Annual Report 2010 by Piyanuch Meechit

Annual Report 2010

Contents Chairman’s Message CEO’s Message

4 6

Section 1: Corporate Review Corporate Review - Financial Review - Market Review - Project Review - CSR Review Audit Committee Report Board of Directors

8 12 16 20 24 26 28

Section 2: Corporate Information Corporate Structure General Information on the Company, its Subsidiaries, Jointly Controlled Entities, and Other Relevant Companies Shareholder and Capital Structure Management Connected Transactions Risk Factors

29 30

32 34 57 59

Section 3: Financial Statements Auditor’s Report Consolidated Financial Statements Notes to Consolidated Financial Statements

Annual Report 2010

001 001 001

Message from the Chairman

Mr. Sompoch Intranukul

Last year saw the first fruits of the efforts undertaken to strengthen Raimon Land after the global financial crisis. Under new leadership, the Company has made a number of important changes: 1. Increased market share: Raimon Land expanded its traditionally foreignfocused customer base to embrace the thriving domestic demand for condominium units. As a result, sales across all projects made a huge leap forward whilst the proportion of Thai buyers increased from 38% to 70% within two years, thereby reducing the companyâ&#x20AC;&#x2122;s reliance on any given foreign market volatility. 2. Improved governance: The Company has put in place new corporate governance procedures greatly improving the organizational transparency, efficiency and accountability. Reporting lines were simplified, authority levels were set, clear compensation plans were put in place and new departmental policies are consistently being implemented. Furthermore, new corporate functions were established including full time legal counsel and in-house internal audit, reporting directly to the independent audit committee. 3. Simplified corporate structure: Raimon Landâ&#x20AC;&#x2122;s corporate structure has been rationalized and simplified. The Company is taking 100% control of all core projects and divesting non-core assets. 4. Reduced overheads: Administrative, marketing and advertising costs have been reduced in line with industry standards whilst maintaining all key functions and distribution channels. 5. Debt restructuring: Gearing has been reduced to more comfortable levels and debt has been restructured on a long term and lower cost basis.

Annual Report 2010

These measures have been critical to strengthening the Company and putting it on a sustainable growth path going forward. While the new strategy has involved a lot of upheaval and change at Raimon Land, the Companyâ&#x20AC;&#x2122;s dedication to the highest standards of property design and client service has certainly not changed. Neither have its core competitive advantages: a commitment to insightful market intelligence and analysis, innovation in all aspects of our business â&#x20AC;&#x201C; and not least integrity in the way we interact with all our stakeholders. On that note, and on behalf of the Board of Directors, I would like to thank our shareholders, management, staff and other stakeholders for their tremendous support and patience through this challenging phase in Raimon Landâ&#x20AC;&#x2122;s story. We hope you will stay with us in the year ahead and share the rewards that we will surely reap in the not-too-distant future.

(Mr. Sompoch Intranukul) Chairman of the Board of Directors

Annual Report 2010

Message from the CEO

Mr. Hubert Mr. R. Viriot Hubert R. Viriot

I am pleased to report that Raimon Land returned to profitability in 2010 with a consolidated net profit after tax of Bt 98 million and EBITDA of Bt 337 million. Income recognition from sale of residential condominium units increased from Bt 3,099 million in 2009 to Bt 3,471 million in 2010 (+12%) whilst cost of unit sold increased by only 1.7%. As a result, the Company’s gross profit margin increased from 26% in 2009 to 33% in 2010. During the same period, the Company’s selling and administrative expenses declined from 27.4% of sales in 2009 to 19.4% in 2010. Cost of advertizing in particular was trimmed down to 2.3% of turnover in line with industry standards. Importantly, the Company’s cashflow was strongly positive. Cashflow from operating activities was over Bt 0.8 billion in 2010 while cashflow from investing activities was just under Bt 1 billion (the latter primarily a result of non-core land divestment). As a result, we were able to achieve a major reduction in gearing with total net interest-bearing debt cut by over Bt 1.2 billion. The Company’s debt profile has also been restructured with the refinancing of nearly all our debt to a long term basis and at lower cost. These encouraging figures are the first indication of the turnaround we have been working towards over the past 24 months. At the heart of the new strategy, Raimon Land has focused its attention on Thai customers, with a diversification of its product to include both high-end and topend clientele. As a result, our sales have increased strongly and the proportion of our sales to Thai customers has risen dramatically.

Annual Report 2010

Going forward, Raimon Land has a bright future with nearly Bt 25 billion (sold and unsold inventories) in cash revenues to collect from existing projects alone, of which nearly Bt 9 billion has already been secured in sales contracts. On top of this we are planning a regular programme of new launches in both the highend and top-end market segments – at least one new multi-billion baht project per year. In 2010, we launched 185 Rajadamri, Raimon Land’s most exclusive project to date, located on the last remaining freehold plot of land on Rajadamri road. With 268 condominium units, the project is expected to fetch Bt 9.6 billion by the time it is completed in 2013. In 2011, we have an aggressive expansion plan with at least two new launches including our third project in Pattaya and our first shopping mall in Bangkok. This will be the Company’s first foray in income generating assets and is part of our long term risk diversification. I would like to thank all Raimon Land stakeholders from our staff and management through to our banks and shareholders for their hard work, loyalty, patience and support over the past year. Our commitment to delivering quality residential developments to our clients will remain our primary focus in 2011 and beyond.

(Mr. Hubert R. Viriot) Vi Chief Executive Officer ffi

Annual Report 2010

Corporate review In 2010, the total revenue of Raimon Land and its subsidiaries increased by 8 percent compared with the previous year. During the same period, net operating expenses declined by 4 %. As a result, EBITDA was Baht 337 million in 2010 compare to negative earnings of 79 million in 2009. Furthermore, owing to reduced cost of debt (-7%) and the adoption of deferred tax policy, the Companyâ&#x20AC;&#x2122;s net profit was Baht 98 million in 2010 versus a net loss of Baht 271 million in 2009.

Profit and Loss Summary (as Consolidated Financial Statements) 2010 (Million Baht)

2009 (Million Baht)

% Change

3,722

3,435

(3,385)

(3,514)

-4%

EBITDA

337

(79)

n.a.

Depreciation & amortisation

(25)

(34)

-26%

EBIT

312

(113)

n.a.

(152)

(164)

-7%

(7)

n.a.

(55)

n.a.

(271)

n.a.

0.03

(0.08)

n.a.

Total revenue Net operating expenses

Finance cost Corporate income tax Minority interest Net income (loss) Basic earning (loss) per share

Annual Report 2010

Revenue Over the past 3 years, revenues of Raimon Land and its subsidiaries increased rapidly from Baht 2.86 billion in 2008 to Baht 3.72 billion (+30%). In 2010, 88 percent of the total revenue was recognised from two real estate projects, namely Northpoint Pattaya which was compled in 2010 and The River which was launched in early 2007 and is scheduled for completion in early 2012. 2010 Projects

2009

Revenue (million Baht)

The Heights Phuket

192

(9)

Northpoint

535

1,151

273

2,744

1,684

251

336

3,722

100

3,435

100

The Lofts Yennakart The River Others* Total

* This includes revenue realised from other projects, rental and service income, project management fee, commission, interest, profit from recoupment of debt, foreign exchange gain, and revenue from reversal of provision for impairment loss of land awaiting sales.

Cost of goods sold The cost of goods sold increased by 1.7 % over the past 12 months, from Baht 2,297 million in 2009 to Baht 2,336 million in 2010. Two projects were completed, namely the Heights Phuket and Northpoint Pattaya. % of Completed Construction in 2010

Cost of goods sold in 2010 (Million Baht)

Cost of goods sold in 2009 (Million Baht)

The Heights Phuket

100

138

(6)

Northpoint

100

382

958

253

1,816

1,092

2,336

2,297

Projects

The Lofts Yennakart The River Total

Annual Report 2010

Gross Profit With the revenue increasing more rapidly than expenses, the Gross profit margin of the Company and its subsidiaries increased from 26% in 2009 to 33% in 2010.

Selling and Administrative expenses Selling and administrative expenses are the second major expense of Raimon Land, accounting for 22 percent of the total expenses in 2010. The selling and administrative expenses decreased from Baht 850 million in 2009 to Baht 671 million in 2010, an equivalent of 21 percent decrease, mainly due to the following factors: - In 2009, the Companyâ&#x20AC;&#x2122;s selling and administrative expenses were affected by three exceptional one-off items: the loss from steel purchase; the loss from assets disposition; and severance pay. - In 2010, the Company reduced its operating costs including salary and benefits (-4%), management remuneration (-13%) and other expenses (-67%) - Owing to the above-mentioned saving, the Company managed to reduce its overall selling and administrative expenses in spite of the higher transfer cost the Company had to incur in 2010 due to the expiration of government incentives.

The following are the details; Selling and administrative expenses Salary and staff benefits

76.9

80.2

-4.11

Management remuneration

38.5

44.4

-13.29

28.1

N/A

25.4

34.4

-26.16

Special business tax & transfer fee

228.9

68.2

235.63

Other selling expenses

145.2

94.3

53.98

Loss from assets disposition

82.2

N/A

Loss from steel purchase agreement termination

228.2

N/A

62.6

190.3

-67.10

671.4

850.3

-21.04

Severance pay Depreciation and amortisation

Other expenses Total

2010 2009 (Million Baht) (Million Baht)

Percentage Change 2009-2010 (%)

Annual Report 2010

Reduction of interest receivable on loans to jointly controlled entities The Company reduced the interest rate charged on loans to two jointly controlled entities from 15 percent per annum to 7.5 percent per annum retroactively effective from the initial date of the loan agreement. The reduction of Baht 94 million is adjusted to the Companyâ&#x20AC;&#x2122;s accrued interest receivable on loans to jointly controlled entities.

Impairment loss of land awaiting sales In 2009, one of the subsidiaries of Raimon Land entered into a sales and purchase agreement to sell land at the price of Baht 726.8 million, or Baht 188.9 million less than book value. Accordingly, the Company had to make an equivalent provision for loss from impairment of land value. The land was fully paid and transferred in January 2010, in accordance with the sales and purchase agreement.

Share of loss from investment in joint venture In 2010, a jointly controlled entity of Raimon Land sold land at a price lower than the value of the loan and accrued interest which the jointly controlled entity owed to financial institutions and the Company. As a result, the Company realized a higher amount of loss from its investment in the jointly controlled entity from 2009.

Finance cost Most of the finance cost from project development borrowing is capitalised as project development cost until project completion. In 2010, the Company had lower finance cost than last year because the Company repaid short-term loans from financial institutions and the major shareholder.

Net profit (loss) In 2010 Raimon Land and its subsidiaries made a net profit of Baht 98 million, while in 2009, Raimon Land and its subsidiaries had a net loss of Baht 271 million. Earnings per share was Baht 0.03 (2009: loss per share was Baht 0.08).

Annual Report 2010

Financial Review Balance Sheet Summary (as Consolidated Financial Statements) 2010 (Million Baht)

2009 (Million Baht)

% Change

Cash and cash equivalent

581

334

74%

Unbilled completed work

1,770

1,355

31%

Project development cost

6,062

5,480

11%

Other current assets

357

1,179

-70%

Long-term loans to jointly controlled entities and interest receivable

258

940

-73%

Fixed assets

241

216

12%

Other non-current assets

487

293

67%

Total assets

9,756

9,797

-0.4%

Current liabilities

2,361

5,148

-54%

Non-current liabilities

4,743

2,149

121%

Total liabilities

7,104

7,297

-3%

Total shareholders’ equity

2,652

2,500

Total liabilities & shareholders’ equity

9,756

9,797

-0.4%

Assets The total values of Raimon Land’s assets remained more or less stable in 2010, declining by less than 1 % compared to 2009. Major changes in assets are listed below. 1. Unbilled completed work and project development cost increase by Baht 415 million and Baht 582 million respectively mainly due to construction progress at the River and the completion of Northpoint in Pattaya.

Annual Report 2010

2. Other current assets, which consist mainly of land awaiting to be sold declined by 70% as the Land eventually was sold in January 2010. 3. Long-term loan to jointly controlled entities reduced by Baht 681 million from the previous year since the loan and accrued interest was repaid to the Company by the two entities.

Liabilities The Company’s total interest bearing debt as at 31 December 2010 declined by Baht 1 billion, from Baht 5.6 billion in 2009 to Baht 4.6 billion in 2010. Ownership transfers at various projects enabled the Company to repay short-term loans from financial institutions thereby reducing the amount of interest bearing debt. Non-interest bearing liabilities rose by Baht 0.8 billion, from Baht 1.7 billion in 2009 to Baht 2.5 billion in 2010. This was due to increased deposits received from customers.

Shareholders’ Equity At the end of 2010, the shareholders’ equity of the Company equals Baht 2,529 million, an increase of 4 percent from 2009.

Cash flows In 2008 – 2010, the Company’s net cash flows from operating activities were Baht (1,471) million, Baht (469) million and Baht 349 million, respectively. In 2010, the net cash flows from operating activities show that the Company received a Baht 349 million in net cash flows from operating activities since the ownership transfers of condominium units purchased by customers was on schedule and the deposits received from sales booking increased. In 2008 – 2010, the Company’s net cash flows from investing activities were Baht (633) million, Baht (76) million and Baht 988 million, respectively. In 2010, the net cash flows from investing activities show a positive number since the Company received Baht 712 million from the sale of land and Baht 322 million from short-term loan repayments received from jointly controlled entities. In 2008 – 2010, the Company’s net cash flows from financing activities were Baht 1,940 million, Baht 543 million and Baht (1,090) million, respectively. Borrowing from financial institutions is the main funding source for the Company’s project development. The net spending position in net cash flows from financing activities resulted from the Company’s repayment of short-term loans to financial institutions and the major shareholder.

Annual Report 2010

Liquidity Overall, the Company’s liquidity improved from the prior year. The Company received Baht 349 million from operating activities, received Baht 988 million from investing activities and spent Baht 1,090 in financing activities. In summary, the Company’s net cash position has increased by Baht 247 million from the year before. The Company’s current ratio improved from 1.62 times in 2009 to 3.71 times in 2010 and quick ratio improved from 0.56 times in 2009 to 1.15 times in 2010. Loan repayment to financial institutions and the major shareholder in 2010 has made the Interest-Bearing Debt to Equity ratio decline from 2.23 times to 1.72 times reflecting the improvement in the Company’s debt service ability and future borrowing capability.

Summary Su mary o of Key e Financial nanc ncci Ratios (from Consolidated Financial Statements)

2010

2009

Liquidity Ratios Current ratio (time)

3.71

1.62

Quick ratio (time)

1.15

0.56

Account receivable turnover (time)

2.22

2.26

32.69

25.88

Net profit margin (%)

2.62

-7.88

Return on equity (%)

3.93

-10.17

Return on assets (%)

1.00

-2.78

Total assets turnover (time)

0.36

0.32

Fixed assets turnover (time)

26.00

16.76

Debt to equity ratio (time)

2.68

2.92

Interest-bearing debt to Equity (time)

1.72

2.23

Interest coverage ratio(2) (time)

2.05

-0.69

Book value per share(3) (Baht)

0.78

0.75

Earnings per share (Baht)

0.03

-0.08

0.09

Profitability Ratios Gross profit margin (1) (%)

Efficiency Ratios

Leverage Ratios

Per Share Ratios

(4)

Dividend per share (Baht)

Annual Report 2010

2010

2009

Percentage of Growth (% per year) Total assets growth (%)

-0.42

1.21

Total liabilities growth (%)

2.65

11.04

Total shareholderâ&#x20AC;&#x2122;s equity growth (%)

6.10

-19.58

Total revenues growth (%)

8.35

20.28

Total expenses growth(5) (%)

3.18

13.19

(1) Gross profit margin = (total sales â&#x20AC;&#x201C; cost of sales)/total sales, whereas total sales consist of sales of residential condominium units and sale of land and houses (2) Interest coverage ratio = Income before finance cost and income tax/ finance cost, finance cost means interest and other charges associated with financing activities, e.g. front end fee (3) Book value does not include equity attributable to minority shareholders (4) In cash and non-cash, but measurable in monetary terms (5) Excluding loss from reduction of interest receivable of loans to jointly controlled entities, impairment of value of land awaiting sale, share of loss from impairment of capitalised pre-development cost and loss from steel purchase agreement termination

Annual Report 2010

Market review 2010 overall proved to be a favorable environment. Despite a temporary lapse in the second quarter following the political violence in the capital, the Thai GDP grew by 7.8% beating most Asian countries. The Stock exchange of Thailand broke the psychological mark of 1,000 points, rising up 43% y-o-y in 2010. General confidence of consumers also ended up 4.0% higher than it was in 2009. However, while the property industry still had the tax incentive in the beginning of 2010, raising fears of inflated prices and potential oversupply led the government to impose strengthened measures on housing loans in Q4/2010 â&#x20AC;&#x201C;the maximum loan to value ratio for commercial banks is now reduced to 90% of property values and the increment of the interest rate. Most developers believed that such measure would not impact much on the demand to buy the properties. In the case of Raimon Land, which traditionally requires buyers to make deposits ranging from 25 to 40% of the selling price, this change in housing loans LTV had no impact.

Condominium Market Review In 2010, the share of interest in condominiums versus landed houses rose significantly. Amongst the 105,152 housing units registered in 2010, 54% were apartments and condominium properties. In fact, most listed developers switched their interest to condominiums, and achieved presale records this year, with Baht 72.2 billion worth of condominiums sold in 2010. Out of the 21,686 new units launched off-plan in 2010 by listed developers, 59% were in the low end segment with prices below 2 million baht, 39% were located along the existing BTS/MRT stations, while the few 2% were located in the heart of Bangkok with prices over Baht 10 million. Following intensive competition from newly completed developments in the city center, the rising development costs and the reduction in homebuyer affordability, mass developers have expanded to the city outskirts to capitalize on future mass transit routes and ongoing infrastructure plans.

Annual Report 2010

Despite resilience in international tourist arrivals, standing at 15.8 million in 2010, the condominium industry in resorts areas was relatively stable. Destinations which rely on foreign prospects such as Phuket, Samui and Krabi have relatively underperformed other resort destinations close to Bangkok such as Pattaya and Hua Hin. In Pattaya, 12 projects were launched in the second half of 2010 and, while sales volume to foreign buyers was partially impacted by the appreciation of the Baht against the USD and Euro, the strong domestic demand offset such decline. As a result, the condominium market has switched from large holiday homesâ&#x20AC;&#x201C;with price tags of 10 million baht plusâ&#x20AC;&#x201C;to weekend homes, more affordable, more compact with prices below 5 million baht.

15,000

33,920

22,356

26,718

23,295

22,714

17,662

20,000

16,070

25,000

14,868

30,000

18,244

25,449

35,000

21,339

No. of units 40,000

31,214

New Houseing Registrations in Bangkok and Vicinity Total Housing Project Apartrnent and Condominium Self-Built Housing

10,000 5,000 0 Q1/08 Q2/08 Q3/08 Q4/08 Q1/09 Q2/09 Q3/09 Q4/09 Q1/10 Q2/10 Q3/10 Q4/10

Source: Bank of Thailand

21,094

11,360

19,814

7,307

8,520 3,150

5,000

9,829

10,000

10,678

15,000

13,246

20,000

15,137

15,427

(Million Baht) 25,000

19,931

Condo Presale Performance by Major Developers

0 Q1/08 Q2/08 Q3/08 Q4/08 Q1/09 Q2/09 Q3/09 Q4/09 Q1/10 Q2/10 Q3/10 Q4/10

Source: Stock Exchange of Thailand, company reports

Annual Report 2010

Outlook for 2011 On the supply side, we are expecting the peak of completions to be reached and believe the new physical units coming to the market will be less in 2011 and 2012. On the demand side, we continue to see a strong interest for condominiums as opposed to landed houses in Bangkok. We may see more low-rise condominiums popping up in the city and its suburbs to cap rising development costs and reduction of visibility for the developers (to predict the market for long periods of development). Most probably an acute interest will occur at the low-end for new mass transit routes such as Purple and Red lines. Additionally, we expect the market to consolidate with more transactions in pre-owned condominiums. End-users will drive the growth for 2011, therefore the key objectives are to maintain the affordability and the confidence of homebuyers despite rising development costs and political uncertainties.

Raimon Land Customers Thai nationals are the single most important group of buyers for Raimon Land with approximately 2.8 billion baht of sales to this market segment in 2010. Adding the 291 million baht in sales to foreigners living in Thailand, our domestic demand represents 70 percent of total sales in 2010. Our international demand secured 1.2 billion baht, with France, Switzerland, and Australia the top three nationalities of foreign buyers. Europeans were by far the most active market with 12.6 percent of total sales in 2010, followed by a growing demand from Asia totaling 8.8 percent of sales. Moving forward, the profile of our customers has been reshaped over the past few years and we believe it will continue to change in the coming years as the whole world map is now switching towards the East. We see great potential in China and other Asian countries such as India, South Korea, Taiwan and Malaysia. Most importantly, we see our domestic markets becoming stronger and this trend will continue and remains the first priority for the Company.

Annual Report 2010

Raimon Land Pattaya sales 2010 Russia & E. Europe 7%

America 3%

Europe 16% 66%

Australia / NZ

Thailand

2010 market share

Raimon Land Bangkok sales 2010

10% Others Asia America 2%

Europe 10%

Middle East 3% 70%

Thailand

Australia / NZ 2% 2010 market share

2% Others

Annual Report 2010

Project Review Raimon Land is widely recognized as the most prominent and exciting independent luxury residential property developer in Thailand. The Company has a long history of delivering customer satisfaction and winning premimum awards for its condominiums. Over the years, Raimon Land has definitely raised the bar in terms of design standards and construction quality in Bangkok and the resort locations.

Project

Type

Launch year (Q/Year)

Land area (Rai-NganWah)

Saleable area (sq.m.)

No.of units

Project sale value (Million Baht)

Average price per sq.m.

Completion year

Completed Projects The Lofts Sathorn

Town house

Q1/2003

3-0-64

3,486

400

115,000

2004

The Lakes Condominium

Condominium

Q3/2003

1-2-90.5

26,062

165

1,685

65,000

2005

The Legend Saladeang

Condominium

Q1/2004

1-1-40

9,672

842

87,000

2005

Northshore

Condominium

Q3/2004

2-1-51

21,271

193

1,490

71,000

2006

Kata Gardens

Condominium

Q4/2004

5-0-59.4

6,767

447

66,000

2006

The Lofts Yennakart

Condominium

Q3/2005

3-0-19.1

17,240

176

1,234

72,000

2007

The Heights Phuket

Condominium

Q4/2005

14-0-41.2

13,337

1,205

90,500

Q4/2008

Northpoint

Condominium

Q4/2006

12-0-54

40,133

376

4,950

125,000

2010

The River

Condominium

Q1/2007

12-3-41

104,000

838

14,950

145,000

2012

185 Rajadamri

Condominium

Q3/2010

4-1-62.9

38,000

268

9,600

250,000

2013

Condominium

Q1/2011

5-3-70

28,500

480

2,800

100,000

2014

On- going project

Future Projects Zire Wongamat

Since 2005, Raimon Land has completed eight new properties with a total sales value of over Baht 12 billion: four in central Bangkok (under three brand

Annual Report 2010

names: The Lofts, The Lakes and The Legend), two in Pattaya (Northshore and Northpoint) and two in Phuket (Kata Gardens and The Heights Phuket). The Company currently has a portfolio of four on-going projects with a total of Baht 28 billion. The River, a major condominium project on the Chao Phraya in Bangkok; 185 Rajadamri, the last freehold residential development on Rajadamri road in Bangkok, Zire Wongamat in Pattaya and Vue, Raimon Land; the first foray into the retail market. Going forward, Raimon Land intends to maintain the rapid pace of growth set in recent years. The Company will continue to be pro-active in identifying new opportunities and negotiating land acquisitions for future developments. The focus will remain on mid-to-high-end condominiums, niche retail and hospitality projects in Bangkok and resorts areas throughout Thailand.

Projects in 2010 In 2010, Raimon Land Public Company Limited developed and/or sold the following 4 projects:

Located on the Chao Phraya Ph riverbank, verbank, thee River R is Raimon Landâ&#x20AC;&#x2122;s largest ges project too date da with h a GFA of 200,000 square meters and a total value of Bahtt m t 15 billion.. From its launch to date, da e, the the project pr je has received ed good customer omer response. response see By thee end en off 2010, to Baht 0, the project value sold 0 so amounted am mou Bah 10,000 million or about ab bou 71 percent pe nt of the total ota project value. 26%[c]

Bt 14,950 M

71%

58 %

996

8,957

Sold Value Bt 9,953 M

40%

39% 20% 10 %

Project Value

% % % Contracted[a] Received[b] Constructed[d]

Construction io had progressed d significantly cantlyy in i 2010. Main n structure at Tower weer e A, A 72 floorss and Tower B, 42 floors has as been en completed. The Company expects pec to transfer er ownership to customers in the second eccond quarter ar of 2012. 201 Upon completion, thee River will ll be b the th tallest ttalllest residential building in Bangkok.

Recognised sales value Unrecognised sales value Project value not sold

Remarks: (a) Saleable area contracted / total saleable area (b) Cash received / total value of outstanding contracts (c) Cash received / total project value (d) Completed cost / total development cost

Annual Report 2010

Bt 9,600 M

6%[c]

40% 32% 2,914

20% 19%

Sold Value Bt 2,914 M

10% 1%

% % % Contracted[a] Received[b] Constructed[d]

Project Value

Recognised sales value Unrecognised sales value Project value not sold

The 185 Rajadamri Launched in September 2010, 185 Rajadamri is the Company’s most exclusive project to date. Project construction is anticipated to reach completion towards the end of 2013. The project is the last freehold residential project on Rajadamri Road. The property is located close to Bangkok’s main business district, premium shopping malls, top schools, consulates, exclusive hotels and the lush Lumpini Park and the Royal Bangkok Sport Club. 185 Rajadamri project comprises 268 units. At 2010 year end, project sales exceeded Baht 2,900 million.

Holiday destinations

Northpoint Northpoint is Raimon Land’s second Grade A condominium development in Pattaya. With 80 metres of beach frontage on Pattaya’s Wong Amat Beach, the property of 376 units boasts uninterrupted views over the Gulf of Thailand and provides extensive facilities. The project was launched in 2006 and completed in 2010. The ownership of the majority of the sold units has been transferred to customers. Sales exceeded Baht 3,500 million at the end of 2010.

Bt 4,950 M

64 %[c]

100% 90%

73%

3,480

Sold Value Bt 3,520 M

40% 20%

Annual Report 2010

10%

Project Value

% % % Contracted[a] Received[b] Constructed[d] Recognised sales value Unrecognised sales value Project value not sold

Holiday destinations 93%[c]

Bt 1,205 M 97%

1,124

Sold Value Bt 1,146 M

98%

100 %

40% 20% 10 %

Project Value

% % % Contracted[a] Received[b] Constructed[d] Recognised sales value Unrecognised sales value Project value not sold

The Heights The Heights Phuket was launched in 2005. The project is located on Kata Beach. At the end of 2010, over 96 percent of the project sales value has been sold (only one unit remains unsold). The project construction was completed and ownership transfer commenced in 2009.

New projects in 2011 Zire Wongamat Project Zire Wongamat will be Raimon Landâ&#x20AC;&#x2122;s third residential project in Pattaya, located adjacent to Northpoint, on Wongamat beach, 90 minutes from Bangkok by car. The Company purchased over 5 rai of land to develop Zire Wongamat. The project is uniquely designed to contain two towers having 37 and 54 floors each. Each unit offers a panoramic view of the Gulf of Thailand. Zire Wongamat consists of 480 units. Unit types include studio, 1-2 bedrooms and multi-duplex units.

Vue Project Vue is a lifestyle shopping centre located in front of the River Project on Charoennakorn Road. The project area covers 3 rai. There will be a 4-level building, inclusive of basement, with 4,118 square meters of saleable or lease area. The main tenant would be a supermarket. The other prospects are a restaurant, a cafĂŠ, a bakery shop, an ice cream shop, spec shop, etc. The project construction is due to commence in February 2011 and is scheduled to be completed in the fourth quarter of 2011. Annual Report 2010

CSR review Raimon Land’s dynamic corporate social responsibility (CSR) program continued in 2010 as the company strives to make an impact through supporting an array of charities and foundations. Representing the company’s dedication to assist the non-profit organization, Habitat for Humanity Thailand, in providing low-income families with simple and affordable housing, Raimon Land visited a Muslim community in Map Ta Phut municipality in Rayong in April 2010 to build houses for local residents. Raimon Land is an active supporter of initiatives which improve the environment and help raise environmental awareness in Thailand. Our developments are equipped with environmentally-friendly infrastructure, which help to reduce energy consumption and lower the carbon footprint of our buildings. The company also continued its efforts to improve the environment through supporting the company-funded tree nursery in Khao Yai, operated by the Plant-A-Tree-Today Foundation. Raimon Land employees and clients took part in the trip to Khao Yai having previously visited Baan Sap Tai with PATT to educate children on environmental issues and supported the establishment of a tree nursery of growing saplings. Since its birth in 2008, Raimon Land’s adopted female calf elephant, Pang Raimon, has been placed in a natural habitat at the Anantara Elephant Camp in Chiang Rai province. Our long-term sponsorship commitment to supporting Pang Raimon ensures that one of Thailand’s national symbols and one of the world’s threatened species remains in proper care for the rest of her life. A large contingent of Raimon Land employees also voluntarily participated in the donation to the relief fund set up by Channel 3 after a catastrophic earthquake struck Port-au-Prince, the capital city of Haiti, leaving a total of 3 million people heavily affected.

Annual Report 2010

For 2011, Raimon Land will continue to maintain a strong corporate social responsibility program through the conventional monetary support towards a variety of charities and foundations. At the same time, the companyâ&#x20AC;&#x2122;s intention is to put more focus on contributing more manpower towards helping the underprivileged and developing a better environment by involving more employees as well as the generous support from existing clients.

Annual Report 2010

Audit Commitee Report The Company’s Audit Committee of Raimon Land Public Company Limited is comprised of three independent directors qualified under the Best Practice Guidelines of the Stock Exchange of Thailand. Presently the members of the Company’s Audit Committee are Mr. Kitti Gajananda as the Chairman of the Audit Committee, Mr. Sompoch Intranukul and Mr. Jirawud Kuvanant as the Members of the Audit Committee and Ms. Valdee Sriboonrueng as Secretary. The Audit Committee has performed its duties in accordance with the scope, duties and responsibilities as assigned by the Board of Directors which are consistent with the relevant rules of the Stock Exchange of Thailand. There were four meetings of the Audit Committee in the accounting year of 2010, and one meeting of the Audit Committee in 2011 until the date of report, totaling five meetings. The Audit Committee had the meetings with the Company’s Management, external auditors and internal auditors as appropriate. The summary of such meetings is as follows:

1. Review of Quarterly Financial Statements and 2010 Financial Statement The Financial Statements were reviewed by the Meeting of the Company’s Management and the Auditors and the panel of Audit Committee exclusively. Those have inquired and been informed, recommended and/or viewed about various issues concerning the Company’s Financial Statements before proposing to the Board of Directors for consideration and approval to disclose information to the Stock Exchange of Thailand and the Securities Exchange Commission. Moreover, the Board of Directors has acknowledged the accounting audit plan of auditors for 2010 which the Audit Committee has agreed with the external auditors that the Company’s Financial Statements were correctly prepared in all material respects in accordance with generally accepted accounting principles.

2. Review of the Competence of Company’s Internal Control Systems and Internal Audit Systems including Consideration of the Internal Audit Agency’s Independence The Audit Committee has considered and approved the audit plan, acknowledged the internal auditor’s report of auditing operation and reviewed the internal Control Systems for 2010 in relation to the assessment of the Stock Exchange of Thailand. The Audit Committee viewed that the Company has operated the accurate internal control systems and maintained the adequate and effective supervision and follow-up systems in respect of the operation of the Company and its subsidiaries.

Annual Report 2010

3. Review of Law Compliance The Audit Committee found no material issues in relation to non-compliance with relevant laws and the rules of the Stock Exchange of Thailand and other laws concerning the Company’s business including the agreements between the Company and third parties.

4. Review of Risk Management System The Audit Committee found no material issues in relation to non-compliance with relevant laws and the rules of the Stock Exchange of Thailand and other laws concerning the Company’s business including the agreements between the Company and third parties.

5. Review of Connected Transactions and Disclosure of Relevant Information The review is made in accordance with the requirements of the Stock Exchange of Thailand and the Securities and Exchange Commission. The auditor had an opinion that information relating to commercial transactions between the Company and related parties has been disclosed and shown in the Company’s financial statements and notes to the financial statements in all material respects. The Audit Committee has the same view as the auditor and further believes that such transactions are reasonable and have been made in the best interests of the Company’s business operations, and the relevant disclosures have been correctly and completely made.

6. Consideration of Selection and Nomination of the Auditor and Auditor’s Remuneration for 2011. This is made in order to gather information to propose to the Board of Directors for approval by the 2011 Annual General Meeting of Shareholders. The Audit Committee has taken into account the performance, independence and appropriateness of auditor’s remuneration and viewed that Mr. Narong Puntawong, certified public accountant no. 3315 and/or Mr. Supachai Phanyawattano, certified public accountant no. 3930 and/or Ms. Siraporn Ouaanunkun, certified public accountant no. 3844 of Ernst & Young Office Limited should be re-appointed to be the Company’s auditor, and the auditor’s remuneration will be 1,250,000 Baht. The Audit Committee’s opinion on the re-appointment of the auditors is as follows: In the last fiscal year, the auditor has performed his or her work with knowledge and professional standards. The recommendations relating to the internal control system and risks including independence have been made. In performing their works, the Securities and Exchange Commission’s requirements relating to the rotation of the auditor who certifies the financial statements every five fiscal years have been complied with. If the appointment of the auditor for 2011 is approved, it will be the first fiscal year. The auditor has no relationship with the Company and its subsidiaries.

Opinion on Performance of Duties Overall, the Audit Committee has completely performed its duties as specified in the Audit Committee Practice Code which has been approved by the Board of Directors. The Audit Committee is of the view that the Company has maintained accurate financial, internal audit, operations and internal control systems. The Company has been in compliance with the relevant laws, requirements and agreements. The disclosures relating to connected transactions have been accurately made, and the operation is consistent with good transparent and reliable corporate governance.

1 March 2010 For and on behalf of The Audit Committee

(Mr. Kitti Gajanandana) Chairman of the Audit Committee Annual Report 2010

Board of Directors Raimon Land has assembled a strong and respected Board of Directors with a wealth of property-related experience across a diverse range of markets and disciplines. The Board is well equipped to guide executive manangement towards long term value creation for all shareholders and stakeholders.

Mr. Sompoch Intranukul

Chairman of the Board of Directors, Independent Director and Audit Committee Member

Mr. Talal J M A Al Bahar

Director and Chairman of the Executive Committee

Mr. Werner Johannes Burger

Director and Executive Committee Member

Mr. Hubert Romary Bertrand Viriot

Director, Executive Committee Member and Chief Executive Officer

Mr. Kitti Tungsriwong

Director, Executive Committee Member and Company Secretary

Mr. Kitti Gajanandana

Director, Independent Director and Chairman of Audit Committee

Mr. Jirawud Kuvanant

Director, Independent Director

Mr. Numan Mohamed Numan Mohamed Director Mr. Piaras Rodrigo Moriarty Alvarez

Annual Report 2010

Director

Corporate structure of Raimon Land Public Company Limited in 2010 Raimon Land PLC Active Subsidiaries

Inactive Subsidiaries 99.99%

Contemporary Property Co.,Ltd. Develop the Lofts Yennakart

98.59%

Wireless One Residences Co., Ltd.

11% 95%

The River Co., Ltd.(a)

74%

99.99%

Taksin Properties Co., Ltd. Develop the River 99.99%

Raimon Land Resorts Co., Ltd. Investment and Service

99.93%

Raimon Land Property Co., Ltd.(c)

Raimon Land Park View Development Co., Ltd.(c)

Inactive Jointly Controlled Entities

Active Jointly Controlled Entities Raimon Land Resorts Co., Ltd. Investment and Service

Raimon Land Planner Co., Ltd.

51%

Raimon Land Residences Co., Ltd.(b)

51%

Ploenchit Residences Co., Ltd.(b) 99.94%

Ploenchit Management Co., Ltd. Remarks (a)

Formerly Taksin Hotel Holding Co., Ltd. The Company has registered the name change with the Ministry of Commerce on 19 August 2010 following a resolution from the extraordinary general meeting on 23 December 2010 which resolved to approve the purchase of 1,848,005 shares of The River Co., Ltd from Bangkok Property Investments Pte Limited. Prior to this share purchase transaction, the Company and its subsidiaries held 84.85 percent share in The River Co., Ltd. After the share purchase, the Company and its subsidiaries hold 99.85 percent share in the River Co., Ltd.

(b)

49 percent share in jointly controlled entities is held by IFA Hotels & Resorts 3 Ltd., the Companyâ&#x20AC;&#x2122;s major shareholder.

(c)

On 11 October 2010, an extraordinary general meeting of Raimon Land Property Co., Ltd. passed a special resolution to terminate Raimon Land Property Co., Ltd.. The subsidiary has been registered for cessation with the Ministry of Commerce since 20 October 2010 and is under liquidation process.

Annual Report 2010

General Information of the Company, its Subsidiaries, Jointly Controlled Entities, and Other Relevant Companies Company (Registration No.) 1)

Raimon Land Public Co. Ltd. (0107536001508)

Authorised Capital (Baht)

Paid-up Capital (Baht)

% of Investment

Property development

3,250,385,569

1,232,030,000

74.00%

Address

Business

The Millennia Tower, 22/F, Units 2201-3, 62 Langsuan Road, Lumpini, Pathumwan, Bangkok 10330 Tel : 66 (0) 2651 9601-4 66 (0) 2651 9615-6 Fax : 66 (0) 2651 9614 E-mail : info@raimonland.com Website : www.raimonland.com

Subsidiaries 1)

The River Co., Ltd. (0105534045182) (Formerly â&#x20AC;&#x2DC;Taksin Hotel Holding Co., Ltd.)

The Millennia Tower, 22/F, Units 2201-3, 62 Langsuan Road, Lumpini, Pathumwan, Bangkok 10330 Tel : 66 (0) 2651 9601-4 66 (0) 2651 9615-6 Fax : 66 (0) 2651 9614

Property development and/or investing in subsidiary company for property project development

Taksin Properties Co., Ltd. (0105530057879)

The Millennia Tower, 22/F, Units 2201-3, 62 Langsuan Road, Lumpini, Pathumwan, Bangkok 10330 Tel : 66 (0) 2651 9601-4 66 (0) 2651 9615-6 Fax : 66 (0) 2651 9614

Property development

375,000,000

84.83%

Contemporary Property Co., Ltd. (0105526003476)

The Millennia Tower, 22/F, Units 2201-3, 62 Langsuan Road, Lumpini, Pathumwan, Bangkok 10330 Tel : 66 (0) 2651 9601-4 66 (0) 2651 9615-6 Fax : 66 (0) 2651 9614

Investment and property development

200,000,000

98.59%

Raimon Land Resorts Co., Ltd. (0105550123958)

The Millennia Tower, 22/F, Units 2201-3, 62 Langsuan Road, Lumpini, Pathumwan, Bangkok 10330 Tel : 66 (0) 2651 9601-4 66 (0) 2651 9615-6 Fax : 66 (0) 2651 9614

Investment and service

1,000,000

250,000

99.93%

Raimon Land Planner Co., Ltd. (0105543094441)

The Millennia Tower, 22/F, Units 2201-3, 62 Langsuan Road, Lumpini, Pathumwan, Bangkok 10330 Tel : 66 (0) 2651 9601-4 66 (0) 2651 9615-6 Fax : 66 (0) 2651 9614

Business Reorganization

2,000,000

95.00%

Raimon Land Park View Development Co., Ltd. (0105549121467)

The Millennia Tower, 22/F, Units 22013, 62 Langsuan Road, Lumpini, Pathumwan, Bangkok 10330 Tel : 66 (0) 2651 9601-4 66 (0) 2651 9615-6 Fax : 66 (0) 2651 9614

Property development

100,000,000

99.99%

Raimon Land Property Co., Ltd. (0105549071761)

The Millennia Tower, 22/F, Units 2201-3, 62 Langsuan Road, Lumpini, Pathumwan, Bangkok 10330 Tel : 66 (0) 2651 9601-4 66 (0) 2651 9615-6 Fax : 66 (0) 2651 9614

Property development

10,000,000

99.99%

Wireless One Residences Co., Ltd. (0105551107123)

The Millennia Tower, 22/F, Units 2201-3, 62 Langsuan Road, Lumpini, Pathumwan, Bangkok 10330 Tel : 66 (0) 2651 9601-4,66 (0) 2651 9615-6 Fax : 66 (0) 2651 9614

Property development

10,000,000

2,500,000

99.99%

Annual Report 2010

Company (Registration No.)

Address

Business

Authorised Capital (Baht)

Paid-up Capital (Baht)

% of Investment

Jointly Controlled Entities 1)

Raimon Land Development Co., Ltd. (0105549013966)

The Millennia Tower, 22/F, Units 2201-3, 62 Langsuan Road, Lumpini, Pathumwan, Bangkok 10330 Tel : 66 (0) 2651 9601-4 66 (0) 2651 9615-6 Fax : 66 (0) 2651 9614

Property development

500,000,000

51.00%

Raimon Land Residences Co., Ltd. (0105551069892)

The Millennia Tower, 22/F, Units 2201-3, 62 Langsuan Road, Lumpini, Pathumwan, Bangkok 10330 Tel : 66 (0) 2651 9601-4 66 (0) 2651 9615-6 Fax : 66 (0) 2651 9614

Property development and/or investing in subsidiary company for property project development

10,000,000

51.00%

Ploenchit Residences Co., Ltd. (0105551070491)

The Millennia Tower, 22/F, Units 2201-3, 62 Langsuan Road, Lumpini, Pathumwan, Bangkok 10330 Tel : 66 (0) 2651 9601-4,66 66 (0) 2651 9615-6 Fax : 66 (0) 2651 9614

Property development

10,000,000

26.01%

Ploenchit Management Co.,Ltd. (0105553005034)

The Millennia Tower, 22/F, Unit 2201-3, 62 Langsuan Road, Lumpini, Pathumwan, Bangkok 10330 Tel : 66 (0) 2651 9601-4,66 66 (0) 2651 9615-6 Fax : 66 (0) 2651 9614

Property development and/or investment and/ or operation

500,000

26.01%

Other Relevant Parties 1)

Ernst & Young Office Ltd.

33/F, Lake Rajada Office Complex, 193/136-137 Rajadapisek Road, Klongtoey, Bangkok 10110 Tel : 66(0) 2264 0777 Fax : 66(0) 2264 0789-90 Website : www.ey.com

Auditor of Raimon Land Plc, Subsidiaries and Jointly Controlled Entities

N/A

Allen & Overy (Thailand) Co., Ltd.

22/F, Sindhorn Building III, 130-132 Wireless Road, Lumpini, Pathumwan, Bangkok 10330 Tel : 66 (0) 2263 7600 Fax : 66 (0) 2263 7699 Website : www.allenovery.com

Legal Advisor of Raimon Land Plc.

N/A

Bangkok Jurist Ltd.

SSP Building 3, 19/F Silom Road, Suriyawong, Bangrak, Bangkok 10500 Tel : 66 (0) 2267 2460 Fax : 66 (0) 2267 2464 Website : www.bangkokjurist.com

Legal Advisor of Raimon Land Plc.

N/A

Bunchong and Vidhya Law Office Ltd.

33/35, 33/39-40, Wall Street Tower, 9/F Surawongse Road, Suriyawong, Bangrak, Bangkok 10500 Tel : 66 (0) 22361950 66 (0) 22366163 Fax : 66 (0) 2236 3916 Website : www.bcvidhya.com

Legal Advisor of Subsidiaries and Associates

N/A

Thailand Securities Depository Co., Ltd.

62 Stock Exchange of Thailand Building Ratchadapisek Road Klongtoey, Bangkok 10110 Tel : 66 (0) 2229 2800 Fax : 66 (0) 2654 5427 TSD Call center: 0 2229 2888 Website : www.tsd.co.th

Securities Registrar of Raimon Land Plc.

N/A

Annual Report 2010

Shareholders and Capital Structure Raimon Land Plc.â&#x20AC;&#x2122;s capital structure comprises both equity and debt financing.

Equity Financing : Ordinary Shares A) On 28 April 2010, the Company annual general meeting 2010 passed a resolution to reduce registered capital from Baht 3,312,173,403 (3,312,173,403 ordinary shares at Baht 1 par value) to Baht 3,250,385,569 (3,250,385,569 ordinary shares at Baht 1 par value) by cancelling 61,787,834 unsold registered ordinary shares at 1 Baht value each. The Company registered the capital reduction with the Ministry of Commerce on 12 May 2010. 1 January 2010

31 December 2010

Total registered capital (million shares)*

3,312.2

3,250.4

Total registered and paid up capital (million shares)

3,250.4

Remarks: * par value at 1 Baht each

B) Names of the top 9 major shareholders shown in the Companyâ&#x20AC;&#x2122;s share register book as at 1 December 2010 are as follows : Names of Shareholders

% Shareholding

IFA HOTELS & RESORT 3 LTD

41.08

Thai NVDR Co., Ltd.

31.11

Quam Securities Company Limited A/C Client

6.24

M.R. Chatumongkon Sonakul

1.88

Focus Development and Construction Plc.

0.85

Clearstream Nominees Ltd

0.82

Mr. Visit Korsettakan

0.64

Mrs. Nongyao Mahattanarak

0.55

Thailand Securities Depository Co., Ltd. for depositors

0.54

Total

83.71

Annual Report 2010

The Company had registered and fully paid-up capital Baht 3,250,385,569 (3,250,385,569 ordinary shares at par value of 1 Baht each) as at the book closing dated 2 December 2010. The top 9 shareholders hold 83.71 percent of the paid-up shares. IFA Hotels & Resorts 3 Ltd. (“IFA HR3”) is the largest shareholder of Raimon Land Plc., holding 41.08 percent share.

Debt Financing: The second component of Raimon Land plc.’s capital structure is debt finance. Details are as follows: Unit: Million Baht As at 31 December 2010

As at 31 December 2009

Short term loan from financial institutions

1,756

Short term loan from major shareholders

552

4,540

3,261

4,577

5,573

Type of Liabilities

Long term loan from financial institutions* Others* Total interest bearing liabilities Remark * Include the current portion of these facilities

Dividend Policy: The Company’s dividend policy requires that the dividend in the form of cash shall be paid no more than 50 percent of net profit after tax and legal reserve when the Company has net profit and there is no accumulated loss The dividend policy of the Company’s subsidiaries is subject to the resolution from the shareholders meeting at each subsidiary.

Annual Report 2010

Management Management Structure of Raimon Land Public Company Limited in 2010

Board of Directors

Audit Committee

Executive Committee

Internal Auditor

Chief Executive Officer Mr. Hubert Romary Bertrand Viriot

Chief Operating Officer Mr. Kitti Tungsriwong

Vice President, Corporate Finance Ms. Lamai Pittrakul

Vice President, Corporate Planning & Strategic Investment

Vice President, Special Project Mr. Montri Hemvichitr

Ms. Janjira Panitpon

Vice President, Client Management Mr. Piaras Rodrigo Moriarty Alvarez

Annual Report 2010

Vice President, Sales & Operations Mr. Stephen Anthony Brajak

Vice President, Project Development Mr. Gerard Conor Healy

Board of Directors At present, the Board of Directors of Raimon Land Plc. comprises nine Directors as follows: 1. Mr. Sompoch Intranukul

2. Mr. Talal J M A Al Bahar 3. Mr. Werner Johannes Burger 4. Mr. Hubert Romary Bertrand Viriot 5. Mr. Numan Mohamed (1) Numan Mohamed (2) 6. Mr. Piaras Rodrigo Moriarty Alvarez 7. Mr. Kitti Tungsriwong 8. Mr. Kitti Gajanandana 9. Mr. Jirawud Kuvanant

Chairman of the Board of Directors, Independent Director and Audit Committee Member Director and Chairman of the Executive Committee Director and Executive Committee Member Director, Executive Committee Member and Chief Executive Officer Director Director Director, Executive Committee Member and Corporate Secretary Director, Independent Director and Chairman of Audit Committee Director, Independent Director and Audit Committee Member

Attendance at Board of Directors Meetings in 2010 There were eight Board of Directors’ meetings in 2010. The table below gives the attendance details: Name

Number of Attendances

Number of Absences

Mr. Sompoch Intranukul

Mr. Talal J M A Al Bahar

Mr. Werner Johannes Burger

Mr. Hubert Romary Bertrand Viriot

Mr. Numan Mohamed Numan Mohamed (2)

(1)

Mr. Piaras Rodrigo Moriarty Alvarez

Mr. Kitti Tungsriwong

Mr. Kitti Gajanandana

Mr. Jirawud Kuvanant

10) Mr. Michael B Neilson (1) 11) Mr. Ibrahim S A Al Therban

(2)

12) Mr. Abdulwahub A S A S K H Alnakib (3) (1) (2) (3)

Mr. Numan Mohamed Numan Mohamed was appointed as the Company’s director in accordance with the resolution of the Board of Directors Meeting No 6/2010 on 16 August 2010 to replace Mr. Michael B Neilson who resigned from the Company’s directorship from 12 July 2010. Mr. Piaras Rodrigo Moriarty Alvarez was appointed as the Company’s director following the resolution of the Board of Directors Meeting No. 6/2010 on 16 August 2010 to replace Mr. Ibrahim S A Al Therban who resigned from the Company’s directorship from 15 August 2010. Mr. Abdulwahub A S A S K H Alnakib resigned from the Company’s directorship effective from 2 March 2010. Annual Report 2010

Director authorisation and restriction Two signatures of the following six directors, Mr. Kitti Tungsriwong or Mr. Hubert Romary Bertrand Viriot or Mr. Werner Johannes Burger or Mr. Talal J M A Al Bahar or Mr. Numan Mohamed Numan Mohamed or Mr. Piaras Rodrigo Moriarty Alvarez, with the affixing of the official Company seal.

Scope of Authority of the Company’s Board of Directors The Company’s directors are required to perform their duties in compliance with all relevant laws and regulations as well as with the Company’s objectives and articles of association and the resolutions of shareholders meetings in good faith. The Company’s directors are prohibited from carrying out any business of the same nature as and in competition with the Company’s business and from being partners or shareholders or directors of other juristic persons carrying out a similar and competitive business, unless the shareholders are informed of such in a shareholders meeting prior to his/her appointment. If a director has direct or indirect interests in any agreements to be entered into with the Company or increases or decreases his/her shareholding or debenture holding in the Company and its affiliates or debenture, the director must inform the Company without delay.

Executive Committee Members of the Executive Committee 1.

Mr. Talal J M A Al Bahar

Chairman of Executive Committee

Mr. Werner Johannes Burger

Executive Committee Member

Mr. Hubert Romary Bertrand Viriot

Executive Committee Member

Mr. Kitti Tungsriwong

Executive Committee Member

Scope of Authority, Duties and Responsibilities of the Executive Committee 1.

To manage the company in all respects on a day-to-day basis;

To decide management emphasis and to draw up company policies, business plans, budget and administrative structure;

To submit suggested operational guidelines responsive to change in economic conditions to the Board of Directors for consideration.

To review the Company’s operating results and monitor the operations undertaken in accordance with policy;

The Executive Committee has no authority to approve a transaction that may create a conflict of interest or approve a transaction that would benefit a member of the Executive Committee or connected person or which could conflict with the Company or its subsidiaries under Stock Exchange of Thailand regulations. Such transaction must be submitted to the Company Board of Directors and/or shareholders meeting for approval, as required by the Company’s Articles of Association and relevant laws.

Annual Report 2010

Audit Committee Members of the Audit Committee 1.

Mr. Kitti Gajanandana

Chairman of Audit Committee

Mr. Jirawud Kuvanant

Audit Committee Member

Mr. Sompoch Intranukul

Audit Committee Member (Member with accounting background)

Scope of Authority, Duties and Responsibilities of the Audit Committee 1.

To perform joint evaluation with the auditor and/or management to ensure efficiency and adequacy of the internal control system and the standards of the internal audit system.

To review the Company’s financial statements to ensure that it maintains accurate financial reports and provides for adequate disclosure prior to submission to the regulators.

To review the Company‘s compliance with all laws pertaining to its business and the regulations of the Securities Exchange Commission and the Stock Exchange of Thailand.

To disclose adequately and accurately all information pertaining to connected transactions or transactions that may have conflict of interest as required by rules and regulations.

To prepare the Audit Committee Report to be published in the Company’s annual report and to give an opinion on the procedures for preparing and disclosing information in financial reports and opinion concerning the Company’s internal control system, to be signed by the Chairman of the Audit Committee.

To propose a list of auditors to the Board of Directors together with suggested remuneration each year for appointment by the Annual General Meeting of shareholders and to review and evaluate the auditors’ performance.

To report to the Board of Directors the work carried out by the Audit Committee at least once each quarter.

To give a joint opinion during the consideration of the appointment, dismissal, performance and remuneration of the internal auditor.

To perform any other tasks as assigned by the Board of Directors and agreed by the Audit Committee.

The term of an Audit Committee member is four years. In the case of vacancy due to any reason other than expiration of the term, the Company Board of Directors is to appoint a qualified person to be the Audit Committee member. The replacement will then complete the term remaining of the replaced member of the Audit Committee.

Annual Report 2010

Management Team List of the Companyâ&#x20AC;&#x2122;s management 1.

Mr. Hubert Romary Bertrand Viriot

Director, Executive Committee Member and Chief Executive Officer

Mr. Kitti Tungsriwong

Director, Executive Committee Member and Chief Operating Officer

Miss Lamai Pittrakul

Vice President, Corporate Finance

Mr. Stephen Anthony Brachak

Vice President, Sales & Operations

Mr. Gerard Conor Healy

Vice President, Project Development

Mr. Montri Hemvichitr

Vice President, Special Project

Mrs. Piaras Rodrigo Moriarty Alvarez

Vice President, Client Management

Miss Janjira Panitpon

Vice President , Corporate Planning & Strategic Investment

Scope of Authority of the Chief Executive Officer According to the resolution of the Board of Directors of Raimon Land Plc.at the 9/2006 Shareholders Meeting held on 11 August 2006, the Chief Executive Officer has the following scope of authority: The Chief Executive Officer is authorised to carry out normal business practice in approving the investment budget, operating expenses, purchase of fixed assets, sale of inventory and other operations including delegating administrative authority to the responsible persons at a lower level which is approved by the Board of Directors. The administrative power and delegation will not include the administration and authorisation which gives the power to the Chief Executive Officer and the authorised person to approve a transaction in which the Chief Executive Officer and the authorised person or possible person may have a conflict of interest or interest or other type of conflict of interest with the Company and/or its subsidiaries.

Annual Report 2010

Selection of Directors and Executives Selection of Directors An appointment of directors must be approved by the general shareholders’ meeting except when the appointment is made necessary reason of an expiration of term. In that case, the Board of Directors will appoint a person to fill the vacancy. The replacement may only serve the remaining term. The selection of directors does not require a nominating committee process. The Board of Directors has the responsibility of selecting an individual who is qualified, knowledgeable, capable, and experienced in relevant fields. In addition, the person will have no prohibited traits as defined in the Public Companies Act and notifications of the Securities and Exchange Commission. The requirements and procedures for selection of company directors are given below. According to Section 4 of the Company’s Articles of Association, the Board of Directors comprises at least five directors and at least half of the directors must reside in Thailand. The appointment of directors must be carried out at the shareholders’ meeting in accordance with the following requirements and procedures: 1.

Each shareholder has one vote to one share.

In appointing directors, each shareholder may exercise the vote to elect one or more candidates to be the director(s) and the voting requirement in item no. 1 above must apply. However, the votes are indivisible (the voting for appointment of directors shall be non-cumulative voting).

The directors will be selected based on the total number of votes; in the case of a tie, the Chairman will cast the deciding vote.

At every Annual General Shareholders’ Meeting, one third of the directors - or the number nearest to one-third - must retire from the board. The retiring directors may be re-elected.

There must be drawing by lots to determine the directors retiring by rotation on the first and second years following a conversion into a public company. In each subsequent year, the directors who have been directors for the longest period must retire. In addition to the retirement by rotation, a director vacates from the post upon: a. b. c. d. e.

Death Resignation Disqualifications or possessing prohibited traits according to the Public Companies Act Removal by a resolution of the shareholders at the general shareholders’ meeting Dismissal by a court order

Any director wishing to resign is required to submit a resignation letter to the Company. The resignation is effective immediately upon the letter being received by Company. The director may notify the registrar of the resignation.

Annual Report 2010

Selection of Independent Directors The Company realises the importance of independent directors, who are in charge of auditing and supervising the transparency and the performance of the Executive Committee under appropriate internal control systems, laws and regulations of relevant regulators as well as improving the Company’s operational efficiency. An independent director must be knowledgeable, competent and experienced. Independent directors are selected according to criteria set by the Company in having a committee set up by the Board of Directors to submit a short-list of candidates to the Board for consideration. Once approved, the selections are proposed to the shareholders for approval at a shareholders’ meeting, as outlined in the Company’s Articles of Association. To qualify as an independent director, an individual must meet the following criteria:

Holding less than one percent of the Company’s total voting shares;

Having no involvement in Company management, nor being an employee or a consultant on the Company’s payroll or must not have power to exert control in the Company, its affiliates, associated companies or connected person. The individual may not possess a potential conflict of interest for at least two years prior to appointment. In addition, an independent director must not have any juristic relationship with the legal consultant or external auditor of the Company or its affiliates;

Having no involvement in any business relationship in terms of financial and management with the Company, affiliates, joint venure or connected person of the amount equal to or more than 3 percent total net tangible assets. This includes relationship as a customer, a supplier, a trade creditor/debtor, or a financial creditor/ debtor without receiving benefits from the Company; and

Not having close family relationship with management, major shareholders of the Company or its affiliates and associated companies nor someone that may create a conflict of interest; and shall not be appointed to represent interests of particular directors or major shareholders.

Annual Report 2010

Management Remuneration Monetary Remuneration Directorsâ&#x20AC;&#x2122; Remuneration Name

Remuneration in 2010 (Baht)

Mr. Sompoch Intranukul

Mr. Kitti Gajanandana

Total

1,020,000 480,000 1,500,000

Managementâ&#x20AC;&#x2122;s remuneration Type of Remuneration Salary, bonus, tax paid on behalf and insurance premium Contribution to provident fund

For 2010 (Baht) 35,102,500 1,263,500

Others

650,000

Total

37,016,000

Corporate governance policy Raimon Land Plc has set out policies for corporate governance that adhere to the Principles of Good Corporate Governance for Listed Companies promoted by the Stock Exchange of Thailand. The Company ensures transparency, integrity and accountability in line with international standards by setting up an Audit Committee with three qualified individuals who are tasked with the independent auditing and monitoring performance of the Board of Directors. To further ensure good corporate governance, it appointed an internal auditor at the end of 2003 to improve the supervision. The Audit Committee and internal auditor are structured in a way to ensure their independence from the Companyâ&#x20AC;&#x2122;s Executive Committee. The Board has committed itself to compliance with the Code of Best Practice for Directors of Listed Companies and the five principles of Good Corporate Governance 2003 as follows:

1. Rights of shareholders: t

5IF #PBSE PG %JSFDUPST IPMET UIBU HPPE DPSQPSBUF HPWFSOBODF JT WJUBM CPUI for its business operations and its investors and thus has set up policies and procedures to ensure transparency under relevant laws and business ethics for its business operation bearing in mind the best interests of shareholders and preventing conflicts of interest, exerting appropriate risk management, and having proper internal control systems in place as well as having internal audit system reviewed by Independent Directors/Audit Committee Members.

5IF $PNQBOZ EJTDMPTFT VQ UP EBUF JOGPSNBUJPO UP UIF QVCMJD WJB JUT DPSQPSBUF profile, corporate website and company newsletter, all of which are in both English and Thai. Shareholders are notified at least seven days in advance of Annual Report 2010

each shareholders’ meeting in a letter that specifies the date, time and venue of the meeting, and are also provided with a detailed agenda. The Board of Directors’ opinion is provided on each item on the agenda in order to ensure shareholders receive adequate and timely information for decision making at each meeting. t

5IF $PNQBOZ IBT GVMMZ DPNQMJFE XJUI UIF SJHIU PG TIBSFIPMEFST UP BDDFTT information and the Company is open in receiving comments and ideas from shareholders. The Company arranges for representatives of the Executive Committee, management, Audit Committee and auditors to attend each meeting. Complete and accurate minutes are taken at each meeting and shareholders are given access to the minutes, a copy of which is filed with the Stock Exchange of Thailand within 14 days following the meeting. The minutes of the last meeting will be presented to shareholders for acceptance at the next meeting.

2. Equitable treatment of shareholders t

"MM TIBSFIPMEFST IBWF FRVBM SJHIUT UP BUUFOE BOE WPUF BU NFFUJOHT BT TQFDJGJFE JO the Articles of Association. Should a shareholder be unable to attend a meeting, the shareholder is encouraged to appoint a proxy to attend the meeting or assign an independent director to voice his/her opinions. All shareholders are treated equally with respect to their rights.

5IF DIBJSNBO BU UIF TIBSFIPMEFST NFFUJOH QSPWJEFT TIBSFIPMEFST BO PQQPSUVOJUZ during the meeting to express opinions and ask questions related to the agenda items or the Company as a whole.

5IF #PBSE PG %JSFDUPST QSPWJEFT BO PQQPSUVOJUZ GPS TIBSFIPMEFST UP FMFDU EJSFDUPST on an individual basis.

5IF #PBSE PG %JSFDUPST VTFT WPUJOH DBSET GPS JNQPSUBOU BHFOEB JUFNT TVDI BT election of directors, related party transactions, acquisitions or disposals of core assets, etc.

3. Role of stakeholders

5IF $PNQBOZ WBMVFT UIF SJHIUT PG BMM TUBLFIPMEFST XIP BSF JOWPMWFE XJUI UIF Company, e.g., employees, management, suppliers, creditors, joint venture partners, and auditors, as well as the community and government sector. Upon the occurrence of events that concern the rights of those parties, the Company will take into account fair treatment for all parties concerned within the scope of the law and regulations of relevant regulators.

5IF #PBSE PG %JSFDUPST IBT FTUBCMJTIFE DMFBS QPMJDJFT PO GBJS USFBUNFOU UP each group of stakeholders for implementation and measurement of policy effectiveness in order to prevent infringement of stakeholder rights and to redress violations of stakeholders’ legal rights.

Annual Report 2010

4. Disclosure and transparency t

5IF $PNQBOZ SFDPHOJTFT UIF JNQPSUBODF PG BDDVSBUF DPNQMFUF USBOTQBSFOU BOE timely disclosure of financial reporting, and general information as well as other information that may affect the price of the Companyâ&#x20AC;&#x2122;s securities. Although there is no Investors Relation Unit, the Finance Department has been assigned to handle communication with investors and analysts with an emphasis on complete, transparent and timely disclosures.

5IF $PNQBOZ T #PBSE PG %JSFDUPST JT SFTQPOTJCMF GPS UIF BDDVSBDZ PG UIF Companyâ&#x20AC;&#x2122;s and its subsidiariesâ&#x20AC;&#x2122; consolidated financial statements and related information as shown in the annual reports, which are prepared in accordance with generally accepted Thai accounting principles. Conservative judgments and best estimates have been used to prepare the financial statements to ensure adequate and proper disclosure in the notes to the financial statements.

5IF $PNQBOZ T #PBSE PG %JSFDUPST IBT BSSBOHFE GPS BO FGGJDJFOU JOUFSOBM DPOUSPM system to ensure that financial information is recorded accurately, completely and adequately in order to maintain the Companyâ&#x20AC;&#x2122;s assets and to help identify deficiencies to enable preventive measures in relation to fraud and material operation irregularities.

5IF #PBSE JT TBUJTGJFE XJUI UIF PWFSBMM FGGFDUJWFOFTT PG JUT JOUFSOBM DPOUSPM TZTUFN and that it ensures the reliability of the financial statements of the Company and its subsidiaries as at 31 December, 2010.

5IF $PNQBOZ EFUFSNJOFT EJSFDUPST SFNVOFSBUJPO DMFBSMZ USBOTQBSFOUMZ BOE appropriately by comparison with other companies in the same industry. Directorsâ&#x20AC;&#x2122; remuneration is approved by shareholders at the general meeting and management remuneration is discussed and approved by the Board of Directors or the Executive Committee, which will take into account the Companyâ&#x20AC;&#x2122;s operating results and achievements of the management.

5. Responsibilities of the Board of Directors t

5IF #PBSE PG %JSFDUPST PG UIF $PNQBOZ DPOTJTUT PG OJOF EJSFDUPST BT GPMMPXT a. b.

Executive Directors Non-Executive Directors

4 persons 2 persons

Independent Directors

3 persons

There are three independent directors, the Audit Committee Chairman, and two audit committee members, representing at least one-third of the Board of Directors, which is considered appropriate. The Independent Directors/Audit Committee are encouraged to express their views and maintain an independent review of the operations and transactions and are also involved in evaluating audit and internal control systems. The Company has made a clear outline defining the authority and responsibility of its Board of Directors, Executive Committee, Audit Committee and the CEO. The Chairman of the Board of Directors also Annual Report 2010

acts as an independent director and has no relationship with management nor is a representative of major shareholders or is the same person as the CEO. t

3BJNPO -BOE T EJSFDUPST QFSGPSN UIFJS EVUJFT JO UIF CFTU JOUFSFTUT PG UIF Company, all stakeholders and shareholders as detailed below: a. b. c. d.

Review and approve key business matters such as the vision and mission, strategy, financial targets, risks and company master plan Monitor implementation by management to ensure efficiency and effectiveness. Set and approve a written corporate governance policy and at least annually review the policy to ensure consistency. Ensure that an internal control system and financial control is consistent with policy control and review the system at least annually.

Supervision of the usage of inside information The Company is conscious of the importance of protecting sensitive internal information. It has established policies and procedures to supervise management with regard to the misuse of inside information for their own benefit, and will take legal action against any individual, who misuses inside information to the extent of criminal prosecution. The Company also limits the access to such information by management and officers to the extent possible. The Company ensures that relevant management and officers adhere to the restrictions on trading the Companyâ&#x20AC;&#x2122;s shares using inside information and/or forbids any inappropriate use of information in case the Company enters into a transaction which may have impact on the security price. The management and officers are fully aware that they must not trade the Companyâ&#x20AC;&#x2122;s securities or cause others to trade on non-public information. Such information must not be disclosed to any other party prior to notification to the Stock Exchange of Thailand.

In addition, the Company also requires management to report any changes in their holdings in the Companyâ&#x20AC;&#x2122;s securities to the Securities and Exchange Commission, as outlined in Section 59 of the Securities and Exchange Act B.E. 2535. An executive is required to provide a copy of the report to the Company on the date that the executive reports it to the Securities Exchange Commission. Number of employees

Annual Report 2010

Human Resources As at 31 December, 2010, the company had 120 employees, excluding nine directors. The number of employees in each function is as follows: Department

No. of employees

Executive Office

Finance and Accounting

Human Resources

Transfer and Purchasing

Administration

Research & Development

Project Development

Customer Relations Management

Marketing

10)

Special Project

11)

Sales

12)

Information Technology

13)

Legal

13 6

6 16

Total

120

Employee remuneration Type of remuneration

For 2010 (Baht)

Salary, overtime

54,679,330

Bonus

11,177,500

Commission

10,884,190

Provident fund

2,282,553

Others

8,782,048

Total

87,805,621

Internal Control The Company believes in and realises the importance of internal control. We have emphasised on development and implementation of an internal control system suitable for the type of business and operation capability of the Company. Consistent with and to attain good internal control environment, the Company appointed an internal auditor to assess and review areas of its operations. The internal auditorâ&#x20AC;&#x2122;s responsibilities are: 1. 2.

To review and report on the reliability, completeness and timeliness of financial statements, operations and procedures used in judgments and measurements; To review the work system, which has material impact on business operation, and to report whether corporate policies, plan and relevant regulations including laws has been fully complied with; Annual Report 2010

To review effectiveness and efficiency in risk management, internal control, operation or operation plan to ensure consistency with objectives and goals and to ensure appropriateness and adequacy.

To review the appropriateness of assets safeguarding and ensure physical existence;

To evaluate use of the Company resources in terms of effectiveness and efficiency;

To prepare an internal audit report for submission to the Audit Committee that includes a report detailing deficiencies and possible corrective measures for internal control and accounting method. The internal auditor will report to the Company and advise on improvement. The internal auditor will consult with the responsible officer and then report conclusion to the Company;

To review the Companyâ&#x20AC;&#x2122;s operation and compliance with the relevant regulations of the Stock Exchange of Thailand, the Securities and Exchange Commission and the Public Companies Act;

To act as a secretary to the Audit Committee.

Upon completion of auditing work, the internal auditor will prepare an internal audit report, then discuss the result of the findings with the Audit Committee, the external auditor and the Companyâ&#x20AC;&#x2122;s management and suggest improvement to better the internal control system. In 2010, four Audit Committee meetings were convened to review corporate governance, quarterly financial statements and annual financial statements, including the disclosure of notes to financial statements, and discuss any problems that occurred as well as propose preventive and corrective measures that could be taken. The Audit Committee views that the financial reporting over the past year complies with the generally accepted accounting principles and that the disclosure of information, internal control and internal audit systems were adequate and in compliance with all key legal requirements and relevant regulations. Besides, the Company has undertaken corrective measures recommended by the internal auditor and the Audit Committee to ensure good corporate governance and the best interest of its shareholders. The Board of Directors plans to develop five major aspects of its internal control system: organisation and environment, risk management, supervision of managementâ&#x20AC;&#x2122;s operations, information technology and communication systems and the assessment system, to ensure prudence and compliance with the internal control requirements of the Stock Exchange of Thailand and the Office of the Securities and Exchange Commission, the Public Companies Act and other relevant regulations. The Company also adheres to the practice of complete and accurate disclosure of in formation to shareholders, the Stock Exchange of Thailand and the Office of the Securities and Exchange Commission and relevant authorities. The Company has developed its ethical standards. The Company also emphasises on the importance in improving its authorisation manual and operation procedures relating to major working systems for further submission to the Board of Directors for consideration and approval. Additionally, the Company is developing a risk management system in order to ensure that the Company maintains an effective risk management system, which is appropriate for its business plan.

Annual Report 2010

Name / Surname Position

Mr.Sompoch Intranukul

Age

Chairman of Audit Committee

1999 - Present

1995 - Present

Directors Certification Program (DCP 24/2002) Director Accreditation Program (DAP 63/2007) Chartered Director Class (CDC 3/2008)

Chairman

Chairman of Audit Committee

1999 - Present

Certificate of National Defense, College of Thailand

Chairman of Audit Committee

- Property development

- Administrative services

Siam Administrative Management Co., Ltd.

Dheves Insurance Plc. - Insurance

Subsrithai Co.,Ltd. - Warehouse

SCMB Co., Ltd. - Financial advisory services Siam Commercial Leasing Plc. - Financial services

Raimon Land Plc.

Independent Director/ Audit Committee Member

Company / Type of business

Chairman/

Position

1999 - Present

2002 - Present

Period

Working experience in last 5 years

Chairman

Familyâ&#x20AC;&#x2122;s relationship between management

2003 - Present

Bachelor Degree Accounting - Ordinary & Commerce Faculty, Shares Chulalongkorn University (RAIMON) None Senior Executive Program, Sasin Business Administration

Education

Shareholding Proportion (%)

Details of executive officers and persons in control of the Company as at 31 December 2010

Annual Report 2010

Mr. Talal J M A Al Bahar 32 (Authorised Director)

Age

Bachelor Degree in Business Studies Loyola Marymount Los Angeles USA

Education

- Ordinary Shares (RAIMON) None

Shareholding Proportion (%) -

Familyâ&#x20AC;&#x2122;s relationship between management

Director Director Director Director Director Director

Director

2009 - Present 2008 - Present 2008 - Present 2007 - Present 2007 - Present 2007 - Present

2007 - Present

2009 - Present

Vice Chairman/ Director/CEO Director

Director/ Chairman of Executive Committee Chairman

Position

2007 - Present

2008 - Prresent

2006 - Present

Period

IFA Hotels & Resotrs KSCC - Property development IFA Hotels & Resorts Ltd. - Property development The River Co., Ltd.(1) (Taksin Hotel Holding Co., Ltd.*) - Property development Taksin Properties Co., Ltd.(1) - Property development Wireless One Residences Co., Ltd.(1) - Property development Raimon Land Residences Co., Ltd.(2) - Property development Ploenchit Residences, Co. Ltd.(2) - Property development Contemporary Property Co. Ltd.(1) - Property development Raimon Land Park View Development Co., Ltd.(1) - Property development Raimon Land Property - Property development

Raimon Land Plc. - Property development

Company / Type of business

Working experience in last 5 years

Note: (1) Raimon Landâ&#x20AC;&#x2122;s subsidiaries (2) Jointly controlled entities of Raimon Land * The River Co., Ltd. was formerly Taksin Hotel Holding Co., Ltd. The name change has been registered with the Ministry of Commerce on 19 August 2010.

Name / Surname Position

Details of executive officers and persons in control of the Company as at 31 December 2010

Annual Report 2010

Mr.Werner Johannes Burger (Authorised Director)

Age

Note: (1) Raimon Land’s subsidiaries (2) Jointly controlled entities of Raimon Land

Mr. Talal J M A Al Bahar (Authorised Director)

2 (Con’t)

Name / Surname Position

University of Pretoria Pretoria, South Africa

Bachelor of Science in Building Management

Education

- Ordinary Shares (RAIMON) None

Shareholding Proportion (%)

Family’s relationship between management

Raimon Land Planner Co., Ltd.(1) - Business reorganisation Druke & Scull - Construction consultant Raimon Land Plc. - Property development IFA Hotels& Resorts Ltd. - Property development Ploenchit Management, Co. Ltd.(2) - Property development and/or investment Raimon Land Residences Co., Ltd.(2) - Property development Raimon Land Planner Co., Ltd.(1) - Business reorganisation Raimon Land Park View Development Co., Ltd.(1) - Property development Raimon Land Property Co., Ltd.(1) - Property development

Director

Independent director Director / Executive Director COO

Director

2007 - Present

2005 - Present

2010 - Present

2008 - Present

2009 - Present

2006 - Present

Raimon Land Development Co., Ltd(2) - Property development

Company / Type of business

Director

Position

2007 - Present

Period

Working experience in last 5 years

Details of executive officers and persons in control of the Company as at 31 December 2010

Annual Report 2010 33

Age

Bachelor Degree in Hospitality and Tourism Management, Glion Hotel School, Switzerland

Bachelor of Science in International Hospitality and Management, University of Wales

Education

- Ordinary Shares (RAIMON) None

Family’s relationship between management

Director Director Director

2009 - Present 2009 - Present 2009 - Present

Director Director Director

2009 - Present 2009 - Present 2009 - Present

2010 - Present

Director/Executive Committee Member/ Chief Executive Officer Director

Director

2009 - Present

2006 - Present

Director

Position

2009 - Present

Period

Ploenchit Management Co., Ltd.(2) - Property development Wireless One Residences Co., Ltd(1) - Property development Raimon Land Resorts Co., Ltd.(1) - Investment and Service The River Co., Ltd.(1) (Taksin Hotel Holding Co., Ltd.*) - Property development

Raimon Land Plc. - Property development

Raimon Land Development Co., Ltd(2) - Property development The River Co., Ltd.(1) (Taksin Hotel Holding Co., Ltd.*) - Property development Taksin Properties Co., Ltd.(1) - Property development Contemporary Property Co., Ltd(1) - Property development Wireless One Residences Co., Ltd(1) - Property development

Company / Type of business

Working experience in last 5 years

(1) Raimon Land’s subsidiaries (2) Jointly controlled entities of Raimon Land * The River Co., Ltd. was formerly Taksin Hotel Holding Co., Ltd. The name change has been registered with the Ministry of Commerce on 19 August 2010.

Mr. Hubert Romary Bertrand Viriot (Authorised director)

Note:

Mr. Werner Johannes Burger (Authorised Director)

3 (Con’t)

Name / Surname Position

Shareholding Proportion (%)

Details of executive officers and persons in control of the Company as at 31 December 2010

Annual Report 2010

Note:

4 (Con’t)

Age

(1) Raimon Land’s subsidiaries (2) Jointly controlled entities of Raimon Land

Mr. Hubert Romary Bertrand Viriot (Authorised director)

Name / Surname Position Education

Shareholding Proportion (%)

Family’s relationship between management Director Director Director Director Director

Director Director Director Vice President Head of Consulting and investment Service

2008 - Present 2008 - Present 2007 - Present 2007 - Present

2007 - Present 2007 - Present 2007 - Present 2005 - Present 2001- 2005

Position

2009 - Present

Period

Taksin Properties Co., Ltd.(1) - Property development Raimon Land Residences Co., Ltd.(2) - Property development Ploenchit Residences, Co. Ltd.(2) - Property development Contemporary Property Co., Ltd.(1) - Property development Raimon Land Park View Development Co., Ltd.(1) -Property development Raimon Land Property Co., Ltd.(1) - Property development Raimon Land Development Co., Ltd.(2) - Property development Raimon Land Planner Co., Ltd.(1) - Business reorganization IFA Hotels & Resorts Ltd. - Property development HVS International Singapore - Management consultancy

Company / Type of business

Working experience in last 5 years

Details of executive officers and persons in control of the Company as at 31 December 2010

Annual Report 2010

Age

Directors Certification Program (DCP 43/2004)

Bachelor Degree in Accounting, The University of the Thai Chamber of Commerce

Master’s Degree in Real Estate Business, Faculty of Commence and Accountancy, Thammasat University

Bachelor of Business Administration and Property Development Dubai Real Estate Institute, UAE

Bachelor in Finance, DePaul University, Chicago, Illinois, USA

Education

- Ordinary Shares (RAIMON) None

- Ordinary Shares (RAIMON) 1,000,000 units

Family’s relationship between management

- Ordinary Shares (RAIMON) None

Shareholding Proportion (%)

Director

2008 - Present

Director

2008 - Present

Director

2010 - Presnt

2008 - Present

Director / Executive Director / COO / Corporate Secretary

Vice President Client Management

2004 - Present

Director/ Vice President Client Management

Senior Vice President Finance and Administration

2003 - Present

2009 - Present

Director

Position

2010 - Present

Period

Ploenchit Residences Co., Ltd.(2) - Property development

Raimon Land Residences Co., Ltd.(2) - Property development

Wireless One Residences Co., Ltd(1) - Property development

Ploenchit Management(2) - Property development

Raimon Land Plc. - Property development

IFA Hotels & Resorts Ltd. - Property development

Raimon Land Plc. - Property development

IFA Hotels & Resorts Ltd. - Property development

Raimon Land Plc. - Property development

Company / Type of business

Working experience in last 5 years

Raimon Land’s subsidiaries Jointly controlled entities of Raimon Land Mr. Numan Mohamed Numan Mohamed was appointed as the Company’s director in accordance with the resolution of the Board of Directors Meeting No 6/2010 on 16 August 2010 to replace Mr. Michael B Neilson who resigned from the Company’s directorship from 12 July 2010. Mr. Piaras Rodrigo Moriarty Alvarez was appointed as the Company’s director following the resolution of the Board of Directors Meeting No. 6/2010 on 16 August 2010 to replace Mr. Ibrahim S A Al Therban who resigned from the Company’s directorship from 15 August 2010.

Mr. Kitti Tungsriwong (authorised Director)

1. 2 3.

Mr. Piaras Rodrigo Moriarty Alvarez(4)

Note:

Mr. Numan Mohamed Numan Mohamed(3)

Name / Surname Position

Details of executive officers and persons in control of the Company as at 31 December 2010

Annual Report 2010

Mr. Kitti Tungsriwong (Authorised Director)

Age Education

Shareholding Proportion (%)

Family’s relationship between management Director Director Director

Director Director Director

Director Director Senior Consultant

2006 - Present 2006 - Present

2006 - Present 2006 - Present 2006 - Present

2005 - Present 2004 - Present 1998 - 2002

Position

Raimon Land Planner Co., Ltd.(1) - Business reorganisation Raimon Land Resorts Co., Ltd.(1) - Investment and service Raimon Land Park View Development Co., Ltd.(1) - Property development Raimon Land Property Co., Ltd.(1) - Property development Raimon Land Development Co., Ltd.(2) - Property development The River Co., Ltd.(1) (Taksin Hotel Holding Co., Ltd.*) - Property development Taksin Properties Co., Ltd.(1) - Property development Contemporary Property Co., Ltd.(1) - Property development Price Waterhouse Cooper F.A.S Co., Ltd. - Financial advisory

Company / Type of business

Working experience in last 5 years

2007 - Present

Period

Note: (1) Raimon Land’s subsidiaries (2) Jointly controlled entities of Raimon Land * The River Co., Ltd. was formerly Taksin Hotel Holding Co., Ltd. The name change has been registered with the Ministry of Commerce on 19 August 2010.

7 (Con’t)

Name / Surname Position

Details of executive officers and persons in control of the Company as at 31 December 2010

Annual Report 2010

Mr. Kitti Gajanandana

Mr. Jirawud Kuvanant

Name / Surname Position

Age

Directors Certification Program (DCP 43/2004)

Bachelor Degree in Business Administration, Major in Marketing, Thammasat University

Master’s Degree (MBA), The College of Insurance, New York City, U.S.A.

Bachelor Degree of Accounting & Commerce Faculty, Chulalongkorn University

Master’s Degree in Business Administration (MBA) North Texas State University

Education

- Ordinary Shares (RAIMON) None

Shareholding Proportion (%)

Family’s relationship between management

Executive Director

Independent Director

2002 - Present 1987 - Present

Independent Director/ Audit Committee

Executive Vice President

1999 – 2000

2003 - Present

Fiscal Policy Research Institute - Research and consulting business

Advisor

2001 - Present

Raimon Land Plc. - Property development Kowyuha Motor Group - Automobile

Raimon Land Plc. - Property development

Bank Thai Plc. - Banking

CINMIT Company Limited - Financing advisory services

Raimon Land Plc. - Property development

Company / Type of business

Director / Audit Committee

Independent Director / Chairman of Audit Committee

Position

2004 - Present

Period

Working experience in last 5 years

Details of executive officers and persons in control of the Company as at 31 December 2010

Annual Report 2010

Mr. Gerard Conor Healy

Ms. Lamai Pittrakul

Mr. Montri Hemvichitr

Name / Surname Position

Age

Certificate in Social Research, NIDA

Certificate from the advanced Marketing Program, Thammasat University

Bachelor Degree in Marketing, Ramkhamhaeng University

Master’s Degree in Economics Institute of Social Technology

Bachelor Degree in Accounting, Bangkok University

Master’s Degree in Accounting, Faculty of Commence and Accountancy, Thammasat University

Bachelor Degree in Architecture (B.Arch) University College Dublin, Ireland

Education

- Ordinary Shares (RAIMON) 110,458 units

- Ordinary Shares (RAIMON) 10,000 units

- Ordinary Shares (RAIMON) 2,212,445 units

Shareholding Proportion (%)

Family’s relationship between management

Director of Finance

2001 - 2007

2000 - 2004

Project Director

Vice President Special Project

Director of Finance

2007 - 2008

2005 - Present

Vice PresidentCorporate Finance

2008 - Present

Raimon Land Plc. - Property development

Destination Properties Co., Ltd. - Hotel & property development

Major Development Plc. - Property development

Raimon Land Plc. - Property development

Development & Woods Bagot (Thailand) Co., Ltd. Research Manager - Design and decoration

1996 - 2002

Raimon Land Plc. - Property development

Company / Type of business

Vice President Project Development

Position

2002 - Present

Period

Working experience in last 5 years

Details of executive officers and persons in control of the Company as at 31 December 2010

Annual Report 2010

Name / Surname Position

Mrs. Haruthai Yamanaka

Ms. Janjira Panitpon

Mr. Stephen Anthony Brajak

Age

Member of International Businessman’s Association of Phuket (IBAP)

Holy Spirit College, Belami (St Paul’s College)

Bachelor Degree of Business Administration, Assumption University (ABAC)

Master’s degree in Business Administration (MBA), University of San Francisco

Bachelor Degree Faculty of Humanities, Major in English, Chiang Mai University

Master’s Degree in Business Administration (MBA) City University, USA

Education

- Ordinary Shares (RAIMON) None

Shareholding Proportion (%)

Family’s relationship between management

Assistant to Vice president of Portfolio

2004 - 2006

Marketing and Sales Development Manager Marketing and Sales Development Manager

2004 - 2006

2003 - 2004

General Manager

2007 - 2008

2008 - Present Vice President Sales & Operations

Vice President of Portfolio

2006 - 2008

2008 - Present Vice President Corporate Plannin & Strategic Investment

Nopawong Construction Co., Ltd. - Construction

Tropical Life Co., Ltd. - Property development

Raimon Land Plc. - Property development

Bangkok Capital Alliance Co., Ltd. - Assets management

Raimon Land Plc. - Property development

Banyan Tree Bangkok Hotel - Hospitality

Human Resources Manager

1996 - 2007

Company / Type of business Raimon Land Plc. - Property development

Position

2007 - Present Vice President Human Resources

Period

Working experience in last 5 years

Details of executive officers and persons in control of the Company as at 31 December 2010

Annual Report 2010

- IFA Hotels & Resorts 3 Ltd. (IFA) - Raimon Land Plc. (Raimon Land)

- Raimon Land Development Co., Ltd. (Development) - IFA Raimon Land Development Company Limited (IFA RLD) - Raimon Land Plc. (Raimon Land)

11/08/2010

Connected Person

11/02/2010

Notification Date

- Development shall repay loan together with net interest on 10 August 2012 (the repayment shall be made after repayment of loan to financial institutions) - Development places no securities or collateral to secure the loans.

76.5 million

- Raimon Land agrees to provide financial assistance to Development in terms of a long-term loan. - Ramon Land charges net interest not exceeding 7.5 percent per annum (Development is responsible for withholding tax payment). - IFA RLD agrees to provide financial assistance to Development in terms of a long-term loan. - IFA RLD charges net interest not exceeding 7.5 percent per annum (Development is responsible for withholding tax payment).

- Raimon Land holds 51 percent share in Development. - IFA RLD holds 49 percent share in Development. IFA RLD is a Company in IFA group. IFA is Raimon Land’s major shareholder, holding 41.08 percent of Raimon Land’s total issued shares. - Common directors of Raimon Land IFA and Development are as follows: Mr. Talal Al Bahar Mr. Hubert Viriot Mr. Werner Burger 11.1 million

73.5 million

11.5 million

- Loan to Raimon Land for funding development of property project and using as working capital - Raimon Land is not required to give any collateral to secure the repayment of such loan.

432.74 million

- IFA provides financia assistance to Raimon Land by agreeing to extend loan repayment for one year commencing from 1 February 2010 and IFA agreed to charge an interest rate of not more than 15 percent per annum (Raimon Land is responsible for withholding tax payment).

- IFA is Raimon Land’s major shareholder holding approximately 41.08 percent of Raimon Land’s total is sued shares. - Common directors of Raimon Land and IFA are as follows: Mr. Talal Al Bahar Mr. Hubert Viriot Mr. Werner Burger

Remarks

Nature of Transaction

Relationship

Value of Transaction (Baht)

Connected Transactions Summary of connected tramsactions in 2010

The purpose of granting financial assistance to Development is to provide for ample working capital and to fund real estate project development. The transaction is the Company’s normal course of business. The Company will benefit from Development’s success in project development progression as planned.

The interest rate of not more than 15 percent (Raimon Land is responsible for withholding tax) to be paid to IFA is an appropriate rate. Given the prevailing economic condition and situation, no financial institution will lend without requiring significant amount of collateral hence the condition offered by IFA is better than that of a typical financial institution.

Opinions of the Board of Directors and Audit Committee

Necessity and reasonableness of transactions In entering into such connected transactions, the Company considered that such transactions were necessary and reasonable. The transactions were carried out in the best interests of the Company and generally in line with normal business practice. The relevant consideration, fee and commercial terms were based on the fair market price of the like transactions between the Company and other non-related parties. There was no transfer of benefits between the Company and any person with potential conflict of interest or interested party. The Companyâ&#x20AC;&#x2122;s Audit Committee acknowledged and agreed with the decision made and the action of the Board of Directors and/or the management by taking into account the appropriateness of entering into all connected transactions in 2010.

Measurement and Procedures for Approval of Connected Transactions The approval for the connected transactions has fully complied with the Securities and Exchange Act, as well as regulations, notifications, orders and requirements of the Stock Exchange of Thailand. Any interested director or person who may have conflict of interest with the Company in any particular transaction will not be allowed to participate in considering and approving the transaction, unless the nature of such conflict of interest is waived by the laws concerning the Securities and Exchange Act, regulations, notifications, orders or rules of the Stock Exchange of Thailand as well as regarding Disclosure of Information and Other Acts of Listed Companies concerning Connected Transactions B.E. 2546.

Policy and Tendency of Future Connected Transactions In the future, the Company may enter into a connected transaction if such transaction will benefit most to the Company. The Company has set out a policy for future connected transaction to be in line with normal commercial business practices with a fair market price which is comparable to the transactions between the Company and other nonrelated parties. The Company is determined to comply with the Securities and Exchange Act, as well as regulations, notifications, orders or requirements of the Stock Exchange of Thailand, including abiding by disclosure requirement of connected transaction and assets acquisition and disposition transaction. In addition, the Audit Committee shall attend the Board of Directors meeting held to consider the approval of any connected transaction, in order to opine on appropriateness of transaction price and reasonableness in entering into the transaction.

Annual Report 2010

Risk Factors 1.

Business Risks Risk of land acquisition for project development Raimon Land does not adopt the use of land bank policy for further development unless it is land which the Company foresees has a high potential for development and at reasonable prices which provide for satisfactory level of return. Seeking and acquiring land in prime areas at reasonable prices are a key risk and a main factor of the success of the business operation of the Company. The Company mitigates the risk of acquiring land for project development by having an extensive network of brokers, directors and executives. This powerful network enables the Company to seek or acquire land in prime areas at reasonable prices. In addition, the Company minimises this risk by giving priority to extensive market research and surveys. The market research and survey results permit the Company to analyse the data for considering and mitigating the risk for the land acquisition effectively.

Risk of project development Raimon Land minimises the risk which is caused by the volatility of construction material costs by employing only one construction contractor and signing the contract as a turnkey construction contract, which permits Raimon Land to effectively control construction costs. In addition, in order to reduce costs, the Company purchases some construction materials directly from suppliers, such as steel and tiles. Moreover, in some cases, the Company reduces risk by proactively fixing the delivered price of construction materials which has a direct impact on the costs of construction in order to eliminate the volatility. In addition to the fluctuation of construction material costs, the shortfall in number of qualified contractors is another problem in the Thai property market. This may impact project quality and delivery schedule. The Company adheres to the following three guidelines in risk management: 1. Raimon Land adopts a project development risk management review and audit system for every project, which includes strictly monitoring contractor selection guidelines, conducting performance tests of key materials (e.g. steel, windows, glass and bricks), seeking new technology, focusing on developing quality construction materials, and improving the construction management system to ensure optimisation of cost and negotiation of material prices to retain the same or better product quality. Mostly, in hiring contractors, the Company enters into a fixed lump sum price contract in order to reduce the risk of cost overrun. In some cases, the Company also makes an advance payment should opportunities arise for cost savings or risk mitigation of cost increases. 2. Raimon Land manages project development risk by hiring external consultants with capabilities, skills and expertise suited for each project. The criteria for selecting these consultants is based on their specific skills, resources, reputation, ability to apply modern technology and materials for cost savings and improving the effectiveness of work and efficient and effective construction method. The consultants suggest a list of contractors/ suppliers for the Company selection. The project manager will then monitor the contractor as well as negotiating the costs. Annual Report 2010

3. For every project, the Company will select the main contractor from leading international construction contractors. Contractors are chosen based on their reliability to be solely accountable for a project’s management and construction, design coordination, as well as overall ability to sub-contract or co-ordinate, financial, technology and organisation resources, staff competency, past experience, reputation and reliability in delivering completed work on time and within budget.

Risk of Sales The pace of sales at each project is extremely critical for a condominium developer like Raimon Land. Faster sales help lower the Company’s financial risk and other burdens. Also, this enables the Company to manage the project’s risk more easily because projects with sluggish sales tend to cause a construction delay and lead to increased project costs and a declining net profit. The competitive environment of the premium property segment, the volatility of Thailand’s economic environment and the political uncertainty also affect the sales pace of the Company’s projects. Raimon Land focuses on sales risk management by developing projects on prime sites, brand building, initiating new ideas in project development, understanding the market, and expanding the customer base. The Company believes that the right location is the most important factor in minimizing sales risk. As a result, the Company has invested intensively in research and feasibility studies which include the assessment of project locations, market environment, competition, numbers of competitors, target customers, infrastructure and public transportation systems. Investment in the Company’s brand building is starting to pay off as the Company is gaining renown as a major player in the premium residential market. Raimon Land projects are well accepted domestically and internationally resulting from the value delivered to customers which meets their expectation. Consequently, Raimon Land has a large number of repeat customers who perceive the value of the Company’s projects both in terms of investment assets and as a residence. In addition customer research has increased the Company’s understanding of its market and has been a foundation for its continuous project innovation. These are the two contributing factors that have helped the Company to mitigate the risk of competition and changes in its customer’s behavior as the Company is able to adjust its business strategies to deal with the changing environment and create distinct and suitable products to meet its customers’ needs. Further, the Company is confident that the expansion of its domestic customer base will help mitigate the risks arising from economic volatility both locally and internationally. In 2010, about 30% of the Company’s customers were international buyers from over 20 countries. This customer diversity is a result of the Company’s proactive marketing strategies both locally and internationally.

Risk from regulatory changes The Company minimises risks from amendments in related government agencies acts, codes, and regulations, e.g. the city planning act, the building control act, building design related ministerial regulations - open space ratio OSR, floor area ratio FAR, BMA code, Land Department code, Treasury Department codes as well as regulations on environmental permits especially regarding large and high-rise buildings. This is done by closely monitoring

Annual Report 2010

the amendments with the relevant government agencies as well as performing project feasibilities studies and by thoroughly and strictly abiding by acts, codes and regulations of the related authorities. Therefore, the Company is confident the projects comply with relevant acts, codes and regulations strictly. Moreover, in project design, the Company also embraces innovation and technology which are environmentally-friendly.

Financial Risk and Other Possible Risks Risks of obtaining funds for project development Normally, the nature of a condominium project requires substantial funding in the initial stage and the payback period is between 3-5 years. Therefore, the Company’s ability to access a low-cost financial source is among the key factors in determining the project’s success, both from a profitability perspective and a liquidity perspective. In general, developers have three major funding sources: Their own working capital, borrowing from financial institutions, instalments received from customers and down payment and payment received at transfer date of condominium units. Difficulty in seeking financial support usually arises from sluggish sales, instalment delinquency and lack of support from financial institutions. Raimon Land minimises sales risk by selecting good locations, developing quality projects by combining innovation and technology that take into account environmental impact. As a result, Raimon Land is recognised domestically and overseas. Raimon Land’s understanding of its customers also leads to the expansion of its customer base. The collection of down payment at the ratio of 25-40 percent of selling price which is above the industry norm helps mitigate risk from collection of instalments. In addition, Raimon Land has compiled customer classification and has received support from many local financial institutions. The Company believes it will continue to receive financial support as in the past. Raimon Land also has a strong relationship with investors and many private investment funds which give support to the Company for both funding and joint investing in projects.

Risk from interest rate volatility Most of the Company’s borrowings bear floating interest rate or MLR which moves with market condition. Hence, interest rate volatility might impact the Company’s operating results and cash flows. Nevertheless, such interest rate volatility minimally impacts the Company’s operating results and cash flows and in 2011 the Company expects to witness no major change in the market interest rate.

Risk from major shareholder having control over resolution at the shareholders meeting and over the Company’s management IFA Hotels & Resorts 3 Ltd. (IFA HR3), the Company’s major shareholder, held 41.08 percent share of the Company’s registered capital at 2 December 2010. As a consequence, IFA HR3 has held control over the Company’s management, the appointment of directors as well as the majority of the shareholder voting rights for resolutions which required majority ruling. However, IFA HR3 may not vote in the agenda in which it is a party with Annual Report 2010

interest. For the benefits of transparency, ability to be audited and checks and balances in operation, the Company has appointed independent individuals to serve as the Company’s independent directors and audit committee members complying with good corporate governance principles of the Stock Exchange of Thailand.

Risk from relying on major shareholders for financial assistance In the past, the Company received financial assistance from IFA HR3, which is the Company’s major shareholder. As at 31 December 2010, the Company had only Baht 3 million of accrued interest outstanding owed to IFA HR3 (at 2009 year end the loan and accrued interest amounted to Baht 551.64 million). At present, the Company does not require financial assistance from IFA HR3. Nonetheless, going forward should the Company need financial assistance; we strongly believe that IFA HR3 would provide such assistance. In the past IFA HR3 has constantly supported the Company whether in granting additional loans or extending repayment periods for principal and interest. The Company is confident it will continue to receive such good support in the future.

Risk from providing financial assistance to subsidiaries and affiliates Raimon Land has provided financial support by way of loans and guarantees to its subsidiaries and affiliates which may create a risk in terms of expenses or liabilities if those subsidiaries or affiliates fail to repay the debts. Nonetheless, the Company’s financial assistance is specifically granted to those entities which the Company has control over and manages. In order to minimize risk, the Company has strictly complied with the criteria outlined by the Stock Exchange of Thailand regarding connected transactions. That is, the Company will request the opinion of the audit committee and the approval of the Company’s board of directors and/or its shareholders’ meeting, if the matter meets the requirements set by the Stock Exchange of Thailand. Additionally, if the Company and/or its subsidiaries have any surplus liquidity, the Company and/or its subsidiaries will, by way of inter-company loans, manage to gain maximum returns and benefits to the group both directly and indirectly, given that the Company is their major shareholder.

Risk from the change of revenue recognition method At present, Raimon Land uses the Percentage of Completion Method for revenue recognition. The revenue recognition will trigger when each project has passed three tests: percentage of project area sold, percentage of collection from each customer and percentage of construction completion. When the project has passed the first two tests, the revenue to be recognized depends on the construction progress. Thai accounting standard (TAS) 18 (amended in 2009) on revenue recognition stipulates that the Company recognises revenue from sale of goods, inclusive of property developed for sales, when the Company transfers significant risks and rewards of ownership to buyer. The impact from such accounting standard amendment is that in the 2011 financial statement, there will be a reversal of revenue recognised in the past years from retained earnings. The consolidated financial statement will show an additional Baht 1,151 million in retained loss carried forward to the beginning of 2011 (single company financial statement will

Annual Report 2010

show additional Baht 106 million retained loss carried forward to the beginning of 2011) after the reversal. Nevertheless, the change in revenue recognition method does not affect the Company cash flow, operation and sales ability of condominium units developed by the Company and its subsidiaries. The Company and its subsidiaries will be able to recognise the revenue reversed from retained earnings (losses) due to accounting standard amendment once the Company and its subsidiaries have transfered significant risks and rewards to the buyer in subsequent years.

Risk from the attrition of key personnel The real estate development business relies heavily on the knowledge and capabilities of personnel. To this end, the Company has selected and employed qualified and competent employees who have a high potential for advancement. The Company well recognizes the importance of its personnel and constantly strives to increase morale and enable the personal and professional growth of its personnel through suitable levels of remuneration, benefits, and opportunities for training. As a result, the Company believes that it has minimized the risk of key personnel leaving the Company.

Risk from political environment From 2009 to 2010, there has been much political unrest domestically. Political conflict among the Thai population is affecting local customersâ&#x20AC;&#x2122; confidence in government policy and management. Safety has become a concern among foreign customers. As result, foreign investors/buyers of condominium units have receded in number. For these reasons, the Company monitors closely the political situation and may implement a business contingency plan to handle and solve issues which may arise and that may cause a business disruption in the future. The Company mitigates sales risk by focusing more on the more consistent domestic customer base.

Annual Report 2010

Financial Statements

Annual Report 2010

Report of Independent Auditor To the Shareholders of Raimon Land Public Company Limited I have audited the accompanying consolidated balance sheet of Raimon Land Public Company Limited, its subsidiaries and its jointly controlled entities as at 31 December 2010, the related consolidated statements of income, changes in shareholdersâ&#x20AC;&#x2122; equity and cash flows for the year then ended, and the separate financial statements of Raimon Land Public Company Limited for the same period. These financial statements are the responsibility of the management of the Company, its subsidiaries and its jointly controlled entities as to their correctness and the completeness of the presentation. My responsibility is to express an opinion on these financial statements based on my audit. The consolidated financial statements of Raimon Land Public Company Limited, its subsidiaries and its jointly controlled entities, and the separate financial statements of Raimon Land Public Company Limited as at 31 December 2009 and for the year then ended, as presented herein for comparative purposes, were audited in accordance with generally accepted auditing standards by another auditor of our firm who expressed an unqualified opinion on those financial statements, under his report dated 2 March 2010. I conducted my audit 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 audit provides a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Raimon Land Public Company Limited, its subsidiaries and its jointly controlled entities and of Raimon Land Public Company Limited as at 31 December 2010, the results of their operations, and cash flows for the year then ended, in accordance with generally accepted accounting principles. Without qualifying my opinion on the above financial statements, I draw attention to the matter as discussed in Note 4 to the financial statements, in respect of the change in accounting policy for accounting for income tax.

Chonlaros Suntiasvaraporn Certified Public Accountant (Thailand) No. 4523 Ernst & Young Office Limited Bangkok: 28 February 2011 Annual Report 2010

Raimon Land Public Company Limited, its subsidiaries and its jointly controlled entities

Balance sheets As at 31 December 2010 and 2009

(Unit: Baht) Consolidated financial statements Note

2010

2009

Separate financial statements 2010

2009

(Restated)

Assets Current assets Cash and cash equivalents

580,814,671

334,003,934

326,792,170

79,401,089

Restricted bank deposits

25,100,000

26,859,079

25,100,000

1,472,728

Unbilled completed work, net

1,733,456,131

1,343,079,590

312,752,676

1,343,079,590

Unbilled completed work - related parties

36,691,087

11,570,755

7,362,277

Amounts due from subsidiary and related company, net

268,441,081

110,424,835

23,861,884

1,173,787,356

Project development cost, net

6,062,429,056

5,480,477,936

3,397,493,978

1,325,677,102

Land awaiting sale, net

650,773,706

218,657,379

447,298,622

5,372,824

50,786,886

2,988,353

3,701,827

2,064,169

1,821,268

Short-term loans to subsidiaries and related company and interest receivable, net

Other current assets Advance payment to contractors Prepaid expenses Withholding tax deducted at source

65,709,184

23,901,722

36,789,492

11,325,493

Others

43,737,702

25,996,921

9,021,571

2,257,756

8,769,583,563

8,347,664,092

4,407,689,845

4,107,396,380

Total current assets Non-current assets Long-term loans to jointly controlled entities and interest receivable, net

258,465,802

939,704,059

258,465,802

1,215,978,904

Investments in subsidiaries, net

1,007,769,834

1,107,769,764

Investments in joint ventures, net

4,192,138

254,999,940

5,609,240

Property, plant and equipment, net

147,276,085

119,733,906

133,021,050

99,229,128

85,833,333

89,166,667

7,397,454

437,941,132

250,027,619

349,656,951

192,774,228

Deposits

11,328,033

8,889,636

5,018,033

2,381,636

Others

34,244,749

34,464,565

25,544,457

13,784,636

986,678,726

1,449,383,906

2,041,873,521

2,644,924,990

9,756,262,289

9,797,047,998

6,449,563,366

6,752,321,370

8, 12

Leasehold right, net Land awaiting development Deferred tax assets

Other non-current assets

Total non-current assets Total assets

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

Annual Report 2010

Raimon Land Public Company Limited, its subsidiaries and its jointly controlled entities

Balance sheets (continued) As at 31 December 2010 and 2009

(Unit: Baht) Consolidated financial statements Note

2 010

2009

Separate financial statements 2010

2009

(Restated)

Liabilities and shareholdersâ&#x20AC;&#x2122; equity Current liabilities Short-term loans from financial institutions

30,000,000

1,756,398,955

30,000,000

150,000,000

661,846,358

514,966,878

279,222,547

433,701,158

1,457,858,156

Current portion of additional purchase of investment in subsidiary payable

160,631,407

176,882,867

160,631,407

176,882,867

Amounts due to related companies

455,594

442,354

364,868

250,825

Short-term loan from subsidiary and accrued interest

228,622,855

215,617,051

3,189,190

551,641,205

3,189,190

551,641,205

Accrued expenses

259,834,133

119,980,063

53,873,029

21,900,750

Accrued corporate income tax

186,823,545

2,399,250

Trade accounts payable Current portion of long-term loans from financial institutions

Short-term loans from major shareholder and accrued interest Other current liabilities

Deposits received from sales of land

15,000,000

Deposits received from customers

906,232,643

272,468,086

757,197,608

161,013,364

Deposits received from customers related parties

200,000

2,112,800

200,000

Cash received in advance from customers

174,350,487

Retention payable

76,224,510

67,700,029

57,455,650

56,605,117

Others

75,267,716

35,541,969

65,399,431

25,969,539

2,360,705,096

5,147,743,099

1,636,156,585

3,251,440,032

Total current liabilities Non-current liabilities Long-term loans from financial institutions, net of current portion

4,539,811,184

1,803,500,000

1,817,785,566

Additional purchase of investment in subsidiary payable, net of current portion

54,721,086

153,069,382

54,721,086

153,069,382

Deferred tax liabilities

146,887,460

188,958,029

1,647,513

3,871,984

1,647,513

3,871,984

Total non-current liabilities

4,743,067,243

2,149,399,395

1,874,154,165

156,941,366

Total liabilities

7,103,772,339

7,297,142,494

3,510,310,750

3,408,381,398

Other non-current liabilities

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

Annual Report 2010

Raimon Land Public Company Limited, its subsidiaries and its jointly controlled entities

Balance sheets (continued) As at 31 December 2010 and 2009

(Unit: Baht) Consolidated financial statements Note

2010

2009

Separate financial statements 2010

2009

(Restated)

Shareholders’ equity Share capital

Registered 3,250,385,569 ordinary shares of Baht 1 each (2009: 3,312,173,403 ordinary shares of Baht 1 each)

3,250,385,569

3,312,173,403

3,250,385,569

3,312,173,403

3,250,385,569

(242,939,538)

36,131,233

Issued and paid up 3,250,385,569 ordinary shares of Baht 1 each Excess of investment in subsidiary arising as a result of additional purchase of investment in the subsidiary at a price higher than the net book value of the subsidiary at the acquisition date Retained earnings (deficits) Appropriated - statutory reserve Unappropriated

(514,894,325)

(612,403,421)

(347,264,186)

57,423,170

2,528,682,939

2,431,173,843

2,939,252,616

3,343,939,972

123,807,011

68,731,661

Total shareholders’ equity

2,652,489,950

2,499,905,504

2,939,252,616

3,343,939,972

Total liabilities and shareholders’ equity

9,756,262,289

9,797,047,998

6,449,563,366

6,752,321,370

Equity attributable to Company’s shareholders Minority interests - equity attributable to minority shareholders of subsidiaries

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

Directors

Annual Report 2010

Raimon Land Public Company Limited, its subsidiaries and its jointly controlled entities

Income statements For the years ended 31 December 2010 and 2009

Note Revenues Sales of residential condominium units Rental and service income Other income Project management fee income Marketing commission income Interest income Gain on debt settlement Gain on exchange rate Reversal of allowance for diminution in value of land awaiting sale Others Total revenues Expenses Cost of residential condominium units sold Selling expenses Administrative expenses Managementâ&#x20AC;&#x2122;s benefit expenses Other expenses Doubtful account in short-term loan to subsidiary Doubtful account in long-term loan to jointly controlled entity Loss on diminution in value of investment in subsidiaries Loss on diminution in value of investment in joint venture Reduction of interest receivable of loans to jointly controlled entities Loss on diminution in value of project cost awaiting development Total expenses Income (loss) before share of loss from

(Unit: Baht) Separate financial statements 2010 2009 (Restated)

Consolidated financial statements 2010 2009 (Restated) 3,470,831,165 4,115,057

3,098,905,951 6,576,150

726,846,068 4,115,057

1,142,194,930 3,554,504

8 8 8

11,318,832 50,305,904 33,591,199

8,012,836 142,102,852 96,496,461 15,683,119

30,728,183 180,471,155 64,329,844 33,591,199

55,409,770 151,206,268 251,424,972 15,683,119

76,026,294 75,835,588 3,722,024,039

67,514,011 3,435,291,380

65,860,130 1,105,941,636

23,952,024 1,643,425,587

2,336,110,852 374,030,313 258,874,626 38,516,000

2,296,856,786 162,457,855 643,358,896 44,443,780

519,857,346 202,702,086 217,874,748 38,516,000

951,691,272 46,520,372 345,002,331 44,443,780

11,724,000

273,776,001

335,115,578

99,999,930

9,999,930

5,099,300

93,908,942

3,101,440,733

188,904,160 3,336,021,477

1,524,797,930

1,671,433,686

620,583,306 (309,138,596)

99,269,903 (212,018,112)

(418,856,294) -

(28,008,099) -

311,444,710 (151,589,893) 159,854,817 (7,270,371) 152,584,446

(112,748,209) (164,064,939) (276,813,148) 2,961,418 (273,851,730)

(418,856,294) (142,713,785) (561,570,079) 156,882,723 (404,687,356)

(28,008,099) (108,239,081) (136,247,180) 31,172,622 (105,074,558)

97,509,096 55,075,350 152,584,446

(270,819,577) (3,032,153) (273,851,730)

(404,687,356)

(105,074,558)

0.03

(0.08)

(0.12)

(0.03)

investments in joint ventures, finance cost and corporate income tax Share of loss from investments in joint ventures Income (loss) before finance cost and corporate income tax Finance cost Income (loss) before corporate income tax Corporate income tax Net income (loss) for the year

Net income (loss) attributable to: Equity holders of the parent Minority interests of the subsidiaries

Earnings per share Basic earnings (loss) per share Net income (loss) attributable to equity holders of the parent

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

Annual Report 2010

Annual Report 2010 4

Note

3,250,385,569

3,250,385,569 3,250,385,569

3,250,385,569

250,586,918 -

(208,584,691) 208,584,691

Share discount (208,584,691)

2,999,798,651 -

Issued and paid-up share capital 2,999,798,651

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

accounting policy relating to accounting for income tax Balance as at 1 January 2010 - as restated Net income for the year Balance as at 31 December 2010

previously reported Cumulative effect of the change in

Balance as at 1 January 2010 - as

restated

liquidation in subsidiary Net loss for the year (restated) Balance as at 31 December 2009 - as

subsidiary Decrease in minority interest from

accounting policy relating to accounting for income tax Balance as at 1 January 2009 - as restated Offset share discount Dividend paid Stock dividend Cash dividend Additional purchase of investment in

reported Cumulative effect of the change in

Balance as at 1 January 2009 - as previously

For the years ended 31 December 2010 and 2009

(242,939,538) (242,939,538)

(242,939,538)

higher than the net book value of the subsidiary at the acquisition date

investment in the subsidiary at a price

36,131,233 36,131,233

36,131,233

36,131,233 -

85,114,730 (612,403,421) 97,509,096 (514,894,325)

(697,518,151)

(612,403,421)

(270,819,577)

(250,586,918) (27,843,061)

78,824,717 145,430,826 (208,584,691)

Retained earnings (deficits) Appropriated Unappropriated 36,131,233 66,606,109

Consolidated financial statements Equity attributable to the parentâ&#x20AC;&#x2122;s shareholders Excess of investment in subsidiary arising as a result of additional purchase of

Statements of changes in shareholdersâ&#x20AC;&#x2122; equity

Raimon Land Public Company Limited, its subsidiaries and its jointly controlled entities

85,114,730 2,431,173,843 97,509,096 2,528,682,939

2,346,059,113

2,431,173,843

(270,819,577)

(242,939,538)

(27,843,061)

78,824,717 2,972,776,019 -

(24,045,140) 68,731,661 55,075,350 123,807,011

68,731,661 92,776,801

(497,871) (3,032,153)

(117,744,708)

(24,536,692) 190,006,393 -

of subsidiaries 214,543,085

to minority shareholders

to the parentâ&#x20AC;&#x2122;s shareholders 2,893,951,302

equity attributable

Minority interests Total

61,069,590 2,499,905,504 152,584,446 2,652,489,950

2,499,905,504 2,438,835,914

(497,871) (273,851,730)

(360,684,246)

(27,843,061)

54,288,025 3,162,782,412 -

Total 3,108,494,387

(Unit: Baht)

Annual Report 2010

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

Balance as at 31 December 2010

relating to accounting for income tax Balance as at 1 January 2010 - as restated Net loss for the year

3,250,385,569

3,250,385,569 -

3,250,385,569

Balance as of 1 January 2010 - as previously reported

Cumulative effect of the change in accounting policy

3,250,385,569

Net loss for the year (restated) Balance as at 31 December 2009 - as restated

Cash dividend

208,584,691

(208,584,691)

2,999,798,651 -

Share discount (208,584,691)

36,131,233

36,131,233 -

36,131,233

(347,264,186)

192,774,228 57,423,170 (404,687,356)

(135,351,058)

(105,074,558) 57,423,170

(27,843,061)

(250,586,918)

(208,584,691)

649,512,398

161,601,606

Retained earnings Appropriated Unappropriated 36,131,233 487,910,792

Separate financial statements

250,586,918

Note

Issued and paid-up share capital 2,999,798,651

Stock dividend

Dividend paid

Offset share discount

Balance as at 1 January 2009 - as restated

relating to accounting for income tax

Cumulative effect of the change in accounting policy

Balance as of 1 January 2009 - as previously reported

For the years ended 31 December 2010 and 2009

Statements of changes in shareholdersâ&#x20AC;&#x2122; equity (continued)

Raimon Land Public Company Limited, its subsidiaries and its jointly controlled entities

2,939,252,616

192,774,228 3,343,939,972 (404,687,356)

3,151,165,744

(105,074,558) 3,343,939,972

(27,843,061)

3,476,857,591

161,601,606

Total 3,315,255,985

(Unit: Baht)

Raimon Land Public Company Limited, its subsidiaries and its jointly controlled entities

Cash flow statements For the years ended 31 December 2010 and 2009

(Unit: Baht) Consolidated financial statements 2010

Separate financial statements

2009

2010

2009

(Restated)

Cash flows from operating activities Net income (loss) before tax

159,854,817

(276,813,148)

(561,570,079)

(136,247,180)

25,421,761

34,356,528

15,179,800

22,375,315

(652,005)

82,157,339

(681,300)

73,730,014

(96,496,461)

(21,829,804)

(15,683,119)

(21,829,804)

(15,683,119)

(76,026,294)

1,004,022

(3,561,249)

1,004,022

(3,561,249)

Loss on steel contract cancellation

228,189,991

Doubtful account in short-term loan to subsidiary

11,724,000

273,776,001

Doubtful account in long-term loan to jointly controlled entity

335,115,578

Loss on diminution in value of investment in subsidiaries

99,999,930

9,999,930

Adjustments to reconcile net income (loss) before tax to net cash provided by (paid from) operating activities: Depreciation and amortisation Loss (gain) on disposal / written-off of plant and equipment Gain on debt settlement Unrealised gain from exchange Reversal of allowance for diminution in value of land awaiting sale (Reversal) Allowance for loss on diminution of unbilled completed work

Loss on diminution in value of investment in joint venture

5,099,300

Share of loss from investments in joint ventures

309,138,596

212,018,112

Loss on liquidation of investment in subsidiary

482,447

Decreased in minority interest from liquidation in subsidiary

(497,871)

Reduction of interest receivable of loans to jointly controlled entities

93,908,942

Loss on diminution in value of project cost awaiting development

188,904,160

(50,305,904)

(142,102,852)

(64,329,844)

(251,424,972)

Interest income Interest expenses (consist of interest expenses for operating and interest capitalised as part of project development cost) Income from operating activities before changes in operating assets and liabilities

369,236,647

384,538,067

215,035,807

168,996,822

809,750,778

595,009,497

128,656,352

142,444,009

(391,380,563)

25,317,743

1,029,322,892

(64,468,743)

(25,120,332)

15,163,749

7,362,277

19,372,227

Operating assets decrease (increase) Unbilled completed work Unbilled completed work - related parties Amounts due from subsidiary and related company Project development cost Advance payment to contractors Deposits for purchase of land Other current assets Other non-current assets

(158,016,246)

(105,027,012)

(581,951,120)

(306,132,030)

(1,209,937,192)

(227,604,957)

228,641,243

(166,916,622)

45,414,062

58,280,847

26,200,000

15,000,000

(17,027,305)

5,529,859

(7,006,716)

3,914,724

1,462,722

17,803,243

(10,806,671)

1,452,474

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

Annual Report 2010

Raimon Land Public Company Limited, its subsidiaries and its jointly controlled entities

Cash flow statements (continued) For the years ended 31 December 2010 and 2009

(Unit: Baht) Consolidated financial statements 2010

Separate financial statements

2009

2010

2009

(Restated)

Operating liabilities increase (decrease) Trade accounts payable

146,879,480

201,698,024

(154,478,611)

201,619,612

13,240

53,619

114,043

250,825

138,660,496

41,530,271

27,694,605

(15,928,606)

Amounts due to related companies Accrued expenses Deposits received from sales of land

15,000,000

631,851,757

(319,312,711)

596,384,244

130,711,881

(174,350,487)

(201,108,487)

Other current liabilities

48,250,228

4,960,123

40,280,425

17,655,137

Other non-current liabilities

(2,224,471)

(6,297,648)

(2,224,471)

(6,297,649)

813,455,666

(51,501,370)

332,758,993

171,374,769

1,892,684

891,577

128,678,414

2,333,946

(367,916,139)

(405,721,219)

(200,714,899)

(170,863,259)

19,227,154

4,517,448

6,760,036

3,786,618

(117,705,547)

(16,869,547)

(36,789,493)

(11,325,493)

348,953,818

(468,683,111)

230,693,051

(4,693,419)

1,759,079

(26,859,079)

(23,627,272)

(1,472,728)

163,560,000

(263,215,000)

Decrease (increase) in long-term loans to jointly controlled entities

576,901,800

(67,484,934)

576,901,800

(67,484,934)

Cash paid for investment in joint venture

(254,490,000)

612,218

Deposits received from customers Cash received in advance from customers

Cash flows from (used in) operating activities Cash received from interest income Cash paid for interest expenses Cash refund from withholding tax deducted at source Cash paid for corporate income tax Net cash flows from (used in) operating activities Cash flows from investing activities Decrease (increase) in restricted bank deposits Decrease (increase) in short-term loans to subsidiaries

Cash received from liquidation in subsidiary Cash received from sale of land awaiting sale

711,800,000

Acquisition of building and equipment

(50,446,876)

(8,816,338)

(49,758,697)

(6,781,344)

Cash received from sales of equipment

2,444,186

26,990,643

2,444,186

26,990,643

987,968,189

(76,169,708)

415,030,017

(311,351,145)

Net cash flows from (used in) investing activities

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

Annual Report 2010

Raimon Land Public Company Limited, its subsidiaries and its jointly controlled entities

Cash flow statements (continued) For the years ended 31 December 2010 and 2009

(Unit: Baht) Consolidated financial statements 2010

2009

Separate financial statements 2010

2009

(Restated)

Cash flows from financing activities Decrease in short-term loans from financial institutions

(1,726,398,955)

(305,166,103)

(120,000,000)

(233,171,308)

Increase (decrease) in short-term loan from subsidiaries

3,905,946

(11,405,946)

Increase (decrease) in short-term loans from major shareholder

(540,695,216)

224,860,000

(540,695,216)

224,860,000

Increase in long-term loans from financial institutions

1,278,453,028

927,936,273

359,927,410

380,436,273

(255,064,123)

(101,470,127)

(22,049,678)

(101,470,127)

(22,049,678)

(27,843,061)

(1,090,111,270)

542,673,308

(398,331,987)

310,826,280

Net increase (decrease) in cash and cash equivalents

246,810,737

(2,179,511)

247,391,081

(5,218,284)

Cash and cash equivalents at beginning of the year

334,003,934

336,183,445

79,401,089

84,619,373

Cash and cash equivalents at end of the year

580,814,671

334,003,934

326,792,170

79,401,089

Purchase of investment in subsidiary by installments

360,684,246

Stock dividend paid

250,586,918

Repayment of long-term debentures Cash paid for purchase of investment in subsidiary payable Dividend paid Net cash flows from (used in) financing activities

Supplemental disclosure of cash flows information Non-cash transactions:

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

Annual Report 2010

Raimon Land Public Company Limited, its subsidiaries and its jointly controlled entities Notes to consolidated financial statements For the years ended 31 December 2010 and 2009 1.

General information Raimon Land Public Company Limited (“the Company”) is a public company incorporated and domiciled in Thailand. Its major shareholder is IFA Hotels & Resorts 3 Ltd., a company existing under Kuwait laws. The Company is principally engaged in the property development. The registered office of the Company is at 62 The Millennia Tower, 22nd Floor, Unit 2201-3, Langsuan Road, Lumpini, Pathumwan, Bangkok. These financial statements have been prepared on the basis of facts currently known to the Company, and on estimates and assumptions currently considered appropriate. However, they could be adversely affected by an array of future events.

Basis of preparation

2.1 The financial statements have been prepared in accordance with accounting standards enunciated under the Accounting Profession Act B.E. 2547, including the early adoption of TAS 12 “Income Taxes” 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.

Annual Report 2010

2.2 Basis of consolidation a)

The consolidated financial statements include the financial statements of the Company (“the Company”) and the following subsidiary companies (“the subsidiaries”)

Company’s name

Contemporary Property Company Limited Raimon Land Planner Company Limited The River Company Limited (Formerly known as “Taksin Hotel Holding Company Limited”) and its subsidiary (Held by the Company 73.84% and indirectly held by Company Property Company Limited 11%) Raimon Land Property Company Limited Raimon Land Park View Development Company Limited Raimon Land Resorts Company Limited Wireless One Residences Company Limited

Nature of business

Property development Plan and planner administrator Property development

Dissolution and waiting for liquidation Property development Investment and service Property development

Country of incorporation

Thailand

Percentage of shareholding 2010 2009 Percent Percent 98.59 98.59

Assets as a percentage to the consolidated total assets as at 31 December 2010 2009 Percent Percent 0.07 1.21

Revenues as a percentage to the consolidated total revenues for the year ended 31 December 2010 2009 Percent Percent 10.68

Thailand

95.00

0.01

Thailand

84.84

44.81

23.36

74.01

49.88

Thailand

99.99

0.08

6.65

Thailand

99.99

0.25

20.96

Thailand

99.93

0.06

0.02

0.01

Thailand

99.99

0.01

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.

The financial statements of the subsidiaries are prepared using the same significant accounting policies as the Company.

Material balances and transactions between the Company and its subsidiaries have been eliminated from the consolidated financial statements.

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. Annual Report 2010

2.3 The separate financial statements, which present investments in subsidiaries and joint ventures under the cost method, have been prepared solely for the benefit of the public.

Adoption of new accounting standards During the current year, the Federation of Accounting Professions issued a number of revised and new accounting standards as listed below. a)

Accounting standards that are effective for fiscal years beginning on or after 1 January 2011 (except Framework for the Preparation and Presentation of Financial Statements, which is immediately effective): Framework for the Preparation Presentation of Financial Statements (revised 2009) TAS 1 (revised 2009) TAS 2 (revised 2009) TAS 7 (revised 2009) TAS 8 (revised 2009) TAS 10 (revised 2009) TAS 11 (revised 2009) TAS 16 (revised 2009) TAS 17 (revised 2009) TAS 18 (revised 2009) TAS 19 TAS 23 (revised 2009) TAS 24 (revised 2009) TAS 26 TAS 27 (revised 2009) TAS 28 (revised 2009) TAS 29 TAS 31 (revised 2009) TAS 33 (revised 2009) TAS 34 (revised 2009) TAS 36 (revised 2009) TAS 37 (revised 2009) TAS 38 (revised 2009) TAS 40 (revised 2009)

Presentation of Financial Statements Inventories Statement of Cash Flows Accounting Policies, Changes in Accounting Estimates and Errors Events after the Reporting Period Construction Contracts Property, Plant and Equipment Leases Revenue Employee Benefits Borrowing Costs Related Party Disclosures Accounting and Reporting by Retirement Benefit Plans Consolidated and Separate Financial Statements Investments in Associates Financial Reporting in Hyperinflationary Economies Interests in Joint Ventures Earnings per Share Interim Financial Reporting Impairment of Assets Provisions, Contingent Liabilities and Contingent Assets Intangible Assets Investment Property Annual Report 2010

TFRS 2 TFRS 3 (revised 2009) TFRS 5 (revised 2009) TFRS 6 TFRIC 15 TAS 12 TAS 20 (revised 2009) TAS 21 (revised 2009)

Share-Based Payment Business Combinations Non-current Assets Held for Sale and Discontinued Operations Exploration for and Evaluation of Mineral Resources Agreements for the Construction of Real Estate Income Taxes Accounting for Government Grants and Disclosure of Government Assistance The Effects of Changes in Foreign Exchange Rates

Accounting standards that are effective for fiscal years beginning on or after 1 January 2013: TAS 12 TAS 20 (revised 2009) TAS 21 (revised 2009)

Income Taxes Accounting for Government Grants and Disclosure of Government Assistance The Effects of Changes in Foreign Exchange Rates

The Company’s management believes that these accounting standards will not have any significant impact on the financial statements for the year when they are initially applied, except for the following accounting standards which management expects the impact on the financial statements in the year when they are adopted. TAS 18 (revised 2009) Revenue This accounting standard requires entities to recognise revenue from sale of goods, which includes real estate developed for sale, when significant risks and rewards are transferred to the buyer. Currently, the Company can elect to use the percentage-of-completion method in recognising revenue from real estate sales. The effect of the change in this accounting policy in 2011 will be to require an adjustment to reverse previously recognised revenues from retained earnings that will increase the beginning balance of deficits in the consolidated financial statements for 2011 by Baht 1,151 million (Separate financial statements: increase the beginning balance of deficits for 2011 by Baht 106 million). However, the Company’s management believes that the change in revenue recognition will have no impact on the Company and its subsidiaries’ cash flows, operations and ability to sell residential condominium units. The Company and its subsidiaries can recognise the revenues which are reversed from retained earnings as a result of the change when they transfer the significant risks and rewards to the buyers in the future.

Annual Report 2010

TAS 19 Employee Benefits This accounting standard requires employee benefits to be recognised as expense in the period in which the service is performed by the employee. In particular, an entity has to evaluate and make a provision for post-employment benefits or liabilities arising from other defined benefit plans using actuarial techniques. Currently, the Company accounts for such employee benefits when they are incurred. At present, the management is evaluating the impact on the financial statements in the year when this standard is adopted.

Change in accounting policy During the year 2010, the Company changed its accounting policy for accounting for income tax, whereby the Company now recognises deferred tax assets and liabilities relating to temporary differences. In this regard, the Company has restated the previous year’s financial statements, presented herein for comparative purposes, as though deferred tax were originally recorded. The cumulative effect of the accounting change has been presented under the heading of “Cumulative effect of the change in accounting policy relating to accounting for income tax” in the statements of changes in shareholders’ equity. The effect of this change in accounting policy to the balance sheets as at 31 December 2010 and 2009 and the income statements for the years then ended are as follows: (Unit: Baht) Consolidated financial statements 2010 2009

Separate financial statements 2010 2009

Balance sheets Increase in deferred tax assets

437,941,132

250,027,619

349,656,951

192,774,228

Increase in deferred tax liabilities

146,887,460

188,958,029

Increase in retained earnings (or decrease in deficits)

291,053,672

61,069,590

349,656,951

192,774,228

(229,984,082)

(6,781,564)

(156,882,723)

(31,172,622)

229,984,082

6,781,564

156,882,723

31,172,622

0.071

0.002

0.048

0.010

Income statements Decrease in corporate income tax Increase in net income (or decrease in net loss) Increase in basic earnings per share (or decrease in basis loss per share)

Annual Report 2010

Significant accounting policies

5.1 Revenue recognition Sales of residential condominium units Sales of residential condominium units are recognised as revenue when contracts to purchase and sell of not less than 40 percent of the area opened for sales have been executed and initial payments have been received up to a certain level. The minimum initial payment to be received is set not less than 20 percent of their selling price. Revenue from sales of residential condominium units is recognised on a percentage of completion method. The percentage of completion measured by the proportion of actual development costs incurred up to the end of the period and the total anticipated development cost to be incurred to completion, excluding the cost of land. The excess of revenue which is over collection, are recorded as “Unbilled completed work” in the balance sheet and the excess of collection which is over revenue, are recorded as “Cash received in advance from customers” in balance sheet. The Company and its subsidiaries will cease revenue recognition for residential condominium unit with contract to purchase and sell which receivable outstanding for more than three installments. Rental and service income Rental and related services income of units in office buildings and residential buildings are recognised on an accrual basis. Interest income Interest income is recognised on an accrual basis based on the effective interest rate. 5.2 Cost of residential condominium units sold In determining the cost of residential condominium units sold, the anticipated total development costs (after recognising the cost incurred to date) are attributed to units already sold on the basis of the sale value and then recognised as cost in the income statement according to the percentage of completion basis. 5.3 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. 5.4 Trade accounts receivable and allowance for doubtful debts Trade accounts receivable are stated at the net realisable value. Allowance for doubtful accounts is provided for receivable outstanding for more than three installments or 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.

Annual Report 2010

5.5 Project development cost Project development cost is stated at cost less allowance for loss on diminution in value of projects. The details of cost calculation are as follows: Land

- The Company and its subsidiaries record cost of land separately for each project.

Construction in progress

- Construction in progress consists of the cost of design, cost of construction, public utility costs and interest capitalised to cost of projects. The Company and its subsidiaries record cost of design, construction and public utilities based on the actual cost incurred.

5.6 Borrowing costs Borrowing costs directly attributable to the acquisition, construction of the projects that necessarily takes a substantial period of time to get ready for its intended sale are capitalised as part of the cost of the respective projects and will be ceased when the projects are completed or when the construction is suspended until active development resumes. All other borrowing costs are expensed in the period they are incurred. Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds. 5.7 Investments a)

Investments in joint ventures are accounted for in the consolidated financial statements using the equity method.

Investments in subsidiaries and joint ventures are accounted for in the separate financial statements using the cost method.

5.8 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. Depreciation of buildings and equipment is calculated by reference to their costs on a straight-line basis over the following estimated useful lives: Buildings and building improvement Temporary show building Furniture, fixtures and office equipment Motor vehicles

20 years 3 years 3, 5 years 5 years

Depreciation is included in determining income. No depreciation is provided on land and land improvement. An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on disposal Annual Report 2010

of an asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the income statement when the asset is derecognised. 5.9 Leasehold right and amortisation Leasehold right is stated at cost less accumulated amortisation. Amortisation of leasehold right is calculated by reference to its cost on a straight-line basis over the leasehold period. 5.10 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, key management personnel, directors and officers with authority in the planning and direction of the Companyâ&#x20AC;&#x2122;s operations. 5.11 Impairment of assets At each reporting date, the Company performs impairment reviews in respect of the property, plant and equipment and other assets whenever events or changes in circumstances indicate that an asset may be impaired. 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 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. 5.12 Foreign currencies Transactions in foreign currencies 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. 5.13 Employee benefits Salaries, wages, bonuses and contributions to the social security fund and provident fund are recognised as expenses when incurred.

Annual Report 2010

5.14 Income tax Income tax expense represents the sum of corporate income tax currently payable and deferred tax. Current tax Current income tax is provided in the accounts at the amount expected to be paid to the taxation authorities, based on taxable profits determined in accordance with tax legislation. Deferred Tax Deferred tax is calculated based on temporary differences at the balance sheet date between the tax bases of assets and liabilities and their carrying amounts, by using the enacted tax rate at the balance sheet date. The Company and its subsidiaries recognise deferred tax liabilities for all taxable temporary differences while recognising deferred tax assets for all deductible temporary differences and tax losses carried forward to the extent that it is probable that future taxable profit will be available against which such deductible temporary differences and tax losses carried forward can be utilised. At each balance sheet date, the Company and its subsidiaries review and reduce the carrying amount of deferred tax assets to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised.

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 from these estimates. Significant judgments and estimates are as follows: 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 Companyâ&#x20AC;&#x2122;s plant and equipment and to review estimates of useful lives and salvage values when there are any changes. In addition, the management is required to review property, plant and equipment for impairment on a periodical basis and record impairment losses in the period when it is determined that their recoverable amount is lower than the carrying amount. This requires judgments regarding forecast of future revenues and expenses relating to the assets subject to the review.

Annual Report 2010

Deferred tax assets Deferred tax assets are recognised in respect of temporary differences only to the extent that it is probable that taxable profit will be available against which these differences can be utilised. Significant management judgment is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and level of estimated future profits. Project development costs estimation In recognising revenue from real estate sales, the Company and its subsidiaries need to estimate all project development costs, including land costs, land improvement costs, design costs, construction costs, and borrowing costs for construction. The management estimates these costs based on their business experience and revisit the estimation on a periodical basis or when the actual costs incurred significantly vary from the estimation.

Unbilled completed work (Unit: Baht) Consolidated financial statements

Separate financial statements

2010

2009

2010

2009

12,797,455,414

12,427,463,137

3,839,581,575

4,274,858,635

4,637,860,678

2,191,159,830

3,643,009,088

812,772,400

Estimated future sale value of projects already open for sale

12,350,247,124

6,819,150,307

7,352,972,553

1,127,368,965

Estimated total selling price of projects already open for sale â&#x20AC;&#x201C; total contract price

29,785,563,216

21,437,773,274

14,835,563,216

6,215,000,000

8,890,449,296

4,196,359,452

3,824,547,075

3,923,586,178

Value of contracts under which recognition of sales has commenced Value of sales not meeting criteria for revenue recognition

Unbilled completed work Revenue recognised Less: Collection

(7,155,989,143) (2,853,279,862) (3,510,790,377) (2,580,506,588) 1,734,460,153

1,343,079,590

313,756,698

1,343,079,590

(1,004,022)

1,733,456,131

1,343,079,590

312,752,676

1,343,079,590

Revenue recognised

111,437,580

52,635,893

15,034,500

13,499,477

Less: Collection

(74,746,493)

(41,065,138)

(15,034,500)

(6,137,200)

36,691,087

11,570,755

7,362,277

Collection

2,553,534,276

Less: Revenue recognised

- (2,379,183,789)

Less: Allowance for loss on diminution of unbilled completed work Net

Unbilled completed work â&#x20AC;&#x201C; related parties

Cash received in advance from customers

Annual Report 2010

174,350,487

(Unit: Baht) Consolidated financial statements 2010

Separate financial statements

2009

2010

2009

Sales value of projects for which contracts have been prepared in proportion to total sales value of project Estimated future sales value of projects already open for sale

12,350,247,124

6,819,150,307

7,352,972,553

1,127,368,965

Add: Value of project which has been sold

17,435,316,092

14,618,622,967

7,482,590,663

5,087,631,035

29,785,563,216

21,437,773,274

14,835,563,216

6,215,000,000

58.54%

68.19%

50.44%

81.86%

Estimated total selling price of projects already open for sale - total contract price Proportion of sales value/project value

As at 31 December 2010, the Company and a subsidiary ceased revenue recognition for 4 residential condominium units with contract values of Baht 116.2 million (31 December 2009: 1 residential condominium unit, Baht 8.3 million). As at 31 December 2010, the Company and a subsidiary have residential condominium units’ sales agreements with two major buyers (1 local buyer and 1 foreign buyer), amounting to Baht 1,360 million (separate financial statements: Baht 667 million) and received deposits of Baht 329 million (separate financial statements: Baht 209 million), which are recorded as “Deposits received from customers” in the balance sheets. These agreements appoint the Company to help the buyers sell on their units at an agreed price and grant the buyers an option to sell some units to the Company’s major shareholder. The sales value of these agreements was included in this note under the caption of “Value of sales not meeting criteria for revenue recognition” because these sales agreements do not yet meet the criteria for revenue

Related party transactions During the years, the Company and its subsidiaries had significant business transactions with related parties. Such transactions, which are summarised below, arose in the ordinary course of business and were concluded on commercial terms and bases agreed upon between the Company and those related parties. (Unit: Million Baht) Consolidated

Separate

financial statements

2010

2009

2010

Transfer Pricing Policy

2009

Transactions with subsidiaries (Eliminated from the consolidated financial statements) Project management fee income

30.7

55.4 As stipulated in agreements

Marketing commission income

169.2

143.3 At prices charged to the third parties

Interest income

15.6

Interest expense (Baht 43.9 million was capitalised as part of project development cost during the current year)

53.0

109.9 Interest rate of 5-10% per annum (2009: 8% and 10% per annum) 18.1 Interest rate of 5% and 10% per annum

Annual Report 2010

(Unit: Million Baht) Consolidated

Separate

financial statements

2010

2009

2010

Transfer Pricing Policy

2009

Transactions with jointly controlled entities Interest income

48.4

141.2

48.4

141.2 Interest rate of 7.5% per annum (2009: 15% per annum)

28.4

21.0

- Similar to market price

Service fee expenses

3.4

4.1

2.4

1.8 Similar to market price

Marketing commission expense

0.3

- At prices charged to the third parties

40.7

64.8

40.7

64.8 Interest rate of 10% and 15% per annum

23.5

18.8

1.5

0.2

Transactions with related companies (Related by the way of common directors) Sales of residential condominium units

Transactions with major shareholder Interest expenses Transactions with directors and employees Sales of residential condominium units Transfer fee of the agreement to sell and to purchase residential condominium units

4.7 Similar to market price - At prices charged to the third parties

As at 31 December 2010 and 2009, the balances of the accounts between the Company and those related parties are as follows : (Unit: Baht) Consolidated financial statements 2010 2009 Amounts due from subsidiary and related company Subsidiary - Taksin Properties Company Limited Related company - Cha-am Campus City Company Limited Less: Allowance for doubtful debts Net Short-term loans to subsidiaries and related company and interest receivable Subsidiaries - Raimon Land Property Company Limited Loans Interest receivable - Raimon Land Park View Development Company Limited Loans Interest receivable

Annual Report 2010

Separate financial statements 2010 2009

268,441,081

110,424,835

19,200,000 (19,200,000) -

19,200,000 (19,200,000) 268,441,081

19,200,000 (19,200,000) 110,424,835

285,500,000 -

529,500,000 128,177,253

16,700,000 342,539

687,187,375 100,505,754

(Unit: Baht) Consolidated financial statements 2010 2009 - Raimon Land Resorts Company Limited Loans Interest receivable Related company - Cha-am Campus City Company Limited Loans Interest receivable Less: Allowance for doubtful debts Net Long-term loans to jointly controlled entities and interest receivable - Raimon Land Development Company Limited Loans Interest receivable - Raimon Land Residences Company Limited Loans Interest receivable Total Less: Allowance for doubtful debts Net Less: Provision for loss on investment in joint ventures (Note 12) Net Amounts due to related companies - IFA Hotels & Resorts 3 Ltd - The Siam Administrative Management Company Limited

Short-term loan from subsidiary and accrued interest - Contemporary Property Company Limited Loans Accrued interest

Short-term loans from major shareholder and accrued interest - IFA Hotels & Resorts 3 Ltd. Loans Accrued interest

Deposits received from customers - related parties - Directors and employees - Offshore Company Limited

427,318,741 401,996,061 829,314,802 (829,314,802) -

Separate financial statements 2010 2009 6,620,000 199,346

2,180,000 12,975

427,318,741 427,318,741 401,996,061 401,996,061 829,314,802 1,138,676,687 (829,314,802) (1,114,814,803) 23,861,884

427,318,741 401,996,061 2,276,878,159 (1,103,090,803) 1,173,787,356

150,195,000 96,306,202

334,560,000 101,856,696

150,195,000 96,306,202

334,560,000 101,856,696

259,229,634 87,850,544 593,581,380 593,581,380

651,766,434 127,795,774 1,215,978,904 1,215,978,904

259,229,634 87,850,544 593,581,380 (335,115,578) 258,465,802

651,766,434 127,795,774 1,215,978,904 1,215,978,904

(335,115,578) 258,465,802

(276,274,845) 939,704,059

258,465,802

1,215,978,904

275,310

180,284 455,594

442,354 442,354

89,558 364,868

250,825 250,825

182,500,000 46,122,855 228,622,855

178,594,054 37,022,997 215,617,051

3,189,190 3,189,190

540,695,216 10,945,989 551,641,205

3,189,190 3,189,190

540,695,216 10,945,989 551,641,205

200,000 200,000

2,112,800 2,112,800

200,000 200,000

Annual Report 2010

During 2010, the movement of loans to subsidiaries, jointly controlled entities and related companies and related interest receivable, and loans from subsidiaries and the major shareholder and related accrued interest are as follows: (Unit: Baht) Consolidated financial statements 2009

Increase

Decrease

2010

Short-term loans to subsidiaries and related company and interest receivable Related company - Cha-am Campus City Company Limited Loans

427,318,741

Interest receivable

401,996,061

829,314,802

(829,314,802)

150,195,000

Less: Allowance for doubtful debts Net Long-term loans to jointly controlled entities and interest receivable - Raimon Land Development Company Limited Loans

334,560,000

34,935,000 (219,300,000)

Interest receivable

101,856,696

24,460,561

(30,011,055)

96,306,202

Loans

651,766,434

22,322,700 (414,859,500)

259,229,634

Interest receivable

127,795,774

23,952,657

- Raimon Land Residences Company Limited

1,215,978,904

(63,897,887)

87,850,544

105,670,918 (728,068,442)

593,581,380

Less: Provision for loss on investment in joint ventures (Note 12) Net

(276,274,845) (58,840,733)

(335,115,578)

939,704,059

46,830,185 (728,068,442)

258,465,802

540,695,216

- (540,695,216)

Short-term loans from the major shareholder and accrued interest - IFA Hotels & Resorts 3 Ltd. Loans Accrued interest

10,945,989 551,641,205

Annual Report 2010

40,716,819

(48,473,618)

3,189,190

40,716,819 (589,168,834)

3,189,190

(Unit: Baht) 2009 Short-term loans to subsidiaries and related company and interest receivable Subsidiaries - Raimon Land Property Company Limited Loans Interest receivable - Raimon Land Park View Development Company Limited Loans Interest receivable - Raimon Land Resorts Company Limited Loans Interest receivable Related company - Cha-am Campus City Company Limited Loans Interest receivable Less: Allowance for doubtful debts Net Long-term loans to jointly controlled entities and interest receivable - Raimon Land Development Company Limited Loans Interest receivable - Raimon Land Residences Company Limited Loans Interest receivable Less: Allowance for doubtful debts Net

Separate financial statements Increase Decrease

2010

529,500,000 128,177,253

10,500,000 -

(254,500,000) (128,177,253)

285,500,000 -

687,187,375 100,505,754

76,000,000 15,229,095

(746,487,375) (115,392,310)

16,700,000 342,539

2,180,000 12,975

5,800,000 353,390

(1,360,000) (167,019)

6,620,000 199,346

427,318,741 401,996,061 2,276,878,159 (1,103,090,803) 1,173,787,356

334,560,000 101,856,696

427,318,741 401,996,061 107,882,485 (1,246,083,957) 1,138,676,687 (11,724,000) - (1,114,814,803) 96,158,485 (1,246,083,957) 23,861,884

34,935,000 24,460,561

(219,300,000) (30,011,055)

150,195,000 96,306,202

651,766,434 22,322,700 127,795,774 23,952,657 1,215,978,904 105,670,918 - (335,115,578) 1,215,978,904 (229,444,660)

(414,859,500) (63,897,887) (728,068,442) (728,068,442)

259,229,634 87,850,544 593,581,380 (335,115,578) 258,465,802

Annual Report 2010

(Unit: Baht) 2009 Short-term loan from subsidiary and accrued interest - Contemporary Property Company Limited Loan Accrued interest

Separate financial statements Increase Decrease

2010

178,594,054 37,022,997 215,617,051

5,000,000 9,099,858 14,099,858

(1,094,054) (1,094,054)

182,500,000 46,122,855 228,622,855

Short-term loans from major shareholder and accrued interest - IFA Hotels & Resorts 3 Ltd. Loans 540,695,216 Accrued interest 10,945,989 551,641,205

40,716,819 40,716,819

(540,695,216) (48,473,618) (589,168,834)

3,189,190 3,189,190

Directors and managementâ&#x20AC;&#x2122;s remuneration In 2010 the Company had salaries, meeting allowances and gratuities of their directors and management recognised as expenses totaling Baht 38.5 million (2009: Baht 44.4 million). Guarantee obligations with related parties The Company and a subsidiary have outstanding guarantee obligations with their related parties, as described in notes 17 and 23.3 to the financial statements. Short-term loans to subsidiaries and interest receivable The Company entered into loan agreements to grant loans to Raimon Land Property Company Limited, Raimon Land Park View Development Company Limited and Raimon Land Resorts Company Limited. These are unsecured loans carrying interest at rates of 5-10 percent per annum and loans repayment is due at call. The Company has recorded full allowance for doubtful accounts for the short-term loan to and interest receivable from Raimon Land Property Company Limited.

Annual Report 2010

Long-term loans to jointly controlled entities and interest receivable The Company entered into loan agreements to grant loans to Raimon Land Development Company Limited and Raimon Land Residences Company Limited. These are unsecured loans carrying interest at a rate of 15 percent per annum and loans repayment is due within 10 August 2012. On 14 May 2010, a meeting of the Companyâ&#x20AC;&#x2122;s Board of Directors No.4/2010 passed resolutions granting approval to reduce the interest rate charged from the loans to Raimon Land Development Company Limited and Raimon Land Residences Company Limited, from 15 percent per annum to 7.5 percent per annum, effective from the date of the loan agreements (August 2008). As a result of the interest rate reduction, the Company adjusted interest receivable, decreasing it by Baht 93.9 million and recording it as â&#x20AC;&#x153;Reduction of interest receivable of loans to jointly controlled entitiesâ&#x20AC;? in the income statements for the year ended 31 December 2010. During the current year, the Company has recorded allowance for doubtful accounts for the long-term loans to and interest receivable from Raimon Land Residences Company Limited amounting to Baht 335.1 million. Short-term loan from subsidiary and accrued interest The Company entered into a loan agreement with Contemporary Property Company Limited. This is an unsecured loan carrying interest at a rate of 5 percent per annum and loan repayment is due at call. Short-term loans from major shareholder and accrued interest The Company entered into loan agreements with IFA Hotels & Resorts 3 Ltd., which is a major shareholder of the Company. The loans, which were to be used for working capital of the Company, were unsecured and carried interest at rates of 10 percent and 15 percent per annum, with withholding tax on the interest payments payable by the Company. Loan repayment was due on 1 February 2011. During the current year, the Company fully paid the short-term loans from the major shareholder and the remaining balance is accrued interest amounting to Baht 3 million.

Annual Report 2010

9. Cash and cash equivalents (Unit: Baht) Consolidated financial statements 2010 Cash

2009

Separate financial statements 2010

2009

263,000

459,145

240,000

225,000

Bank deposits

580,551,671

333,544,789

326,552,170

79,176,089

Total

580,814,671

334,003,934

326,792,170

79,401,089

As at 31 December 2010, bank deposits in saving accounts and fixed deposits carried interest at the rate of 0.25 percent per annum (2009: 0.25 percent per annum).

10. Project development cost (Unit: Baht) Consolidated financial statements 2010

2009

Separate financial statements 2010

2009

Land and construction under development

8,290,198,383

8,898,720,900

2,290,946,261

3,220,710,578

Developed land and construction

4,422,564,816

1,830,779,142

4,417,720,566

888,498,878

Total

12,712,763,199 10,729,500,042

6,708,666,827

4,109,209,456

Less: Accumulated costs transferred to cost of sales

(6,638,964,961) (5,237,652,924) (3,299,803,667) (2,772,163,172)

Less: Allowance for loss on diminution in value of project Project development cost, net

6,073,798,238

5,491,847,118

3,408,863,160

1,337,046,284

(11,369,182)

6,062,429,056

5,480,477,936

3,397,493,978

1,325,677,102

During 2010 and 2009, the Company and its subsidiaries capitalised interest of approximately Baht 235.2 million and Baht 268.3 million, respectively (separate financial statements: Baht 74.5 million and Baht 77.5 million, respectively) as part of project development cost. The capitalisation rate on project development cost is approximately 6.97 percent per annum. On 18 March 2010, the Company purchased a project land from Raimon Land Park View Development Company Limited (the subsidiary) at a price of Baht 2,115.5 million, similar

Annual Report 2010

to the value appraised by an independent appraiser, for the development as the Company’s residential condominium project. The Company and the subsidiary agreed to settle a part of the purchase price against short-term loans to the subsidiary totaling Baht 746.5 million and related interest receivable of Baht 115.4 million. The remaining balance of Baht 1,253.6 million was recorded as a short-term loan from the subsidiary and charged interest at a rate of 10 percent per annum. Consequently, on 4 August 2010, the Company made full payment of this short-term loan with interest to the subsidiary. The Company and its subsidiaries have mortgaged their land and construction thereon with banks and financial institutions to secure the Company’s and its subsidiaries’ loans from these banks and financial institutions.

11. Investments in subsidiaries Details of investments in subsidiaries as presented in separate financial statements are as follows: (Unit: Baht) Company’s name

Shareholding percentage

Paid-up capital 2010

2009

2010

2009

Cost 2010

2009

(%)

200,000,000

98.59

196,126,033

Raimon Land Planner Company Limited

2,000,000

95.00

1,900,000

Raimon Land Property Company Limited

10,000,000

99.99

9,999,930

100,000,000

99.99

99,999,930

1,232,030,000

84.84

806,994,051

250,000

99.93

249,825

2,500,000

99.99

Contemporary Property Company Limited

Raimon Land Park View Development Company Limited The River Company Limited (Formerly known as “Taksin Hotel Holding Company Limited”) and its subsidiary (Held by the Company 73.84% and indirectly held by Contemporary Property Company Limited 11%) Raimon Land Resorts Company Limited Wireless One Residences Company Limited Total

2,499,925

1,117,769,694

Less: Allowance for loss on diminution in value of investments in subsidiaries

(109,999,860)

(9,999,930)

Investments in subsidiaries, net

1,007,769,834

1,107,769,764

The Company pledged the ordinary shares of The River Company Limited (Formerly known as “Taksin Hotel Holding Company Limited”) as collateral of a subsidiary’s longterm loans from banks. On 23 December 2010, the Extraordinary General Meeting No.1/2010 of the Company’s shareholders passed resolutions granting approval for the purchase of 1,848,005 ordinary Annual Report 2010

shares with a par value of Baht 100 each of The River Company Limited, representing a 15 percent shareholding, for a price of Baht 170.45 per share, or a total of Baht 315 million. Currently, the Company is in the process of purchasing these shares.

Raimon Land Park View Development Company Limited During the first quarter of 2010, the Company recorded the allowance for loss on diminution in value of investment in Raimon Land Park View Development Company Limited (subsidiary) totaling Baht 100 million, because the subsidiary had sold its project land to Raimon Land Public Company Limited, as mentioned in Note 10 to the financial statements, and ceased its operations.

The River Company Limited On 14 September 2007, the Company entered into an option agreement to a foreign company to sell 25 percent of the total shares of The River Company Limited (the subsidiary) to the Company at the price of USD 10 million, which is the same price that such foreign company purchased from a former shareholder of the subsidiary, plus financial costs incurred during the shareholding period at the rate of 15 percent per annum. The exercise period of such option ran from 14 June 2008 to 13 September 2009. On 29 April 2009, the 2009 Annual General Meeting of the Company’s Shareholders passed resolutions granting approval for the Company and/or the Company’s subsidiary to purchase 25 percent of the total shares of The River Company Limited. Subsequently, on 22 May 2009, the Company purchased an additional 3,080,050 ordinary shares of this subsidiary, for a price of USD 10.5 million, through payment by quarterly installment since May 2009 to May 2011. As a result of additional purchase of shares, the Company increased its investment approximately Baht 360.7 million and its shareholding increased from 48.84 percent to 73.84 percent of the subsidiary’s registered share capital. The excess of the acquisition price over the attributable net book value of this subsidiary at acquisition date, amounting to Baht 242.9 million, was therefore recorded in shareholders’ equity under the caption of “Excess of investment in subsidiary arising as a result of additional purchase of investment in the subsidiary at a price higher than the net book value of the subsidiary at the acquisition date”. On 14 November 2010, the Company entered into an agreement to extend the repayment schedule to May 2012. As at 31 December 2010, the balance of additional purchase of investment in subsidiary payable amounted USD 7.1 million.

Raimon Land Property Company Limited On 11 October 2010, the Extraordinary General Meeting of shareholders of Raimon Land Property Company Limited (subsidiary) passed a special resolution to dissolve the company, and the subsidiary registered its dissolution with the Ministry of Commerce on 20 October 2010 and is in the process of liquidation. The Company fully recorded the allowance for loss on diminution in value of investment in Raimon Land Property Company Limited. During 2010, the Company fully recorded allowance for loss on diminution in value

Annual Report 2010

Nature of business

Total

Raimon Land Residences Company Limited and its subsidiary Raimon Land Development Company Limited

Jointly controlled entities

Thailand

Property development

incorporation

Country of

Property development

Nature of business

Raimon Land Residences Property Company Limited and its subsidiary development Raimon Land Development Company Property Limited development Total Presented as: - Investments in joint ventures - Provision for loss on investments in joint ventures presented net in long-term loans to jointly control entities (Note 8)

Jointly controlled entities

51.0

254,999,940 260,099,240

51.0

254,999,940 260,099,240

5,099,300

2010

Cost

509,940 5,609,240

5,099,300

2009

(5,099,300)

(Unit: Baht)

254,999,940 254,999,940

509,940 5,609,240

5,099,300

Carrying amounts based on cost method â&#x20AC;&#x201C; net 2010 2009

(Unit: Baht)

(335,115,578) (276,274,845)

4,192,138

509,940 4,192,138 (211,572,773) 5,609,240 (330,923,440) (276,274,845)

(64,702,072)

Carrying amounts based on equity method 2010 2009

5,099,300 (335,115,578)

2009

Allowance for impairment of investment 2010 2009

Separate financial statements

Cost

5,099,300

2010

51.0

Shareholding percentage 2010 2009 (%) (%)

51.0

Shareholding percentage 2010 2009 (%) (%)

Thailand

Country of incorporation

Consolidated financial statements

Investments in joint ventures represent investments in entities which are jointly controlled by the Company and affiliated companies of IFA Hotels & Resort 3 Ltd according to the shareholder agreements. Details of these investments are as follows:

12.1 Details of investments in joint ventures:

12. Investments in joint ventures/Provision for loss on investments in joint ventures

of investment in Raimon Land Residences Company Limited in its separate financial statements. On 11 November 2010, the Extraordinary General Meeting of Raimon Land Development Company Limitedâ&#x20AC;&#x2122;s shareholders approved an increase in its registered share capital from Baht 1 million to Baht 500 million through the issuance of 49,900,000 ordinary shares with a par value of Baht 10 per share. The additional ordinary shares are to be allocated and offered to the existing shareholders in proportion of their existing shareholding. Consequently, on 19 November 2010, the Company invested in 25,449,000 additional ordinary shares of Raimon Land Development Company Limited at a purchase price of Baht 10 each, for a total of Baht 254.5 million. This represented 51 percent of the additional ordinary shares issued. Raimon Land Development Company Limited registered the increase in its paid-up share capital with the Ministry of Commerce on 29 November 2010. The Company pledged the ordinary shares of Raimon Land Development Company Limited as collateral of the jointly controlled entityâ&#x20AC;&#x2122;s loan. 12.2 Share of loss During the year, the Company recognised its share of net loss from investments in joint ventures in consolidated financial statements as follows. (Unit: Baht) Consolidated financial statements Jointly controlled entities

Share of loss from investments in joint ventures during the year 2010

Raimon Land Residences Company Limited and its subsidiary Raimon Land Development Company Limited Total

2009

(270,413,507)

(61,074,820)

(38,725,089)

(150,943,292)

(309,138,596)

(212,018,112)

12.3 Summarised financial information of jointly controlled entities a)

Raimon Land Residences Company Limited and its subsidiary (Ploenchit Residences Company Limited) The Companyâ&#x20AC;&#x2122;s proportionate shares of the assets, liabilities, revenue and expenses of Raimon Land Residences Company Limited and its subsidiary, according to proportion under joint venture agreement, is as follows:

Annual Report 2010

(Unit: Baht) As at 31 December 2010 Current assets

2009

13,199,671

1,315,800,800

1,332,825

13,199,671

1,317,133,625

Current liabilities

(348,315,249)

(1,381,835,697)

Net assets

(335,115,578)

(64,702,072)

Non-current assets

(Unit: Baht) For the years ended 31 December 2010 Other income Administrative expenses Finance cost Net loss

2009

15,963,840

32,465

(236,653,816)

(683,555)

(49,723,531)

(60,423,730)

(270,413,507)

(61,074,820)

In July 2010, the jointly controlled entity sold its land to an unrelated company and incurred loss from the land sale in its income statement of the jointly controlled entity for the year ended 31 December 2010. The Company recognised share of loss from investments in joint ventures, as a result of this transaction in proportion to its interest in this entity, in the current year. b)

Raimon Land Development Company Limited The Companyâ&#x20AC;&#x2122;s proportionate shares of the assets, liabilities, revenue and expenses of Raimon Land Development Company Limited, according to proportion under joint venture agreement, is as follows:

(Unit: Baht) As at 31 December 2010

2009

Current assets

295,635,718

391,889,232

Non-current assets

102,537,563

3,775,647

398,173,281

395,664,879

Current liabilities

(24,439,001)

(462,329,830)

Non-current liabilities

(369,542,142)

(144,907,822)

(393,981,143)

(607,237,652)

4,192,138

(211,572,773)

Net assets

Annual Report 2010

(Unit: Baht) For the years ended 31 December 2010

2009

5,978,015

37,275,613

Selling expenses

(3,911,465)

(12,005,228)

Administrative expenses

(6,810,335)

(14,849,707)

(160,342,798)

Finance cost

(33,981,304)

(1,021,172)

Net loss

(38,725,089)

(150,943,292)

Other income

Loss on diminution in value of project cost development

Raimon Land Development Company Limited has mortgaged its project land and construction thereon as collateral for its loans obtained from a bank.

13. Land awaiting sale In the fourth quarter of the year 2009, Raimon Land Property Company Limited (the subsidiary) entered into the land sale agreement amounting to Baht 726.8 million and received the deposit for land sale amounting to Baht 15.0 million. The subsidiaryâ&#x20AC;&#x2122;s management considered that the recoverable amount was less than the carrying amount, therefore reserved allowance for loss on diminution in value of land awaiting sale totaling Baht 188.9 million and recorded this loss in the income statement for the year ended 31 December 2009. On 29 January 2010, the subsidiary received the remaining balance for land sale according to the land sale agreement and transferred the ownership of the land to the buyers.

14. Property, plant and equipment

(Unit: Baht) Consolidated financial statements Land and capital improvement

Building and building improvement

Furniture and fixtures

Office equipment

Motor vehicles

Total

Cost: 31 December 2009

33,959,764

79,849,324

58,356,014

19,671,191

30,340,337

222,176,630

Additions

41,401,906

7,241,547

1,803,423

50,446,876

Disposals

(3,089,640)

(439,068)

(3,528,708)

Written-off

(57,788)

(333,227)

(391,015)

33,959,764

121,251,230

62,507,921

20,977,758

30,007,110

268,703,783

31 December 2009

29,053,050

29,679,889

12,177,931

13,337,086

84,247,956

Depreciation for the year

2,421,522

10,587,390

2,888,206

5,215,398

21,112,516

Depreciation on disposals

(1,548,121)

(217,701)

(1,765,822)

Depreciation on written-off

(28,493)

(333,227)

(361,720)

31 December 2010

31,474,572

38,719,158

14,819,943

18,219,257

103,232,930

31 December 2010 Accumulated depreciation:

Annual Report 2010

(Unit: Baht) Consolidated financial statements Land and capital improvement

Building and building improvement

Furniture and fixtures

Office equipment

Motor vehicles

Total

Allowance for impairment loss: 31 December 2009

13,287,752

4,907,016

18,194,768

31 December 2010

13,287,752

4,907,016

18,194,768

31 December 2009

20,672,012

45,889,258

28,676,125

7,493,260

17,003,251

119,733,906

31 December 2010

20,672,012

84,869,642

23,788,763

6,157,815

11,787,853

147,276,085

Net book value:

Depreciation for the year: 2009 (all included in administrative expenses)

30,060,721

2010 (all included in administrative expenses)

21,112,516 (Unit: Baht) Separate financial statements

Land and capital improvement

Building and building improvement

Furniture and fixtures

Office equipment

Motor vehicles

Total

Cost: 31 December 2009

33,959,764

79,849,324

40,295,199

14,115,306

19,539,820

187,759,413

Additions

41,401,906

6,835,297

1,521,494

49,758,697

Disposals

(3,089,640)

(439,068)

(3,528,708)

33,959,764

121,251,230

44,040,856

15,197,732

19,539,820

233,989,402

31 December 2009

29,053,050

22,323,263

9,970,665

8,988,539

70,335,517

Depreciation for the year

2,421,522

6,887,120

1,773,307

3,121,940

14,203,889

Depreciation on disposals

(1,549,184)

(216,638)

(1,765,822)

31 December 2010

31,474,572

27,661,199

11,527,334

12,110,479

82,773,584

31 December 2009

13,287,752

4,907,016

18,194,768

31 December 2010

13,287,752

4,907,016

18,194,768

31 December 2009

20,672,012

45,889,258

17,971,936

4,144,641

10,551,281

99,229,128

31 December 2010

20,672,012

84,869,642

16,379,657

3,670,398

7,429,341

133,021,050

31 December 2010 Accumulated depreciation:

Allowance for impairment loss:

Net book value:

Depreciation for the year: 2009 (all included in administrative expenses)

21,412,841

2010 (all included in administrative expenses)

14,203,889

As at 31 December 2010, certain equipment and motor vehicle items of the Company and its subsidiaries have been fully depreciated but are still in use. The gross carrying amount before deducting accumulated depreciation of those assets amounted to approximately Baht 29.7 million (Separate financial statements: Baht 28.6 million). Annual Report 2010

The Company has mortgaged its land and building with a total net book value as at 31 December 2010 of Baht 39.7 million (31 December 2009: Baht 41.4 million) to secure the Companyâ&#x20AC;&#x2122;s short-term loans obtained from a financial institution.

15. Income tax Income tax expenses for the years ended 31 December 2010 and 2009 are made up as follows: Consolidated financial statements 2010 Current income tax: Current income tax for the year Deferred tax: Net increase in deferred tax on temporary differences Income tax expenses (Reversal) reported in the income statements

237,254,453

2009 (Restated) 3,820,147

(Unit: Baht) Separate financial statements 2010

2009 (Restated) -

(229,984,082)

(6,781,565) (156,882,723) (31,172,622)

7,270,371

(2,961,418) (156,882,723) (31,172,622)

The income tax expenses for the years ended 31 December 2010 and 2009 differ from the amount computed by applying the standard tax rate to income before tax for the following reasons:

Accounting profit (loss) before tax Accounting profit before tax multiply with applicable tax rate 30% Tax effect from elimination of related transactions Deferred tax assets which were not recognised during the year - Tax losses of subsidiaries - Allowance for doubtful account Tax effect of non-deductible expenses Income tax expenses (Reversal) reported in the income statements

100

Annual Report 2010

(Unit: Baht) Consolidated Separate financial statements financial statements 2010 2009 2010 2009 (Restated) (Restated) 159,854,817 (276,813,148) (561,570,079) (136,247,180) 47,956,445

(83,043,944) (168,471,024)

(40,874,154)

(79,688,878)

(2,961,949)

26,024,561 7,691,738 5,286,505

72,737,443 6,604,132 3,702,900

7,691,738 3,896,563

6,604,132 3,097,400

(2,961,418) (156,882,723)

(31,172,622)

7,270,371

As of 31 December 2010 and 2009, the components of deferred tax assets and are as follows: Consolidated financial statements 2010 2009 (Restated) Deferred tax assets Loss available for offsetting against future taxable income Allowance for diminution of investments Allowance for doubtful accounts Accrued business tax and transferred fee Related transactions which were recorded in project development cost Others Total deferred tax assets Deferred tax liabilities Surplus of project development cost Total deferred tax liabilities

liabilities

Separate financial statements 2010 2009 (Restated)

107,641,449

106,523,236

107,641,449

106,523,236

34,529,748

2,999,979

34,529,748

2,999,979

198,540,629 68,587,372

82,132,800 29,775,307

198,540,629 7,414,054

82,132,800 1,118,213

27,110,863 1,531,071 437,941,132

28,596,297 250,027,619

1,531,071 349,656,951

192,774,228

146,887,460 146,887,460

188,958,029 188,958,029

As at 31 December 2010, the Company and its subsidiaries have deferred tax assets as a result of deductible temporary differences and unused tax losses totaling Baht 457 million (Separate financial statements: Baht 325 million). These have not been recognised in their accounts since the management of the Company and its subsidiaries considered it to be no longer probable that sufficient future taxable profits will be available to allow these deferred tax assets to be utilised.

16. Short-term loans from financial institutions

Short-term loans from financial institutions Total

Interest rate (percent) MLR+0.25% to MLR+1.25%

(Unit: Baht) Separate financial statements 2010 2009

Consolidated financial statements 2010 2009 30,000,000 30,000,000

1,756,398,955 1,756,398,955

30,000,000 150,000,000 30,000,000 150,000,000

Annual Report 2010

101

Raimon Land Public Company Limited The Company has a short-term loan of Baht 30 million from a financial institution which carries interest at MLR plus 0.25 percent per annum and secured by the mortgage of partial land and building of the Company. The loan repayment is due in April 2011. On 2 December 2009, the Company entered into a short-term loan agreement with a financial institution amounting to Baht 120 million. This loan carried interest at the rate of MLR plus 1.00 percent per annum and was due in March 2010. On 29 January 2010, the Company made full payment of the short-term loan amounting to Baht 120 million. Raimon Land Property Company Limited On 21 April 2008, Raimon Land Property Company Limited entered into a short-term loan agreement of Baht 385 million with a local bank. Interest on the loan was charged at the rate of MLR plus 1.25 percent per annum. The outstanding balance of the short-term loan as at 31 December 2009 amounted to Baht 325 million. The subsidiary made full payment of the balance of short-term loan on 29 January 2010. Raimon Land Park View Development Company Limited On 21 August 2008, Raimon Land Park View Development Company Limited entered into a short-term loan agreement with a local bank. The facility, amounting to Baht 1,310 million, was to be used to repay the subsidiaryâ&#x20AC;&#x2122;s debenture. Interest on this loan was charged at MLR plus 1.25 percent per annum. The subsidiary had an outstanding balance of the short-term loan as at 31 December 2009 amounting to Baht 1,281 million. On 4 August 2010, the subsidiary made full payment of the balance of short-term loan.

102

Annual Report 2010

103

2) Loan facilities of Baht 950 million from a commercial bank

1) Loan facilities of Baht 1,780 million from a commercial bank consist of - Baht 1,530 million (the Company entered into a loan agreement on 25 November 2005). - Baht 250 million (the Company entered into a loan agreement on 24 August 2009)

Loans

607.8

- MLR+0.5

Balance Interest rate (Million Baht) (percent per annum) Consolidated Separate financial statements financial statements 2010 2009 2010 2009 - 1,457.9 - 1,457.9 MLR (Loan facility of Baht 1,530 million) MLR+0.5 (Loan facility of Baht 250 million)

Due when condominium units are transferred to customers and the minimum amount of repayment, specified in the loan agreement, to be paid within 3 years from the first drawdown date.

Due whenever ownership of a condominium unit is transferred to a customer, or in full within 1 year 6 months (Baht 250 million), 4 years (Baht 1,300 million) and 5 years (Baht 230 million) from the first drawdown date, whichever comes first.

Loan repayment conditions

Collateral

Mortgage of the condominium units of the Companyâ&#x20AC;&#x2122;s project

Mortgage of the land and construction of the Companyâ&#x20AC;&#x2122;s condominium project and the transfer of the beneficiary rights under the insurance policy for the project to the lender.

The Company and its subsidiaries had secured long-term loans from local financial institutions as follows:

17. Long-term loans from financial institutions

104

Annual Report 2010 4,539.8 3,261.4 - (1,457.9) 4,539.8 1,803.5

Total Less: Current portion Net

1,803.5

2,722.0

- Average MLR

1,817.8 1,457.9 - (1,457.9) 1,817.8 -

Due within 30 June 2012 or due after 6 months whenever ownership of a condominium unit is transferred to a customer, whichever comes first.

Balance Interest rate Loan repayment conditions (Million Baht) (percent per annum) Consolidated Separate financial statements financial statements 2010 2009 2010 2009 1,210.0 - 1,210.0 - MLR-0.25 Due whenever ownership of a condominium unit is transferred to a customer, or due within 4 years from first draw down, whichever comes first.

4)Loan facilities of Baht 5,000 million from three local commercial banks. (By Taksin Properties Company Limited, the subsidiary of The River Company Limited)

3) Loan facilities of Baht 2,790 million from a commercial bank

Loans

Collateral

Mortgage of land and construction of the subsidiary’s condominium project, the pledge of share certificates of the subsidiary and The River Company Limited, guarantee provided by The River Company Limited’s shareholders (in proportion to the shareholding), leasehold rights, the transfer of beneficiary rights under purchase and sale agreements in project’s condominium units, and the transfer of beneficiary rights under insurance policy for the subsidiary’s project to the lender.

Mortgage of the land and construction of the Company’s condominium project, the transfer of the beneficiary rights under the performance bonds of construction agreements with the major project contractors and a saving account of Baht 25.1 million.

The Company and its subsidiaries had secured long-term loans from local financial institutions as follows:

17. Long-term loans from financial institutions

Raimon Land Public Company Limited On 3 August 2010, the Company entered into a long-term loan agreement with a local bank, which granted loans facility of Baht 2,790 million divided into 2 facilities. The first facility, amounting to Baht 1,210 million, is to be used for purchase of project land from Raimon Land Park View Development Company Limited (the subsidiary). The second facility, amounting to Baht 1,580 million, is to be used for the construction and development of a project of the Company. On 9 November 2010, the Company entered into a long-term loan agreement with a local bank, which granted loans of 950 million to make full settlement of the current portion of a long-term loan from another bank. The loans agreements contain covenants as specified in the agreements that, among other things, require the Company to maintain certain debt to equity ratio according to the agreements. As at 31 December 2010, the long-term loan facilities which have not yet been drawn down amounted to Baht 1,580 million. Taksin Properties Company Limited (The subsidiary of The River Company Limited) On 30 June 2008, Taksin Properties Company Limited (the subsidiary) entered into longterm loan agreements with a group of lenders formed by three local banks, granting of Baht 5,000 million divided into 2 facilities. The first facility, amounting to Baht 500 million, is to be used to purchase land to develop a project of the subsidiary and/or to repayment of debentures of The River Company Limited and the second facility, amounting to Baht 4,500 million, is to be used to construct and develop a project of the subsidiary. As at 31 December 2010, the long-term loan facilities which have not yet been drawn down amounted to Baht 2,278 million.

18. Share capital On 28 April 2010, the 2010 Annual General Meeting of the Companyâ&#x20AC;&#x2122;s shareholders approved the reduction of the Companyâ&#x20AC;&#x2122;s registered share capital from Baht 3,312,173,403 (3,312,173,403 ordinary shares at a par value of Baht 1 each) to Baht 3,250,385,569 (3,250,385,569 ordinary shares at a par value of Baht 1 each) by canceling the 61,787,834 unissued ordinary shares with a par value of Baht 1 each that were reserved for the exercise of expired warrants, a total of Baht 61,787,834. The Company registered the reduction of its registered share capital with the Ministry of Commerce on 12 May 2010.

19. 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.

Annual Report 2010

105

20. Expenses by nature Significant expenses by nature are as follow: (Unit: Baht) Consolidated financial statements 2010 Cost of residential condominium units sold

Separate financial statements

2009

2010

2009

2,336,110,852

2,296,856,786

519,857,346

951,691,272

Salary and other employee benefits

76,921,431

80,200,702

76,921,431

80,200,702

Managementâ&#x20AC;&#x2122;s benefit expenses

38,516,000

44,443,780

38,516,000

44,443,780

28,064,198

25,421,761

34,356,528

15,179,800

22,375,315

Specific business tax and transfer fees

228,872,851

68,197,583

113,439,677

1,299,314

Other selling expenses

145,157,462

94,260,272

89,262,409

45,221,058

121,195

82,157,339

91,900

73,730,014

Loss on steel contract cancellation

228,189,991

Loss on diminution in value of land awaiting sale

188,904,160

Doubtful account in short-term loan to subsidiary

11,724,000

273,776,001

Doubtful account in long-term loan to joint controlled entity

335,115,578

Loss on diminution in value of investment in subsidiaries

99,999,930

9,999,930

Loss on diminution in value of investment in joint venture

5,099,300

Reduction of interest receivable of loans to jointly controlled entities

93,908,942

Loss on severance compensation Depreciation and amortisation expenses

Loss on disposal / written-off of unused buildings and equipment

21. Earnings per share Basic earnings (loss) per share is calculated by dividing the net income (loss) for the year by the weighted average number of ordinary shares in issue during the year.

22. Provident fund 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 3 percent and 5 percent of their basic salaries, and by the Company at the rate of 5 percent of employeesâ&#x20AC;&#x2122; basic salaries, and will be paid to employees upon termination in accordance with the rules of the fund. The fund is managed by Kasikorn Thai Asset Management Company Limited. During 2010, the Company contributed Baht 3.5 million (2009: Baht 4.6 million) to the fund.

106

Annual Report 2010

23. Commitments and contingent liabilities 23.1 Capital commitments a) As at 31 December 2010, the Company and its subsidiaries had commitments of approximately Baht 2,725.8 million (separate financial statements: Baht 95.8 million) in respect of design and construction contracts of their projects. b) As at 31 December 2010, a jointly controlled entity had commitments of approximately Baht 80.7 million (in proportion to the Company of Baht 41.1 million) in respect of design and construction contracts of its project. 23.2 Long-term service commitments The Company and a subsidiary had commitment in respect of agency fees of the projects to pay under the “Sole Agency Agreement” at the rate of 1 to 4 percent of project units’ gross sale price. 23.3 Guarantees As at 31 December 2010, the Company has provided guarantees totaling Baht 142.8 million (in proportion to the Company) for loan from bank on behalf of the jointly controlled entity.

24. Segment information The Company’s and its subsidiaries’ business operations involve principally a single industry segment, property development, and are carried on in the single geographic area of Thailand. As a result, all of the revenues, operating income (losses) and assets as reflected in these financial statements pertain to the aforementioned industry segment and geographic area.

25. Financial instruments 25.1 Financial risk management The Company and the subsidiaries’ financial instruments, as defined under Thai Accounting Standard No.107 “Financial Instruments: Disclosure and Presentations”, principally comprise cash and cash equivalents, unbilled completed work, loans receivable, investments, trade accounts payable, short-term and long-term loans. The financial risks associated with these financial instruments and how they are managed is described below. Credit risk Credit risk refers to the risk that a counter party will default on its contractual obligations, resulting in a financial loss to the Company and the subsidiaries. The Company and the subsidiaries are exposed to credit risk primarily with respect to unbilled completed work, loans receivable and other accounts receivable. The Company and the subsidiaries’ management control such risk by establishing credit limits for customers and counter parties and analysing their financial position as an ongoing basis. As a result, the Company and the subsidiaries do not expect to incur material financial losses. Annual Report 2010

107

The Company and the subsidiaries are not exposed to concentrations of credit risk because they have a variety of customer base and a large number of customers. In addition, the ownership in residential condominium units is not transferred to the customers until full payment has been received. The maximum exposure to credit risk is therefore limited to the carrying amount of unbilled completed work, loans receivable and other receivables as stated in the balance sheet. Interest rate risk The Company and the subsidiariesâ&#x20AC;&#x2122; exposure to interest rate risk relates primarily to their cash at banks, loans receivable, short-term loans and long-term loans. However, since most of the Company and the subsidiariesâ&#x20AC;&#x2122; 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 2010 classified by type of interest rate 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. (Unit: Million Baht) Consolidated financial statement Fixed interest rates Within

1-5

Over

Floating

1 year

Years

5 years

interest rate

Noninterest

Effective

bearing

Total

interest rate (% p.a.)

Financial Assets Cash and cash equivalent

568.1

12.7

Restricted bank deposits Long-term loans to jointly controlled entities

580.8

0.25

25.1

258.5

25.1

0.25

258.5

7.5

258.5

593.2

12.7

864.4

Short-term loans from financial institutions

30.0

Long-term loans from financial institutions

4,539.8

4,569.8

Financial liabilities

108

Annual Report 2010

MLR+0.25 MLR-0.25, MLR+0.50 and Average MLR

(Unit: Million Baht) Separate financial statement Fixed interest rates Within

1-5

Over

Floating

1 year

Years

5 years

interest rate

Noninterest

Effective

bearing

Total

interest rate (% p.a.)

Financial Assets Cash and cash equivalent

316.0

10.8

326.8

0.25

Restricted bank deposits

25.1

0.25

23.9

5.00 - 10.00 7.5

Short-term loans to subsidiaries and related company Long-term loans to jointly controlled entities

258.5

23.9

258.5

341.1

10.8

634.3

30.0

MLR+0.25

228.6

5.00

1,817.8

228.6

1,847.8

2,076.4

Financial liabilities Short-term loans from financial institutions Short-term loan from subsidiary Long-term loans from financial institutions

MLR-0.25 and MLR+0.50

Foreign currency risk Foreign currency risk is the risk that the value of a financial instrument will fluctuate because of changes in foreign exchange rates. The Company has a significant foreign currency risk in respect of purchase of investment payable denominated in foreign currencies. The Company manages its exposure to foreign currency risk by considering purchase/sale of forward contracts from time to time so as to reduce exposure to the foreign currency risk which may incur. The Company and the subsidiaries had no forward contracts outstanding at the balance sheet date. As at 31 December 2010, the Company had outstanding balances of financial liabilities denominated in foreign currencies amounting to USD 7.1 million. 25.2 Fair values of financial instruments Since the majority of the Companyâ&#x20AC;&#x2122;s 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. A fair value is the amount for which an asset can be exchanged or a liability settled between knowledgeable, willing parties in an armâ&#x20AC;&#x2122;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.

Annual Report 2010

109

26. Capital management The primary objective 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 2010, the Group’s debt-to-equity ratio was 2.7:1 (2009: 2.9:1) and the Company’s was 1.2:1 (2009: 1.0:1).

27. Approval of financial statements These financial statements were authorised for issue by the Company’s Board of Directors on 28 February 2011.

110

Annual Report 2010

111