BJC: Financial Report AR 2018 EN by parama r.wichai

งบการเงินประจำป Financial Report 2018

Berli Jucker Public Company Limited |

Berli Jucker Public Company Limited Financial Report 2018

Contents

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

III

Report of the Audit Committee

Report of the Independent Certified Public Accountants

Financial Statements

Notes to the Financial Statements

130

Related Parties Transactions

| Financial Report 2018

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, 2018.

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. Ms. 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 suitable, sufficient internal control system. In 2018, the Audit Committee held total of five meetings. Meeting attendance of each committee member is summarized as follows; Committee Members

Attendance/ Total Meetings (Times)

1. Mr. Prasit Kovilaikool

5/5

2. Police General Krisna Polananta

4/5

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

5/5

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 2018 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, changes in account standards, the disclosure in notes to financial statement, adjustment entries materially affecting to financial statements and audit scope. In addition, the Audit Committee held one meeting with the external auditors in the absence of the management so as to freely discuss important matters in the preparation of the financial statements, Key Audit Matters (KAM), and the disclosure of information in accordance with financial reporting standards and to be beneficial to users of these financial statements. In 2018, the external auditors 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 2018

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, correctness, transparency transactions, including in compliance with policy on connected transactions and the requirements 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 results of internal control systems assessment and risk management concerning finance and accounting, resource utilization, safeguarding and maintaining of assets, operations, information technology, 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 with operating business circumstance 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 2019 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 audit activities 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 and encourage sustainable growth. 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 2018, 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. The Audit Committee concluded that the roles and responsibilities are in accordance with the Audit Committee Charter.

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 2019, 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 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 2019. 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 and regulations 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 2019

| Financial Report 2018

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, 2018, 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, 2018, 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

-2-

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. Key Audit Matters

Audit Responses

Goodwill The Group recorded goodwill of Baht 155,424 million as a result of the acquisition of Big C Supercenter Public Company Limited and its subsidiaries including C-Distribution Asia Pte Ltd. (collectively called “Big C group”). 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 future cash inflows, 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 the recognition of impairment of goodwill. • Evaluating the design and implementation of the internal control procedures on the recognition of 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 used in the preparation of the estimated future cash flows 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 management judgement in estimating the estimated future cash flow. - Evaluating the discount rate applied by management through analysis of the average costs of capital and others information with other comparable companies, as well as testing the calculation of the recoverable amount of the assets using the selected financial model. - Reviewing the presentation and related disclosures.

VIII | Financial Report 2018

Deloitte Touche Tohmatsu Jaiyos Audit

ดีลอยท์ ทูช้ โธมัทสุ ไชยยศ สอบบัญชี

-3-

Key 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 investments 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 the recognition of impairment of investments in subsidiaries, associates and joint ventures. • Evaluating the design and implementation of the internal control procedures on the recognition of 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 used by 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

-4-

Key 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 has different sales terms and pricing conditions. We have focused on the cut-off of the revenue recognition 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 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 recalculating 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 applying in the supplier income recognition. We have focused on the occurrence and accuracy 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 and 10 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: - Reviewing terms and condition of the supplier income agreements - 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

| Financial Report 2018

Deloitte Touche Tohmatsu Jaiyos Audit

ดีลอยท์ ทูช้ โธมัทสุ ไชยยศ สอบบัญชี

-5-

Other 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 |

Deloitte Touche Tohmatsu Jaiyos Audit

ดีลอยท์ ทูช้ โธมัทสุ ไชยยศ สอบบัญชี

-6-

As 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.

XII | Financial Report 2018

Deloitte Touche Tohmatsu Jaiyos Audit

ดีลอยท์ ทูช้ โธมัทสุ ไชยยศ สอบบัญชี

-7-

From 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, 2019

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, 2018 UNIT : BAHT Consolidated financial statements Notes

Separate financial statements

As at

December 31,

2018

2017

2018

2017

Assets Current assets Cash and cash equivalents

6.3

5,709,686,493

Temporary investment

6.4

568,416,800

Trade receivables

5, 7

10,591,067,806

9,482,847,840

2,262,844,776

2,321,610,789

Other receivables

5, 8

3,521,428,730

3,036,888,255

4,786,113,957

2,539,217,334

Supplier receivables and tenant receivables

5, 9

1,579,975,178

1,310,921,556

4,367,725,252 -

116,120,417 -

152,927,073 -

Trade and other current receivables

Short-term loans to related parties

15,299,994

Inventories

21,309,795,393

64,774,086

Other current assets Disposal asset group classified as held for sales

5, 11

Total current assets

43,360,444,480

19,131,517,378

143,926,155,680

71,468,810,452

652,536,594

891,069,059

62,536,218 1,149,225,499 38,541,661,998

317,691 -

380,731 223,737,000

151,744,089,115

77,597,752,438

107,636,764,825

108,033,189,135

Non-current assets Investments in subsidiaries

Investments in associates

96,094,486

90,679,194

Investments in joint ventures

3,113,569,235

3,336,656,651

114,577,000

14,000,100

231,913,868

231,912,768

Other long-term investments

Long-term loan to related parties

Leasehold right

12,572,161,654

12,975,124,646

Investment properties

34,458,335,200

31,756,601,937

62,232,233

69,271,524

Property, plant and equipment

66,326,864,342

66,354,273,277

251,408,760

300,326,754

Goodwill

158,398,329,880

157,592,833,752

Other intangible assets

2,761,679,791

2,747,478,795

35,757,262

41,203,350

Deferred tax assets

602,767,910

547,011,588

177,179,212

180,345,738

Other non-current assets

1,216,217,222

1,102,252,621

2,872,188

12,439,933

279,660,596,720

276,516,912,561

108,659,128,448

176,286,131,798

323,021,041,200

315,058,574,559

260,403,217,563

253,883,884,236

Total non-current assets Total assets

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

100

261,000,000

67,417,442,496

| Financial Report 2018

BERLI JUCKER PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF FINANCIAL POSITION (CONTINUED) AS AT DECEMBER 31, 2018 UNIT : BAHT Consolidated financial statements Notes

Separate financial statements

As at

December 31,

2018

2017

2018

2017

Liabilities and shareholdersâ&#x20AC;&#x2122; equity Current liabilities 22

9,788,366,736

14,661,572,451

7,750,000,000

11,233,019,098

Trade payables

5, 23

23,555,038,900

21,640,826,367

1,741,020,115

1,649,933,187

Other payables

5, 24

9,500,465,044

9,747,463,151

2,034,212,490

1,986,372,900

83,900,896

63,995,031

Current portion of long-term borrowings from financial institutions

7,795,276,701

2,487,496,436

Current portion of debentures

38,193,305,672

Short-term borrowings from financial institutions Trade and other current payables

Current portion of unearned leasehold rights

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

16,087,674 5, 22

Income tax payable Short-term provision

Other current liabilities

14,361,141

7,366,600,000 38,193,305,672 -

5,000,000

578,274,189

684,495,851

50,020,008

50,538,170

719,828,606

430,983,787

1,500,000,000 -

1,090,014,727

1,046,693,848 -

915,104

1,323,034

Liabilities included in disposal asset group classified as held for sales

5, 11

Total current liabilities

467,316,726

90,285,564,426

50,254,049,111

412,552,961

419,524,866

58,176,068,108

17,417,342,067

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

Long-term borrowings from financial institutions

20,165,553,022

17,600,747,347

19,798,400,000

17,040,000,000

Debentures

83,758,396,206

121,926,997,490

83,758,396,206

121,926,997,490

184,454,821

200,521,040

Liabilities under a finance lease agreement - net of current portion Deferred tax liabilities

9,169,733,963

9,444,668,855

Non-current provisions for employee benefit

1,427,330,266

1,331,591,895

Other non-current liabilities

Total non-current liabilities Total liabilities

174,035,028

171,748,046

2,533,197,879

2,707,444,221

38,374,784

41,692,554

117,651,219,118

153,631,495,714

103,769,206,018

139,180,438,090

207,936,783,544

203,885,544,825

161,945,274,126

156,597,780,157

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 FINANCIAL POSITION (CONTINUED) AS AT DECEMBER 31, 2018 UNIT : BAHT Consolidated financial statements Notes

Separate financial statements

As at

December 31,

2018

2017

2018

2017

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

26.1

4,114,626,699 ordinary shares of Baht 1 each

4,114,626,699

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

4,114,626,699 4,053,955,000

4,053,955,000

Issued and paid-up share capital 4,002,694,699 ordinary shares of Baht 1 each, fully paid

4,002,694,699 -

3,995,670,599 ordinary shares of Baht 1 each, fully paid Share subscription received in advance Reserves

3,995,670,599

4,002,694,699 -

3,995,670,599

2,996,347

49,808,059

2,996,347

49,808,059

85,699,395,108

85,352,786,899

85,699,395,108

85,352,786,899

26.3

Share premium Deficit arising from business combination under common control

(547,379,243)

(544,760,675)

Surplus arising from change in ownership interest in subsidiaries

85,152,248

591,959,273

Donated surplus

36,867,563

Expired warrant surplus

84,001,246

13,214,921

84,001,246

13,214,921

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

32,173,940

26.2

116,963,324

211,854,352

116,963,324

211,854,352

Legal reserve

405,395,500

Reserve for business expansion

87,400,260

85,000,000

20,993,555,655

16,745,482,028

8,024,629,650

7,135,506,186

Warrants Retained earnings Appropriated :

Unappropriated Other components of shareholders’ equity

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

(486,889,393) 110,512,327,254

(464,137,994) 106,513,714,725

98,457,943,437 -

97,286,104,079 -

4,571,930,402

4,659,315,009

Total shareholders’ equity

115,084,257,656

111,173,029,734

98,457,943,437

97,286,104,079

Total liabilities and shareholders’ equity

323,021,041,200

315,058,574,559

260,403,217,563

253,883,884,236

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

| Financial Report 2018

BERLI JUCKER PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED DECEMBER 31, 2018 UNIT : BAHT Consolidated financial statements Notes Revenue

2018

2017

2018

2017

156,141,565,131

149,158,040,079

12,531,453,431

13,109,475,809

5,582,730

1,212,697

5, 28

Revenue from sale of goods and rendering of services Net foreign exchange gain

14,749,817

Dividends received

Interest received 29

Other income Total revenue

Expenses

3,136,122,024

3,423,519,270

28,387,750

18,103,765

4,180,356,654

3,998,791,020

16,011,672,000

15,021,625,942

1,352,412,500

1,215,846,782

172,196,374,698

164,197,769,786

21,205,927,339

21,748,845,578

126,173,285,900

120,706,335,856

10,363,098,893

10,880,343,965

27,234,308,383

25,573,487,760

1,609,757,771

1,735,215,248

5,028,443,713

5,112,548,837

1,292,887,915

1,365,748,255

5, 28

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

Finance costs Total expenses

Share of profit from investments in associate Share of profit (loss) from investments in joint ventures Profit before income tax expense 32

Income tax income (expense) Profit for the years

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

Separate financial statements

66,573,190

4,719,357,784

4,528,191,398

4,610,048,685

4,261,405,140

163,155,395,780

155,987,137,041

17,875,793,264

18,242,712,608

7,775,292

5,200,472

(118,097,094)

18,896,542

8,930,657,116

8,234,729,759

3,330,134,075

3,506,132,970

(1,646,735,262)

(2,259,845,980)

(41,881,356)

21,062,031

7,283,921,854

5,974,883,779

3,288,252,719

3,527,195,001

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, 2018 UNIT : BAHT Consolidated financial statements Notes

2018

2017

Separate financial statements 2018

2017

Other comprehensive income (expense) Items that will be reclassified subsequently to profit or loss Share of loss on other comprehensive income of joint ventures Differences on translation of financial statements

(26,232,847)

(77,327,769)

(6,618,974)

(434,109,222)

(32,851,821)

(511,436,991)

(2,057,374)

198,590,922

(40,030,150)

(2,766,800)

158,560,772

(35,618,621)

(352,876,219)

Items that will not be reclassified subsequently to profit or loss 25

Actuarial gains (losses) Income tax relating to item that will not be reclassified subsequently to profit or loss

(709,426)

Other comprehensive expense for the years - net of tax Total comprehensive income for the years

7,248,303,233

5,622,007,560

3,288,252,719

3,527,195,001

6,649,970,837

5,210,755,218

3,288,252,719

3,527,195,001

Profit attributable to: Owners of the Company Non-controlling interests

633,951,017

764,128,561

7,283,921,854

5,974,883,779

3,288,252,719

3,527,195,001

Owners of the Company

6,624,451,483

4,996,313,899

3,288,252,719

3,527,195,001

Non-controlling interests

623,851,750

625,693,661

7,248,303,233

5,622,007,560

Profit for the years

Total comprehensive income attributable to:

Total comprehensive income for the years

3,288,252,719

3,527,195,001

Earnings per share (in Baht) Basic earnings per share

1.66

1.31

0.82

0.88

Diluted earnings per share

1.66

1.30

0.82

0.88

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

Balance as at January 1, 2017

paid to non-controlling interests

Total changes in ownership interests in subsidiaries

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

49,808,059

Total comprehensive income (expense) for the year

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

in shareholders' equity

Total transactions with owners, recorded directly

27,001,967

6,146,300

with no change in control

27,001,967

6,146,300

Change in ownership interest in a subsidiary

Increasing in shares of a subsidiary from non-controlling interests

Changes in ownership interests in subsidiaries

of the Company

Total contributions by and distributions to owners

Dividends to owner of the Company

26.2

Expired warrants

Dividends to owner of the Company’s subsidiaries

26.2

Warrants

(22,806,092)

49,808,059

6,146,300

22,806,092

3,989,524,299

26.1

in advance

share capital

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

Notes

subscription

Issued and

85,352,786,899

307,750,394

85,045,036,505

premium

(544,760,675)

591,959,273

547,816,631

44,142,642

in subsidiaries

in ownership interest

arising from change

Surplus

(544,760,675)

common control

combination under

arising from business

Deficit

Capital Surplus

36,867,563

surplus

Donated

13,214,921

surplus

warrant

Expired

32,173,940

a subsidiaries

shares held by Warrants

Legal

211,854,352

(5,313,933)

(13,214,921)

67,721,519

(59,820,531)

217,168,285

405,395,500

reserve

87,400,260

expansion

for business Unappropriated

16,745,482,028

5,369,075,606

158,320,388

5,210,755,218

(2,115,775,714)

13,492,182,136

(464,137,994)

(372,761,707)

(91,376,287)

statements

of financial

on translation

Reserve

of Company’s

equity

of shareholders’

Differences

Surplus on

Retained earnings

Other components

disposals

Owner of the shareholders’ equity

Consolidated financial statements

FOR THE YEAR ENDED DECEMBER 31, 2018

STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

BERLI JUCKER PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES

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)

67,721,519

49,808,059

231,270,071

102,736,560,260

the Company

owners of

attributable to

equity

Shareholders’ Non-

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)

8,411,707,055

interests

controlling

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)

67,721,519

49,808,059

231,270,071

111,148,267,315

equity

shareholders’

Total

UNIT : BAHT

6 | Financial Report 2018

subsidiaries paid to non-controlling interests

26.3

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

4,002,694,699

Total comprehensive income (expense) for the year

Balance as at December 31, 2018

Profit for the year

7,024,100

Other comprehensive income (expense)

Profit or loss and other comprehensive income for the year

in shareholders' equity

Total transactions with owners, recorded directly

Total changes in ownership interests in subsidiaries

disposal of investment in subsidiary

Change in ownership interest in a subsidiary

26.3

Changing non-controlling interest from

under common control

business combination

Changing in ownership interest from

arising from new investment in subsidiary

Increasing in non-controlling interests

Changes in ownership interests in subsidiaries

to owners of the Company

Total contributions by and distributions

26.3

Dividends to owner of the Company

Dividends to owner of the Company’s

26.2

Expired warrants

26.2

Warrants

7,024,100

26.1

3,995,670,599

share capital

2,996,347

(46,811,712)

2,996,347

(49,808,059)

49,808,059

in advance

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, 2018

Notes

subscription

Issued and

85,699,395,108

346,608,209

85,352,786,899

premium

Surplus

Capital Surplus

85,152,248

(547,379,243)

(506,807,025)

591,959,273

in subsidiaries

(2,618,568)

(1,054,000)

(1,564,568)

(544,760,675)

common control

combination under in ownership interest

36,867,563

surplus

Donated

84,001,246

70,786,325

13,214,921

surplus

warrant

Expired

32,173,940

a subsidiary

shares held by Warrants

Legal

116,963,324

(94,891,028)

(70,786,325)

40,850,964

(64,955,667)

211,854,352

405,395,500

reserve

87,400,260

expansion

for business

20,993,555,655

6,647,202,882

(2,767,955)

6,649,970,837

(2,399,129,255)

16,745,482,028

Unappropriated

(486,889,393)

(22,751,399)

(464,137,994)

statements

of financial

on translation

Reserve

of Company’s

equity

of shareholders’ Differences

Retained earnings

Other components

Surplus on disposals

Owner of the shareholders’ equity

Consolidated financial statements

FOR THE YEAR ENDED DECEMBER 31, 2018

arising from business arising from change

Deficit

BERLI JUCKER PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (CONTINUED)

110,512,327,254

6,624,451,483

(25,519,354)

6,649,970,837

(2,625,838,954)

(509,425,593)

(506,807,025)

(1,054,000)

(1,564,568)

(2,116,413,361)

(2,399,129,255)

40,850,964

2,996,347

238,868,583

106,513,714,725

the Company

owners of

attributable to

Shareholders’ equity Non-

4,571,930,402

623,851,750

(10,099,267)

633,951,017

(711,236,357)

(323,750,575)

(864,279,563)

(355,314,592)

895,843,580

(387,485,782)

4,659,315,009

interests

controlling

115,084,257,656

7,248,303,233

(35,618,621)

7,283,921,854

(3,337,075,311)

(833,176,168)

(1,371,086,588)

(356,368,592)

(1,564,568)

895,843,580

(2,503,899,143)

(387,485,782)

(2,399,129,255)

40,850,964

2,996,347

238,868,583

111,173,029,734

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, 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

Dividends to owners of the Company Total transactions with owners,

Expired warrants

Warrants

Share subscription received in advance

Increase in ordinary shares

Contributions by and distributions to owners of the Company

Transaction with owners, recorded directly in shareholders’ equity

Balance as at January 1, 2017

26.2

3,995,670,599

6,146,300

3,989,524,299

49,808,059

27,001,967

49,808,059

(22,806,092)

22,806,092

in advance

received

share capital

subscription

paid-up

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

Warrants

Separate financial statements

FOR THE YEAR ENDED DECEMBER 31, 2018

Issued and

26.2

26.1

Notes

BERLI JUCKER PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (CONTINUED)

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

8 | Financial Report 2018

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

Balance as at December 31, 2018

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

Dividends to owners of the Company Total transactions with owners,

Expired warrants

Warrants

Share subscription received in advance

Increase in ordinary shares

Contributions by and distributions to owners of the Company

Transaction with owners, recorded directly in shareholders’ equity

Balance as at January 1, 2018

4,002,694,699

7,024,100

3,995,670,599

share capital

2,996,347

(46,811,712)

2,996,347

(49,808,059)

49,808,059

in advance

received

paid-up

26.2

26.1

Notes

subscription

Issued and

85,699,395,108

346,608,209

85,352,786,899

premium

36,867,563

surplus

Donated

Capital Surplus

Expired

84,001,246

70,786,325

13,214,921

116,963,324

(94,891,028)

(70,786,325)

40,850,964

(64,955,667)

211,854,352

Warrants

Separate financial statements

warrant surplus

FOR THE YEAR ENDED DECEMBER 31, 2018

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

8,024,629,650

3,288,252,719

(2,399,129,255)

7,135,506,186

Unappropriated

98,457,943,437

3,288,252,719

(2,116,413,361)

(2,399,129,255)

40,850,964

2,996,347

238,868,583

97,286,104,079

equity

shareholders’

Total

UNIT : BAHT

Berli Jucker Public Company Limited | 9

10 | Financial Report 2018

BERLI JUCKER PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 2018 UNIT : BAHT Consolidated

Separate

financial statements

2018

2017

2018

2017

Cash flows from operating activities Profit before income tax expense

8,930,657,116

8,234,729,759

3,330,134,075

3,506,132,970

Depreciation

6,032,409,631

5,781,216,738

82,051,086

97,257,875

Amortization of intangible assets and leasehold rights

1,523,432,279

1,608,182,297

15,204,540

17,704,261

Adjustments for

Unearned leasehold rights recognized during the periods

(82,694,883)

(56,560,717)

Interest received

(28,387,750)

(18,103,765)

Finance costs

4,719,357,784

Dividends received

Bad and doubtful debts expense (reversal) Reversal obsolete and slow-moving inventories Employee benefit expenses Reversal of short-term provision

(4,180,356,654)

(3,998,791,020)

4,610,048,685

4,261,405,140

(3,136,122,024)

(3,423,519,270)

51,660,329

(34,016,640)

15,802,606

(152,994,586)

(112,061,521)

(37,631,543)

(36,270,258)

218,025,218

247,892,503

63,221,617

81,653,795

193,294

(518,162)

(14,450,586)

672,778

16,287,212

21,783,874

38,641,358

(9,686,712)

(21,016,333)

(3,391,702)

24,175,930

33,386,271

1,417,429

87,088,349

73,253,300

Unrealized (gain) loss on exchange rate Unrealized loss on fair value of derivative

4,528,191,398

(6,138,466)

6,439,827

616,054

542,963

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

(6,499,820)

Loss on write-off of properties, plant and equipment, investment properties and other intangible assets

749,449

Impairment loss on properties, plant and equipment, investment properties and other intangible assets Impairment loss on leasehold right

10,375,572

Gain on disposal of investment in subsidiary

(268,963,440)

Gain from bargain purchase

Share of profit from investments in associate

(7,775,292)

Share of (profit) loss from investments in joint ventures

118,097,094 21,186,715,129

(394,113,000)

(154,691,395)

(5,200,472)

(18,896,542)

20,126,782,865

360,742,703

506,999,206

Changes in operating assets and liabilities Trade receivables

(954,336,366)

(1,235,853,613)

107,154,437

490,085,304

Other receivables

(368,932,140)

(145,728,226)

(2,285,564,795)

(966,848,819)

Supplier receivables and tenant receivables Inventories Other current assets Other non-current assets

(278,563,751)

(67,083,430)

(1,829,944,209)

981,394,423

276,164,008

621,700,124

14,263,189

5,522,484

63,040

3,743

(102,861,754)

(521,992,695)

9,567,745

(5,983,554)

Trade payables

1,784,586,990

39,566,085

93,387,696

(86,501,266)

Other payables

364,908,715

(106,230,006)

52,014,423

85,221,644

Other current liabilities

261,326,252

110,604,956

(1,023,984)

103,605

(104,906,139)

(91,695,197)

(20,083,671)

(16,312,082)

Employee benefit obligations paid during the years Other non-current liabilities

(103,593,584)

Cash provided by (used in) operating activities

19,868,662,332

190,379,893

(3,317,770)

19,285,667,539

(1,410,896,168)

Income tax paid

(2,232,775,428)

(1,905,359,557)

Net cash provided by (used in) operating activities

17,635,886,904

17,380,307,982

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

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

(64,797,780) (1,475,693,948)

(6,158,626) 622,309,279 (83,459,594) 538,849,685

Berli Jucker Public Company Limited | 11

BERLI JUCKER PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF CASH FLOWS (CONTINUED) FOR THE YEAR ENDED DECEMBER 31, 2018 UNIT : BAHT

Notes

Consolidated

Separate

financial statements

2018

2017

2018

2017

Cash flows from investing activities Interest received

28,135,537

17,663,464

4,180,369,940

3,998,779,077

Dividends received

45,103,976

51,424,949

3,136,122,024

3,423,519,270

(8,582,047,341)

(10,551,545,803)

(28,913,829)

(32,936,910)

82,730,045

221,345,619

7,879,366

9,289,006

(88,923,838)

(173,960,808)

(9,791,087)

(348,761)

5,755,589

15,781,278

(956,432,400)

(451,385,645)

Cash paid for purchase of property, plant and equipment and investment property Proceeds from sales of property, plant and equipment and investment property Cash paid for purchase of other intangible assets Proceeds from sales of other intangible assets Cash paid for purchase of leasehold rights Cash paid for short-term loans to related parties

(15,299,994)

32,874 -

(314,427,916,314)

Proceeds from short-term loans to related parties

241,974,469,226

14,060,281,459

Cash paid for long-term loans to related parties

(4,025,000,000)

(13,168,895,874)

71,181,442,496

64,554,840,081

Proceeds from long-term loans to related parties

Cash paid for temporary investment

(23,416,800)

Cash received from temporary investment

Cash received from temporary investment arising from business acquisition

460,000,000

Cash paid for investment in subsidiaries - net

(1,809,907,996)

Cash paid for capital increase in subsidiaries

(81,768,197,671)

4,748,880

(414,215,313) -

(199,940)

(31,875,000)

(167,000,140)

(3,483,293,200)

Proceeds from disposal of investment in subsidiaries to non-controlling interests - net

585,749,904

Proceeds from decreased share capital in subsidiaries

Cash paid for purchase of subsidiaries from non-controlling interests

(1,371,576,648)

Cash paid for other long-term investments

(576,900)

Cash paid for investment in joint ventures

(3,552,736,275) -

1,182,350,000

91,999,520

(875,610)

(12,737,250)

Net cash provided by (used in) investing activities

49,000 -

(1,100)

(11,640,706,866)

(14,845,567,904)

3,002,935,032

(12,346,806,129)

Finance cost paid

(4,663,148,005)

(4,205,352,801)

(4,560,716,887)

(3,875,750,356)

Dividends paid to owner of the Company

(2,399,129,255)

(2,115,775,714)

(2,399,129,255)

(2,115,775,714)

(387,285,020)

(308,157,802)

Cash flows from financing activities

Dividends of subsidiaries paid to non-controlling interests

Proceeds from short-term borrowings from financial institutions

6.2

77,696,020,805

65,872,497,193

68,983,000,000

54,833,000,000

Repayment of short-term borrowings from financial institutions

6.2

(82,601,253,331)

(66,962,764,484)

(72,498,000,000)

(50,083,000,000)

Proceeds from short-term borrowings from related parties

6.2

Repayment of short-term borrowings from a related parties

6.2

(118,640,000)

Proceeds from long-term borrowings from financial institutions

6.2

10,371,348,336

13,455,305,012

10,125,000,000

13,040,000,000

Repayment of long-term borrowings from financial institutions

6.2

(2,496,908,705)

(47,425,825,982)

(1,500,000,000)

(39,789,534,515)

Repayment of long-term borrowings from a related party

6.2

(303,000,000)

Proceeds from issuance of debentures Repayment of liabilities under a finance lease agreement

6.2

(23,557,800)

Net proceeds from capital increase in subsidiaries from non-controlling interest Proceeds from warrant exercise Advance received from warrant exercise Net cash provided by (used in) financing activities

5,383,587,917

3,550,351,327

(5,340,267,038)

(3,957,329,414)

(11,719,782)

30,625,000

238,868,583

231,270,071

238,868,583

2,996,347

49,808,059

2,996,347

(1,390,091,230)

Net increase (decrease) in cash and cash equivalents

1,311,981,993

Cash and cash equivalents at January 1,

4,367,725,252

Cash and cash equivalents at December 31,

11,883,039,458

1,144,648,848

(37,419,249)

75,083,014

3,485,931,192

152,927,073

77,524,155

612,593

319,904

5,683,436,397

4,393,975,348

116,120,417

152,927,073

26,250,096

6.3

5,709,686,493

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

49,808,059

(1,564,660,333)

(236,604,692)

Cash included in disposal assets group classified as held for sales

231,270,071

3,729,152

Net cash and cash equivalents at December 31, Notes to the financial statements form an integral part of these statements

40,000,000,000

490,000

(4,683,198,045)

Effect of exchange rate changes on balances held in foreign currencies

40,000,000,000

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

116,120,417

152,927,073

12 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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 businesses 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 associate 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, warrants to purchase ordinary shares and capital surplus 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 | 13

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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 design, 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 consumer product, indluding food products, household products and personal care products which are various consumer products 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 healthcare products and technical products, including pharmaceuticals, hospital supplies, and industrial chemicals and in the design, supply and assembly of automation & control systems, i ndustrial equipment, logistics & warehouse equipment, safe 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 providing support in expanding the Company’s business to global market in area of trading and investment which is focus on ASEAN Economic Community (AEC). In addition, the Group operates in importing marketing and distributing of books and publication.

14 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Details of the Groupâ&#x20AC;&#x2122;s subsidiaries as at December 31, 2018 and 2017 were as follows: No.

Name of the entity

Direct subsidiaries Montana Company Limited

2 3 4

Berli Jucker Foods Limited Rubia Investments Limited Berli Jucker Logistics Limited

5 6

Thai Glass Technology Company Limited BJC Healthcare Company Limited

BJC Industrial and Trading Company Limited

8 9 10 11 12

BJC Consumer Company Limited BJC Logistics and Warehouse Company Limited Berli Jucker (Myanmar) Limited BJC International Company Limited Rubia Industries Limited

13 14 15 16

Berli Jucker Specialties Limited Thai Glass Industries Public Company Limited Berli Jucker Cellox Limited T.C.C. Technology Company Limited(3)

17 18 19 20 21 22 23 24

Thai Beverage Can Limited BJC Packaging Company Limited BJC Commerce Company Limited BJH Investment Company Limited BJC International Holding Pte. Ltd. BJC Specialties Company Limited BJC (Hong Kong) Company Limited BJC Power Company Limited (Formerly BJC Development Company Limited) Samphunsamer Company Limited(8) BJC Brand Limited

25 26 27 28

Type of business

Distribution of pharmaceutical products, medical equipment and supplies Thailand Manufacture of snack foods Thailand Investment British Virgin Islands Customs clearing, warehousing, transportation and distribution services Thailand Seminar and training center Thailand Distribution of pharmaceutical products, medical equipment and supplies Thailand Sale of imaging product, stationery and construction supplies Thailand Investment Thailand Investment Thailand Dormant Myanmar Agent Hong Kong Manufacture of soaps, cosmetics Thailand and confectionery Sale of chemicals Thailand Manufacture of glass containers Thailand Manufacture of sanitary paper products Thailand Rendering services of information technology Thailand Manufacture of aluminum cans Thailand Investment Thailand Wholesale Thailand Investment Thailand Investment Singapore Non-alcohol beverage shop Thailand Hong Kong Financial management

Investment Investment Trademark management (not yet operated) BJC Coffee Holdings Company Limited Investment BJC Big C Development Center Company Limited Seminar and training center (Formerly Big Tree Training Center Company Limited) (not yet operated)

29 30

Indirect subsidiaries BJC Foods (Malaysia) Sdn Bhd Cosma Medical Company Limited

31 32 33 34 35 36 37 38 39 40 41 42 43

BJC Cellox (Vietnam) Company 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 Asia Books Company Limited BJC Glass (Thailand) Company Limited BJIMK Company Limited Ichiban Foods Company Limited Thai An Vietnam Joint Stock Company Montana Marketing Company Limited

BJC International (Myanmar) Company Limited

Thai Dairy Company Limited

BJH Medical Company Limited

47 48 49 50 51 52

BJC Logistics World Company Limited Thai An Vietnam Trading Company Limited BJC Cellox (Cambodia) Company Limited BJC Supercenter Company Limited Vina Paper Company Limited BJC-Mpoint International Company Limited(5)

Country of incorporation

Manufacture of snack foods Distribution of pharmaceutical products, medical equipment and supplies Agent Investment, trading, import and export Manufacture of galvanized steel structures Dormant Investment Investment Manufacture of glass containers Retailer of books and magazines Investment Agent Manufacture of soybean Investment Distribution of pharmaceutical products and medical supplies Consultant service in product analysis and data collection 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 Manufacture of sanitary paper products Retail and wholesale business

Group ownership interest (%) 2018 2017 100.00 100.00 100.00

100.00 100.00 100.00

100.00 100.00

100.00

100.00 100.00 100.00 100.00 100.00

99.85 99.15 98.63 94.84

99.85 99.15 98.60 94.84

50.00(1) 100.00 100.00 100.00 100.00 100.00 100.00

51.00 50.00(1) 100.00 100.00 100.00 100.00 100.00 100.00

Thailand Thailand

100.00 -

100.00 100.00

Hong Kong Thailand

100.00 100.00

100.00 -

Thailand

100.00

Malaysia

100.00

100.00 100.00 100.00 100.00 100.00 75.00 26.79(1) 100.00 100.00 100.00 75.00 75.00 65.00

Thailand

100.00

Myanmar

100.00

Thailand

100.00

Thailand Thailand Vietnam Cambodia Thailand Vietnam Thailand

100.00 100.00 100.00 100.00 100.00 100.00 100.00

100.00 100.00 100.00 100.00 100.00 100.00 -

Thailand Vietnam Hong Kong Thailand Thailand Hong Kong Hong Kong Thailand Thailand Thailand Hong Kong Vietnam Vietnam

Berli Jucker Public Company Limited | 15

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018

No.

Name of the entity

53 54 55

Indirect subsidiaries (continued) Watanasub Pattana 9 Company Limited(7) Watanasub Pattana 7 Company Limited(9) White Group Public Company Limited(10)

56 57

Big C Retail Holding Company Limited(8) (Formerly BJC Retail Holding Company Limited) Big C Retail Holding Company Limited(8)

58 59 60 61

Subsidiaries of indirect subsidiaries BJC Glass Vietnam Limited Thai Corp International (Vietnam) Company Limited TBC-Ball Beverage Can Vietnam Limited Cosma Trading Company Limited

Type of business

Thailand Thailand

100.00 100.00

Thailand

87.82

Investment Investment

Thailand Thailand

100.00

100.00 -

Vietnam Vietnam Vietnam

100.00 75.00 26.79(1)

Thailand Thailand Vietnam Vietnam

100.00 100.00 64.55 64.52

Vietnam Vietnam Vietnam

64.49 64.49 64.49

Vietnam

64.55

Vietnam Vietnam Vietnam

64.55 64.55 51.61

79 80 81

Theparak Big C Limited(2)

82 83 84 85 86 87

Chiengrai Big C Limited(2) Surat Big C Limited(2) Cmart (Thailand) Limited(2) Cencar Limited(2) Phitsanulok Big C 2015 Limited(2) Big C Supercenter (Lao) Company Limited(2)

88 89 90 91 92 93 94 95

Central Pattaya Company Limited(2) Udon Big C Company Limited(2) Inthanon Land Company Limited(2) Big C Fairy Limited(2) Pharam II Big C Company Limited(2) Pitsanulok Big C Limited(2) BJC C Distribution Company Limited(2) C Smart Solution Company Limited(2)(11)

Information service provider

BJC-Mpoint (Hong Kong) Company Limited(5)

Consultant service in management

F. B. (Thailand) Company Limited(10)

Agent for safe and fire alarm system

66 67 68 69 70 71 72 73 74 75 76 77 78

Group ownership interest (%) 2018 2017

Area rental service Area rental service Import and sale of industrial chemical products and property rental

Manufacture of glass containers Agent Manufacture of aluminum cans Distribution of pharmaceutical products, medical equipment and supplies Distri-Thai Limited Retailer of books and magazines Phu Thai Group Joint Stock Company Sale of consumer products Phu Thai Telecommunication Joint Stock Company Sale of consumer products Phu Thai Construction and Investment Joint Stock Company Sale of construction materials Phu Thai Hanoi Trading Joint Stock Company Sale of consumer products Phu Thai Can Tho Distribution Joint Stock Sale of consumer products Company Phu Thai Food Vietnam Company Limited Sale of consumer products Phu Thai Food Central Vietnam One Member Company Limited Sale of consumer products Phu Thai Food North Company Limited Sale of consumer products PT Food Distribution Joint Stock Company Sale of consumer products Van Phu Export Import Trading Manufacturing Company Limited Warehouse Phu Thai Ho Chi Minh City Joint Stock Company Sale of consumer products BJC Mega Market Company Limited Investment Samphankij Company Limited Investment Big C Supercenter Public Company Limited(2) Retail C-Distribution Asia Pte. Ltd(2) Investment Big C Supercenter Huahin Company Limited(2) (Formerly C Distribution (Thailand) Company Limited) E-commerce Cmall Limited(2) Dormant Central Superstore Limited(2) Rental of immovable assets and holding

62 63 64 65

Country of incorporation

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 operated) Rental of immovable assets Rental of immovable assets Rental of immovable assets Retail Rental of immovable assets Rental of immovable assets Investment

of franchise and trading business and chemicals product

Vietnam Vietnam Thailand Thailand Thailand Singapore

64.55 64.55 100.00 100.00 99.96(6) 99.96(4)(6)

64.55 64.55 100.00 100.00 99.85 99.94

Thailand Thailand

99.96(4)(6) 99.96(6)

99.91 99.85

Thailand

99.96(6)

99.85

Thailand Thailand Thailand Thailand Thailand Thailand

99.96(6) 99.96(6) 99.96(6) 99.96(6) 99.96(6) 99.96(6)

99.85 99.85 99.85 99.85 99.85 99.85

Laos Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand

99.96(6) 99.96(6) 99.96(6) 99.96(6) 99.96(6) 99.96(6) 99.96(6) 99.96(4)(6) 99.96

99.85 99.85 99.85 99.85 99.67 99.84 99.85 100.00 -

Hong Kong

100.00

Thailand

87.82

16 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 (1) The Group has power of control over such companies. (2) Big C Supercenter Public Company Limited and companies in the group were collectively called “BIGC Group”. (3) On January 4, 2018, the Company sold shares of T.C.C. Technology Company Limited to a related party in the group of the ultimate parent company (see Note 11). (4) On May 16, 2018, the Company and its subsidiary sold shares of BJC C Distribution Company Limited to BIG C Supercenter Public Company Limited in totaling of 100% of ownership interest. (5) On June 23, 2018, the Group purchased additional shares of BJC-Mpoint International Company Limited for 49% of authorized and paid-up shares capital which resulted in the Group ownership interests was changed from 51% to 100% and reclassified such investment from joint venture to subsidiary of the Group. Apart from share acquisition, the Group also obtained BJC-Mpoint (Hong Kong) Company Limited which is the subsidiary of BJC-Mpoint International Company Limited (see Note 4.1). (6) On June 29, 2018, the Group purchased shares of Big C Supercenter Public Company Limited from non-controlling interest amounting to Baht 157 million, resulted to change in ownership interest of BIG C group. (7) On August 14, 2018, the Board of Directors’ Meeting No.4/2018 passed the resolution to ratify and approve the Group to purchase shares of Watanasub Pattana 9 Company Limited from related parties, totaling to 100% of authorized and paid-up shares capital, in the amount of Baht 0.1 million (see Note 4.3). (8) On November 12, 2018, Big C Retail Holding Company Limited (Formerly BJC Retail Holding Company Limited), and Samphunsamer Company Limited, which were direct subsidiaries were amalgamated and established Big C Retail Holding Company Limited by registering to Department of Business Development of Minister of Commerce. (9) On November 14, 2018, the Board of Directors’ Meeting No.5/2018 passed the resolution to approve the purchase shares of Watanasub Pattana 7 Company Limited from related parties, totaling to 100% of authorized and paid-up shares capital, in the amount of Baht 0.1 million (see Note 4.4). (10) On November 23, 2018, Big C Retail Holding Company Limited, an indirect subsidiary purchased ordinary shares of White Group Public Company Limited which resulted in the acquisition of F.B. (Thailand) Company Limited. Such transaction was the result of the resolution of the Board of Directors’ Meeting No.5/2018, dated November 14, 2018 (see Note 4.5). (11) On December 20, 2018, the Group established a new subsidiaries of indirect subsidiary, name C Smart Solution Company Limited, having its authorized shares capital of Baht 0.1 million and paid-up shares capital of Baht 25,000.

Berli Jucker Public Company Limited | 17

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Composition of the Group Information about the composition of the Group as at December 31, 2018 and 2017 were as follows: Principal activity

Country of incorporation

Packaging supply chain

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

Consumer supply chain

Healthcare and technical supply chain Modern Retail Supply Chain Others

Packaging, Consumer, Healthcare and technical supply chain and others

Thailand Vietnam Hong Kong

Principal activity

Country of incorporation

Packaging supply chain

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

Number of wholly-owned subsidiaries 2018 2017 4 4 1 1 1 1 5 5 1 1 1 1 1 1 10 10 4 1 10 11 1 2 1 3 1

1 2 1 2 1

1 1 1 49

1 1 45

Number of non-wholly-owned subsidiaries 2018 2017 2 2 1 1 1 1 2 2 2 2 14 14 3 1 17 16 1 1 1 1 1 1 45 42

18 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Details of non-wholly owned subsidiaries that have material non-controlling interests as at December 31, 2018 and 2017 were as follows: Unit : Thousand Baht Name of the entity

Country of

Proportion of

Comprehensive

Accumulated

incorporation

ownership interests

income

non-controlling

and voting rights held

allocated to

interests

by non-controlling

non-controlling

as at December 31,

interests

interests for

(%)

the years ended December 31,

2018

2017

2018

2017

2018

2017

Thai Beverage Can Limited(1)

Thailand

50.00

589,821

478,793

3,714,891

3,447,576

Big C Supercenter Public Company Limited(2)

Thailand

99.96

99.85

1,343

85,077

69,787

305,475

Individually immaterial subsidiaries with non-controlling interests Total

787,252

906,264

4,571,930

4,659,315

(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.

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, 2018 and 2017 were as follows: Unit : Thousand Baht Name of the entity

Thai Beverage

Big C Supercenter Public

Can Limited (1)

Company Limited (2)

2018

2017

2018

2017

Condensed statements of financial position As at December 31, Current assets

3,808,944

3,181,030

20,319,441

17,416,815

Non-current assets

6,761,943

6,900,377

80,352,770

77,881,148

Current liabilities

(3,722,750)

(3,568,422)

(27,475,059)

(29,075,993)

(404,017)

(563,756)

(47,979,798)

(10,971,413)

Equity attributable to owners of the Company

Non-current liabilities

2,729,229

2,501,653

25,147,567

54,945,082

Non-controlling interests

3,714,891

3,447,576

69,787

305,475

Berli Jucker Public Company Limited | 19

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018

Thai Beverage Can Limited (1) 2018 2017

Name of the entity Condensed statements of profit or loss and other comprehensive income For the years ended December 31, Total revenue Total expenses Profit for the years

9,541,886 (8,387,785) 1,154,101

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

Profit attributable to: Owner of the Company Non-controlling interests

554,179 599,922

587,054 617,468

Total comprehensive income (expense) for the years Owner of the Company Non-controlling interests

(4,110) (10,100)

(50,276) (138,675)

Total comprehensive income attributable to: Owner of the Company Non-controlling interests

550,069 589,822

536,778 478,793

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)

322,500 1,401,152 (534,828) (856,956) 9,368

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

Unit : Thousand Baht Big C Supercenter Public Company Limited (2) 2018 2017

125,016,850 118,168,399 (118,754,256) (111,781,153) 6,262,594 6,387,246

6,261,252 1,342

(1,797) 1

6,302,409 84,837

163,496 240

6,259,455 1,343

6,465,905 85,077

55,980 12,343,256 (7,376,135) (3,892,992) 1,074,129

32,316 11,183,276 (5,772,843) (4,576,702) 833,731

20 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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 2017) “Presentation of Financial Statements”, which was effective for financial periods beginning on or after January 1, 2018 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 year, 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, 2018. 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 Group’s management will adopt such TFRSs in the preparation of the Group’s financial statements when they become 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: 4.1 Thai Financial Reporting Standards which will be effective for the financial statements with fiscal years beginning on or after January 1, 2019. Thai Financial Reporting Standard No.15 “Revenue from Contracts with Customers” (“TFRS 15”) TFRS 15 establishes a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. It will supersede the following revenue Standards and Interpretations upon its effective date: TAS No.11 “Construction Contracts”, TAS No.18 “Revenue”, Thai Accounting Standard Interpretation No.31 “Revenue-Barter Transactions Involving Advertising Services”, Thai Financial Reporting Standard Interpretation No.13 “Customer Loyalty Programmes, Thai Financial Reporting Standard Interpretation No.15 “Agreements for the Construction of Real Estate” and Thai Financial Reporting Standard Interpretation No.18 “Transfers of Assets from Customers”. TFRS 15 requires retrospective method in accordance with TAS No.8 “Accounting Policies, Changes in Accounting Estimates and Errors” or recognize the cumulative effect of initially applying this standard as an adjustment to the opening balance of retained earnings of the annual reporting period. 20

Berli Jucker Public Company Limited | 21

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 The core principle of TFRS 15 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects to consideration to which the entity expects to be entitled in exchange for those goods or services. Specifically, the Standard introduces a 5-step approach to revenue recognition: Step 1: Identify the contracts with a customer Step 2: Identify the performance obligations in the contract Step 3: Determine the transaction price Step 4: Allocate the transaction price to the performance obligations in the contract Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation Under TFRS 15, an entity recognizes revenue when (or as) a performance obligation is satisfied, i.e. when ‘control’ of the goods or services underlying the particular performance obligation is transferred to the customer. Thai Accounting Standard No.28 (Revised 2018) “Investment in Associates and Joint Ventures” This revised accounting standard clarifies about the election of measurement an investment in an associate or a joint venture at fair value through profit or loss (that is held by, or is held indirectly through, an entity that is a venture capital organization, or a mutual fund, unit trust and similar entities including investment-linked insurance funds). An entity shall make this election separately for each associate or joint venture, at initial recognition of the associate or joint venture. This accounting standard requires retrospective method for such amendment. In addition, this revised accounting standard clarifies the consideration about the impairment of an investment in an associate or a joint venture. Thai Accounting Standard No.40 (Revised 2018) “Investment Property” This revised accounting standard clarifies about transfers of investment property to, or from, other accounts when, and only when, there is a change in use. This accounting standard requires prospective method for such amendment. Thai Financial Reporting Standard No.2 (Revised 2018) “Share-based Payment” This revised financial reporting standard adds the requirements as follows. 1)

The requirement about treatment of vesting and non-vesting for a cash-settled share-based payment transaction

The requirement about share-based payment transactions with a net settlement feature for withholding tax obligations

The requirement about accounting for a modification of a share-based payment transaction that changes its classification from cash-settled to equity-settled

This revised financial reporting standard requires prospective method for such amendment.

22 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 4.2 Thai Financial Reporting Standards which will be effective for the financial statements with fiscal years beginning on or after January 1, 2020. Thai Accounting Standard No.32 “Financial Instruments: Presentation” This accounting standard requires establishing principles for presenting financial instruments as liabilities or equity and for offsetting financial assets and financial liabilities. It applies to the classification of financial instruments, from the perspective of the issuer, into financial assets, financial liabilities and equity instruments; the classification of related interest, dividends, losses and gains; the circumstances in which financial assets and financial liabilities should be offset. This accounting standard shall be applied retrospectively for annual periods beginning on or before January 1, 2020. An entity shall apply this accounting standard prospective method by recognizing all transactions on the date of initial application considering the condition of this accounting standard and the cumulative effect of initially applying this Standard as an adjustment of retained earnings or other component equity (if applicable) on the date of initial application. The entity shall disclose that fact. Thai Financial Reporting Standard No.7 “Financial Instruments: Disclosures” This financial reporting standard requires entities to provide disclosures in their financial statements that enable users to evaluate the significance of financial statements for the entity’s financial position and performance and the nature and extent of risks arising from financial statements to which the entity is exposed during the reporting period and at the end of the reporting period, and how the entity manages those risks. If an entity initially applies this financial reporting standard, it needs not present comparative information for the disclosures about the nature and extent of risks arising from financial instruments. Thai Financial Reporting Standard No.9 “Financial Instruments” Thai financial reporting standard establishes principles for the financial reporting of financial assets and financial liabilities that will present relevant and useful information to users of financial statements for their assessment of the amounts, timing and uncertainty of an entity’s future cash flows. This financial reporting standard includes 3 requirements for the recognition and measurement, impairment and hedge accounting. All recognized financial assets that are within the scope of TFRS 9 are required to be subsequently measured at amortized cost or fair value. Specifically, debt investments that are held within a business model whose objective is to collect the contractual cash flows, and that have contractual cash flows that are solely payments of principle and interest on the principle outstanding are generally measured at amortized cost at the end of subsequent accounting periods. Debt instruments that are held within a business model whose objective is achieved both by collecting contractual cash flows and selling financial assets, and that have contractual terms that give rise on specific dates to cash flows that are solely payments of principle and interest on the principal amount outstanding, are generally measured at FVTOCI. All other debt investments and equity investments are measured at their fair value at the end of subsequent accounting periods. In addition, under TFRS 9, entities may make an irrevocable election to present subsequent changes in the fair value of an equity investment (that is not held for trading nor contingent consideration recognized by an acquirer in a business combination) in other comprehensive income, with only dividend income generally recognized in profit or loss. 22

Berli Jucker Public Company Limited | 23

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 With regard to the measurement of financial liabilities designated as at fair value through profit or loss, TFRS 9 requires that the amount of change in fair value of a financial liability that is attributable to changes in the credit risk of that liability is presented in other comprehensive income, unless the recognition of such changes in other comprehensive income would create or enlarge an accounting mismatch in profit or loss. Changes in fair value attributable to a financial liability’s credit risk are not subsequently reclassified to profit or loss. In relation to the impairment of financial assets, TFRS 9 requires an expected credit loss model. The expected credit loss model requires an entity to account for expected credit loss and changes in those expected credit losses at each reporting date to reflect changes in credit risk since initial recognition. In other words, it is no longer necessary for a credit event to be occurred before credit losses are recognized. TFRS 9 have been introduced to the types of transactions eligible for hedge accounting, specifically broadening the types of instruments that qualify for hedging instruments and the types of risk components of non-financial items that are eligible for hedge accounting. In addition, the effectiveness test has been overhauled with the principle of an ‘economic relationship’. Disclosure requirements about an entity’s risk management activities have also been introduced. An entity can elect to apply this Standard retrospectively, in accordance with TAS No.8 (Revised 2018) “Accounting Policies, Changes in Accounting Estimates and Errors”. This standard shall not be applied to items that have already been derecognized at the date of initial application. Or, an entity can elect to apply this standard by recognizing the cumulative effect of initially applying this standard as an adjustment to the opening balance of retained earnings (or other component of equity, as appropriate) of the annual reporting period. The entity shall disclose that fact. Thai Financial Reporting Standard Interpretations No.16 “Hedge of a Net Investment in a Foreign Operation” This Interpretation describes the significant issue about hedging the foreign currency risk arising from its net investment in foreign operations such as a presentational currency not exposure to risk that an entity applies for hedge accounting and hedging instruments that are hedges of a net investment in a foreign operation. This interpretation requires prospective method for such application. Thai Financial Reporting Standard Interpretations No.19 “Extinguishing Financial Liabilities with Equity Instruments” This Interpretation addresses the circumstance that an entity issues equity instruments to a creditor of the entity to extinguish all or part of the financial liability. The entity shall remove all or part of such financial liability. This interpretation requires retrospective method for such application. 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.

24 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 3.

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: 3.1

Basis of preparation of consolidation financial statements The Consolidated financial statements relate to the Company and its subsidiaries and the Groupâ&#x20AC;&#x2122;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 Groupâ&#x20AC;&#x2122;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 statement of profit or loss and other comprehensive income. 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 recognized as expenses when incur.

Berli Jucker Public Company Limited | 25

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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 shareholderâ&#x20AC;&#x2122;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 shareholdersâ&#x20AC;&#x2122; equity until disposal of the investment. 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, 2018 and 2017 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. 25

26 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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 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 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 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.

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. 26

Berli Jucker Public Company Limited | 27

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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.

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 Groupâ&#x20AC;&#x2122;s construction contract activities based on normal operating capacity. The difference of progress billings below construction revenue is present under trade and other receivable in the statement of financial position. If progress billings exceed construction revenue, then the difference is presented under trade and other payables in the statement of financial position.

28 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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 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. 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 continuation of using an equity method no re-measurement to fair value upon such changes in ownership interests.

Berli Jucker Public Company Limited | 29

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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. Other investments Other investments are non-marketable equity securities which 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. 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.

30 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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 - 60 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. 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.

Berli Jucker Public Company Limited | 31

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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 7 - 10 30 3 - 10 10

years years years years years

Amortization methods, useful lives and residual values are reviewed at each financial year-end and adjusted if appropriate.

32 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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 higher 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.

Berli Jucker Public Company Limited | 33

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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 incur. 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.

34 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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 share price at grant date, exercise price warrant, expected volatility, the expected period that shareholders will completely use their right on warrant, expected dividend yield and 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.

Berli Jucker Public Company Limited | 35

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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 occured. 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.

36 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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.

Berli Jucker Public Company Limited | 37

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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 2017), leasing transactions that are within the scope of TAS 17 (Revised 2017), and measurements that have some similarities to fair value but are not fair value, such as net realizable value in TAS 2 (Revised 2017) or value in use in TAS 36 (Revised 2017). 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. 3.27 Accounting estimated and source of estimation uncertainty (1)

Use of managementâ&#x20AC;&#x2122;s judgements The preparation of financial statements in conformity with Thai Financial Reporting Standards (TFRSs) requires the Groupâ&#x20AC;&#x2122;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 managementâ&#x20AC;&#x2122;s reasonable consideration of current events, actual results may differ from these estimates. 37

38 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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. However, on June 23, 2018, the Group purchased additional shares of BJC-Mpoint International Company Limited by 49% of authorized and paid-up shares capital, therefore, the Group reclassified such investments from a joint venture to a subsidiary (see Note 4.1).

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.

Berli Jucker Public Company Limited | 39

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Company name

Critical judgments and assumption

BJC - MIB Company Limited

Big C Services Company Limited Big C Insurance Broker Company Limited

The Group holds 50.98% 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. 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 Groupâ&#x20AC;&#x2122;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. 39

40 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Past service cost related to the plan amendment is recognized as expense in the statement of profit or loss and other comprehensive income when the plan amendment is effective. (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 or Income Approach. The key assumptions used in the income approach valuation included yield rate, inflation rate, projected rental 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. However, the fair value of the indirect subsidiaries’ investment properties which opened during the fiscal year 2018 of have been assessed by using the carrying amount because the Group considered the carrying amounts are approximately to their fair values.

(2.2)

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.

(2.3)

Impairment of goodwill 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.

Berli Jucker Public Company Limited | 41

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 (2.4)

Allowance for obsolete and slow-moving inventories The Group has provided allowance for obsolete and slow-moving inventories based on managementâ&#x20AC;&#x2122;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.

ACQUISITION OF BUSINESSES AND ACQUISITION OF ASSETS

Business acquisitions and assets acquisition for the years ended December 31, 2018 and 2017 as shown below resulted from the significant change of the Groupâ&#x20AC;&#x2122;s consolidated financial position and consolidated financial performance. Other significant changes have been disclosed in other notes to the financial statements. For the year ended December 31, 2018 4.1

BJC-Mpoint International Company Limited On June 23, 2018, the Group purchased additional shares of BJC-Mpoint International Company Limited by 49% of authorized and paid-up shares capital, by partially paid the consideration transferred of business acquisition in the amount of USD 3.8 million (approximately Baht 125 million) and recognized an expected consideration transferred under Sale Purchase Agreement of Business Acquisition in the amount of USD 0.1 million (approximately Baht 3 million), which resulted in changing the Group ownership interests in BJC-Mpoint International Company Limited from 51% to 100% and reclassified such investment from joint venture to subsidiary of the Group. Apart from share acquisition, the Group also obtained BJC-Mpoint (Hong Kong) Company Limited which is the subsidiary of BJC-Mpoint International Company Limited. The net carrying amounts of net identifiable assets acquired on the date of acquisition were as follows: Unit: Thousand Baht Cash and cash equivalents Trade receivables Other receivables Other intangible assets Other payables Identifiable assets and liabilities Consideration transferred Goodwill

467 13,217 17,379 55,563 (16,011) 70,615 163,612 92,997

42 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Since the acquisition date up to December 31, 2018, BJC-Mpoint International Company Limited and BJC-Mpoint (Hong Kong) Company Limited had revenue and net profit of Baht 64 million and Baht 78 million, respectively, which was included in the financial performance for the year ended December 31, 2018. 4.2

Assets acquired until achieving a business acquisition From March to August 2018, the Group has gradually acquired assets from non-related parties. On August 7, 2018, the Group additionally acquired assets until achieving a business transfer with total investment value of Baht 72 million. The Group made partially payment of Baht 68 million and recognized an expected consideration transferred of Baht 4 million. The Group has incorporated BJC Mega Market Company Limited, the subsidiary of indirect subsidiary, for operating this business. 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 has applied Thai Financial Reporting Standard No.3 (Revised 2017) “Business Combinations” to recognize the business combination transaction. Fair value of net identifiable assets acquired on the date of acquisition were as follows: Unit: Thousand Baht Inventories Property, plant and equipment Other intangible assets Identifiable assets and liabilities Consideration transferred

7,567 56,693 8,146 72,406 72,406 -

4.3

Watanasub Pattana 9 Company Limited On August 14, 2018, the Board of Directors’ Meeting No.4/2018 passed the resolution to ratify and approve the Group to purchase shares of Watanasub Pattana 9 Company Limited from related parties in the group of the ultimate parent company, by 100% of authorized and paid-up shares capital, in the amount of Baht 0.1 million which was considered as business combination under common control. Accordingly, the assets and liabilities acquired were recognized at the carrying amounts recognized previously in the Group controlling shareholder’s consolidated financial statements. The difference between the cost of the business combination and the carrying amounts of net identifiable assets at the date of combination was recognized as deficit arising from business combination under common control which was separately presented under shareholders’ equity. Business combinations arising from transfers of interests in entities that were under the control of the shareholder that controls the Group were 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. However, Watanasub Pattana 9 Company Limited was incorporated on January 23, 2018, therefore, the control was deemed to establish in year 2018.

Berli Jucker Public Company Limited | 43

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 The net carrying amounts of net identifiable assets acquired for business combination under common control were as follows: Unit : Thousand Baht Cash and cash equivalents Investment properties Long-term borrowings from related party Other assets / (Other liabilities) - net Identifiable assets and liabilities Consideration transferred Deficit arising from business combination under common control

618 304,963 (303,000) (4,045) (1,464) 100 (1,564)

Since the acquisition date up to December 31, 2018, Watanasub Pattana 9 Company Limited had revenue and net loss which were included in the financial performance for the year ended December 31, 2018 in the amount of Baht 9 million and Baht 0.8 million, respectively. 4.4

Acquisition of net assets of Watanasub Pattana 7 Company Limited On November 14, 2018, the Board of Director’s Meeting No. 5/2018 passed the resolution to approve purchase shares of Watanasub Pattana 7 Company Limited from related parties in the group of the ultimate parent company, by 100% of authorized and paid-up shares capital, in the amount of Baht 0.1 million. As a result, the Group acquired net asset of this company which the major identifiable assets was investment properties of Baht 119 million and the major identificable liabilities was short-term borrowing from related party of Baht 119 million. Since the asset acquisition date up to December 31, 2018, Watanasub Pattana 7 Company Limited had net loss of Baht 0.5 million (no revenue) which was included in the financial performance for the year ended December 31, 2018.

4.5

White Group Public Company Limited On November 23, 2018, Big C Retail Holding Company Limited which was an indirect subsidiary acquired the ordinary share of White Group Public Company Limited (“White Group”) by paid-up and transferred the ordinary share of 8,967,818 shares or 50.24% of total issued and paid-up share capital at the price of Baht 180 per share, totaling Baht 1,614 million. Accordingly, White Group Public Company Limited and its subsidiary, were collectively to “White group” was become the indirect subsidiaries of the Group. Such transaction was resulted from the resolution of the Board of Director’s Meeting No.5/2018, dated November 14, 2018. As a result of the acquisition, Big C Retail Holding Company Limited was obliged to make a tender offer for the entire shares of White Group. During December 4, 2018 to January 11, 2019, Big C Retail Holding Company Limited made the tender offer of the entire shares. During December 4, 2018 to December 31, 2018, the Group had shares from the tender offer of 6,708,049 shares or 37.58% of total issued and paid-up share capital, totaling Baht 1,207 million.

44 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 As at December 31, 2018, the Group had ownership interest in White Group as follows: Ownership interests (%) Result from the share acquisition of White Group on November 23, 2018 Result from the tender offer in White Group Total the ownership interest as at December 31, 2018

50.24 37.58 87.82

The net carrying amounts of net identifiable assets acquired on the date of acquisition were as follows: Unit: Thousand Baht Cash and cash equivalents Temporary investment Trade and other current receivables Inventories Investment properties Property, plant and equipment Trade and other current payables Other assets / (Other liabilities) - net Identifiable assets and liabilities - net

123,109 1,005,000 166,869 187,773 262,621 153,235 (143,214) 43,950 1,799,343

Non-controlling interests Consideration transferred

895,843 1,617,436 2,513,279 713,936

Goodwill Tender offer in White Group until December 31, 2018 Consideration transferred Decreased in non-controlling interests due to the result of tender offer Deficit arising from change in ownership interest in subsidiaries

1,214,166 (682,392) 531,774

The Group has been in the process of appraising the fair value of acquired assets and liabilities from the business combination so the Group has not accounted for the adjustment of fair value of these net assets in the consolidated financial statements for the year ended December 31, 2018. However, the management expected to have such appraisal complete within 12 months from the acquisition date. Since the acquisition date up to December 31, 2018, White group had revenue and net profit which were included in the financial performance for the year ended December 31, 2018 in the amount of Baht 87 million and Baht 16 million, respectively. During January 1, 2019 to January 11, 2019, the Group had tender offer shares of 941,176 shares or 5.27% of total issued and paid-up share capital, totaling Baht 169 million. As at February 27, 2019, the Group had ownership interest in White Group of 93.09%.

Berli Jucker Public Company Limited | 45

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 For the year ended December 31, 2017 4.6

Big C Supercenter Public Company Limited group 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. 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) “Business combinations” 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:

46 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Unit : Thousand Baht Cash and cash equivalents Temporary investment Trade and other current receivables Supplier receivables and tenant receivables Inventories Leasehold rights Investment properties Property, plant and equipment Other intangible assets - trademark Short-term borrowings from financial institutions Trade and other current payables Current portion of long-term borrowings Long-term borrowings from financial institutions Deferred tax asset / deferred tax liabilities - net Other non-current liabilities Non-current provisions for employee benefit Other assets / (Other liabilities) - net Identifiable assets and liabilities - net

2,412,856 1,835,062 1,599,206 1,245,594 12,955,814 14,182,593 30,625,073 42,979,123 1,889,000 (9,400,000) (19,916,837) (5,675,000) (5,625,000) (9,129,927) (2,287,342) (562,088) (725,639) 56,402,488

Non-controlling interests (using the fair value method) Consideration transferred(1)

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

Goodwill (1)

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

The Group made a tender offer to obtain total remaining shares of BIGC from BIGC shareholders which was obtained 324,914,213 shares of BIGC until May 11, 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 Unit : Thousand Baht

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

81,313,031 (81,733,571) (420,540)

Berli Jucker Public Company Limited | 47

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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 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, totalling 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

97.94 1.91 99.85 Unit : Thousand Baht

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

4.7

3,552,736 (4,100,553) (547,817)

Vina Paper Company Limited On September 22, 2017, the Group purchased shares of Vina Paper Company Limited from a non-related party for 100% of authorized 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) “Business combinations” 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 47

48 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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. 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, 2018 were as follows: Name of entities

Type of business

Country of incorporation/ nationality

Nature of relationships

Major shareholders and common directors 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

TCC Corporation Company Limited

Holding company

Thailand

Nakornchuen Company Limited

Spirits distributor

Thailand

Beer Thai (1991) Public Company Limited

Spirits distiller

Thailand

Beerthip Brewery (1991) Company Limited

Spirits distiller

Thailand

Cosmos Brewery (Thailand) Company Limited

Spirits distiller

Thailand

Sang Som Company Limited

Spirits distiller

Thailand

Athimart Company Limited

Spirits distiller

Thailand

Kankwan Company Limited

Spirits distiller

Thailand

Theparunothai Company Limited

Spirits distiller

Thailand

10.

Kanchanasingkorn Company Limited

Spirits distiller

Thailand

11.

Luckchai Liquor Trading Company Limited

Spirits distributor

Thailand

12.

Fuengfuanant Company Limited

Spirits distiller

Thailand

13.

S.S. Karnsura Company Limited

Spirits distiller

Thailand

14.

Simathurakij Company Limited

Distributor and spirits distiller

Thailand

15.

Thanapakdi Company Limited

Spirits distiller

Thailand

16.

Nateechai Company Limited

Spirits distiller

Thailand

17.

Mongkolsamai Company Limited

Spirits distiller

Thailand

Berli Jucker Public Company Limited | 49

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Name of entities

Type of business

Country of incorporation/ nationality

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 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

18.

Sura Bangyikhan Company Limited

Spirits distiller

Thailand

19.

Pisetkij Company Limited

Thailand

20.

Thai Beverage Recycle Company Limited

21.

Thai Beverage Public Company Limited

Trading cullet and glass bottle Sale of packaging and glass containers Investment

22.

Southeast Capital Company Limited

Vehicle business

Thailand

23.

Southeast Life Insurance Public Company Limited

Life insurance businesses

Thailand

24.

Southeast Insurance Pubic Company Limited

Insurance businesses

Thailand

25.

Thai Beverage Marketing Company Limited

Sale and imported of spirits

Thailand

26.

Terragro Company Limited

Agriculture

Thailand

27.

United Winery and Distillery Company Limited

Spirits distiller

Thailand

28.

The Chonburi Sugar Corp. Ltd.

Manufacture of sugar

Thailand

29.

Pan International (Thailand) Company Limited

Thailand Thailand

Thailand

30.

Purchasing service, wholesale spare parts North Park Golf And Sport Club Company Limited Golf and sport club service

31.

T.C.C. Hotel Collection Company Limited

Hotel and restaurant

Thailand

32.

Sports and Recreation Management Company Limited Wrangyer Beverage (2008) Company Limited

Sport service

Thailand Thailand

35.

Eastern Seaboard Industrial Estate (Rayong) Company Limited Wattanapat Trading Company Limited

Manufacture and sale of nourishment beverages Industrial zone management businesses Real estate

36.

Modern Trade Management Company Limited

Spirits distiller

Thailand

37.

Kalae Night Bazaar Company Limited

Thailand

38.

Tawanna Night Bazaar Company Limited

Rental space provider and utilities Rental space provider

39.

Thai Drink Company Limited

Thailand

40.

Thai Beverage Logistics Company Limited

Manufacture and distributor of liquor, beer and soda drinks Logistic

41.

Plantheon Trading Company Limited

Thailand

42.

Phanthamaitree Company Limited

Sugar and agricultural product trading Real estate

43.

Food & Fun Company Limited

Foods and beverages

Thailand

44.

Surasate Company Limited

Real estate

Thailand

45.

28 Commercial Company Limited

Investment

Thailand

33. 34.

Thailand

Thailand Thailand

Thailand

50 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Name of entities

Type of business

Country of incorporation/ nationality

Nature of relationships

46.

Nice Hotel Company Limited

Real estate

Thailand

47.

Thipsukhothai Bioenergy Company Limited

Power & electricity plant

Thailand

48.

Anantasiri Pattana Company Limited

Property management

Thailand

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

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.

Asset World Wex Company Limited

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

57.

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. 62.

N.C.C. Management & Development Company Limited N.C.C. Exhibition Organizer Company Limited

63.

Kaset Thip (2017) Company Limited

Food center and Intellectual Property (IP) services Space rental for exhibition businesses Building management and project management Bio diesel businesses

64.

Nongkhai Country Golf Club Company Limited

Golf course & real estate

Thailand

65.

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

Japanese restaurant businesses

Thailand

Thailand Thailand

Thailand Thailand Thailand

Berli Jucker Public Company Limited | 51

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Name of entities

Type of business

Country of incorporation/ nationality

Nature of relationships

Sale and produce instant Japanese foods Investment

Thailand

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

Thailand

73.

Oishi Trading Company Limited

74.

Paksong Capital Company Limited

75.

Plantheon Company Limited

76.

Red Bull Distillery (1988) Company Limited

77.

S.A.S. Trading Company Limited

78.

Service Alliance Company Limited

79.

Siam Food Products Public Company Limited

80.

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

84.

Property management and sale of foods & beverages Real estate

Thailand

85.

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

86.

TCC Asset World Corporation Company Limited

Investment

Thailand

87.

TCC Hotel Management Company Limited

Real estate

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

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.

TCC Luxury Hotels and Resort Company Limited

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

92. 93.

Thailand

Thailand Thailand Thailand

Thailand

52 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Name of entities

Type of business

Country of incorporation/ nationality

Nature of relationships

98.

TCC Property Development Company Limited

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

Thailand

107.

Terragro Technology Company Limited

108.

Thai Agro Products Company Limited

109.

Thai Alcohol Public Company Limited

Manufacture and sale of chemical fertilizer Irrigation system and agricultural technology development businesses Processing agricultural products Alcohol Manufacture

110.

112.

Thippattana Arcade Company Limited

Manufacture, sale and export sugar Manufacture, sale and export sugar Space rental and services

Thailand

111.

The Suphanburi Sugar Industry Company Limited Thip Sugar Sukhothai Company Limited

113.

Univentures Public Company Limited

Real estate

Thailand

114.

Wiengsiri Company Limited

Hotels, Resort & Golf course

Thailand

115.

World Book and Media Company Limited

Thailand

116.

Dhanasindhi Company Limited

Book center and rental space provider Buildings construction

117.

DhosPaak Company Limited

Thailand

118.

Num Thip Company Limited

119.

Numrungrod Company Limited

120.

Baanboung Vetchakij Company Limited

Advertisement and public relations Sale of alcohol, soda and water Spirits distributor and alcohol consultant service Clinical businesses

121.

T.C.C. Service Apartment Company Limited

Thailand

122.

TCCCL Rachatewi Company Limited

Residential property management Real estate

123.

TCCCL Sukhumvit 24 Company Limited

Real estate

Thailand

Thailand Thailand Thailand

Thailand Thailand

Thailand

Thailand Thailand Thailand

Thailand

Berli Jucker Public Company Limited | 53

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Name of entities

Type of business

Country of incorporation/ nationality

Nature of relationships

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

Thailand

128.

Pridiprapa Company Limited

Glass bottle manufacturer & distributor Hotel business

129.

Thai Beverage Energy Company Limited

Thailand

130.

Thip Sugar Kamphaengphet Company Limited

131.

Asset Management Advisory Company Limited

132.

Grand Unity Development Company Limited

133.

Grand U Living Company Limited

Production and sale of fertilizer and biogas Manufacture, sale and export sugar Investment advisory and asset management Condominiums and consultant in commercial management 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

Thailand

137.

F & B International Company Limited

138.

Asiatic House Company Limited

Construction and exhibition provider 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

Thailand

141.

Vana Belle Garden Company Limited

Manufacture and sale of beverage Decorated of garden service

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

146.

VNU Exhibition Asia Pacific Company Limited

147.

Terragro Land 1 Company Limited

Manufacture and sale of ethanol fuel in domestic and foreign Sale of food and product for animal Service of exhibitions, conferences and seminars Agricultural garden service

148.

Terragro Land 2 Company Limited

Agricultural garden service

Thailand

149.

SPM Food & Beverage Company Limited

Manufacture and sale liquor beer, soda and all beverage

Thailand

Thailand Thailand Thailand Thailand

Thailand Thailand

Thailand

Thailand Thailand Thailand

54 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Name of entities

Type of business

Country of incorporation/ nationality

Nature of relationships

150.

Vana Belle Tree Company Limited

Trading in trees business

Thailand

151.

Horizon Forward Company Limited

Real estate

Thailand

152.

Pomklang Company Limited

Thailand

153.

Pomcharoen Company Limited

154.

Pompalang Company Limited

155.

Pomkit Company Limited

156.

Pomchock Company Limited

157.

Eurasia Hotels and Resorts Company Limited

158. 159.

Thip Kamphaengphet Bio Energy Company Limited Thai Cooperage Company Limited

160.

Serm Suk Beverage Company Limited

161.

North Park Real Estate Company Limited

Sale of alcohol, soda and water Sale of alcohol, soda and water Sale of alcohol, soda and water Sale of alcohol, soda and water Manufacture and sale of alcohol, soda and water Room for rent service and sale food and drink Manufacture and sale of electricity Manufacture and sale of oak barrels Manufacture and distribution of beverages Golf Course service

162.

Cha-Am Resort Town Company Limited

Real estate

Thailand

163.

Asiatic Hotel Collection Company Limited

Hotel and restaurant

Thailand

164.

Pomburapa Company Limited

Thailand

165.

TCC Verngnakornkhasem Company Limited

Sale of spirit in domestic and foreign Real estate

166.

Kaset thip (2010) Company Limited

Agricultural material provider

Thailand

167.

Quality Pineapple Products Company Limited

Thailand

168.

Golden Land Property Development Public Company Limited TCC Engineering services Company Limited

Manufacture of pineapple products Real estate

169.

Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand

Thailand

Thailand Thailand

170.

Consulting engineering Service TCC Real Estate Development Company Limited Real estate

171.

Pomtip (2012) Company Limited

Sale of beer and beverages

Thailand

172.

New Multi Mine Company Limited

Hotel

Thailand

173.

Golden Land Residences Company Limited

Real estate

Thailand

174.

Muangkao Company Limited

Real estate

Thailand

175.

Ratchayothin Tower Company Limited

Real estate

Thailand

Berli Jucker Public Company Limited | 55

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Name of entities

Type of business

Country of incorporation/ nationality

Nature of relationships

176.

TCC Pattaya Company Limited

Real estate

Thailand

177.

Lertrathakarn Company Limited

Real estate

Thailand

178.

CAC Company Limited

Thailand

179.

North Sathorn Realty Company Limited

Financial and investment advisory Real estate

180.

Thalaywan Company Limited

Real estate

Thailand

181.

Sathorn Subsin Company Limited

Real estate

Thailand

182.

Thai-Lysaght Company Limited

Thailand

183.

TCCCL Fourteen Company Limited

Distributor of zinc oxide and other chemical Real estate

Thailand

184.

Media Front Company Limited

Real estate

Thailand

185.

Univentures Asset Management Company Limited

Consultant service in investment and

Thailand

186.

F&N Dairies (Thailand) Company Limited

Thailand

187. 188.

TCC Hotel Asset Management Company Limited Thai Molasses Company Limited

Manufacture and sale of dairy products and fruit juice Real estate Sale of Molasses

Thailand

189.

Thai Retail Investment Fund

Property Fund

Thailand

190.

TCC Assets (Thailand) Company Limited

Investment

Thailand

191.

SMJC Development Company Limited

Restaurant

Thailand

192.

TCC - Ha Chiang Company Limited

Port Business

Thailand

193.

Thai Beverage Training Company Limited

Seminar and training center

Thailand

194.

Asset World Hotel Company Limited

Hotel

Thailand

195.

F&N United Company Limited

Thailand

196. 197.

The Street Retail Development Company Limited Kasem Subsiri Company Limited

Manufacture and distribution of ice cream Real estate Real estate

Thailand

198.

Suvannaphum Investment Company Limited

Investment

Cambodia

199.

Thip Sukhothai Bio-Tech Company Limited

Thailand

200.

Asset World Leisure Company Limited

Production and distribution of organic fertilizers Laundry Service

201.

TCC Sirilanna Company Limited

Thailand

202.

TCC Privilege Card Company Limited

Project consultant and project management Investment

management

Thailand

56 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Name of entities

Type of business

Country of incorporation/ nationality

203.

Oishi Ramen Company Limited

Sale of foods & beverages

Thailand

204.

Chang International Company Limited

Thailand

205.

F&N Beverages Manufacturing Sdn Bhd

Malaysia

206.

Pornpatanasin Company Limited

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

207.

TCC Phumipat Company Limited

Investment

Thailand

208.

ESPN International Company Limited

Real estate

Thailand

209.

United Homes Company Limited

Real estate

Thailand

210.

F&N Foods Pte. Ltd.

Singapore

211.

Office World 1 Company Limited

Manufacture and distribution of dairy products and beverage Real estate

212.

Pramuanphon Company Limited

Distributor and spirits distiller

Thailand

213.

Reit in real estate investment trust

Thailand

Real estate

Thailand

Manufacture and sale of paper

Thailand

216.

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

Real estate

Thailand

217.

Cash van management Company Limited

Thailand

218.

Thip Suphanburi Bio Energy Company Limited

Transportation and distribution services Power and electricity plant

219.

Thai Show 2013 Company Limited

Show management service

Thailand

220.

Asset World Retail Company Limited

Shopping center management

Thailand

221.

Hotel World 8 Company Limited

Hotel

Thailand

222.

Mosho Entertainment Company Limited

Film and video production

Thailand

223.

Concept Land 8 Company Limited

Agriculture business

Thailand

224.

Business management and business consultant Real Estate

Thailand

225.

Business Process Outsourcing Company Limited Concept Land 7 Company Limited

226.

Permsubsiri 2 Company Limited

Shopping center

Thailand

227.

Retail World 6 Company Limited

Shopping Center

Thailand

228.

Hotel World 7 Company Limited

Hotel

Thailand

229.

Asset World Synergy Company Limited

Shopping Center management

Thailand

230.

Hotel World 4 Company Limited

Hotel

Thailand

231.

Hotel World 5 Company Limited

Hotel

Thailand

232.

Hotel World 9 Company Limited

Hotel

Thailand

233.

Hotel World 12 Company Limited

Hotel

Thailand

214. 215.

Thailand

Nature of relationships

Berli Jucker Public Company Limited | 57

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Name of entities

Type of business

234.

Kasem subsiri 1 Company Limited

Hotel

235.

Paksong Highland Company Limited

Coffee Business

236.

Food of Asia Company Limited

237.

Far East Publications Company Limited

238.

Horeca Management Company Limited

239. 240.

Thip Nakhonsawan Bio Energy Company Limited Thip Sugar Nakhonsawan Company Limited

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

241.

Country of incorporation/ nationality

Nature of relationships

Thailand

Laos Thailand Hong Kong Thailand Thailand

Manufacture and sale of sugar

Thailand

Me Linh Point Limited

Real Estate

Vietnam

242.

FCL Management Services Pte. Ltd.

Singapore

243. 244.

Lakeview Golf and Yacht Club Company Limited TCC Nawamin Phumipat Company Limited

Consultant service and management Golf course service Real estate

Thailand

245.

TCC Bang Sai Phumipat Company Limited

Real estate

Thailand

246.

TCC Khao Yai Phumipat Company Limited

Real estate

Thailand

247.

MM Mega Market (Vietnam) Company Limited Retail World 4 Company Limited

Wholesale

Vietnam

Real estate

Thailand

Real estate

Thailand

Project consultant and project management

Thailand

Common directors and/or common shareholders

251.

Wanna Charoen Sub Company Limited (Formerly Suansilp Pathana 10 Company Limited) Wattanasiri Communication Company Limited (Formerly TCCCL Ladphao Company Limited) TCC Land R I Company Limited

Investment

Thailand

252.

Asset World Estate Company Limited

Investment

Thailand

253.

Property Fund

Thailand

254.

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

Real estate

Thailand

255.

P.I.T. Factory Company Limited

Real estate

Thailand

256.

Real Estate Investment Trust

Thailand

257.

Golden Ventures Leasehold Real Estate Investment Trust Inver House Distillers Limited

258.

The Residence 12 Company Limited

Production and distribution of spirits Real estate

United Kingdom Thailand

259.

TCC Phusornkaew Company Limited

Thailand

260.

Hotel

Cambodia

262.

Quantum Assets Management Company Limited The Imperial Angkor Palace Hotel Company Limited Tor Yod Market AEC Company Limited

Manufacture and sale of electricity Real estate

Investment

Thailand

263.

Asia Horeca Company Limited

Investment

Thailand

248. 249. 250.

261.

Thailand

58 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Name of entities

Type of business

Country of incorporation/ nationality

Nature of relationships

264.

Max Asia Company Limited

Bakery shop

Thailand

265.

Taveephol Agriculture Company Limited

Agriculture businesses

Thailand

266.

The Residence 9 Company Limited

Real estate

Thailand

267.

Inter Horeca Company Limited

Thailand

268.

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

Hotel product and space management Oil palm planting

269. 270. 271.

Cambodia

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

Cambodia

Hotel

Thailand

272.

One Bangkok Company Limited (Formerly Kasemsubvadhana Company Limited) Hotel World 10 Company Limited

Thailand

273.

Prime Plus Asset Company Limited

Real estate

Thailand

274.

Charun Business 52 Company Limited

Thailand

275. Asset World Advisory Company Limited

Brick producer and distribution of spirits Shopping center management

276. Ever Best Enterprise Limited

Investment

277. Concept Land 9 Company Limited

Hotel

British Virgin Islands Thailand

278. Concept Land 10 Company Limited

Hotel

Thailand

279. Senses Property Management Company Limited 280. TCC Intertrade Company Limited

Residential juristic person management Investment

Thailand

281. TICON Industrial Connection Public Company Limited 282. Connextion Company Limited

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

Thailand

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

Property Fund

Thailand

Manufacture and export sugar

Thailand

285. Oknha Mong Port Company Limited

Port Business

Cambodia

286. Tonic International Company Limited

Investment

Thailand

287. Riverside Homes Development Company Real estate Limited 288. Frasers Property Holdings (Thailand) Company Investment Limited 289. ASM Management Company Limited Asset management provider

Thailand

290. TICON Logistics Park Company Limited

Thailand

291. Stonehenge Inter Company Limited 292. Stonehenge Company Limited 293. CW Tower 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 Thailand

Thailand

Common directors and/or common shareholders

Thailand

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

Thailand

Berli Jucker Public Company Limited | 59

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Name of entities

Type of business

Country of incorporation/ nationality

Nature of relationships

294. TICON Management Company Limited

REIT manager

Thailand

295. Agent Management Company Limited

Thailand

296. First Square Company Limited

Non-alcoholic beverage sales agent Real estate

297. Kasemsubbhakdi Company Limited

Real estate

Thailand

298. One Bangkok Holdings Company Limited

Real estate

Thailand

299. Greenland 1 Company Limited

Real estate

Thailand

300. InterBev (Singapore) Limited

Sale of alcoholic beverage

Singapore

301. BevTech Company Limited

Thailand

302. Grand Paradise Property Company Limited

Polyethylene Teraphthalate packaging production Real estate

303. Wichian Buri Pattana Company Limited

Real estate

Thailand

304. Sintexpanich Company Limited

Thailand

305. The QSR of Asia Company Limited

Manufacture and sale of electricity Sale of foods & beverages

306. TCC Interlink Company Limited

Car park services

Thailand

307. Tawanna Bangplee Company Limited (Formerly TCC Logistics and Warehouse Company Limited) 308. T.C.C. Technology Company Limited

Retail

Thailand

Rendering services of information technology Thai cuisine restaurants

Thailand

309. Spice of Asia Company Limited 310. Imperial Nakhon Ratchasima Company Limited 311. Asset World Corp Company Limited 312. Oishi Food Services Company Limited 313. Siribhak Company Limited 314. LRK Development Company Limited 315. Chalitlarp Company Limited 316. Key Management Personnel

Thailand

Common directors and/or common shareholders Thailand Common directors and/or common shareholders Hotel Thailand Common directors and/or common shareholders Investment Thailand Common directors and/or common shareholders Support business expansion Thailand Common directors and/or common shareholders Real estate Thailand Common directors and/or common shareholders Property development Thailand Common directors and/or common shareholders Real estate 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.

60 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Significant transactions with related parties for the years ended December 31, 2018 and 2017 were as follows: Consolidated financial statements 2018 2017

Unit : Thousand Baht Separate financial statements 2018 2017

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 Distribution costs 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 Distribution costs and administrative expenses

1,413,108 2,360 7,134 1,285 -

4,209 1,045,122 2,000 9,004 1,554 1,722

1,285 -

800 1,554 1,070

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 Distribution costs and administrative expenses Interest expenses

247,271 739,998 42,744 248 34,386 4,844 214 112

48,780 742,178 49,425 6,923 5,045 149 112

42,744 5,380 4,844 214 112

127 461 49,425 5,775 5,045 142 112

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 Distribution costs and administrative expenses Purchases of buildings

7,828,758 4,239,874 525,842 105,298 415,391 355,000

7,655,456 3,483,889 389,521 38,975 296,499 -

53,046 390,946 105,298 77,094 -

112,842 181,356 38,975 35,007 -

110,059 3,962 3,629

99,709 4,451 6,152

110,059 3,962 3,629

99,709 4,451 6,152

Key management personnel Key management personnel compensation Short-term benefits Post-employment benefits Other long-term benefits

2,936,702 6,558,053 3,093,378 4,179,483 77,202 742,944 640,360 21,562

3,096,892 6,204,040 3,374,094 3,997,890 172,358 775,421 653,916 16,054

Berli Jucker Public Company Limited | 61

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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 Distribution costs 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, 2018 and 2017 were as follows: Consolidated financial statements 2018 2017

Trade receivables Subsidiaries Joint ventures Other related parties Total

229,648 1,633,221 1,862,869

Unit : Thousand Baht Separate financial statements 2018 2017

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

463,057 10,522 473,579

551,080 10,703 561,783

286 26,043 490,649 516,978

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

4,096,587 235 9,505 382,447 4,488,774

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

Supplier receivables and tenant receivables Associates Other related parties Total

4,028 66,332 70,360

65,840 65,840

Short-term loans to related parties Subsidiaries Joint ventures Total

15,300 15,300

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

Long-term loans to related parties Subsidiaries Total

Other receivables Subsidiaries Associates Joint ventures Other related parties Total

13,547 172,594 186,141 -

143,926,156 143,926,156

71,468,810 71,468,810

261,000 261,000

67,417,442 67,417,442

62 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Details of short-term loans to related parties as at December 31, 2018 and 2017 were as follows: Unit : Thousand Baht Interest rate (% per annum) 2018 2017

Consolidated financial statements

Short-term loans to related parties Subsidiaries Montana Company Limited 2.97 1.85 Berli Jucker Foods Limited 2.97 1.85 Berli Jucker Logistics Limited 2.97 1.85 BJC Logistic and Warehouses Company Limited 2.97 BJC Consumer Company Limited 2.97 1.85 BJC Healthcare Company Limited 2.97 1.85 BJH Investment Company Limited 2.97 1.85 Thai-Scandic Steel Company Limited 2.97 1.85 Big C Retail Holding Company Limited (Formerly BJC Retail Holding Company Limited) 2.97 1.85 - 2.42 BJC Glass (Thailand) Company Limited 1.85 Rubia Industries Limited 1.85 Samphunsamer Company Limited 2.85 Berli Jucker Specialties Limited 1.85 BJC Specialties Company Limited 2.97 1.85 Big C Supercenter Public Company Limited 1.87 - 1.89 Big C Supercenter Huahin Company Limited (Formerly C Distribution (Thailand) Company Limited) 1.72 BJC Mega Market Company Limited 2.97 BJC Power Company Limited (Formerly BJC Development Company Limited) 2.97 Thai Glass Industries Public Company Limited 2.97 BJC International Company Limited 0.80 - 1.60 0.80 BJC Brand Limited 2.97 Joint venture Big C Services Company Limited Total

3.70

Separate financial statements

2018

2017

2018

2017

217,291 363,000 118,510 309,879 464,570 810,265 656,558 178,000

124,092 551,000 87,023 471,400 461,208 653,500 353,000

9,000

20,000 -

1,600 212,000 149,895 3,745

109,307 -

15,300 15,300

143,926,156

71,468,810

140,292,828(1) 139,015 -

3,764,110(1) 365,000 8,000 60,325,904 3,766 146,500 4,025,000

Details of long-term loans to related parties as at December 31, 2018 and 2017 were as follows:

Long-term loans to a related party Subsidiaries Berli Jucker Foods Limited Big C Retail Holding Company Limited (Formerly BJC Retail Holding Company Limited) Big C Supercenter Public Company Limited Total (1)

Interest rate (% per annum) 2018 2017

Maturity date

Consolidated financial statements

Unit : Thousand Baht Separate financial statements

2018

2017

2018 261,000

4.00

August 1, 2020

3.09

April 1, 2019

261,000

2.81 - 2.82 November 10, 2021

2017 261,000 61,156,442(1) 6,000,000 67,417,442

In March 2018, Big C Retail Holding Company Limited (Formerly BJC Retail Holding Company Limited) made repayment of long-term loan in the amount of Baht 61,156 million and in November 2018, Samphunsamer Company Limited and Big C Retail Holding Company Limited (see Note 1) transferred the right of short-term loans from the Company to Big C Retail Holding Company Limited, established as a new subsidiary in the amount of Baht 78,284 million and Baht 60,768 million, respectively, and entered into additional a short-term loan agreement. As a result, as at December 31, 2018, the Company has short-term loan to Big C Retail Holding Company Limited in the amount of Baht 140,293 million.

Berli Jucker Public Company Limited | 63

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Unit : Thousand Baht Separate financial statements 2018 2017

Consolidated financial statements 2018 2017

Trade payables Subsidiaries Associates Joint ventures Other related parties Total

26,545 263,867 514,916 805,328

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

1,039,271 704 27 1,040,002

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

23,449 668 81,776 105,893

19,166 140 55,884 75,190

283,320 401 1,912 285,633

283,367 140 1,045 284,552

SShort-term loans from related parties Subsidiaries Joint ventures Total

5,000 5,000

1,085,015 5,000 1,090,015

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

LLiabilities included in disposal asset group classified as held for sales Joint ventures Other related parties Total

2,855 93,380 96,235

Other payables Subsidiaries Associates Joint ventures Other related parties Total

Details of short-term loans from related parties as at December 31, 2018 and 2017 were as follows: Interest rate (% per annum) Short-term loans from related parties Subsidiaries Thai Glass Technology Company Limited Berli Jucker Specialties Limited BJC Industrial and Trading Company Limited BJC Packaging Company Limited Rubia Industries Limited Berli Jucker Cellox Limited BJC Logistics and Warehouse Company Limited Joint venture BJC Marine Resources Development Company Limited Total

Consolidated financial statements 2018 2017

Unit : Thousand Baht Separate financial statements

2018

2017

2.97 2.97 2.97 2.97 2.97 2.97 -

0.8 0.8 0.8 0.8 0.8

6,000 80,665 261,998 118,852 91,000 526,500 -

2.25

5,000 5,000

5,000 1,090,015

2018

2017 7,000 253,383 118,000 536,500 126,811

5,000 1,046,694

64 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Other balances of assets and liabilities with related parties as at December 31, 2018 and 2017were as follows: Consolidated financial statements 2018 2017 Other current assets Other non-current assets Other non-current liabilities

5,891 3,130 23,311

3,134 1,571 12,004

Unit : Thousand Baht Separate financial statements 2018 2017 -

36 6,482

5,942 5,387

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.

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. During the year 2019, a subsidiary is in process of renew a glass bottle purchase and sale agreement with a related party as stated above. 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 agreed to pay rental and service fee at the rate as agreed in the agreements.

Berli Jucker Public Company Limited | 65

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Other commitments

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

Consolidated financial statements 2018 2017

Unit : Thousand Baht Separate financial statements 2018 2017

50,724 61,613 696 113,033

26,209 45,752 71,961

51,969 64,693 116,662

22,855 32,681 55,536

Uncalled portion of investments As at December 31, 2018, 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 2,499 million and USD 4 million and such commitments in the separate financial statements in the amount of Baht 636 million. 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. 6.

ADDITIONAL CASH FLOW INFORMATION

6.1

Significant non-cash items for the years ended December 31, 2018 and 2017 were as follows: Consolidated financial statements 2018 2017 Payables for purchase of assets

766,438

1,293,196

Unit : Thousand Baht Separate financial statements 2018 2017 3,662

610

66 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 6.2

Reconciliation of liabilities arising from financing activities Changes in the liabilities arising from financing activities, including both cash and non-cash change classified as financing activities in the statements of cash flows are as follows: Unit : Thousand Baht Consolidated financial statements Non-cash changes As at December 31, 2018

Short-term borrowings from financial institutions Short-term borrowings from related parties Long-term borrowings from financial institutions Long-term borrowings from related parties Debentures Liabilities under a finance lease agreement Total

Balance as at January 1, 2018

14,661,572

(4,905,233)

5,000

(118,640)

Acquisition of subsidiary(3)

121,926,997

(303,000) -

303,000 -

214,882

(23,558) 2,524,009

Other changes(2)

Balance as at December 31, 2018

31,981

9,788,367

118,640

7,874,440

156,896,695

Differences on translation of financial statements

20,088,244

5,000

(1,854)

27,960,830

24,705

121,951,702

421,640

(1,807)

9,218

200,542

65,904

159,906,441

Unit : Thousand Baht Separated financial statements Financing Other changes(2) Balance cash flows(1) as at December 31, 2018

As at December 31, 2018

Balance as at January 1, 2018

Short-term borrowings from financial institutions Short-term borrowings from related parties Long-term borrowings from financial institutions Debentures

11,233,019 1,046,694 18,540,000 121,926,997

(3,515,000) 43,321 8,625,000 -

31,981 24,705

7,750,000 1,090,015 27,165,000 121,951,702

152,746,710

5,153,321

56,686

157,956,717

Total

6.3

Financing cash flows(1)

(1)

Financing cash flows included net proceed and repayment cash transactions in the statements of cash flows.

(2)

Other changes were arisen from deferred interest expenses and accumulated amortization of transaction costs relating to debentures.

(3)

See Note 4.3 and 4.4

Cash and cash equivalents as at December 31, 2018 and 2017 were as follows: Consolidated financial statements 2018 2017 Cash on hand Cash at banks Highly liquid short-term investments Total

3,095,258 2,582,122 32,306 5,709,686

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

Unit : Thousand Baht Separate financial statements 2018 2017 301 115,819 116,120

259 152,668 152,927

Berli Jucker Public Company Limited | 67

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 6.4

Temporary investment As at December 31, 2018, temporary investment represent held-to-maturity investment which included fixed deposits at financial institutions with interest rate 1.35% - 3.35% per annum and having a maturity date during January 2019 to November 2019 which mostly came from a business acquisition.

TRADE RECEIVABLES

Trade receivables as at December 31, 2018 and 2017 were as follows: Consolidated financial statements 2018 2017

Note Related parties Other parties Installment receivables Less Unearned interest on installment contracts Less Allowance for doubtful accounts Total

Unit : Thousand Baht Separate financial statements 2018 2017

1,862,869 8,703,968 205,943

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

473,579 1,895,460 7,537

561,783 1,858,390 7,537

(15,086) 10,757,694 (166,626) 10,591,068

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

2,376,576 (113,731) 2,262,845

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

Bad and doubtful debts expenses (reversal) for the years

22,287

(14,327)

15,803

193

Aging analysis for trade receivables as at December 31, 2018 and 2017 were as follows: Consolidated financial statements 2018 2017

Related parties Within credit terms

1,675,898

1,350,019

338,102

336,846

139,079 44,455 295 3,142 1,862,869

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

125,514 5,711 3,216 1,036 473,579

222,505 462 1,860 110 561,783

5,842,712

5,547,578

1,261,079

1,208,187

1,785,547 398,722 508,896 358,948 8,894,825 (166,626) 8,728,199 10,591,068

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

540,369 9,319 3,854 88,376 1,902,997 (113,731) 1,789,266 2,262,845

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

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 2018 2017

68 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 8.

OTHER RECEIVABLES

Other receivables as at December 31, 2018 and 2017 were as follows: Consolidated financial statements 2018 2017

Note Other receivables - related parties Prepaid expenses Advance payments Unbilled receivables Refundable corporate income tax Refundable value-added tax Others

516,978 327,377 214,388 513,100 1,054,195 928,701 3,554,739 (33,310) 3,521,429

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

416,313 328,962 108,218 15,597 300,870 1,022,753 857,622 3,050,335 (13,447) 3,036,888

19,863

(2,092)

Unit : Thousand Baht Separate financial statements 2018 2017 4,488,774 20,005 45,052 184,649 48,300 4,786,780 (666) 4,786,114 -

2,282,248 17,904 32,700 15,597 158,565 32,869 2,539,883 (666) 2,539,217 -

SUPPLIER RECEIVABLES AND TENANT RECEIVABLES

Supplier receivables and tenant receivables as at December 31, 2018 and 2017 were as follows: Consolidated financial statements 2018 2017

Note Related parties Other parties

70,360 1,547,469 1,617,829 (37,854) 1,579,975

Less Allowance for doubtful Accounts Total

65,840 1,273,426 1,339,266 (28,344) 1,310,922

Unit : Thousand Baht Separate financial statements 2018 2017 -

Berli Jucker Public Company Limited | 69

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Aging analysis for supplier receivables and tenant receivables were as follows: Consolidated financial statements 2018 2017

Related parties Within credit term Overdue: Less than 3 months 3 - 6 months 6 - 12 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

10.

Unit : Thousand Baht Separate financial statements 2018 2017

62,769

59,233

7,401 70 120 70,360

6,607 65,840

1,383,152

1,141,461

133,867 5,838 8,110 16,502 1,547,469 (37,854) 1,509,615 1,579,975

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

INVENTORIES

Inventories as at December 31, 2018 and 2017 were as follows: Consolidated financial statements 2018 2017 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 2018 2017

17,007,499 367,717 1,882,771 1,587,080 87,032 883,003 21,815,102

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

624,694 11,281 3,307 1,877 77,210 718,369

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

(505,307) 21,309,795

(658,301) 19,131,517

(65,832) 652,537

(103,463) 891,069

70 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Inventories recognized as an expense and was included in the cost of sales for the years ended December 31, 2018 and 2017 were as follows: Consolidated financial statements 2018 2017 Inventories recognized as an expense in cost of sales: - Cost of sale of goods and rendering of services - Reversal allowance for obsoleted and slow-moving inventories Total

11.

Unit : Thousand Baht Separate financial statements 2018 2017

126,326,280

120,818,397

10,400,730

10,916,615

(152,994) 126,173,286

(112,061) 120,706,336

(37,631) 10,363,099

(36,271) 10,880,344

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 paid-up share capital to a related company in the group of ultimate parent company at share price of Baht 27.91 each, totaling to Baht 612 million 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 statements as asset held for sales. Net group assets held for sale as at December 31, 2017 were as follows: Unit : Thousand Baht Consolidated financial statements 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 provision for employee benefit Other liabilities Liabilities included in disposal asset group classified as held for sales Net disposal asset group classified as held for sales

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

Subsequently, on January 4, 2018, the Company disposed such investment and had gain on disposal of investment recognized as a part of other income in the consolidated and separate statements of profit or loss and other comprehensive income for the year ended December 31, 2018 in the amount of Baht 269 million and Baht 388 million, respectively. In addition, the Group had cash received from disposal of investment net amounting to Baht 586 million which was net from cash and cash equivalents classified as asset held for sales in the amount of Baht 26 million.

12.

Thousand EURO currency

Ownership Interest (%) 2018 2017

Paid-up capital 2018 2017

Separate financial statements Cost method Impairment 2018 2017 2018 2017

At cost-net 2018 2017

Dividend received 2018 2017

Unit : Thousand Baht

as at December 31, 2018 and 2017, and dividends received from those investments for the years then ended were as follows:

72 71

(5) Marble & Stones Company Limited, Thai-Scandic Steel Company Limited, Thai Dairy Company Limited, Big C Retail Holding Company Limited (Formerly BJC Retail Holding Montana Company Limited Samphunsamer Company 98.80Limited 98.80 500 500Limited are the 494Companyâ&#x20AC;&#x2122;s494 494 494 55,921 Company Limited), and BJC Supercenter Company indirect -subsidiaries.Berli Jucker Foods Limited 100.00 100.00 320,000 320,000 320,041 320,041 320,041 320,041 124,418 Rubia Investments Limited 100.00 Limited 100.00 30,000 30,000 30,000 30,000 (6) The Company invested in Thai Dairy Company of 1 share30,000 in the amount of Baht 100. 30,000 Berli Jucker Logistics Limited 100.00 100.00 50,000 50,000 50,000 50,000 50,000 50,000 26,878 7,680 Thai Technologyinvested CompanyinLimited 100,000 12,550 12,550 12,550 12,000 35,000 (7) Glass The Company Samphunsamer100.00 Company100.00 Limited of 1100,000 share in the amount of Baht 10. 12,550 BJC Healthcare Company Limited 100.00 100.00 200,000 200,000 200,000 200,000 200,000 200,000 106,012 175,000 BJC and 4, Trading Limitedsold all 100.00 250,000 Company250,000 250,000 - Technology - Company250,000 (8) Industrial On January 2018,Company the Company shares in 100.00 T.C.C. Technology Limited. As a 250,000 result, investment in T.C.C. Limited has 250,000 been classified1,003 as other 2,500 BJC Consumer Company Limited 100.00 100.00 2,000 2,000 1,999 1,999 1,999 1,999 related and party (see Note 11). Limited BJC Logistics Warehouse Company 100.00 100.00 4,975,000 4,975,000 45,343,000 45,343,000 45,343,000 45,343,000 1,052,000 (1) (1) Berli Jucker (Myanmar) Limited 100.00 (2,076) (2,076) 100.00 615 615 2,076 2,076 (9) On January 10, 2018, BJC International Company Limited increased its (9) (2)authorized share (2) capital of HKD 23.4 million (approximately Baht 94 million) which the Company purchased BJC International Company Limited 100.00 100.00 1,446,686 1,423,286 6,037,464 5,943,464 6,037,464 5,943,464 increaseLimited shares and paid in full amount.99.76 Rubiaall Industries 99.76 70,000 70,000 77,123 77,123 77,123 77,123 180,236 127,792 Berli Jucker Specialties Limited 98.30 98.30 63,875 63,875 70,504 70,504 70,504 70,504 4,216 (10) Glass On March 29, Public 2018,Company the Company established a new98.60 subsidiary, named BJC Coffee Holdings3,505,587 Company Limited, having its shares capital of Baht 0.1 million. 323,025 Thai Industries Limited 98.63(13) 1,170,000 1,170,000 3,504,711 - authorized- and paid-up 3,505,587 3,504,711 542,291 Berli Jucker Cellox LimitedBJC Coffee Holdings Company 94.84 94.84 1,039,531 1,039,531shares1,039,531 On July 24, 2018, increased its 900,000 authorized share900,000 capital of Baht 73 million 1,039,531 which the Company purchased all increase and paid in full19,632 amount, 39,263 (8) (8) T.C.C.resulting Technology Limited -(8) has 51.00 -(8) Coffee Holdings 430,000 Company-Limited -(8) 73.1 million - amount of Baht -(8) 73.1 million. -(8) 10,683 as atCompany December 31, 2018, the Company investment in BJC of shares in the Thai Beverage Can Limited 50.00 50.00 1,500,000 1,500,000 1,324,000 1,324,000 1,324,000 1,324,000 322,500 255,000 (5) Marble Stones16, Company Limited 5.00in BJC C 5.00 99,800 99,800 of Baht 570 4,990 4,990 in changing (11) On& May 2018, the Company sold shares Distribution Limited in amount million to 4,990 Big C Supercenter Public Company4,990 Limited, resulting in Thai-Scandic Steel Company Limited(5) 34.13 34.13 586,000 586,000 200,000 200,000 200,000 200,000 ownership interest. As at December 31, 2018, the Company has investment in BJC C Distribution Limited of 1 share in the amount of Baht 10. BJC Packaging Company Limited 100.00 100.00 3,055,000 3,055,000 5,056,000 5,056,000 5,056,000 5,056,000 20,550 BJC Commerce Company Limited 99.98 99.98 31,000 31,000 31,000 31,000 31,000 31,000 (12) Investment On May 25, 2018, the Company established a new subsidiary, named Big Tree Training having -its authorized shares capital of Baht 306,000 0.1 million 120,000 BJH Company Limited 100.00 100.00 50,000 50,000 Center Company 50,000 Limited, 50,000 - and paid-up 50,000 50,000 (3) (4) (3) (4) BJC International Holding Pte. Ltd. 10 ,Center 200 Company 10 ,200 7,502 7,502 7,502 7,502 which was subsequently changed name to100.00 BJC Big C100.00 Development Limited. BJC Specialties Company Limited 100.00 100.00 200,000 200,000 50,000 50,000 50,000 50,000 (5) (6) (6) (6) (6) Thai Company Limitedthe Company purchased 0.01additional 0.01shares1,185,200 (13) Dairy On June 12, 2018, of Thai Glass 1,185,200 Industries Public Company Limited from non-controlling interest in- the amount -of Baht 0.9- million, (2) (2) BJC (Hong Kong) 100.00 100.00 401,400 401,400 1,843,580 1,843,580 1,843,580 1,843,580 resulting in Company changingLimited in ownership interest. BJC Power Company Limited (Formerly BJC Development Limited) 100 BJC Retail Holding 100 100Limited) increased 100 - share capital 100 million. The 100 Company - waive (14) On August 30, 2018, Company Big C Retail Holding99.97 Company99.97 Limited (Formerly Company its to Baht 51,120 Big C Retail Holding Company Limited(5) (14) (14) (15) (15) the right to purchase shareLimited) capital which2.97 resulted 29.83 the percentage of shareholding decreased. (Formerly BJC Retail Holding the Company 56,776,050 5,652,000 42,054,000 42,054,000 42,054,000 42,054,000 447,452 Samphunsamer Company Limited(5) -(15) 0.0001 -(15) 4,050 -(15) -(7) -(15) -(7) 2,131,369 (5) (15) Supercenter On November 12, 2018, Big C Retail Holding (Formerly BJC Retail Holding 4,000 Company Limited), Company Limited, direct BJC Company Limited 0.05 Company 0.05 Limited 8,200,220 8,200,220 4,000 and- Samphunsamer 4,000 4,000subsidiaries 17,237were 1,814 BJC Camalgamated Distribution Company Limited Big C Retail Holding -(11) 50.00 1,129,050by registering 1,129,050 564,500 - of Minister - of Commerce. -(11) 564,500 and established Company Limited to Department-(11) of Business Development BJC Brand Limited 100.00 100.00 100 100 100 100 100 100 BJC Coffee Holdings Company Limited(10) 100.00 73,100 73,100 73,100 BJC Big C Development Center Company (12) Limited (Formerly Big Tree Training Center Company Limited) 100.00 100 100 100 Total 107,638,841 108,035,265 (2,076) (2,076) 107,636,765 108,033,189 3,093,378 3,374,094

(4) Thousand USD currency Name of subsidiaries

(3)

(2) Thousand HKD currency Investments in subsidiaries

(1) Thousand MMKIN currency INVESTMENTS SUBSIDIARIES

Berli JuckerPublic PublicCompany Company Limited its Subsidiaries Berli Jucker Limited andand its Subsidiaries Notes tothe thefinancial financialstatements statements Notes to 31,31, 2018 For the theyear yearended endedDecember December 2018

Berli Jucker Public Company Limited | 71

Thousand HKD currency

Thousand EURO currency

Thousand USD currency

Marble & Stones Company Limited, Thai-Scandic Steel Company Limited, Thai Dairy Company Limited, Big C Retail Holding Company Limited (Formerly 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.

The Company invested in Samphunsamer Company Limited of 1 share in the amount of Baht 10.

On January 4, 2018, the Company sold all shares in T.C.C. Technology Company Limited. As a result, investment in T.C.C. Technology Company Limited has been classified as other related party (see Note 11).

On January 10, 2018, BJC International Company Limited increased its authorized share capital of HKD 23.4 million (approximately Baht 94 million) which the Company purchased all increase shares and paid in full amount.

(2)

(3)

(4)

(5)

(6)

(7)

(8)

(9)

amalgamated and established Big C Retail Holding Company Limited by registering to Department of Business Development of Minister of Commerce.

(15) On November 12, 2018, Big C Retail Holding Company Limited (Formerly BJC Retail Holding Company Limited), and Samphunsamer Company Limited, direct subsidiaries were

the right to purchase the share capital which resulted the percentage of shareholding decreased.

(14) On August 30, 2018, Big C Retail Holding Company Limited (Formerly BJC Retail Holding Company Limited) increased its share capital to Baht 51,120 million. The Company waive

resulting in changing in ownership interest.

(13) On June 12, 2018, the Company purchased additional shares of Thai Glass Industries Public Company Limited from non-controlling interest in the amount of Baht 0.9 million,

which was subsequently changed name to BJC Big C Development Center Company Limited.

(12) On May 25, 2018, the Company established a new subsidiary, named Big Tree Training Center Company Limited, having its authorized and paid-up shares capital of Baht 0.1 million

ownership interest. As at December 31, 2018, the Company has investment in BJC C Distribution Limited of 1 share in the amount of Baht 10.

(11) On May 16, 2018, the Company sold shares in BJC C Distribution Limited in amount of Baht 570 million to Big C Supercenter Public Company Limited, resulting in changing in

On July 24, 2018, BJC Coffee Holdings Company increased its authorized share capital of Baht 73 million which the Company purchased all increase shares and paid in full amount, resulting as at December 31, 2018, the Company has investment in BJC Coffee Holdings Company Limited of shares 73.1 million in the amount of Baht 73.1 million.

(10) On March 29, 2018, the Company established a new subsidiary, named BJC Coffee Holdings Company Limited, having its authorized and paid-up shares capital of Baht 0.1 million.

Thousand MMK currency

(1)

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018

72 | Financial Report 2018

13.

Total

Gaew Grung Thai Company Limited

Name of associates

Trading cullets, glass bottle, plastics and used supplies

Type of business

Thailand

Country of incorporation

24.65

320,000

80,000 80,000

Consolidated financial statements Ownership interest Paid-up capital At cost - net (%) 2018 2017 2018 2017 2018 2017

96,094 96,094

2018

90,679 90,679

2017

Equity method

2,360 2,360

2018

2,000 2,000

2017

Dividend received

Unit : Thousand Baht

Investments in associates as at December 31, 2018 and 2017, 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 ASSOCIATE

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018

Berli Jucker Public Company Limited | 73

14.

Thousand HKD currency

Thousand USD currency

financial statements Marble & Stones Company Limited, Thai-Scandic Steel Company Limited, Thai Dairy CompanyConsolidated Limited, Big C Retail Holding Company Limited (Formerly BJC Retail Holding Company Limited), Samphunsamer Company Limited and BJC Supercenter Limited are the Companyâ&#x20AC;&#x2122;s indirect subsidiaries. CountryCompany of

(4)

(5)

72 74

(5) On June 29, 2018, the Group purchased shares of Big C Supercenter Public Company Limited from non-controlling interest, resulting in changing in ownership interest of BIG C group.

(4) Investment in Big C Services Company Limited was included a joint venture interest of Big C Insurance Broker Company Limited.

consortium agreement relating to such joint venture.

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

was changed from 51% to 100% and reclassified such investment from joint venture to subsidiary of the Group. Apart from share acquisition, the Group also obtained BJC-Mpoint (Hong Kong) Company Limited which is the subsidiary of BJC-Mpoint International Company Limited (See Note 4.1).

(15) Thousand On November 12, 2018, Big C Retail Holding Company Limited (Formerly BJC Retail Holding Company Limited), and Samphunsamer Company Limited, direct subsidiaries were (1) USD currency amalgamated andtheestablished Big Cadditional Retail Holding Limited by registering Department Development of Minister of Commerce. (2) On June 23, 2018, Group purchased shares ofCompany BJC-Mpoint International CompanytoLimited for 49%ofofBusiness authorized and paid-up shares capital which resulted in the Group ownership interests

the right to purchase the share capital which resulted the percentage of shareholding decreased.

Name of joint ventures TypeLimited of business incorporation Ownership Paid-up capital At cost -net Equity method Dividend received (6) The Company invested in Thai Dairy Company of 1 share in the amount of Baht 100.interest (%) 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 (7) The Company invested in Samphunsamer Company Limited of 1 share in the amount of Baht 10. BJC Marine Resources Development Operated in lease prawn ponds (8) On January 4, 2018, the Company sold all shares in T.C.C. Technology Company Limited. As a result, investment in T.C.C. Technology Company Limited has been classified as other Company Limited and equipment Thailand 50.00 50.00 94,400 94,400 11,977 11,977 16,166 15,687 related party (see Note 11). Berli Asiatic Soda Company Limited Importer and distributor of (9) On January 10, 2018, BJC International Company authorized share of HKD 23.4 million (approximately Baht 94 million) the Company soda ash Limited increased its Thailand 50.00 capital 50.00 40,000 40,000 24,872 24,872 which 38,547 45,288purchased 40,000 38,400 all increase shares and paid in full amount. Berli Dynaplast Company Limited Manufacture of rigid plastic (10) On March 29, 2018, the Company established a new subsidiary, named BJC Coffee 49.00 Holdings Company Limited, its authorized and paid-up shares345,194 capital of Baht 0.1 million. containers Thailand 49.00 303,933having 303,933 195,069 195,069 366,103 2,744 11,025 24, 2018, BJC Coffee Companyand increased its authorized share capital of Baht 73 million which the Company purchased all increase shares and paid in full amount, BJC &On CFJuly (Thailand) Company Limited Holdings Manufacture distribution resulting as at December 31, 2018, the Company has investment in BJC Coffee Holdings Company Limited of shares 73.115,000 million in the amount of7,650 Baht 73.1 4,600 million. 5,298 of pharmaceutical products Thailand 51.00 51.00 15,000 7,650 (2) BJC-Mpoint International Limitedsold Wholesale Thailandin amount - of Baht 51.00 132,600 132,600 67,626 (11) On May 16, 2018,Company the Company shares in and BJCretail C Distribution Limited 570 million to Big C Supercenter Public Company Limited,- resulting 43,733 in changing- in (1) in the amount ownership As at December 31,Investment 2018, the Company has investment in BJC C50.00 Distribution50.00 Limited of154,450 1 share of Baht 10.3,105,936 2,706,151 2,844,733 BJC O-I Glass Pte.interest. Limited(3) Singapore 154,450(1) 3,105,936 BJC MIB Company Limited Distribution of medical (12) On May 25, 2018, the Company established a new subsidiary, named Big Tree Training Center Company Limited, having its authorized and paid-up shares capital of Baht 0.1 million supplies, which was subsequently changed name toequipment BJC Big and C Development Center Company Limited. and related service Myanmar 51.00 51.00 340(1) 340(1) 6,224 6,224 2,911 3,026 (13) On June 12, 2018, the Company purchased additional shares of Thai Glass Industries Public Company Limited from non-controlling interest in the amount of Baht 0.9 million, (4) Big Cresulting Services Company Limited Life and non-life insurance in changing in ownership interest. support Thailand 50.98(5) 50.92 25,075 25,075 12,789 12,789 12,789 (14) On August 30, 2018, Big C Retail Holding Company Limited (Formerly BJC Retail Holding Company Limited) increased its share capital to Baht 51,120 million. The Company waive Total 3,364,517 3,432,143 3,113,569 3,336,657 42,744 49,425

Unit : Thousand Baht

Investments in joint ventures as at December 31, 2018 and 2017, and dividends received from those investments for the years then ended which are accounted for using (3) equity Thousand EURO for currency the method consolidated financial statements were as follows:

(2)

INVESTMENTS JOINT VENTURES (1) Thousand MMKIN currency

Berli Limited andand its Subsidiaries Berli Jucker JuckerPublic PublicCompany Company Limited its Subsidiaries Notes to the financial statements Notes to the financial statements For 31,31, 2018 For the theyear yearended endedDecember December 2018

74 | Financial Report 2018

Thousand MMK currency

Type of business

Separate financial statements Country of Ownership interest (%) Paid-up capital Cost method incorporation 2018 2017 2018 2017 2018 2017 Impairment 2018 2017

At cost-net 2018 2017

195,069

195,069 231,913

42,744

2,744

40,000

72 75

amalgamated and established Big C Retail Holding Company Limited by registering to Department of Business Development of Minister of Commerce.

(15) On November 12, 2018, Big C Retail Holding Company Limited (Formerly BJC Retail Holding Company Limited), and Samphunsamer Company Limited, direct subsidiaries were

the right to purchase the share capital which resulted the percentage of shareholding decreased.

(14) On August 30, 2018, Big C Retail Holding Company Limited (Formerly BJC Retail Holding Company Limited) increased its share capital to Baht 51,120 million. The Company waive

resulting in changing in ownership interest.

(13) On June 12, 2018, the Company purchased additional shares of Thai Glass Industries Public Company Limited from non-controlling interest in the amount of Baht 0.9 million,

which was subsequently changed name to BJC Big C Development Center Company Limited.

(12) On May 25, 2018, the Company established a new subsidiary, named Big Tree Training Center Company Limited, having its authorized and paid-up shares capital of Baht 0.1 million

ownership interest. As at December 31, 2018, the Company has investment in BJC C Distribution Limited of 1 share in the amount of Baht 10.

(11) On May 16, 2018, the Company sold shares in BJC C Distribution Limited in amount of Baht 570 million to Big C Supercenter Public Company Limited, resulting in changing in

(10) On March 29, 2018, the Company established a new subsidiary, named BJC Coffee Holdings Company Limited, having its authorized and paid-up shares capital of Baht 0.1 million.

23.4 million (approximately Baht 94 million) which the Company purchased

(9) 18, On January 10, 2018, BJCshares International Company Limited its authorized capital of 100. HKD On May 2018, the Company purchased of Berli Dynaplast Company Limitedincreased from a subsidiary of 1 share inshare the amount of Baht

(2)

all increase shares and paid in full amount.

On May 18, 2018, the Company purchased shares of BJC Marine Resources Development Company Limited from a subsidiary of 1 share in the amount of Baht 1,000.

(1)

(40,400) 231,914

24,872

(8)

(40,400)

24,872

The Company invested in Samphunsamer Company Limited of 1 share in the amount of Baht 10.

272,313

(7)

272,314

195,069

Total

(6) The Company investedManufacture in Thai Dairy Company Limited of 1 share in the amount of Baht 100. Berli Dynaplast Company Limited of rigid plastic containers Thailand 49.00 49.00 303,933 303,933 195,069(2)

Company Limited), Company Limited Company Companyâ&#x20AC;&#x2122;s Berli Asiatic Soda Company Limited Samphunsamer Importer and distributor of soda ash and BJC Supercenter Thailand 50.00 Limited 50.00are the 40,000 40,000indirect 24,872subsidiaries. 24,872

49,425

11,025

38,400

Dividends received 2018 2017

Unit : Thousand Baht

(4) Thousand USD currency BJC Marine Resources Development Operated in lease prawn ponds (5)Limited Marble & Stones Company Limited, Thai-Scandic Steel Company Limited, Thai Limited,94,400 Big C 52,373 Retail (1)Holding Company (Formerly Retail Holding Company and equipment Thailand 49.99Dairy Company 49.99 94,400 52,372 (40,400)Limited (40,400) 11,973BJC11,972 -

(2) Thousand HKD currency Name of joint ventures (3) Thousand EURO currency

(1)

Berli Jucker Public Company Limited its Subsidiaries Berli Jucker Public Company Limited andand its Subsidiaries Notes to the financial statements Notes to the financial statements year ended December 2018 ForFor thethe year ended December 31, 31, 2018

Berli Jucker Public Company Limited | 75

76 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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, 2018 and 2017 as follows: Unit : Thousand Baht Berli Dynaplast Company Limited

Name of joint ventures

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 (loss) for the years Total comprehensive income for the years The above profit for the years include the following: Depreciation Interest income Interest expense Income tax expense (income) (1)

BJC O-I Glass Pte. Ltd. (1)

2018

2017

2018

2017

570,113 1,521,177 (1,170,124) (262,056)

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

4,245,756 5,743,745 (1,275,129) (727,816)

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

1,500 (567,147)

1,542 (435,011)

498,067

468,938

(203,479)

(433,450) (7,092)

(237,500)

(491,939)

1,542,303 (37,072) (37,072)

1,255,267 11,335 11,335

3,085,500 (237,423) (237,423)

129,996 8,877 (109)

127,194 1 4,418 4,791

323,643 11,225 18,499 (51,413)

3,110,526 99,901 99,901

324,670 3,417 14,055 (32,840)

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.

Berli Jucker Public Company Limited | 77

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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 2018 2017

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 (%)

659,110 -

701,782 -

7,986,556 (2,574,254)

8,034,189 (2,344,723)

659,110

701,782

5,412,302

5,689,466

49.00% 322,964 22,230

49.00% 343,873 22,230

50.00% 2,706,151 -

50.00% 2,844,733 -

345,194

366,103

2,706,151

2,844,733

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

BJC O-I Glass Pte. Ltd. (1) 2018 2017

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, 2018 and 2017 were as follows: Unit : Thousand Baht Consolidated financial statements 2018 2017 Share of profit Share of other comprehensive income (expense) Share of total comprehensive income

11,390 1,027 12,417

10,510 (6,537) 3,973

Aggregate carrying amount of the interest in these joint ventures

62,224

216,501(1)

(1)

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 sales with the carrying amount under the equity method of Baht 103.5 million (see Note 11).

As at December 31, 2018, the Group had cumulative share of loss and unrecognized share of loss of joint ventures in amount of Baht 0.6 million (2017 : Nil).

78 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 15.

OTHER LONG-TERM INVESTMENTS

Other long-term investments as at December 31, 2018 and 2017 were general investments in equity securities consisted of following: Unit : Thousand Baht Consolidated financial statements 2018 2017 Phu Thai Thanh Hoa Joint Stock Company National Digital ID Company Limited Investment in property fund unit(1) Total

14,000 577 100,000 114,577

14,000 14,000

Separate financial statements 2018 2017 -

(1) Investment in property fund unit was acquired through business combinations and are managed by MFC Asset Management Public Company Limited. The dividends are paid in accordance with the resolution of the Board of Directors of the unit holders. As at December 31, 2018, the fair value of such investments was Baht 114 million.

16.

LEASEHOLD RIGHTS

Leasehold rights as at December 31, 2018 and 2017 were as follows: (separate financial statements : Nil)

As at December 31, 2018

Balance as at January 1, 2018

Additions

Cost Accumulated amortization Allowance for Impairment

15,573,482 956,432 (2,598,357) (1,347,576) (10,375)

Total

12,975,125

As at December 31, 2017

Balance as at January 1, 2017

Cost Accumulated amortization

15,106,270 451,386 (1,230,715) (1,372,579)

Total

13,875,555

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 2018 combination -

500 -

(2,360) 416 -

16,528,054 (3,945,517) (10,375) 12,572,162

Additions

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

Berli Jucker Public Company Limited | 79

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 17.

INVESTMENT PROPERTIES

Investment properties as at December 31, 2018 and 2017 were as follows: Unit : Thousand Baht Consolidated financial statements As at December 31, 2018

Acquisitions/

Disposals/

as at

Adjustments

decrease

January 1,

through

2018

business

Balance

Additions

Transfer in/

Differences

(transfer out)/ on translation adjustment

Balance as at

of financial

December 31,

Statements

2018

37,526,191

(3,024,607)

combination Cost

33,636,310

1,288,122

Accumulated depreciation

(1,836,459)

(1,119,796)

Allowance for impairment Total

(43,249)

567,584

(55,077)

2,089,252

50,822

(119,174)

31,756,602

(43,249) 34,458,335

Consolidated financial statements As at December 31, 2017

Balance

Additions

as at

Acquisitions/

Disposals/

Adjustments

decrease

January 1,

through

2017

business

Transfer in/

Differences

(transfer out)/ on translation adjustment

Balance as at

of financial

December 31,

Statements

2017

combination Cost

31,159,874

1,200,306

(56,505) 49,864

Accumulated depreciation

(218,119)

(1,032,626)

Allowance for impairment

(43,249)

Total

1,336,339

(3,704)

33,636,310

1,657

(1,836,459)

(637,235)

30,898,506

(43,249) 31,756,602

Unit : Thousand Baht Separate financial statements As at December 31, 2018

Balance

Additions

as at

Disposals/

Transfer in/

Balance

decrease

(transfer out)/

as at

adjustment

December 31,

January 1, 2018 Cost Accumulated depreciation Total

545,503 (476,232)

2018 (6,956)

(50)

545,453

(33)

(483,221)

69,271

62,232 Separate financial statements

As at December 31, 2017

Balance

Additions

as at

Disposals/

Transfer in/

Balance

decrease

(transfer out)/

as at

adjustment

December 31,

January 1, 2017 Cost Accumulated depreciation Total

530,476 (457,036) 73,440

2017 (6,693)

15,027

545,503

(12,503)

(476,232) 69,271

80 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Unit : Thousand Baht Separate financial statements 2018 2017

Consolidated financial statements 2018 2017

Net book value As at December 31,

34,458,335

31,756,602

62,232

69,271

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, 2018 and 2017, the fair value of the investment properties (including leasehold rights of investment properties) were as follows: Consolidated financial statements Book value Fair value 35,652 54,188 32,309 49,190

As at December 31, 2018 As at December 31, 2017 18.

Unit : Million Baht Separate financial statements Book value Fair value 62 1,266 69 1,266

PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment as at December 31, 2018 and 2017 were as follows: As at December 31, 2018

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, 2018

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

729,676 1,251,883 1,482,158

128,299 41,820 25,569

(124,417) (716,992)

(794,164) 1,658,917 1,937,194

(44) (5,009) (15,441)

15,433,427 40,469,024 32,521,991

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

476,769 12,375 2,932,883 6,885,744

3,890 9,920 430 209,928

(162,348) (20,306) (2,114) (1,026,177)

102,660 (5,015,593) (2,110,986)

(660) (270) (3,028) (24,452)

3,226,839 151,826 2,983,285 94,786,392

Accumulated depreciation Land improvement (76,791) Buildings and building improvement (5,690,861) Machinery and equipment (17,041,494) Furniture, fixture and office equipment (1,531,518) Vehicles (84,145) Total accumulated depreciation (24,424,809) 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 2018 combination

(73,253)

(26,506) (1,828,447) (2,619,801)

89,474 691,803

2,381 97,768 (2,860)

6 917 5,292

(100,910) (7,331,149) (18,967,060)

(414,774) (23,086) (4,912,614)

138,620 14,223 934,120

(2,715) 94,574

2,378 237 8,830

(1,808,009) (92,771) (28,299,899)

(86,376)

66,354,273

(159,629) 66,326,864

Berli Jucker Public Company Limited | 81

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018

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

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

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 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

Depreciation for the years ended December 31,

(1)

2018

Thousand Baht

4,912,614

2017

Thousand Baht

4,748,590

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).

82 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018

As at December 31, 2018

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, 2017

Balance as at January 1, 2018

Unit : Thousand Baht Separate financial statements Additions Disposals/ Transfer in/ Balance Decrease (transfer out)/ as at adjustment December 31, 2018

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

1,105 13,155 1,577 16,162 31,999

(495) (29,788) (13,772) (1,374) (45,429)

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

(1,133) (7,783) (12,327) (46,163) (7,689) (75,095)

488 29,545 9,491 39,524

Balance as at January 1, 2017

7,084 (7,084) 50 -

100,830 231,778 154,260 841,357 32,461 9,572 1,370,258 (8,923) (201,601) (142,621) (743,429) (22,275) (1,118,849) 251,409

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

Depreciation for the years ended December 31, 2018 2017

Thousand Baht Thousand Baht

75,095 90,565

As at December 31, 2018 and 2017, property, plant and equipment on the consolidated financial statements included the excess of acquisition costs amounting to Baht 18,124 million and Baht 18,723 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. As at December 31, 2018 and 2017, the Group had a building acquired under a finance lease agreement with net book value of approximately Baht 204 million and Baht 214 million, respectively presented as a part of property, plant and equipment in the consolidated financial statements.

Berli Jucker Public Company Limited | 83

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 19.

GOODWILL

Goodwill as at December 31, 2018 and 2017 were as follows:

Notes

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

20.

4 11

Unit : Thousand Baht Separate financial statements 2018 2017

Consolidated financial statements 2018 2017 157,592,834 806,933 (1,437)

157,611,925 -

158,398,330

(19,091) 157,592,834

OTHER INTANGIBLE ASSETS

Other intangible assets as at December 31, 2018 and 2017 were as follows: As at December 31, 2018

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 Less : Allowance for impairment - Other intangible Assets Total

Balance as at January 1, 2018

98,654 2,189,678

Unit : Thousand Baht Consolidated financial statements Additions Acquisitions/ Disposal Transfer in/ Differences Balance adjustments (transfer out)/ on translation as at through Adjustment of financial December 31, business statements 2018 combination

63,053

120,285 939,421

55,860

7,993 15,218

8,721 24,342

3,371,249

88,923

64,547

1,419

(23,453)

(34,529) (642)

(4,933) (15,045)

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

(4,009) (150,176) (1,694)

16,792

(623,770)

(175,857)

16,792

(713)

2,747,479

(2,799)

(7,550) 142

59,232

51,824

(41)

120,285 1,032,438 9,164 39,777

(2,840)

1,709

98,654 2,249,932

3,550,250 (39,462) (13,978)

(30,071) (699,773) (4,573)

(6,783)

1,761

(787,857)

(6,783)

(713) 2,761,680

84 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018

As at December 31, 2017

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

Amortization for the years ended December 31,

(1)

2018

Thousand Baht

175,857

2017

Thousand Baht

235,603

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 | 85

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018

As at December 31, 2018

Balance as at January 1, 2018

Unit : Thousand Baht Separate financial statements Additions Disposal Transfer in/ Balance (transfer out) as at December 31, 2018

Cost Software licenses Software licenses under installation Total cost

230,445 11,044 241,489

1,843 7,915 9,758

Accumulated amortization Software licenses Total accumulated amortization Total

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

(15,205) (15,205)

As at December 31, 2017

Balance as at January 1, 2017

Cost Software licenses Software licenses under installation Total cost

213,501 25,714 239,215

Accumulated amortization Software licenses Total accumulated amortization Total

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

Amortization for the years ended December 31, 2018 2017

7,901 (7,901) -

240,189 11,058 251,247

(215,490) (215,490) 35,757

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

Thousand Baht

15,205

Thousand Baht

17,704

86 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 21.

DEFERRED TAX

Deferred tax assets and liabilities as at December 31, 2018 and 2017 were as follows: Consolidated financial statements 2018 2017 Deferred tax assets Deferred tax liabilities Total

602,768 (9,169,734) (8,566,966)

Unit : Thousand Baht Separate financial statements 2018 2017

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

177,179 177,179

180,346 180,346

Movements of deferred tax assets and liabilities during the years were as follows: Unit : Thousand Baht As at December 31, 2018

As at January 1, 2018

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

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

Total

(8,897,657)

Acquisition/ adjustments through business combination

8,495

80,111 888,163 167,133

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

8,495

83,970 883,025 255,710

3,859 (6,647) 88,902

(1,091)

384,973 (140,254) (372)

(291)

330,461

800 -

Differences As at on translation December 31, of financial 2018 statements

709

(325)

137

(8,613,764) (1,037,075) (147,327)

(188)

(8,566,966)

Berli Jucker Public Company Limited | 87

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Unit : Thousand Baht As at December 31, 2017

As at January 1, 2017

Acquisition/ adjustments through business combination

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

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

(37,854) -

235,097 (65,748) 47,101

Total

(8,726,980)

(37,762)

(61,025)

(1)

8,495

56,974 906,316 521,573

23,137 48,523 (349,135)

92 -

(40,030) -

(40,030)

(26,478) -

Differences As at on translation December 31, of financial 2017 statements

8,495

80,111 888,163 167,133

(260) (5,305)

(26,478)

183

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

(5,382)

(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 (see Note 11).

As at December 31, 2018

Allowance for impairment of investment Provision Total

As at December 31, 2017

Allowance for impairment of investment Provision Total

As at January 1, 2018 8,495 171,851 180,346

As at January 1, 2017 8,495 183,460 191,955

Unit : Thousand Baht Separate financial statements Recognized in Recognized in As at profit or loss other December 31, comprehensive 2018 income (3,167) (3,167)

8,495 168,684 177,179

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

88 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 22.

INTEREST-BEARING LIABILITIES

Interest-bearing liabilities as at December 31, 2018 and 2017 were as follows: Unit : Thousand Baht

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

Notes

Consolidated financial statements 2018 2017

Separate financial statements 2018 2017

22.1

9,788,367

14,661,572

7,750,000

11,233,019

22.2 22.3

7,795,277 38,193,306

2,487,496 -

7,366,600 38,193,306

1,500,000 -

5,000 55,781,950

5,000 17,154,068

1,090,015 54,399,921

1,046,694 13,779,713

22.2 22.3

20,165,553 83,758,396 103,923,949 159,705,899

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

19,798,400 17,040,000 83,758,396 121,926,997 103,556,796 138,966,997 157,956,717 152,746,710

The periods to maturity of interest-bearing liabilities as at December 31, 2018 and 2017 were as follows: Unit : Thousand Baht

Within one year Over one year but within five years Over than five years Total

Consolidated financial statements 2018 2017 55,781,950 17,154,068 70,017,830 100,528,744 33,906,119 38,999,000 159,705,899 156,681,812

Separate financial statements 2018 2017 54,399,921 13,779,713 69,650,677 99,967,997 33,906,119 38,999,000 157,956,717 152,746,710

22.1 Short-term borrowings from financial institutions As at December 31, 2018, 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 9,788 million, having interest rates at 1.50% - 7.63% per annum, and in the amount of Baht 7,750 million, having interest rates at 1.75% - 2.07% per annum, respectively. Such short-term borrowings from financial institutions were not collateralized by fixed assets or other securities. 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.

Berli Jucker Public Company Limited | 89

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 22.2 Long-term borrowings from financial institutions As at December 31, 2018 and 2017, long-term borrowings from financial institutions were as follows: Consolidated financial statements Agreement Date

Currency

Credit facilities (Million)

Interest rate

Loan Term

Foreign Currency

(% per annum)

(Million) 2018

2017

Equivalent to Baht (Million Baht) 2018

2017

Berli Jucker Public Company Limited May 2013

Baht

1,500

3.60

5 years

1,500

August 2015

Baht

4,000

3.08

5 years

4,000

June 2017

Baht

600

3.10

4 years

600

June 2017

Baht

2,000

3.10

4 years

2,000

June 2017

Baht

2,500

2.82

2 years

2,500

June 2017

Baht

1,500

2.73

2 years

1,500

September 2017

Baht

2,000

2.80

2 years

2,000

September 2017

Baht

400

2.72

3 years

400

October 2017

Baht

1,560

3.20

4 years

1,560

October 2017

Baht

480

3.20

4 years

480

November 2017

Baht

2,000

2.80

4 years

2,000

January 2018

Baht

1,625

3.20

4 years

1,625

March 2018

Baht

2,400

2.67

3 years

2,400

May 2018

Baht

1,500

2.70

3 years

1,500

May 2018

Baht

4,600

2.80

4 years

4,600

600

2.40

3 years

Thai Beverage Can Limited August 2015

Baht

380

November 2015

Baht

500

2.55

3 years

February 2016

Baht

600

2.50

3 years

4 years

5 years

14,130

21,030

5 years

8,290

- 12,190

227,000 227,000

323

326 74

190

120

520

0.4

Ichiban Foods Company Limited October 2014

US Dollars deposits of London Interbank offered rate February 2015 Vietnamese 24,930 Bankâ&#x20AC;&#x2122;s finance Dong cost plus 1.25% December 2015 Vietnamese 15,500 Bankâ&#x20AC;&#x2122;s finance Dong cost plus 1.25% TBC-Ball Beverage Can Vietnam Limited August 2017 December 2017 February 2018

US Dollar

1.2

Vietnamese 227,000 Dong Vietnamese 89,583 Dong Vietnamese 135,456 Dong

6.40

3 years

6.25

3 years

89,583

- 51,600

128

6.00

3 years

135,456

193

Total

27,961

20,088

Less Current portion of long-term borrowings

(7,795)

(2,488)

Long-term borrowings

20,166

17,600

90 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Long-term borrowings from financial institutions as above were not collateralized by fixed assets or other securities. Long-term borrowings from financial institutions has required to maintain financial ratio as specified in the agreements. As at December 31, 2018 and 2017, the Group maintained required financial ratio as specified in the agreements. Separate financial statements Agreement Date

Currency

Credit facilities

Interest rate

(Million)

(% per annum)

Berli Jucker Public Company Limited May 2013 Baht 1,500 August 2015 Baht 4,000 June 2017 Baht 600 June 2017 Baht 2,000 June 2017 Baht 2,500 June 2017 Baht 1,500 September 2017 Baht 2,000 September 2017 Baht 400 October 2017 Baht 1,560 October 2017 Baht 480 November 2017 Baht 2,000 January 2018 Baht 1,625 March 2018 Baht 2,400 May 2018 Baht 1,500 May 2018 Baht 4,600 Total Less Current portion of long-term borrowings from institutions Long-term borrowings

3.60 3.08 3.10 3.10 2.82 2.73 2.80 2.72 3.20 3.20 2.80 3.20 2.67 2.70 2.80

Loan Term

Equivalent to Baht (Million Baht) 2018 2017

5 years 5 years 4 years 4 years 2 years 2 years 2 years 3 years 4 years 4 years 4 years 4 years 3 years 3 years 4 years

4,000 600 2,000 2,500 1,500 2,000 400 1,560 480 2,000 1,625 2,400 1,500 4,600 27,165 (7,367) 19,798

1,500 4,000 600 2,000 2,500 1,500 2,000 400 1,560 480 2,000 18,540 (1,500) 17,040

Long-term borrowings from financial institutions as above were not collateralized by fixed assets or other securities. Long-term borrowings from financial institutions has required to maintain financial ratio as specified in the agreements. As at December 31, 2018 and 2017, the Company maintained required financial ratio as specified in the agreements.

Berli Jucker Public Company Limited | 91

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 22.3 Debentures 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 BIG C. After that on April 26, 2018, the Annual General Shareholdersâ&#x20AC;&#x2122; Meeting of the Company No.1/2018 passed the resolution to approve the issuing and offering the debenture of the Company in the amount of not exceeding Baht 20,000 million or in the equivalent amount in other currency and the total value of debentures to be drawn down by the Company at any given time, shall not exceed Baht 150,000 million or in the equivalent amount in other currency. As at December 31, 2018 and 2017, the Company issued and offered some debentures as described below and there was outstanding credit facility for issuing and offering the debenture. Debentures as at December 31, 2018 and 2017 were as follows:

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

Consolidated financial statements 2018 2017

Unit : Thousand Baht Separate financial statements 2018 2017

38,200,000

(6,694) 38,193,306

83,800,000

122,000,000

83,800,000

122,000,000

(41,604) 83,758,396 121,951,702

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

(41,604) 83,758,396 121,951,702

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

92 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 The Company issued unsecured debentures as at December 31, 2018 and 2017 were as follows: Debenture

Current portion September 2016 Lot 1 (period of 3 years) March 2017 Lot 2 (period of 2 years) 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) 2018 2017

Interest rate (% per annum)

Interest maturity period

Maturity date

22,000,000

2.34

Semi-annually

September 2019

16,200,000

2.55

Semi-annually

March 2019

38,200,000

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

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

12,000,000 300,000 2,500,000 4,000,000 5,000,000

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

83,800,000

122,000,000

The Company is required to maintain net debt to equity ratio according to the condition specified in the prospectus not more than 2 to 1 based on the annual consolidated financial statement for all debentures. As at December 31, 2018 and 2017, the Companyâ&#x20AC;&#x2122;s ratio did not exceed such required ratio. 23.

TRADE PAYABLES

Trade payables as at December 31, 2018 and 2017, were as follows: Unit : Thousand Baht Consolidated financial statements 2018 2017

Note Related parties Other parties Total

805,328 22,749,711 23,555,039

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

Separate financial statements 2018 2017 1,040,002 701,018 1,741,020

1,018,800 631,133 1,649,933

As at December 31, 2018 and 2017, the Group net trade payables against supplier receivables approximately Baht 2,636 million and Baht 2,539 million, respectively. Such supplier receivables were from supplier income and comply with the condition in the contracts. 92

Berli Jucker Public Company Limited | 93

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 24.

OTHER PAYABLES

Other payables as at December 31, 2018 and 2017 were as follows: Unit : Thousand Baht

Note Other payables - related parties Payables for purchase of assets 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 2018 2017 105,893 766,438 379,270 974,000 352,498 321,311 757,224 191,823 562,737 468,042 1,957,479 458,961 1,254,081 950,708 9,500,465

75,190 1,293,196 403,292 983,693 382,049 284,762 664,850 193,869 457,736 275,907 1,945,452 492,656 1,139,857 1,154,954 9,747,463

Separate financial statements 2018 2017 285,633 3,662 22,202 970,731 2,002 25,593 313,531 33,001 17,740 50,432 46,003 97,842 165,840 2,034,212

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

94 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 25.

NON-CURRENT PROVISION FOR EMPLOYEE BENEFIT OBLIGATIONS

Non-current provisions for employee benefit as at December 31, 2018 and 2017, were as follows: Unit : Thousand Baht Consolidated financial statements 2018 2017 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

Separate financial statements 2018 2017

1,264,866 162,464 1,427,330

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

156,894 17,141 174,035

155,007 16,741 171,748

153,723 21,856

163,479 16,449

20,503 1,867

13,304 717

2,057 177,636

(198,591) (18,663)

22,370

14,021

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, 2018 and 2017, were as follows: Unit : Thousand Baht Consolidated financial statements 2018 2017 Present value of unfunded obligations Obligation in the statement of financial position

1,264,866 1,264,866

1,172,028 1,172,028

Separate financial statements 2018 2017 156,894 156,894

155,007 155,007

Berli Jucker Public Company Limited | 95

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Movement in the present value of the defined benefit obligations: Unit : Thousand Baht Consolidated financial statements 2018 2017 Defined benefit obligations at January 1, Benefits paid by the plan Acquisitions through business acquisition Current service costs and interest on obligation Actuarial (gains)/losses: arising from experience adjustments arising from demographic assumptions arising from financial assumptions Transfer of employee(1) Transfer to liabilities included in disposal asset group classified as held for sales(2) Defined benefit obligations at December 31,

Separate financial statements 2018 2017

1,172,028 (81,548) 18,606 153,723

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

11,395 (9,338) -

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

(14,246) 1,172,028

156,894

1,264,866

155,007 (18,616) 20,503

158,015 (16,312) 19,854 (6,550) 155,007

(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). Unit : Thousand Baht Consolidated financial statements 2018 2017 Current service costs Interest on obligation Total

120,168 33,555 153,723

131,009 32,470 163,479

Separate financial statements 2018 2017 15,937 4,566 20,503

10,437 2,867 13,304

Such expense is recognized in profit or loss as follows: Unit : Thousand Baht Consolidated financial statements 2018 2017 40,670 37,103 44,273 58,936 68,780 67,440 153,723 163,479

Cost of sales Distribution costs Administrative expenses Total

Separate financial statements 2018 2017 (706) 4,926 4,502 15,577 9,508 20,503 13,304

96 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Principal actuarial assumptions at the reporting date (expressed as weighted averages): Consolidated financial statements 2018 2017 Discount rate (%) Future salary increases (%)

1.89 - 3.00 3.10 - 10.00

2.80 3.10 - 10.00

Separate financial statements 2018 2017 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, 2018 and 2017, were as follows: Unit : Thousand Baht Consolidated financial statements 2018 (140,817) 162,729 171,980 (151,129)

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

2017 (106,138) 123,201 125,658 (110,260)

Separate financial statements 2018 (14,659) 16,830 19,018 (16,785)

2017 (14,182) 16,312 16,669 (14,776)

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. On December 13, 2018, the National Legislative Assembly passed a resolution approving the draft of a new Labor Protection Act, which is in the process being announced in the Royal Gazette. The new Labor Protection Act stipulates additional legal severance pay rates for employees who have worked for an uninterrupted period of twenty years or more. Such employees are entitled to receive compensation of not less than that of the last 400 days, based on the final wage rate. This change is considered a post-employment benefits plan amendment. The Group will reflect the effect of the change by recognizing past service cost as an expense in the statement of profit or loss and other comprehensive income of the period in which the law is effective.

Berli Jucker Public Company Limited | 97

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 26.

SHARE CAPITAL, WARRANT TO PURCHASE ORDINARY SHARES AND CAPITAL SURPLUS

26.1 Share capital During the year ended December 31, 2018, the Company had additional issued and paid-up share capital as follows: Date of registration with

Change in the issued

Newly issued

the Department of Business Development, the Ministry of Commerce

and paid-up

share capital

January 8, 2018

Unit : Baht Increased 1,045,300

3,996,715,899

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

3,997,263,399

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

3,997,398,499

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

3,997,594,999

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

3,999,681,599

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

4,000,413,999

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

4,000,713,199

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

4,001,134,499

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

4,001,678,499

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

ordinary shares at a par value of Baht 1 February 12, 2018

Increased 547,500 ordinary shares at a par value of Baht 1

March 8, 2018

Increased 135,100 ordinary shares at a par value of Baht 1

April 10, 2018

Increased 196,500 ordinary shares at a par value of Baht 1

May 11, 2018

Increased 2,086,600 ordinary shares at a par value of Baht 1

June 11, 2018

Increased 732,400 ordinary shares at a par value of Baht 1

July 11, 2018

Increased 299,200 ordinary shares at a par value of Baht 1

August 10, 2018

Increased 421,300 ordinary shares at a par value of Baht 1

September 6, 2018

Description

Increased 544,000 ordinary shares at a par value of Baht 1

October 5, 2018

Increased 643,300 ordinary shares at a par value of Baht 1

4,002,321,799

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

November 7, 2018

Increased 282,500 ordinary shares at a par value of Baht 1

4,002,604,299

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

December 12, 2018

Increased 90,400 ordinary shares at a par value of Baht 1

4,002,694,699

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

98 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 During the year ended December 31, 2018, the Company has changed of the Company’s register capital by the Annual General Shareholders’ Meeting of the Company No. 1/2018 on April 26, 2018, as follows: (1) Resolved to approve the decrease of the Company’s registered capital in the amount of Baht 19,328,301 from the existing registered capital of Baht 4,053,955,000 to Baht 4,034,626,699 by canceling 19,328,301 unsold ordinary shares, at par value of Baht 1 per share. Also, with the resolved to approve the amendment of the Memorandum of Association in accordance with the decrease of the registered capital of the Company. (2) Resolved to approve the increase of the Company’s registered capital in the amount of Baht 80,000,000 from the existing registered capital of Baht 4,034,626,699 to Baht 4,114,626,699 by issuing 80,000,000 ordinary shares, at par value of Baht 1 per share for the accommodation of BJC ESOP 2018 Scheme. Also, with the resolved to approve the amendment of the Memorandum of Association in accordance with the increase of the registered capital of the Company. (3) Resolved to approve the allocation of the increased ordinary shares of the Company in the amount of not exceed 16,000,000 shares at par value of Baht 1 per share for exercise of warrants held by executives and employees of the Company and/or its subsidiaries under the BJC ESOP 2018 Scheme, and in the amount of not exceed 64,000,000 shares at par value of Baht 1 per share for issuance and offering of warrants to executives and employees of the Company and/or its subsidiaries under the BJC ESOP 2018 Scheme during the year 2019 - 2022. 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 and paid-up share capital

The new issued and paid-up share capital

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.

Berli Jucker Public Company Limited | 99

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Date of registration with the Department of Business Development, the Ministry of Commerce

Change in the issued and paid-up share capital

The new issued and paid-up share capital

Description

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.

Unit : Baht

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.

100 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 (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. (6) On April 26, 2018, the Annual General Shareholders’ Meeting No. 1/2018 has passed a resolution to approve the Employee Stock Option Program 2018 and the issuance and offering of warrants for stock option to executives and employees of the Company and/or its subsidiaries (BJC ESOP 2018). The Company will issue and offer warrants for stock option 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 in each year, such remained warrants will be allocated in the next year with an amount of 16,000,000 units upward; however, the total amount of warrants for total period of 5 years will be up to 80,000,000 units. Each issuance and offering for sale of the warrants to executives and employees of the Company and/or its subsidiaries, the Company will propose the resolution to shareholders for the approval every year. However, the Group did not issue warrant for the executives and employees of the Company and/or its subsidiaries under BJC ESOP 2018 No.1 during the year 2018. Subsequently on January 25, 2019, the Group issued warrant for the executives and employees of the Company and/or its subsidiaries under this scheme. Warrant has details as follows:

Grant date

Number of Issued warrants (Unit)

Project Name

Term (Years)

Expired date

Exercise ratio Exercise price per 1 warrant (Baht per share)

BJC ESOP 2012 No.1

May 15, 2012

May 15, 2017

14,800,000

40.46

BJC ESOP 2012 No.2

June 18, 2013

June 18, 2018

10,000,000

68.43

BJC ESOP 2012 No.3

May 15, 2014

May 15, 2019

9,030,000

49.29

BJC ESOP 2012 No.4

June 22, 2015

June 22, 2020

10,000,000

36.23

BJC ESOP 2012 No.5

April 1, 2017

March 31, 2022

13,809,300

36.00

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

100

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%

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, 2018 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%

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, 2018 and 2017 were as follows:

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

Number of warrants (Unit)

2018 Weighted average exercise price (Baht per share)

Number of warrants (Unit)

30,158,343 (765,123) (7,694,720) (7,024,100) 14,674,400

46.66 37.54 68.43 41.10 38.38

25,705,550 13,809,300 (2,140,807) (1,069,400) (6,146,300) 30,158,343

101

2017

Weighted average exercise price (Baht per share) 50.58 36.00 43.39 40.46 41.34 46.66

102 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Warrants exercised during the years ended December 31, 2018 and 2017 were as follows: For the year ended December 31, 2018

Warrants series Granted on May 15, 2014

Granted on September 22, 2015

Granted on April 1, 2017

Number of exercised warrants (Unit) 914,000 437,900 121,600 169,500 109,600 312,900 7,000 144,100 243,300 150,400 55,000 131,300 109,600 13,500 27,000 38,000 37,700 242,400 361,400 277,000 343,800 76,400 25,400 1,939,000 381,800 56,800 52,900 122,900 56,200 55,700 10,000 7,024,100

102

Exercise date

Share price at exercise date (Baht per share)

December 29, 2017 January 31, 2018 February 28, 2018 March 30, 2018 April 30, 2018 May 31, 2018 July 26, 2018 August 31, 2018 September 28, 2018 October 30, 2018 November 30, 2018 December 29, 2017 January 31, 2018 February 28, 2018 March 30, 2018 April 30, 2018 May 31, 2018 June 29, 2018 July 26, 2018 August 31, 2018 September 28, 2018 October 30, 2018 November 30, 2018 April 30, 2018 May 31, 2018 June 29, 2018 July 26, 2018 August 31, 2018 September 28, 2018 October 30, 2018 November 30, 2018

66.00 57.50 59.50 57.00 59.75 57.00 56.50 58.00 59.50 54.75 52.75 66.00 57.50 59.50 57.00 59.75 57.00 50.50 56.50 58.00 59.50 54.75 52.75 59.75 57.00 50.50 56.50 58.00 59.50 54.75 52.75

Berli Jucker Public Company Limited | 103

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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

Outstanding warrants as at December 31, 2018 and 2017 had weighted average exercise price of Baht 38.38 and Baht 46.66, respectively and weighted average remaining contractual life at 2.43 years and 2.54 years, respectively. 26.3 Capital Surplus 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. Deficit arising from business combination under common control As at December 31, 2018, the Group had the deficit arising from business combination under common control in amount of Bah 547 million that increased during the year of Baht 3 million mainly came from the Group purchase shares of Watanasub Pattana 9 Company Limited from related parties, or 100% of authorized and paid-up shares capital (see Note 4.3). Surplus (deficit) arising from change in ownership interest in subsidiaries As at December 31, 2018, the Group had the surplus arising from change in ownership interest in subsidiaries in amount of Baht 85 million that decreased during the year of Baht 507 million because the Group increased its portion of investment in White Group Public Co., Ltd. from 50.24% to 87.82% and Big C Supercenter Public Company Limited from 99.85% to 99.96%. 103

104 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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%. 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. Expired warrant surplus As at December 31, 2018, the Group had the Expired warrant surplus in amount of Baht 84 million that increased during the year of Baht 71 million because of expired warrant. 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. 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, 2018 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 Other business group

During the years ended December 31, 2018 and 2017, there was no revenue from sales and services with a single external customers contributed 10% or more to the Group’s total revenue.

105

AsatatDecember December31, 31, As Total assets for reportable segments Total assets for reportable segments Total liabilities for reportable segments Total liabilities for reportable segments

Netprofit profitfor forthe theyears years Net

Totalprofit profitororloss lossfrom fromreportable reportable segments segments Total Share of profit (loss) from investment in Share of profit (loss) from investment in associate and joint ventures associate and joint ventures Incometax taxexpenses expenses Income

26,333.2 26,333.2 6,779.8 6,779.8

3,145.6

3,330.7 (185.1)

21,172.9

Totalrevenue revenue Total

Totalprofit profitororloss lossfrom fromreportable reportable segments segments Total beforefinance financecosts costs before Financecosts costs Finance

21,093.2 5.2 74.5

For Forthe theyear yearended endedDecember December31, 31, Revenues Revenuesfrom fromsales salesand andrendering rendering of of services services Interest Interestreceived received Other Otherincome income 68.5 68.5

12,508.8 12,508.8 4,735.1 4,735.1

1,222.3 1,222.3

1,285.6 1,285.6 (63.3) (63.3)

40,495.3 40,495.3

38,389.2 38,389.2

1,686.6 1,686.6 419.5 419.5

7,843.4 7,843.4 37,625.4 37,625.4 (335.1) (335.1) (4,513.7) (4,513.7) 7,508.3 7,508.3 33,111.7 33,111.7

125,034.8 125,034.8

15,177.9 15,177.9

109,847.0 109,847.0 9.9 9.9

Others Others

(16,395.2) (16,395.2) (16,916.7) (16,916.7)

(37,433.8) (37,433.8) 438.0 438.0

(37,905.5) (37,905.5)

(2,601.2) (2,601.2) (438.0) (438.0)

Elimination Elimination interofofintersegment segment

106 106

8,972.4 8,972.4 227,078.2 227,078.2 64,523.6 64,523.6 4,320.8 4,320.8 85,490.9 85,490.9 123,526.9 123,526.9

1,048.9 1,048.9

1,109.0 1,109.0 (60.1) (60.1)

8,504.4 8,504.4

221.8 221.8

17,933.7 17,933.7

8,421.6 8,421.6 14.3 14.3

17,694.4 17,694.4 17.5 17.5

2018 2018 Segment Segment 22 Segment Segment33 Segment Segment44 Segment 11 Segment

928.4 928.4

994.0 994.0 (65.6) (65.6)

855.5 855.5

900.3 900.3 (44.8) (44.8)

7,643.5 7,643.5 3,062.5 3,062.5 (325.0) (325.0) (4,239.7) (4,239.7) 7,318.5 7,318.5 (1,177.2) (1,177.2)

6,779.7 6,779.7

4,021.3 4,021.3

323,021.0 323,021.0 25,536.1 25,536.1 11,971.4 11,971.4 5,948.5 5,948.5 221,961.3 221,961.3 65,673.1 65,673.1 207,936.8 7,560.1 4,177.3 3,418.8 48,081.9 207,936.8 7,560.1 4,177.3 3,418.8 48,081.9156,241.2 156,241.2

(110.3) (110.3) (1,646.8) (1,646.8) 7,283.9 7,283.9

13,760.3 13,760.3 3,119.8 3,119.8 (4,719.3) (69.1) (4,719.3) (69.1) 9,041.0 9,041.0 3,050.7 3,050.7

172,196.4 172,196.4 19,540.0 19,540.0 17,373.0 17,373.0 8,193.3 8,193.3 118,181.7 118,181.7

2,548.2 2,548.2 210.2 210.2

(16,031.8) (16,031.8) 315,058.6 315,058.6 (15,593.7) (15,593.7) 203,885.6 203,885.6

24.124.1 (2,259.8) (2,259.8) 5,974.9 5,974.9

(2,981.3) (2,981.3) 12,738.8 12,738.8 216.0 216.0 (4,528.2) (4,528.2) 8,210.6 8,210.6

164,197.8 164,197.8

(1,906.0) 149,158.0 149,158.0 (1,906.0) (216.0) (216.0) 18.118.1 (3,747.9) 15,021.7 15,021.7 (3,747.9)

Total Total

: Million Baht UnitUnit : Million Baht

2017 2017 Segment Segment Segment Segment Others Elimination Elimination Segment 1 1 Segment 2 2Segment 3 3Segment 4 4 Others of interof intersegment segment

156,141.6 19,446.7 19,446.7 16,966.2 16,966.2 8,141.1 8,141.1 103,961.8 103,961.8 156,141.6 28.4 11.0 28.4 2.32.3 6.66.6 11.0 4.04.0 16,026.4 91.0 400.2 41.2 14,215.9 14,215.9 16,026.4 91.0 400.2 41.2

Total Total

Consolidatedfinancial financial statements Consolidated statements

Operating consolidated financial financial statements statementsfor forthe theyears yearsended endedDecember December31, 31,2018 2018and and2017 2017were wereasasfollows: follows: Operatingsegment segment by by business business in in the the consolidated

Berli and its its Subsidiaries Subsidiaries BerliJucker Jucker Public Public Company Company Limited Limited and Notes Notesto to the the financial financial statements statements For the year 2018 For the year ended ended December December 31, 31, 2018

106 | Financial Report 2018

1,656.3 1,778.5

480.5 369.6

67.1 40.0

Segment 1 Segment 2 Segment 3

2018

5,172.2 6,841.0

Segment 4

180.4 199.5

Others

(0.7) (8.7)

Elimination of intersegment 7,555.8 9,219.9

Total

2017

1,529.7 4,838.1

444.6 215.2

69.1 87.3

4,970.5 6,184.5

Segment 1 Segment 2 Segment 3 Segment 4

Consolidated financial statements

376.2 611.2

Others

(0.7)

Elimination of intersegment

3,813.5

12,238.2

107

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

270,610.9

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

(1)

162,584.3

For the years ended December 31, Total revenue

Country of domicile

93.0

(2,626.1)

274,517.4

172,196.4

267,556.6

155,447.9

3,869.7

10,701.6

(1,951.7)

Consolidated financial statements 2018 2017 Foreign Elimination Total Country of Foreign Elimination country of interdomicile country of intersegment segment

271,426.3

164,197.8

Total

Unit : Million Baht

7,389.4 11,936.3

Total

Unit : Million Baht

Operating segments by geographical areas in the consolidated financial statements for the years ended December 31, 2018 and 2017 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, 2018

Berli Jucker Public Company Limited | 107

108 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 29.

OTHER INCOME

Other income for the years ended December 31, 2018 and 2017 were as follows:

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

30.

Consolidated financial statements 2018 2017 154,691 268,963 11,983,809 11,399,849 115,098 128,219

Note 4.7 11

Unit : Thousand Baht Separate financial statements 2018 2017 394,113 95,949 381,641 36 908

9,687

21,016

3,392

6,500

111,427 2,737,181 785,507 16,011,672

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

855,186 3,736 1,352,412

820,995 5,803 1,215,847

EMPLOYEE BENEFIT EXPENSES

Employee benefit expenses for the years ended December 31, 2018 and 2017 were as follows: Consolidated financial statements 2018 2017

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 expenses

Unit : Thousand Baht Separate financial statements 2018 2017

84,428 3,109 853 3,629 50 92,069

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

84,428 3,109 853 3,629 50 92,069

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

11,301,446 326,934 152,870 84,148 506,284 12,371,682 12,463,751

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

932,354 37,541 19,650 80,431 46,899 1,116,875 1,208,944

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

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, 2018 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 included an analysis of expenses by function. Expenses by nature for the years ended December 31, 2018 and 2017 were as follows:

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.

Consolidated financial statements 2018 2017 (1,268,624) 104,080,068 15,304,691 7,555,842 12,463,751 11,515,314 8,784,996 158,436,038

920,562 97,593,612 14,449,375 7,389,399 11,892,506 10,412,361 66,573 8,734,558 151,458,946

Unit : Thousand Baht Separate financial statements 2018 2017

276,163 9,773,211 97,256 1,208,944 61,186 1,848,985 13,265,745

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

INCOME TAX EXPENSE

Income tax expenses recognized in statements of profit or loss and other comprehensive income for the years ended December 31, 2018 and 2017 were as follows:

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

Consolidated financial statements 2018 2017

Unit : Thousand Baht Separate financial statements 2018 2017

2,021,481

2,231,513

40,197

1,614

(44,285) 1,977,196

(32,692) 2,198,821

(1,483) 38,714

(34,285) (32,671)

(330,461) (330,461)

61,025 61,025

3,167 3,167

11,609 11,609

1,646,735

2,259,846

41,881

(21,062)

109

110 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Reconciliation of effective tax rate Unit : Thousand Baht Consolidated financial statements 2018 2017 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 Unused tax losses for the years Others Income tax expense

7,283,922 1,646,735 8,930,657 1,786,131

5,794

(292,084) 69,653 (218,861) 449,774 (153,672) 1,646,735

5,974,884 2,259,846 8,234,730 1,646,946 155

(246,753) 99,682 (187,423) 1,122,102 (174,863) 2,259,846

Unit : Thousand Baht Separate financial statements 2018 2017 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)

3,288,253 41,881 3,330,134 666,027 (627,224) 8,638 (1,501) (2,576) (1,483) 41,881

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

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

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, 2018 and 2017 in order to comply with such changed. Its subsidiaries in overseas used a tax rate of their own countries, 24% of income tax for Malaysia, 20% of income tax for Vietnam, 17% of income tax for Singapore, 16.5% of income tax for Hong Kong and 25% of income tax for Myanmar.

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, 2018 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 profit or loss and other comprehensive income and statement of cash flow for the year ended December 31, 2017 were as follows: Unit : Thousand Baht Consolidated financial statements

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

111

955,952 7,870 (906,707) 57,115 (11,350) 45,765 23,340 201,947 (310,451) 79,157 (29,347)

112 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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

Manufacture of Sanitary papers

(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 (Promotional Privileges expired on July 19, 2018); 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

Manufacture of Paper pulp

(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.

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, 2018 Promotional Privileges No./ Dated

Activities

Major rights and conditions

Berli Jucker Cellox Company Limited (Continued) No. 2398(2)/2014 Dated November 7, 2014

Manufacture of Sanitary papers

(a) exemption from payment of import duty and tax on machinery approved by the Board of Investment; (b) exemption 75% of import duty from importation 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

113

114 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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.

Thai Malaya Glass Company Limited No. 1903(2)/2012 Manufacture of Dated July 12, 2012 glass bottles

114

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, 2018 Promotional Privileges No./ Dated

Activities

Major rights and conditions

Thai Malaya Glass Company Limited (Continued) No. 2050(2)/2013 Dated July 30, 2013

Manufacture of glass bottles

No. 2241(2)/2014 Dated October 7, 2014

Manufacture of glass bottles

No. 2242(2)/2014 Dated October 7, 2014

Manufacture of glass bottles

No. 2243(2)/2014 Dated October 7, 2014

Manufacture of glass bottles

115

116 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Promotional Privileges No./ Dated

Activities

Major rights and conditions

Thai Malaya Glass Company Limited (Continued) No. 61-0504-1-04-1-0 Dated May 3, 2018

Production Efficiency Improvement of renewable energy according to Promotional Privileges No. 2089(2)/2005 dated December 1, 2005

(a) exemption from payment of import duty and tax on machinery approved by the Board of Investment; (b) exemption from payment of import duty for imported products then export for a period of 1 year from the first day of import; (c) exemption from corporate income tax for the profit earned under promotional privileges at not over 50% of investment for production efficiency improvement of renewable energy excluding land and working capital for a period of 3 years from the date operating income is first derived; (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, and (e) Shareholders gain benefit from dividend income tax exemption during the exemption period of corporate income.

Thai Dairy Company Limited No. 1683(2)/2007 Dated July 9, 2007

Manufacture of (a) exemption from payment of import duty and tax on probiotic and yogurt 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. (Promotional Privileges expired on January 7, 2019)

Thai Glass Industries Public Company Limited No. 61-1456-1-04-1-0 (a) Production Dated December 14, 2018 Efficiency Improvement of (b) renewable energy

exemption from payment of import duty and tax on machinery approved by the Board of Investment; exemption from corporate income tax for the profit earned under promotional privileges at not over 50% of investment for production efficiency improvement of renewable energy excluding land and working capital for a period of 3 years from the date operating income is first derived, 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.

As promoted companies, the subsidiaries must comply with certain terms and conditions prescribed in the promotional certificates.

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, 2018 35.

BASIC AND DILUTED EARNINGS PER SHARE

The calculations of earnings per share for the years ended December 31, 2018 and 2017 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 2018 2017 2018 2017 (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)

6,649,971 3,999,711 1.6626

5,210,755 3,992,381 1.3052

3,288,253 3,999,711 0.8221

3,527,195 3,992,381 0.8835

3,999,711

3,992,381

3,999,711

3,992,381

4,686

5,115

4,686

5,115

4,004,397 1.6607

3,997,496 1.3035

4,004,397 0.8212

3,997,496 0.8824

Diluted earnings per share occurred from warrants to purchase ordinary shares is described in Note 26.2. 36.

DIVIDENDS

36.1 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. 36.2 At the Annual General Shareholders’ Meeting held on April 26, 2018, the shareholders approved the appropriation of dividends of Baht 0.57 per share, amounting to Baht 2,278 million. The interim dividend was paid of Baht 0.15 per share, amounting to Baht 599 million on September 13, 2017. The remaining dividend payment of Baht 0.42 per share, amounting to Baht 1,679 million, was paid to shareholders on May 25, 2018. At the Board of Directors’ Meeting held on August 14, 2018, the meeting passed the resolutions to approve the appropriation of the operating profit for the first 6 months of 2018 as interim dividend of Baht 0.18 per share, totaling to Baht 720 million. The interim dividend was paid on September 13, 2018.

117

118 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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 Groupâ&#x20AC;&#x2122;s risk management process to ensure that an appropriate balance between risk and control is achieved. Capital management

The Board of Directorsâ&#x20AC;&#x2122; 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 from return on investment and also monitors the level of dividends payout 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 Groupâ&#x20AC;&#x2122;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, 2018 and 2017 and the periods in which the borrowings mature or re-price were as follows: As at December 31, 2018 Effective interest rate (% per annum) Current Short-term borrowings from financial institutions Short-term borrowings from related parties Current portion of long-term borrowings from financial institution Current portion of debentures Non-current Long-term borrowings from financial institutions Debentures Total

1.50 - 7.63

Unit : Thousand Baht Consolidated financial statements Outstanding balance maturing Total Within After 1 year Over 1 year but within 5 years 5 years

9,788,367

5,000

2.50 - 7.00 2.34 - 2.55

7,795,277 38,193,306

2.67 - 7.00 2.69 - 4.40

55,781,950

33,906,119 33,906,119

20,165,553 83,758,396 159,705,899

2.25

118

20,165,553 49,852,277 70,017,830

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, 2018

As at December 31, 2017 Effective interest rate (% per annum) 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

1.48 - 5.93

14,661,572

5,000

2.40 - 7.20

2,487,496

2.50 - 7.20 2.34 - 4.40

17,154,068

17,600,747 82,927,997 100,528,744

38,999,000 38,999,000

2.25

As at December 31, 2018 Effective interest rate (% per annum) Current Short-term borrowings from financial institutions Short-term borrowings from related parties Current portion in long-term borrowings from financial institutions Current portion of Debentures Non-current Long-term borrowings from financial institutions Debentures Total

Unit : Thousand Baht Consolidated financial statements Outstanding balance maturing Total Within After 1 year Over 1 year but within 5 years 5 years

17,600,747 121,926,997 156,681,812

Unit : Thousand Baht Separated financial statements Outstanding balance maturing Total Within After 1 year Over 1 year but within 5 years 5 years

1.75 - 2.07

7,750,000

2.25 - 2.97

1,090,015

2.73 - 3.10 2.34 - 2.55

7,366,600 38,193,306

2.67 - 3.20 2.69 - 4.40

54,399,921

33,906,119 33,906,119

19,798,400 83,758,396 157,956,717

119

19,798,400 49,852,277 69,650,677

120 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018

As at December 31, 2017 Effective interest rate (% per annum) Current Short-term borrowings from financial institutions Short-term borrowings from related parties Current portion in long-term borrowings from financial institutions Non-current Long-term borrowings from financial institutions Debentures Total

Unit : Thousand Baht Separated financial statements Outstanding balance maturing Total Within After 1 year Over 1 year but within 5 years 5 years

1.55 - 1.93

11,233,019

0.80 - 2.25

1,046,694

3.60

1,500,000

2.72 - 3.20 2.34 - 4.40

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

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, 2018 and 2017, 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 2018 2017

Unit : Thousand Baht Separate financial statements 2018 2017

US Dollars Cash and cash equivalents 87,381 Trade receivables 445,412 Interest-bearing liabilities Trade payables (1,176,144) Other payables (74,404) Gross statement of financial position exposure (717,755)

72,145 280,940 (11,760) (1,264,408) (19,221) (942,304)

429 16,196 (172,694) (3,710) (159,779)

439 13,382 (187,390) (7,862) (181,431)

Estimated forecast purchases Estimated forecast sales Gross exposure

(2,293,946) 665,945 (2,345,756)

(2,225,344) 604,555 (2,563,093)

(356,197) (515,976)

(155,570) (337,001)

1,880,897 (17,615) (482,474)

2,088,761 (10,738) (485,070)

108,622 (407,354)

57,683 (279,318)

Currency forwards bought Currency forwards sold Net exposure

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, 2018

Consolidated financial statements 2018 2017

Japanese Yen Trade payables Gross statement of financial position exposure

Unit : Thousand Baht Separate financial statements 2018 2017

(3,122) (3,122)

(12,443) (12,443)

Estimated forecast purchases Gross exposure

(12,311) (15,433)

(1,369) (13,812)

(9,764) (9,764)

Currency forwards bought Net exposure

2,565 (12,868)

396 (13,416)

(9,764)

Euro Cash and cash equivalents Trade receivables Trade payables Other payables Gross statement of financial position exposure

71 6,221 (137,550) (131,258)

74 75 (122,632) (26,514) (148,997)

6,221 (42,020) (35,799)

75 (34,331) (34,256)

Estimated forecast purchases Gross exposure

(766,342) (897,600)

(38,701) (187,698)

(84,336) (120,135)

(20,944) (55,200)

Currency forwards bought Net exposure

856,582 (41,018)

79,494 (108,204)

8,809 (111,326)

66 (55,134)

Singapore Dollar Cash and cash equivalents Trade receivables Trade payables Other payables Gross statement of financial position exposure

5,004 10,255 (50,046) (1,497) (36,284)

12,068 10,218 (29,072) (1,538) (8,324)

(505) (300) (805)

Estimated forecast purchases Gross exposure

(5,680) (41,964)

(5,942) (14,266)

(4,099) (4,904)

(2,434) (2,030)

Currency forwards bought Net exposure

10,631 (31,333)

3,891 (10,375)

(4,904)

(2,030)

Vietnamese Dong Cash and cash equivalents 15,544 Trade receivables 835,975 Interest-bearing liabilities (1,128,927) Trade payables (43,230) Other payables (58,240) Gross statement of financial position exposure (378,878)

20,969 449,904 (569,632) (44,440) (14,735) (157,934)

Estimated forecast purchases Gross exposure

(378,878)

(157,934)

Currency forwards bought Net exposure

(378,878)

(157,934)

121

66 66 66

(256) (256) (256)

899 (495) 404

51 51 51

122 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Unit : Thousand Baht Separate financial statements 2018 2017

Consolidated financial statements 2018 2017

Other currencies Cash and cash equivalents Trade receivables Trade payables Other payables Gross statement of financial position exposure

37,366 3,532 (55,851) (2,986) (17,939)

38,494 3,517 (81,999) (1,073) (41,061)

(6,033) (27) (6,060)

(6,551) (20) (6,571)

Estimated forecast purchases Gross exposure

(32,272) (50,211)

(36,999) (78,060)

(7,834) (13,894)

(7,812) (14,383)

Currency forwards bought Net exposure

13,401 (36,810)

353 (77,707)

(13,894)

(14,383)

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, 2018 and 2017, the outstanding forward foreign exchange contracts were summarized as follows: As at December 31, 2018 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 58,372 8,730 326 22,994 466

32.35 0.29 41.38 38.31 23.80

1,888,186 2,529 13,491 880,994 11,090 2,796,290

538

32.57

17,524 17,524

122

Unit : Thousand Baht Separate financial statements Amount in Average foreign contract Contract currency Rate value 3,353 237 -

32.56 37.45 -

109,179 8,868 118,047

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, 2018

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

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

The fair values of forward foreign exchange contracts have been disclosed in Note 38. 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.

123

124 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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 and liability. Financial assets and financial liabilities measured at fair value Fair value of financial assets and financial liabilities which are measured at fair value and their fair value hierarchy level classification as at December 31, 2018 and 2017 were summarized as follows: Consolidated financial statements

Separate financial statements

Financial assets/ Fair value as at December 31, Fair value as at December 31, Fair value financial liabilities 2018 2017 2018 2017 hierarchy (Thousand Baht) (Thousand Baht)

Valuation techniques and key inputs for fair value measurement

Financial assets 1. Foreign currency forward contracts

140

437

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.

21,924

39,078

616

543

Financial Liabilities 1. Foreign currency forward contracts

These financial assets and financial liabilities are presented as part of other current assets and other current liabilities, respectively, in the statement of financial position.

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, 2018 Financial assets and financial liabilities not measured at fair value Fair value of financial assets and financial liabilities which are not measured at fair value and their fair value hierarchy level classification as at December 31, 2018 and 2017 was summarized as follows: Unit : Thousand Baht Consolidated financial statements 2018 2017 Carrying Fair value Carrying Fair value Fair value amount amount hierarchy Financial assets Cash and cash equivalents Temporary investment Trade and other current receivables Short-term loans to related parties Other long-term investments

Financial liabilities Short-term borrowings from financial institutions Trade and other current payables Current portion of long-term borrowings from financial institutions Current portion of debentures Current portion of liabilities under a finance lease agreement Short-term borrowings from related parties Long-term borrowings from financial institutions Debentures Liabilities under a finance lease agreement - net of current portion

5,709,686 568,417 15,692,472 15,300 114,577

5,709,686 568,417 15,692,472 15,300 128,424

4,367,725 4,367,725 Level 3 Level 3 13,830,658 13,830,658 Level 3 Level 3 14,000 14,000 Level 2 and Level 3

9,788,367 33,055,504

14,661,572 14,661,572 31,388,289 31,388,289

7,795,277 38,193,306

16,088 5,000 20,165,553 83,758,396

16,088 5,000 20,008,591 85,054,889

184,455

2,487,496 -

Level 3 Level 3

2,487,496 -

Level 3 Level 3

14,361 14,361 5,000 5,000 17,600,747 17,598,494 121,926,997 125,009,314

Level 3 Level 3 Level 3 Level 2

200,521

Level 3

Unit : Thousand Baht Separate financial statements 2018 2017 Carrying Fair value Carrying Fair value Fair value amount amount hierarchy Financial assets Cash and cash equivalents Trade and other current receivables Short-term loans to related parties Long-term loans to related parties Financial liabilities Short-term borrowings from financial institutions Trade and other current payables Current portion of long-term borrowings from financial institutions Current portion of debentures Short-term borrowings from related parties Long-term borrowings from financial institutions Debentures

116,120 7,048,959 143,926,156 261,000

116,120 7,048,959 143,926,156 259,293

152,927 4,860,828 71,468,810 67,417,442

152,927 4,860,828 71,468,810 67,279,040

Level 3 Level 3 Level 3 Level 3

7,750,000 3,775,232

11,233,019 3,636,306

Level 3 Level 3

7,366,600 1,500,000 1,500,000 38,193,306 1,090,015 1,046,694 1,046,694 19,636,291 17,040,000 17,351,281 85,054,889 121,926,997 125,009,314

Level 3 Level 3 Level 3 Level 3 Level 2

7,366,600 38,193,306 1,090,015 19,798,400 83,758,396

125

126 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 Valuation technique for financial assets and financial liabilities not measured at fair value of the Company and the subsidiaries are as follows: Cash and cash equivalents, temporary investment, trade and other current receivables, current portion of long-term loans to related parties 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. Fair value of other long-term investments do not have significantly different from the carrying values stated in the statements of financial position, except for fair value of investment in property fund unit which is determined by net asset value of the fund. 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 borrowings from financial institutions, trade and other current payables, current portion of long-term borrowings from financial institutions, current portion of debentures, short-term borrowings 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, 2018 and 2017 were as follows: 39.1 Capital commitments Consolidated financial statements 2018 2017 Contracted but not provided for Buildings and other constructions Machinery and equipment Total

32,601 1,545,164 1,577,765

126

507,818 1,686,862 2,194,680

Unit : Thousand Baht Separate financial statements 2018 2017 -

Berli Jucker Public Company Limited | 127

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 39.2 Non-cancellable operating lease commitments and service agreements 1) The Group has future minimum lease payments required under non-cancellable operating lease and service agreements as follows:

Within one year Later than one year but not later than five years Later than five years Total

Consolidated financial statements 2018 2017 1,526,044 1,466,260 3,919,368 7,097,973 12,543,385

3,906,274 7,819,245 13,191,779

Unit : Thousand Baht Separate financial statements 2018 2017 -

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. As at December 31, 2018 and 2017, 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 Total

Consolidated Separate financial statements financial statements 2018 2017 2018 2017 (in US Dollar) 320,000

320,000

960,000 1,280,000

1,280,000 1,600,000

39.4 The Group had commitments with non-related parties where the Group confirmed to purchase goods as at December 31, 2018 in the amount of USD 59 million, EUR 2 million and Baht 425 million (as at December 31, 2017 in the amount of USD 55 million and Baht 309 million).

127

128 | Financial Report 2018

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 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, were as follows:

Letters of credits for goods and unused supplies Bank guarantees Total

Consolidated financial statements 2018 2017 535,026 585,712 1,120,738

528,540 622,122 1,150,662

Unit : Thousand Baht Separate financial statements 2018 2017 25,836 265,422 291,258

18,667 196,108 214,775

As at December 31, 2018, the Group and the Company had unutilized credit facilities totaling Baht 73,006 million and Baht 23,968 million, respectively (as at December 31, 2017, totaling Baht 74,258 million and Baht 20,693 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, 2018. The Group believes that such proceedings, when resolved, will not materially affect the Group’s financial position and result of operations. 41.

EVENTS AFTER THE REPORTING PERIOD

41.1 On January 9, 2019 and February 12, 2019, the Company registered the increase in the issued and paid-up share capital with the Department of Business Development, Ministry of Commerce of 74,900 shares and 135,800 shares, respectively, at par value Baht 1 per resulted in share issued and paid-up share capital totaling Baht 4,002,905,399. 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. 41.2 On February 27, 2019, the Board of Directors’ Meeting of the Company No. 1/2019 passed the resolutions as follows; 41.2.1 Approved an increase of credit facilities and interest rate swap facilities with financial institutions totaling Baht 7,600 million and Baht 10,300 million, respectively, in order for repayment of due liabilities and/or using in the Group’s operation and/or business expansion. 41.2.2 Agreed to propose to the Annual General Meeting for approving the dividend payment for the 2018 operating result at Baht 0.73 per share. The Company made interim dividend payment on September 13, 2018 at Baht 0.18 per share resulting in the remaining dividend payment at year end at Baht 0.55 per share. 128

Berli Jucker Public Company Limited | 129

Berli Jucker Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended December 31, 2018 41.2.3 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 (â&#x20AC;&#x153;BJC ESOP 2018â&#x20AC;?) No.2 in amount of less than 16,000,000 units. 42.

APPROVAL OF THE FINANCIAL STATEMENTS

The financial statements were authorized for issuing on February 27, 2019 by the Board of Directors of the Company.

129

130 | Financial Report 2018

Related Parties Transactions For the year ended 31 December 2018 and 2017, the Company has significant related parties business transactions as shown in notes to the financial statement which Audit Committee's option agreed with the Board of Directors. The details are as belows. 1. Revenue 1.1 Revenue from Sales of goods and services

Related Company

Type of Business

Subsidiaries 1. Asia Books Company Limited Retailer of books and magazines Manufacture of sanitary 2. Berli Jucker Cellox Limited paper products Manufacture of snack 3. Berli Jucker Foods Limited foods 4. Berli Jucker Logistics Limited Customs clearing, warehousing, transportation and distribution services Berli Jucker Specialties Sale of chemicals 5. Limited 6. Thai Dairy Company Limited Manufacture and distribute fresh yogurt and milk product Non-alcohol beverage 7. BJC Specialties Company Limited shop Distribution of 8. BJC Healthcare Company Limited pharmaceutical products, medical equipment and supplies Investment 9. BJH Investment Company Limited Distribution of 10. BJH Medical Company Limited pharmaceutical products, medical equipment and supplies 11. BJC Industrial and Trading Sale of imaging product, Company Limited stationery and construction supplies Agent 12. BJC Cellox (Vietnam) Company Limited

Ownership Interest Relationship with the Company Indirect subsidiary Holds 100.00% of shares Direct subsidiary Holds 94.84% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 737 6,652

Business transaction

1,017 Sale of goods and services plus margin 1,214 "

3,456

783

5,297

3,000

251

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

459,719

646,851

214,512

426,422

Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

142

238,910

230,766

Direct subsidiary Holds 100.00% of shares

4,354

Indirect subsidiary Holds 100.00% of shares

217

136

Direct subsidiary Holds 99.15% of shares Indirect subsidiary Holds 100.00% of shares

Page 1 of 118

Berli Jucker Public Company Limited | 131

Related Company

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Subsidiaries 13. BJC International Company Agent Limited 14. Montana Marketing Company Distribution of Limited pharmaceutical products and medical supplies

Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

15. Cosma Medical Company Limited

Indirect subsidiary Holds 100.00% of shares

33,278

59,600

Subsidiary of indirect subsidiary Holds 100.00% of shares

154,983

206,505

Indirect subsidiary Holds 100.00% of shares Distribution of Direct subsidiary pharmaceutical products, Holds 100.00% of shares medical equipment and supplies Phu Thai Group Joint Stock Sale of consumer products Subsidiary of indirect Company subsidiary Holds 64.55% of shares Rubia Industries Limited Manufacture of soap, Direct subsidiary cosmetics and Holds 99.85% of shares confectionery T.C.C. Technology Company Rendering services of Direct subsidiary Limited information technology Holds 51.00% of shares Thai Beverage Can Limited Manufacture of aluminum Direct subsidiary cans Holds 50.00% of shares Thai Corp International Agent Subsidiary of indirect (Vietnam) Company Limited subsidiary Holds 75.00% of shares Thai Glass Industries Public Manufacture of glass Direct subsidiary Company Limited containers Holds 98.63% of shares Thai Glass Technology Seminar and training Direct subsidiary Company Limited center Holds 100.00% of shares Thai Malaya Glass Company Manufacture of glass Indirect subsidiary Limited containers Holds 100.00% of shares

980

3,233

1,740

2,090

2,283

1,433

2,400

5,584

588

2,236

1,910

2,379

8,628

3,549

6,506

16. Cosma Trading Company Limited

17. BJC Glass (Thailand) Company Limited 18. Montana Company Limited

19.

20.

21. 22. 23.

24. 25. 26.

Distribution of pharmaceutical products, medical equipment and supplies Distribution of pharmaceutical products, medical equipment and supplies Investment

391,642

433 Sale of goods and services plus margin 314,903 "

Page 2 of 118

132 | Financial Report 2018

Related Company

Type of Business

Ownership Interest Relationship with the Company

Subsidiaries Indirect subsidiary 27. Thai-Scandic Steel Company Manufacture of Limited galvanized steel structures Holds 100.00% of shares 28. BIGC Supercenter Public Company Limited

Retail

Subsidiary of indirect subsidiary Holds 99.96% of shares Total

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 23,140

Business transaction

250 Sale of goods and services plus margin

1,378,343

1,180,350

2,936,702

3,096,892

Associates 1. Gaew Grung Thai Company Limited Conso Input

Trading cullets,glass bottle,plastics and used supplies 2. Tawanna Bangplee Company Retail Limited (Formerly TCC Logistics and Warehouse Company Limited)

Associate, subsidiary holds 25% of shares

314 Sale of goods and services plus margin

Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul and common shareholders

3,895

Total

4,209

Joint Ventures 1. Malaya Glass Products Sdn Manufacture of glass Bhd containers 2. Malaya-Vietnam Glass Limited Manufacture of glass containers Manufacture and 3. BJC & CF (Thailand) Company Limited distribution of pharmaceutical products

Subsidiary of joint venture Holds 50.00% of shares Subsidiary of joint venture Holds 35.00% of shares Joint venture Holds 51.00% of shares

4. Berli Asiatic Soda Company Limited 5. Berli Dynaplast Company Limited 6. Leap Solutions Asia Company Limited

Joint venture Holds 50.00% of shares Joint venture Holds 49.00% of shares Joint venture Holds 30.60% of shares Total

Importer and distributor of soda ash Manufacture of rigid plastic containers Cloud services

245,170 1,154

10,507 Sale of goods and services plus margin 9,930 "

947

5,044

23,292

247,271

48,780

Page 3 of 118

Berli Jucker Public Company Limited | 133

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 5. At Mediafront Company Limited 6. Athimart Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Investment

Common shareholders

Property management

Common shareholders

308

5 Sale of goods and services plus margin 181 "

Real estate

Common shareholders

405

260

Investment advisory and asset management

Co-director - Dr. Chaiyut Pilun-Owad and common shareholders Common shareholders

192

Advertisement and publication services businesses Spirits distiller

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

584

210

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

Hotel and restaurant

Common shareholders

104

133

Laundry Service

Common shareholders

4,480

Shopping center management Real estate

Common shareholders

2,277

7,513

Common shareholders

223

Investment

Common shareholders

2,910

Real estate

Common shareholders

Investment

Common shareholders

146

14. Asset World Advisory Company Limited 15. ASM Management Company Limited

Shopping center management Asset management provider

Common shareholders

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

1,252

Common shareholders

230

16. Agent Management Company Non-alcoholic beverage Limited sales agent

Page 4 of 118

134 | Financial Report 2018

Related Company Other related parties 17. Asset World Corp Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Investment

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

478

- Sale of goods and services plus margin

18. Baanboung Vetchakij Company Limited

Clinical businesses

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

10,341

13,928

19. Bangna Glass Company Limited

Glass bottle manufacturer Common shareholders & distributor

184

20. Bangna Pattanakit Company Warehouse businesses Limited Spirits distiller 21. Beer Thai (1991) Public Company Limited

Common shareholders Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

449,304

530,676

22. Beerthip Brewery (1991) Company Limited

Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

307,014

331,783

23. Bangkok Land And Houses Public Company Limited 24. Bang Pa-In Paper Mill Industry Company Limited 25. Charoenwannakij Company Limited

Real estate

Common shareholders

586

Manufacture and sale of paper Investment

Common shareholders

4,136

450

Common shareholders

Page 5 of 118

Berli Jucker Public Company Limited | 135

Related Company Other related parties 26. Cosmos Brewery (Thailand) Company Limited 27. Cristalla Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Spirits distiller

Common shareholders

Sugar cane planting

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

Real estate

Common shareholders

287

Financial and investment advisory 30. Chang International Company Advertisement and public Limited relations service Transportation and 31. Cash van management Company Limited distribution services Concept Land 8 Company Agriculture businesses 32. Limited Real estate 33. Concept Land 7 Company Limited Hotel 34. Concept Land 9 Company Limited 35. Concept Land 10 Company Hotel Limited 36. CW Tower Company Limited Property management

Common shareholders

112

1,304

Common shareholders

2,315

232

Common shareholders

149

255

Common shareholders

239

Common shareholders

1,509

918

37. Dhanasindhi Company Limited Buildings construction

Common shareholders

17,350

37,191

Advertisement and public Common shareholders relations 39. Eastern Chemical Company Manufacture and sale of Common shareholders Limited ethanol fuel in domestic and foreign 41. F & B International Company Sale foods and beverages Common shareholders Limited at Queen Sirikit convention center

159

(1)

1,436

413

28. Cha-Am Resort Town Company Limited 29. CAC Company Limited

38. DhosPaak Company Limited

85,635

Business transaction

99,767 Sale of goods and services plus margin 6,165 "

Page 6 of 118

136 | Financial Report 2018

Related Company

Type of Business

Other related parties 42. Food & Fun Company Limited Foods and beverages

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Common shareholders

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders Common shareholders

77,471

42,382

Common shareholders

33,052

52,329

Common shareholders

190,198

151,314

Common shareholders

643

1,198

Common shareholders

66,076

Common shareholders

331

50. First Square Company Limited Real estate

Common shareholders

51. Golden Wealth Company Limited 52. Grand U Living Company Limited 53. Grand Unity Development Company Limited

Project consultant and project management Real estate

Common shareholders

1,299

Common shareholders

Condominiums and Common shareholders consultant in commercial management

177

5,270

54. Golden Land Property Development Public Company Limited

Real estate

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

2,245

8,885

55. Golden Land Residences Company Limited

Real estate

Common shareholders

5,943

43. Fuengfuanant Company Limited

Spirits distiller

44. F&N Dairies (Thailand) Company Limited 45. 46.

47.

48. 49.

Manufacture and sale of dairy products and fruit juice F&N United Company Limited Manufacture and distribution of ice cream F&N Beverages Manufacture and Manufacturing Sdn Bhd distribute foods & beverages Food of Asia Company Limited Manufacture and distribute foods & beverages FCL Management Services Project consultant and Pte. Ltd. project management Frasers Property Holdings Investment (Thailand) Company Limited

87 Sale of goods and services plus margin 419 "

Page 7 of 118

Berli Jucker Public Company Limited | 137

Related Company Other related parties 56. Golden Ventures Leasehold Real Estate Investment Trust

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Real Estate Investment Trust

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Real estate

Common shareholders

Hotel

Common shareholders

Hotel

Common shareholders

105

255

Hotel

Common shareholders

162

Hotel

Common shareholders

Hotel

Common shareholders

168

Hotel

Common shareholders

155

Distribution channel management Hotel

Common shareholders

269

Common shareholders

Garment & laundry business Assurance businesses

Common shareholders

365

Common shareholders

Hotel product and space Common shareholders management Common shareholders 69. Imperial Nakhon Ratchasima Hotel Company Limited

880

126

142

712

173

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 66. Asset World Wex Company Limited 67. Indara Insurance Public Company Limited 68. Inter Horeca Company Limited

70. Kalae Night Bazaar Company Rental space provider Limited and Utilities 71. Kanchanasingkorn Company Spirits distiller Limited

Common shareholders Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

1,368

Business transaction

1,291 Sale of goods and services plus margin

Page 8 of 118

138 | Financial Report 2018

Related Company Other related parties 72. Kankwan Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Spirits distiller

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Agricultural material provider Real estate

Common shareholders

Hotel

Common shareholders

333

348

Investment

Common shareholders

366

135

Real estate

Common shareholders

372

175

Real estate

Common shareholders

170

Real estate

Common shareholders

151

Food center and Intellectual Property (IP) services Spirits distributor

Common shareholders

7,990

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

223

82. Lakeview Golf and Yacht Club Golf course service Company Limited

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

83. LRK Development Company Limited

Common shareholders

513

73. Kaset thip (2010) Company Limited 74. Kasem subsiri Company Limited 75. Kasem subsiri 1 Company Limited 76. Tor Yod Market AEC Company Limited 77. One Bangkok Company Limited (Formerly Kasemsubvadhana Company Limited) 78. Kasemsubbhakdi Company Limited 79. Lan Chang Development Company Limited 80. Asset World Company Limited

81. Luckchai Liquor Trading Company Limited

Property development

412

Business transaction

423 Sale of goods and services plus margin

Page 9 of 118

Berli Jucker Public Company Limited | 139

Related Company Other related parties 84. Mongkolsamai Company Limited

Type of Business

Spirits distiller

Ownership Interest Relationship with the Company

85. Muangkao Company Limited Real estate

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders Common shareholders

86. Media Front Company Limited Real estate 87. Asset World Hotel Company Limited 88. MS & KC Development Company Limited 89. Mosho Entertainment Company Limited 90. MM Mega Market (Vietnam) Company Limited 91. Max Asia Company Limited 92. Mong Reththy Investment Cambodia Oil Palm Company Limited 93. N.C.C. Image Company Limited 94. N.C.C. Management & Development Company Limited 95. Nateechai Company Limited

Construction and Common shareholders exhibition provider Space rental for exhibition Common shareholders businesses

Fot the year ended 31 Dec 2018 31 Dec 2017 46

Business transaction

167 Sale of goods and services plus margin

Common shareholders

502

292

Hotel

Common shareholders

1,663

Real estate

Common shareholders

393

Production of film and videotape Wholesale

Common shareholders

109,638

142,237

Bakery shop Oil palm planting

Common shareholders Co-director - Mr. Aswin Techajareonvikul and common shareholders

879 198

" "

1,402

1,662

263

410

Spirits distiller

96. Nice Hotel Company Limited Real estate 97. Nongkhai Country Golf Club Company Limited 98. Norm Company Limited

Value (In thousand Baht)

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders Common shareholders

Golf course & real estate Common shareholders

Interior design

Common shareholders

Page 10 of 118

140 | Financial Report 2018

Related Company Other related parties 99. North Park Golf And Sport Club Company Limited

Type of Business

Golf and sport club service

Ownership Interest Relationship with the Company Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 1,102

Business transaction

1,242 Sale of goods and services plus margin

Spirits distributor 100. Num Kijjakarn Company Limited 101. Num Muang Company Limited Spirits distributor

Common shareholders

400

102. Num Nakorn Company Limited Spirits distributor

Common shareholders

163

103. Num Palang Company Limited Spirits distributor

Common shareholders

430

259

Sale of alcohol, soda and Common shareholders water Spirits distributor Common shareholders

113

230

66 -

284 415

" "

104. Num Thip Company Limited

105. Num Thurakij Company Limited Common shareholders 106. Num Yuk Company Limited Spirits distributor Common shareholders 107. Numrungrod Company Limited Spirits distributor and alcohol consultant service 108. New Multi Mine Company Limited 109. North Sathorn Realty Company Limited 110. Oishi Group Public Company Limited

Hotel

Common shareholders

211

183

Real estate

Common shareholders

Japanese restaurant businesses

Co-director - Mr. Thapana Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

9,277

23,808

111. Oishi Trading Company Limited

Sale and produce instant Co-director Japanese foods - Mr. Sithichai Chaikriangkrai and common shareholders

5,089

10,663

Page 11 of 118

Berli Jucker Public Company Limited | 141

Related Company Other related parties 112. Oishi Ramen Company Limited

Type of Business

Ownership Interest Relationship with the Company

Sale of foods & beverages Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 -

Business transaction

1,021 Sale of goods and services plus margin

113. Office World 1 Company Limited 114. Oknha Mong Port Company Limited 115. One Bangkok Holdings Company Limited 116. Oishi Food Services Company Limited

Real estate

Common shareholders

121

202

Port Business

Common shareholders

(40)

2,472

Real estate

Common shareholders

28,045

Support business expansion

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

6,190

117. Paksong Capital Company Limited

Investment

Co-director - Mr. Aswin Techajareonvikul and common shareholders

649

118. Pan International (Thailand) Company Limited

Purchasing service, wholesale spare parts

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

2,188

119. Pisetkij Company Limited

Trading cullet, glass bottle Common shareholders

126

120. Plantheon Company Limited

Investment in related agricultural industrial businesses

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

623

Common shareholders

473

Common shareholders

1,755

Common shareholders

1,462

2,623

Common shareholders

2,836

121. Plantheon Trading Company Sugar and agricultural Limited product trading 122. Pomcharoen Company Limited Sale of alcohol, soda and water 123. Pomchock Company Limited Sale of alcohol, soda and water Sale of alcohol, soda and 124. Pomkit Company Limited water

Page 12 of 118

142 | Financial Report 2018

Related Company

Type of Business

Ownership Interest Relationship with the Company

Other related parties 125. Pomklang Company Limited

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Sale of alcohol, soda and Common shareholders water 126. Pomnakorn Company Limited Sale of alcohol and beer Common shareholders

1,219 629

2,088 Sale of goods and services plus margin 1,903 "

127. Pompalang Company Limited Sale of alcohol, soda and Common shareholders water Common shareholders 128. Modern Trade Management Spirits distiller Company Limited

156

3,428

259,830

238,511

129. Pridiprapa Company Limited Hotel business

Common shareholders

138

130. Pomburapa Company Limited Sale and imported of spirits Sale of beer and 131. Pomtip (2012) Company Limited beverages Agriculture businesses 132. Pornpatanasin Company Limited Distributor and spirits 133. Pramuanphon Company Limited distiller Shopping center 134. Permsubsiri 2 Company Limited 135. Paksong Highland Company Coffee businesses Limited Real estate 136. P.I.T. Factory Company Limited 137. Prime Plus Asset Company Real estate Limited 138. Quality Pineapple Products Manufacture of pineapple Company Limited products

Common shareholders

3,016

Common shareholders

566

3,620

Common shareholders

390

Common shareholders

339

Common shareholders

396

Common shareholders

Co-director - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

454

139. Quantum Assets Management Real estate Company Limited

Common shareholders

140. Red Bull Distillery (1988) Company Limited

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

1,146

Distributor and spirits distiller

387

Page 13 of 118

Berli Jucker Public Company Limited | 143

Related Company Other related parties 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 147. S.S. Karnsura Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Real estate

Common shareholders

Shopping center

Common shareholders

Real estate

Common shareholders

Real estate

Common shareholders

Real estate

Common shareholders

Investment in overseas hotel business Spirits distiller

Common shareholders

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

1,376

219

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

2,332

2,587

194,069

215,915

Common shareholders

288

Co-director - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool - Pol.Gen. Krisna Polananta and common shareholders

1,907

Common shareholders

148. Sang Som Company Limited Spirits distiller

149. Serm Suk Public Company Limited

Manufacture and sale of beverage

150. Service Alliance Company Limited 151. Siam Food Products Public Company Limited

Parking space management Manufacture, export, sale of secondary processed agricultural products

152. Siam Realty Company Limited Property management

455 Sale of goods and services plus margin 646 "

Page 14 of 118

144 | Financial Report 2018

Related Company

Type of Business

Other related parties 153. Simathurakij Company Limited Distributor and spirits distiller

Ownership Interest Relationship with the Company Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 391

Business transaction

198 Sale of goods and services plus margin

154. Siripat Trading Company Limited 155. Siriwana Company Limited

Investment

Common shareholders

Investment

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

489

156. Southeast Capital Company Limited 157. Southeast Insurance Pubic Company Limited 158. Southeast Group Company Limited

Vehicle business

Common shareholders

1,167

4,229

Insurance businesses

Common shareholders

1,638

13,300

Car and office supplies leasing

Co-director - 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 Common shareholders

6,183

Manufacture and sale liquor beer, soda and all beverage Sport service

Common shareholders

Spirits distiller

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

481

594

161. Sports and Recreation Management Company Limited 162. Sura Bangyikhan Company Limited

Page 15 of 118

Berli Jucker Public Company Limited | 145

Related Company Other related parties 163. Sura Piset Thipharat Company Limited 164. Surasate Company Limited 165. Serm Suk Beverage Company Limited

Type of Business

Spirits distributor

Ownership Interest Relationship with the Company Common shareholders

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 18

Business transaction

159 Sale of goods and services plus margin 197 " 735 "

Real estate Common shareholders Manufacture and Co-director distribution of beverages - Mr. Sithichai Chaikriangkrai and common shareholders

71 -

Real estate

Common shareholders

Restaurant

Common shareholders

Port Business

Common shareholders

Investment

Common shareholders

Real estate

Common shareholders

3,120

1,097

171. Senses Property Management Residential juristic person Common shareholders Company Limited management

172. Stonehenge Inter Company Limited

100

166. Sathorn Subsin Company Limited 167. SMJC Development Company Limited 168. TCC-Ha Chiang Company Limited 169. Suvannaphum Investment Company Limited 170. Wanna Charoen Sub Company Limited (Formerly Suansilp Pathana 10 Company Limited)

Provide management and Common shareholders control services for architectural and interior design services 173. Stonehenge Company Limited Provide services in design Common shareholders architecture and structure 174. Siribhak Company Limited 175. Spice of Asia Company Limited 176. T.C.C. Commercial Property Management Company Limited

Real estate Thai cuisine restaurants

Common shareholders Common shareholders

2 131

" "

Property management and sale of foods & beverages

Common shareholders

6,342

9,132

Page 16 of 118

146 | Financial Report 2018

Related Company Other related parties 177. TCC Corporation Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Holding company

Major shareholders and co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul

178. T.C.C. Hotel Collection Company Limited 179. Tawanna Night Bazaar Company Limited 180. TCC Capital Land Limited 181. TCC Asset World Corporation Company Limited

Hotel and restaurant

Common shareholders

2,691

35,463

Rental space provider

Common shareholders

219

Real estate Investment

Common shareholders Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

1,457 342

" "

182. 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

183. TCC Land Commercial Company Limited 184. TCC Land Development Company Limited 185. TCC Land International (Thailand) Company Limited

Asset management provider Real estate

Common shareholders

435

Real estate

Common shareholders

294

5,183

186. TCC Luxury Hotels and Resort Hotel and restaurant Company Limited

196 Sale of goods and services plus margin

Page 17 of 118

Berli Jucker Public Company Limited | 147

Related Company

Type of Business

Other related parties 187. Value Hotels Company Limited Hotel and restaurant

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Common shareholders

Business transaction

142 Sale of goods and services plus margin 33 "

188. TCCCL Asoke Company Limited 189. TCCCL Narathiwad Company Limited 190. TCCCL North Park Company Limited 191. TCCCL Rachatewi Company Limited 192. TCCCL Wireless Company Limited 193. TCCCL Sena Company Limited 194. Terragro Bio-Tech Company Limited

Real estate

Common shareholders

Real estate

Common shareholders

Real estate

Common shareholders

957

Real estate

Common shareholders

Real estate

Common shareholders

Real estate

Common shareholders

Biogas manufacturing businesses

195. Terragro Company Limited 196. Terragro Fertilizer Company Limited

Agriculture Manufacture and sale of chemical fertilizer

Co-director - Mr. Prasert Maekwatana and common shareholders Common shareholders Co-director - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

3,008

730 9,207

" "

197. Terragro Land1 Company Limited 198. Terragro Land2 Company Limited 199. Thai Agro Products Company Limited 200. Thai Alcohol Public Company Limited 201. Thai Beverage Energy Company Limited 202. Thai Beverage Logistics Company Limited

Agricultural garden service Common shareholders

750

Agricultural garden service Common shareholders

Processing agricultural products Alcohol Manufacture

Common shareholders

706

6,463

Production and sale of fertilizer and biogas Logistic

Common shareholders

257

17,157

Page 18 of 118

148 | Financial Report 2018

Related Company

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Other related parties 203. Thai Beverage Public Company Limited

Investment

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

994

204. Thai Beverage Recycle Company Limited

Sale of packaging and glass containers

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

5,929,692

5,185,661

205. Thai Cooperage Company Limited

Manufacture and sale of oak barrels

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

118

4,769

189

393

7,085

171

194

484

301

13,644

8,885

7,676

3,981

206. Thai Drink Company Limited

Manufacture and Common shareholders distributor of liquor, beer and soda drinks Co-director 207. Thanapakdi Company Limited Spirits distiller - Khunying Wanna Sirivadhanabhakdi and common shareholders Common shareholders 208. The Chonburi Sugar Corp. Ltd. Manufacture of sugar 209. The Suphanburi Sugar Industry Company Limited 210. Theparunothai Company Limited

Manufacture, sale and export sugar Spirits distiller

Common shareholders

211. Thip Kamphaengphet Bio Energy Company Limited 212. Thip Sugar Kamphaengphet Company Limited

Manufacture and sale of Common shareholders electricity Manufacture, sale, export Common shareholders sugar

213. Thip Sugar Sukhothai Company Limited

Manufacture, sale, export Common shareholders sugar

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

155,659 Sale of goods and services plus margin

Page 19 of 118

Berli Jucker Public Company Limited | 149

Related Company Other related parties 214. Thippattana Arcade Company Limited 215. Thipsukhothai Bioenergy Company Limited 216. TCC Verngnakornkhasem Company Limited 217. TCC Engineering services Company Limited 218. Thalaywan Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Space rental services

Common shareholders

2,189

Power & electricity plant

Common shareholders

Real estate

Common shareholders

(38)

190

Consulting engineering Service Real estate

Common shareholders

189

Common shareholders

219. Thai-Lysaght Company Limited 220. TCCCL Fourteen Company Limited 221. TCC Hotel Asset Management Company Limited 222. Thai Molasses Company Limited

Distributor of zinc oxide and other chemical Real estate

Common shareholders

533

Common shareholders

Real estate

Common shareholders

28,188

24,043

Sale of Molasses

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

394

223. Thai Retail Investment Fund 224. TCC Assets (Thailand) Company Limited 225. Thip Sukhothai Bio-Tech Company Limited

Property Fund Investment

Common shareholders Common shareholders

924 10,052

" "

Common shareholders

221

Common shareholders

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

265

Power and electricity plant Common shareholders

200

Show management service Real estate

Common shareholders

137

Production and distribution of organic fertilizers 226. TCC Privilege Card Company Investment Limited Investment 227. TCC Phumipat Company Limited

228. Thip Suphanburi Bio Energy Company Limited 229. Thai Show 2013 Company Limited 230. TCC Nawamin Phumipat Company Limited

7,703 Sale of goods and services plus margin 451 "

Page 20 of 118

150 | Financial Report 2018

Related Company Other related parties 231. TCC Bang Sai Phumipat Company Limited 232. TCC Khao Yai Phumipat Company Limited 233. Wattanasiri Communication Company Limited (Formerly TCCCL Ladphao Company Limited) 234. Thai Hotel Investment Freehold and Leasehold Property Fund 235. The Residence 12 Company Limited 236. TCC Phusornkaew Company Limited 237. Taveephol Agriculture Company Limited 238. The Residence 9 Company Limited 239. TCC Intertrade Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Real estate

Common shareholders

Real estate

Common shareholders

62 Sale of goods and services plus margin 5 "

Project consultant and project management

Common shareholders

Property Fund

Common shareholders

342

Real estate

Common shareholders

Manufacture and sale of electricity Agriculture businesses

Common shareholders

3,960

3,584

Real estate

Common shareholders

Investment

Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul and common shareholders

554

240. TICON Industrial Connection Ready-built factories and Common shareholders Public Company Limited warehouses for rent

494

241. Connextion Company Limited Consultant service in real estate 242. Tonic International Company Investment Limited Real estate business 243. TICON Logistics Park Company Limited development of warehouse for rent/sale REIT manager 244. TICON Management Company Limited Sale of foods & beverages 245. The QSR of Asia Company Limited

Common shareholders

146

862

Common shareholders

Page 21 of 118

Berli Jucker Public Company Limited | 151

Related Company

Type of Business

Other related parties 246. T.C.C. Technology Company Rendering services of Limited information technology 247. United Winery and Distillery Spirits distiller Company Limited

Ownership Interest Relationship with the Company Common shareholders Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 204 18,947

248. Univentures Public Company Real estate Limited

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

249. Univentures Asset Management Company Limited 250. United home Company Limited 251. Univentures Reit Management Company Limited

Consultant service in investment and management Real estate

Common shareholders

Reit in Real Estate Investment Trust

252. VNU Exhibition Asia Pacific Company Limited

Service of exhibitions, Common shareholders conferences and seminars

Business transaction

- Sale of goods and services plus margin 1,186 "

5,654

Common shareholders

281

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

142

Real estate 253. The Street Retail Development Company Limited 254. Wattanapat Trading Company Real estate Limited 255. Wiengsiri Company Limited Hotels, Resort & Golf course Book center and rental 256. World Book and Media Company Limited space provider 257. Wrangyer Beverage (2008) Manufacture and sale of Company Limited nourishment beverages

Common shareholders

956

2,686

Common shareholders

2,327

Common shareholders

117

370

Common shareholders

9,239

9,780

258. World Sugar Export Company Manufacture, sale and Limited export sugar

Common shareholders

167

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Total

7,828,758

7,655,456

Page 22 of 118

152 | Financial Report 2018

1.2 Interest received

Related Company Subsidiaries 1. Berli Jucker Foods Limited

Ownership Interest Relationship with the Company

Manufacture of snack foods

Direct subsidiary Holds 100.00% of shares

21,329

Direct subsidiary Holds 100.00% of shares

1,521

1,515

Direct subsidiary Holds 99.15% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

(9)

3,427

104

17,739

3,634

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

8,348

12,336

2,423

749

2,270

978,829

Direct subsidiary Holds 100.00% of shares Wholesale Direct subsidiary Holds 100.00% of shares Investment Indirect subsidiary Holds 100.00% of shares Distribution of Direct subsidiary pharmaceutical products, Holds 100.00% of shares medical equipment and supplies Manufacture of soap, Direct subsidiary cosmetics and Holds 99.85% of shares confectionery

159

309

3,741

2,357

5,537

462

193

2. Berli Jucker Logistics Limited Customs clearing, warehousing, transportation and distribution services Sale of chemicals 3. Berli Jucker Specialties Limited Non-alcohol beverage 4. BJC Specialties Company Limited shop Distribution of 5. BJC Healthcare Company Limited pharmaceutical products, medical equipment and supplies Investment 6. BJH Investment Company Limited 7. BJC International Company Agent Limited 8. BJC Logistics and Warehouse Investment Company Limited 9. BJC Packaging Company Limited 10. BJC Commerce Company Limited 11. BJC Glass (Thailand) Company Limited 12. Montana Company Limited

13. Rubia Industries Limited

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Type of Business

Investment

Business transaction

20,610 The company charged interest on loan to subsidiary companies at the borrowing cost and market rates.

Page 23 of 118

Berli Jucker Public Company Limited | 153

Related Company

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Subsidiaries 14. BJC Consumer Company Limited

Investment

Direct subsidiary Holds 100.00% of shares

11,363

15. Thai Glass Industries Public Company Limited 16. Thai Malaya Glass Company Limited 17. Thai-Scandic Steel Company Limited

Manufacture of glass containers Manufacture of glass containers Manufacture of galvanized steel structures

Direct subsidiary Holds 98.63% of shares Indirect subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

2,438

10,321

7,391

1,479

Indirect subsidiary Holds 100.00% of shares

3,952,406

2,229,670

Direct subsidiary Holds 100.00% of shares Subsidiary of indirect subsidiary Holds 99.96% of shares Subsidiary of indirect subsidiary Holds 99.96% of shares

716,120

128,715

20,614

169

Subsidiary of indirect subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

269

Consultant service in Direct subsidiary management of trademark Holds 100.00% of shares

Investment 18. Big C Retail Holding Company Limited (Formerly BJC Retail Holding Company Limited) Investment 20. Samphunsamer Company Limited Retail 21. BIGC Supercenter Public Company Limited E-Commerce 22. Big C Supercenter Huahin Company Limited (Formerly C Distribution (Thailand) Company Limited) 23. BJC Mega Market Company Limited

Investment

24. BJC Power Company Limited Investment (Formerly BJC Development Company Limited) 25. BJC Brand Limited

Total

4,179,483

8,721 The company charged interest on loan to subsidiary companies at the borrowing cost and market rates.

3,997,890

Page 24 of 118

154 | Financial Report 2018

Related Company Joint Ventures 1. BIG C Services Limited

Type of Business

Support service for life insurance and non-life insurance

Ownership Interest Relationship with the Company Joint venture Holds 50.98% of shares

Total

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 248

248

Business transaction

- The company charged interest on loan to joint venture at the borrowing cost and market rates. -

1.3 Dividends received

Related Company Subsidiaries 1. Berli Jucker Cellox Limited

Type of Business

Manufacture of sanitary paper products

2. Berli Jucker Foods Limited 3.

4. 5.

6. 7.

Manufacture of snack foods Berli Jucker Logistics Limited Customs clearing, warehousing, transportation and distribution services Berli Jucker Specialties Sale of chemicals Limited BJC Healthcare Company Distribution of Limited pharmaceutical products, medical equipment and supplies BJH Investment Company Investment Limited BJC Industrial and Trading Sale of imaging product, Company Limited stationery and construction supplies BJC Logistics and Warehouse Investment Company Limited

9. BJC Packaging Company Limited

Investment

Ownership Interest Relationship with the Company Direct subsidiary Holds 94.84% of shares

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 19,632

Business transaction

39,263 The company were received dividend income upon declaration at rates as announced to other shareholders.

124,418

26,878

7,680

4,216

106,012

175,000

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

306,000

120,000

1,003

2,500

Direct subsidiary Holds 100.00% of shares

1,052,000

Direct subsidiary Holds 100.00% of shares

20,550

Direct subsidiary Holds 99.15% of shares Direct subsidiary Holds 100.00% of shares

Page 25 of 118

Berli Jucker Public Company Limited | 155

Related Company Subsidiaries 10. Montana Company Limited

Type of Business

Ownership Interest Relationship with the Company

Distribution of Direct subsidiary pharmaceutical products, Holds 100.00% of shares medical equipment and supplies

11. Rubia Industries Limited

Direct subsidiary Holds 99.85% of shares

12.

Direct subsidiary Holds 51.00% of shares Direct subsidiary Holds 50.00% of shares Direct subsidiary Holds 98.63% of shares Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

13. 14. 15. 16.

17. 18.

Manufacture of soap, cosmetics and confectionery T.C.C. Technology Company Rendering services of Limited information technology Thai Beverage Can Limited Manufacture of aluminum cans Thai Glass Industries Public Manufacture of glass Company Limited containers Thai Glass Technology Seminar and training Company Limited center Big C Retail Holding Investment Company Limited (Formerly BJC Retail Holding Company Limited) BJC Supercenter Company Investment Limited Samphunsamer Company Investment Limited

Indirect subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares Total

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 55,921

Business transaction

- The company were received dividend income upon declaration at rates as announced to other shareholders.

180,236

127,792

10,683

322,500

255,000

542,291

323,025

12,000

35,000

447,452

17,237

1,815

2,131,368

3,093,378

3,374,094

Associates 1. Gaew Grung Thai Company Limited Conso Input

Trading cullets,glass bottle,plastics and used supplies

Associate, subsidiary holds 25% of shares

Total Joint Ventures 1. Berli Asiatic Soda Company Limited

Importer and distributor of Joint venture soda ash Holds 50.00% of shares

2. Berli Dynaplast Company Limited

Manufacture of rigid plastic containers

Joint venture Holds 49.00% of shares Total

2,360

2,360 40,000

2,000 The company were received dividend income upon declaration at rates as announced to other shareholders. 2,000 38,400 The company were received dividend income upon declaration at rates as announced to other shareholders.

2,744

11,025

42,744

49,425

Page 26 of 118

156 | Financial Report 2018

1.4 Income from allocation of administrative expenses

Related Company

Type of Business

Subsidiaries 1. Asia Books Company Limited Retailer of books and magazines

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Indirect subsidiary Holds 100.00% of shares

Manufacture of sanitary paper products Manufacture of snack 3. Berli Jucker Foods Limited foods 4. Berli Jucker Logistics Limited Customs clearing, warehousing, transportation and distribution services 5. Thai Dairy Company Limited Manufacture and distribute fresh yogurt and milk product Non-alcohol beverage 6. BJC Specialties Company Limited shop Investment 7. BJH Investment Company Limited 8. BJC Industrial and Trading Sale of imaging product, Company Limited stationery and construction supplies Agent 9. BJC Cellox (Vietnam) Company Limited 10. BJC Logistics and Warehouse Investment Company Limited

Direct subsidiary Holds 94.84% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

23,349

24,004

25,551

20,563

22,262

24,909

Indirect subsidiary Holds 100.00% of shares

5,924

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

33,304

25,143

126,551

144,327

632

705

Indirect subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

372

550

11. BJC Packaging Company Limited

Direct subsidiary Holds 100.00% of shares

1,835

2. Berli Jucker Cellox Limited

Investment

- 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.

Page 27 of 118

Berli Jucker Public Company Limited | 157

Related Company Subsidiaries 12. Distri-Thai Limited

17.

18. 19. 20.

21. 22. 23.

Retailer of books and magazines

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Subsidiary of indirect subsidiary Holds 100.00% of shares

(1)

Indirect subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares Sale of consumer products Subsidiary of indirect 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 Company Rendering services of Direct subsidiary Limited information technology Holds 51.00% of shares Thai Beverage Can Limited Manufacture of aluminum Direct subsidiary cans Holds 50.00% of shares Thai Corp International Agent Subsidiary of indirect (Vietnam) Company Limited subsidiary Holds 75.00% of shares Thai Glass Industries Public Manufacture of glass Direct subsidiary Company Limited containers Holds 98.63% of shares Thai Glass Technology Seminar and training Direct subsidiary Company Limited center Holds 100.00% of shares Thai Malaya Glass Company Manufacture of glass Indirect subsidiary Limited containers Holds 100.00% of shares

6,665

9,947

1,320

5,010

11,836

16,350

17,116

48,410

18,867

17,581

11,996

19,490

3,549

4,306

5,822

82,829

75,997

1,254

706

42,129

42,658

13. BJC Foods (Malaysia) Sdn Bhd 14. BJC Glass (Thailand) Company Limited 15. Phu Thai Group Joint Stock Company 16.

Type of Business

Manufacture of snack foods Investment

Page 28 of 118

158 | Financial Report 2018

Related Company

Type of Business

Ownership Interest Relationship with the Company

Subsidiaries Indirect subsidiary 24. Thai-Scandic Steel Company Manufacture of Limited galvanized steel structures Holds 100.00% of shares

25. BIGC Supercenter Public Company Limited

Retail

E-Commerce 26. Big C Supercenter Huahin Company Limited (Formerly C Distribution (Thailand) Company Limited) 27. BJC Logistic World Company Warehouse business Limited 28. Vina Paper Company Limited Manufacture of sanitary paper products

Subsidiary of indirect subsidiary Holds 99.96% of shares Subsidiary of indirect subsidiary Holds 99.96% of shares

Indirect subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares Total

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 2,752

Business transaction

4,122 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.

298,019

285,250

4,251

742,944

775,421

Page 29 of 118

Berli Jucker Public Company Limited | 159

Related Company Associates 1. Gaew Grung Thai Company Limited Conso Input

Type of Business

Trading cullets,glass bottle,plastics and used supplies

2. Tawanna Bangplee Company Retail Limited (Formerly TCC Logistics and Warehouse Company Limited)

Ownership Interest Relationship with the Company Associate, subsidiary holds 25% of shares

Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul and common shareholders Total

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 1,285

Business transaction

1,360 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. 194

1,285

1,554

4,421

3,386 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.

Joint Ventures 1. Malaya Glass Products Sdn Bhd

Manufacture of glass containers

2. BJC & CF (Thailand) Company Limited

Manufacture and Joint venture distribution of Holds 51.00% of shares pharmaceutical products

Operated in lease prawn 3. BJC Marine Resources Development Company ponds and euipment Limited 4. Leap Solutions Asia Company Cloud services Limited

Subsidiary of joint venture Holds 50.00% of shares

333

884

Joint venture Holds 50.00% of shares

Joint venture Holds 30.60% of shares Total

685

4,844

5,045

Page 30 of 118

160 | Financial Report 2018

Related Company Other related parties 1. MM Mega Market (Vietnam) Company Limited

Type of Business

Wholesale

Ownership Interest Relationship with the Company Common shareholders

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 82,493

Business transaction

37,355 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.

Oil palm planting 2. Mong Reththy Investment Cambodia Oil Palm Company Limited

Co-director - Mr. Aswin Techajareonvikul and common shareholders

8,829

3. Paksong Capital Company Limited

Investment

Co-director - Mr. Aswin Techajareonvikul and common shareholders

1,500

1,620

4. Plantheon Company Limited

Investment in related agricultural industrial businesses

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

5,428

Investment 5. Suvannaphum Investment Company Limited 6. Tawanna Bangplee Company Retail Limited (Formerly TCC Logistics and Warehouse Company Limited)

Common shareholders

2,268

Common shareholders

480

7. T.C.C. Technology Company Rendering services of Limited information technology

Common shareholders

4,300

105,298

38,975

Total

Page 31 of 118

Berli Jucker Public Company Limited | 161

1.5 Other income

Related Company

Type of Business

Subsidiaries 1. Asia Books Company Limited Retailer of books and magazines

2. Berli Jucker Cellox Limited

Manufacture of sanitary paper products Manufacture of snack 3. Berli Jucker Foods Limited foods 4. Berli Jucker Logistics Limited Customs clearing, warehousing, transportation and distribution services 5. Thai Dairy Company Limited Manufacture and distribute fresh yogurt and milk product Non-alcohol beverage 6. BJC Specialties Company Limited shop Distribution of 7. BJC Healthcare Company Limited pharmaceutical products, medical equipment and supplies Investment 8. BJH Investment Company Limited Distribution of 9. BJH Medical Company Limited pharmaceutical products, medical equipment and supplies 10. BJC Industrial and Trading Sale of imaging product, Company Limited stationery and construction supplies BJC Packaging Company Investment 11. Limited Distribution of 12. Cosma Medical Company Limited pharmaceutical products, medical equipment and supplies

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Indirect subsidiary Holds 100.00% of shares

3,542

12,054 The company were received other income from subsidiary company at the contractually agreed prices.

Direct subsidiary Holds 94.84% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

41,385

45,603

Indirect subsidiary Holds 100.00% of shares

241

597

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

5,760

3,943

Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

13,998

13,582

Direct subsidiary Holds 100.00% of shares

(36)

Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

716

586

Page 32 of 118

162 | Financial Report 2018

Related Company Subsidiaries 13. BJC Glass (Thailand) Company Limited

Type of Business

Investment

14. Rubia Industries Limited

Manufacture of soap, cosmetics and confectionery 15. T.C.C. Technology Company Rendering services of Limited information technology 16. Thai Beverage Can Limited Manufacture of aluminum cans Agent 17. Thai Corp International (Vietnam) Company Limited 18. 19. 20. 21.

Ownership Interest Relationship with the Company

Retail

23. Vina Paper Company Limited Manufacture of sanitary paper products

Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Indirect subsidiary Holds 100.00% of shares

2,880

2,171 The company were received other income from subsidiary company at the contractually agreed prices.

Direct subsidiary Holds 99.85% of shares

1,187

1,469

552

294

907

88,552

552

586

7,221

1,003

77,202

172,358

Direct subsidiary Holds 51.00% of shares Direct subsidiary Holds 50.00% of shares Subsidiary of indirect subsidiary Holds 75.00% of shares Thai Glass Industries Public Manufacture of glass Direct subsidiary Company Limited containers Holds 98.63% of shares Thai Glass Technology Seminar and training Direct subsidiary Company Limited center Holds 100.00% of shares Thai Malaya Glass Company Manufacture of glass Indirect subsidiary Limited containers Holds 100.00% of shares Thai-Scandic Steel Company Manufacture of Indirect subsidiary Limited galvanized steel structures Holds 100.00% of shares

22. BIGC Supercenter Public Company Limited

Value (In thousand Baht)

Subsidiary of indirect subsidiary Holds 99.96% of shares Indirect subsidiary Holds 100.00% of shares Total

Page 33 of 118

Berli Jucker Public Company Limited | 163

Related Company Associates 1. Gaew Grung Thai Company Limited Conso Input

Type of Business

Trading cullets,glass bottle,plastics and used supplies

2. Tawanna Bangplee Company Retail Limited (Formerly TCC Logistics and Warehouse Company Limited)

Ownership Interest Relationship with the Company Associate, subsidiary holds 25% of shares

Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul and common shareholders

Total

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 7,134

7,134

Business transaction

8,188 The company and subsidiary company were received other income from associates company at the contractually agreed prices. 816

9,004

Joint Ventures 1. BJC O-I Glass Pte. Ltd.

Investment

Joint venture Holds 50.00% of shares

2. Malaya Glass Products Sdn Manufacture of glass Bhd containers 3. Malaya-Vietnam Glass Limited Manufacture of glass containers Manufacture and 4. BJC & CF (Thailand) Company Limited distribution of pharmaceutical products

Subsidiary of joint venture Holds 50.00% of shares Subsidiary of joint venture Holds 35.00% of shares Joint venture Holds 51.00% of shares

5. Berli Asiatic Soda Company Limited 6. Berli Dynaplast Company Limited 7. Leap Solutions Asia Company Limited 8. BJC - MIB Company Limited

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

Importer and distributor of soda ash Manufacture of rigid plastic containers Cloud services Distribution of medical equipment and supplies and related services

103 The company and subsidiary company were received other income from joint venture at the contractually agreed prices.

15,784

2,694

623

609

297

224

732

733

2,278

2,219

267

Page 34 of 118

164 | Financial Report 2018

Related Company Joint Ventures 9. BIG C Services Limited

10. BIG C Insurance Broker Company Limited Other related parties 1. Beer Thai (1991) Public Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Support service for life insurance and non-life insurance

Joint venture Holds 50.98% of shares

8,702

- The company and subsidiary company were received other income from joint venture at the contractually agreed prices.

Life insurance and nonlife insurance broker

Subsidiary of joint venture Holds 50.98% of shares Total

5,970

34,386

6,923

Spirits distiller

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

1,718

2. Beerthip Brewery (1991) Company Limited

Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

1,037

1,183

3. Cosmos Brewery (Thailand) Company Limited

Spirits distiller

Common shareholders

862

4. CAC Company Limited

Common shareholders

18,310

19,613

Common shareholders

375

750

Common shareholders

2,986

2,749

16,456

42,042

6. 7.

Financial and investment advisory F&N Dairies (Thailand) Manufacture and sale of Company Limited dairy products and fruit juice F&N United Company Limited Manufacture and distribution of ice cream Food of Asia Company Limited Manufacture and distribute foods & beverages InterBev (Singapore) Limited Marketing, trading of alcoholic beverage

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

- The company and subsidiary company were received other income from other related party at the contractually agreed prices.

Page 35 of 118

Berli Jucker Public Company Limited | 165

Related Company Other related parties 9. MM Mega Market (Vietnam) Company Limited

Type of Business

Wholesale

10. Oishi Group Public Company Japanese restaurant Limited businesses

11. Oishi Ramen Company Limited

Ownership Interest Relationship with the Company Common shareholders

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 1,299

Business transaction

182,261 The company and subsidiary company were received other income from other related party at the contractually agreed prices.

Co-director - Mr. Thapana Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

41,303

42,373

Sale of foods & beverages Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

50,498

33,142

12. Oishi Food Services Company Support business Limited expansion

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

327

13. Paksong Capital Company Limited

Investment

Co-director - Mr. Aswin Techajareonvikul and common shareholders

(1,317)

14. Plantheon Company Limited

Investment in related agricultural industrial businesses

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

(118)

15. Plantheon Trading Company Sugar and agricultural Limited product trading 16. Modern Trade Management Spirits distiller Company Limited

Common shareholders

162

Common shareholders

23,098

23,476

17. Paksong Highland Company Coffee businesses Limited

Common shareholders

928

Page 36 of 118

166 | Financial Report 2018

Related Company Other related parties 18. Serm Suk Public Company Limited

19. Southeast Capital Company Limited 20. Southeast Insurance Pubic Company Limited 21. Southeast Life Insurance Public Company Limited 22. TCC-Ha Chiang Company Limited 23. Suvannaphum Investment Company Limited 24. Thai Beverage Recycle Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Manufacture and sale of beverage

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

2,343

2,470 The company and subsidiary company were received other income from other related party at the contractually agreed prices.

Vehicle business

Common shareholders

1,200

863

Insurance businesses

Common shareholders

25,271

33,595

Life insurance businesses Common shareholders

191

Port Business

Common shareholders

1,819

1,654

Investment

Common shareholders

Sale of packaging and glass containers

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

3,846

930

Real estate 25. TCC Hotel Asset Management Company Limited Investment 26. TCC Assets (Thailand) Company Limited 27. Tawanna Bangplee Company Retail Limited (Formerly TCC Logistics and Warehouse Company Limited)

Common shareholders

269,269

Common shareholders

3,593

28. Taveephol Agriculture Company Limited 29. The QSR of Asia Company Limited 30. World Book and Media Company Limited

Common shareholders

536

358

Sale of foods & beverages Common shareholders

59,698

2,025

525,842

389,521

Agriculture businesses

Book center and rental space provider

Common shareholders Total

Page 37 of 118

Berli Jucker Public Company Limited | 167

2. Expenditures 2.1 Purchase of goods and receiving of services

Related Company

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Subsidiaries 1. Berli Jucker Cellox Limited

Manufacture of sanitary paper products

2. Berli Jucker Foods Limited 3.

4. 5.

6. 7.

Manufacture of snack foods Berli Jucker Logistics Limited Customs clearing, warehousing, transportation and distribution services Berli Jucker Specialties Sale of chemicals Limited Thai Dairy Company Limited Manufacture and distribute fresh yogurt and milk product BJC Specialties Company Non-alcohol beverage Limited shop BJC Healthcare Company Distribution of Limited pharmaceutical products, medical equipment and supplies Montana Marketing Company Distribution of Limited pharmaceutical products and medical supplies

9. Cosma Medical Company Limited

10. Montana Company Limited

Distribution of pharmaceutical products, medical equipment and supplies Distribution of pharmaceutical products, medical equipment and supplies

Direct subsidiary Holds 94.84% of shares

2,598,680

2,641,143 The company were purchased 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

2,675,096

2,197,905

12,101

14,236

Direct subsidiary Holds 99.15% of shares Indirect subsidiary Holds 100.00% of shares

38,680

102,301

144,939

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

17,531

61,068

13,712

7,047

Indirect subsidiary Holds 100.00% of shares

9,433

10,063

Direct subsidiary Holds 100.00% of shares

6,984

13,583

Page 38 of 118

168 | Financial Report 2018

Related Company Subsidiaries 11. 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

Indirect subsidiary 12. Thai-Scandic Steel Company Manufacture of Limited galvanized steel structures Holds 100.00% of shares Total Associates 1. Gaew Grung Thai Company Limited Conso Input

Trading cullets,glass bottle,plastics and used supplies

2. Tawanna Bangplee Company Retail Limited (Formerly TCC Logistics and Warehouse Company Limited)

Associate, subsidiary holds 25% of shares

Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul and common shareholders

Total

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 1,122,215

Business transaction

1,071,569 The company were purchased of goods and receiving service from subsidiary with market price net of mark up margin. 3,795

6,558,053

6,204,040

1,413,108

1,010,517 The company and subsidiary were purchased of goods and receiving service from associates with market price net of mark up margin.

1,413,108

34,605

1,045,122

Joint Ventures 1. Malaya Glass Products Sdn Bhd

Manufacture of glass containers

2. Malaya-Vietnam Glass Limited Manufacture of glass containers BJC & CF (Thailand) Manufacture and 3. Company Limited distribution of pharmaceutical products 4. Berli Asiatic Soda Company Importer and distributor of Limited soda ash

Subsidiary of joint venture Holds 50.00% of shares

827

Subsidiary of joint venture Holds 35.00% of shares Joint venture Holds 51.00% of shares

305

19,497

15,429

698,441

703,206

Joint venture Holds 50.00% of shares

3,980 The company and subsidiary were purchased of goods and receiving service from joint venture with market price net of mark up margin.

Page 39 of 118

Berli Jucker Public Company Limited | 169

Related Company Joint Ventures 5. Berli Dynaplast Company Limited

Type of Business

Manufacture of rigid plastic containers

Ownership Interest Relationship with the Company Joint venture Holds 49.00% of shares

Total

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 21,233

739,998

Business transaction

19,258 The company and subsidiary were purchased of goods and receiving service from joint venture with market price net of mark up margin.

742,178

Other related parties 1. Asset World Retail Company Shopping center Limited management

Common shareholders

2. ASM Management Company Asset management Limited provider

Co-director - Mr. Sithichai Chaikriangkrai 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 Industry Company Limited 5. Cosmos Brewery (Thailand) Company Limited

Manufacture and sale of paper Spirits distiller

Common shareholders

15,999

8,405

Common shareholders

251

6. Cristalla Company Limited

Sugar cane planting

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

468

7. ESPN International Company Real estate Limited

Common shareholders

8,141

468

2,581 The company and subsidiary were purchased of goods and receiving service from other related parties with market price net of mark up margin.

Page 40 of 118

170 | Financial Report 2018

Related Company

Type of Business

Ownership Interest Relationship with the Company

Other related parties 8. F & B International Company Sale foods and beverages Common shareholders Limited at Queen Sirikit convention center

9. Fuengfuanant Company Limited

Spirits distiller

10. F&N Dairies (Thailand) Company Limited

Manufacture and sale of dairy products and fruit juice Manufacture and distribution of ice cream Manufacture and distribute foods & beverages Distribution of home library reference books Project consultant and project management Real estate

Fot the year ended 31 Dec 2018 31 Dec 2017 612

Business transaction

- The company and subsidiary were purchased of goods and receiving service from other related parties with market price net of mark up margin.

430,905

414,300

Common shareholders

14,105

8,320

Common shareholders

230

Common shareholders

3,308

1,657

Distribution channel 16. Horeca Management Company Limited management 17. InterBev (Singapore) Limited Marketing, trading of alcoholic beverage

Common shareholders

344

321

14,310

36,701

18. Kalae Night Bazaar Company Rental space provider Limited and Utilities Real estate 19. One Bangkok Company Limited (Formerly Kasemsubvadhana Company Limited)

Common shareholders

941

924

Common shareholders

11. F&N United Company Limited 12. Food of Asia Company Limited

13. Far East Publications Limited 14. Golden Wealth Company Limited 15. Greenland 1 Company Limited

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders Common shareholders

Value (In thousand Baht)

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Page 41 of 118

Berli Jucker Public Company Limited | 171

Related Company Other related parties 20. Luckchai Liquor Trading Company Limited

Type of Business

Spirits distributor

Ownership Interest Relationship with the Company Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 1

Business transaction

- The company and subsidiary were purchased of goods and receiving service from other related parties with market price net of mark up margin.

21. Media Front Company Limited Real estate

Common shareholders

22. MS & KC Development Company Limited 23. MM Mega Market (Vietnam) Company Limited 24. N.C.C. Management & Development Company Limited 25. Nateechai Company Limited

Real estate

Common shareholders

333

Wholesale

Common shareholders

14,695

Space rental for exhibition Common shareholders businesses

Spirits distiller

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

26. 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

110

Common shareholders Co-director - Mr. Thapana Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

48 28,492

54,925

" "

27. Num Yuk Company Limited Spirits distributor 28. Oishi Group Public Company Japanese restaurant Limited businesses

Page 42 of 118

172 | Financial Report 2018

Related Company Other related parties 29. Oishi Trading Company Limited

Type of Business

Ownership Interest Relationship with the Company

Sale and produce instant Co-director Japanese foods - Mr. Sithichai Chaikriangkrai and common shareholders

Real estate 30. Office World 1 Company Limited 31. Oishi Food Services Company Support business Limited expansion

Common shareholders

32. Paksong Capital Company Limited

Investment

33. Pisetkij Company Limited

Trading cullet, glass bottle Common shareholders

34. Modern Trade Management Company Limited

Spirits distiller

35. Pomtip (2012) Company Limited 36. Paksong Highland Company Limited 37. Red Bull Distillery (1988) Company Limited

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 2,953

Business transaction

- The company and subsidiary were purchased of goods and receiving service from other related parties with market price net of mark up margin.

1,831

2,006

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

21,485

Co-director - Mr. Aswin Techajareonvikul and common shareholders

276

241,115

Common shareholders

3,018,660

2,386,175

Sale of beer and beverages Coffee businesses

Common shareholders

218

Common shareholders

174

Distributor and spirits distiller

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

Shopping center 38. Retail World 6 Company Limited 39. Sang Som Company Limited Spirits distiller

Common shareholders

363

354

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

422

Page 43 of 118

Berli Jucker Public Company Limited | 173

Related Company Other related parties 40. Serm Suk Public Company Limited

41. Service Alliance Company Limited 42. Southeast Capital Company Limited 43. Southeast Insurance Pubic Company Limited 44. Southeast Life Insurance Public Company Limited 45. SPM Food & Beverage Company Limited

Type of Business

Ownership Interest Relationship with the Company

Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Manufacture and sale of beverage

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

236

Parking space management Vehicle business

Common shareholders

974

Common shareholders

8,683

9,181

Insurance businesses

Common shareholders

68,300

49,701

Life insurance businesses Common shareholders

1,196

968

244 12

" "

Manufacture and sale Common shareholders liquor beer, soda and all beverage Common shareholders 46. Surasate Company Limited Real estate Co-director 47. Serm Suk Beverage Company Manufacture and Limited distribution of beverages - Mr. Sithichai Chaikriangkrai and common shareholders 48. Sathorn Subsin Company Limited 49. T.C.C. Hotel Collection Company Limited 50. Tawanna Night Bazaar Company Limited 51. TCC Luxury Hotels and Resort Company Limited 52. TCCCL North Park Company Limited 53. Thai Alcohol Public Company Limited 54. Thai Beverage Energy Company Limited

Value (In thousand Baht)

639 The company and subsidiary were purchased of goods and receiving service from other related parties with market price net of mark up margin.

Real estate

Common shareholders

Hotel and restaurant

Common shareholders

236

Rental space provider

Common shareholders

166

1,207

Hotel and restaurant

Common shareholders

Real estate

Common shareholders

Alcohol Manufacture

Common shareholders

565

Production and sale of fertilizer and biogas

Common shareholders

Page 44 of 118

174 | Financial Report 2018

Related Company

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Other related parties 55. Thai Beverage Public Company Limited

Investment

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

56. Thai Beverage Recycle Company Limited

Sale of packaging and glass containers

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

355,957

131,427

429

435

172,379

95,297

909

57. Thai Drink Company Limited

Manufacture and Common shareholders distributor of liquor, beer and soda drinks Co-director 58. Thanapakdi Company Limited Spirits distiller - Khunying Wanna Sirivadhanabhakdi and common shareholders 59. Thip Sugar Kamphaengphet Manufacture, sale, export Common shareholders Company Limited sugar

252 The company and subsidiary were purchased of goods and receiving service from other related parties with market price net of mark up margin.

60. Thippattana Arcade Company Limited 61. TCC Engineering services Company Limited 62. TCC Hotel Asset Management Company Limited 63. TCC Assets (Thailand) Company Limited 64. TCC Phumipat Company Limited

Space rental services

Common shareholders

390

Consulting engineering Service Real estate

Common shareholders

2,000

Investment

Common shareholders

Investment

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

65. Taveephol Agriculture Company Limited

Agriculture businesses

Common shareholders

28,708

28,859

Page 45 of 118

Berli Jucker Public Company Limited | 175

Related Company

Type of Business

Other related parties 66. Thai Commercial Investment Property Fund Freehold and Leasehold Fund

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Common shareholders

Real estate business development of warehouse for rent/sale 68. T.C.C. Technology Company Rendering services of Limited information technology 69. United Winery and Distillery Spirits distiller Company Limited

Common shareholders

5,315

3,310

Common shareholders

7,542

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

2,145

70. World Book and Media Company Limited 71. Wrangyer Beverage (2008) Company Limited

Common shareholders

422

67. TICON Logistics Park Company Limited

Book center and rental space provider Manufacture and sale of nourishment beverages

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders Total

4,610

4,239,874

2,589 The company and subsidiary were purchased of goods and receiving service from other related parties with market price net of mark up margin.

3,483,889

2.2 Selling and administrative expenses Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Type of Business

Ownership Interest Relationship with the Company

1. Asia Books Company Limited Retailer of books and magazines

Indirect subsidiary Holds 100.00% of shares

1,601

2. Berli Jucker Cellox Limited

Direct subsidiary Holds 94.84% of shares Direct subsidiary Holds 100.00% of shares

2,600

3,121

11,124

7,345

Related Company

Business transaction

Subsidiaries

3. Berli Jucker Foods Limited

Manufacture of sanitary paper products Manufacture of snack foods

826 The subsidiary company charged selling and administrative expenses at contractually agreed prices

Page 46 of 118

176 | Financial Report 2018

Related Company

Type of Business

Subsidiaries 4. Berli Jucker Logistics Limited Customs clearing, warehousing, transportation and distribution services

9. 10.

11.

12. 13.

14.

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Direct subsidiary Holds 100.00% of shares

243,588

Direct subsidiary Holds 99.15% of shares Manufacture and Indirect subsidiary distribute fresh yogurt and Holds 100.00% of shares milk product BJC Specialties Company Non-alcohol beverage Direct subsidiary Limited shop Holds 100.00% of shares BJC Healthcare Company Distribution of Direct subsidiary Limited pharmaceutical products, Holds 100.00% of shares medical equipment and supplies BJH Investment Company Investment Direct subsidiary Limited Holds 100.00% of shares BJH Medical Company Distribution of Indirect subsidiary Limited pharmaceutical products, Holds 100.00% of shares medical equipment and supplies BJC Industrial and Trading Sale of imaging product, Direct subsidiary Company Limited stationery and Holds 100.00% of shares construction supplies BJC Cellox (Vietnam) Agent Indirect subsidiary Company Limited Holds 100.00% of shares BJC International (Mayanmar) Consultant service in Indirect subsidiary Company Limited product analysis and Holds 100.00% of shares collect data BJC Logistics and Warehouse Investment Direct subsidiary Company Limited Holds 100.00% of shares

(5)

2,120

1,000

268

154

229

467

(28)

(12)

5. Berli Jucker Specialties Limited 6. Thai Dairy Company Limited

Ownership Interest Relationship with the Company

Sale of chemicals

Indirect subsidiary 15. Montana Marketing Company Distribution of Limited pharmaceutical products Holds 100.00% of shares and medical supplies

263,589 The subsidiary company charged selling and administrative expenses at contractually agreed prices

Page 47 of 118

Berli Jucker Public Company Limited | 177

Related Company Subsidiaries 16. Cosma Trading Company Limited

Type of Business

Ownership Interest Relationship with the Company

Distribution of Subsidiary of indirect pharmaceutical products, subsidiary medical equipment and Holds 100.00% of shares supplies

17. BJC Foods (Malaysia) Sdn Bhd 18. Montana Company Limited

Manufacture of snack foods Distribution of pharmaceutical products, medical equipment and supplies Manufacture of soap, 19. Rubia Industries Limited cosmetics and confectionery 20. T.C.C. Technology Company Rendering services of Limited information technology Agent 21. Thai Corp International (Vietnam) Company Limited

Indirect subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

Direct subsidiary Holds 99.85% of shares

Direct subsidiary Holds 51.00% of shares Subsidiary of indirect subsidiary Holds 75.00% of shares Direct subsidiary 22. Thai Glass Industries Public Manufacture of glass Company Limited containers Holds 98.63% of shares Seminar and training Direct subsidiary 23. Thai Glass Technology Company Limited center Holds 100.00% of shares Indirect subsidiary 24. Thai-Scandic Steel Company Manufacture of Limited galvanized steel structures Holds 100.00% of shares 25. BIGC Supercenter Public Company Limited

Retail

Associates 1. Tawanna Bangplee Company Retail Limited (Formerly TCC Logistics and Warehouse Company Limited)

Subsidiary of indirect subsidiary Holds 99.96% of shares Total

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

- The subsidiary company charged selling and administrative expenses at contractually agreed prices

6,699

10,702

38,743

107

2,002

2,911

20,603

349,269

324,767

640,360

653,916

185

Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul and common shareholders

1,722 Associates company charged selling and administrative expenses at contractually agreed prices

Total

1,722

Page 48 of 118

178 | Financial Report 2018

Related Company Joint Ventures 1. Malaya Glass Products Sdn Bhd

2. BJC & CF (Thailand) Company Limited

Type of Business

Manufacture of glass containers

Ownership Interest Relationship with the Company Subsidiary of joint venture Holds 50.00% of shares

Manufacture and Joint venture distribution of Holds 51.00% of shares pharmaceutical products Total

Other related parties 1. Asset World Retail Company Shopping center Limited management

2. Bang Pa-In Paper Mill Industry Company Limited 3. Cosmos Brewery (Thailand) Company Limited

Manufacture and sale of paper Spirits distiller

Fot the year ended 31 Dec 2018 31 Dec 2017 (37)

Business transaction

251

9 Joint ventures charged selling and administrative expenses at contractually agreed prices 140 "

214

149

Common shareholders

617

Common shareholders

- The other related company charged selling and administrative expenses at contractually agreed prices 375

322

3,112

1,311

113

119

Common shareholders

4. CAC Company Limited

Financial and investment Common shareholders advisory 5. DhosPaak Company Limited Advertisement and public Common shareholders relations Common shareholders 6. ESPN International Company Real estate Limited Common shareholders 7. Ever Best Enterprise Limited Investment 8. F & B International Company Sale foods and beverages Limited at Queen Sirikit convention center Manufacture and sale of 9. F&N Dairies (Thailand) Company Limited dairy products and fruit juice 10. F&N United Company Limited Manufacture and distribution of ice cream 11. Food of Asia Company Limited Manufacture and distribute foods & beverages

Value (In thousand Baht)

Page 49 of 118

Berli Jucker Public Company Limited | 179

Related Company Other related parties 12. Golden Wealth Company Limited

Type of Business

Project consultant and project management

Ownership Interest Relationship with the Company Common shareholders

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

9 The other related company charged selling and administrative expenses at contractually agreed prices

13. Grand Unity Development Company Limited

Condominiums and Common shareholders consultant in commercial management

14. Golden Land Property Development Public Company Limited

Real estate

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

15. Golden Ventures Leasehold Real Estate Investment Trust

Real Estate Investment Trust

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

192

230

16. Horeca Management Company Limited 17. Kalae Night Bazaar Company Limited 18. Kasem subsiri 1 Company Limited 19. Tor Yod Market AEC Company Limited 20. One Bangkok Company Limited (Formerly Kasemsubvadhana Company Limited) 21. Media Front Company Limited

Distribution channel management Rental space provider and Utilities Hotel

Common shareholders

1,212

1,528

Common shareholders

8,515

8,579

Common shareholders

Investment

Common shareholders

142

Real estate

Common shareholders

Real estate

Common shareholders

200

22. Me Linh Point Limited 23. MM Mega Market (Vietnam) Company Limited 24. N.C.C. Management & Development Company Limited

Real estate Wholesale

Common shareholders Common shareholders

2,156 1,132

Space rental for exhibition Common shareholders businesses

538

254 1,354 -

" " "

Page 50 of 118

180 | Financial Report 2018

Related Company Other related parties 25. 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) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

364

270 The other related company charged selling and administrative expenses at contractually agreed prices

Common shareholders Co-director - Mr. Thapana Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

7 198

222

" "

28. Oishi Trading Company Limited

Sale and produce instant Co-director Japanese foods - Mr. Sithichai Chaikriangkrai and common shareholders

29. Oishi Ramen Company Limited

Sale of foods & beverages Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

970

Common shareholders

60,445

39,635

Common shareholders

199,308

189,139

26. Num Yuk Company Limited Spirits distributor 27. Oishi Group Public Company Japanese restaurant Limited businesses

30. Oishi Food Services Company Support business Limited expansion

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Sale of beer and 31. Pomtip (2012) Company Limited beverages 32. Sang Som Company Limited Spirits distiller

Common shareholders

33. Service Alliance Company Limited 34. Southeast Capital Company Limited 35. Southeast Insurance Pubic Company Limited

Parking space management Vehicle business Insurance businesses

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders Common shareholders

Page 51 of 118

Berli Jucker Public Company Limited | 181

Related Company Other related parties 36. Southeast Life Insurance Public Company Limited

Type of Business

Ownership Interest Relationship with the Company

Life insurance businesses Common shareholders

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 28,249

Business transaction

10,273 The other related company charged selling and administrative expenses at contractually agreed prices

37. Suvannaphum Investment Company Limited 38. T.C.C. Commercial Property Management Company Limited 39. TCC Corporation Company Limited

Investment

Common shareholders

348

2,434

Property management and sale of foods & beverages Holding company

Common shareholders

5,741

31,693

(1,918)

40. T.C.C. Hotel Collection Company Limited 41. TCC Hotel Management Company Limited 42. TCC Luxury Hotels and Resort Company Limited 43. Thai Beverage Logistics Company Limited 44. Thai Beverage Public Company Limited

Hotel and restaurant

Common shareholders

1,633

416

Real estate

Common shareholders

Hotel and restaurant

Common shareholders

202

Logistic

Common shareholders

Investment

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

345

Major shareholders and co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul

Page 52 of 118

182 | Financial Report 2018

Related Company Other related parties 45. Thai Beverage Recycle Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Sale of packaging and glass containers

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

46. Thippattana Arcade Company Limited 47. TCC Hotel Asset Management Company Limited 48. TCC Assets (Thailand) Company Limited 49. Tawanna Bangplee Company Limited (Formerly TCC Logistics and Warehouse Company Limited)

Space rental services

Common shareholders

540

346

Real estate

Common shareholders

211

917

Investment

Common shareholders

630

Retail

Common shareholders

50. Wattanasiri Communication Company Limited (Formerly TCCCL Ladphao Company Limited) 51. T.C.C. Technology Company Limited 52. United Winery and Distillery Company Limited

Project consultant and project management

Common shareholders

12,539

7,399

Rendering services of information technology Spirits distiller

Common shareholders

59,662

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

53. The Street Retail Development Company Limited 54. Wiengsiri Company Limited

Real estate

Common shareholders

Hotels, Resort & Golf course Book center and rental space provider Manufacture and sale of nourishment beverages

Common shareholders

135

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

415,391

296,499

55. World Book and Media Company Limited 56. Wrangyer Beverage (2008) Company Limited

Total

27,274

Business transaction

- The other related company charged selling and administrative expenses at contractually agreed prices

Page 53 of 118

Berli Jucker Public Company Limited | 183

2.3 Interest expenses

Related Company Subsidiaries 1. Berli Jucker Cellox Limited

Type of Business

Manufacture of sanitary paper products

2. Berli Jucker Logistics Limited Customs clearing, warehousing, transportation and distribution services Sale of chemicals 3. Berli Jucker Specialties Limited Non-alcohol beverage 4. BJC Specialties Company Limited shop Distribution of 5. BJC Healthcare Company Limited pharmaceutical products, medical equipment and supplies Investment 6. BJH Investment Company Limited 7. BJC Industrial and Trading Sale of imaging product, Company Limited stationery and construction supplies BJC Logistics and Warehouse Investment 8. Company Limited 9. BJC Packaging Company Limited 10. Montana Company Limited

11. Rubia Industries Limited

12. Thai Glass Industries Public Company Limited

Ownership Interest Relationship with the Company Direct subsidiary Holds 94.84% of shares

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 9,083

Business transaction

3,465 The subsidiary company lent to the company and charged interest at the borrowing cost and market rate.

Direct subsidiary Holds 100.00% of shares

(5)

Direct subsidiary Holds 99.15% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

1,247

378

669

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

4,885

2,049

Direct subsidiary Holds 100.00% of shares

573

7,184

Direct subsidiary Holds 100.00% of shares Distribution of Direct subsidiary pharmaceutical products, Holds 100.00% of shares medical equipment and supplies Manufacture of soap, Direct subsidiary cosmetics and Holds 99.85% of shares confectionery Manufacture of glass Direct subsidiary containers Holds 98.63% of shares

2,256

569

727

1,531

150

1,815

Investment

Page 54 of 118

184 | Financial Report 2018

Related Company Subsidiaries 13. Thai Glass Technology Company Limited

Type of Business

Seminar and training center

Ownership Interest Relationship with the Company Direct subsidiary Holds 100.00% of shares

Indirect subsidiary 14. Thai-Scandic Steel Company Manufacture of Limited galvanized steel structures Holds 100.00% of shares Total Joint Ventures 1. BJC Marine Resources Development Company Limited

Operated in lease prawn Joint venture ponds and euipment Holds 50.00% of shares

Total

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 138

664 The subsidiary company lent to the company and charged interest at the borrowing cost and market rate.

21,562

16,054

112

Business transaction

112 Joint ventures lent to the company and charged interest at the borrowing cost and market rate. 112

2.4 Purchases of Buildings

Related Company

Type of Business

Other related parties 1. Tawanna Bangplee Company Retail Limited (Formerly TCC Logistics and Warehouse Company Limited)

Ownership Interest Relationship with the Company Common shareholders

Total

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

355,000

- The subsidiary company purchased building from other related parties

355,000

3 Trade Receivables

Related Company

Type of Business

Subsidiaries 1. Asia Books Company Limited Retailer of books and magazines Manufacture of sanitary 2. Berli Jucker Cellox Limited paper products

Ownership Interest Relationship with the Company Indirect subsidiary Holds 100.00% of shares Direct subsidiary Holds 94.84% of shares

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 106 3,302

Business transaction

545 Trade Receivable for sale transaction in 1.1 46 "

Page 55 of 118

Berli Jucker Public Company Limited | 185

Related Company

Type of Business

Subsidiaries 3. Berli Jucker Foods Limited

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Manufacture of snack foods 4. Berli Jucker Logistics Limited Customs clearing, warehousing, transportation and distribution services 5. Thai Dairy Company Limited Manufacture and distribute fresh yogurt and milk product Non-alcohol beverage 6. BJC Specialties Company Limited shop Distribution of 7. BJC Healthcare Company Limited pharmaceutical products, medical equipment and supplies Distribution of 8. BJH Medical Company Limited pharmaceutical products, medical equipment and supplies Agent 9. BJC Cellox (Vietnam) Company Limited 10. Montana Marketing Company Distribution of Limited pharmaceutical products and medical supplies

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

3,081

Indirect subsidiary Holds 100.00% of shares

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

35,186

114,039

7,396

50,174

Indirect subsidiary Holds 100.00% of shares

23,894

50,708

Indirect subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

31,117

52,045

11. Cosma Medical Company Limited

Indirect subsidiary Holds 100.00% of shares

1,081

6,383

Subsidiary of indirect subsidiary Holds 100.00% of shares

13,230

32,744

Direct subsidiary Holds 100.00% of shares

307

327

Subsidiary of indirect subsidiary Holds 64.55% of shares

2,090

12. Cosma Trading Company Limited

13. Montana Company Limited

14. Phu Thai Group Joint Stock Company

Distribution of pharmaceutical products, medical equipment and supplies Distribution of pharmaceutical products, medical equipment and supplies Distribution of pharmaceutical products, medical equipment and supplies Sale of consumer products

1,967

65 Trade Receivable for sale transaction in 1.1 609 "

Page 56 of 118

186 | Financial Report 2018

Related Company Subsidiaries 15. Rubia Industries Limited

16. Thai Beverage Can Limited 17.

18. 19. 20.

Type of Business

Manufacture of soap, cosmetics and confectionery Manufacture of aluminum cans Agent

Ownership Interest Relationship with the Company Direct subsidiary Holds 99.85% of shares

Direct subsidiary Holds 50.00% of shares Thai Corp International Subsidiary of indirect (Vietnam) Company Limited subsidiary Holds 75.00% of shares Thai Glass Industries Public Manufacture of glass Direct subsidiary Company Limited containers Holds 98.63% of shares Thai Malaya Glass Company Manufacture of glass Indirect subsidiary Limited containers Holds 100.00% of shares Thai-Scandic Steel Company Manufacture of Indirect subsidiary Limited galvanized steel structures Holds 100.00% of shares

21. BJC International Holding Pte. Investment Ltd 22. Samphankij Company Limited Investment

23. BIGC Supercenter Public Company Limited 24. BJC Brand Limited

Direct subsidiary Holds 100.00% of shares Subsidiary of indirect subsidiary Holds 100.00% of shares Retail Subsidiary of indirect subsidiary Holds 99.96% of shares Consultant service in Direct subsidiary management of trademark Holds 100.00% of shares Total

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 2,171

Business transaction

175 Trade Receivable for sale transaction in 1.1

721

257

249

2,325

128

1,419

2,292

476

260

332,477

240,215

334

463,057

551,080

Joint Ventures 1. Malaya Glass Products Sdn Manufacture of glass Bhd containers 2. Malaya-Vietnam Glass Limited Manufacture of glass containers Manufacture of rigid 3. Berli Dynaplast Company Limited plastic containers Other related parties 1. 28 Commercial Company Limited 2. Anantasiri Pattana Company Limited

Subsidiary of joint venture Holds 50.00% of shares Subsidiary of joint venture Holds 35.00% of shares Joint venture Holds 49.00% of shares Total

229,320 293

531 Trade Receivable for sale transaction in 1.1 484 "

331

229,648

1,346

Investment

Common shareholders

Property management

Common shareholders

- Trade Receivable for sale transaction in 1.1 94 "

Page 57 of 118

Berli Jucker Public Company Limited | 187

Related Company Other related parties 3. Asiatic House Company Limited 4. Athimart Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Real estate

Common shareholders

Spirits distiller

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

- Trade Receivable for sale transaction in 1.1 27 "

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. Asset World Advisory Company Limited 11. ASM Management Company Limited

Hotel and restaurant

Common shareholders

Laundry Service

Common shareholders

Shopping center management Real estate

Common shareholders

1,088

850

Common shareholders

Investment

Common shareholders

Shopping center management Asset management provider

Common shareholders

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

12. Asset World Corp Company Limited

Investment

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

387

13. Baanboung Vetchakij Company Limited

Clinical businesses

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

2,665

1,395

14. Bangna Glass Company Limited

Glass bottle manufacturer Common shareholders & distributor

Page 58 of 118

188 | Financial Report 2018

Related Company Other related parties 15. Beer Thai (1991) Public Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Spirits distiller

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

47,920

38,556 Trade Receivable for sale transaction in 1.1

16. Beerthip Brewery (1991) Company Limited

Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

38,473

15,097

17. Charoenwannakij Company Limited 18. Cosmos Brewery (Thailand) Company Limited

Investment

Common shareholders

Spirits distiller

Common shareholders

9,459

12,199

19. Cristalla Company Limited

Sugar cane planting

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

20. Cha-Am Resort Town Company Limited 21. CAC Company Limited

Real estate

Common shareholders

171

Common shareholders

22. 23. 24. 25. 26.

Financial and investment advisory Chang International Company Advertisement and public Limited relations service Cash van management Transportation and Company Limited distribution services Concept Land 7 Company Real estate Limited Concept Land 9 Company Hotel Limited Concept Land 10 Company Hotel Limited

Page 59 of 118

Berli Jucker Public Company Limited | 189

Related Company

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Other related parties 27. CW Tower Company Limited Property management

Common shareholders

369

28. Dhanasindhi Company Limited Buildings construction

Common shareholders

6,748

29. DhosPaak Company Limited 30.

31.

32.

33. 34.

35.

36. 37.

Advertisement and public Common shareholders relations F & B International Company Sale foods and beverages Common shareholders Limited at Queen Sirikit convention center Fuengfuanant Company Spirits distiller Co-director Limited - Khunying Wanna Sirivadhanabhakdi and common shareholders F&N Dairies (Thailand) Manufacture and sale of Common shareholders Company Limited dairy products and fruit juice F&N United Company Limited Manufacture and Common shareholders distribution of ice cream F&N Beverages Manufacture and Common shareholders Manufacturing Sdn Bhd distribute foods & beverages Food of Asia Company Limited Manufacture and Common shareholders distribute foods & beverages Golden Wealth Company Project consultant and Common shareholders Limited project management Grand Unity Development Condominiums and Common shareholders Company Limited consultant in commercial management

Business transaction

293 Trade Receivable for sale transaction in 1.1 12,557 "

106

16,545

2,239

12,244

10,014

25,419

27,697

38. Golden Land Property Development Public Company Limited

Real estate

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

596

39. Golden Ventures Leasehold Real Estate Investment Trust

Real Estate Investment Trust

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

165

40. Hotel World 8 Company Limited

Hotel

Common shareholders

Page 60 of 118

190 | Financial Report 2018

Related Company Other related parties 41. Hotel World 7 Company Limited 42. Hotel World 4 Company Limited 43. Hotel World 5 Company Limited 44. Hotel World 9 Company Limited 45. Hotel World 12 Company Limited 46. Horeca Management Company Limited 47. Hotel World 10 Company Limited 48. Asset World Wex Company Limited 49. Imperial Nakhon Ratchasima Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Hotel

Common shareholders

Hotel

Common shareholders

134

Hotel

Common shareholders

Hotel

Common shareholders

110

Hotel

Common shareholders

Distribution channel management Hotel

Common shareholders

Garment & laundry business Hotel

Common shareholders

126

Common shareholders

355

50. Kalae Night Bazaar Company Rental space provider Limited and Utilities 51. Kanchanasingkorn Company Spirits distiller Limited

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

51 Trade Receivable for sale transaction in 1.1 42 "

52. Kankwan Company Limited

Spirits distiller

53. Kaset thip (2010) Company Limited 54. Kasem subsiri 1 Company Limited 55. Tor Yod Market AEC Company Limited 56. One Bangkok Company Limited (Formerly Kasemsubvadhana Company Limited)

Agricultural material provider Hotel

Common shareholders

203

Investment

Common shareholders

389

Real estate

Common shareholders

386

Page 61 of 118

Berli Jucker Public Company Limited | 191

Related Company

Type of Business

Other related parties Real estate 57. Lan Chang Development Company Limited 58. Asset World Company Limited Food center and Intellectual Property (IP) services Spirits distributor 59. Luckchai Liquor Trading Company Limited

60. LRK Development Company Limited 61. Mongkolsamai Company Limited

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Common shareholders

18 Trade Receivable for sale transaction in 1.1 287 "

Common shareholders

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

Property development

Common shareholders

Spirits distiller

62. Muangkao Company Limited Real estate

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders Common shareholders

63. Media Front Company Limited Real estate

Common shareholders

121

64. Asset World Hotel Company Limited 65. MS & KC Development Company Limited 66. MM Mega Market (Vietnam) Company Limited 67. N.C.C. Management & Development Company Limited 68. Nateechai Company Limited

Hotel

Common shareholders

Real estate

Common shareholders

Wholesale

Common shareholders

20,618

31,476

Space rental for exhibition Common shareholders businesses

188

104

Spirits distiller

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

Page 62 of 118

192 | Financial Report 2018

Related Company Other related parties 69. North Park Golf And Sport Club Company Limited

Type of Business

Golf and sport club service

Ownership Interest Relationship with the Company Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

Spirits distributor Common shareholders 70. Num Thurakij Company Limited Common shareholders 71. Num Yuk Company Limited Spirits distributor Common shareholders 72. Numrungrod Company Limited Spirits distributor and alcohol consultant service

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 240

Business transaction

97 Trade Receivable for sale transaction in 1.1

11 -

21 444

" "

Co-director - Mr. Thapana Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

75. Oishi Trading Company Limited

Sale and produce instant Co-director Japanese foods - Mr. Sithichai Chaikriangkrai and common shareholders

842

2,627

76. Office World 1 Company Limited 77. Oknha Mong Port Company Limited 78. Oishi Food Services Company Limited

Real estate

Common shareholders

Port Business

Common shareholders

2,608

Support business expansion

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

265

79. Paksong Capital Company Limited

Investment

Co-director - Mr. Aswin Techajareonvikul and common shareholders

Hotel 73. New Multi Mine Company Limited 74. Oishi Group Public Company Japanese restaurant Limited businesses

Common shareholders

Page 63 of 118

Berli Jucker Public Company Limited | 193

Related Company

Type of Business

Other related parties 80. Pomkit Company Limited

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Sale of alcohol, soda and water 81. Pomklang Company Limited Sale of alcohol, soda and water 82. Pompalang Company Limited Sale of alcohol, soda and water 83. Pridiprapa Company Limited Hotel business

Common shareholders

84. Pomtip (2012) Company Limited 85. Pramuanphon Company Limited 86. Permsubsiri 2 Company Limited 87. Paksong Highland Company Limited 88. Red Bull Distillery (1988) Company Limited

Sale of beer and beverages Distributor and spirits distiller Shopping center

89. Ratchayothin Tower Company Limited 90. Retail World 6 Company Limited 91. Riverside Homes Development Company Limited 92. S&S Sukhumvit Company Limited 93. S.S. Karnsura Company Limited

Business transaction

70 Trade Receivable for sale transaction in 1.1 " 1,336

Common shareholders

Coffee businesses

Common shareholders

Distributor and spirits distiller

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

281

Real estate

Common shareholders

139

Shopping center

Common shareholders

Real estate

Common shareholders

Real estate

Common shareholders

Spirits distiller

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

1,433

411

487

94. Sang Som Company Limited Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

Page 64 of 118

194 | Financial Report 2018

Related Company Other related parties 95. Serm Suk Public Company Limited

Type of Business

Manufacture and sale of beverage

Ownership Interest Relationship with the Company Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Parking space 96. Service Alliance Company Limited management 97. Simathurakij Company Limited Distributor and spirits distiller

Common shareholders

98. Siriwana Company Limited

Investment

99. Southeast Capital Company Limited 100. Southeast Insurance Pubic Company Limited 101. SPM Food & Beverage Company Limited 102. Sura Bangyikhan Company Limited

103. Sura Piset Thipharat Company Limited 104. Surasate Company Limited 105. Sathorn Subsin Company Limited 106. SMJC Development Company Limited

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 36,466

Business transaction

35,138 Trade Receivable for sale transaction in 1.1

387

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

Vehicle business

Common shareholders

249

Insurance businesses

Common shareholders

895

1,355

Manufacture and sale liquor beer, soda and all beverage Spirits distiller

Common shareholders

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Spirits distributor

Common shareholders

Real estate Real estate

Common shareholders Common shareholders

1,419 -

29 10

" "

Restaurant

Common shareholders

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

Page 65 of 118

Berli Jucker Public Company Limited | 195

Related Company Other related parties 107. Wanna Charoen Sub Company Limited (Formerly Suansilp Pathana 10 Company Limited)

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Real estate

Common shareholders

(13)

11 Trade Receivable for sale transaction in 1.1

108. Siribhak Company Limited 109. Spice of Asia Company Limited 110. T.C.C. Commercial Property Management Company Limited 111. TCC Corporation Company Limited

Real estate Thai cuisine restaurants

Common shareholders Common shareholders

1 29

" "

Property management and sale of foods & beverages Holding company

Common shareholders

1,402

1,449

Major shareholders and co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul - Mrs. Thapanee Techajareonvikul

180

103

112. T.C.C. Hotel Collection Company Limited 113. Tawanna Night Bazaar Company Limited 114. TCC Hotel Management Company Limited 115. TCC Luxury Hotels and Resort Company Limited 116. Value Hotels Company Limited

Hotel and restaurant

Common shareholders

242

5,482

Rental space provider

Common shareholders

Real estate

Common shareholders

1,403

1,375

Hotel and restaurant

Common shareholders

Hotel and restaurant

Common shareholders

Real estate 117. TCCCL Asoke Company Limited 118. TCCCL Narathiwad Company Real estate Limited

Page 66 of 118

196 | Financial Report 2018

Related Company Other related parties 119. TCCCL North Park Company Limited 120. TCCCL Wireless Company Limited 121. TCCCL Sena Company Limited 122. Terragro Fertilizer Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Real estate

Common shareholders

Real estate

Common shareholders

5 Trade Receivable for sale transaction in 1.1 "

Real estate

Common shareholders

Manufacture and sale of chemical fertilizer

Co-director - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

318

1,171

123. Thai Alcohol Public Company Alcohol Manufacture Limited Logistic 124. Thai Beverage Logistics Company Limited Investment 125. Thai Beverage Public Company Limited

Common shareholders

172

Common shareholders

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

355

126. Thai Beverage Recycle Company Limited

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

1,391,814

1,173,129

127. Thai Drink Company Limited

Sale of packaging and glass containers

Manufacture and Common shareholders distributor of liquor, beer and soda drinks Thanapakdi Company Limited Spirits distiller Co-director 128. - Khunying Wanna Sirivadhanabhakdi and common shareholders Manufacture, sale and Common shareholders 129. The Suphanburi Sugar Industry Company Limited export sugar

Page 67 of 118

Berli Jucker Public Company Limited | 197

Related Company

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Other related parties 130. Theparunothai Company Limited

Spirits distiller

131. Thip Sugar Kamphaengphet Company Limited

Manufacture, sale, export Common shareholders sugar

2,072

(74)

132. Thip Sugar Sukhothai Company Limited 133. Thippattana Arcade Company Limited 134. TCC Verngnakornkhasem Company Limited 135. Thalaywan Company Limited

Manufacture, sale, export Common shareholders sugar Space rental services Common shareholders

906

560

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

39 Trade Receivable for sale transaction in 1.1

Real estate

Common shareholders

Real estate

Common shareholders

Real estate 136. TCC Hotel Asset Management Company Limited 137. Thai Retail Investment Fund Property Fund 138. Tawanna Bangplee Company Retail Limited (Formerly TCC Logistics and Warehouse Company Limited)

Common shareholders

1,193

906

Common shareholders Common shareholders

434 485

982 -

" "

139. TCC Phumipat Company Limited

Investment

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

140. TCC Nawamin Phumipat Company Limited 141. TCC Bang Sai Phumipat Company Limited 142. TCC Khao Yai Phumipat Company Limited 143. The Residence 12 Company Limited 144. TCC Phusornkaew Company Limited

Real estate

Common shareholders

Real estate

Common shareholders

Real estate

Common shareholders

Real estate

Common shareholders

Manufacture and sale of electricity

Common shareholders

Page 68 of 118

198 | Financial Report 2018

Related Company

Type of Business

Ownership Interest Relationship with the Company

Other related parties 145. TICON Industrial Connection Ready-built factories and Common shareholders Public Company Limited warehouses for rent

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 15

Business transaction

19 Trade Receivable for sale transaction in 1.1

146. Thai Commercial Investment Property Fund Freehold and Leasehold Fund

Common shareholders

226

147. TICON Logistics Park Company Limited

Common shareholders

130

454

148. TICON Management Company Limited 149. T.C.C. Technology Company Rendering services of Limited information technology 150. United Winery and Distillery Spirits distiller Company Limited

Common shareholders

3,030

983

151. Univentures Public Company Real estate Limited

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

152. Univentures Reit Management Reit in Real Estate Company Limited Investment Trust

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Real estate 153. The Street Retail Development Company Limited 154. Wattanapat Trading Company Real estate Limited 155. Wiengsiri Company Limited Hotels, Resort & Golf course Book center and rental 156. World Book and Media Company Limited space provider 157. Wrangyer Beverage (2008) Manufacture and sale of Company Limited nourishment beverages

Common shareholders

242

Common shareholders

124

417

1,866

1,633,221

1,389,752

Real estate business development of warehouse for rent/sale REIT manager

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders Total

Page 69 of 118

Berli Jucker Public Company Limited | 199

4 Trade Payables

Related Company

Type of Business

Subsidiaries 1. Asia Books Company Limited Retailer of books and magazines 2. Berli Jucker Cellox Limited 3. 4.

5. 6.

7. 8.

10.

11.

12.

Manufacture of sanitary paper products Berli Jucker Foods Limited Manufacture of snack foods Berli Jucker Logistics Limited Customs clearing, warehousing, transportation and distribution services Berli Jucker Specialties Sale of chemicals Limited Thai Dairy Company Limited Manufacture and distribute fresh yogurt and milk product BJC Specialties Company Non-alcohol beverage Limited shop BJC Healthcare Company Distribution of Limited pharmaceutical products, medical equipment and supplies BJH Medical Company Distribution of Limited pharmaceutical products, medical equipment and supplies BJC Industrial and Trading Sale of imaging product, Company Limited stationery and construction supplies Cosma Medical Company Distribution of Limited pharmaceutical products, medical equipment and supplies BJC Glass (Thailand) Investment Company Limited

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Indirect subsidiary Holds 100.00% of shares

Direct subsidiary Holds 94.84% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

470,527

477,498

345,997

247,145

4,746

11,137

Direct subsidiary Holds 99.15% of shares Indirect subsidiary Holds 100.00% of shares

(95)

4,319

7,546

675

49,224

1,446

2,716

Indirect subsidiary Holds 100.00% of shares

3,796

Direct subsidiary Holds 100.00% of shares

251

Indirect subsidiary Holds 100.00% of shares

1,096

9,267

Indirect subsidiary Holds 100.00% of shares

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

47 Trade Payable from purchase of goods and service in 2.1

Page 70 of 118

200 | Financial Report 2018

Related Company Subsidiaries 13. Montana Company Limited

14. Rubia Industries Limited

15. Thai Corp International (Vietnam) Company Limited

Type of Business

Distribution of pharmaceutical products, medical equipment and supplies Manufacture of soap, cosmetics and confectionery Agent

Ownership Interest Relationship with the Company Direct subsidiary Holds 100.00% of shares

Direct subsidiary Holds 99.85% of shares

Subsidiary of indirect subsidiary Holds 75.00% of shares Indirect subsidiary 16. Thai-Scandic Steel Company Manufacture of Limited galvanized steel structures Holds 100.00% of shares 17. BIGC Supercenter Public Company Limited

Associates 1. Gaew Grung Thai Company Limited Conso Input

Retail

Trading cullets,glass bottle,plastics and used supplies

Subsidiary of indirect subsidiary Holds 99.96% of shares Total Associate, subsidiary holds 25% of shares Total

Joint Ventures 1. Malaya Glass Products Sdn Bhd

Manufacture of glass containers

Subsidiary of joint venture Holds 50.00% of shares

2. BJC & CF (Thailand) Company Limited

Manufacture and Joint venture distribution of Holds 51.00% of shares pharmaceutical products

3. Berli Asiatic Soda Company Limited 4. Berli Dynaplast Company Limited

Importer and distributor of soda ash Manufacture of rigid plastic containers

Joint venture Holds 50.00% of shares Joint venture Holds 49.00% of shares Total

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 708

Business transaction

1,817 Trade Payable from purchase of goods and service in 2.1

187,513

205,288

22,098

2,389

240

1,039,271

1,018,074

26,545

127,799 Trade Payable from purchase of goods and service in 2.1

26,545

127,799

213

- Trade Payable from purchase of goods and service in 2.1

3,243

7,192

255,301

261,905

5,110

3,153

263,867

272,250

Page 71 of 118

Berli Jucker Public Company Limited | 201

Related Company Other related parties 1. Additive Food Company Limited

Type of Business

Ownership Interest Relationship with the Company

Sale of food and product Common shareholders for animal

2. Bang Pa-In Paper Mill Industry Company Limited 3. F&N Dairies (Thailand) Company Limited

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

5,050

4,242 Trade Payable from purchase of goods and service in 2.1

Manufacture and sale of paper Manufacture and sale of dairy products and fruit juice 4. F&N United Company Limited Manufacture and distribution of ice cream 5. InterBev (Singapore) Limited Marketing, trading of alcoholic beverage

Common shareholders

7,175

4,703

Common shareholders

92,161

78,802

Common shareholders

624

1,409

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

404

2,566

6. MM Mega Market (Vietnam) Wholesale Company Limited 7. Oishi Group Public Company Japanese restaurant Limited businesses

Common shareholders

2,079

167

12,285

Co-director - Mr. Thapana Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

8. Oishi Trading Company Limited

Sale and produce instant Co-director Japanese foods - Mr. Sithichai Chaikriangkrai and common shareholders

9. Oknha Mong Port Company Limited

Port Business

2,446

8,582

37,603

333,818

231,975

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Common shareholders 10. Oishi Food Services Company Support business Limited expansion Trading cullet, glass bottle Common shareholders 11. Pisetkij Company Limited 12. Modern Trade Management Company Limited

Spirits distiller

Common shareholders

Page 72 of 118

202 | Financial Report 2018

Related Company Other related parties 13. Serm Suk Public Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Manufacture and sale of beverage

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

291 Trade Payable from purchase of goods and service in 2.1

14. Southeast Capital Company Limited 15. Southeast Insurance Pubic Company Limited 16. Terragro Fertilizer Company Limited

Vehicle business

Common shareholders

171

Insurance businesses

Common shareholders

1,772

Manufacture and sale of chemical fertilizer

Co-director - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

12,940

9,555

17. Thai Beverage Public Company Limited

Investment

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

18. Thai Beverage Recycle Company Limited

Sale of packaging and glass containers

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

42,186

50,760

19. Thip Sugar Kamphaengphet Company Limited

Manufacture, sale, export Common shareholders sugar

6,063

9,523

20. Taveephol Agriculture Company Limited 21. TICON Logistics Park Company Limited

Agriculture businesses

Common shareholders

864

1,674

Real estate business development of warehouse for rent/sale 22. T.C.C. Technology Company Rendering services of Limited information technology Book center and rental 23. World Book and Media Company Limited space provider

Common shareholders

2,380

Common shareholders

312

Common shareholders

514,916

449,894

Total

Page 73 of 118

Berli Jucker Public Company Limited | 203

5 Short-term loans to related parties

Related Company Subsidiaries 1. Berli Jucker Foods Limited

Ownership Interest Relationship with the Company

Manufacture of snack foods

Direct subsidiary Holds 100.00% of shares

363,000

Direct subsidiary Holds 100.00% of shares

118,510

87,023

Direct subsidiary Holds 99.15% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

3,766

139,015

146,500

810,265

461,208

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

656,558

653,500

149,895

109,307

309,879

Indirect subsidiary Holds 100.00% of shares Distribution of Direct subsidiary pharmaceutical products, Holds 100.00% of shares medical equipment and supplies Manufacture of soap, Direct subsidiary cosmetics and Holds 99.85% of shares confectionery Investment Direct subsidiary Holds 100.00% of shares

365,000

217,291

124,092

8,000

464,570

471,400

2. Berli Jucker Logistics Limited Customs clearing, warehousing, transportation and distribution services Sale of chemicals 3. Berli Jucker Specialties Limited Non-alcohol beverage 4. BJC Specialties Company Limited shop Distribution of 5. BJC Healthcare Company Limited pharmaceutical products, medical equipment and supplies Investment 6. BJH Investment Company Limited 7. BJC International Company Agent Limited 8. BJC Logistics and Warehouse Investment Company Limited 9. BJC Glass (Thailand) Company Limited 10. Montana Company Limited

11. Rubia Industries Limited

12. BJC Consumer Company Limited

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Type of Business

Investment

Business transaction

551,000 The Company provided short term loan, pay at call, to subsidiary company. Interest rate defined from borrowing cost and market interest rate.

Page 74 of 118

204 | Financial Report 2018

Related Company Subsidiaries 13. Thai Glass Industries Public Company Limited

Type of Business

Manufacture of glass containers

Ownership Interest Relationship with the Company Direct subsidiary Holds 98.63% of shares

Indirect subsidiary 14. Thai-Scandic Steel Company Manufacture of Limited galvanized steel structures Holds 100.00% of shares

212,000

Business transaction

- The Company provided short term loan, pay at call, to subsidiary company. Interest rate defined from borrowing cost and market interest rate.

353,000

Indirect subsidiary Holds 100.00% of shares

140,292,828

3,764,110

Direct subsidiary Holds 100.00% of shares Subsidiary of indirect subsidiary Holds 99.96% of shares Subsidiary of indirect subsidiary Holds 99.96% of shares

60,325,904

4,025,000

20,000

Subsidiary of indirect subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

9,000

1,600

Consultant service in Direct subsidiary management of trademark Holds 100.00% of shares

3,745

143,926,156

71,468,810

E-Commerce 18. Big C Supercenter Huahin Company Limited (Formerly C Distribution (Thailand) Company Limited) Investment

20. BJC Power Company Limited Investment (Formerly BJC Development Company Limited) 21. BJC Brand Limited

Fot the year ended 31 Dec 2018 31 Dec 2017

178,000

Investment 15. Big C Retail Holding Company Limited (Formerly BJC Retail Holding Company Limited) Investment 16. Samphunsamer Company Limited Retail 17. BIGC Supercenter Public Company Limited

19. BJC Mega Market Company Limited

Value (In thousand Baht)

Total

Page 75 of 118

Berli Jucker Public Company Limited | 205

Type of Business

Related Company Joint Ventures 1. BIG C Services Limited

Support service for life insurance and non-life insurance

Ownership Interest Relationship with the Company Joint venture Holds 50.98% of shares

Total

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

15,300

- The Company provided short term loan, pay at call, to joint venture. Interest rate defined from borrowing cost and market interest rate.

15,300

6 Long-term loans to related parties

Related Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Type of Business

Ownership Interest Relationship with the Company

Manufacture of snack foods

Direct subsidiary Holds 100.00% of shares

261,000

Indirect subsidiary Holds 100.00% of shares

61,156,442

Subsidiary of indirect subsidiary Holds 99.96% of shares Total

6,000,000

261,000

67,417,442

Business transaction

Subsidiaries 1. Berli Jucker Foods Limited

Investment 2. Big C Retail Holding Company Limited (Formerly BJC Retail Holding Company Limited) Retail 3. BIGC Supercenter Public Company Limited

261,000 The Company provided long term loan to subsidiary company. Interest rate defined from borrowing cost and market interest rate.

Page 76 of 118

206 | Financial Report 2018

7 Short-term loans from related parties

Related Company Subsidiaries 1. Berli Jucker Cellox Limited

2. Berli Jucker Specialties Limited 3. BJC Industrial and Trading Company Limited

Type of Business

Manufacture of sanitary paper products

Ownership Interest Relationship with the Company Direct subsidiary Holds 94.84% of shares

Direct subsidiary Holds 99.15% of shares Sale of imaging product, Direct subsidiary stationery and Holds 100.00% of shares construction supplies Direct subsidiary 4. BJC Logistics and Warehouse Investment Company Limited Holds 100.00% of shares 5. BJC Packaging Company Limited 6. Rubia Industries Limited

7. Thai Glass Technology Company Limited

Sale of chemicals

Investment Manufacture of soap, cosmetics and confectionery Seminar and training center

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 526,500

Business transaction

536,500 The Company received short term loan, pay at call, from subsidiary company. Interest rate defined from borrowing cost and market interest rate.

80,665

261,998

253,383

126,811

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 99.85% of shares

118,852

118,000

91,000

Direct subsidiary Holds 100.00% of shares Total

6,000

7,000

1,085,015

1,041,694

Joint Ventures 1. BJC Marine Resources Development Company Limited

Operated in lease prawn Joint venture ponds and euipment Holds 50.00% of shares

Total

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

Page 77 of 118

Berli Jucker Public Company Limited | 207

8 Other receivables - Related parties

Related Company

Type of Business

Subsidiaries 1. Asia Books Company Limited Retailer of books and magazines

2. Berli Jucker Cellox Limited 3. 4.

5. 6.

7. 8.

9. BJC Healthcare Company Limited

10. BJH Investment Company Limited 11. BJH Medical Company Limited

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Indirect subsidiary Holds 100.00% of shares

2,965

Direct subsidiary Holds 94.84% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

9,208

13,797

21,174

19,023

14,766

20,946

6,580

8,349

6,815

3,374

1,672

12,417

862

44,914

23,784

389

Direct subsidiary Holds 99.15% of shares Indirect subsidiary Holds 100.00% of shares

Direct subsidiary Holds 100.00% of shares Subsidiary of indirect subsidiary Holds 100.00% of shares Distribution of Direct subsidiary pharmaceutical products, Holds 100.00% of shares medical equipment and supplies Investment Direct subsidiary Holds 100.00% of shares Distribution of Indirect subsidiary pharmaceutical products, Holds 100.00% of shares medical equipment and supplies

5,191 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

Page 78 of 118

208 | Financial Report 2018

Related Company Subsidiaries 12. BJC Industrial and Trading Company Limited

13. BJC Cellox (Vietnam) Company Limited 14. BJC International Company Limited 15. BJC International (Mayanmar) Company Limited

Type of Business

Ownership Interest Relationship with the Company

Sale of imaging product, Direct subsidiary stationery and Holds 100.00% of shares construction supplies

Agent

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 111

Business transaction

89 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

Indirect subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares Indirect subsidiary Holds 100.00% of shares

1,630

1,258

2,234

758

680

481

Direct subsidiary Holds 100.00% of shares

2,025

Indirect subsidiary 17. Montana Marketing Company Distribution of Limited pharmaceutical products Holds 100.00% of shares and medical supplies

(91)

18. Cosma Medical Company Limited

210

628

4,641

1,612

120

3,322

3,200

10,698

11,775

Agent

Consultant service in product analysis and collect data 16. BJC Logistics and Warehouse Investment Company Limited

19. Distri-Thai Limited

20. Cosma Trading Company Limited

21. Ichiban Foods Company Limited 22. BJC Foods (Malaysia) Sdn Bhd 23. BJC Glass (Thailand) Company Limited

Distribution of pharmaceutical products, medical equipment and supplies Retailer of books and magazines

Indirect subsidiary Holds 100.00% of shares

Subsidiary of indirect subsidiary Holds 100.00% of shares Distribution of Subsidiary of indirect pharmaceutical products, subsidiary medical equipment and Holds 100.00% of shares supplies Manufacture of soybean Indirect subsidiary Holds 75.00% of shares Manufacture of snack Indirect subsidiary foods Holds 100.00% of shares Investment Indirect subsidiary Holds 100.00% of shares

Page 79 of 118

Berli Jucker Public Company Limited | 209

Related Company Subsidiaries 24. Marble & Stones Company Limited

27. 28.

29. 30. 31.

32. 33. 34. 35. 36.

Dormant

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Indirect subsidiary Holds 100.00% of shares

Distribution of Direct subsidiary pharmaceutical products, Holds 100.00% of shares medical equipment and supplies Phu Thai Group Joint Stock Sale of consumer products Subsidiary of indirect Company 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 Company Rendering services of Direct subsidiary Limited information technology Holds 51.00% of shares Thai Beverage Can Limited Manufacture of aluminum Direct subsidiary cans Holds 50.00% of shares Thai Corp International Agent Subsidiary of indirect (Vietnam) Company Limited subsidiary Holds 75.00% of shares BJC Consumer Company Investment Direct subsidiary Limited Holds 100.00% of shares Thai Glass Industries Public Manufacture of glass Direct subsidiary Company Limited containers Holds 98.63% of shares Thai Glass Technology Seminar and training Direct subsidiary Company Limited center Holds 100.00% of shares Thai Malaya Glass Company Manufacture of glass Indirect subsidiary Limited containers Holds 100.00% of shares Thai-Scandic Steel Company Manufacture of Indirect subsidiary Limited galvanized steel structures Holds 100.00% of shares

2,945

2,765

30,387

18,551

90,593

75,745

5,839

7,097

(35)

432

603

32,571

27,885

1,179

15,925

43,589

43,321

106

1,032

11,027

105,159

6,580

3,598

25. Montana Company Limited

26.

Type of Business

25 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

Page 80 of 118

210 | Financial Report 2018

Related Company

Type of Business

Subsidiaries 37. BJC International Holding Pte. Investment Ltd

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Direct subsidiary Holds 100.00% of shares

937

Indirect subsidiary Holds 100.00% of shares

3,614,108

694,797

Direct subsidiary Holds 100.00% of shares Subsidiary of indirect subsidiary Holds 99.96% of shares Subsidiary of indirect subsidiary Holds 99.96% of shares

716,120

105,555

162,917

Subsidiary of indirect subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

44. BJC Logistic World Company Warehouse business Limited Consultant service in 45. BJC Brand Limited management of trademark

Indirect subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

1,028

819

46. Vina Paper Company Limited Manufacture of sanitary paper products Consultant service in 47. BJC-Mpoint (Hong Kong) Company Limited management of franchise and trade

Indirect subsidiary Holds 100.00% of shares Subsidiary of indirect subsidiary Holds 100.00% of shares

4,223

103

Investment 38. Big C Retail Holding Company Limited (Formerly BJC Retail Holding Company Limited) Investment 39. Samphunsamer Company Limited Retail 40. BIGC Supercenter Public Company Limited E-Commerce 41. Big C Supercenter Huahin Company Limited (Formerly C Distribution (Thailand) Company Limited) 42. BJC Mega Market Company Limited

Investment

43. BJC Power Company Limited Investment (Formerly BJC Development Company Limited)

937 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

Page 81 of 118

Berli Jucker Public Company Limited | 211

Related Company Subsidiaries 48. BJC-Mpoint International Company Limited

Type of Business

Wholesale and retail

Ownership Interest Relationship with the Company Indirect subsidiary Holds 100.00% of shares

Total Associates 1. Gaew Grung Thai Company Limited Conso Input

Trading cullets,glass bottle,plastics and used supplies

Associate, subsidiary holds 25% of shares

Total Joint Ventures 1. BJC O-I Glass Pte. Ltd.

Investment

Joint venture Holds 50.00% of shares

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 2,455

4,096,587

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 1,996,195

286

1,748 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

286

1,748

163 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 50.00% of shares Subsidiary of joint venture Holds 35.00% of shares Joint venture Holds 51.00% of shares

21,921

6,214

219

116

140

105

Consultant service in Subsidiary of joint venture management of franchise Holds 51.00% of shares and trade

13,667

Page 82 of 118

212 | Financial Report 2018

Related Company Joint Ventures 6. BJC-Mpoint International Company Limited

7. Berli Asiatic Soda Company Limited 8. Berli Dynaplast Company Limited 9. BJC Marine Resources Development Company Limited 10. Leap Solutions Asia Company Limited 11. BIG C Services Limited

12. BIG C Insurance Broker Company Limited

Type of Business

3. F&N Foods Pte Ltd

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Wholesale and retail

Joint venture Holds 51.00% of shares

Importer and distributor of soda ash Manufacture of rigid plastic containers Operated in lease prawn ponds and euipment

Joint venture Holds 50.00% of shares Joint venture Holds 49.00% of shares Joint venture Holds 50.00% of shares

222

216

Cloud services

Joint venture Holds 30.60% of shares Joint venture Holds 50.98% of shares

1,041

3,425

26,043

23,008

Support service for life insurance and non-life insurance Life insurance and nonlife insurance broker

Other related parties 1. Beer Chang Company Limited Trademark holding and production of beer concentrate

2. F&N Dairies (Thailand) Company Limited

Ownership Interest Relationship with the Company

Subsidiary of joint venture Holds 50.98% of shares Total Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

Manufacture and sale of Common shareholders dairy products and fruit juice Manufacture and Common shareholders distribution of Dairy Products and Beverages

155

1,400 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

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

Page 83 of 118

Berli Jucker Public Company Limited | 213

Related Company

Type of Business

Other related parties 4. InterBev (Singapore) Limited Marketing, trading of alcoholic beverage

Ownership Interest Relationship with the Company Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Real estate 5. Me Linh Point Limited 6. MM Mega Market (Vietnam) Wholesale Company Limited Oil palm planting 7. Mong Reththy Investment Cambodia Oil Palm Company Limited

Common shareholders Common shareholders

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 10,926

Business transaction

12,721 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

443 351,071

267,379

" "

Co-director - Mr. Aswin Techajareonvikul and common shareholders

9,001

172

8. Num Yuk Company Limited Spirits distributor 9. Oishi Group Public Company Japanese restaurant Limited businesses

Common shareholders Co-director - Mr. Thapana Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

189 31

" "

10. Paksong Capital Company Limited

Investment

Co-director - Mr. Aswin Techajareonvikul and common shareholders

4,794

3,208

11. Plantheon Company Limited

Investment in related agricultural industrial businesses

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

5,428

118

Common shareholders

172

Common shareholders

930

12. Plantheon Trading Company Sugar and agricultural Limited product trading 13. Paksong Highland Company Coffee businesses Limited

Page 84 of 118

214 | Financial Report 2018

Related Company Other related parties 14. Southeast Insurance Pubic Company Limited

Type of Business

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Common shareholders

86,576

Life insurance businesses Common shareholders

228

Port Business

Common shareholders

162

Investment

Common shareholders

11,755

8,787

Sale of packaging and glass containers

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

6,077

19. Tawanna Bangplee Company Retail Limited (Formerly TCC Logistics and Warehouse Company Limited)

Common shareholders

3,659

20. T.C.C. Technology Company Limited 21. World Book and Media Company Limited

Common shareholders

366

Common shareholders

490,649

391,557

15. Southeast Life Insurance Public Company Limited 16. TCC-Ha Chiang Company Limited 17. Suvannaphum Investment Company Limited 18. Thai Beverage Recycle Company Limited

Insurance businesses

Ownership Interest Relationship with the Company

Rendering services of information technology Book center and rental space provider

Total

97,552 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

Page 85 of 118

Berli Jucker Public Company Limited | 215

9 Supplier receivables and tenant receivables

Related Company Joint Ventures 1. BIG C Services Limited

2. BIG C Insurance Broker Company Limited Other related parties 1. Bang Pa-In Paper Mill Industry Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Support service for life insurance and non-life insurance

Joint venture Holds 50.98% of shares

1,637

- Supplier receivable and tenant receivable for other income transaction in 1.5

Life insurance and nonlife insurance broker

Subsidiary of joint venture Holds 50.98% of shares Total

2,391

4,028

Manufacture and sale of paper

Common shareholders

181

Manufacture and sale of dairy products and fruit juice 3. F&N United Company Limited Manufacture and distribution of ice cream 4. Food of Asia Company Limited Manufacture and distribute foods & beverages 5. Oishi Group Public Company Japanese restaurant Limited businesses

Common shareholders

8,240

6,320

Common shareholders

588

285

Common shareholders

285

251

Co-director - Mr. Thapana Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

3,773

4,961

Sale of foods & beverages Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

5,304

2,827

2,533

2. F&N Dairies (Thailand) Company Limited

6. Oishi Ramen Company Limited

7. Oishi Food Services Company Support business Limited expansion

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

74 Supplier receivable and tenant receivable for other income transaction in 1.5

Page 86 of 118

216 | Financial Report 2018

Type of Business

Related Company Other related parties 8. Modern Trade Management Company Limited

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Spirits distiller

Common shareholders

41,092

41,957 Supplier receivable and tenant receivable for other income transaction in 1.5

9. Southeast Capital Company Limited 10. Southeast Insurance Pubic Company Limited 11. Southeast Life Insurance Public Company Limited 12. Thip Sugar Kamphaengphet Company Limited

Vehicle business

Common shareholders

Insurance businesses

Common shareholders

6,414

13. Taveephol Agriculture Company Limited 14. The QSR of Asia Company Limited

Life insurance businesses Common shareholders

Manufacture, sale, export Common shareholders sugar

461

434

Agriculture businesses

Common shareholders

148

253

Sale of foods & beverages Common shareholders

3,726

2,010

66,332

65,840

Total 10 Other payables -Related parties

Value (In thousand Baht)

Type of Business

Ownership Interest Relationship with the Company

1. Asia Books Company Limited Retailer of books and magazines

Indirect subsidiary Holds 100.00% of shares

2. Berli Jucker Cellox Limited

Direct subsidiary Holds 94.84% of shares Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

3,296

29 Other payable from 2.2 Selling and administrative expenses and/or 2.3 Interest Expenses 1,337 "

3,247

1,063

47,673

40,416

345

Related Company

Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Subsidiaries

Direct subsidiary Holds 99.15% of shares

Page 87 of 118

Berli Jucker Public Company Limited | 217

Related Company Subsidiaries 6. Thai Dairy Company Limited

7. BJC Specialties Company Limited 8. BJC Healthcare Company Limited

Type of Business

Ownership Interest Relationship with the Company

Manufacture and Indirect subsidiary distribute fresh yogurt and Holds 100.00% of shares milk product Non-alcohol beverage shop Distribution of pharmaceutical products, medical equipment and supplies Investment

Direct subsidiary Holds 100.00% of shares Direct subsidiary Holds 100.00% of shares

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 171

Business transaction

112 Other payable from 2.2 Selling and administrative expenses and/or 2.3 Interest Expenses 93 "

146

879

Direct subsidiary Holds 100.00% of shares Distribution of Indirect subsidiary pharmaceutical products, Holds 100.00% of shares medical equipment and supplies 11. BJC Industrial and Trading Sale of imaging product, Direct subsidiary Company Limited stationery and Holds 100.00% of shares construction supplies Direct subsidiary 12. BJC Logistics and Warehouse Investment Company Limited Holds 100.00% of shares

4,593

591

2,882

1,301

516

174

Indirect subsidiary 13. Montana Marketing Company Distribution of Limited pharmaceutical products Holds 100.00% of shares and medical supplies

674

1,926

14. BJC Packaging Company Limited 15. Cosma Medical Company Limited

593

15,553

1,808

4,970

2,676

2,702

1,853

9. BJH Investment Company Limited 10. BJH Medical Company Limited

16. Cosma Trading Company Limited

17. Montana Company Limited

Investment

Direct subsidiary Holds 100.00% of shares Distribution of Indirect subsidiary pharmaceutical products, Holds 100.00% of shares medical equipment and supplies Distribution of Subsidiary of indirect pharmaceutical products, subsidiary medical equipment and Holds 100.00% of shares supplies Distribution of Direct subsidiary pharmaceutical products, Holds 100.00% of shares medical equipment and supplies

Page 88 of 118

218 | Financial Report 2018

Related Company Subsidiaries 18. Thai An Vietnam Trading Company Limited

Type of Business

Retail

19. Rubia Industries Limited

20. 21. 22. 23. 24.

25. BJC Brand Limited

Ownership Interest Relationship with the Company Indirect subsidiary Holds 100.00% of shares

Direct subsidiary Holds 99.85% of shares

Direct subsidiary Holds 51.00% of shares Direct subsidiary Holds 50.00% of shares Direct subsidiary Holds 98.63% of shares Direct subsidiary Holds 100.00% of shares Subsidiary of indirect subsidiary Holds 99.96% of shares Consultant service in Direct subsidiary management of trademark Holds 100.00% of shares Total

Associates 1. Gaew Grung Thai Company Limited Conso Input

Trading cullets,glass bottle,plastics and used supplies

Associate, subsidiary holds 25% of shares

Total

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 -

3,357

Business transaction

2,267 Other payable from 2.2 Selling and administrative expenses and/or 2.3 Interest Expenses 2,235 "

8,215

1,513

211,414

193,907

100

283,320

283,367

23,449

19,166 Other payable from 2.2 Selling and administrative expenses and/or 2.3 Interest Expenses 19,166

Joint Ventures 1. BJC & CF (Thailand) Company Limited

Manufacture and Joint venture distribution of Holds 51.00% of shares pharmaceutical products

427

2. BJC Marine Resources Development Company Limited 3. BIG C Insurance Broker Company Limited

Operated in lease prawn Joint venture ponds and euipment Holds 50.00% of shares

Life insurance and nonlife insurance broker

Subsidiary of joint venture Holds 50.98% of shares Total

131 Other payable from 2.2 Selling and administrative expenses and/or 2.3 Interest Expenses 9 "

222

668

140

Page 89 of 118

Berli Jucker Public Company Limited | 219

Related Company

Type of Business

Other related parties 1. Asset World Retail Company Shopping center Limited management

Ownership Interest Relationship with the Company Common shareholders

2. Bang Pa-In Paper Mill Industry Company Limited 3. DhosPaak Company Limited

Manufacture and sale of Common shareholders paper Advertisement and public Common shareholders relations Common shareholders 4. ESPN International Company Real estate Limited Project consultant and Common shareholders 5. Golden Wealth Company Limited project management Real estate Co-director 6. Golden Land Property Development Public - Mr. Sithichai Chaikriangkrai Company Limited and common shareholders

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 -

1,205

Business transaction

106 Other payable from 2.2 Selling and administrative expenses and/or 2.3 Interest Expenses 41 "

2,934

3,939

175

7. Golden Ventures Leasehold Real Estate Investment Trust

Real Estate Investment Trust

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

8. Horeca Management Company Limited 9. Kalae Night Bazaar Company Limited 10. MM Mega Market (Vietnam) Company Limited 11. Num Yuk Company Limited 12. Office World 1 Company Limited 13. Retail World 6 Company Limited 14. Sang Som Company Limited

Distribution channel management Rental space provider and Utilities Wholesale

Common shareholders

377

236

Common shareholders

533

538

Common shareholders

Spirits distributor Real estate

Common shareholders Common shareholders

140

189 91

" "

Shopping center

Common shareholders

Spirits distiller

15. Service Alliance Company Limited 16. Southeast Capital Company Limited

Parking space management Vehicle business

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders Common shareholders

2,654

1,680

Common shareholders

8,440

7,041

Page 90 of 118

220 | Financial Report 2018

Related Company Other related parties 17. Southeast Insurance Pubic Company Limited

Type of Business

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Common shareholders

26,032

18. Southeast Life Insurance Public Company Limited 19. Surasate Company Limited 20. T.C.C. Commercial Property Management Company Limited 21. T.C.C. Hotel Collection Company Limited 22. Tawanna Night Bazaar Company Limited 23. Thai Beverage Public Company Limited

Life insurance businesses Common shareholders

2,808

24. Thai Beverage Recycle Company Limited

25. Thai Drink Company Limited

Insurance businesses

Ownership Interest Relationship with the Company

Business transaction

32,501 Other payable from 2.2 Selling and administrative expenses and/or 2.3 Interest Expenses 207 "

Real estate Property management and sale of foods & beverages Hotel and restaurant

Common shareholders Common shareholders

244 620

842

" "

Common shareholders

1,502

Rental space provider

Common shareholders

113

231

Investment

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

(1)

Sale of packaging and glass containers

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

7,103

4,713

279

Manufacture and Common shareholders distributor of liquor, beer and soda drinks Common shareholders 26. Thippattana Arcade Company Space rental services Limited Real estate Common shareholders 27. TCC Hotel Asset Management Company Limited Common shareholders 28. Thai Retail Investment Fund Property Fund

279

Page 91 of 118

Berli Jucker Public Company Limited | 221

Related Company

Type of Business

Other related parties 29. Tawanna Bangplee Company Retail Limited (Formerly TCC Logistics and Warehouse Company Limited) 30. Wattanasiri Communication Company Limited (Formerly TCCCL Ladphao Company Limited) 31. The QSR of Asia Company Limited 32. T.C.C. Technology Company Limited

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Common shareholders

(1)

Common shareholders

1,697

3,006

Sale of foods & beverages Common shareholders

829

23,922

81,776

55,884

Project consultant and project management

Rendering services of information technology

Common shareholders Total

- 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

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Joint Ventures 1. Malaya Glass Products Sdn Bhd

Manufacture of glass containers

2. Malaya-Vietnam Glass Limited Manufacture of glass containers Berli Asiatic Soda Company Importer and distributor of 3. Limited soda ash Manufacture of rigid 4. Berli Dynaplast Company Limited plastic containers 5. Leap Solutions Asia Company Cloud services Limited

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

Page 92 of 118

222 | Financial Report 2018

Related Company Other related parties 1. 28 Commercial Company Limited

Type of Business

Investment

2. Anantasiri Pattana Company Property management Limited 3. Asset Management Advisory Investment advisory and Company Limited asset management

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Common shareholders

1 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

Common shareholders

Co-director - Dr. Chaiyut Pilun-Owad and common shareholders Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

4. Athimart Company Limited

Spirits distiller

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

Real estate

Common shareholders

Investment

Common shareholders

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

133

12. ASM Management Company Asset management Limited provider

Page 93 of 118

Berli Jucker Public Company Limited | 223

Related Company

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Other related parties 13. Baanboung Vetchakij Company Limited

Clinical businesses

14. Bangna Glass Company Limited

Glass bottle manufacturer Common shareholders & distributor

15. Beer Thai (1991) Public Company Limited

Spirits distiller

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

16. Beerthip Brewery (1991) Company Limited

Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

17. Bangkok Land And Houses Public Company Limited 18. Charoenwannakij Company Limited 19. Cosmos Brewery (Thailand) Company Limited

Real estate

Common shareholders

Investment

Common shareholders

Spirits distiller

Common shareholders

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

790 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

Page 94 of 118

224 | Financial Report 2018

Related Company Other related parties 20. Cristalla Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Sugar cane planting

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

Real estate

Common shareholders

Financial and investment Common shareholders advisory Agriculture businesses Common shareholders

23. Concept Land 8 Company Limited Real estate 24. Concept Land 7 Company Limited 25. CW Tower Company Limited Property management

Common shareholders

234

26. Dhanasindhi Company Limited Buildings construction

Common shareholders

Advertisement and public Common shareholders relations Common shareholders 28. ESPN International Company Real estate Limited Common shareholders 29. Food & Fun Company Limited Foods and beverages

30. Fuengfuanant Company Limited

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders Common shareholders

449

Common shareholders

115

Common shareholders

26,717

21. Cha-Am Resort Town Company Limited 22. CAC Company Limited

27. DhosPaak Company Limited

31. F&N Dairies (Thailand) Company Limited

Spirits distiller

Manufacture and sale of dairy products and fruit juice 32. F&N United Company Limited Manufacture and distribution of ice cream 33. FCL Management Services Project consultant and Pte. Ltd. project management

1,504 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

Page 95 of 118

Berli Jucker Public Company Limited | 225

Related Company

Type of Business

Other related parties 34. First Square Company Limited Real estate

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Common shareholders

10 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

35. Golden Wealth Company Limited 36. Grand Unity Development Company Limited

Project consultant and Common shareholders project management Condominiums and Common shareholders consultant in commercial management

310

1,459

37. Golden Land Property Development Public Company Limited

Real estate

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

1,093

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 43. Indara Insurance Public Company Limited 44. Inter Horeca Company Limited

Real estate

Common shareholders

584

Real estate

Common shareholders

Hotel

Common shareholders

Hotel

Common shareholders

Garment & laundry business Assurance businesses

Common shareholders

Hotel product and space Common shareholders management Common shareholders 45. Kalae Night Bazaar Company Rental space provider Limited and Utilities

250

Page 96 of 118

226 | Financial Report 2018

Related Company

Type of Business

Other related parties 46. Kanchanasingkorn Company Spirits distiller Limited

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders

25 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

47. Kankwan Company Limited

Spirits distiller

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

48. Kasem subsiri Company Limited 49. Tor Yod Market AEC Company Limited 50. Kasemsubbhakdi Company Limited 51. Lan Chang Development Company Limited 52. Asset World Company Limited

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 - Mr. Thapana Sirivadhanabhakdi and common shareholders

Real estate

Common shareholders

158

Spirits distiller

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders Common shareholders

53. Luckchai Liquor Trading Company Limited

54. Lertrathakarn Company Limited 55. Mongkolsamai Company Limited

56. Muangkao Company Limited Real estate

Page 97 of 118

Berli Jucker Public Company Limited | 227

Related Company

Type of Business

Other related parties 57. Media Front Company Limited Real estate

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Common shareholders

167 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

58. Asset World Hotel Company Limited 59. MS & KC Development Company Limited 60. MM Mega Market (Vietnam) Company Limited 61. Mong Reththy Investment Cambodia Oil Palm Company Limited

Hotel

Common shareholders

299

Real estate

Common shareholders

Wholesale

Common shareholders

10,934

Oil palm planting

Co-director - Mr. Aswin Techajareonvikul and common shareholders

62. N.C.C. Management & Development Company Limited 63. Nateechai Company Limited

Space rental for exhibition Common shareholders businesses

Spirits distiller

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

64. 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

Common shareholders

65. Num Nakorn Company Limited Spirits distributor

Page 98 of 118

228 | Financial Report 2018

Related Company Other related parties 66. Num Thip Company Limited

Type of Business

Ownership Interest Relationship with the Company

Sale of alcohol, soda and Common shareholders water

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Real estate 67. North Sathorn Realty Company Limited 68. Oishi Group Public Company Japanese restaurant Limited businesses

Common shareholders

Co-director - Mr. Thapana Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

2,396

69. Office World 1 Company Limited 70. One Bangkok Holdings Company Limited 71. Paksong Capital Company Limited

Real estate

Common shareholders

Real estate

Common shareholders

16,336

Investment

Co-director - Mr. Aswin Techajareonvikul and common shareholders

72. Pan International (Thailand) Company Limited

Purchasing service, wholesale spare parts

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

948

73. Pisetkij Company Limited

Trading cullet, glass bottle Common shareholders

Page 99 of 118

Berli Jucker Public Company Limited | 229

Related Company Other related parties 74. Plantheon Company Limited

Type of Business

Investment in related agricultural industrial businesses

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

97 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

75. Plantheon Trading Company Sugar and agricultural Limited product trading 76. Modern Trade Management Spirits distiller Company Limited

Common shareholders

77. Pornpatanasin Company Limited 78. Permsubsiri 2 Company Limited 79. P.I.T. Factory Company Limited 80. Prime Plus Asset Company Limited 81. Quality Pineapple Products Company Limited

Agriculture businesses

Common shareholders

Shopping center

Common shareholders

Real estate

Common shareholders

Real estate

Common shareholders

Manufacture of pineapple Co-director products - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

82. Quantum Assets Management Real estate Company Limited

Common shareholders

83. Red Bull Distillery (1988) Company Limited

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

Common shareholders

Distributor and spirits distiller

84. Ratchayothin Tower Company Real estate Limited

Page 100 of 118

230 | Financial Report 2018

Related Company Other related parties 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

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Shopping center

Common shareholders

Real estate

Common shareholders

Investment in overseas hotel business Spirits distiller

Common shareholders

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Co-director - Khunying Wanna Sirivadhanabhakdi and common shareholders Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

3,830

Common shareholders

Co-director - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool - Pol.Gen. Krisna Polananta and common shareholders

161

89. Sang Som Company Limited Spirits distiller

90. Serm Suk Public Company Limited

Manufacture and sale of beverage

91. Service Alliance Company Limited 92. Siam Food Products Public Company Limited

Parking space management Manufacture, export, sale of secondary processed agricultural products

50 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

Page 101 of 118

Berli Jucker Public Company Limited | 231

Related Company

Type of Business

Other related parties 93. Simathurakij Company Limited Distributor and spirits distiller

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

Business transaction

94. Siripat Trading Company Limited 95. Southeast Capital Company Limited 96. Southeast Insurance Pubic Company Limited 97. Southeast Life Insurance Public Company Limited 98. Sports and Recreation Management Company Limited 99. Sura Bangyikhan Company Limited

Investment

Common shareholders

Vehicle business

Common shareholders

126

Insurance businesses

Common shareholders

5,810

Life insurance businesses Common shareholders

4,912

Sport service

Common shareholders

Spirits distiller

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 Common shareholders Manufacture and Co-director distribution of beverages - Mr. Sithichai Chaikriangkrai and common shareholders

16 131

" "

103. TCC-Ha Chiang Company Limited 104. Wanna Charoen Sub Company Limited (Formerly Suansilp Pathana 10 Company Limited)

Port Business

Common shareholders

Real estate

Common shareholders

Page 102 of 118

232 | Financial Report 2018

Related Company

Type of Business

Ownership Interest Relationship with the Company

Other related parties 105. Senses Property Management Residential juristic person Common shareholders Company Limited management

106. Stonehenge Inter Company Limited

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017 -

Business transaction

5 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

Provide management and Common shareholders control services for architectural and interior design services 107. Stonehenge Company Limited Provide services in design Common shareholders architecture and structure

108. T.C.C. Commercial Property Management Company Limited 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

Property management and sale of foods & beverages Hotel and restaurant

Common shareholders

502

Common shareholders

18,784

Rental space provider

Common shareholders

Real estate Investment

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

Asset management provider

Common shareholders

Page 103 of 118

Berli Jucker Public Company Limited | 233

Related Company Other related parties 115. TCC Land Development Company Limited

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Real estate

Common shareholders

11 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

116. TCC Land International (Thailand) Company Limited

Real estate

Common shareholders

117. TCCCL Asoke Company Limited 118. TCCCL Rachatewi Company Limited 119. TCCCL Sena Company Limited 120. Terragro Bio-Tech Company Limited

Real estate

Common shareholders

Real estate

Common shareholders

Real estate

Common shareholders

Biogas manufacturing businesses

121. Terragro Company Limited 122. Terragro Fertilizer Company Limited

Agriculture Manufacture and sale of chemical fertilizer

Co-director - Mr. Prasert Maekwatana and common shareholders Common shareholders Co-director - Mr. Prasert Maekwatana - Mr. Sithichai Chaikriangkrai and common shareholders

44 523

" "

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 Common shareholders

Alcohol Manufacture

Common shareholders

138

Logistic

Common shareholders

469

Page 104 of 118

234 | Financial Report 2018

Related Company

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Other related parties 127. Thai Beverage Public Company Limited

Investment

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

128. Thai Beverage Recycle Company Limited

Sale of packaging and glass containers

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Manufacture and Common shareholders distributor of liquor, beer and soda drinks Co-director 130. Thanapakdi Company Limited Spirits distiller - Khunying Wanna Sirivadhanabhakdi and common shareholders Manufacture, sale and Common shareholders 131. The Suphanburi Sugar Industry Company Limited export sugar Spirits distiller Co-director 132. Theparunothai Company Limited - Mr. Sithichai Chaikriangkrai and common shareholders

138

133. Thip Kamphaengphet Bio Energy Company Limited 134. Thip Sugar Kamphaengphet Company Limited

Manufacture and sale of Common shareholders electricity Manufacture, sale, export Common shareholders sugar

294

135. Thip Sugar Sukhothai Company Limited 136. Thippattana Arcade Company Limited 137. Thipsukhothai Bioenergy Company Limited

Manufacture, sale, export Common shareholders sugar Space rental services Common shareholders

344

474

Power & electricity plant

129. Thai Drink Company Limited

Common shareholders

58,620 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

Page 105 of 118

Berli Jucker Public Company Limited | 235

Related Company Other related parties 138. TCC Verngnakornkhasem Company Limited

139. TCC Engineering services Company Limited 140. Thai-Lysaght Company Limited 141. TCC Hotel Asset Management Company Limited 142. Thai Retail Investment Fund 143. TCC Assets (Thailand) Company Limited 144. Thip Sukhothai Bio-Tech Company Limited 145. TCC Phumipat Company Limited

146. Thip Suphanburi Bio Energy Company Limited 147. Thai Show 2013 Company Limited 148. TCC Nawamin Phumipat Company Limited 149. TCC Bang Sai Phumipat Company Limited 150. Wattanasiri Communication Company Limited (Formerly TCCCL Ladphao Company Limited)

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Real estate

Common shareholders

39 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

Consulting engineering Service Distributor of zinc oxide and other chemical Real estate

Common shareholders

194

Common shareholders

1,848

Property Fund Investment

Common shareholders Common shareholders

17 3,268

" "

Production and distribution of organic fertilizers Investment

Common shareholders

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

125

Power and electricity plant Common shareholders

Show management service Real estate

Common shareholders

Real estate

Common shareholders

Project consultant and project management

Common shareholders

Page 106 of 118

236 | Financial Report 2018

Related Company

Type of Business

Other related parties 151. TCC Phusornkaew Company Manufacture and sale of Limited electricity

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Common shareholders

Real estate

Common shareholders

Investment

Co-director - Mr. Sithichai Chaikriangkrai - Mr. Aswin Techajareonvikul and common shareholders

154. TICON Industrial Connection Ready-built factories and Common shareholders Public Company Limited warehouses for rent

152

155. Tonic International Company Investment Limited Real estate business 156. TICON Logistics Park Company Limited development of warehouse for rent/sale REIT manager 157. TICON Management Company Limited Sale of foods & beverages 158. The QSR of Asia Company Limited 159. United Winery and Distillery Spirits distiller Company Limited

Common shareholders

142

Common shareholders

121

Co-director - Mr. Charoen Sirivadhanabhakdi - Mr. Thapana Sirivadhanabhakdi and common shareholders

152. The Residence 9 Company Limited 153. TCC Intertrade Company Limited

Page 107 of 118

Berli Jucker Public Company Limited | 237

Related Company

Type of Business

Other related parties 160. Univentures Public Company Real estate Limited

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Business transaction

766 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

161. Univentures Asset Management Company Limited 162. United home Company Limited 163. 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

164. VNU Exhibition Asia Pacific Company Limited

Service of exhibitions, Common shareholders conferences and seminars

165. The Street Retail Development Company Limited 166. Wattanapat Trading Company Limited 167. Wrangyer Beverage (2008) Company Limited

Real estate

Common shareholders

142

Real estate

Common shareholders

484

Manufacture and sale of nourishment beverages

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Common shareholders

172,594

168. World Sugar Export Company Manufacture, sale and Limited export sugar

Total

Page 108 of 118

238 | Financial Report 2018

12 Liabilities included in disposal asset group classified as held for sales

Related Company

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Joint Ventures 1. Malaya Glass Products Sdn Bhd

Manufacture of glass containers

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

Common shareholders

464 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

Shopping center management Investment

Common shareholders

638

Common shareholders

376

Shopping center management

Common shareholders

Manufacture of rigid 2. Berli Dynaplast Company Limited plastic containers 3. Leap Solutions Asia Company Cloud services Limited Other related parties 1. Asset World Leisure Company Laundry Service Limited

2. Asset World Retail Company Limited 3. Asset World Estate Company Limited 4. Asset World Advisory Company Limited

Page 109 of 118

Berli Jucker Public Company Limited | 239

Related Company

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Other related parties 5. ASM Management Company Asset management Limited 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 manufacturer Common shareholders & distributor

Common shareholders

Advertisement and public Common shareholders relations Common shareholders 13. Food & Fun Company Limited Foods and beverages

14. F&N Dairies (Thailand) Company Limited

Common shareholders

360

Common shareholders

39,802

Common shareholders

8. Bangna Pattanakit Company Warehouse businesses Limited Financial and investment 9. CAC Company Limited advisory Real estate 10. Concept Land 7 Company Limited 11. Dhanasindhi Company Limited Buildings construction 12. DhosPaak Company Limited

15. FCL Management Services Pte. Ltd. 16. Horeca Management Company Limited

Manufacture and sale of dairy products and fruit juice Project consultant and project management Distribution channel management

14 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

Page 110 of 118

240 | Financial Report 2018

Related Company

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Other related parties 17. Kalae Night Bazaar Company Rental space provider Limited and Utilities

Common shareholders

94 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

Real estate 18. One Bangkok Company Limited (Formerly Kasemsubvadhana Company Limited)

Common shareholders

19. Asset World Company Limited Food center and Intellectual Property (IP) services 20. Muangkao Company Limited Real estate

Common shareholders

131

Common shareholders

21. Media Front Company Limited Real estate

Common shareholders

22. Asset World Hotel Company Limited 23. MM Mega Market (Vietnam) Company Limited 24. North Park Golf And Sport Club Company Limited

Hotel

Common shareholders

Wholesale

Common shareholders

1,166

Golf and sport club service

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

Page 111 of 118

Berli Jucker Public Company Limited | 241

Related Company

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Other related parties 25. Oishi Group Public Company Japanese restaurant Limited businesses

Co-director - Mr. Thapana Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

1,444 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

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 31. Serm Suk Public Company Limited

Real estate

Common shareholders

Real estate

Common shareholders

724

Real estate

Common shareholders

Shopping center

Common shareholders

Investment in overseas hotel business Manufacture and sale of beverage

Common shareholders

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

2,214

32. Service Alliance Company Limited 33. Siriwana Company Limited

Parking space management Investment

Common shareholders

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai and common shareholders

34. Southeast Capital Company Limited 35. Southeast Insurance Pubic Company Limited 36. Surasate Company Limited

Vehicle business

Common shareholders

Insurance businesses

Common shareholders

119

Real estate

Common shareholders

Page 112 of 118

242 | Financial Report 2018

Related Company

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Other related parties Co-director 37. Serm Suk Beverage Company Manufacture and Limited distribution of beverages - Mr. Sithichai Chaikriangkrai and common shareholders

122 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

38. Wanna Charoen Sub Company Limited (Formerly Suansilp Pathana 10 Company Limited)

Real estate

Common shareholders

602

39. T.C.C. Commercial Property Management Company Limited 40. TCC Capital Land Limited 41. TCC Asset World Corporation Company Limited

Property management and sale of foods & beverages Real estate Investment

Common shareholders

3,372

Common shareholders Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

51 33

" "

42. TCC Hotel Management Company Limited 43. TCC Land Company Limited

Real estate

Common shareholders

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

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi and common shareholders

570

44. TCC Land Commercial Company Limited 45. TCC Land International (Thailand) Company Limited

Asset management provider Real estate

Common shareholders

Page 113 of 118

Berli Jucker Public Company Limited | 243

Related Company

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Other related parties 46. TCC Luxury Hotels and Resort Company Limited

Hotel and restaurant

Common shareholders

47. Thai Alcohol Public Company Alcohol Manufacture Limited Logistic 48. Thai Beverage Logistics Company Limited Investment 49. Thai Beverage Public Company Limited

Common shareholders

102

Common shareholders

273

Co-director - Mr. Charoen Sirivadhanabhakdi - Khunying Wanna Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

38,271

50. Thai Drink Company Limited

51.

52. 53. 54.

Manufacture and Common shareholders distributor of liquor, beer and soda drinks Thippattana Arcade Company Space rental services Common shareholders Limited TCC Verngnakornkhasem Real estate Common shareholders Company Limited Thai-Lysaght Company Distributor of zinc oxide Common shareholders Limited and other chemical TCC Hotel Asset Management Real estate Common shareholders Company Limited

55. The Imperial Angkor Palace Hotel Company Limited

Hotel

Common shareholders

7 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

Page 114 of 118

244 | Financial Report 2018

Related Company

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Other related parties 56. Tonic International Company Investment Limited

57. The QSR of Asia Company Limited 58. TCC Interlink Company Limited 59. Wattanapat Trading Company Limited 60. Wrangyer Beverage (2008) Company Limited

Common shareholders

Sale of foods & beverages Common shareholders

Car park services

Common shareholders

588

Real estate

Common shareholders

174

Manufacture and sale of nourishment beverages

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

Total

93,380

13 Other current assets

Related Company

Type of Business

Other related parties 1. Dhanasindhi Company Limited Buildings construction 2. F&N Dairies (Thailand) Company Limited 3. The Suphanburi Sugar Industry Company Limited 4. Thip Sugar Kamphaengphet Company Limited 5. Thip Sugar Sukhothai Company Limited 6. T.C.C. Technology Company Limited

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Common shareholders

4,148

Manufacture and sale of Common shareholders dairy products and fruit juice Manufacture, sale and Common shareholders export sugar Manufacture, sale, export Common shareholders sugar

Manufacture, sale, export Common shareholders sugar Rendering services of Common shareholders information technology Total

Business transaction

2,804 Other current assets from revenue per 1.5 "

330

125

113

1,171

5,891

3,134

Page 115 of 118

Berli Jucker Public Company Limited | 245

14 Other non-current assets

Related Company

Type of Business

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Business transaction

Subsidiaries 1. T.C.C. Technology Company Limited 2. Thai Glass Industries Public Company Limited

Rendering services of information technology Manufacture of glass containers

Direct subsidiary Holds 51.00% of shares Direct subsidiary Holds 98.63% of shares Total

5,806 Other non-current assets from revenue per 1.5 100 "

5,906

1. ESPN International Company Real estate Limited 2. Golden Ventures Leasehold Real Estate Investment Real Estate Investment Trust Trust

Common shareholders

Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

3. Kalae Night Bazaar Company Limited 4. T.C.C. Commercial Property Management Company Limited 5. T.C.C. Hotel Collection Company Limited 6. T.C.C. Technology Company Limited

Rental space provider and Utilities Property management and sale of foods & beverages Hotel and restaurant

Common shareholders

1,458

Common shareholders

153

Common shareholders

Rendering services of information technology

Common shareholders

1,371

3,130

1,571

Other related parties

Total

- Other non-current assets from revenue per 1.5 73 "

Page 1 of 1

246 | Financial Report 2018

15 Other non-current liabilities

Related Company

Type of Business

Subsidiaries 1. Asia Books Company Limited Retailer of books and magazines

2. Berli Jucker Logistics Limited Customs clearing, warehousing, transportation and distribution services 3. Thai Dairy Company Limited Manufacture and distribute fresh yogurt and milk product Non-alcohol beverage 4. BJC Specialties Company Limited shop Investment 5. BJH Investment Company Limited Investment 6. BJC Glass (Thailand) Company Limited 7. Thai-Scandic Steel Company Manufacture of Limited galvanized steel structures

Ownership Interest Relationship with the Company

2. Berli Asiatic Soda Company Limited 3. Berli Dynaplast Company Limited

726

Direct subsidiary Holds 100.00% of shares

289

Indirect subsidiary Holds 100.00% of shares

126

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

1,232

2,908

640

5,812

4,718

Manufacture and Joint venture distribution of Holds 51.00% of shares pharmaceutical products Importer and distributor of soda ash Manufacture of rigid plastic containers

Business transaction

Indirect subsidiary Holds 100.00% of shares

Total Joint Ventures 1. BJC & CF (Thailand) Company Limited

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Joint venture Holds 50.00% of shares Joint venture Holds 49.00% of shares Total

726 Other non-current liabilities from selling and administrative expenses per 2.2 289 "

154

43 Other non-current liabilities from selling and administrative expenses per 2.2 154 "

473

670

Page 117 of 118

Berli Jucker Public Company Limited | 247

Related Company Other related parties 1. F&N Dairies (Thailand) Company Limited

Type of Business

Manufacture and sale of dairy products and fruit juice

2. Food of Asia Company Limited Manufacture and distribute foods & beverages 3. Oishi Group Public Company Japanese restaurant Limited businesses

Ownership Interest Relationship with the Company

Value (In thousand Baht) Fot the year ended 31 Dec 2018 31 Dec 2017

Common shareholders

270

Business transaction

93 Other non-current liabilities from selling and administrative expenses per 2.2 270 "

Co-director - Mr. Thapana Sirivadhanabhakdi - Mr. Sithichai Chaikriangkrai - Mr. Prasit Kovilaikool and common shareholders

7,908

8,156

4. Oishi Ramen Company Limited

Sale of foods & beverages Co-director - Mr. Sithichai Chaikriangkrai and common shareholders

4,507

2,544

5. Taveephol Agriculture Company Limited 6. The QSR of Asia Company Limited

Agriculture businesses

Common shareholders

536

271

Sale of foods & beverages Common shareholders

9,327

22,641

11,334

Total

Page 118 of 118

248 | Financial Report 2018

Related Parties Pricing Policy The above related parties transactions are appropriately priced based under normal business and market conditions conducting on an armâ&#x20AC;&#x2122;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 Distribution costs 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 Actual cost plus margin 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 â&#x20AC;&#x153;Related Party Disclosuresâ&#x20AC;? 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.