphet Bio Energy Company Limited 4. Thip Sugar Kamphaengphet Company Limited 5. Thip Sugar Sukhothai Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Buildings construction Common shareholders

2,804

Manufacture, sale and Common shareholders export sugar Manufacture and sale Common shareholders of electricity Manufacture, sale, Common shareholders export sugar

330

Manufacture, sale, export sugar

Common shareholders Total

Business transaction

- Other current assets from revenue per 1.5 "

1,484

3,134

1,584

262

Financial Report 2017

14 Other non-current assets

Related Company

Type of business

Ownership Interest/ Relationship with the Company

Subsidiaries 1. T.C.C. Technology Company Limited

Rendering services of Direct subsidiary information technology Holds 51.00% of shares

2. Thai Glass Industries Public Company Limited

Manufacture of glass containers

Other related parties 1. DhosPaak Company Limited Advertisement and public relations 2. Golden Ventures Real Estate Investment Leasehold Real Estate Trust Investment Trust

3. Kalae Night Bazaar Company Limited 4. Lertrathakarn Company Limited 5. Modern Trade Management Company Limited 6. Southeast Insurance Pubic Company Limited 7. T.C.C. Commercial Property Management Company Limited

Direct subsidiary Holds 98.60% of shares Total Common shareholders Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Rental space provider Common shareholders and Utilities Real estate Common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 5,806

Business transaction

640 Other non-current assets from revenue per 1.5

100

5,906

740

693 Other non-current assets from revenue per 1.5 "

1,458

158

Common shareholders

Insurance businesses Common shareholders

3,087

Property management Common shareholders and sale of foods & beverages

Common shareholders

1,571

3,986

Spirits distiller

8. T.C.C. Hotel Collection Hotel and restaurant Company Limited 9. Thai Drink Company Limited Manufacture and distributor of liquor, beer and soda drinks

Total

Berli Jucker Public Company Limited

263

15 Other non-current liabilities

Related Company Subsidiaries 1. Asia Books Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Retailer of books and magazines

Indirect subsidiary Holds 100.00% of shares

726

2. Berli Jucker Logistics Limited

Direct subsidiary Holds 100.00% of shares

289

Customs clearing, warehousing, transportation and distribution services Thai Dairy Company Limited Manufacture and distribute fresh yogurt and milk product BJC Specialties Company Non-alcohol beverage Limited shop BJH Investment Company Investment Limited BJC Packaging Company Investment Limited BJC Glass (Thailand) Investment Company Limited (Formerly BJC Ogenki Company Limited) Thai-Scandic Steel Manufacture of Company Limited galvanized steel structures

726 Other non-current liabilities from selling and administrative expenses per 2.2 289 "

Indirect subsidiary Holds 100.00% of shares

126

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

2,908

2,907

640

120

4,718

4,837

4. 5. 6. 7.

Indirect subsidiary Holds 100.00% of shares Total

Joint ventures 1. Malaya Glass Products Sdn Manufacture of glass Bhd containers

Subsidiary of joint venture Holds 50.00% of shares

2. BJC & CF (Thailand) Company Limited

Joint venture Holds 51.00% of shares

Manufacture and distribution of pharmaceutical products

461 Other non-current liabilities from selling and administrative expenses per 2.2 43 "

264

Financial Report 2017

Related Company Joint ventures 3. Berli Asiatic Soda Company Limited

4. Berli Dynaplast Company Limited 5. Leap Solutions Asia Company Limited Other related parties 1. Anantasiri Pattana Company Limited

2. At Mediafront Company Limited 3. Asset World Leisure Company Limited 4. Asset World Retail Company Limited 5. Asset World Synergy Company Limited 6. Asset World Estate Company Limited 7. Baanboung Vetchakij Company Limited

8. Bangna Glass Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Importer and distributor Joint venture of soda ash Holds 50.00% of shares

154

Manufacture of rigid plastic containers Cloud services

473

Joint venture Holds 49.00% of shares Joint venture Holds 30.60% of shares Total

Business transaction

154 Other non-current liabilities from selling and administrative expenses per 2.2 1,578 "

760

670

2,996

Property management Common shareholders

42 Other non-current liabilities from selling and administrative expenses per 2.2 25 "

Advertisement and publication services businesses Laundry Service

Common shareholders

215

Shopping center management Real estate

Common shareholders

567

Common shareholders

Investment

Common shareholders

298

Clinical businesses

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

717

Glass bottle manufacturer & distributor

Common shareholders

Berli Jucker Public Company Limited

Related Company Other related parties 9. Bangna Pattanakit Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Warehouse businesses Common shareholders

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016 -

Business transaction

7 Other non-current liabilities from selling and administrative expenses per 2.2 7 "

10. Concept Land 7 Company Real estate Limited 11. Dhanasindhi Company Buildings construction Limited 12. DhosPaak Company Limited Advertisement and public relations 13. Food & Fun Company Foods and beverages Limited 14. F&N Dairies (Thailand) Manufacture and sale Company Limited of dairy products and fruit juice 15. Food of Asia Company Manufacture and Limited distribute foods & beverages 16. Golden Wealth Company Project consultant and Limited project management

Common shareholders

431

Common shareholders

270

Common shareholders

17. Asset World Wex Company Garment & laundry Limited (Formerly I Laundry business Service Company Limited )

Common shareholders

Rental space provider Common shareholders and Utilities Food center and Common shareholders Intellectual Property (IP) services Real estate Common shareholders

144

Real estate

18. Kalae Night Bazaar Company Limited 19. Asset World Company Limited 20. Muangkao Company Limited 21. Media Front Company Limited

Common shareholders

265

266

Financial Report 2017

Related Company Other related parties 22. Asset World Hotel Company Limited

Type of business

Hotel

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Common shareholders

25 Other non-current liabilities from selling and administrative expenses per 2.2 1,166 "

23. MM Mega Market (Vietnam) Wholesale Company Limited

Common shareholders

24. Oishi Group Public Company Limited

Japanese restaurant businesses

Co-director - Mr. Prasit Kovilaikool - Mr. Sithichai Chaikriangkrai and common shareholders

8,156

10,030

25. Oishi Ramen Company Limited

Sale of foods & beverages

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

2,544

2,371

26. Riverside Masterplan Company Limited 27. Ratchayothin Tower Company Limited 28. Retail World 6 Company Limited 29. S.A.S. Trading Company Limited

Property management Common shareholders

Real estate

Common shareholders

Shopping center

Common shareholders

Investment in overseas Common shareholders hotel business

30. Serm Suk Public Company Manufacture and sale Limited of beverage

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

1,741

31. Service Alliance Company Parking space Limited management

Common shareholders

Berli Jucker Public Company Limited

Related Company

Type of business

Other related parties 32. Siriwana Company Limited Investment

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

33. Surasate Company Limited Real estate

Common shareholders

34. Serm Suk Beverage Company Limited

Manufacture and distribution of beverages

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

122

35. T.C.C. Commercial Property Management Company Limited

Property management Common shareholders and sale of foods & beverages

432

128

36. TCC Corporation Company Holding company Limited

37. T.C.C. Service Apartment Company Limited 38. Tawanna Night Bazaar Company Limited

Major shareholders and co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul

Residential property Common shareholders management Rental space provider Common shareholders

267

8 Other non-current liabilities from selling and administrative expenses per 2.2

268

Financial Report 2017

Related Company Other related parties 39. TCC Capital Land Limited

Type of business

Real estate

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Common shareholders

40. TCC Hotel Management Real estate Company Limited 41. TCC Land Company Limited Mortgage, pawn, sale of consignment and other business transaction related to immovable assets

Common shareholders

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

961

42. TCC Land Commercial Company Limited 43. TCC Land Development Company Limited 44. TCC Land International (Thailand) Company Limited

Asset management provider Real estate

Common shareholders

Real estate

Common shareholders

102

Common shareholders

200

45. TCC Land Retail Company Hotel, restaurant, bar, Limited night club, bowling businesses 46. TCC Luxury Hotels and Hotel and restaurant Resort Company Limited 47. Thai Alcohol Public Alcohol Manufacture Company Limited 48. Thai Beverage Logistics Logistic Company Limited

88 Other non-current liabilities from selling and administrative expenses per 2.2 4 "

Berli Jucker Public Company Limited

Related Company Other related parties 49. Thai Beverage Public Company Limited

Type of business

Ownership Interest/ Relationship with the Company

Value (in thousand Baht) For the year ended 31 December 31 December 2017 2016

Business transaction

Investment

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

50. Thippattana Arcade Company Limited 51. TCC Verngnakornkhasem Company Limited

Space rental services

Common shareholders

359

Real estate

Common shareholders

52. TCC Land R I Company Limited 53. Taveephol Agriculture Company Limited 54. Univentures Asset Management Company Limited 55. Wattanapat Trading Company Limited 56. Wrangyer Beverage (2008) Company Limited

Investment

Common shareholders

Agriculture businesses Common shareholders

271

111

7,648 Other non-current liabilities from selling and administrative expenses per 2.2

Consultant service in investment and management Real estate

Common shareholders

192

Manufacture and sale of nourishment beverages

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

11,334

29,063

Total

269

270

Financial Report 2017

Related Parties Pricing Policy The above related parties transactions are appropriately priced based under normal business and market conditions conducting on an armď&#x20AC;&#x2014;s length basis. The Company has no transfer of interest between the Company, subsidiaries, related parties and connected person. The related parties transactions are based on pricing policies as follow; Transactions Sale of goods and rendering of services Purchases of goods and receiving of services Dividends received Interest received Other income Income from allocation of administrative expenses Selling and administrative expenses Interest expense Purchase and sale of fixed assets

Pricing policies Goods and services cost plus margin Market price net of markup margin of the Company Rates as announced to other shareholders Interest rates are charged at the borrowing cost and market rates Contractually agreed prices Plus margin from the actual cost occurred Contractually agreed prices Interest rates are charged at the borrowing cost and market rates Agreed-upon prices

Necessity and Rationale of the transaction The related parties transactions are incurred from allocating resouces of the Group. The Company has also established business conduct guidelines for such connected or conflicts of interest transactions in order to maximize the interest of the Company according to the good governance principles along with the laws and regulations. Approval procedure of related parties transaction The Company has set a clear authorized policy and procedure for related parties and conflicts of interest transactions between the Company, subsidiaries, directors, management and connected person which would have to be approved by the Audit Committee, Board of Directors, as well as the resolutions of the shareholders' meeting if required in accordance with the laws and regulations of Stock Exchange of Thailand. Related Parties Transaction Policy in the future In case there is any related parties transaction in the future, the Company will pursue according to the Securities and Exchange Act, regulation, announcement, or order of the Stock Exchange of Thailand and complied with the Thai Accounting Standard ď&#x20AC;ŽRelated Party Disclosuresď&#x20AC;Ż issued by the Federation of Accounting Professions. In case of normal business transactions and being related parties transaction in the future, the Company has set standards and guidelines for normal business practice base on appropriate, fair and traceable price which is also reported to the Board of Directors for approval.

บริษัท เบอรลี่ ยุคเกอร จำกัด (มหาชน) อาคารเบอรลี่ ยุคเกอร 99 ซอยรูเบีย ถนนสุขุมวิท 42 แขวงพระโขนง เขตคลองเตย กรุงเทพฯ 10110 โทรศัพท: 0-2367-1111 โทรสาร: 0-2367-1000 อีเมล: bjc@bjc.co.th เว็บไซต: www.bjc.co.th

Berli Jucker Public Company Limited Berli Jucker House 99 Soi Rubia, Sukhumvit 42 Road, Phrakanong, Klongtoey, Bangkok 10110 Tel: 0-2367-1111 Fax: 0-2367-1000 E-mail: bjc@bjc.co.th Website: www.bjc.co.th