Ccet 09 by Brother Roger

Cal-Comp Technology (Suzhou) Co., Ltd.

CONTENTS 1 FINANCIAL HIGHLIGHTS 2 MESSAGE FROM THE BOARD OF DIRECTORS 9 BOARD OF DIRECTORS 13 GENERAL INFORMATION 14 SHAREHOLDING STRUCTURE AND MANAGEMENT 15 CAPITAL STRUCTURE 18 THE GROUP STRUCTURE OF THE COMPANY 20 NATURE OF BUSINESS OPERATION 24 INDUSTRY AND MARKET COMPETITION 28 RISK FACTOR 30 MANAGEMENT STRUCTURE

37 CORPORATE GOVERNANCE 43 RELATED PARTY TRANSACTIONS 54 AUDIT COMMITTEE REPORT 55 INTERNAL CONTROL 56 DIRECTORS’ REPORTING 57 SOCIAL AND ENVIRONMENT RESPONSIBILITIES 60 MANAGEMENT DISCUSSION AND ANALYSIS 65 REPORT OF INDEPENDENT AUDITOR 66 FINANCIAL STATEMENTS 73 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL HIGHLIGHTS Balance Sheet Summary Cash - and cash equivalents Account Receivable Inventories Total current assets Investment Property plant and equipment (net) Total assets Loan from banks Accounts payable Total current liabilities Long-term loan Total liabilities Registered capital Paid-up capital Retained earnings Total shareholdersâ&#x20AC;&#x2122; equity Number of shares Outstanding Dec 31 Profit & Loss Statement Summary Sales Total revenue Cost of sales Selling and administrative expenses Total expense Net profit

2009 2,666,021,791 23,676,243,218 8,232,260,966 37,518,713,523 65,575,869 7,797,280,862 46,604,777,486 8,803,879,174 18,787,947,414 30,667,957,087 - 30,667,957,087 4,786,168,001 3,941,108,792 9,038,918,688 15,936,820,399 3,941,108,792

2008 2,083,185,133 33,860,710,500 9,674,791,789 50,200,257,375 69.899,911 8,184,145,751 59,487,991,060 14,232,224,143 28,043,800,551 44,576,732,582 - 44,576,732,582 4,786,168,001 3,930,923,139 7,934,657,389 14,911,258,478 3,930,923,139

2007 1,724,502,786 24,202,800,074 8,159,430,746 37,048,712,189 48,649,716 6,792,431,620 44,430,243,570 7,522,341,917 18,992,828,472 30,090,646,655 403,733,593 30,494,380,248 4,786,168,001 3,919,208,416 7,374,702,903 13,935,863,322 3,919,208,416

2009 108,437,914,397 108,620,421,723 104,446,547,048 2,083,359,829 106,795,350,385 1,301,308,839

2008 123,285,411,620 123,759,313,512 118,952,536,903 1,614,507,852 120,907,957,126 2,127,779,400

2007 93,824,677,213 94,156,942,546 89,150,610,318 1,416,666,685 90,713,480,084 2,900,595,826

Key Financial Ratios 2009 2008 2007 Liquidity Ratios Current Ratio 1.22 1.13 1.23 Quick ratio 0.95 0.91 0.96 Collection period (days) 96 85 79 Inventory turnover (days) 31 27 32 Payment period (days) 81 71 68 Cash Cycle (days) 46 41 44 Profitability Ratios Gross profit margin (%) 3.68 3.51 4.98 Operating profit margin (%) 1.76 2.20 3.47 Net profit margin (%) 1.20 1.72 3.08 Return on equity (%) 8.44 14.75 21.87 Efficiency Ratios Return on total assets (%) 2.45 4.10 7.44 Return on fixed assets (%) 43.35 38.44 59.37 Total assets turnover (times) 2.04 2.37 1.53 Leverage Ratios Total liabilities / Total equity 1.92 2.99 2.19 Interest coverage (EBIT/Interest expenses) 11.00 6.70 7.91 Information on Shares (Baht) Book value per share 4.04 3.79 3.56 Earnings per share 0.33 0.54 0.74 Dividend per share 0.11 0.20 0.40 Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Mr. Hsu, Sheng-Hsiung Chairman

MESSAGE FROM THE BOARD OF DIRECTORS 2009 was another challenging year for every business in light of uncertainty bounded by the deteriorating global economic situation. Surrounded by the numerous bankruptcy and incredibly high unemployment rate, all were cautiously striving for better business outlook yet anxiously wondering whether the worst has already behind us. According to the IMF, the global economic growth rate was -1.1% in 2009. Compared to 3.0% in 2008 and 5.2% in 2007, it was no doubt a dreadful year for business environment worldwide. Against the backdrop of this volatile global market, we have worked hard to ensure CCET continues to operate from a foundation of strength. Sales revenue in 2009 was at USD 3.16 billion, or 14% lower YoY, which indicates the bad shape of global economic as well the Company’s strong capability to adapt in the face of a difficult operating environment. Several challenges that emerged in 2009 including intensified market competition, higher cost of raw materials during the first half of year due to worldwide material shortages and the appreciation of the Thai Baht against the US Dollar. These factors inevitably affected the Company’s profitability. Therefore, the net profit of year 2009 reported at Baht 1,301 million, a decrease of 38.84% compared with year 2008. Although 2010 has embarked with better sentiment and signs of short-term economic recovery, the business environment is likely to remain strenuous considering that the unemployment rate is still high and the Government’s stimulus program has yet to take effect.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Mr. Shen, Shyh-Yong Vice Chairman

Overlook 2010, CCET will expand its operation base beyond Thailand and China to leverage low cost product facilities and support the customerâ&#x20AC;&#x2122;s need. In addition, new product lines are in mass production in 2010 including LED, Smart phone and Laser printers which deemed as the growth engine accelerating CCET into next milestone. Moreover, the Company will also look for opportunities on vertical integration particularly on the component sector. By integrating with valued supply chain, we will be able to provide better value added services to the customers and further strengthening our cost competitiveness among the competitors. Together, we believe that should enable CCET to withstand its market position and to prepare well for the forthcoming global turnaround. As the Company celebrated its 20th anniversary in year 2009, to ensure the success for next 20 years is now a major task for the Company. We would like to thank the management

team and all of the staffs for their hard work and unrelenting spirits. On behalf of the Board, we would also like to take this opportunity to extend our sincerest gratitude to our valued customers, suppliers, partners, banks, government authorities and shareholders for their continued support and trust. We are honored to work for you as the Board of CCET and we remain optimistic for the Companyâ&#x20AC;&#x2122;s ongoing success in 2010.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Celebration of Cal-Comp

20 Anniversary th

CAL-COMP ELECTRONICS (THAILAND ) PLC.

FACTORY & EQUIPMENT

PRODUCT DIVERSITY CAL-COMP ELECTRONICS (THAILAND ) PLC.

Mr. Shen, Shyh-Yong

BOARD OF DIRECTORS Mr. Hsu, Sheng-Hsiung Position Chairman Education Bachelor of Chinese, National Taiwan Normal University, Taiwan Work Experience 1989-Present The Chairman of the Board Cal-Comp Electronics (Thailand) Plc. 1992-Present The Chairman of the Board Kinpo Electronics, Inc. 1994-Present The Chairman of the Board Compal Electronics Inc. 2002-Present The Chairman of the Board Cal-Comp Electronics (Suzhou) Co., Ltd. 2003-Present Director Cal-Comp Electronics Optical (Suzhou) Co., Ltd. 2004-Present The Chairman of the Board Cal-Comp Electronics and Communication Co., Ltd. 2008-Present Director Cal-Comp Technology (Suzhou) Co., Ltd. 2008-Present Director Cal-Comp Electronics and Communication (Suzhou) Co., Ltd. Securities holding (As of December 31, 2009)

Name

Mr. Hsu, Sheng-Hsiung Spouse Mrs. Hsu, Tsai Li-Chu Minor child

Type of securities

Common share Warrant (CCET-W2) TDR Common share Warrant (CCET-W2) TDR Common share Warrant (CCET-W2) TDR

Amount 9,310,000 2,000,000 - 11,200,000 1,200,000 - - - -

Position Vice Chairman Education Doctor of Law, Whittier Law School, USA Master of Business Administration, Southern California University, USA Bachelor of Public Administration, National Chengchi University, Taiwan Work Experience 2003-2004 Department Director of Procurement Division AcBel Polytech Inc. 2004-2005 Vice President of central procurement Kinpo Electronics Inc. 2004-2008 Assistant Vice President Cal-Comp Electronics (Thailand) Plc. 2008-Present CEO Kinpo Electronics Inc. August 2008-Present Vice Chairman of the Board Cal-Comp Electronics (Thailand) Plc. August 2008-Present Director Cal-Comp Electronics (Suzhou) Co., Ltd. August 2008-Present Director and Managing Director Cal-Comp Electronics and Communication Co., Ltd. August 2008-Present Chairman of the Board Cal-Comp Optical Electronics (Suzhou) Co., Ltd. August 2008-Present Chairman of the Board Cal-Comp Technology (Suzhou) Co., Ltd. August 2008-Present Chairman of the Board Cal-Comp Electronics and Communication (Suzhou) Co., Ltd. Securities holding (As of December 31, 2009)

Name

Mr. Shen, Shyh-Yong Spouse Mrs. Hsu, Yung-Hsu Minor child Shen, Hsin-Yu Minor child Shen, Pei-Chi

Type of securities

Common share Warrant (CCET-W2) TDR Common share Warrant (CCET-W2) TDR Common share Warrant (CCET-W2) TDR Common share Warrant (CCET-W2) TDR

Amount 3,385,000 3,000,000 - 1,269,300 - - - - 30,000 - - 30,000

IOD Program £ Not attend the course from Thai Institution of directors yet.

IOD Program £ Not attend the course from Thai Institution of directors yet. Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Mr. Chou, Kung-Hsiung

Mr. Hsu, Sheng-Chieh

Position Managing Director Education Master of Business Administration, Pacific Western University, Thailand Bachelor of Engineering, Feng Chia University, Taiwan Work Experience 2006-Present Managing Director Cal-Comp Electronics (Thailand) Plc. 1984-Present Vice Managing Director Cal-Comp Electronics (Thailand) Plc. August 2009-Present Director and Managing Director Cal-Comp Optical Electronics (Suzhou) Co., Ltd. August 2009-Present Director and Managing Director Cal-Comp Electronics (Suzhou) Co., Ltd. August 2009-Present Director and Managing Director Cal-Comp Electronics and Communications (Suzhou) Co., Ltd. August 2009-Present Director and Managing Director Cal-Comp Technology (Suzhou) Co., Ltd.

Position Director Education Bachelor of Engineering, Tamkang University, Taiwan Work Experience 1989-Present Director / Cal-Comp Electronics (Thailand) Plc. 1994-Present Director / Kinpo Electronics, Inc. 1994-Present Director / Compal Electronics, Inc. 2002-Present Director / Cal-Comp Electronics (Suzhou) Co., Ltd. 2004-Present Director Cal-Comp Electronics and Communication Co., Ltd.

Securities holding (As of December 31, 2009)

Name

Mr. Chou, Kung-Hsiung Spouse Minor child

Type of securities

Common share Warrant (CCET-W2) TDR Common share Warrant (CCET-W2) TDR Common share Warrant (CCET-W2) TDR

Amount 1,400,000 - - - - - - - -

IOD Program £ Attended the Director Certification Program (DCP), class 47/2004

Securities holding (As of December 31, 2009)

Name Mr. Hsu, Sheng-Chieh Spouse Minor child

Type of securities Common share Warrant (CCET-W2) TDR Common share Warrant (CCET-W2) TDR Common share Warrant (CCET-W2) TDR

Amount 5,560,000 - - - - - - - -

IOD Program £ Not attend the course from Thai Institution of directors yet.

Mr. Ko, Charng-Chyi Position Director Education Doctor of Business Administration, Lincoln University, USA Master of Business Administration, National Chengchi University, Taiwan Bachelor of Business Administration, National Taiwan University, Taiwan Work Experience 1989-Present Director Cal-Comp Electronics (Thailand) Plc. 1995-Present Director Kinpo Electronics, Inc. 1995-Present Director Compal Electronics, Inc. Securities holding (As of December 31, 2009)

Name Mr. Ko, Charng-Chyi Spouse Minor child

Type of securities Common share Warrant (CCET-W2) TDR Common share Warrant (CCET-W2) TDR Common share Warrant (CCET-W2) TDR

Amount 5,780,000 - - - - - - - -

IOD Program £ Not attend the course from Thai Institution of directors yet.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Mr. Thanasak Chanyapoon

Mr. Alan Kam

Position Director Education Master degree in laws (LL.M. (commercial laws)), University of Cambridge, UK Master degree in laws (LL.M.), Chulalongkorn University, Thailand Certificate on American and International Laws, Dallas, USA Bachelor degree in laws (LL.B.(Honors)), Chulalongkorn University, Thailand Work Experience 2001-May 2003 Managing Associate Linklaters (Thailand) Co., Ltd, Bangkok May 2003-2004 Senior Associate Law Alliance Limited 2004-October 2006 Director Law Alliance Limited November 2006-Present Managing Director, Law Alliance Limited 2008-Present Director, Khao Soon Tungsten Mining Company Limited March 2008-Present Director, Cal-Comp Electronics (Thailand) Plc. January 2010-Present Independent Director / Audit Committee United Asset Management Company Limited

Position Chairman of Audit Committee and Independent Director Education Master of Business Administration, University of Denver, USA Bachelor of Business Administration, University of Denver, USA Work Experience 2000-Present Chairman of Audit Committee/Independent Director Cal-Comp Electronics (Thailand) Plc. 2009-Present Independent Director Golden Land Property Development Plc.

Securities holding (As of December 31, 2009)

Name

Type of securities

Mr. Thanasak Chanyapoon Common share Warrant (CCET-W2) TDR Spouse Common share Warrant (CCET-W2) TDR Minor child Common share Warrant (CCET-W2) TDR

Amount

- - - - - - - - -

Securities holding (As of December 31, 2009)

Name

Mr. Alan Kam Spouse Minor child

Type of securities

Amount

Common share Warrant (CCET-W2) TDR Common share Warrant (CCET-W2) TDR Common share Warrant (CCET-W2) TDR

- - - - - - - - -

IOD Program £ Director Certification Program DCP 39/2004 £ Fellow Member & Chartered Director £ Attended the IOD-Corporate Social Responsibility Seminar in 12/ 2007 £ Attended the Chartered Director Class (CDC) on 10/2008

IOD Program £ Attended DAP Program of IOD, Class 73/2008.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Mr. William Hang Man Chao

Mr. Vichai Jittawait

Position Audit Committee and Independent Director Education Master of Business Administration Major in Finance and Marketing, University of Chicago, USA Bachelor of Science; Major in Finance, Indiana University, USA Work Experience 2000-Present Audit Committee/Independent Director Cal-Comp Electronics (Thailand) Plc. 1998-Present Managing Director Wing Wah Advisory (Thailand) Limited 1998-2007 Independent Director Seamico Securities Plc. 1999-Present Director Bangkok Garden Property Fund 2000-Present Director City Realty Co., Ltd. 2009-Present Director Libertas Co., Ltd

Position Audit Committee and Independent Director Education Master of Science in Civil Engineering (M.S.C.E), West Virginia University, USA Bachelor of Civil Engineering (B.Engr.), Khonkaen University, Thailand Work Experience 2005-Present Audit Committee Member/Independent Director Cal-Comp Electronics (Thailand) Plc. 1990-Present Chairman Builder Consultants Co., Ltd.

Securities holding (As of December 31, 2009)

Name

Mr. William Spouse Minor child

Type of securities

Amount

Common share Warrant (CCET-W2) TDR Common share Warrant (CCET-W2) TDR Common share Warrant (CCET-W2) TDR

9,305,700 379,900 - - - - - - -

IOD Program £ Attended DAP Program of IOD, Class 74/2008. £ Attended Director Certification Program (DCP), class 112/2009

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Securities holding (As of December 31, 2009)

Name

Mr. Vichai Jittawait Spouse Minor child

Type of securities

Amount

Common share Warrant (CCET-W2) TDR Common share Warrant (CCET-W2) TDR Common share Warrant (CCET-W2) TDR

- - - - - - - - -

IOD Program £ Attended the Director Accreditation Program (DAP), class 37/2005 £ Attended the Director Certification Program (DCP), class 74/2006

GENERAL INFORMATION General information of the company Industry/Sector Company Business

Security Code

Head office Telephone Fax Home page Registered number Authorized Capital Paid-up Capital Par value Dividend Policy Factories in Thailand

Technology / Electronic Components Cal-Comp Electronics (Thailand) Public Company Limited Produce electronics products in form of Electronics Manufacturing Services (EMS). EMS products mostly are designed and distributed by the owners of the brand. At present, the Company produces computer peripheral and telecommunication products. SET Ticker: CCET TB £ TSE Ticker: 9105 TT £

191/54, 191/57 18th Fl., CTI Tower, Rachadapisek Road, Klongtoey, Bangkok 10110 02-261-5033-37, 02-661-9381-83 02-661-9396 http://www.calcomp.co.th 0107543000023 4,786,168,001 Baht 3,941,108,792 Baht 1 Baht Not less than 30% of its Company only net profit of each fiscal year after legal reserve.

(1). Factory 1-3 60 Moo 8, Sethakij Road, Tambol Klong Maduea, Ampur Kratoom Bean, Samuthsakorn, 74110, Thailand (2). Factory 4-6 138 Moo 4, Petchkasem, Tambol Sapang, Ampur Koaw-Yoi, Petchaburi, 76140, Thailand (3). Branch at Nakhonratsima Province 44/4 Moo 9, Tumbol Sungnoen, Amphur Sungnoen, Nakhonratsima 30170, Thailand (4). Branch at Petchaburi province 91 Moo 4, Tambol Sapang, Ampur Koaw-Yoi, Petchaburi, 76140, Thailand

Factories in China

(1). Cal-Comp Electronics (Suzhou) Company Limited, Cal-Comp Optical Electronics (Suzhou) Company Limited. No. 2288, Jiangxing East Road, Wujiang Economic Development Zone, Jiangsu, P.R. China (2). Cal-Comp Technology (Suzhou) Co., Ltd.Genway Factory,No 288, Shengpu Road, Export Processing Zone B, Suzhou Industrial Park, Jiangsu Province, China. (3). Cal-Comp Electronics and Communication (Suzhou) Co., Ltd. Wujiang Export Processing Zone, No. 688, Pangjin Road, Wujiang Economic Development Zone, Jiangsu Province, China.

Subsidiary in Taiwan

No.147, Sec 3, Beishen Rd. Shen Keng, Taipei (222) Taiwan, R.O.C Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

SHAREHOLDING STRUCTURE AND MANAGEMENT List of top 10 shareholders Group of shareholders Nature of business

No. of shares as at % of paid December 31, 2009 up capital

1. Kinpo Electronics, Inc

Manufacture of electronic products

1,555,163,770

39.46

2. Far Eastern International Bank

Depositary of TDR

773,034,653

19.61

270,057,600

6.85

Manufacture of notebook

254,240,000

6.45

5. Kingbolt International (Singapore) Pte., Ltd.

241,930,000

6.14

6. Raffles Nominees (Pte) Limited

85,033,700

2.16

7. Thai NVDR Company Limited

74,515,585

1.89

8. Mr. Jessada Lertnantapanya

56,675,600

1.44

9. Mr. Chern Kuan-Jan

34,179,800

0.87

10. American International Assurance Company Limited-Tiger

20,000,000

0.51

Total

3,364,830,708

85.38

3. Chase Nominees Limited 42 4. Compal Electronics, Inc

Notes : Kinpo Electronics, Inc. and its 100% owned subsidiary, Kingbolt International (Singapore) Pte Ltd., hold totally 1,797,093,770

shares or 45.60%.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

CAPITAL STRUCTURE Securities of the Company 1. Ordinary shares The registered and paid-up capital as at December 31, 2009: The registered capital : Baht 4,786,168,001, comprising 4,786,168,001 ordinary shares with the par value per share of Baht 1. The paid-up capital : Baht 3,941,108,792, comprising 3,941,108,792 ordinary shares with the par value per share of Baht 1. 2. Warrant £ CCET-W1 The Company allotted the 725,931,801 units of 3 years warrants for the rights to buy ordinary shares to the existing shareholders. The warrants can be exercised on the 10th of March, June, September, and December every year throughout the Term of the Warrants . The warrants listed in the Stock Exchange of Thailand since April 25, 2006 with the code of CCET-W1 and was delisted on April 20, 2009. During year 2009, the warrantholders exercised the rights to purchase the ordinary share of 9,072,971 units equal to 9,380,453 ordinary shares. The warrants was expired on April 18, 2009 and there are remaining 676,610,203 units of CCET-W1 expired. The reserved common shares of 700,781,709 shares will be cancelled on Annual General Meeting of Shareholders in 2010. £ CCET-W2 The Company issued the Employee Stock Option Plan (ESOP) by allotting the 156,000,000 units of 3 years warrants for the rights to buy ordinary shares to the selected employees of the Company and/or its subsidiaries. The warrants have been listed in the Stock Exchange of Thailand since October 11, 2007 with the code of CCET-W2. The warrants can be exercised on the 10th of March, June, September and December every year throughout the Term of the Warrants for 3 years. As of December 31, 2009, the Warrantholders (CCET-W2) exercised the warrants of 11,722,500 units and purchase the ordinary share of 11,722,500 shares. Therefore, the balance of warrants as of December 31, 2009 is 144,277,500 units. 3. Taiwan Depository Receipts (TDRs) There are 773,034,653 units of Taiwan Depository Receipts (TDRs) underlying 773,034,653 ordinary shares or 19.61% of total paid up capital. The TDRs have been listed in Stock Exchange of R.O.C with the code of 9105.TT. Depositary of TDRs for the underlying shares is Far Eastern International Bank. The redemption rate is 1 TDR for 1 ordinary share. The right to redeem can be used every day without expiry. TDRs are entitled the same rights as ordinary shares such as the rights to attend the meeting, rights to vote, rights to receive the dividend and right to subscribe the RO, etc. 4. NVDR As at December 31, 2009, there are 74,515,585 units of NVDRs of the Company, equivalent to 1.89% of the paidup capital, underlying the same shares of ordinary share. The NVDR holders are entitled to the same rights of the underlying shares, but do not have the right to vote in the shareholders’ meeting except in case of delisting. The ordinary shares will be used as the underlying for issuance of NVDRs. Consequently, the number of voting shares will decrease. Even the number of NVDRs is quite small; there may be some changes that the Company is not able to control. Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Investments 1. Cal-Comp Electronics (Suzhou) Company Limited Cal-Comp Electronics (Suzhou) Company Limited has a paid-up capital of US$ 27.18 million, operating as a manufacturer of electronics products. The products cover telecommunication sector and its operation runs in China. This subsidiary is 100% owned by the Company. The registered address is no.2288, Jiangxing East Road, Wujiang Economic Development Zone, Jiangsu, P.R China. 2. Cal-Comp Optical Electronics (Suzhou) Company Limited Cal-Comp Optical Electronics (Suzhou) Company Limited has a paid-up capital of US$ 41.30 million, operating as a manufacturer of electronics. The products cover computers sector and its operation runs in China. This subsidiary is 100% owned by the Company. The registered address is no.2288, Jiangxing East Road, Wujiang Economic Development Zone, Jiangsu, P.R China. 3. Cal-Comp Electronics and Communication (Suzhou) Co., Ltd. Cal-Comp Electronics and Communication (Suzhou) Co., Ltd. has paid-up capital of US$ 19 million, operating as a manufacturer of electronics products. The products cover computer peripheral and telecommunication sector and its operation runs in China. This subsidiary is 100% owned by the Company. The registered address is Wujiang Export Processing Zone, No. 688, Pangjin Road, Wujiang Economic Development Zone, Jiangsu Province, China. 4. Cal-Comp Technology (Suzhou) Co., Ltd. Cal-Comp Technology (Suzhou) Co., Ltd. has paid-up capital of US$ 10 million, operating as a manufacturer of electronics products. The products cover computer peripheral sector and its operation runs in China. This subsidiary is 100% owned by the Company. The registered address is Genway Factory,No 288, Shengpu Road, Export Processing Zone B, Suzhou Industrial Park, Jiangsu Province, China. 5. Cal-Comp Electronics and Communications Co., Ltd. Cal-Comp Electronics and Communications Co., Ltd. has a paid-up capital of NT$ 69,920,780, operating as a distributor for electronics products. This subsidiary is owned 100% by the Company. The registered address is No.147, Sec.3, Beishen Road, Shenkeng Township, Taipei County 222, Taiwan, R.O.C. 6. Logistar International Holding Company Limited Logistar International Holding Company Limited has a paid-up capital of US$ 30,050,000, operating as a holding company to support investment in foreign countries and to make out of the full potential for business operation and also to be a distributor of the products. Logistar International Holding Company Limited operates in British Virgin Islands and is owned 100% by the Company. The registered address is situated at Palm Grove House, P.O. Box 438, Road Town, Tortola, British Virgin Islands. 7. Wise Sigma International Holding Company Limited Wise Sigma International Holding Company Limited has a paid-up capital of US$ 5 million, operating as a holding company and running the business in British Virgin Islands. The Company owns 45.55% of Wise Sigma International Holding Company Limited indirectly through Logistar International Holding Company Limited. The registered address is situated at Beaufort House, P.O. Box 438, Road Town, Tortola, British Virgin Islands. 8. A-Ten Technology Co., Ltd. A-Ten Technology Co., Ltd. has paid up capital of NT$30,000,000. The main business activities are a research house and distribution for telecommunication products such as mobile phones, pagers. The Company owns 34.33% of A-Ten Technology Co., Ltd. indirectly through Logistar International Holding Company Limited. The registered address is situated at 4F., No.442, Sec. 2, Jhongshan Rd., Jhonghe City, Taipei County 235, Taiwan (R.O.C.)

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

9. Telian Corporation (Korea) Telian Corporation (Korea) has a paid-up capital of 3,346,080,000 Korea Won, operating as a research house and distributor of telecommunication products such as mobile phones, cordless phone. The Company owns 23.87% of its paid-up capital. The registered address is situated at 4th Fl., Namjeun Bldg., 53-3 Haan-Dong, Kwangmyung-Si, Kyunggi-Do, 423-060, Korea. 10. Doctor Mobile Incorporated Doctor Mobile Incorporated has a paid up capital of USD 3,000,000 operating as a mobile phone and research and development for telecom related device. The Company owns 10.00% of Doctor Mobile Incorporated indirectly through Logistar International Holding Company Limited. The registered address is situated at P.O. Box 4389 Road Town, Tortola British Virgin Islands. 11. Kinpo Group Management Service Co., Ltd. Kinpo Group Management Service Co., Ltd. has a paid-up capital of NT$ 8 million, operating as a consultant company. The Company owns 12.5% of paid up capital indirectly through Cal-Comp Electronics and Communication Co., Ltd. and the registered address is situated at 10F., No.99. Sec.5, Nanjing E. Rd., Songshan District, Taipei City 105 Taiwan (R.O.C.) 12. Inx Japan International, Inc. Inx Japan International, Inc. has a paid-up capital of ¥¥ 90,000,001, operating as a distributor of computers products and management of copyrights for products designed under the name “Inx Japan”. The Company owned 11.11% and the registered address is situated at 2 Fl., Akasaka Long Beach Bldg., Akasaka 3-21-20, Minato-Ku, Tokyo, Japan. 13. BC2L Ltd. BC2L Ltd. has a paid-up capital of US$ 329,782 and produces and develops Bluetooth technology. BC2L Ltd. is owned indirectly by the Company through Logistar International Holding Company Limited for 6.36% of its paid-up capital. The registered address is situated at 2 Ang Mo Kio Street 64#03-00 Econ Industrial Building Singapore 569084. 14. Power Digital Communication Co., Ltd. Power Digital Communication Co., Ltd. has a paid-up capital of NT$ 395,000,000, distributing various telecommunication products. The Company owns Power Digital Communication Co., Ltd. for 1.90% of its paid-up capital. The registered address is situated at (231) 2F, No.10 Alley 6, Lane 45, Pao-Hsing Rd., Hsintien City, Taipei County Taiwan R.O.C. 15. Zakang, Inc. Zakang, Inc. has a paid-up capital of 42,189,534,500 Korea Won. It does research and distribute telecommunication products such as pagers and mobile phones. The Company owns 0.37% of paid up capital. The registered address is situated at C-402, Pundang Techno Park, 151, Yatap-Dong, Pundang-Ku, Sungnam-Si, Kyunggi-Do, Korea.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

THE GROUP STRUCTURE OF THE COMPANY AS OF 31 DECEMBER 2009

CAL-COMP ELECTRONICS (THAILAND ) PLC.

100 %

23.87 %

1.9 %

Cal-Comp Electronics (Suzhou) Co., Ltd.

Cal-Comp Technology (Suzhou) Co., Ltd.

Logistar International Holding Co., Ltd.

Telian Corporation (Korea)

Power Digital Communication Co., Ltd.

100 %

11.11 %

0.37 %

Cal-Comp Optical Electronics (Suzhou) Co., Ltd.

Cal-Comp Electronics and Communications (Suzhou) Co., Ltd.

Cal-Comp Electronics and Communications Co., Ltd.

Inx Japan International, Inc.

Zakang, Inc. (Korea)

45.55 %

34.33 %

10.00 %

6.36 %

12.5 %

Wise Sigma International Holding Co., Ltd.

A-Ten Technology Co., Ltd.

Doctor Mobile Incorporated

BC2L Ltd.

Kinpo Group Management Service Co., Ltd.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Investment policy and benefits derived from investment in any associated company and other companies.

In an attempt to make investments in any subsidiary company, associated company and other companies, the Company will particularly take into account the possibility of generating proceeds and benefits to be obtained by the Company. The company has established manufacturing facilities in China since 2003. Leveraging the low cost production can keep the Company competitive and be able to address customerâ&#x20AC;&#x2122;s need. As a result, the Company has expanded its customer base and operation scale to a world class EMS.

Other reference parties Shares and Warrants Registrar : Thailand Securities Depository Co., Ltd. 62 The Stock Exchange of Thailand Building Rachadapisek Road, Klongtoey, Bangkok 10110 Tel : (662) 229-2800 Fax : (662) 359-1259 : Thailand Securities Depository Co., Ltd. Capital Market Academy Building, The Stock Exchange of Thailand 2/7 Moo4, (North Park Project) Vibhavadi-Rangsit Rd., Km.27 Tung Song Hong, Bangkok 10210 Taiwan Depository Receipts : Far Eastern International Bank (TDRs) Depositary 5 F, No. 1, Hsiang Yang Rd., Taipei, Taiwan, R.O.C. Tel : 886-2-2312-3636 Fax : 886-2-2388-8278 Auditor : Ms. Rungnapa Lertsuwankul Certified Public Accountant (Thailand) No. 3516 Ernst & Young Office Limited 193/136-137, Lake Rajada Office Complex, Rachadapisek Road, Klongtoey, Bangkok 10110 Tel : (662) 264-0777 Fax : (662) 264-0789-90

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

NATURE OF BUSINESS OPERATION Cal-Comp Electronics (Thailand) Public Company Limited (“The Company”) was found with initial capital of Baht 125 million on 4 December 1989 in order to embark on electronics manufacturing services (EMS) business. At present, the Company has registered capital of Baht 4,786,168,001 and paid-up capital of Baht 3,941,108,792. The Company is in Electronics Manufacturing Services (EMS) business, producing electronics products for major brands worldwide for example, Western Digital, Seagate, Advance Digital Broadcast, Thomson, Hewlett Packard, Panasonic, Motorola, and Nikon. The Company’s OEM products can be categorized into 2 groups as follows: £ Computer peripherals such as ink-jet printers, multi-function printers, dot-matrix printers, external hard disk drive and PCBA. £ Telecommunication products such as Set Top Box, mobile phones and Bluetooth headsets. As of 31 December 2009, the Company has 11 factories, 6 located in Thailand, employing 6,065 employees and 5 located in China, employing 7,045 employees. Manufacturing factories are located in 3 areas as followings: £ The first location in Thailand has 3 factories in the same area at Ampur Kratumban, Samuthsakorm £ The second location in Thailand has 3 factories in the same area at Ampur Khaoyoi, Petchaburi £ The location in China has 5 factories in Suzhou, Jiangsu Province. The Company was awarded investment tax privileges type 5.4, 5.5, 5.6 and 5.7 for manufacturing electronics products and electronics components from Board of Investment (BOI) in which provided 8 tax incentive projects.

Income Structure

Divisions

2007 Million Baht %

Computer Peripheral Telecommunication Products Other Equipment

73,964 18,320 1,541

78.55 19.46 1.64

98,172 24,880 233

79.33 20.10 0.19

86,426 22,012 -

79.57 20.26 -

Total sales revenue

93,825

99.65

123,285

99.62

108,438

99.83

Other revenue

332

0.35

474

0.38

182

0.17

Total revenue

94,157

100.00

123,759

100.00

108,620

100.00

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

2008 Million Baht %

2009 Million Baht

Production Volume Description Production volume

- Computer Peripheral - Telecommunication Accessories - Other Equipment Total

(Unit : Thousand Units) 2007 Number %

2008 Number %

2009 Number %

87,256 16,674 2,089

82.30 15.73 1.97

149,905 18,792 105

88.81 11.13 0.06

161,141 9,275 -

94.56 5.44

106,019

100.00

168,802

100.00

170,416

100.00

The production in Thailand and in China utilizes labor for 1 round per day (8 hours per round). The factories in Thailand utilize 81% of the full capacity and the factories in China utilize 77% of the full capacity. Overall, the Company utilizes 79%, 80% and 79% of the full capacity for year 2007, 2008 and 2009, respectively. In order to improve the Companyâ&#x20AC;&#x2122;s manufacturing efficiency while maintain its existing competitiveness, the Company developed a series of system to monitor the operation routine on daily basis. Four systems including production direct control system, manufacture on time systems, B2B procurement system, and digital center server system has formed a fine network to provide the Company and its customers most updated information in order to track and analyze potential issues.

Details of purchasing of local and foreign raw materials during 2007-2009

The Company has purchased raw materials through local and overseas suppliers. Bellow is the Companyâ&#x20AC;&#x2122;s consolidated purchase amount in million baht during 2007-2009. Order

2007 Million Baht %

2008 Million Baht %

2009 Million Baht

Domestic raw materials Imported raw materials

22,879.17 57,820.08

28.35 71.65

32,396.13 76,112.42

29.86 70.14

27,812.68 71,457.48

28.02 71.98

Total

80,699.25

100.00

108,508.55

100.00

99,270.16

100.00

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Types and sources of essential raw materials

Raw materials for internal components

Raw material

Source of supply

Radio Components

Antenna, Balun and Bandpass filter, Transceiver, Taiwan, Korea and China Tuner, Power amplifier , Resonator, Crystal.

Chip IC series

MCP, DSP, Audio amplifier, Memory, LCM driver, Singapore, Japan, Korea and Power management, Media IC. the U.S.

Key Component CPU, HD, Pens, LCM, Printer heads, Modulator

Thailand, Taiwan, China, Singapore and Japan

Other Components

Thailand, Taiwan, China, Singapore, Japan, and U.S.

Capacitor, Bead inductor, Vibration Motor, Speaker, Receiver, Microphone, Metal Dome, Switch, Connector, FPC, LED, Discrete, PCB, Res

Raw materials for external components Raw materials for external components are primarily the case of the products and other outside components as follows:

Raw material

Adapter and Cables

Description

Description Electric cable and adaptors

Source of supply Thailand, Malaysia, China

Case Plastics and plastic components

Thailand, Singapore, Malaysia and China

Packaging

Thailand and China

Paper box, Poly foam, Plastic bags, Plastic tapes and Tag.

Raw material suppliers

Raw material suppliers can be categorized into 3 groups as follows: (1) Procure through parent company (2) Procure through affiliates (3) Directly procure from other suppliers.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Key components will be procured according to customer’s specification. The major shareholders and affiliates may be also CCET’s customers as well. The Company implements random sampling to investigate each raw material types and uses Vendor Quality Assurance system to certify the qualified suppliers. The Company will only place order to the qualified suppliers. Moreover, there are 6 raw material suppliers established their manufacturing facilities inside the Company’s productions zone which is called Value-Chain Partnership. This partnership allows CCET to control raw materials quality in real time and to reduce inventory spaces and to lower transportation costs. Those six suppliers do not hold shares of the Company, nor do them related to management of the Company. The aforementioned suppliers are as follows:

Suppliers 1. Allied Technologies (Thailand) Co., Ltd. 2. Jeng Jea (Thailand) Co., Ltd. 3. Ever Jet Co., Ltd. 4. Jet Industries (Thailand) Co., Ltd. 5. Hypertek Plastic Industry Co., Ltd. 6. Chang Huat Plastic Industries (Rayong) Co., Ltd.

Raw material Steel components, die steel Spray Painting Plastic components Plastic components Plastic Plastic

Purchasing Policy

The Company’s purchasing policy is based upon the comparison of prices of raw materials quoted by each supplier, and punctual delivery of the supplier to each shipment and taking into account the maximum benefits to be obtained by the Company. In the purchasing process, the sales department and the production department will cooperate in planning the purchase of raw materials so as to ascertain the demands for each period and maintain the inventory at an appropriate level from time to time.

Material changes in 2009

£ The

Board of director had approved the investment increase of Logistar International Holding Co., Ltd. which is 100% wholly owned by the Company of USD 20,000,000. After capital increased, the paid up capital is USD 30,050,000. The purpose for the capital increase is for the improvement the financial structure of LGT. £ Withdrawal the investment in India, which was approved by the Board of Directors’ meeting no. 3/2007 on August 13, 2007. Since the company’s production capacity is sufficient to support the current demand, the Board of Director approved to withdraw this investment project. £ The Board of director had approved the investment increase of Cal-Comp Electronics & Communication (Suzhou) Co., Ltd., a 100% owned subsidiary of USD 20,000,000. After capital increased, the paid up capital is USD 35,000,000 and expect to be completed by August 2011. The purpose of investment is for supporting the working capital. As of December 31, 2009, the Company started to invest of USD 4,000,000. £ Launch Syndication loans of USD 120,000,000 for the Company and its subsidiary, Logistar International Holding Co., Ltd. which is 100% wholly owned by the Company from finance institutions which are non-related with the Company and its subsidiary LGT. The available period is 3 years plus 2 years extend option and the purpose is to improve the financial structure and increase working capital facility to support business operation.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

INDUSTRY AND MARKET COMPETITION EMS Industry Overview

The global recession does have great impact on every industry in 2009. During the time, companies facing shortage in raw material supply, higher cost of good sold due to oil price, lower market demand and else. However, although the economic situation is still not yet fully recover, more than 50% of companies see the macro environment improving yet still worried about the level of business activity and/or volume for the forthcoming years. Senior research analyst in the electronics manufacturing services and consumer device semiconductors, Michael Palma, reporting that the recession drove down industry’s sales revenue by $37 billion in 2009, a 12.9% contraction as comparing to 2008. Result shows that 2009 was considered a bad year for all since consumer spending was evaporated and capital spending was contracted as well. Such situation shall be improved since the economy starts to recover and the EMS industry revenues should therefore show a slight improvement from 2010. Exhibit 1 : Worldwide EMS/ODM industry revenue 2005 to 2013 350 300

(SB)

250 200 150 100

ODM Sector

50 0

EMS Sector 2005

2006

2007

2008

2009

2010

2011

2012

2013

EMS/ODM Trend The key driver for the electronics contract manufacturing industry (EMS & ODM) is cost. High-volume manufacturing in the form of EMS/ODM can be attracted to countries by offering low-cost labor and availability of components (e.g., price and suppliers ecosystem). The critical success factors for an EMS/ODM model is be able to offer real outsourcing cost reductions and benefits that actually help OEMs to reduce costs, including: £ Low cost geographic destinations £ Component costs £ Intellectual property (IP) protection £ Government tax incentives £ Adequate infrastructure £ Developed transportation and logistics On the other hand, short lead time can be challenging and has significantly impact on EMS/ODM companies. To make matters worse, in difficult economic environments, customers can change EMS delivery schedules and forecasts; even significantly reduce their forecast period.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Exhibit 2 : Five Year Trend Global EMS Market Share by Industry 2008 to 2013

2008 Revenue (SM)

Automotive Communications Computer Consumer Defense/Aerospace/Other Trans. Industrial Medical

6,350 88,484 105,729 48,886 10,263 20,177 14,106

2.1% 30.1% 36.0% 16.6% 3.5% 6.9% 4.8%

Total

$ 293,995

100.0%

2013 Revenue (SM)

CAGR

8,576 123,950 166,235 71,444 13,304 27,612 23,656

2.0% 28.5% 38.2% 16.4% 3.1% 6.4% 5.4%

6.2% 7.0% 9.5% 7.9% 5.3% 6.5% 10.9%

$ 434,777

100.0%

8.1%

Source : Electronic Trend Publications The computer sector is expecting to show strong growth at a CAGR of 9.5% over the next five years. Meanwhile, the consumer and communication industries are also expecting a CAGRs of 7.9% and 7.0% respectively through 2013. Overall, the global EMS market is expecting to grow 8.1% annual from a $294 billion market in 2008 to $435 billion market in 2013. However, it is also important to note that although the industry is still showing growth, the forecasts are much less aggressive than previous years. According to Electronic Trend Publications, from 2008 to 2013, Asia is expecting to grow at a CAGR of 9.2% as comparing to 6.3% annual growth for North America and 6.2% annual growth in Europe. The rest of the world is expecting to grow at a 6.0% CAGR over the same period. Asia will represent over 65% of the EMS market by 2013 compared to approximately 17% for North America. STB Industry Overview Cable and Satellite STB were the mainstream in the STB market in 2009. In 2009, the Asian market for STB was estimated to have seen approximately 40% growth in shipments primarily due to the Government project Village-to-Village in China while the North American market was likely up 2.5% primarily due to a temporary surge in Digital Terrestrial STB shipments. Nonetheless, the European market was expected to see an 11% decline in 2009 mainly due to cable operator reduce expenditure in digital set-top-box market. On the other hand, the information/communication technology market is estimated to have 198 million shipments of set-top-box worldwide in 2010 thanks to the trend of converting analog signal into digital signal. Market Intelligence Center (MIC) indicates that beginning 2010 several European Union state members including Spain, Britain, France, and Belgium will intensively convert analog signal to digital signal making Europe the most attractive market. The existing 480 million cable TV subscribers worldwide and the accelerating digitization in emerged market create a demand for over 37 million set-top boxes in 2010. IT research indicates the global market for set-top boxes to begin taking off in 2010 and grow at annual rate of 5-10% in the next three years. Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Hard-Disk-Drive Industry Overview The hard-disk drive (HDD) market in 2009 was not suffered nearly as much as feared after Q4/08’s collapse. Rather, a mild expansion in 2H/09 was more likely seen with the traditional seasonal growth yet still a 23% of decline as comparing to year before recession. Overall, with consideration of strong volumes shipping from Seagate, Western Digital, and Samsung, it is expected that 2009’s volumes could surpass 2008’s total number of 540 million. Nonetheless, under the impact of economic recession, the market is more likely to grow within 5 years. One main momentum for the growth would be due to the mobile notebook PC area, as these continue to pick-up in growth during slow yet improved economic growth period. On the other hand, computing could be seen as much a bread and butter issue with users all over the world, as the world churns on information globally. Still, for the HDD industry trend, the focus is expected to be how to be cost efficient to match price reductions and how to managing inventory to meet demand. Moreover, monitoring SSD market shall be another concern which should be aware of. Exhibit 3 : HDD shipments and industry trend 2008-2013 HDD Terabyte Shipments by Vendor 16 M 14 M 12 M Seagate

10 M 8M

HGST

Toshiba

Fujitsu

Samsung

2007

2008

2009

Source : IDC Inc. HDD Industry Update 2008 to 2013 900,000 800,000 700,000

$ 35,000 $ 30,000 $ 25,000

600,000 500,000 400,000 300,000 200,000 100,000 0

$ 20,000 $ 15,000 $ 10,000 $ 5,000 2008 Nov-08

Source : IDC Inc.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

2009 May-09

2010

2011

Prelim Nov-09 Forecast

2012

2013

Current Revenue Forecast

Printer Industry Overview The printer market declined by 24.5% in the 1H2009 to 51.3 million units sold and did not expected to recover until later in 2010. The reasons behind the fall were weak demand as both businesses and consumers reduced spending and the drop in shipments was also impacted by tighter inventory controls in order to minimize inventory levels in the channels. Overall, office market and consumer inkjet market fell 24.5% and 17.3% respectively. Although the sale in 2H2009 did slightly recover due to replacement cycle for business organization, more recovery will be less likely seen till 2H2010. Mobile Industry Overview The mobile handset industry is expected to have 12% contraction in terms of unit shipments in year 2009. In 2008, global mobile handset unit production reached 1/2 billion units. The market is expected to show revival sign in 2010. Worldwide factory revenue from production of mobile handset will reach $162.0 billion in 2012 up from $144.4 billion in 2008 and $117.0 billion in 2009. Exhibit 4 : Worldwide Mobile Handset Production Forecast 2005-2013 (Thousands of Unit/ Millions)

2,000,000

1,600,000

1,200,000

800,000

400,000

2005

2006

2007

2008

2009

Mobile Handset Shipments

2010

2011

2012

2013

$ Millions

Thousands of Units

Worldwide Mobile Handset Production Forecast (Ship-in)

Factory Revenue

(Source : iSupply) In 2009, because of the extension of replacement cycles, the upgrade sales slowed down in the developed nations. The new device sale has not yet lost its momentum due to the rapid addition of new subscribers in the emerging markets of Asia, Africa and Latin America. This presents unique opportunities of different players in the dynamic mobile handset value chain. However, such opportunity will likely be affected by the emerged market of bandit products. On the other hand, the rapid improvements in social networking and mobile computing platforms have created significant potential for smart-phone & 3G products. Overall, smart phone & 3G handsets will likely became one of dominant mobility products as social networking device worldwide.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

RISK FACTOR CCET is committed in developing a comprehensive risk management system dedicated to the financial operation, economic condition, environment, and personnel criteria. Risks may affect our business operations are listed as below. However, this may not be an exhaustive list and unforeseen risks outside of our control may also impact the business operations.

1. Risk associated with operation

1.1 Risks from obsolete inventory The procurement and production plans are made based on customers’ forecast and may subject to change in order to correspond to the sale conditions. CCET has selective teams and systems constantly monitoring the demand and inventory level in order to respond customer’s need efficiently. Meanwhile, the Company has adopted make-to-order method as the manufacturing policy. The sales from OEM customers contributed the majority of CCET’s sales and have limited risk of obsolete inventory. The obsolete ratio is at 2.36% as end of Dec.2009. On the other hand, ODM sale bear the inventory risk but is at lesser degree of impact since the revenue from ODM are minimal. Additionally, the raw materials and obsolete inventories are re-valued by the auditors from time to time and recorded according to accounting standard in order to reflect on time update condition. Further, the Company write off inventories that not be used for 2 year. 1.2 Risks from dependency upon major customers CCET has established long term relationship with our customers by providing quality technical service and working closely as a team to continuously create competitive advantages for both. Meanwhile, the Company has also committed in expending new customer base to mitigate the dependency on particular customer. 1.3 Risks from dependency upon and competition with the parent companies The Company’s major shareholders of Kinpo Electronics Inc and Compal Electronics Inc are an electronics manufacturing provider in Taiwan. There is no direct competition among Kinpo, Compal and the Company, as each has its own range of products and R&D team. Kinpo Electronics Inc focuses on the production of calculator. Compal Electronics Inc focuses on the production of notebook while the Company focuses on the production of printers, PCB assembly, mobile phone and set top box. In addition, CCET receives no financial assistance from our major shareholder. 1.4 Risks from competition and technology As an EMS company, CCET is experiencing competition across all markets particularly in cost and technology skills. In respond to the rapid market change, CCET has continuously improve its manufacturing capability to minimize the cost in order to remain cost competitive and advancing the R&D capability with the aiming of enhanced technology know-how to be updated in the industry. The Company is expecting to invest in research and development in the forthcoming year as well. 1.5 Risks from concentration of purchase and raw material quality The Company established procurement centre to ensure stability of shipping schedule among qualified suppliers while minimize risks bore by concentrate on particular supplier. Meanwhile, the Company had set up Quality Assurance Centre strictly examines the quality prior the production in order to secure CCET’s profound quality reputation. In addition, materials which consigned by the customers will also following the company qualification procedure to minimize the burden occurred later in the manufacturing process.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

The Company had also build up close partnership with the suppliers to minimize the overlap cost while be able to improve the business situation jointly.

2. Risk associated with economic condition and financial market

2.1 Risks from interest rate fluctuation The Company exposure to interest rate risk relates primarily to its cash at banks and borrowings. However, since most of the Companyâ&#x20AC;&#x2122;s financial assets and liabilities bear floating interest rates or fixed interest rates which are close to the market rate, the interest rate risk is expected to be minimal. Current interest rate is at 0.01~1.71%. Meanwhile, the Company had both long term and short term loan from financial institutions to secure companyâ&#x20AC;&#x2122;s regular operation. 2.2 Risks from foreign exchange volatility The Company exposure to foreign currency risks mainly arise from trading transactions and borrowings that are denominated in foreign currencies. Consequently, the fluctuation in US dollar may adversely distress the financial performance. Nevertheless, the Company had managed the risks by using natural hedge method and forward exchange contracts when it considers appropriate to minimize possible loss. CCET is continuously monitoring the global economic and market movements with regards to the exchange rates with the aim of preventing potential loss.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

MANAGEMENT STRUCTURE Executive Committee

The Company has two executive committees, that is, the Board of Directors and the Audit Committee, particulars of which are shown below. Board of Directors As of 31st December 2009, the Company’s Board of Directors consists of the following members.

Mr. Hsu, Sheng-Hsiung Mr. Shen, Shyh-Yong Mr. Chou, Kung-Hsiung Mr. Ko, Charng-Chyi Mr. Hsu, Sheng-Chieh Mr. Thanasak Chanyapoon Mr. Alan Kam Mr. William Hang Man Chao Mr. Vichai Jittawait

Position

Name

Chairman Vice Chairman Managing Director Director Director Director Chairman of Audit Committee and Independent Director Audit Committee and Independent Director Audit Committee and Independent Director

Mrs. Sunadda Jaypong is the Corporate Secretary

Authorized Directors

The authorized directors are Mr. Hsu, Sheng-Hsiung and Mr. Shen, Shyh-Yong and Mr. Chou, Kung-Hsiung. Either one of signature of authorized directors is authorized to sign on behalf of the Company with the Company’s seal affixed.

Scope of authorities and duties of the Board of Directors

1. Duties of the Board of Directors The Board of Directors has applied its knowledge, ability and experience to carefully perform its duties in the Company’s interests in accordance with the Company’s objectives, regulations and resolutions made to shareholders with the strong commitment to a practice of honest, straight-forwardness and carefulness toward a maximum extent of effort to maintain both the Company and shareholders’ benefits. 2. Duties on the accountability to shareholders The Board of Directors has to have consistently accountability to shareholders, protect the interests of shareholders and transparently disclose clear information to investors. 3. Review and approval of financial reports and changes in accounting policy The Board of Directors is responsible for approving the financial reports that have been audited and/or reviewed by the auditor and the Audit Committee, and any changes in accounting policy. 4. Review and approval on appropriateness of business policies The Board of Directors is responsible for reviewing and approving any appropriate policy, budget and direction of the Company’s business operation and plans as proposed by the Management.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

5. Supervision of Management The Board of Directors is responsible for supervising the Management to efficiently perform in the line with the policy set and for informing the Management in preparing any material reports on the Company’s business operation and other related party transactions in accordance with the rules and regulations of the Office of Security and Exchange Commission and the Stock Exchange of Thailand. In cases of necessity, the Board of Directors will set third parties to give professional or technical advice on any matter, which may materially affect the Company’s business. 6. Pursuance of internal control and audit system The Board of Directors has to set up and maintain effective internal control system designed to provide the Management with reasonable assurance that transactions are recorded properly and accurately enough to ensure that the assets are safeguarded and that material frauds and malpractice are precluded. The Board of Directors also appointed the Audit Committee and the internal audit unit to examine the adequacy and the suitability of the internal control system of the Company. 7. Independent performance of non-management directors The independent directors have their own discretion to make decision on any strategy, administration, appointment of directors and any other material matter affecting the benefits of the Company, including the sufficient and appropriate access to information technology concerning financial and business matters on the interest of the Company. 8. Ethics and etiquette The Board of Directors prepares a compliance manual in relation to the ethics and etiquette of the Management and staff as guidelines for good and proper practice within the Company. All aforementioned responsibilities can be enforced and approved by the Board of Directors except for the following items, which require shareholders’ approval. £ In compliance with the law, requiring a shareholders’ resolution £ Connected transactions as set out in SET or by laws The transactions in which any director has a material interest, directly or indirectly, or has a conflict of interest, the director(s) has no voting right on such transactions.

Audit Committee and Independent Director

Definition of “Audit Committee” as the following; 1. Holding not more than 1% of the shares entitled to vote of the Company, subsidiary companies and its affiliated companies or conflicting juristic persons, shares held by related persons to be included in the calculation. 2. Not being a director who take part in the management; an employee; a staff; an advisor who receives a regular salary and it not in a position to exert control over the Company, its subsidiaries or fellow-subsidiaries or on any entity likely to give rise to a conflict of interest (at present, and in the two years prior to his appointment) 3. Does not have business dealings with the Company: 3.1 Is not an auditor of the Company 3.2 Does not provide other professional services to the Company such as legal or financial consultancy or appraisal worth more than Baht 2 million per year. Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

3.3 Does not have habitual related party transaction by way of rent or lease, whether as lesser or lessee, or real estate, or concerning assets/services or the receipt or provision of financial assistance with a value exceeding Baht 20 million or 3% of NTA, whichever is the lower, including transactions carried out in the one year prior to carrying out of any given transaction. He must not have business relations as defined in 3.1 to 3.3 above at present, nor in the two years prior to his appointment except where there is necessary and proper reason and in any case not continuously or constantly. An Independent Director or Audit Committee Member may have relations that go beyond those stipulated while performing his office, but only after obtaining the unanimous prior approval of the Company’s Board of Director and subject to the relationship being disclosed per Form 56-1, in the annual report and in the letter of invitation to the Shareholder’s Meeting in the event that the Shareholders’ Meeting is to be asked to renew the term of office of the Independent Director or Audit Committee Member concerned. 4. Is not related by blood or marriage to (i.e. is not the father, mother, spouse, sibling or child of or the spouse of a child of an Administrator, major shareholder or other person in a position of authority or candidate as Administrator or person in a position of authority of the Company or any of its subsidiaries. 5. Has not been appointed to represent a Director or major shareholder or other shareholder that is a related party to a major shareholder. 6. Does not have any other characteristic limiting his independence. 7. An Independent Director having the characteristics set out in points 1 to 6 above may be given powers by the Board of Directors to decide on matters involving the Company, its subsidiaries, its joint ventures or fellowsubsidiaries or entities likely to have a conflict of interest on a collective decision basis. As of December 31, 2009, the Company’s Audit Committee and Independent Director consist of the following members; 1. Mr. Alan Kam Chairman of Audit Committee and Independent Directors 2. Mr. William Hang Man Chao Audit Committee and Independent Directors 3. Mr. Vichai Jittawait Audit Committee and Independent Directors Mr. Alan Kam and Mr. William Hang Man Chao have the knowledge to review the financial statement.

Scope of authorities and duties of the Audit Committee

(1) To review the Company’s financial reporting process to ensure that it is accurate and adequate. (2) To review the Company’s internal control system and internal audit system to ensure that they are suitable and efficient, to determine and internal audit unit’s independence, as well as to approve the appointment, transfer and dismissal of the chief of an internal audit unit or any other unit in charge of an internal audit. (3) To review the Company’s compliance with the law on securities and exchange, the Exchange’s regulation, and the law relating to the Company’s business. (4) To consider, select and nominate an independent person to be the Company’s auditor, and to propose such person’s remuneration, as well as to attend a non-management meeting with an auditor at least once a year. (5) To review the Connected Transactions or the transactions that may lead to conflicts of interests, to ensure that they are in compliance with the laws and the Exchange’s regulations, and are reasonable, and are reasonable and for highest benefit of the Company. (6) To prepare, and to disclose in the Company’s annual report, an audit committee’s report which must be signed by the audit committee’s chairman and consist of at least the following information: (a) An opinion on the accuracy, completeness and creditability of the Company’s financial report. (b) An opinion on the adequacy of the Company’s internal control system. (c) An opinion on the compliance with the law on securities and exchange, the Exchange’s regulations, or the laws relating to the Company’s business. (d) An opinion on the suitability of an auditor.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

(e) An opinion on the transactions that may lead to conflicts of interests. (f) The number of the audit committee meetings, and the attendance of such meetings by each committee member. (g) An opinion or overview comment received by the audit committee from its performance of duties in accordance with the charter. (h) Other truncations which, according to the audit committee’s opinion, should be known to the shareholders and general investors, subject to the scope of duties and responsibilities assigned the Company’s board of directors. (7) To perform any other act as assigned by the Company’s board of directors, with the approval of the audit committee. Management As of December 31, 2009, the management comprises of 5 persons, as follows; 1. Mr. Chou, Kung-Hsiung Managing Director 2. Mr. Lai, Chi-Tien Vice President Administration 3. Mr. Yeh, Tien-Kung Accounting controller 4. Mr. Huang, Ko-Wei Vice President Manufacturing 5. Mr. Wang, Wei-Chao Vice President Manufacturing

Scope of authorities and duties of the Managing Director

1. Make a decision on important matters, set duties, objectives and direction of the Company’s business policy including supervising overall operation performance, customer relation and marketing for businesses in foreign countries and being responsible to the Board of Directors. The financial transactions such as guarantee debt and lending, the Managing Director do not have the authority to do so but should depend on the Board of Director’s approval. 2. Approve annual budget of the Company 3. Approve credit limit given to customers, payment period, and product sales contracts including changes in trade conditions, making guarantee contracts and obsolete inventory management. 4. Have authorities to purchase permanent assets with the investment of no more than Baht 20 million. 5. Have authorities to invest in a new project with the investment of no more than Baht 20 million. 6. Set and approve standard of personnel management and of employees’ salary adjustment. 7. Approve consultant appointment that is necessary to business operation 8. Perform any other duties related to the Company’s general operation, not including operation of inter-related transactions and any transaction regarding purchase or disposal of material assets of the listed company according to the rules and regulations of the Stock Exchange of Thailand. The above authorities, entitled to the Managing Director, have to follow the laws and bylaws of the Company. In case of any transaction, which affects or may affect on interest of the Managing Director or connected persons, Managing Director has no authority to approve it and has to propose the issue to the Board of Directors for consideration. Besides, in case that the transactions incurred are inter-related or relate to purchase or disposal of material assets of the Company or its subsidiaries, these transactions are required to have approval from shareholders and/or to comply with the rules, conditions and procedures in the relevant regulations of the Stock Exchange of Thailand regarding these particular matters. Selection of Directors and Executives The Company does not have any nomination committee to appoint the directors. However, according to the Company’s guideline, the directors are selected by the Board of Directors by concerning on experience, vision, abilities and characteristics.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

The Board of Directors At annual General shareholders’ meeting, the directors should resign from the Board at least one-third of the total number of directors. If the number of directors cannot be divided into exactly three parts, they should be retired by the number closest to one-third. And in case that any retired director is re-elected, a resolution of the shareholders’ meeting will be required. At the time of candidate’s nomination for the Board of Directors, the Company will prepare a list of details and information about such candidates for the shareholders’ consideration, which have to follow the rules and procedures below. 1. One shareholder is entitled to one vote per share. 2. Each shareholder will exercise the right under item no.1 to elect one or more persons to be member of the Board of Directors, but cannot divide up his or her votes and allocate such vote for any one candidate. 3. The candidates obtaining the highest numbers of votes should be appointed directors, until all vacancies are filled. Should be a tied vote, the Chairman of the meeting shall have a casting vote. In the event that the position of the Board of Directors is vacant whatever the reason is except when the term of the position is completed, the Board of Directors has to elect person(s) having proper qualifications and being not illegal according to the laws of public company. The vacant position will be filled in the next BOD’s meeting, except the remaining term is less than 2 months. The elected person will be in the position for the rest of the term of the retired director. The resolution of the Board of Directors should get the voting of not less than three-fourth of the total number of the existing directors. Audit Committee and independent directors Shareholder will be able to appoint the Audit Committee and independent directors during shareholder’s meeting. The term of the appointment is 3 years and can be re-elect after the term expired. The qualifications of the Audit Committee member and independent director are specified in page 31 and 32. Management’s remuneration Directors’ remuneration for year 2009 All the directors received bonus in the total of 19.40 million Baht in year 2009 form the performance of the year 2008.

Name Mr. Hsu, Sheng-Hsiung Mr. Shen, Shyh-Yong Mr. Chiang, Hsiao-Chin* Mr. Hsu, Sheng-Chieh Mr. Ko, Charng-Chyi Mr. Chou, Kung-Hsiung Mr. Thanasak Chanyapoon Mr. Alan Kam Mr. William Hang Man Chao Mr. Vichai Jittawait Total

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Remuneration Bonus

Meeting Allowance

6,000,000 2,000,000 3,000,000 1,200,000 1,200,000 1,200,000 1,200,000 1,200,000 1,200,000 1,200,000 19,400,000

480,000 360,000 - 180,000 180,000 180,000 180,000 180,000 180,000 180,000 2,100,000

Remark : Mr. Chiang, Hsiao-Chin was the vice chairman of the Company on January 1 - August 13, 2008 and the Board of Director has appointed Mr. Shen, Shyh-Yong to replace Mr. Chiang, Hsiao-Chin since August 13, 2008. Therefore, bonus for a vice chairman of Baht 5,000,000 has been allocated to the period of tenure of directors. Remuneration of the Management Remuneration of the 5 management members team including salary and bonus in 2009 amounted to Baht 14,122,371. Other benefits - None -

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

MANAGEMENT STRUCTURE BOARD OF DIRECTORS

Audit Committee

Mr. Hsu, Sheng-Hsiung

Internal Audit Manager

Chairman

Mr. Shen, Shyh-Yong Vice Chairman

Mr. Chou, Kung-Hsiung Managing Director

Mr. Lai, Chi-Tien

Vice President Administration

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Mr. Yeh, Tien-Kung

Accounting Controller

Mr. Huang, Ko-Wei

Vice President Manufacturing

Mr. Wang, Wei-Chao

Vice President Manufacturing

CORPORATE GOVERNANCE The Company has initiated policies conforming to the Code of Best Practices of the directors of listed companies according to the procedures of the Stock Exchange of Thailand. The Company values the principle of good corporate governance, considering all stakeholders and society as a whole. The Company has set the good corporate governance policy that has been approved by The Board of Directors as followings: £ Issued policy for the Rights and Equitable Treatment Shareholders and various groups of stakeholders. £ Managed through absolute responsibility and oversaw any conflict of interests by the Board of Directors. £ Verified financial statement and connected transaction with related parties through proper control and internal audit, which include business operation and risk management. £ Operated business with transparency and disclosure of information in an adequate, reliable and punctual manner. £ Performed under Code of Ethics by Directors and employees. The following lists corporate governance policy reported in 5 separate categories, as mandated by the Stock Exchange of Thailand.

1. The Rights of shareholders

Basic shareholder rights are rights to buy/sell or transfer shares, share in the profit of the Company, obtain relevant and adequate information on the Company in a timely manner and on a regular basis, participate and vote in the shareholder meetings to elect or remove members of the board, appoint external auditor, and make decisions on any transactions that affect the Company such as dividend payment, amendment to the Company’s articles of association or the Company’s memorandum of association, capital increases or decreases, the approval of extraordinary transaction and approval on important transactions influencing directions of the Company. In year 2009, besides the above-mentioned rights of the shareholders, the Company proceeded to carry out the necessary work which encourages shareholders to use their rights as the following: 1. In year 2009, the Company held Annual General Shareholders’ Meeting on March 27, 2009 at 10.00 a.m. at the Four Wings Hotel (Bangkok), 3rd Floor (Kanyalak Room A,B), 40 Sukhumvit Rd., Soi 26, Khet Klongtoey, Bangkok which has the voting according to the minutes. The Company delivered an invitation letter, the agenda of each meeting as well as supplementary documents to the shareholders no less than 14 days prior to the meeting date according to the laws through the Company’s shares registrar. 2. Release the detailed information on agendas of the shareholders’ meeting and post on the Company’s website (www.calcomp.co.th) 30 days before the meeting date, these information is same with the documents that the Company distributed to shareholders. Moreover, the Company informed clarifying all shareholders to attend the meeting and the rights to vote on resolutions via SCP client of The Stock Exchange of Thailand. 3. Provide shareholders full rights to vote and in case of the shareholders who unable to attend the meetings are entitled to appoint a representative to attend the meeting. 4. The Company used the Barcode System in the Annual Shareholders’ Meeting for shareholder registration and voting process in order to demonstrate voting transparency. 5. The Company held the meeting at a convenience location and set up a suitable meeting room for the shareholders. The Company also gave an opportunity to shareholders to express their question with the Company’s Investor Relations Department before the meeting. Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

2. The Equitable Treatment of Shareholders

The Company gives the importance in the equitable treatment of shareholders to all shareholders. 1. The Company invited all shareholders of the Company to propose any matter that they deem significant to be included in an agenda of the Annual General Shareholders’ Meeting 2009. The Company made announcement on the Company’s website and the SCP Client of Stock Exchange of Thailand. Proposed agendas can be sent to the Company via Investor Relations Department’s e-mail address at ir@calcomp.co.th or postal within specific period. For the Annual General Shareholders’ Meeting 2009, no any agendas proposed by shareholders. 2. The Company invited the shareholders to propose a qualified candidate for directorship for the Annual General Shareholders’ Meeting 2009, the shareholders must be the Company’s shareholder holding continuously minimum shares in an amount 0.05 percent of the total shares either by one or several shareholders combined. And, Shareholders must have held those shares continuously for at least 12 months by the date the shareholder nominates a qualified candidate. The Company had announced the qualification of candidate, the regulation and the support documents by posted on the Company’s website for shareholders to study the detail information. The proposed a qualified candidate and supporting documents can be sent to the Company via Investor Relations Department’s e-mail address at ir@calcomp.co.th or postal within specific period. For the Annual General Shareholders’ Meeting 2009, no any candidate was proposed by shareholders. 3. In case of the shareholders who are unable to attend the meetings are entitled to appoint representative e.g. Independent Director or a person to attend the meeting to act as their proxy by using proxy form sent to them along with the invitation of the meeting. The proxy forms can be downloaded from the Company’s website. 4. On the shareholders’ meeting, the chairman gives an opportunity to shareholders in auditing the Company’s business operation, questioning, showing their opinions and giving advices and also uses this opportunity to clarify the performance, future outlook to make the shareholders better understand the Company’s business. There is no limitation of late shareholders to attend the meeting and no other any agenda added without notifying shareholders. 5. In appointment director agenda, the Company gives the chance to the shareholders in voting by person in order to be transparent and more independent for election. 6. Allocate the rights to vote at the meetings according to the number of shares owned by each shareholder, allowing one share one vote and using the voting card on every agenda. 7. In the AGM meeting, the Company has completely recorded by writing the minutes of the meeting by separate voting point to Agreed, Disagreed and abstained of each agenda, attendant and absent list of director, voting process and Q&A in the meeting and also video recorded the entire meeting. The completed minutes of the meeting were post on the Company’s website within 14 days after the meeting. 8. Established measures to control the usage and prevent the misuse of internal information (insider trading) for benefit of a person concerned by prohibit them from trading the Company securities for 30 days before financial statement released and at least 24 hours after the information is widely spread out to the public. The Company will remind directors, managements and person concerned before releasing financial statements. In case any directors and management staff sell or buy the Company securities, they are required to report the shareholdings to SEC within a 3-business day period for public disclosure. 9. Give an opportunity to minor shareholders and investors to visit the factory.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

3. Role of Stakeholders

The Company pays attention to every stakeholder as stated in the following details: 1. Shareholders and Investors The Company operates the business to for the benefit to all stakeholders. Moreover, the Company also set up policies to give rights to all shareholders and investors in acquiring the Company’s information transparently and reliably. 2. Employee The Company views the employees as a major asset and treats all employees fairly in welfare, benefit, environment, safety in working and health care for employees as follows: £ Provide lunch meal and dinner for the overtime employee. £ Give the incentive reward to the employees who come to work on time everyday. £ Provide the Provident Fund to the employees. £ Create environmental campaign in the factory and the office. £ Arrange the Annual Physical Check up to the employees. £ Allotted the warrant (CCET-W2) to employees as the ESOP £ Provide the Nurse room in every factory to assure the emergency case for every employee. £ Operate the morning meeting to ensure the understanding in solving and increase the knowledge to the employees to do the right job at the first time. Moreover, the Company also has the inbound and outbound training to develop the working skill continuously. Moreover, access to senior management is granted and expressed on the Employee Handbook. “Whistle Blowers” will be properly protected and rewarded if their allegations are found to be true. 3. Customer Customer information is treated as strictly confidential according to the Business Ethics in order to build the good and long standing relationship between the Company and the customers. 4. Supplier The Company treats all suppliers as business partners, and works with all in building a long-term relationship. 5. Creditor The Company conducts business according to the business agreement and gives accurate and factual information to all creditors. 6. Business Competitor The Company commits to doing business in a fair and equitable manner. 7. Society The Company realizes the safety of social and environment and the quality of life in society where the Company located, thus CCET intends to follow the law and regulation strictly and continuously supporting corporate Social Responsibilities Program. 8. Environment The Company has set the environmental policy and everyday at CCET is regarded as worldwide environment day. Moreover, the Company also establishes the environment committee to reinforce the ideal of the employees participating in environmental perseverance both inside and outside the factory. Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

4. Disclosure and Transparency

The Company ensures that all-important information relevant to the Company, both financial and non-financial, is disclosed correctly, accurately, on a timely basis and transparently through easy to access channels that are fair and trustworthy. The Company shall disclose the following information. 1. Disclose duties and responsibilities of the Board of Directors and also reveal the attendance records and the report of the Board of Director. The Board of Directors is responsible for the Company’s consolidated financial reports and financial information appearing in the annual reports. The financial statements are prepared based on the accounting standards generally accepted in Thailand by using the appropriate accounting policy. 2. The Company disclosed information on remuneration of all directors. The Company has established remuneration to the directors in a precise and transparent manner and submitted to the Annual General Shareholders’ meeting for approval. The remuneration to the management must conform to the procedures and policies set by the Board of Directors, which must also coincide with the Company’s performance and the performance of each management. 3. Disclose the policy environmental of the Company. 4. Disclose the policy on corporate governance complied with the policy. 5. The Company set up the Investor Relations. As a result, the Company emphasizes on disclosing information that is adequate, accurate, trustworthy, consistent, and punctual. Regarding the investor relations, the Company has designated an investor relation department to communicate with the shareholders, institutional investors, individual investors and financial analysts including the interested parties. The Investor Relations representatives: Ms. Jenny Chou Investor Relations Manager Tel. 0-2261-5033-37 Fax. 0-2661-9396 E-mail : yichunchou@calcomp.co.th Website : www.calcomp.co.th Khun Sunadda Jaypong Corporate Secretary Tel. 0-2261-5033-37 Fax. 0-2661-9396 E-mail : sunadda@calcomp.co.th Website : www.calcomp.co.th 6. Disclose up-to-date information both Thai and English version on the Company’s website.

5. The Responsibilities of the Board

The Board of Directors plays an important role in corporate governance for the best interest of the Company. The Board is accountable to shareholders and independent of management. The number of directors is currently limited to nine divided to 2 committees, the Company’s directors consist of 1 Executive Directors and 8 Non-Executive Directors. The Chairman of the Company is not the same one as the Managing Director, and the duties and authorities of the Board of Directors and of the Managing Director are clearly separated. The Company has 3 independent directors who provide check and balance, independence and represent all minority shareholders. The Board of Directors has appointed the Audit Committee to assist in the corporate governance of the Company. Name list, duties and authorities of the Audit Committee are as what mentioned in Management Structure part. The Audit Committee will arrange one meeting every 3 months.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Board of Directors’ meeting The Board of Directors arranges a meeting for every 3 months to consider the results of operation and the financial statements. Besides, the Board sets visions, goals, strategies, and provides policies to the Company, supervises and controls operation. Special meeting may be arranged if necessary, and an invitation letter with specific agenda will be sent to the Board of Directors 7 days prior to the meeting to give the Board of Directors an appropriate time period in investigation. In 2009, the Company had arranged a total of 5 meetings comprised of 4 regular meetings and 1 special meeting. In each meeting, at least half of the directors must participate according to the Company’s article. The Company’s Board of Directors consists of the following members and meeting attendance.

Board Meeting

Name

1. Mr. Hsu, Sheng-Hsiung 2. Mr. Shen, Shyh-Yong 3. Mr. Chou, Kung-Hsiung 4. Mr. Ko, Charng-Chyi 5. Mr. Hsu, Sheng-Chieh 6. Mr. Thanasak Chanyapoon 7. Mr. Alan Kam 8. Mr. William Hang Man Chao 9. Mr. Vichai Jittawait

Audit Committee Meeting

Name

1. Mr. Alan Kam 2. Mr. William Hang Man Chao 3. Mr. Vichai Jittawait

Position

Meeting Attendance

Chairman Vice Chairman Managing Director Director Director Director Chairman of Independent Director and Audit Committee Independent Director and Audit Committee Independent Director and Audit Committee

4/5 5/5 5/5 4/5 3/5 5/5 5/5

Position

Meeting Attendance

Independent Director and Chairman of Audit Committee Independent Director and Audit Committee Independent Director and Audit Committee

4/4

5/5 5/5

3/4 4/4

When considering the matters presented to the Board, all member of the Board are allowed to express their opinions freely, resolutions are passed by majority vote, providing that one director is eligible for one vote. After the meeting, the secretary of the Board is responsible for preparing the minutes and certified the correctly by Chairman and Vice Chairman. The minutes must than be approved by next board meeting. Leadership and Vision The Company has set the vision to be the leader in Electronics Manufacturing Services (EMS) and provided the best service and total solution to the customers all over the world. The Board of Directors has participated in the set up of the Company’s vision, mission, strategies, objectives business plan and budgets and also in supervising the Management to achieve the Company’s goals within the budget.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Conflict of Interests In case of the conflict of interests or the relevant topic, the Board of Directors and the Audit Committee will reasonably consider in that topic in according to the relevant rules and regulations of The Stock Exchange of Thailand. The price and conditions should be similar to Armâ&#x20AC;&#x2122;s Length Basis and has disclosed details, transaction value, and reason/necessity in connected transaction report. Business Ethics The Company has set rules on business ethics in the way that SET gave as a guideline for executives to perform. And these rules guide the executives and employees of the Company to follow carefully and regularly. The Company has employee handbook so as to set a standard for work, quality and practice. Remuneration for Directors and Management The Company has established remuneration to the directors in a precise and transparent manner. The remuneration policy is no more than 2 % of the net profit in each year and should be approved by shareholdersâ&#x20AC;&#x2122; meeting. The remuneration of the directors will be proposed to the Annual General Shareholdersâ&#x20AC;&#x2122; meeting to approve. Internal Control System The Company recognizes the importance of internal control system at both the executive level and the operational level. The Company has proper guidelines and operation manuals for all its employee. The Company has an internal control system regarding the financial system to propose the financial reports to the supervisors. Risk Management The Audit Committee is responsible for considering the risk factor report of the Company by quarterly review and reporting to the Board of Directors in order to mange the risk factor that will impact to the Company. Knowledge Development The Company encourages the Board of Directors to attend seminars for knowledge development and continuously presents up-to-date information including SET, SEC and relevant organization newsletter to all levels of staff.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

RELATED PARTY TRANSACTIONS

The relationship between the Company and the related parties are summarised below.

Name of related parties Kinpo Electronics, Inc. Logistar International Holding Co., Ltd. Cal-Comp Electronics (Suzhou) Co., Ltd. Cal-Comp Optical Electronics (Suzhou) Co., Ltd. Cal-Comp Electronics & Communications Co., Ltd. Cal-Comp Technology (Suzhou) Co., Ltd. Cal-Comp Electronics and Communications (Suzhou) Co., Ltd. A-Ten Technology Co., Ltd. Wise Sigma International Holding Co., Ltd. Telian Corporation inx Japan International Inc. Zakang Inc. Kinpo Group Management Service Co., Ltd. Doctor Mobile Incorporated Kinpo Electronics, Inc. (China) Co., Ltd. Kinpo Electronics (Beijing) Co., Ltd. Kinpo Electronics (Shanghai) Co., Ltd. SaveCom International, Inc. Kinpo International Co., Ltd. Vibo Telecom Co., Ltd. Acbel Polytech Inc. Crownpo Technology, Inc.

Ramark :

Relationship with the Company Major shareholders Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Associated company (held by a subsidiary company) Associated company (held by a subsidiary company) Associated company and common directors Shareholding by the Company Shareholding by the Company Shareholding by the subsidiary company Shareholding by the subsidiary company Subsidiary of the major shareholder Subsidiary of the major shareholder Subsidiary of the major shareholder Subsidiary of the major shareholder Common shareholders Common shareholders Common shareholders Common shareholders

£ Kinpo

Electronics Inc. holding 100.00% in Kinpo International Co., Ltd. £ Kinpo Electronics Inc. holding 44.82% in Vibo Telecom Co., Ltd. £ Compal Electronics Inc. holding 40.41% in Vibo Telecom Co., Ltd. £ Kinpo Electronics Inc. holding 23.43% in Acbel Polytech Inc. £ Kinpo Electronics Inc. holding 51.61% in Crownpo Technology, Inc.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

The amount and outstanding balance of the related party transactions Amount for 2009 (MB) Description

Necessity of and reason for transactions

1. Kinpo Electronics, Inc. Major shareholder, (1) The Company holding 39.46% in the - Sales 6,302.08 The Company sold the The price of the transaction Company. It also has - A/R 29.88 products to Kinpo Electronics, was close to the market price the common directors Inc. and the conditions were in with the Company as line with the normal business follows: practice. 1. Mr. Hsu, Sheng-Hsiung 2. Mr. Hsu, Sheng-Chieh - Purchase 0.30 The Company purchased The price of the transaction 3. Mr. Ko, Charng-Chyi - A/P 0.11 raw materials from Kinpo was close to the market price Electronics, Inc. and the conditions were in line with the normal business practice. - Advance from 0.26 The Company received No interest between the related parties advance for raw materials parties. The transaction related from Kinpo Electronics, Inc. to the purchase orders and the advance will be paid back when the payment of the products is due. (2) Logistar International Holding Co., Ltd. - Sales 1,268.35 Logistar International Holding The price of the transaction - A/R 779.35 Co., Ltd. sold products to was close to the market price Kinpo Electronics, Inc. and the conditions were in line with the normal business practice.

Party which may have conflicts Description of of interest Relationship transactions

The Transaction is normal business practice

The opinion of Audit Committee

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Amount for 2009 (MB) Description

Necessity of and reason for transactions

The opinion of Audit Committee

- Purchase 1,831.52 Logistar International Holding The price of the transaction The Transaction is - A/P 15.60 Co., Ltd. purchased raw was close to the market price normal business practice materials from Kinpo and the conditions were in Electronics, Inc. line with the normal business practice. - Advance from 0.01 Logistar International Holding No interest between the parties. The Transaction is related parties Co., Ltd. received advance The transaction related to the normal business practice for raw materials from Kinpo purchase orders and the advance Electronics, Inc. will be paid back when the payment of the products is due. (3) Cal-Comp Electronics and Communication Co., Ltd. - Other 59.35 Cal-Comp Electronics and Contract price - expenses Communication Co., Ltd. uses ERP system of Kinpo Electronics, Inc. to manage the material control and also paid office rental fee to Kinpo Electronics, Inc. (4) Cal-Comp Optical Electronics (Suzhou) Co., Ltd. - Purchase 20.22 Cal-Comp Optical Electronics The price of the transaction was The Transaction is (Suzhou) Co., Ltd. purchased close to the market price and normal business practice raw material from Kinpo the conditions were in line with Electronics, Inc. the normal business practice.

Party which may have conflicts Description of of interest Relationship transactions

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

The opinion of Audit Committee

The price of the transaction was The Transaction is close to the market price and normal business practice the conditions were in line with the normal business practice.

Necessity of and reason for transactions

Logistar International Holding The interest rate is 2% per The Company should Co., Ltd. has lent the short-term annum, which is close to the follow the debt closely. loan to Wise Sigma International short-term loan rate at the Holding Co., Ltd., which is the time of transaction. The research and development payback agreement will depend company in high technology on the necessity and mutual products which support the agreement between both sales for Logistar, so Logistar companies. However, Wise has supported the finance to Sigma International Holding Wise Sigma to use as working Co., Ltd. have negotiated to capital in US$ currency. In early extend the payback period of 2009, the outstanding with the Company amount was 64.22 MB. As of 31 December 2009, the accrued interest was 0.98 MB and foreign exchange translation was 2.90 MB, total outstanding was 62.31 MB. The Company has booking allowance doubtful Account for 30 MB

Cal-Comp Electronics (Suzhou) Co., Ltd. purchased raw material from Kinpo Electronics, Inc.

Amount for 2009 (MB) Description

(5) Cal-Comp Electronics (Suzhou) Co., Ltd. - Purchase 9.38 2. Wise Sigma Affiliate company, 45.55% (1) Logistar International Holding holding by Logistar International Co., Ltd. International Holding Holding Co., Ltd. Co., Ltd. - Short-term loan 62.31 - Interest Income 1.01

Party which may have conflicts Description of of interest Relationship transactions

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Amount for 2009 (MB) Description

Necessity of and reason for transactions

3. Kinpo International Ltd. Shareholding by Kinpo (1) The Company Electronics, Inc. It also - Sales 8.58 The Company sold product to The price of the transaction has the common directors - A/R 8.52 Kinpo International Co., Ltd. was close to the market price with the Company as and the conditions were in follows: line with the normal business 1. Mr. Hsu, Sheng-Hsiung practice. 2. Mr. Hsu, Sheng-Chieh - Purchase 0.07 The Company purchased raw The price of the transaction was - A/P 0.06 material from Kinpo close to the market price and the conditions were in line with International Ltd. the normal business practice. (2) Logistar International Holding Co., Ltd. - Sales 18.48 Logistar International Holding The price of the transaction was - A/R 10.35 Co., Ltd. sold product to Kinpo close to the market price and the conditions were in line with International Ltd. the normal business practice. (3) Cal-Comp Electronics and Communication (Suzhou) Co., Ltd. - Sell machine 79.66 Cal-Comp Electronics and The price of the transaction and equipment Communication (Suzhou) was book value plus operation Co., Ltd. sold machine and fees. equipment to Kinpo International Co., Ltd.

Party which may have conflicts Description of of interest Relationship transactions

The Transaction is normal business practice

The opinion of Audit Committee

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Amount for 2009 (MB) Description

Necessity of and reason for transactions

The opinion of Audit Committee

4. Acbel Polytech Inc. Common shareholders, (1) The Company Kinpo Electronics Inc. - Purchase 28.40 The Company purchased raw The price of the transaction The Transaction is holding 23.43 % in Acbel - A/P 5.57 material from Acbel Polytech was close to the market price normal business practice Polytech Inc. It also has Inc. and the conditions were in the common directors line with the normal business with the Company, practice. Mr. Hsu, Sheng-Hsiung - Advance from 0.63 The Company received advance No interest between the parties. The Transaction is related party for product rework from Acbel The condition was in line with normal business practice Polytech Inc. the normal business practice. (2) Logistar International Holding Co., Ltd. - Sales 1.99 Logistar International Holding The price of the transaction The Transaction is Co., Ltd. sold product to Acbel was close to the market price normal business practice Polytech Inc. and the conditions were in line with the normal business practice. (3) Cal-Comp Optical Electronics (Suzhou) Co., Ltd. - Purchase 8.76 Cal-Comp Optical Electronics The price of the transaction The Transaction is - A/P 0.02 (Suzhou) Co., Ltd. purchased was close to the market price normal business practice raw material from product to and the conditions were in Acbel Polytech Inc. line with the normal business practice.

Party which may have conflicts Description of of interest Relationship transactions

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Amount for 2009 (MB) Description

Necessity of and reason for transactions

The opinion of Audit Committee

5. Kinpo Electronics, Inc. The subsidiary company (1) Cal-Comp (China) Co., Ltd. of Kinpo Electronics, Inc. Electronics (Suzhou) Co., Ltd. - Purchase 0.16 Cal-Comp Electronics (Suzhou) The price of the transaction The Transaction is Co., Ltd. purchased raw was close to the market price normal business practice material from Kinpo Electronics, and the conditions were in Inc. (China) Co., Ltd. line with the normal business practice. - Sell machine and equipment 127.92 Cal-Comp Electronics (Suzhou) The price of the transaction - Co., Ltd. sold machine and was book value plus operation equipment to Kinpo fees. International Co., Ltd. (2) Cal-Comp Electronics and Communication (Suzhou) Co., Ltd. - Sell machine 0.21 Cal-Comp Electronics and The price of the transaction - and equipment Communication (Suzhou) was book value plus operation Co., Ltd sold machine and fees. equipment to Kinpo Electronics, Inc. (China) Co., Ltd.

Party which may have conflicts Description of of interest Relationship transactions

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Necessity of and reason for transactions

Cal-Comp Electronics and Contract price Communication Co., Ltd. paid for telephone system to Save Com International, Inc.

Cal-Comp Electronics and Contract price Communication Co., Ltd. paid the consultant fees to Kinpo Group Management Service Co., Ltd.

Amount for 2009 (MB) Description

6. Kinpo Group Held by Cal-Comp (1) Cal-Comp Management Service Electronics and Electronics and Co., Ltd. Communication Co., Ltd. Communication 12.50% Co., Ltd. - Other expenses 4.50 7. Save Com International, The subsidiary company (1) Cal-Comp Inc. of Kinpo Electronics, Inc. Electronics and Communication Co., Ltd. - Other expense 3.19 - A/P 0.21

Party which may have conflicts Description of of interest Relationship transactions

The opinion of Audit Committee

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Necessity of and reason for transactions

The opinion of Audit Committee

Logistar International Holding No interest between the parties The Company should Co., Ltd. sold products to A-Ten due to this transaction is follow the debt closely. in year 2006 and there is occurred from A/R outstanding A/R for 173.73 MB. As this A/R was over due for more than 1 year, then auditor of Logistar was adjusted this A/R to Short term loans by follows the accounting standard of Taiwan. The Company has booking the allowance doubtful account for 38 MB.

Logistar International Holding Book Value Co., Ltd had decreased the investment in A-Ten Technology Co., Ltd. from 55% to 34%. However, the decreased investment proceed is not paid back to Logistar, therefore, Logistar has record this amount as other A/R.

Amount for 2009 (MB) Description

8. A-Ten Technology Held by Logistar (1) Logistar Co., Ltd. International Holding International Co., Ltd. 34% Holding Co., Ltd. - Other A/R 11.97 - Short term 76.91 loans

Party which may have conflicts Description of of interest Relationship transactions

Supply/Manufacturing Agreement

Parties concerned : Cal-Comp Electronics (Thailand) Public Company Limited and Kinpo Electronics, Inc. (a company incorporated under the laws of Taiwan). Execution date : 1st April 2004 Material subject : The term of the agreement applies to each purchase by Kinpo to Cal-Comp of the goods and services as specifies in the Purchase Order and 1. Cal-Comp shall notify Kinpo in advance and in writing of any proposed change in method of producing or testing, subcontractors for producing, processing and testing, site of manufacture and labeling. 2. All products shall meet the specifications and shall be subjected to quality control inspection by Cal-Comp in accordance with Cal-Comp’s quality control standards. Cal-Comp shall permit Kinpo to review periodically Cal-Comp’s production and quality control procedures and records and to visit Cal-Comp’s facilities. Expiry date : The Agreement shall continue in full force and effect for one year. The agreement shall be renewed and effective for another one year if there is no objection before the end of the above effective period.

Joint Venture Agreement

Parties concerned : Cal-Comp Electronics (Thailand) Public Company Limited and Telian Corporation (a company incorporated under the laws of Korea). Execution date : 2nd April, 1998 Material subject : The Company shall be entitled to the following benefits. 1. Know-how : the Company is authorized to apply know-how, patents, technology and formulae in connection with the production or sale of cordless telephones and other telecommunications equipment owned, designed and developed by Telian Corporation during the validity of the Joint Venture Agreement at the fair market price. 2. Production : the Company is entitled to the first right refusal in connection with any new product designed and developed by Telian. Parties concerned will determine the remuneration and other relevant contractual conditions from time to time. Expiry date : This Agreement shall be terminated upon occurrence of any of the following events. 1. Both parties agree to terminate the Agreement. 2. Either party claims for compensation from any defaulting party, but the latter fails to pay the compensation within the period of 30 days.

License Agreement

Parties concerned : Cal-Comp Electronics (Thailand) Public Company Limited and Zakang Inc. (a company incorporated under the laws of Korea). Execution date : 25th September, 2000 Material subject : 1. The Company is granted exclusive right to use patents and know-how for production owned by Zakang throughout the validity of the Agreement. 2. Zakang agrees to provide technical assistance for production of pagers. 3. The Company is entitled to sell Zakang-technology pagers in any country, except Korea. Expiry date : This Agreement shall be terminated upon occurrence of any of the following events. 1. Either party breaches any provision thereof, and fails to remedy within the period of 60 days.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

2. Either party participates in the bankruptcy proceedings. 3. Either party becomes an injured party due to any Act of God for an uninterrupted period of more than 6 months from the date of notice given by the other party.

Use-Right of Land Agreement

Parties Concerned : Cal-Comp Electronics(Thailand) Public Company Limited and Wujiang State-Owned Land Administration Bureau Execution Date : 4th June 2002 Material Subject : The Company is granted 50 years usage-right of state-owned land of Wujiang City for constructing plant. The constructed area and design for each building must be subjected to the layout of the city, and constructed as per ratified designing program. Expiry Date : 3rd June 2052 The contract may be terminated, if Cal-Comp delays the payment until 60 days.

Criteria or steps in approving related company transactions

The Board of Directors has appointed the Managing Director the authority to approve transactions with related parties under normal business conditions, which must conform to the regulation of Securities and Exchange Act and rules, notifications, and notice of the Stock Exchange of Thailand including the rules regarding the disclosures of related transactions, the acquisition or disposition of the material assets of the Company or its subsidiary company according to the generally accepted accounting standards in Thailand. The assigned authority must conform to the laws and the Company’s bylaws. In case that there is any transaction which has or may have the conflict of interests of Managing Director or related persons, the Managing Director has no rights to approve such transaction and has to propose such transaction to the Board of Directors for consideration. Moreover, the related company transaction or the transaction related to the acquisition or disposition of the material assets of the Company or the subsidiary company, as the case may be, has to be approved by the shareholders’ meeting and/or any action under the related regulations or methods to conform to the notifications of the SET.

Policy and trend of future related company transactions

The Company’s policy is to operate business for utmost benefits of the Company and its subsidiary companies. Under normal business operation, the Company and its subsidiary companies must incur into sales or service transactions with related companies. Therefore, the Company and its subsidiary companies will continue to have the related company transactions under the normal business conditions with the fair or market price, which is able to compare to the transaction with others.

Method to protect investors

To protect investors, if there is any related company transactions between the Company or the subsidiary company and the affiliate company, and the related parties in the future, these transactions must be considered by the Board of Directors, which has the Audit Committee giving the opinion for the necessity and the appropriateness of the transactions. Directors who have an interest in said transactions have no rights to vote on such matters. In the event that the Audit Committee doesn’t have an expertise in the matter of such transactions, the Company will provide an independent expert or the Company’s auditor to provide an opinion as to the necessity, reasons and decision by the Board of Directors or shareholders in making the transactions, as the case may be. The Company will also disclose the transactions in the notes of the Company’s audited financial statement.

The Audit Committee’s opinion

The Audit Committee has considered the past and recently related company transactions of the Company, the subsidiary companies or the related parties and has the opinion that the Company has disclosed the information correctly and completely. Such transactions were under the normal business conditions with either the market price or close to the market price. Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

AUDIT COMMITTEE REPORT 2009 has been a year of recovery for Cal-Comp Electronics (Thailand) Public Company Limited amidst the global financial and economic crisis. A slow but gradual recovery in the United State and Europe benefited the three product lines for the company. The Audit Committee of Cal-Comp continues to support management and Board of Directors to achieve its revenue, cost cutting, production efficiency, corporate and social responsibility, amongst its various goals in 2009. The Audit Committee had a total of six meetings in 2009 as well as meetings and consultation with management, internal auditors, external auditors, and supply chain of the company. The Audit Committee has three independent directors consisting of: 1. Alan Kam Chairman & Independent Director 2. William Hang Man Chao Independent Director 3. Vichai Jittawait Independent Director In 2009, the Audit Committee performed the following duties: Financial Statement - The Audit Committee reviewed quarterly and annual financial statements along with senior management and external auditors of the company. The Committee also reviewed financial statement on its subsidiaries and affiliates prior to every board meeting. The Committee is satisfied that financial presentation is accurate and they are in conformity with the Stock Exchange of Thailand and the Thailand Security Exchange Commission Policy and Principal. Internal Audit - The Audit Committee regularly reviewed and endorsed the audit plan of the internal audit department. The Committee also assessed the internal auditors’ scope of work and reviewed audit findings. The Committee is satisfied with the work of the internal audit department and continues to maintain a dialogue with the internal auditors throughout the year. External Auditors - During the course of the year, the Committee met with the company’s external auditors, Ernst and Young. Discussion concentrated on subject matters such as the external auditors’ audit plan, the semi-annual review statement and the yearend audit as well as the auditor’s management letter. In preparation for conversion to IFRS, Audit Committee also consulted Ernst and Young on the readiness of Cal-Comp to convert in the year 2013. The Audit Committee is happy to report that senior management of Cal-Comp and Ernst and Young have had both high level and middle management discussion on this matter throughout the year and they are working toward the conversion date. Risk Management - Given the global economic crisis, the Audit Committee, has reviewed the effectiveness of Cal-Comp’s risk management capability. Discussions were held with senior management to assure that there are sufficient safeguard and control in the area of risk management, compliances, capital budgeting, company’s hedging policy, and material control. Related Party Transactions - The Audit Committee has reviewed the disclosure of connected party transaction of Cal-Comp and its subsidiaries and affiliates. It is satisfied that such transactions are reasonable in the normal course of business. Corporate Governance - For the past 20 years, the company has put tremendous emphasis on corporate social responsibility. Aside from proper handling of waste management, energy savings, and pollution control, the company continues to contribute to the community where it factories are located. The company provides continuing education and training to its staffs and donates to school programs. As usual, Audit Committee members paid visits to the company’s factories in Petchburi, Mahachai as well as its four factories in Suzhou in China. The Committee met with senior management of the factories and their supply chain. The Committee is satisfied that all parties are vigilant in maintaining an efficient production process, inventory control, financial planning, and logistic in the past year. The Audit Committee is happy to report that senior management has worked hard to maintain its leadership position in all three of its product group. We wish to thank management, internal audit staffs, investment relationship department, and external auditors for their supports in the past year. Alan Kam Chairman of The Audit Committee Independent Director

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

INTERNAL CONTROL The Board of Directors perceives that the internal control system of the Company and its subsidiaries is enough to retain the assets of the Company and its subsidiaries, concerning that the internal information will not be used on the executiveâ&#x20AC;&#x2122;s own benefits. Through the past, there was no flaw in the internal control system used. 1. Organization and environment The Company set the clear achievable and measurable goals, revised the operational goals, considered the possibility of the goal set along, and analyzed the reasonableness of incentives and employee compensation. The operation policy and procedures were written as a document precisely and able to prevent the dishonesty. 2. Risk management The important risk factors assessed by the Company are such as exchange rate risk, risk of reliance on a major customer, risk of working capital shortage. The Company specified the standard to follow the events perceived as the causes of risk. The following strategy will be applied every month to closely monitor the performance. 3. Management Control The Company clearly set the limits on authorities and authorities on cash approval of the executives in each level and the rules were written as a document such as the authorities of managing director specified in item 9, management. 4. Information Technology and Communication System The Company provided enough significant information to the Board of Directors, and also submitted an invitation letter or necessary document for the meeting for consideration prior to the meeting. The directorsâ&#x20AC;&#x2122; meeting reports were recorded, and if there is any dispute on the resolution against the majority, the directorsâ&#x20AC;&#x2122; opinion memos will be recorded as well. The document for accounting records were arranged and kept properly and there was no report of faults from the Auditor in the document arrangement. 5. Follow-up system If the operating results of the Company are different from the target goals, the Company will solve them within an appropriate period of time and will provide the investigation on operation, which is conformable to the internal control system. In this regard, the Audit Committee of the Company will observe on any difference every quarter of each year. The Company has arranged the quarterly Audit Committee Meeting to approve the financial statements, internal audit control and related party transaction. The latest meeting was held on February 10, 2010, approved the financial statement, internal audit control and connected transaction for year 2009. The Audit Committee had considered that the internal audit control of the Company is on standard and the related party transactions is reasonable, the conditions were in line with the normal business practice and the price of the transaction was close to the market price.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

DIRECTORSâ&#x20AC;&#x2122; REPORTING The Board of Directors is responsible for the accuracy and completeness of the Company and its subsidiaryâ&#x20AC;&#x2122;s financial statements. Accounting principles used and financial statements are in compliance with accounting standards and disclosed. In order to ensure the effectiveness internal control and audit system, the Audit Committee will regularly review the financial statement and internal control system. The Audit Committee report had already disclosed in annual report. The Audit committee had clarified on internal audit with good management that can be confident for the financial statement of the Company and its subsidiaries as of 31 December 2009. Mr. Hsu, Sheng-Hsiung Chairman Mr. Shen, Shyh-Yong Vice Chairman Mr. Chou, Kung-Hsiung Managing Director

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

SOCIAL AND ENVIRONMENT RESPONSIBILITIES The Company believes its environment, safety and pollution management practices should be complied with regulations. CCET is committed to prevent pollution, efficiently use the resources and improve employee safety. CCET realizes our success not only on operation results but also the responsibility to society and environment. Therefore, the Company determined to continue further contribution in year 2009 as the following:

Social and Education

1. The Company had donated to The Royal King RamaII Foundation for Baht 100,000 to support the public welfare program. 2. The Company realizes the importance of green environment and joined the Green Project by Custom Department to protect the mangrove forest, a natural resources and the living of sea life. On June 27, 2009, the Company’s employees have participated with the Customs Department to afforest at the coast near Samutsongkhram. The objective is designed to promote participation of private and Government sectors to create conscious and values in nature conservation and environmental benefits which will cause the expansion of cultivation and conservation of aquatic federations in various coastal areas. In addition, the Company has also donated Baht 200,000 for supporting all the relevant activities in this project.

3. On the 20th anniversary, the Company had sponsored scholarship program to underprivileged students through the provincial governor in both Phetchaburi and Samutsakhon Province for Baht 200,000 each. Donation is allocated to students based on governors’ decision.

Development potential of Humanity

The Company has launched a new project for developing Skill, Technology & Innovation (“STI”), that has been supported by The Board of Investment of Thailand (“BOI”) and it will be starting from 2008 to 2014. The budget of this project is approximately Baht 150 million and there are 3 projects under this master plan, the details of each project summarize as the following: 1st Project The Company has established a Research and Development Center for designing computer peripheral products in Thailand to upgrade local Engineer’s capability on to international standard, and to produce better quality of the products and to meet the demand of the market. Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

2nd Project The Company has coordinated with the education institutes such as King Mongkut’s Institute of Technology Ladkrabang, Mahanakorn University of Technology, and NECTEC for the research on the Electronics and New Technology project. The project aims at supporting institute for proper technology and equipment development in order to enhance local engineer’s professional knowledge as well as improvement in production efficiency In addition, the Company offers scholarships to aforementioned institutes in the department of engineering in Bachelor and Master Degree to support potential local students who are enthusiasm in the said field. 3rd Project The Company has cooperated with institute and organized High Technology Training Program to assist local engineers the opportunity to train and to practice in the said field overseas. Such program aims to provide potential students with global learning environment.

Environment

Regarding the environment, the Company realizes the importance of the environment and the responsibility for the environment and the effect of the environment that may harm the neighbor and the employees. The Company has the Environmental Policy as: We, Cal-Comp, commit to the worldwide environmental policy, which state “The environment protection is the responsibility of human being” and everyday at Cal-Comp is the worldwide environment day. Moreover, we have the additional policy as following: 1. Correcting and preventing the pollution, as well as, decreasing, treating and monitoring the waste of factories as state period time to conform to the legal and regulation are our commitment. 2. Energy saving is the must by recycle and energy consumable reduction to prevent the pollution. 3. Awareness training and environment knowledge training are given to the employees for efficient protection of environment. 4. Monitoring and improving the energy consumption continuously to optimize the benefit from energy is our mission of energy guard ness. 5. Eliminate and reduce the hazard materials to environment as customer requirement is our commitment. The above environment policy is our commitment and also the awareness throughout the Company by using several methods to achieve our policy and company’s mission. The Company has been committing to the policy and also training the employees to ensure the understanding and practical to commit of this policy. The Company also appointed the environment committee to take responsibility in control, look after and service. Their responsibilities are as follow: 1. Establish the environment policy 2. Environment evaluation 3. Review environment evaluation result 4. Legal and other requirement selection 5. Establish the environment programs 6. Establish objectives and targets

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

7. Effectiveness of environment communication 8. Review environment management system The committee set up the crucial point in environment management as: £ On behave of Environment committee; all relevant functions must identify the aspect of air, wastewater and garbage to conforming to legal and regulation impacting to the interest parties before developing the environment system. £ Every function shall report the environment evaluation result for all aspects. £ Environment committee shall implement the risk assessment results from the past, present and future. £ The priority of correction shall prioritize as per the impact results from the risk assessment, as well as, the cost control and technique control. £ The advanced planning for the compliance activities and maintained when to implementing these activities. All aspect shall be reviewed every 4 months. The Company also realizes the importance in communication about the environment to customers, employees, suppliers and relevant persons to inform the change of the rules and regulations. Moreover, the Company also has the environment training for the employees to work effectively and smoothly. The Company also has the evaluation for the effect of the environment by dividing every work in the factory to build the standard in control the trend that can harm the environment, checking the quality of the environment such as water, air, and sound according to the laws, arranging the emergency plan and also have the training to reduce the environmental harm. The Company also coordinates with the government to reduce the environmental effect by the Company received ISO 14001 certification from AFAQ & Bestcert (Thailand) Co., Ltd., France which result from the successful in implementing the ISO 14001 standard for Environmental Management System (EMS) at both Mahachai and Petchaburi plants.

Remuneration for Auditor

1. Audit fee For year 2009, the Company has paid the audit fee of 3,170,000 Baht to Ernst & Young Office Limited, Certified Public Accountant No.3516 Ms. Rungnapa Lertsuwankul. The Audit fee for the period of year 2009 had been approved by the shareholder meeting, the remuneration of not exceeding Baht 3,170,000 per annum. 2. Other fee - None -

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

MANAGEMENT DISCUSSION AND ANALYSIS Financial Statement Summary

Items

Audited 2008 Amount %

Audited 2009 Amount %

Assets

Total current assets

Cash and cash equivalents Short-term investments Trade accounts receivable, net Trade accounts receivable - related parties, net Short-term loans to related party Inventories, net Other current assets

Property, plant and equipment, net Investments Other non-current assets Total non-current assets

Total Assets

2,083.19 1,525.04 31,016.64 2,844.07 147.85 9,674.79 2,908.68

3.50 2.56 52.14 4.78 0.25 16.26 4.89

2,666.02 969.55 22,848.15 828.09 71.22 8,232.26 1,903.42

5.72 2.08 49.03 1.78 0.15 17.66 4.08

50,200.26

84.38

37,518.71

80.50

8,184.15 69.90 1,033.68

13.76 0.12 1.74

7,797.28 65.58 1,223.21

16.73 0.14 2.63

9,287.73

15.62

9,086.07

19.50

59,487.99

100.00

46,604.78

100.00

Liabilities and Shareholders’ Equity 14,232.22 28,043.80 400.94 3.60 1,896.17

23.92 47.14 0.67 0.01 3.19

8,803.88 18,787.95 - 0.89 3,075.24

18.89 40.31 - 0.00 6.60

Total current liabilities

44,576.73

74.93

30,667.96

65.80

44,576.73

74.93

30,667.96

65.80

Short-term loans from financial institutions Total trade accounts payable Current portion of Long-term loans Advance from and amount due to related parties Other current liabilities Total Liabilities

Shareholders’ Equity 3,930.92 2,988.16 57.52 7,934.66

6.61 5.02 0.10 13.34

3,941.11 3,144.54 (187.75) 9,038.92

8.46 6.75 (0.40) 19.39

Total Shareholders’ Equity

14,911.26

25.07

15,936.82

34.20

Total Liabilities and Shareholders’ Equity

59,487.99

100.00

46,604.78

100.00

Issued and paid-up share capital Additional paid-in capital Currency translation differences Retained earnings

(Unit : MB)

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Financial Statement Summary (Continued) Items

(Unit : MB)

Audited 2008 Amount %

Audited 2009 Amount %

Revenue 123,285.41 473.90

99.62 0.38

108,437.91 182.51

99.83 0.17

123,759.31

100.00

108,620.42

100.00

Expenses

Sales Other income

Total Revenue Cost of sales Selling and administrative expenses Share on sale of other long-term investment Loss on exchange Other expenses Total Expenses Earnings before interest expense and income tax Financial Cost Corporate income tax Net earnings (loss)

118,952.54 1,614.51 50.00 245.65 45.26

96.12 1.30 0.04 0.20 0.04

104,446.55 2,083.36 121.25 75.90 68.29

96.16 1.92 0.11 0.07 0.06

120,907.96

97.70

106,795.35

98.32

2,851.06 576.83 146.44

2.30 0.47 0.12

1,825.01 355.32 168.38

1.68 0.33 0.16

2,127.78

1.72

1,301.31

1.20

Basic net earnings (loss) per share (Baht) Weighted average number of ordinary shares (million shares)

0.54

0.33

3,930

3,941

Fully diluted net earnings (loss) per share (Baht)

0.53

0.32

Net cash from (used in) operating activities Net cash from (used in) investing activities Net cash from (used in) financing activities Net increase (decrease) in cash and cash equivalents

(921.34) (1,295.77) 3,818.51

6,986.37 (631.49) (6,307.34)

1,534.27

27.35

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Financial Ratios

Items

2008

2009

1. Liquidity ratio Current ratio (times) Quick ratio (times) Account receivable turnover (times) Days receivable (days) Inventory turnover (times) Average selling period (days) Account payable turnover (times) Days payable (days) Cash Cycle (days)

1.13 0.91 4.25 84.77 13.34 26.99 5.06 71.18 40.58

1.22 0.95 3.77 95.51 11.67 30.86 4.46 80.71 45.66

2. Profitability ratio Gross profit margin (%) Operating profit margin (%) Net profit margin (%) Return on equity (%)

3.51 2.20 1.72 14.75

3.68 1.76 1.20 8.44

3. Efficiency ratio Return on assets (%) Return on fixed assets (%) Asset turnover (times)

4.10 38.44 2.37

2.45 43.35 2.04

4. Financial ratio Debt to equity ratio (times) Interest coverage ratio (times) Dividend payout ratio (%)

2.99 3.90 31.74

1.92 4.10 32.44

5. Per share data Book value per share (Baht) 3.79

4.04

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Analysis of Performance Overall past performance In 2009, the Company’s sale has decreased by 12.04% compared to 2008 due to the impact of financial crisis, the decrease in global demand and personnel income. Even in the 2H09, the economic showed sign of gradually recovered but the spending is still remained conservative. Moreover, the electronics market is highly competitive, so will affect to the business margin. The summary of the performance of year 2008 and 2009 are as follows: 1. Total revenue The Company’s sale revenue in 2008 was Baht 123,285.41 million, in year 2009, the Company generated total revenue of Baht 108,437.91 million, an decrease of Baht 14,847.50 million or 12.04% from the previous year as a result of a decreased sale of computer peripheral for 11.96% and telecom products for 11.53% from both Thailand and China Plants. 2. Cost of sales In 2008 and 2009, the Company had cost of sales of Baht 118,952.54 million, and 104,446.55 million, respectively, which were equivalent to 96.49% and 96.32% of sale revenue, respectively. The Company’s gross profit margin slightly improved due to the decrease and stability in the material cost. 3. Selling and administrative expenses (SG&A) For 2008 and 2009, the Company had SG&A of Baht 1,614.51 million or 1.31% of sale revenue and 2,083.36 million or 1.92% of sale revenue, respectively. The increase of SG&A is result of continuously investment in R&D capability and increased employment. 4. Profit The Company had operating profit margin of 2.20% and 1.76% in 2008-2009, respectively. The operating profit margin decreased in 2009 came from the increase of R&D expenses as mentioned. During 2008 and 2009, the Company had net profit margin of Baht 2,127.78 million and Baht 1,301.31 million, a 38.84% dropped. The Company’s net profit margin decreased from 1.72% in year 2008 to 1.20% in year 2009. The decrease of net profit in 2009 was result of the intense competition in the electronics manufacturing market, the slowdown of the world economy and also the changes in product mix contribution which overall caused our margin drop as compared to last year.

Analysis of Financial Status

Assets As of 31 December 2009, the Company had total assets of Baht 46,604.78 million, a decrease of Baht 12,883.21 million or 21.66% from Baht 59,487.99 million as of 31 December 2008. This was mainly due to the decrease in current assets for 25.26%. 1. Current assets As at 31 December 2009, total current assets were Baht 37,518.71 million, or equivalent to 80.50% of total assets, decreasing 25.26% compared to 2008. The main reasons are the decrease of trade account receivable for Baht 8,168.49 million or 26.34% and trade account receivable from related parties Baht 2,015.98 million or 70.88% respectively, as well as the decrease of other current assets for Baht 1,005.26 or 34.56%.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

1.1. Trade accounts receivable As of 31 December 2008 and 2009, the Company had the net trade accounts receivable of Baht 31,016.64 million and 22,848.15 million, respectively. The decreased of 26.34% was due to the decrease of sale revenue for 12.04% compared to 2008 as well as our value customers have been paying payments on schedule. The not yet due accounts receivable represented 89.91% of total trade accounts receivable which is higher than 77.32% of year 2008. 1.2 Inventory - net As of 31 December 2009, the Company had net inventory of Baht 8,232.26 million, a decrease of 14.91% from Baht 9,674.79 million as of 31 December 2008. As of 31 December 2008 and 2009, the raw materials were Baht 8,617.35 million and 7,369.58 million, respectively, a decrease of 14.48% from 2008. Major portion in the inventory sector is raw material which accounted 89.52% of the inventory and is considered reasonable proportion following CCETâ&#x20AC;&#x2122;s inventory policy. The Company has to store sufficient raw materials to ensure the production as customersâ&#x20AC;&#x2122; schedule because most of raw materials will come from aboard and require 45-60 days for delivery after the purchase orders. 2. Non-current assets As at 31 December 2008 and 2009, the Company had total non-current assets of Baht 9,287.73 million and 9,086.07 million, respectively. The 2009 figure represents 19.50% of total assets and a decrease of 2.17% over 2008.

Source of capital

Liabilities As of 31 December 2009, the Company had total liabilities Baht 30,667.96 million, a decrease of 31.20% from Baht 44,576.73 million in 2008. In 2009, the Company paid long-term loan of Baht 400.94 million as well as decreased in short term loan of 38.14% compared to 2008. Due to the efficiency in cash management and on time payment from valued customers, therefore, the Company had reduced loan portion. However, for future business preparation and strengthen the financial status, the Company has launched new syndication loan in amount USD 120 million and expected to drawdown in 2010 onward. The debt to equity ratios in 2009 was 1.92 times, a decrease from 2.99 times in 2008. Equity As at 31 December 2008 and 2009, the Company had total equity of Baht 14,911.26 million and 15,936.82 million, respectively. The increased Baht 1,025.56 million was came from the increase of retained earning of Baht 1,104.26 million which therefore result a 13.92% increased YoY.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

REPORT OF INDEPENDENT AUDITOR To the Shareholders of Cal-Comp Electronics (Thailand) Public Company Limited

I have audited the accompanying consolidated balance sheets of Cal-Comp Electronics (Thailand) Public Company Limited and its subsidiaries as at 31 December 2009 and 2008, the related consolidated statements of income, changes in shareholdersâ&#x20AC;&#x2122; equity and cash flows for the years then ended, and the separate financial statements of Cal-Comp Electronics (Thailand) Public Company Limited for the same years. These financial statements are the responsibility of the management of the Company and its subsidiaries as to their correctness and the completeness of the presentation. My responsibility is to express an opinion on these financial statements based on my audits. I did not audit the financial statements of overseas subsidiaries as discussed in Note 2.2 to the financial statements, and which are included in the consolidated financial statements for the year ended 31 December 2009 and 2008. These subsidiariesâ&#x20AC;&#x2122; financial statements show total assets as at 31 December 2009 and 2008 of Baht 25,862 million and Baht 37,450 million, respectively, and total revenues for the years then ended totalling Baht 63,075 million and Baht 84,170 million, respectively. The financial statements of the subsidiaries were audited by other auditors, whose reports have been furnished to me, and my opinion, insofar as it relates to the amounts included for those subsidiaries in the consolidated financial statements, is based solely on the reports of the other auditors. I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits, together with the report of other auditors discussed in the first paragraph, provide a reasonable basis for my opinion. In my opinion, based on my audits and the audit reports of other auditors, the financial statements referred to above present fairly, in all material respects, the financial position of Cal-Comp Electronics (Thailand) Public Company Limited and its subsidiaries and of Cal-Comp Electronics (Thailand) Public Company Limited as at 31 December 2009 and 2008, and the results of their operations and cash flows for the years then ended in accordance with generally accepted accounting principles. Without qualifying my opinion on the above financial statements, I draw attention to the Note 7 to the financial statements. The Company has substantial product sales and raw material purchase transactions in the financial statements with its subsidiaries and related companies.

Rungnapa Lertsuwankul

Certified Public Accountant (Thailand) No. 3516 Ernst & Young Office Limited Bangkok : 8 February 2010

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

BALANCE SHEETS Cal-Comp Electronics (Thailand) Public Company Limited and its subsidiaries

As at 31 December 2009 and 2008

(Unit : Baht)

Note

Consolidated financial statements

Separate financial statements

2009

2008

Assets Current assets Cash and cash equivalents 2,666,021,791 2,083,185,133 517,853,172 433,933,480 Current investments Term deposits at financial institutions 969,550,785 1,525,040,750 720,001,000 592,501,000 Trade accounts receivable 23,003,447,537 31,112,832,211 10,761,056,622 9,238,235,293 Less: Allowance for doubtful accounts (155,298,401) (96,192,884) (42,569,446) (43,777,528) Trade accounts receivable, net 6 22,848,149,136 31,016,639,327 10,718,487,176 9,194,457,765 Trade accounts receivable - related parties 828,101,688 2,844,606,134 1,837,391,503 9,231,274,071 Less: Allowance for doubtful accounts (7,606) (534,961) (7,606) (534,961) Trade accounts receivable - related parties, net 6, 7 828,094,082 2,844,071,173 1,837,383,897 9,230,739,110 Short-term loans to related parties - net 7 71,224,436 147,848,369 - - Amount due from related parties, net 7 11,984,887 233,309,597 6,463,020 242,689,661 Inventories, net 8 8,232,260,966 9,674,791,789 4,040,702,555 4,355,853,022 Goods in transit 478,468,830 658,720,971 469,499,310 203,960,728 Advances payment for raw materials, net 9 382,812,537 474,027,745 109,117,889 278,514,634 Other receivables, net 10 200,173,833 181,224,127 191,660,274 142,243,039 Other current assets 11 829,972,240 1,361,398,394 51,706,265 139,701,069 Total current assets 37,518,713,523 50,200,257,375 18,662,874,558 24,814,593,508 Non-current assets Investments in subsidiaries, net 12 Investments in associates, net 13 Other long-term investments, net 14 Advance for share acquisition 12 Property, plant and equipment, net 15 Intangible assets, net 16 Other non-current assets 17 Land occupancy rights, net Molds and spare parts Others

- 11,944,878 53,630,991 - 7,797,280,862 424,169,902 84,396,770 217,308,067 497,332,493

- 13,086,034 56,813,877 - 8,184,145,751 513,796,127

3,778,645,580 - 3,645,000 - 3,682,793,833 -

2,567,259,580 - 4,490,331 354,300,000 3,532,135,051 -

90,010,053 199,443,456 230,438,387

- 197,671,905 969,927

- 183,268,818 928,927

Total non-current assets

9,086,063,963

9,287,733,685

7,663,726,245

6,642,382,707

Total assets 46,604,777,486 59,487,991,060 26,326,600,803 31,456,976,215

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

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

BALANCE SHEETS (CONTINUED) Cal-Comp Electronics (Thailand) Public Company Limited and its subsidiaries

As at 31 December 2009 and 2008

(Unit : Baht)

Note Liabilities and shareholders' equity Current liabilities Short-term loans from financial institutions 18 Trade accounts payable Related parties 7 Others Total trade accounts payable Current portion of long-term loans 21 Advance from and amount due to related parties 7 Other current liabilities Corporate income tax payable Accrued interest expense Accrued expenses Other payable 19 Others 20

Consolidated financial statements

Separate financial statements

2009

2008

8,803,879,174

14,232,224,143

923,173,918

5,101,247,595

21,566,246 18,766,381,168 18,787,947,414 - 894,064

5,671,171,853 22,372,628,698 28,043,800,551 400,941,714 3,602,064

418,415,214 10,136,546,445 10,554,961,659 - 267,229,964

787,062,160 12,152,835,913 12,939,898,073 400,941,714 13,711,988

63,506,267 42,712,458 1,446,175,804 1,184,550,156 338,291,750

57,374,028 26,861,847 646,052,717 790,366,066 375,509,452

4,101,440 224,597 146,157,547 331,359,465 171,648,602

3,098,560 4,396,588 141,925,205 175,519,543 54,290,132

Total current liabilities 30,667,957,087 44,576,732,582 12,398,857,192 18,835,029,398 Shareholders' equity Share capital 22 Registered 4,786,168,001 ordinary shares of Baht 1 each Issued and paid up share capital 3,941,108,792 ordinary shares of Baht 1 each (2008: 3,930,923,139 ordinary shares of Baht 1 each) Share premium 22 Unrealised loss Revaluation deficit on changes in value of investments Translation adjustment Retained earnings Appropriated - statutory reserve 24 Unappropriated

4,786,168,001

3,941,108,792 3,144,543,957

3,930,923,139 3,108,560,539

3,941,108,792 3,144,543,957

3,930,923,139 3,108,560,539

- (120,401,604) (187,751,038) 57,519,015 511,111,587 8,527,807,101

511,111,587 7,423,545,802

- - 511,111,587 6,330,979,275

(120,401,604) - 511,111,587 5,191,753,156

Total shareholders' equity 15,936,820,399 14,911,258,478 13,927,743,611 12,621,946,817 Total liabilities and shareholders' equity 46,604,777,486 59,487,991,060 26,326,600,803 31,456,976,215

The accompanying notes are an integral part of the financial statements. Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

INCOME STATEMENTS Cal-Comp Electronics (Thailand) Public Company Limited and its subsidiaries For the years ended 31 December 2009 and 2008

(Unit : Baht)

Note Revenues Sales 7 Gain on sales of property, plant and equipment 15 Exchange gain 26 Other income

Consolidated financial statements

Separate financial statements

2009

2008

108,437,914,397 48,287,023 - 134,220,303

123,285,411,620 242,212,575 - 231,689,317

2008

60,207,092,237 51,672,223 188,842,014 26,680,455

67,392,551,936 - - 106,306,390

Total revenues 108,620,421,723 123,759,313,512 60,474,286,929 67,498,858,326 Expenses Cost of sales 7 Selling expenses Administrative expenses Management benefit expenses Impairment loss of investment in subsidiary 12 Impairment loss of other long-term investment 14 Impairment loss of assets Exchange loss 26 Other expenses

104,446,547,048 126,921,860 1,956,437,969 21,072,371 - 121,246,935 23,333,211 75,903,702 23,887,289

118,952,536,903 141,488,658 1,473,019,194 20,268,929 - 50,000,000 - 245,648,470 24,994,972

58,575,819,851 33,229,051 225,722,362 21,072,371 - 121,246,935 23,333,211 - 8,195,759

64,208,412,595 53,959,440 109,821,009 20,268,929 300,000,000 50,000,000 - 68,824,262 632,970

Total expenses 106,795,350,385 120,907,957,126 59,008,619,540 64,811,919,205 Income before share of loss from investment in associated Share of loss from investments in associates

1,825,071,338 2,851,356,386 (63,668) (299,914)

Income before finance cost and corporate income tax Finance cost

1,825,007,670 2,851,056,472 1,465,667,389 2,686,939,121 (355,319,749) (576,832,584) (124,769,203) (210,765,881)

1,465,667,389 -

2,686,939,121 -

Income before corporate income tax 1,469,687,921 2,274,223,888 1,340,898,186 2,476,173,240 Corporate income tax 4.14, 27 (168,379,082) (146,444,488) (4,624,527) (6,083,891) Net income for the year

1,301,308,839

2,127,779,400

1,336,273,659

2,470,089,349

28 Earnings per share Basic earnings per share Net income 0.33

0.54

0.34

0.63

Diluted earnings per share Net income

0.53

0.33

0.61

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

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

0.32

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Balance as at 31 December 2009

Dividends paid (Note 31) Capital increased due to convert warrants to shares (Note 22)

- 35,983,418

- - -

3,941,108,792 3,144,543,957

- 10,185,653

Total income and expenses for the year

Net income for the year

Net income and expenses recognised directly in equity

Other long-term investment Loss recognised in shareholders' equity Transferred to income statement on impairment (Note 14) Translation adjustment

3,930,923,139 3,108,560,539

Balance as at 1 January 2009 Income and expenses recognised directly in equity:

- - -

3,930,923,139 3,108,560,539

- 3,058,915

- - - -

Balance as at 31 December 2008

- 11,714,723

Total income for the year

Dividends paid (Note 31) Capital increased due to convert warrants to shares (Note 22) Minority interest - equity attributable to minority shareholders of subsidiary

Net income for the year

Other long-term investment Loss recognised in shareholders' equity Transferred to income statement on impairment (Note 14) Translation adjustment Net income recognised directly in equity

- -

120,401,604

(845,331) 121,246,935 -

(120,401,604)

- -

46,286,927

(3,713,073) 50,000,000 - 46,286,927

(187,751,038)

- -

(245,270,053)

- - (245,270,053)

57,519,015

- -

369,388,690

- - 369,388,690 369,388,690

(166,688,531) (311,869,675)

- - - -

Balance as at 1 January 2008 Income and expenses recognised directly in equity:

3,919,208,416 3,105,501,624

deficit on changes in value of Translation investments adjustment

511,111,587

- -

- - -

511,111,587

- -

- - - -

511,111,587

Total equity attribute to the parent's shareholders

(1,567,824,914) 14,773,638

2,543,455,017

2,127,779,400

(3,713,073) 50,000,000 369,388,690 415,675,617

(197,047,540) 46,169,071

1,176,440,390

1,301,308,839

(124,868,449)

(845,331) 121,246,935 (245,270,053)

- -

- - -

(15,008,585)

- -

- - - -

15,008,585

15,936,820,399

(197,047,540) 46,169,071

1,176,440,390

1,301,308,839

(124,868,449)

(845,331) 121,246,935 (245,270,053)

14,911,258,478

(15,008,585)

(1,567,824,914) 14,773,638

2,543,455,017

2,127,779,400

(3,713,073) 50,000,000 369,388,690 415,675,617

13,935,863,322

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

8,527,807,101 15,936,820,399

(197,047,540) -

1,301,308,839

- 1,301,308,839

- - -

7,423,545,802 14,911,258,478

(1,567,824,914) -

2,127,779,400

- - - -

6,863,591,316 13,920,854,737

Retained earnings Appropriated Unappropriated

Minority interest - equity attributable to minority shareholders of subsidiary Total

(Unit : Baht)

For the years ended 31 December 2009 and 2008

Consolidated financial statements Equity attribute to the parent's shareholders Revaluation

Issued and paid-up share capital Share premium

Cal-Comp Electronics (Thailand) Public Company Limited and its subsidiaries

STATEMENTS OF CHANGES IN SHAREHOLDERSâ&#x20AC;&#x2122; EQUITY

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

paid-up share capital Share premium

Net income recognised directly in equity - Net income for the year - Total income for the year - Dividends paid (Note 31) - Capital increased due to convert warrants to shares (Note 22) 10,185,653 Balance as at 31 December 2009 3,941,108,792

Balance as at 1 January 2009 3,930,923,139 Income and expenses recognised directly in equity: Other long-term investment Loss recognised in shareholders' equity - Transferred to income statement on impairment (Note 14) -

Balance as at 31 December 2008 3,930,923,139

Total income for the year - Dividends paid (Note 31) - Capital increased due to convert warrants to shares (Note 22) 11,714,723

Net income recognised directly in equity - Net income for the year -

Balance as at 1 January 2008 3,919,208,416 Income and expenses recognised directly in equity: Other long-term investment Loss recognised in shareholders' equity - Transferred to income statement on impairment (Note 14) -

(166,688,531)

(3,713,073) 50,000,000 46,286,927 - 46,286,927 - - (120,401,604) (120,401,604) (845,331) 121,246,935 120,401,604 - 120,401,604 - - -

- - - - - - 3,058,915 3,108,560,539 3,108,560,539 - - - - - - 35,983,418 3,144,543,957

- - - 1,336,273,659 1,336,273,659 (197,047,540) - 6,330,979,275

- - - 2,470,089,349 2,470,089,349 (1,567,824,914) - 5,191,753,156 5,191,753,156

4,289,488,721

(845,331) 121,246,935 120,401,604 1,336,273,659 1,456,675,263 (197,047,540) 46,169,071 13,927,743,611

(3,713,073) 50,000,000 46,286,927 2,470,089,349 2,516,376,276 (1,567,824,914) 14,773,638 12,621,946,817 12,621,946,817

11,658,621,817

Total

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

- - - - - - - 511,111,587

- - - - - - - 511,111,587 511,111,587

511,111,587

Revaluation deficit on Retained earnings changes in value of investments Appropriated Unappropriated

(Unit : Baht)

For the years ended 31 December 2009 and 2008

Separate financial statements

3,105,501,624

Issued and

Cal-Comp Electronics (Thailand) Public Company Limited and its subsidiaries

STATEMENTS OF CHANGES IN SHAREHOLDERSâ&#x20AC;&#x2122; EQUITY (CONTINUED)

STATEMENTS OF CASH FLOWS Cal-Comp Electronics (Thailand) Public Company Limited and its subsidiaries For the years ended 31 December 2009 and 2008

(Unit : Baht)

Cash flows from operating activities Net income before tax Adjustments to reconcile net income before tax to net cash provided by (paid from) operating activities Depreciation and amortisation Allowance for doubtful accounts Gain on disposal of property, plant and equipment Loss (gain) on disposal of mold and tooling Impairment loss of assets Share of loss from investments in associates Loss on disposal of other long-term investment Allowance for impairment loss in investment in subsidiary Allowance for impairment loss of other long-term investment Allowance for diminution in value of inventories (Reverse) Unrealised loss on exchange Interest income Interest expense Income from operating activities before changes in operating assets and liabilities Operating assets (increase) decrease Trade accounts receivable Trade accounts receivable - related parties Amount due from related parties Inventories Goods in transit Advances payment for raw materials Other receivables Other current assets Operating liabilities increase (decrease) Trade accounts payable Trade accounts payable - related parties Advance from and amount due to related parties Accrued expenses Other payable Other current liabilities Cash flows from (used in) operating activities Cash paid for corporate income tax Net cash from (used in) operating activities

Consolidated financial statements

Separate financial statements

2009

1,469,687,921

2008 2,274,223,888

1,340,898,186

2008 2,476,173,240

2,078,784,632 1,017,799,128 543,377,142 508,802,591 219,900,450 18,605,912 89,900,450 870,758 (48,287,023) (246,409,982) (51,672,223) (13,556,246) 32,906,472 (3,809,621) 32,906,472 (3,809,621) 23,333,211 - 23,333,211 - 63,668 299,914 - - - 385,746 - - - - - 300,000,000 121,246,935 50,000,000 121,246,935 50,000,000 110,468,971 (152,663,036) (1,494,591) (137,049,536) 109,800,004 46,630,805 81,583,174 91,544,306 (14,588,484) (9,048,857) (3,352,272) (6,941,083) 335,908,440 559,178,833 112,419,513 199,709,390 4,439,225,197

3,555,192,730

2,289,145,997

3,465,743,799

8,059,055,012 (8,344,851,270) (1,573,150,991) (3,005,075,130) 2,005,977,012 (1,759,396,257) 7,383,355,134 (894,997,700) 188,930,092 (147,839,740) 236,133,882 (166,739,675) 1,332,024,726 (1,379,071,013) 316,645,058 145,878,632 178,853,690 (458,309,877) (266,937,033) (3,549,635) 64,095,908 (82,228,797) 142,277,443 (32,448,309) (87,935,688) (129,392,979) (118,403,217) (90,411,891) (414,538,665) 430,841,944 86,752,218 108,586,646 (4,121,399,276) 4,890,167,469 (2,455,106,648) 2,015,286,309 (5,651,040,963) 3,488,150,811 (380,387,978) (321,258,247) (2,708,000) (651,359) 253,517,976 (1,209,683) 799,609,338 24,636,851 4,232,341 (854,164) 397,076,527 126,943,778 159,353,751 (20,015,806) (38,611,386) (996,802,581) 115,964,785 (193,067,108) 7,148,613,524 (782,610,290) 6,193,392,718 1,005,868,038 (162,246,843) (138,732,002) (3,621,648) (3,786,390) 6,986,366,681 (921,342,292) 6,189,771,070 1,002,081,648

The accompanying notes are an integral part of the financial statements. Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

STATEMENTS OF CASH FLOWS (CONTINUED) Cal-Comp Electronics (Thailand) Public Company Limited and its subsidiaries For the years ended 31 December 2009 and 2008

(Unit : Baht)

Cash flows from investing activities Increase in investments of subsidiary Advance for share acquisition Cash receipt from disposal of investment in subsidiary Decrease in cash as result of change in company's shareholding in subsidiary Increase in other long-term investments Increase in property, plant and equipment Increase in molds and spare parts Interest income Proceeds from sales of equipment Proceeds from sales of molds and spareparts Increase in intangible assets Increase in other non-current assets Net cash used in investing activities Cash flows from financing activities Increase (decrease) in short-term loans from financial institutions Decrease in long-term loans Proceeds from increase in share capital Interest expense Dividends paid Decrease in minority interest - equity attributable to minority shareholders of subsidiary

Consolidated financial statements

Separate financial statements

2009

- - -

2008 - - 6,429,103

(5,435,460,633) 6,716,314,884 (4,185,189,341) 3,617,246,455 (400,941,714) (793,053,209) (400,941,714) (774,514,286) 46,169,071 14,773,638 46,169,071 14,773,638 (320,057,828) (536,695,562) (116,591,503) (198,818,696) (197,047,540) (1,567,824,914) (197,047,540) (1,567,824,914)

845,331 500,852,690 8,342,188 - - -

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

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

(857,086,000) (488,334,000) - (354,300,000) - -

- 5,714,460 - - - (10,060,000) - - (673,597,499) (1,857,125,389) (327,855,596) (430,432,382) (133,367,849) (69,990,278) (113,320,862) (54,117,221) 14,588,484 9,048,857 3,352,272 6,941,083 517,850,388 916,125,506 170,061,893 19,898,351 138,942 4,380,250 138,942 4,380,250 (90,206,928) (32,709,875) - - (266,894,362) (267,584,929) (41,000) - (631,488,824) (1,295,772,295) (1,124,750,351) (1,295,963,919)

- (15,008,585) Net cash from (used in) financing activities (6,307,338,644) 3,818,506,252 Decrease in translation adjustment (20,192,520) (67,123,145) Net increase in cash and cash equivalents 27,346,693 1,534,268,520 Cash and cash equivalents at beginning of year 3,608,225,883 2,073,957,363 Cash and cash equivalents at end of year (Note 32) 3,635,572,576 3,608,225,883

Supplemental cash flows information: - Non-cash items consist of: - Unrealised loss on change in the value of investment Purchase of plant and equipment that has not yet been paid Purchase intangible assets that has not yet been paid Sale molds and spare parts that has not yet received Properties forclosed increase from trade accounts receivable Intangible assets increase from trade accounts receivable - related parties

2008

3,713,073 636,232,885 52,415,625 92,369,470 45,760,752 156,337,537

- (4,853,601,027) - 211,419,692 1,026,434,480 1,237,854,172

- 1,090,862,197 - 796,979,926 229,454,554 1,026,434,480

845,331 442,030,848 - - -

3,713,073 432,963,935 - 92,369,470 45,760,752

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Cal-Comp Electronics (Thailand) Public Company Limited and its subsidiaries For the years ended 31 December 2009 and 2008

1. General information 1.1 Corporate information Cal-Comp Electronics (Thailand) Public Company Limited (“the Company”) is a public company incorporated and domiciled in Thailand. Its major shareholder is Kinpo Electronics, Inc., which was incorporated in Taiwan. The Company is principally engaged in the manufacture of electronic products in three sectors, such as computer and computer peripheral, telecommunication equipment and automation equipment. Its registered address is 191/54, 191/57 18th Floor, CTI Tower, Rachadapisek Road, Kwang Klongtoey, Khet Klongtoey, Bangkok 10110. The Company has 4 branches in Thailand and is located at Samutsakorn, Petchaburi and Nakhonratsima.

2. Basis of preparation

2.1 The financial statements have been prepared in accordance with accounting standards enunciated under the Accounting Professions Act B.E. 2547 and their presentation has been made in compliance with the stipulations of the Notification of the Department of Business Development dated 30 January 2009, issued under the Accounting Act B.E. 2543. The financial statements in Thai language are the official statutory financial statements of the Company. The financial statements in English language have been translated from the Thai language financial statements. The financial statements have been prepared on a historical cost basis except where otherwise disclosed in the accounting policies. 2.2 Basis of consolidation a) The consolidated financial statements include the financial statements of Cal-Comp Electronics (Thailand) Public Company Limited (“the Company”) and the following subsidiaries (“the subsidiaries”).

Company’s name

Nature of business

Country of incorporation

Percentage of shareholding

2009 2008 Percent Percent

Total assets as at Revenues for the year 31 December ended 31 December 2009 Million Baht

2008 Million Baht

2009 Million Baht

2008 Million Baht

Held by the Company

Logistar International Group company’s British Virgin 100 100 13,821 22,947 52,977 Holding Co., Ltd. and its distributor Island subsidiaries Cal-Comp Electronics Manufacture of The People’s 100 100 3,101 4,081 574 (Suzhou) Co., Ltd. electronic products Republic of China Cal-Comp Optical Electronics Manufacture of The People’s 100 100 4,736 5,583 234 (Suzhou) Co., Ltd. electronic products Republic of China Cal-Comp Electronics & Purchasing material Taiwan 100 100 458 535 2 Communications Co., Ltd. and research and development Cal-Comp Technology Manufacture of The People’s 100 100 2,958 2,654 9,282 (Suzhou) Co., Ltd. electronic products Republic of China Cal-Comp Electronics and Manufacture of The People’s 100 100 788 1,650 6 Communications (Suzhou) electronic Republic of China Co., Ltd. products

74,031 559 194 608 8,776 2

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

The financial statements of the subsidiaries were prepared by the management of the subsidiaries and audited by their auditors overseas. Major revenues of Logistar International Holding Co., Ltd. represents the sales of inventories, which are purchased transactions from the Company and its subsidiaries, received from the third parties. b) Subsidiaries are fully consolidated as from the date of acquisition, being the date on which the Company obtains control, and continue to be consolidated until the date when such control ceases. c) The financial statements of the subsidiaries are prepared for the same reporting period as the parent company, using consistent significant accounting policies. d) The financial statements of overseas subsidiaries are translated into Thai Baht at the closing exchange rate as to assets and liabilities, and at monthly average exchange rates as to revenues and expenses. The resultant differences are shown under the caption of â&#x20AC;&#x153;Translation adjustmentâ&#x20AC;? in shareholdersâ&#x20AC;&#x2122; equity. e) Material balances and transactions between the Company and its subsidiaries have been eliminated from the consolidated financial statements. f) Minority interests represent the portion of net income or loss and net assets of the subsidiaries that are not held by the Company and are presented separately in the consolidated income statement and within equity in the consolidated balance sheet. 2.3 The separate financial statements, which present investments in subsidiaries and associates presented under the cost method, have been prepared solely for the benefit of the public.

3. Adoption of new accounting standards

In June 2009, the Federation of Accounting Professions issued Notification No. 12/2552, assigning new numbers to Thai Accounting Standards that match the corresponding International Accounting Standards. The numbers of Thai Accounting Standards as referred to in these financial statements reflect such change. The Federation of Accounting Professions has issued Notification No. 86/2551 and 16/2552, mandating the use of new accounting standards, financial reporting standard and accounting treatment guidance as follows. 3.1 Accounting standards, financial reporting standard and accounting treatment guidance which are effective for the current year Framework for the Preparation and Presentation of Financial Statements (revised 2007) TAS 36 (revised 2007) Impairment of Assets TFRS 5 (revised 2007) Non-current Assets Held for Sale and Discontinued Operations Accounting Treatment Guidance for Leasehold Right Accounting Treatment Guidance for Business Combination under Common Control These accounting standards, financial reporting standard and accounting treatment guidance became effective for the financial statements for fiscal years beginning on or after 1 January 2009. The management has assessed the effect of these standards and believes that TFRS 5 (revised 2007) and Accounting Treatment Guidance for Business Combination under Common Control are not relevant to the business of the Company, while Framework for the Preparation and Presentation of Financial Statements (revised 2007), TAS 36 (revised 2007), and Accounting Treatment Guidance for Leasehold Right do not have any significant impact on the financial statements for the current year. 3.2 Accounting standards which are not effective for the current year Effective date TAS 20 Accounting for Government Grants and Disclosure of Government Assistance 1 January 2012 TAS 24 (revised 2007) Related Party Disclosures 1 January 2011 TAS 40 Investment Property 1 January 2011 However, TAS 24 (revised 2007) and TAS 40 allows early adoption by the entity before the effective date.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

The management of the Company has assessed the effect of these standards and believes that TAS 20 and TAS 40 are not relevant to the business of the Company, while TAS 24 (revised 2007) will not have any significant impact on the financial statements for the year in which it is initially applied.

4. Significant accounting policies

4.1 Revenue and expense recognition Sales of goods Sales of goods are recognised when the significant risks and rewards of ownership of the goods have passed to the buyer. Sales are the invoiced value, excluding value added tax, of goods supplied after deducting discounts and allowances. Interest income Interest income is recognised as interest accrues based on the effective rate method. Expenses Expenses are recognised on an accrual basis. 4.2 Cash and cash equivalents Cash and cash equivalents consist of cash in hand and at banks, and all highly liquid investments with an original maturity of three months or less and not subject to withdrawal restrictions. 4.3 Trade accounts receivable, other receivables and allowance for doubtful accounts Trade accounts receivable and other receivables are stated at the net realisable value. Allowance for doubtful accounts is provided for the estimated losses that may be incurred in collection of receivables. The allowance is generally based on collection experiences and analysis of debt aging. 4.4 Inventories Inventories are valued at the lower of cost (average method) and net realisable value. Standard cost includes all production costs and attributable factory overheads. 4.5 Investments a) Investments in available-for-sale securities are stated at fair value. Changes in the carrying amounts of securities are recorded as separate items in shareholdersâ&#x20AC;&#x2122; equity until the securities are sold, when the changes are then included in determining income. b) Investments in non-marketable equity securities, which the Company classifies as other investments, are stated at cost net of allowance for loss on diminution in value (if any). c) Investments in associates are accounted for in the consolidated financial statements using the equity method. d) Investments in subsidiaries and associates are accounted for in the separate financial statements using the cost method. The weighted average method is used for computation of the cost of investments. 4.6 Property, plant and equipment and depreciation Land is stated at cost. Buildings and equipment are stated at cost less accumulated depreciation and allowance for loss on impairment of assets (if any). Depreciation of plant and equipment is calculated by reference to their costs on a straight-line basis over the following estimated useful lives: Buildings and building improvements - 11 - 50 years Machinery and factory equipment - 5 - 10 years Office furniture and equipment - 5 - 11 years Motor vehicles - 5 - 10 years Miscellaneous equipment and research and development equipment - 1 - 7 years Depreciation is included in determining income. No depreciation is provided on land, land improvement, construction in progress and equipment under installation.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

4.7 Intangible assets Intangible assets are carried at cost less any accumulated amortisation and any accumulated impairment losses. Intangible assets with finite lives are amortised on a systematic basis over the useful economic useful life and tested for impairment whenever there is an indication that the intangible asset may be impaired. The amortisation period and the amortisation method of such intangible asset are reviewed at least at each financial year end. The amortisation expense is charged to the income statement. A summary of the intangible assets with finite useful lives is as follows. Useful lives Land occupancy rights - contract period of 50 years Patents - 5 years 4.8 Molds and spare parts Molds and spare parts are calculated by reference to their cost and amortised on a straight-line basis over 1-2 years. 4.9 Related party transactions Related parties comprise enterprises and individuals that control, or are controlled by the Company, whether directly or indirectly, or which are under common control with the Company. They also include associated companies and individuals which directly or indirectly own a voting interest in the Company that gives them significant influence over the Company, and key management personnel, directors and officers with authority in the planning and direction of the Companyâ&#x20AC;&#x2122;s operations. 4.10 Foreign currencies Transactions in foreign currency are translated into Baht at the exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated into Baht at the exchange rate ruling at the balance sheet date. Gains and losses on exchange are included in determining income. 4.11 Impairment of assets At each reporting date, the Company and its subsidiaries perform impairment reviews in respect of the property, plant and equipment and other intangible assets whenever events or changes in circumstances indicate that an asset may be impaired. The Company and its subsidiaries also carry out annual impairment reviews in respect of asset. An impairment loss is recognised when the recoverable amount of an asset, which is the higher of the assetâ&#x20AC;&#x2122;s fair value less costs to sell and its value in use, is less than the carrying amount. In determining 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. In determining fair value less costs to sell, an appropriate valuation model is used. These calculations are corroborated by a valuation model that, based on information available, reflects the amount that the Company and its subsidiaries could obtain, from the disposal of the asset in an armâ&#x20AC;&#x2122;s length transaction between knowledgeable, willing parties, after deducting the costs of disposal. An impairment loss is recognised in the income statement. 4.12 Employee benefits Salaries, wages, bonuses and contributions to the social security fund and provident fund are recognised as expenses when incurred. 4.13 Provisions Provisions are recognised when the Company and its subsidiaries have 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.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

4.14 Income tax Income tax is provided in the accounts based on the taxable profits from the non-promoted activities determined in accordance with tax legislation. Income tax of the overseas subsidiaries is provided for in the accounts based on the taxable profits determined in accordance with tax legislation of their countries. 4.15 Derivatives Forward exchange contracts Receivables and payables arising from forward exchange contracts are translated into Baht at the rates of exchange ruling at the balance sheet. Gains and losses from the translation are included in determining income. Premiums or discounts on forward exchange contracts are amortised on a straight-line basis over the contract periods. Interest rate swap contracts The net amount of interest to be received from or paid to the counterparty under the interest rate swap contracts is recognised as income or expenses on an accrual basis. Currency option agreement The notional amounts of the currency option agreements utilised by the Company and its subsidiaries are not recognised as assets or liabilities upon inception of the agreement, but fees to be received or paid by the Company and its subsidiaries in respect of such agreements are amortised on a straight-line basis over the term of the agreement.

5. Significant accounting judgments and estimates

The preparation of financial statements in conformity with generally accepted accounting principles at times requires management to make subjective judgments and estimates regarding matters that are inherently uncertain. These judgments and estimates affect reported amounts and disclosures and actual results could differ. Significant judgments and estimates are as follows: Leases In determining whether a lease is to be classified as an operating lease or finance lease, management is required to use judgment regarding whether significant risk and rewards of ownership of the leased asset has been transferred, taking into consideration terms and conditions of the arrangement. Allowance for doubtful accounts In determining an allowance for doubtful accounts, the management needs to make judgment and estimates based upon, among other things, past collection history, aging profile of outstanding debts and the prevailing economic condition. Impairment of equity investments The Company and its subsidiaries treat available-for-sale equity investments and other investments as impaired when the management judgment that there has been a significant or prolonged decline in the fair value below their cost or where other objective evidence of impairment exists. The determination of what is “significant” or “prolonged” requires judgment. Property, plant and equipment/Depreciation In determining depreciation of plant and equipment, the management is required to make estimates of the useful lives and salvage values of the Company and its subsidiaries’ plant and equipment and to review estimated useful lives and salvage values when there are any changes. Intangible assets The initial recognition and measurement of other intangibles, and subsequent impairment testing, requires management to make estimates of cash flows to be generated by the asset or the cash generating units and to choose a suitable discount rate in order to calculate the present value of those cash flows.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

6. Trade accounts receivable / trade accounts receivable - related parties

The balances of trade accounts receivable as at 31 December 2009 and 2008, aged based on the basis of due date, are summarised below. (Unit : Thousand Baht)

Consolidated financial statements 2009 2008

Separate financial statements 2009 2008

Age of receivables Not yet due 20,682,496 24,055,317 9,949,165 Past due Less than 1 month 1,037,362 2,934,849 709,160 1 - 2 months 573,892 1,538,614 18,104 2 - 3 months 28,160 741,060 9,826 3 - 6 months 295,074 1,526,475 15,706 6 - 12 months 139,158 131,777 12,334 Over 12 months 247,305 184,740 46,761 Total 23,003,447 31,112,832 10,761,056 Less: Allowance for doubtful accounts (155,298) (96,193) (42,569) Net 22,848,149 31,016,639 10,718,487

223,189 51,174 18,074 12,835 12,860 39,060 9,238,235 (43,777) 9,194,458

The balances of trade accounts receivable - related parties as at 31 December 2009 and 2008, aged based on the basis of due date, are summarised below. (Unit : Thousand Baht)

Consolidated financial statements 2009 2008

Separate financial statements 2009 2008

Age of receivables Not yet due 705,991 2,810,297 1,690,224 Past due Less than 1 month 114,390 4,920 83,007 1 - 2 months 1,041 720 15,220 2 - 3 months 4,392 - 18,601 3 - 6 months 2,215 27,592 30,269 6 - 12 months 71 9 71 Over 12 months 2 1,068 - Total 828,102 2,844,606 1,837,392 Less: Allowance for doubtful accounts (8) (535) (8) Net 828,094 2,844,071 1,837,384

8,881,043

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

4,540,853 1,035,922 1,430,216 1,648,630 574,577 8 1,068 9,231,274 (535) 9,230,739

7. Related party transactions

During the years, the Company and its subsidiaries had significant business transactions with their overseas related parties. Such transactions are arose in the ordinary course of business and were concluded on commercial terms and bases agreed upon between the Company and those related parties. The relationship between the Company and the related parties are summarised below.

Name of related parties

Kinpo Electronics, Inc. Logistar International Holding Co., Ltd. Cal-Comp Electronics (Suzhou) Co., Ltd. Cal-Comp Optical Electronics (Suzhou) Co., Ltd. Cal-Comp Electronics & Communications Co., Ltd. Cal-Comp Technology (Suzhou) Co., Ltd. Cal-Comp Electronics and Communications (Suzhou) Co., Ltd. A-Ten Technology Co., Ltd. Wise Sigma International Holding Co., Ltd. Telian Corporation inx Japan International Inc. Zakang Inc. Kinpo Group Management Service Co., Ltd. Doctor Mobile Incorporated Kinpo Electronics, Inc. (China) Co., Ltd. Kinpo Electronics (Beijing) Co., Ltd. Kinpo Electronics (Shanghai) Co., Ltd. SaveCom International, Inc. Kinpo International Co., Ltd. Vibo Telecom Co., Ltd. Leading Team Technology Ltd. Acbel Polytech Inc. Crownpo Technology, Inc.

Such significant transactions are summarised below.

(Unit : Thousand Baht)

Consolidated Separate financial statements financial statements Transfer Pricing Policy

Transactions with subsidiaries (Eliminated from consolidated financial statements) Sales - - 8,434,608 17,816,181 Purchases of raw materials - - 2,309,460 5,220,630 Purchase of fixed assets - - 22,438 38,390

Near market price Near market price Cost

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

(Unit : Thousand Baht)

Consolidated Separate financial statements financial statements Transfer Pricing Policy 2009 2008 2009 2008

Transactions with related parties Sales - Kinpo Electronics, Inc. 1,268,348 2,978,055 6,302,078 10,092,517 Near market price - Kinpo International Co., Ltd. 27,059 684 8,578 - Near market price - Others 1,991 13,791 - - Near market price Sales of fixed assets 207,787 60,378 - - At book value plus margin Purchases of raw materials 1,898,806 8,899,807 28,772 147,926 Near market price Purchase of fixed assets - 22 - 22 Cost Other expenses 67,044 38,550 - - Contract price Interest income 1,011 985 - - 2% per annum

The balances of the accounts as at 31 December 2009 and 2008 between the Company and those related companies are as follows: (Unit : Thousand Baht)

Consolidated financial statements 2009 2008

Separate financial statements 2009 2008

Trade accounts receivable - related parties Subsidiaries (eliminated from the consolidated financial statements) - Logistar International Holding Co., Ltd. - - 1,787,796 6,372,851 - Cal-Comp Electronics (Suzhou) Co., Ltd. - - 8,199 7,845 - Cal-Comp Optical Electronics (Suzhou) Co., Ltd. - - 2,646 35,049 - Cal-Comp Electronics & Communications Co., Ltd. - - 29 434 - Cal-Comp Technology (Suzhou) Co., Ltd. - - 315 - - Cal-Comp Electronics and Communications (Suzhou) Co., Ltd. - - - 312 - - 1,798,985 6,416,491 Related companies - Kinpo Electronics, Inc. 809,230 2,843,986 29,884 2,814,415 - Kinpo International Co., Ltd. 18,872 368 8,523 368 - Others - 252 - - Total 828,102 2,844,606 38,407 2,814,783 Less: Allowance for doubtful accounts (8) (535) (8) (535)

828,094

2,844,071

38,399

2,814,248

828,094

2,844,071

1,837,384

9,230,739

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

(Unit : Thousand Baht)

Consolidated financial statements 2009 2008

Separate financial statements 2009 2008

Short-term loans to related parties Related companies - Wise Sigma International Holding Co., Ltd. 62,312 64,224 - - A-Ten Technology Co., Ltd. 76,912 83,624 - Total 139,224 147,848 - Less: Allowance for doubtful accounts (68,000) - - 71,224 147,848 - Amounts due from related parties Subsidiaries (eliminated from consolidated financial statements) - Logistar International Holding Co., Ltd. - - 6,463 - Cal-Comp Optical Electronics (Suzhou) Co., Ltd. - - - - Cal-Comp Electronics (Suzhou) Co., Ltd. - - - - - 6,463 Related companies - A-Ten Technology Co., Ltd. 11,976 - - - Kinpo International Co., Ltd. - 158,758 - - Kinpo Electronics, Inc. (China) Co., Ltd. - 58,393 - - Acbel Polytech Inc. - 3,619 - - Others 9 12,540 - Total 11,985 233,310 - Less: Allowance for doubtful accounts - - - 11,985 233,310 - 11,985 233,310 6,463 Trade accounts payable - related parties Subsidiaries (eliminated from the consolidated financial statements) - Logistar International Holding Co., Ltd. - - 411,594 - Cal-Comp Electronics (Suzhou) Co., Ltd. - - 1 - Cal-Comp Optical Electronics (Suzhou) Co., Ltd. - - 1,085 - - 412,680 Related companies - Kinpo Electronics, Inc. 15,706 2,857,042 105 - Zakang Inc. - 3,465 - - Kinpo International Co., Ltd. 59 52 59 - Kinpo Electronics, Inc. (China) Co., Ltd. - 2,740,212 - - Acbel Polytech Inc. 5,593 70,350 5,571 - Others 208 51 - 21,566 5,671,172 5,735 21,566 5,671,172 418,415

- - - - -

80,959 22 801 81,782 - 158,758 - 2,654 - 161,412 (504) 160,908 242,690 707,144 9,516 - 716,660 - - 52 - 70,350 - 70,402 787,062

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

(Unit : Thousand Baht)

Consolidated financial statements 2009 2008

Separate financial statements 2009 2008

Advance from and amounts due to related parties Subsidiaries (eliminated from the consolidated financial statements) - Logistar International Holding Co., Ltd. - - 209,718 - Cal-Comp Electronics (Suzhou) Co., Ltd. - - 40,739 - Cal-Comp Optical Electronics (Suzhou) Co., Ltd. - - 15,072 - Cal-Comp Electronics & Communications Co., Ltd. - - 807 - Cal-Comp Technology (Suzhou) Co., Ltd. - - - - - 266,336 Related companies - Kinpo Electronics, Inc. 263 236 263 - Acbel Polytech Inc. 629 3,162 629 - Other 2 204 2 894 3,602 894 894 3,602 267,230

During 2009, movements of short-term loans to related parties were as follows: -

- - 6,532 1,916 1,866 10,314 236 3,162 - 3,398 13,712

(Unit : Thousand Baht)

Consolidated financial statements Balance Balance

as at as at 1 January Interest 31 December 2009 Decrease receivable Translation 2009

Short-term loans to related parties Wise Sigma International Holding Co., Ltd. 64,224 - A-Ten Technology Co., Ltd. 83,624 (2,992)

147,848

(2,992)

983 -

(2,895) (3,720)

62,312 76,912

983

(6,615)

139,224

Short-term loans to Wise Sigma International Holding Co., Ltd. were denominated in US dollar currency and interest was charged at the rate of 2 percent per annum. Net foreign currency assets and liabilities have been included in Note 34.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

8. Inventories

(Unit : Baht)

Cost 2009 2008

Consolidated financial statements Allowance of diminution in value of inventory Reduction cost to net realisable value Stock obsolescence 2009 2008 2009 2008

Inventory-net 2009 2008

Finished goods Work in process Raw materials

667,104,625 1,073,298,548 (2,128,331) (11,354,721) (31,509,078) (43,247,366) 633,467,216 1,018,696,461 229,211,166 38,748,324 - - - - 229,211,166 38,748,324 7,542,711,927 8,659,736,700 (10,000,000) - (163,129,343) (42,389,696) 7,369,582,584 8,617,347,004

Total

8,439,027,718 9,771,783,572 (12,128,331) (11,354,721) (194,638,421) (85,637,062) 8,232,260,966 9,674,791,789

(Unit : Baht) Cost 2009 2008

Separate financial statements Allowance of diminution in value of inventories Reduction cost to net realisable value Stock obsolescence 2009 2008 2009 2008

Inventory-net 2009 2008

Finished goods Work in process Raw materials

385,912,228 800,605,567 (2,128,331) (11,354,721) (30,022,229) (41,787,475) 353,761,668 747,463,371 220,775,893 24,768,077 - - - - 220,775,893 24,768,077 3,512,080,238 3,610,039,773 (10,000,000) - (35,915,244) (26,418,199) 3,466,164,994 3,583,621,574

Total

4,118,768,359 4,435,413,417 (12,128,331) (11,354,721) (65,937,473) (68,205,674) 4,040,702,555 4,355,853,022

9. Advances payment for raw materials

Included in the balances as at 31 December 2009 and 2008 mainly consist of: - a) Short-term loans of Baht 95 million (2008: Baht 95 million) provided to local suppliers for use as working capital in agreed production of raw materials, on which interest is charged at the rate of 6.25 percent per annum (2008: 6.25 percent per annum). b) Advance payment of Baht 239 million (net of allowance for doubtful debt of Baht 45 million) (2008: Baht 327 million) for the purchase of raw materials and others. c) Advance payment of Baht 48 million to suppliers (2008: Baht 51 million) for the purchase of molds and raw materials. The remaining balances is to be paid upon the completion of molds (please refer to Note 33.3).

10. Other receivables

The balances as at 31 December 2009 and 2008 (net of allowance for doubtful debt of Baht 4 million and Baht 1 million, respectively) represent suspense accounts receivable set up for the expense can be passed on to customers or vendors and for raw materials which were purchased from suppliers and the inventories to which engineering or component changes have been made. The Company and its subsidiaries set up these suspense accounts while awaiting the return of the raw materials from the creditors.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

11. Other current assets

The balances as at 31 December 2009 and 2008 consist of: -

(Unit : Thousand Baht)

Consolidated financial statements 2009 2008

Separate financial statements 2009 2008

Receivable - molds Other receivables Premiums on option contracts Value added tax Properties foreclosed Less: Allowance for impairment loss Properties foreclosed - net Others

144,473 13,026 416,890 77,081 43,584 (43,584) - 178,502

154,746 3,606 581,391 470,437 45,761 - 45,761 105,457

30,867 9,622 - 1,830 43,584 (43,584) - 9,387

Total

829,972

1,361,398

51,706

69,993 3,606 - 1,066 45,761 - 45,761 19,275 139,701

12. Investments in subsidiaries

Details of investments in subsidiaries as presented in separate financial statements are as follows: -

Companyâ&#x20AC;&#x2122;s name Paid up capital 2009 2008 Logistar International Holding Co., Ltd. and its subsidiaries Cal-Comp Electronics (Suzhou) Co., Ltd. Cal-Comp Optical Electronics (Suzhou) Co., Ltd. Cal-Comp Electronics & Communications Co., Ltd. Cal-Comp Technology (Suzhou) Co., Ltd. Cal-Comp Electronics and Communications (Suzhou) Co., Ltd.

Cost method 2009 2008

USD 10.05 100 100 1,077,604 million USD 27.2 100 100 921,761 million USD 41.3 100 100 1,023,834 million TWD 70 100 100 92,510 million USD 10 100 100 338,541 million USD 15 100 100 624,396 million

2,280 921,761 1,023,834 92,510 338,541 488,334

Total Less: Allowance for impairment

4,078,646 (300,000)

2,867,260 (300,000)

Net

3,778,646

2,567,260

USD 30.5 million USD 27.2 million USD 41.3 million TWD 70 million USD 10 million USD 19 million

Shareholding percentage 2009 2008 % %

(Unit : Thousand Baht)

On 22 December 2006, a meeting of the Board of Directors of the Company approved the establishment of a representative office in Mumbai, India by Logistar International Holding Co., Ltd., a subsidiary. The purpose of the office is to provide support for sales and marketing for telecom products in the Indian market. Total investment is not to exceed USD 500,000 and is in the process of operation.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

On 13 August 2007, a meeting of the Board of Directors of the Company approved a joint investment with a non-related person to set up a new plant in India. The Company will invest approximately USD 5 million or 40 percent shareholding. The purpose of the investment is to expand the production capacity for the telecommunications products and computer peripheral products. On 15 May 2009, a meeting of the Board of Directors of the Company approved the withdrawal of this investment. Since the Company’s production capacity is sufficient to support the current demand of orders. During 2008, the Company has recorded impairment loss of investment in Logistar International Holding Co., Ltd. of Baht 300 million in the separate income statement of the year 2008. On 19 December 2008, a meeting of the Board of Directors of the Company granted approval to additionally invest in Logistar Holding International Co., Ltd. totaling USD 10 million. The Company paid of USD 10 million in December 2008. However, as at 31 December 2008 Logistar International Holding Co., Ltd. has yet to register the increase in its share capital, and the Company therefore recorded the additional investment as “Advance for share acquisition” in the balance sheet. On 12 February 2009, a meeting of the Board of Directors of the Company granted approval to additionally invest in Logistar Holding International Co., Ltd. totaling USD 20 million. The Company paid of USD 20 million in March 2009. The subsidiary has already registered the increase in its share capital in the first quarter of the current year. On 3 August 2009, a meeting of the Board of Directors of the Company granted approval to additionally invest in Cal-Comp Electronics and Communications (Suzhou) Co., Ltd. totaling USD 20 million. This investment expects to be completed in August 2011. The Company paid of USD 4 million in September 2009. The subsidiary has already registered the increase in its share capital in the fourth quarter of the current year.

13. Investments in associates 13.1 Details of associates

(Unit : Thousand Baht)

Consolidated financial statements

Nature of Country of Shareholding Company’s name business incorporation percentage Cost method

Carrying amount based on equity method

2009

2008

Telian Corporation Mobile phone Korea 23.87 23.87 57,825 57,825 - Wise Sigma International Holding company British Virgin 45.00 45.00 87,994 87,994 - Holding Co., Ltd.* Islands A-Ten Technology Telecommunication Taiwan 34.00 34.00 9,864 9,864 11,945 Co., Ltd.* research and development

- - 13,086

2009 %

2008 2009 2008 %

Total

155,683 155,683 11,945 13,086

* (held by Logistar International Holding Co., Ltd.)

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

(Unit: Thousand Baht) Separate financial statements Provision for Company’s Nature of Country of Shareholding impairment name business incorporation percentage Cost of investments 2009 2008 2009 2008 2009 2008 % % Telian Corporation

Mobile phone

Korea

23.87

Total

Carrying amounts based on cost method - net 2009 2008

57,825

57,825 (57,825) (57,825)

57,825

57,825 (57,825) (57,825)

(Unit: Million Baht)

Company’s name Telian Corporation

Consolidated financial statements Share of loss from investments in associates during the year 2009

2008

13.2 Summarised financial information of associates Financial information of the associated companies is summarised below. Total revenues Total assets Total liabilities for the Company’s Paid-up capital as at as at as at year ended name 31 December 31 December 31 December 31 December 2009 2008 2009 2008 2009 2008 2009 2008

(Unit : Million Baht) Net income (loss) for the year ended 31 December 2009 2008

Telian Corporation KW 3,346 KW 3,346 459* 459* 755* 755* 163* 163* (119)* million million Wise Sigma USD 5 USD 5 106 111 66 66 - - (1.1) International million million Holding Co., Ltd. A-Ten Technology TWD 30 TWD 30 131 138 96 101 - 12 (0.4) Co., Ltd. million million

(119)* 48 2

The above financial information were prepared by the management of the associated company, which were unaudited by its auditor. 13.3 Investment in associated with capital deficit The Company recognised share of losses from investments in an associated company, as listed below, until the value of the investments reached zero. Subsequent losses incurred by those associates have not been recognised in the Company’s accounts since the Company has no obligations, whether legal or constructive, to make any payments on behalf of those associates. The amount of such unrecognised share of losses is set out below.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Unrecognised share of losses

Company’s name

Share of losses for the year ended 31 December 2009

Cumulative share of losses up to 31 December 2009

76*

Telian Corporation

(Unit : Million Baht)

* The financial information of Telian Corporation were determined on the basis of lasted financial information (30 June 2008) provided by this associated company’s management because the company ceased its operation. However, the Company has already set up the provision for impairment in full amount.

14. Other long-term investments Company’s name

Nature of business

(Unit : Thousand Baht) Country of incorporation

Shareholding percentage 2009 %

2008 %

Consolidated financial statements Investments Cost method Fair value 2009

2008

Investments in other companies Zakang Inc. CDMA Korea 1.04 1.04 171,247 171,247

2009

2008

845

Less: Unrealised loss on change in the value of investment - (120,402) Allowance for loss on impairment (171,247) (50,000)

845

Power Digital Communication Trading of Co., Ltd. communication apparatus Taiwan 1.90 1.90 22,260 23,311 inx Japan International Inc. Distributor of Japan 19.98 19.98 3,645 3,645 computers products BC2L Ltd. Produces and develop Singapore 7.00 7.00 16,684 17,472 Bluetooth technology Doctor Mobile Incorporated Trading of mobile British Virgin 10.00 10.00 10,011 10,483 phone Islands Kinpo Group Management Service Co., Ltd. Consulting business Taiwan 12.50 12.50 1,031 1,058

Total other long-term investments

53,631

55,969

53,631 56,814

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

(Unit : Thousand Baht) Companyâ&#x20AC;&#x2122;s name

Nature of business

Country of incorporation

Shareholding percentage 2009 %

2008 %

Separate financial statements Investments Cost method Fair value 2009

2008

Investments in other companies Zakang Inc. CDMA Korea 1.04 1.04 171,247 171,247

2009

2008

845

Less: Unrealised loss on change in the value of investment - (120,402) Allowance for loss on impairment (171,247) (50,000)

845

inx Japan International Inc. Distributor of computers products Japan 19.98 19.98 3,645 3,645

Total other long-term investments

3,645

4,490

On 22 December 2006, a meeting of the Board of Directors of the Company approved investment to acquire 9.06 million shares or a 15% interest in Apex Circuit (Thailand) Company Limited, a company registered in Thailand. This company is principally engaged in the manufacture of printed circuit board and is in the process of operation. In the current year, the Company has recorded impairment loss of other long-term investments of Baht 121 million in the income statements for the current year, by reversing the revaluation deficit on changes in value of investments which is presented in the shareholdersâ&#x20AC;&#x2122; equity (2008: Baht 50 million).

15. Property, plant and equipment

(Unit : Baht)

Consolidated financial statements

Buildings Machinery Office Land and land and buildings and factory furniture and Motor improvements improvements equipment equipment vehicles

Construction in progress, equipment under installation and assets in transit Total

Cost 31 December 2008 109,789,401 3,504,787,842 6,932,629,854 1,240,945,712 38,059,243 65,215,477 11,891,427,529 Additions - 48,126,037 312,914,793 96,282,392 6,002,657 832,515,519 1,295,841,398 Disposals - (125,721,418) (1,009,764,982) (130,490,560) (2,841,229) - (1,268,818,189) Transfers in (out) - 20,641,455 702,097,010 8,685,248 483,141 (853,298,063) (121,391,209) Translation adjustment - (86,179,614) (118,147,349) (31,573,659) (902,282) (485,269) (237,288,173) 31 December 2009

109,789,401

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

3,361,654,302 6,819,729,326 1,183,849,133

40,801,530

43,947,664 11,559,771,356

(Unit : Baht) Consolidated financial statements

Buildings Machinery Office Land and land and buildings and factory furniture and Motor improvements improvements equipment equipment vehicles

Construction in progress, equipment under installation and assets in transit Total

Accumulated depreciation 31 December 2008 - 775,762,247 2,358,841,622 555,700,241 16,977,668 - Depreciation for the year - 95,260,107 624,694,791 161,328,371 4,060,961 - Depreciation on disposals - (119,250,733) (604,956,967) (74,065,875) (981,249) - Translation adjustment - (5,756,473) (36,044,906) (12,101,564) (310,958) - 31 December 2009 - 746,015,148 2,342,534,540 630,861,173 19,746,422 - Allowance for impairment loss 31 December 2008 - - - - - - Increase during the year - 23,333,211 - - - - 31 December 2009 - 23,333,211 - - - - Net book value 31 December 2008 109,789,401 2,729,025,595 4,573,788,232 685,245,471 21,081,575 65,215,477 31 December 2009 109,789,401 2,592,305,943 4,477,194,786 552,987,960 21,055,108 43,947,664 Depreciation for the year 2008 (Baht 812 million included in manufacturing cost, and the balance in selling and administrative expenses) 2009 (Baht 865 million included in manufacturing cost, and the balance in selling and administrative expenses)

3,707,281,778 885,344,230 (799,254,824) (54,213,901) 3,739,157,283 - 23,333,211 23,333,211 8,184,145,751 7,797,280,862 823,270,474 885,344,230

(Unit : Baht) Separate financial statements

Buildings Machinery Office Land and land and buildings and factory furniture and Motor improvements improvements equipment equipment vehicles

Construction in progress, equipment under installation and assets in transit Total

Cost December 2008 31 109,789,401 1,438,449,391 4,208,290,489 450,074,198 19,445,789 34,584,340 Additions - 9,255,730 6,929,855 32,490,797 - 832,596,222 Disposals - (125,721,418) (583,951,344) (71,899,420) (1,927,205) - Transfers in (out) - 17,775,700 687,338,309 8,106,889 - (824,607,058) 31 December 2009 109,789,401 1,339,759,403 4,318,607,309 418,772,464 17,518,584 42,573,504 Accumulated depreciation 31 December 2008 - 660,828,020 1,822,274,930 235,198,480 10,197,127 - Depreciation for the year - 55,156,757 383,485,526 36,869,090 1,993,408 - Depreciation on disposals - (116,369,760) (506,223,039) (41,929,525) (587,393) - 31 December 2009 - 599,615,017 1,699,537,417 230,138,045 11,603,142 -

6,260,633,608 881,272,604 (783,499,387) (111,386,160) 6,247,020,665 2,728,498,557 477,504,781 (665,109,717) 2,540,893,621

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

(Unit : Baht) Separate financial statements

Buildings Machinery Office Land and land and buildings and factory furniture and Motor improvements improvements equipment equipment vehicles

Construction in progress, equipment under installation and assets in transit Total

Allowance for impairment loss 31 December 2008 - - - - - - - Increase during the year - 23,333,211 - - - - 23,333,211 31 December 2009 - 23,333,211 - - - - 23,333,211 Net book value 31 December 2008 109,789,401 777,621,371 2,386,015,559 214,875,718 9,248,662 34,584,340 3,532,135,051 31 December 2009 109,789,401 716,811,175 2,619,069,892 188,634,419 5,915,442 42,573,504 3,682,793,833 Depreciation for the year 2008 (Baht 456 million included in manufacturing cost, and the balance in selling and administrative expenses) 461,412,703 2009 (Baht 472 million included in manufacturing cost, and the balance in selling and administrative expenses) 477,504,781

A subsidiary entered into an agreement with third parties on August 2008 regarding sale of land and building totaling TWD 597 million (excluding tax) (approximately Bath 633 million). As of 30 September 2008, the ownership transfer was completed and the subsidiary recognised gain on sale of fixed asset amounting to TWD 228 million or Baht 242 million in the income statement of the year 2008. As at 31 December 2009, certain machinery and factory equipment and office equipment items have been fully depreciated but are still in use. The original cost of those assets amounted to approximately Baht 1,197 million (2008: Baht 898 million) (Separate financial statements: Baht 803 million 2008: Baht 834 million).

16. Intangible assets

Patents A subsidiary entered into a guaranty agreement with Telian Corporation, an associated of the Company, to be authorised and guaranty for utilizing Telianâ&#x20AC;&#x2122;s technologies assets such as patents, licenses, softwares and hardwares intellectual property. (Unit : Thousand Baht)

Cost Increase during the year Translation adjustment Accumulated amortisation Net book value Amortisation expenses included in the income statements for the year

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Consolidated financial statements 2009 2008 725,911 98,549 (29,697) (370,593) 424,170 149,782

484,448 241,463 8,696 (220,811) 513,796 135,023

17. Other non-current assets

Land occupancy rights The balance represents the land occupancy rights of two subsidiaries in the Peopleâ&#x20AC;&#x2122;s Republic of China. These rights are for 50 years. (Unit : Thousand Baht)

Consolidated financial statements 2009 2008

Cost Increase during the year Translation adjustment Accumulated amortisation Net book value Amortisation expenses included in the income statements for the year

92,345 - 1,300 (9,248) 84,397 1,594

68,555 23,790 5,319 (7,654) 90,010 2,102

Other non-current assets - others This amount included premiums on option contracts of Baht 416 million (2008: Baht 175 million).

18. Short-term loans from financial institutions

Short-term loans from financial institutions of the Company and its subsidiaries consist of loans from both local banks and overseas financial institutions in both local currency and foreign currency. The loans are mainly repayable within 3 months, and carry interest rates of 0.7 - 1.5 percent per annum. It major shareholders has issued a letter of awareness to a bank for credit facilities.

19. Other payables

The outstanding balance represents accounts payable suspense for goods sales which there are subject to changes in price, specifications and other components.

20. Other current liabilities

The balance as at 31 December 2009 and 2008 consist of: -

Consolidated financial statements 2009 2008

(Unit : Thousand Baht)

Separate financial statements 2009 2008

Advances received from customers for purchase of molds 30,389 24,878 30,389 Money received from customers pending for clear 222,838 323,456 74,538 Value added tax payable 59,152 3,224 59,152 Others 25,913 23,951 7,570 Total 338,292 375,509 171,649

24,878 15,124 3,224 11,064 54,290

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

21. Long-term loans Loans from financial institutions Less: Current portion Long-term loans, net

(Unit : Thousand Baht)

Consolidated financial statements 2009 2008 - - -

400,942 (400,942) -

Separate financial statements 2009 2008 - - -

400,942 (400,942) -

On 18 June 2004, the Company entered into a 5-year syndicated loan agreement with financial institutions for a facility of USD 80 million. The loan carries interest at LIBOR plus margin per annum and is to be repaid in semi-annually installments, the first of which will be due in June 2006. During the current year, the Company paid all loans. On 31 August 2009, a meeting of the Board of Directors of the Company approved the syndicated loan for the Company and Logistar International Holding Co., Ltd., its subsidiary. The loan facility of USD 120 million has a period of 3 years and is extendable for 2 years. The purpose of the loan is to improve the financial structure and increase working capital to support business operations. As at 31 December 2009, the Company and its subsidiary have not yet withdrawn the loan from the above credit facility.

22. Share capital / premium on common stocks

During the current year, warrants were exercised to purchase new ordinary shares as described in Note 23. As of 31 December 2009 the issued and paid-up share capital of the Company has increased by Baht 10,185,653 as a result of the exercise of the warrants, from Baht 3,930,923,139 to Baht 3,941,108,792. Reconciliation of number of issued and paid up share capital (Unit : Shares)

For the years ended 31 December 2009 2008

Number of ordinary shares at the beginning of year Increase in number of ordinary shares due to exercise of warrants Number of ordinary shares at the end of year

3,930,923,139 10,185,653 3,941,108,792

3,919,208,416 11,714,723 3,930,923,139

23. Warrants

Warrant (CCET-W1) On 23 March 2005, the Annual General Meeting of the Company’s shareholders approved the issuance of warrants (CCET-W1). On 14 February 2006, the Board of Directors’ meeting approved the additional details as follows: £ The date of issue of warrants is 19 April 2006. £ The first warrant exercise date is 8 September 2006. £ The last warrant exercise date is 18 April 2009. £ The exercise price is Baht 5 per share.* £ The exercise ratio is 1 warrant per 1 ordinary share.* £ The warrants can be exercised on the 10th of March, June, September and December every year. * On 28 September 2007, the Company readjusted the exercise ratio and exercise price of warrants (CCET-W1) to a ratio of 1 warrant to 1.03389 new ordinary shares at an exercise price of Baht 4.836 per share.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

During the current year, the warrant holders have exercised their rights (CCET-W1) of 9,072,971 units to purchase ordinary shares of 9,380,453 shares at an exercise price of Baht 4.836 each, amounting to Baht 45.4 million. There are 676.6 million warrants (CCET-W1) as expired during the current year and there are no outstanding warrant as at 31 December 2009. Warrants issued to employees (ESOP) (CCET-W2) On 29 March 2007, the Annual General Meeting of the Company’s shareholders approved the issue and allocate 156,000,000 3-years warrants (ESOP) to the employees of the Company and/or its subsidiaries, including the new employees with the expertise in R&D or engineering and who will provide the Company with the benefits at most over the long-term at a price of Baht 0 per unit. One warrant can be exercised to purchase 1 ordinary share at a price of Baht 1 per share. The warrant holders are entitled to exercise the warrant 9 times (revised) throughout the term of the warrants. The warrants can be gradually exercised as follows: £ The First exercise, no more than 30% of the total warrants any individual received from the Company. £ The Second to Fifth exercise, no more than 60% of the total warrants any individual received from the Company (the exercisable amount including the first exercisable amount). £ The Sixth to Ninth exercise, all remain warrants can be exercised (the exercisable amount including the first to fifth exercisable amounts). The Stock Exchange of Thailand (SET) has approved the warrants on the SET, trading can commence from 11 October 2007. The first exercising date is 29 September 2008 and the last exercising date is 28 September 2010 (expiry date of ESOP). During the current year, the warrant holders have exercised their rights (CCET-W2) to purchase ordinary shares of 805,200 warrants. As at 31 December 2009, there are 144,277,500 warrants (CCET-W2) remained unexercised.

24. Statutory reserve

Pursuant to Section 116 of the Public Limited Companies Act B.E. 2535, the Company is required to set aside to a statutory reserve at least 5 percent of its net income after deducting accumulated deficit brought forward (if any), until the reserve reaches 10 percent of the registered capital. The statutory reserve is not available for dividend distribution.

25. Expenses by nature

Significant expenses by nature are as follow:

(Unit : Thousand Baht)

Consolidated financial statements 2009 2008

Separate financial statements 2009 2008

Salary and wages and other employee benefits 2,182,687 2,343,100 584,529 Depreciation 885,344 823,270 477,505 Loss on impairment of property, plant and equipment 23,333 - 23,333 Amortisation expenses 1,193,441 194,529 65,872 Exchange gains (loss) 75,904 245,648 (188,842) Rental expenses 62,610 47,545 1,824 Raw materials and consumables used 62,058,647 69,543,374 57,235,730 Changes in inventories of finished goods and work in progress 194,766 (392,799) 197,694

679,500 461,413 - 47,390 68,824 1,826 62,971,496 (305,914)

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

26. Exchange gains (loss) Realised exchange gains (loss) Unrealised exchange loss Exchange gains (loss) - net

(Unit : Thousand Baht)

Consolidated financial statements 2009 2008 33,896 (109,800) (75,904)

(199,017) (46,631) (245,648)

Separate financial statements 2009 2008 270,425 (81,583) 188,842

22,720 (91,544) (68,824)

27. Promotional privileges

The Company has been granted promotional privileges under the Investment Promotion Act B.E. 2520, for the manufacture of electronics and electronics equipment, by the Board of Investment under certain significant conditions. Significant privileges of the Company are as follow: Details

1. Certificate No. 1206/2543 2079(2)/2547 1661(2)/2549 1309(2)/2550 1992(2)/2550 2. The significant privileges are 2.1 Exemption of corporate income tax for net income 8 years 4 years 8 years 5 years 8 years from promotional privileges and exemption of (Expired) (Expired) income tax on dividends paid from the income of the operations throughout the period in which the corporate income tax is exempted. 2.2 Allowance for 5% of the increment in export Granted Non-granted Non-granted Non-granted Non-granted income over the preceding year for ten years, providing that the export income of that particular year should not be lower than the average export income over the three preceding years except for the first two years. 2.3 Exemption of import duty on machinery as Granted Granted Granted Granted Granted approved by the board. (Expired) (Expired) 2.4 Exemption of import duty on raw materials and Granted Granted Granted Granted Granted significant supplies used in export production for (Expired) (Expired) (5 years) (Expired) (5 years) a period of (year) from the first import date. (5 years) (1 year) (1 year) 2.5 A fifty percent reduction of the normal rate of Granted Non-granted Non-granted Non-granted Non-granted corporate income tax on net income derived from the promoted activity for a period of five years after the expiration of the above corporate income tax exemption period. 3. Date of first earning operating income 27 May 2000 2 Jan 2005 22 Jul 2006 6 Oct 2007 24 Oct 2007

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

2231(2)/2551 5 years

Non-granted

Granted Granted (1 year) Non-granted

2 Jan 2009

The Companyâ&#x20AC;&#x2122;s operation revenues for the years are below shown divided according to promoted and non-promoted operations. (Unit : Million Baht)

Promoted operations 2009 2008

Non-promoted operations 2009 2008

Total 2009

2008

Sales Domestic sales 11,944 9,013 - - 11,944 Export sales 48,087 58,022 176 358 48,263 Total sales 60,031 67,035 176 358 60,207

9,013 58,380 67,393

28. Earnings per share

Basic earnings per share is calculated by dividing net income for the year by the weighted average number of ordinary shares in issue during the year. Diluted earnings per share is calculated by dividing net income for the year by the weighted average number of ordinary shares in issue during the year plus the weighted average number of ordinary shares which would need to be issued to convert all dilutive potential ordinary shares into ordinary shares. The calculation assumes that the conversion took place either at the beginning of the year or on the date the potential ordinary shares were issued. The following table sets forth the computation of basic and diluted earnings per share:

Consolidated financial statements Weighted average number Net income of ordinary shares Earnings per share 2009 2008 2009 2008 2009 2008 Million Million Million Million Baht Baht Baht Baht share share Basic earnings per share Net income 1,301 2,128 3,938 3,922 0.33 Effect of dilute potential ordinary shares Warrants CCET-W2 (ESOP) - - 92 119 Diluted earnings per share Net income of ordinary shareholders assuming the conversion of diluted potential ordinary shares 1,301 2,128 4,030 4,041 0.32

0.54 0.53

Separate financial statements Weighted average number Net income of ordinary shares Earnings per share 2009 2008 2009 2008 2009 2008 Million Million Million Million Baht Baht Baht Baht share share Basic earnings per share Net income 1,336 2,470 3,938 3,922 0.34 Effect of dilute potential ordinary shares Warrants CCET-W2 (ESOP) - - 92 119 Diluted earnings per share Net income of ordinary shareholders assuming the conversion of diluted potential ordinary shares 1,336 2,470 4,030 4,041 0.33

0.63 0.61

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

No calculation of diluted earnings per share for 2008 is required for warrant (CCET-W1) since the exercise price of the warrants is in excess of fair value of the Companyâ&#x20AC;&#x2122;s ordinary shares. No calculation of diluted earnings per share for 2009 is required for warrant (CCET-W1) since the warrants were expired during the current year.

29. Segment information

The Company and its subsidiariesâ&#x20AC;&#x2122; business operations involve the single industry segment of manufacturing and distributing electronic equipment. Below is the consolidated financial information for the years ended 31 December 2009 and 2008 of the Company and its subsidiaries by segment: - (Unit : Million Baht)

Local sales 2009 2008

For the years ended 31 December Overseas sales Total Elimination 2009 2008 2009 2008 2009 2008

Consolidation 2009 2008

Sales - external 11,800 9,129 95,341 111,163 107,141 120,292 - - 107,141 120,292 - related parties - - 60,583 78,483 60,583 78,483 (59,286) (75,490) 1,297 2,993

9,129

155,924 189,646 167,724 198,775 (59,286) (75,490) 108,438 123,285

Segment income 314 393 1,517 2,065 1,831 2,458 1,831 Unallocated income and expense:: Other income 182 Administrative expenses (45) Impairment loss of other long-term investment (121) Impairment loss of assets (23) Financial cost (355) Corporate income tax (168)

2,458

Net income

2,128

Transfer prices between business segments are as set out in Note 7.

Local 2009

2008

1,301

474 (31) (50) - (577) (146)

(Unit : Million Baht) As at 31 December Overseas 2009 2008

Consolidation 2009 2008

- Property, plant and equipment, net 3,683 3,532 4,114 4,652 7,797 - Unallocated assets 38,808

8,184 51,304

Total assets

59,488

30. Provident fund

11,800

46,605

The Company and its employees have jointly established a provident fund in accordance with the Provident Fund Act B.E. 2530. The fund is monthly contributed to by employees, at the rate of 2 percent of their basic salaries, and by the Company at the same rate. The fund, which is managed by TISCO Securities Company Limited, will be paid to employees upon termination in accordance with the fund rules. During the year 2009, the Company contributed Baht 0.4 million (2008: Baht 0.7 million) to the fund.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

31. Dividends Dividends Approved by Total dividends Million Baht Final dividends for 2007 Annual General Meeting of the shareholders on 27 March 2008 Interim dividends for 2008 Board of Directorsâ&#x20AC;&#x2122; meeting on 13 August 2008 Total for 2008 Interim dividends for 2009

Board of Directorsâ&#x20AC;&#x2122; meeting on 3 August 2009

Total for 2009

Dividend per share Baht

783.8 784.0

0.20 0.20

1,567.8

197.0

0.05

197.0

32. Statements of cash flows

For the purpose of the statements of cash flows, cash and cash equivalents include cash in hand and at financial institutions with an original maturity of 3 months or less and without restriction. Cash and cash equivalents as reflected in the statements of cash flows consist of the followings: - (Unit : Thousand Baht)

Cash Deposits at financial institutions

Consolidated financial statements 2009 2008

306 517,547

306 433,627

Cash and cash equivalents 2,666,022 2,083,185 517,853 Current investments - Term deposits with financial institutions 969,551 1,525,041 720,001

433,933 592,501

Cash and cash equivalents in statements of cash flows

1,075 2,664,947

3,635,573

1,291 2,081,894

Separate financial statements 2009 2008

3,608,226

1,237,854

1,026,434

33. Commitments and contingent liabilities 33.1 Capital commitments As at 31 December 2009, the Company had outstanding commitments of Baht 1.1 million in respect of purchase equipment (2008: Baht 14.5 million). 33.2 Other commitments As at 31 December 2009, the Company had outstanding commitment of TWD 30 million and USD 16 million in respect of uncalled portion of investments in its subsidiaries (2008: TWD 30 million). 33.3 Agreements for hire of production of molds As at 31 December 2009, the Company had outstanding commitments of Baht 9.5 million with overseas suppliers in respect of agreements for hire of production of molds (2008: Baht 15.4 million). 33.4 Guarantees As at 31 December 2009, there were outstanding bank guarantees of approximately Baht 236 million (2008: Baht 236 million) issued by the banks on behalf of the Company in respect of certain performance bonds as required in the normal course of business. Its major shareholders has issued a letter of awareness to a bank for credit facilities. Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

34. Financial instruments

34.1 Financial risk management The Company and its subsidiaries’ financial instruments, as defined under Thai Accounting Standard No. 32 “Financial Instruments: Disclosure and Presentations”, principally comprise cash and cash equivalents, trade accounts receivable, loans, investments, and short-term and long-term loans. The financial risks associated with these financial instruments and how they are managed is described below. Credit risk The Company and its subsidiaries are exposed to credit risk primarily with respect to trade accounts receivable, loans, notes and other receivable. The Company and its subsidiaries manage the risk by adopting appropriate credit control policies and procedures and therefore do not expect to incur material financial losses. The maximum exposure to credit risk is limited to the carrying amounts of receivables, loans, other receivables and notes receivable as stated in the balance sheet. Interest rate risk The Company and its subsidiaries’ exposure to interest rate risk relates primarily to its cash at banks and borrowings. However, since most of the Company and its subsidiaries’ financial assets and liabilities bear floating interest rates or fixed interest rates which are close to the market rate, the interest rate risk is expected to be minimal. Significant financial assets and liabilities as at 31 December 2009 classified by type of interest rates are summarised in the table below, with those financial assets and liabilities that carry fixed interest rates further classified based on the maturity date, or the repricing date if this occurs before the maturity date. Consolidated financial statements Fixed interest rates Floating Non-interest Average within 1 year interest rate bearing Total interest rate (Million Baht) (% per annum)

Financial assets - Cash and cash equivalents - 2,660 6 2,666 - Current investments 970 - - 970 - Trade accounts receivable - - 22,848 22,848 - Trade accounts receivable - related parties - - 828 828 - Short-term loans to related parties 32 - 39 71 1,002 2,660 23,721 27,383

0.01 - 1.71 0.4 - 1.7 - - 2

Financial liabilities - Short-term loans from financial institutions 4,739 4,065 - 8,804 - Trade accounts payable - - 18,788 18,788 4,739 4,065 18,788 27,592

0.7-1.5 -

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

Separate financial statements Fixed interest rates Floating Non-interest Average within 1 year interest rate bearing Total interest rate (Million Baht) (% per annum) Financial assets - Cash and cash equivalents - 512 6 518 - Current investments 720 - - 720 - Trade accounts receivable - - 10,718 10,718 - Trade accounts receivable - related parties - - 1,837 1,837 720 512 12,561 13,793

0.05 - 0.08 0.4 - 0.6 - -

Financial liabilities - Short-term loans from financial institutions - 923 - 923 - Trade accounts payable - - 10,555 10,555 - 923 10,555 11,478

1.3 - 1.5 -

The Company entered into interest rate swap agreement to manage risk associated with the financial liabilities carrying floating interest. The details of long-term loans from financial institutions are set out in Note 21. The detail of the interest rate swap agreement outstanding as at 31 December 2009 is as follows: - The Company has entered into Interest Rate Swap Transaction Agreements with an overseas bank for principal totaling USD 20 million. The contracts are for a period of 5 years, maturing in June 2009 with the condition stipulated in the agreements. At each of the maturity dates, which occur every 3 months, the Company is required to pay interest to the bank based on the rate stipulated in the agreements and the bank is required to pay interest to the Company at 3-month LIBOR of the lasted maturity date. The agreements contain other conditions. As at 31 December 2009, the Company has no outstanding credit (2008: USD 2.9 million). As at 31 December 2009, a subsidiary has outstanding Interest Rate Swap Transaction Agreements with two overseas banks for principal totaling USD 178 million. The contracts are for a period of 3-5 years, maturing in June - October 2012 with the condition stipulated in the agreements. At each of the maturity dates, the subsidiary is required to pay interest to the bank based on the fixed rate stipulated in the agreements (1.3% - 9.0%) and the banks is required to pay interest to the subsidiary at floating rate plus stipulated rate (0.0% - 8.7%). The agreements contain other conditions. As at 31 December 2009, the subsidiary would have unrealised loss of approximately USD 34 million or Baht 1,145 million, if it recorded the above contracts at fair value. Foreign currency risk The Company and its subsidiariesâ&#x20AC;&#x2122; exposure to foreign currency risk arise mainly from trading transactions and borrowings that are denominated in foreign currencies. The Company and its subsidiaries seek to reduce this risk by entering into forward exchange contracts when it considers appropriate. Generally, the forward contracts mature within one year. The balances of financial assets and liabilities denominated in foreign currencies as at 31 December 2009 are summarised below.

Foreign currency

Financial assets (Million)

Financial liabilities (Million)

Due within 1 year USD 199 269 JPY - 1,346 TWD 2 -

Average exchange rate as at 31 December 2009 (Baht per 1 foreign currency unit) 33.37 0.36 1.03 Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

As at 31 December 2009, the subsidiaries had the following outstanding contracts: - Forward contracts Foreign currency

Bought amount (Million)

Sold amount (Million)

Contractual exchange rate Bought Sold

Subsidiaries USD against RMB 78 78 6.57 - 6.78

6.70 - 6.85

Currency option agreement As at 31 December 2009, a subsidiary has outstanding currency option agreements under which it will receive USD 1 million and JPY 114 million and pay USD 1 million and JPY 114 million on maturity dates between 7 December 2011 to 7 June 2012. The subsidiary would have unrealised losses of approximately USD 3 million, or Baht 112 million, if it recorded the above contracts at fair value. 34.2 Fair values of financial instruments Since the majority of the Company and its subsidiaries’ financial instruments are short-term in nature or bear floating interest rates, their fair value is not expected to be materially different from the amounts presented in the balance sheets. The fair value of currency option agreement, which is off balance sheet item, has details as described in Note 34.1. A fair value is the amount for which an asset can be exchanged or a liability settled between knowledgeable, willing parties in an arm’s length transaction. The fair value is determined by reference to the market price of the financial instrument or by using an appropriate valuation technique, depending on the nature of the instrument.

35. Capital management

The primary objectives of the Company’s capital management is to ensure that it has an appropriate financial structure and preserves the ability to continue its business as a going concern. According to the balance sheet as at 31 December 2009, the Group’s debt-to-equity ratio was 1.92:1 (2008: 2.99:1) and the Company was 0.89:1 (2008: 1.49:1).

36. Reclassification

Certain amounts in the financial statements for the year ended 31 December 2008 have been reclassified to conform to the current year’s classification but with no effect to previously reported net income or shareholders’ equity. The significant reclassification are as follow: (Unit : Baht)

Consolidated financial statements

Separate financial statements

As previously As previously As reclassified reported As reclassified reported Other current assets Other non-current assets-others Administrative expenses Loss on sale of other long-term investment Management benefit expenses

37. Approval of financial statements

100

1,361,398,394 1,536,452,755 230,438,387 55,384,026 1,473,019,194 1,492,902,377 - 385,746 20,268,929 -

- - 109,821,009 - 20,268,929

These financial statements were authorised for issue by the Company’s authorised director on 8 February 2010.

Annual Report 2009 Cal-Comp Electronics (Thailand) Plc

- - 130,089,938 - -

Cal-Comp Technology (Suzhou) Co., Ltd.