Financial - listed company

FinancialHighlights

Message fromthe Chairman

3 InvestorInformation

60 ProductPortfolio

Operating andFinancial Review

116 PRTalk 120 Audit Committee

Report 121Audit Report of Certified Public Accountant

FinancialStatements 126 Interested Persons

Transactions Report

223 Announcements toSGX 2008 224 General Corporate

Information

OrganizationStructure

42 Board ofDirectors 44 Executive Committee

& Management Committee 46 Profile of Directors& Key Management

221 Accounting Manual Policy 221 SAP

System

Corporate Social Responsibility (CSR) Report

26 ShareholdingStructure 30 Report of the Board

of Directors

100 Our peopleOur Success 101 Credit Rating

Announcement

Corporate GovernanceReport

102 Awards

FinancialHighlights

Message fromthe Chairman

3 InvestorInformation

60 ProductPortfolio

Operating andFinancial Review

117 PRTalk 120 Audit Committee

Report 121Audit Report of Certified Public Accountant

FinancialStatements 207 Interested Persons

Transactions Report

223 Announcements toSGX 2008 224 General Corporate

Information

OrganizationStructure

42 Board ofDirectors 44 Executive Committee

& Management Committee 46 Profile of Directors& Key Management

221 Accounting Manual Policy 221 SAP

System

Corporate Social Responsibility (CSR) Report

26 ShareholdingStructure 30 Report of the Board

of Directors

100 Our peopleOur performance 101 Credit Rating

Announcement

Corporate GovernanceReport

102 Awards

A n n u a l R e p o r t 2 0 0 8 2

INNVESSTTTOORR INNFFORMMAATTIIOONN

Thai Beverage is listed on the Singapore Exchange (SGX-ST) main board.

IPO date 30 May 2006 IPO offer price S$ 0.28 Fiscal year ends December 31 External Auditor KPMG Phoomchai Audit Ltd. Dividend Policy not less than 50% of net profi t after deducting all appropriated reserves and investments

Thaibev’s stock performance

Share price*2008 High S$ 0.28

2008 Low S$ 0.185

*data from January 2, 2008 to December 31, 2008

Investor Relations ContactInvestor Relations Department

Thai Beverage PLC.14 Vibhavadi Rangsit Rd., Chomphon

Chatuchak, Bangkok 10900 THAILAND

Mr. Richard W. JonesTel: +662 127 5035 (DIR)

+662 127 5555 ext. 5035

Fax: +662 272 2280

E-mail: [email protected]

Namfon Aungsutornrungsi Tel: +662 127 5037


Ariya SilakornTel: +662 127 5036


Corporate website:

www.thaibev.comIR website:

http://www.thaibev.com/en/Investor.html

SGX Ticker THBEV Reuters tbev.si Bloomberg thbev sp Google Finance SIN:Y92

T h a i B e v e r a g e P u b l i cc C o m p a n y L i m i t e d 3

FINANCIAL HIGHLIGHTS

Restated

2008 2007

Income Statement ( Mil.Baht ) Revenue from sales 105,257 105,108

Total revenues 106,226 105,497

Cost of sales 76,556 73,824

Gross profit 28,701 31,283

Operating profit 14,617 16,472

EBIT 15,586 16,862

Net profit 10,606 10,943

Depreciation and amortisation 5,022 5,267

EBITDA 20,608 22,129

Balance Sheet ( Mil.Baht ) Current assets 34,938 34,369

Non-current assets 45,117 48,037

Total assets 80,055 82,406

Current liabilities 22,721 19,751

Non-current liabilities 3,337 5,560

Total liabilities 26,058 25,311

Shareholders' equity 53,997 57,095

Total liabilities and shareholders' equity 80,055 82,406

Liquidity Ratio Current Ratio times 1.54 1.74

Quick Ratio times 0.23 0.31

Average Collection Period days 6.02 6.33

Average Inventory Period days 138.28 140.38

Average Payable Period days 14.37 12.90

Cash Cycle days 129.93 133.81

*

A n n u a l R e p o r t 2 0 0 8 4

Restated

2008 2007

Profitability Ratio Gross Profit Margin % 27.27 29.76

EBITDA Margin % 19.58 21.05

EBIT Margin % 14.81 16.04

Operating Cash Flows to Operating Profit Ratio % 97.09 104.10

Net Profit Margin % 10.08 10.41

Return on Equity % 19.09 19.64

Efficiency Ratios Return on Assets % 13.06 12.84

Return on Fixed Assets % 25.19 22.85

Total Assets Turnover times 1.30 1.23

Leverage Ratios Debt to Equity Ratio times 0.48 0.44

Interest Bearing Debt to Equity Ratio times 0.32 0.28

Interest Bearing Debt to EBITDA Ratio times 0.84 0.73

Interest Coverage Ratio times 30.62 21.07

Dividend Payout Ratio % 73.17 70.13

* Restated due to the acquisition of Oishi Group Public Company Limited on September 30, 2008. Consolidated financial

statements have been prepared on the basis of a business combination involving entities and businesses under common

control which accounted for in a manner similar to a pooling of interests.

** Same figures per previous report

**

*

T h a i BB e v e r a g e P uu bb l i c C o m p a n yy LL i m i t e d 5

57%

37%

6%

Total Sales

2007

105.3 105.1

2008

Sales of Baht 105.3 billion in 2008

A n n u a l R e p o r t 2 0 0 8 6

122

315

222222222222222222222222222222222222220000000000000000000000000000000000000000000000000000000000000000000000000000000000008888888888888888888888888888888888888888888888

117

329

222222222222222222222222222222222222220000000000000000000000000000000000000000000000000000000000000000000000000000000000007777777777777777777777777777777777777777777777

2008 2007

Chang615

Others158

Chang661

Others296

Spirits: Volume

Beer: Volume

T h a i B e v e r a g e P u b l i cc C o m p a n y L i m i t e d 7

A n n u a l R e p o r t 2 0 0 8 8

In 2008, Thailand suffered continuous political upheavals, with several actions taken by protestors leading to

a loss of sentiment and a rapid downturn in the economy. The sudden and dramatic fall in tourist arrivals will likely

affect beer sales for instance as beer is mostly sold on-premise: in hotels, restaurants, bars and nightclubs. Our

white spirits sales are mostly off-premise-that is for home consumption-and provide us a continued source of

profitability. Brown spirits continued to rise due largely to consumers trading down from imported brown spirits,

but also due to the strong brand image of many of our key products.

ThaiBev commenced listing procedures in Thailand last year after an invitation from the Stock Exchange of

Thailand. With no capital requirements of our own, we wanted to assist the market and provide ordinary Thais with

the option of investing in a well-managed, solid Thai company. Faced with opposition to the listing, we eventually

decided that we would suspend the process for now.

While our spirits market share is particularly resilient, our beer market share faces continued and intense

competition. We want to protect our market share by being more market driven. Thus, we have worked closer with

our agents and sub-agents to ensure that we have a fair and systematic process that benefits both sides.

Dear Shareholders,

I feel many of you may be heartened by our end of year results and that ThaiBev has proven itself a solid and safe investment in these troubled times. Despite being buffeted by events beyond our control, our results have been relatively stable. By these events I am of course referring to domestic politics and the economy. We have consistently informed investors that this company is not usually directly affected by politics, but rather the economic or commercial effects of political actions. In the latter half of 2008, those effects were to take their toll on much of Thai industry including ThaiBev.

MMESSSSAGEEE FFROOMM TTHE CHHAIIRRMAANN

T h a i B e v e r a g e P u b l i c C o m p a n y L i m i t e d 9

ThaiBev is Thailand’s largest alcoholic beverage producer. In Asia, we are, at the time

of writing, roughly eighth1 largest by market capitalization, sixth by revenue and fourth

in terms of net income. Shareholders who have followed the Company closely will

already be aware that it is a core strategy to expand abroad and grow our position in

the industry. While the economic situation is in decline, it is prudent to hold back for

a while, though we are continuing to study potential acquisitions. We are looking for

businesses that offer synergy with the main business, particularly in terms of

distribution of the ThaiBev portfolio. However, we will take our time until we are

satisfied potential acquisitions will contribute to the whole business.

I have always viewed ThaiBev as a conservative venture. While we have taken

considered risks on occasion, I believe that our business has thrived because we plan

for the long term. Part of this planning has to include risk management. In 2007,

we introduced a new strategy to include non-alcoholic drinks in the portfolio as we felt

that we could diversify some risk from being solely in the alcohol industry.

Naturally, we are aware of the risk of further increases in excise taxes. This is

a sensitive issue where the government needs to balance revenue against the health

concerns of the public. For our part, ThaiBev is very active with campaigns to

encourage responsible drinking and we are demonstrably against driving whilst drunk.

It is a strategic imperative that we minimize the role of alcohol in serious social

problems and therefore we work actively to encourage people to play sports, take up

arts and implement many other social activities that aid the wellbeing of all people.

We, as a company, are integrated at so many levels with the community via our staff

that we view them as inseparable. In most cases, and especially outside of Bangkok,

our staff lives in the vicinity of our facilities and within the local community.

1 Source: Reuters figures for publicly-traded companies. We compared based on US dollar equivalents.

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Charoen Si r ivadhanabhakdiChairman of the Board

We are one of Thailand’s major employers, with approximately 22,000 people under direct employment and

thousands more who supply us with the agricultural products and other services that our business depends on.

One of our goals is therefore to create and sustain jobs during this critical period.

We therefore take a very strategic approach to our staff and the surrounding community, providing health care

and sports facilities and encouraging staff to play a more active role in the community. Having such generous

staff is a boon to us, and thus their health and safety are paramount. At our regional breweries and distilleries,

we employ strict safety and environmental controls. It is this close-knit community of staff and local people that

gives ThaiBev a strength that is a key to our success.

Our ability to attract passionate and capable management has given us a competitive advantage not only in

terms of refreshing our energy but in providing new ideas and innovative thinking. One such idea has been

premiumisation, and this has led to new brands with better margins as well as increased profitability from

refreshing older brands like Hong Thong in Thailand and Chang and Mekhong in export markets.

Our comprehensive distribution network in Thailand has been enhanced by the synergy gained from the Inver

House Distillers distribution network abroad and we continue to develop the logistics component of our

business to facilitate the expansion of our portfolio. Over the past few years we have been asked why we don’t

build the company through debt. At this time in history I am grateful for the wisdom of our financial

management team for their conservative fiscal policies.

Elsewhere in this annual report you will see the financial data that will help you understand the Company in

more detail. I would just bring your attention to the highlights including the consolidated sales revenue,

which has remained relatively flat over the previous year, while our net profit dipped slightly by 3.1%, which under the

current economic climate may be considered better than expected. The Board has proposed a dividend of 73%

of net profit, which will continue to make our company an attractive investment for the present.

T h a ii B e v e r a g e P u b l i c C o m p a n y L i m i t e d 11

SUCCESS

PROFESSIONALISM

INNOVATION

RESPONSIBILITY

INTEGRITY

TRUSTWORTHINESS

A n n u a l R e p o r t 2 0 0 8 12

We’re proud to be part ofThe Spirit of Thailand.

ThaiBev remains one of Thailand’s leading manufacturers and a keystone to the Thai economy.

In 2008, we paid more than Baht 60,000 million in taxes and donated more than Baht 300 million.

As a representative of Thailand abroad, we support charitable causes in Singapore also.

ThaiBev also garnered recognition from abroad regarding the quality of Thai products, with awards and

gold medals throughout the year hailing the fine production values we hold dear.

As our shareholder, you can feel proud that we are one of the most stable stocks on the Singapore Exchange and

indeed on any exchange in Asia.

As a solid, stable, long-term investment, ThaiBev represents

The Spirit of Thailand

Mr. Thapana SirivadhanabhakdiPresident and CEO


A n n u a l R e p o r t 2 0 0 8 14

“ We can achieve success if we get the basics right. But first,

we have to get the right basics.”

SUCCESS


A n n u a l R e p o r t 2 0 0 8 16

“ We have 17 European-trained Master Brewers working at ThaiBev - more than any other brewer

in Thailand - because our philosophy is ‘Don’t compromise on quality ’, and this includes the quality

of our human resources.”

PROFESSIONALISM


A n n u a l R e p o r t 2 0 0 8 18

“ We created the Thai Spirits category as Mekhong is a unique blend of alcohol

made from molasses, herbs and spices. It truly is the Spirit of Thailand! ”

INNOVATION


A n n u a l R e p o r t 2 0 0 8 20

“ We have a duty to give back to society, and a responsibility to assist others less

fortunate than ourselves. But we also give because we enjoy giving.”

RESPONSIBILITY


“ Our objective is to offer our dealers and customers the best quality service possible.

That is why I ensure that all my sales staff spends time visiting each and every

one of our dealers and sub-dealers monthly to listen to them and act on their needs.”

INTEGRITY

A n n u a l R e p o r t 2 0 0 8 2222


A n n u a l R e p o r t 2 0 0 8 24

“Our relationship with our stakeholders is based on trust and transparency. All our stakeholders appreciate that

our ratings from TRIS, Moody’s and Standard and Poor’s are a reflection of the Company’s stability, and our three

consecutive IR Magazine awards, 2006-2008, reflect stakeholder acknowledgement of the transparency

with which we run the Company.”

TRUSTWORTHINESS


Brewery Group

Beer Group

Marketing Group Overseas Group

Liquor Marketing Group Sole Agent Group

Trademark Group

Thai Beverage Public Company Limited

Authorized share capital of Baht 29,000,000,000 with paid-up capital of Baht 25,110,025,000

consisting of 25,110,025,000 issued common shares, with the par value of Baht 1 each.

SSHAARREHOOOLLDINNG STRUCTTUUREAnnual Report 2008 Thai Beverage Public Company Limited

A n n u a l R e p o r t 2 0 0 8 26

Business Development Group(Supply Chain Group)

Non-Alcohol Beverage Business Group

Distillery Group 1 Distillery Group 2

100%

100%

100%

Distillery Group 3


Thai Beverage Public Company Limited - 100%

International Beverage Holdings Limited ***

100%

100% 100%100%

100% 100%

49.49% 44%

100% 100%

100% 100% 100%

SHAARREHHOOOLDINNGG SSTRUCCTUURREEAnnual Report 2008 Thai Beverage Public Company Limited

A n n u a l R e p o r t 2 0 0 8 28

100%

100% 50.02% 100%

100% 100%


11. Beer Thai (. Beer Thai (19911991) Public Company Limited Beer, Drink & Common ) Public Company Limited Beer, Drink & Common 55,,550550,,000000,,000000..0000 555555,,000000,,000000 554554,,999999,,985985 100100..0000% % 1515 Moo Moo 1414, Vibhavadi Rangsit Road, Soda Production , Vibhavadi Rangsit Road, Soda Production Chomphon Sub-District, Chatuchak District, Chomphon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900 22. Beer Thip Brewery (. Beer Thip Brewery (19911991) Co., Ltd. Beer, Drink & Common ) Co., Ltd. Beer, Drink & Common 66,,600600,,000000,,000000..0000 660660,,000000,,000000 659659,,999999,,940940 100100..0000% % 1515 Moo Moo 1414, Vibhavadi Rangsit Road, Soda Production , Vibhavadi Rangsit Road, Soda Production Chomphon Sub-District, Chatuchak District, Chomphon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900 33. Sangsom Co., Ltd. Spirits distillery Common . Sangsom Co., Ltd. Spirits distillery Common 77,,500500,,000000,,000000..0000 750750,,000000,,000000 749749,,999999,,994994 100100..0000% % 1414 Vibhavadi Rangsit Road, Vibhavadi Rangsit Road, Chomphon Sub-District, Chatuchak District, Chomphon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900 44. Fuengfuanant Co., Ltd. Spirits distillery Common . Fuengfuanant Co., Ltd. Spirits distillery Common 900900,,000000,,000000..0000 9090,,000000,,000000 8989,,999999,,994994 100100..0000% % 333333 Moo Moo 11, Tambon Tha Toom, , Tambon Tha Toom, Amphoe Si Maha Phot, Prachin Buri Amphoe Si Maha Phot, Prachin Buri 2514025140 55. Mongkolsamai Co., Ltd. Spirits distillery Common . Mongkolsamai Co., Ltd. Spirits distillery Common 700700,,000000,,000000..0000 7070,,000000,,000000 6969,,999999,,994994 100100..0000% % 1414 Vibhavadi Rangsit Road, Vibhavadi Rangsit Road, Chomphon Sub-District, Chatuchak District, Chomphon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900 66. Thanapakdi Co., Ltd. Spirits distillery Common . Thanapakdi Co., Ltd. Spirits distillery Common 700700,,000000,,000000..0000 7070,,000000,,000000 6969,,999999,,994994 100100..0000% % 315315 Moo Moo 44, Tambon Mae Faek, , Tambon Mae Faek, Amphoe San Sai, Chiang Mai Amphoe San Sai, Chiang Mai 5029050290 77. Kanchanasingkorn Co., Ltd. Spirits distillery Common . Kanchanasingkorn Co., Ltd. Spirits distillery Common 700700,,000000,,000000..0000 7070,,000000,,000000 6969,,999999,,994994 100100..0000% % 1414 Vibhavadi Rangsit Road, Vibhavadi Rangsit Road, Chomphon Sub-District, Chomphon Sub-District, Chatuchak District, Bangkok Chatuchak District, Bangkok 1090010900 88. Sura Bangyikhan Co., Ltd. Spirits distillery Common . Sura Bangyikhan Co., Ltd. Spirits distillery Common 44,,000000,,000000,,000000..0000 400400,,000000,,000000 399399,,999999,,994994 100100..0000% % 8282 Moo Moo 33, Tambon Bang Khoo Wat, , Tambon Bang Khoo Wat, Amphoe Muang, Pathum Thani Amphoe Muang, Pathum Thani 1200012000 99. Athimart Co., Ltd. Spirits distillery Common . Athimart Co., Ltd. Spirits distillery Common 900900,,000000,,000000..0000 9090,,000000,,000000 8989,,999999,,994994 100100..0000% % 170170 Moo Moo 1111, Tambon Nikhom, , Tambon Nikhom, Amphoe Satuek, Buri Ram Amphoe Satuek, Buri Ram 3115031150 1010 S.S. Karnsura Co., Ltd. Spirits distillery Common S.S. Karnsura Co., Ltd. Spirits distillery Common 800800,,000000,,000000..0000 8080,,000000,,000000 7979,,999999,,994994 100100..0000% % 101101 Moo Moo 88, Tambon Kaeng Dom, , Tambon Kaeng Dom, King Amphoe Sawang Wirawong, King Amphoe Sawang Wirawong, Ubon Ratchathani Ubon Ratchathani 3419034190

1111. Kankwan Co., Ltd. Spirits distillery Common . Kankwan Co., Ltd. Spirits distillery Common 800800,,000000,,000000..0000 8080,,000000,,000000 7979,,999999,,994994 100100..0000% % 1414 Vibhavadi Rangsit Road, Vibhavadi Rangsit Road, Chomphon Sub-District, Chomphon Sub-District, Chatuchak District, Bangkok Chatuchak District, Bangkok 1090010900 1212. Theparunothai Co., Ltd. Spirits distillery Common . Theparunothai Co., Ltd. Spirits distillery Common 700700,,000000,,000000..0000 7070,,000000,,000000 6969,,999999,,994994 100100..0000% % 9999 Moo Moo 44, Tambon Hat Kham, , Tambon Hat Kham, Amphoe Muang, Nong Khai Amphoe Muang, Nong Khai 4300043000

Breakdown in Shares and Types of Share

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Comppany / Location

% of Share-holding Remark

No. of Shares Held

(Direct/Indirect)Paiid--Up Capital

(Baht) Shaares IssueddType of

BusinessType of Share

A n n u a l R e p o r t 2 0 0 8 30

1313. Red Bull Distillery (. Red Bull Distillery (19881988) Co., Ltd. Spirits distillery Common ) Co., Ltd. Spirits distillery Common 55,,000000,,000000,,000000..0000 500500,,000000,,000000 499499,,999999,,940940 100100..0000% % 1515 Moo Moo 1414, Vibhavadi Rangsit Road, , Vibhavadi Rangsit Road, Chomphon Sub-District, Chomphon Sub-District, Chatuchak District, Bangkok Chatuchak District, Bangkok 1090010900 14.14. United Winery and Distillery Co., Ltd. Spirits distillery Common United Winery and Distillery Co., Ltd. Spirits distillery Common 11,,800800,,000000,,000000..0000 180180,,000000,,000000 179179,,999999,,994994 100100..0000% % 1414 Sangsom Building, Soi Yasoob Sangsom Building, Soi Yasoob 11, , Vibhavadi Rangsit Road, Chompon Sub-District, Vibhavadi Rangsit Road, Chompon Sub-District, Chatuchak District, Bangkok Chatuchak District, Bangkok 1090010900 15.15. Simathurakij Co., Ltd. Spirits distillery Common Simathurakij Co., Ltd. Spirits distillery Common 900900,,000000,,000000..0000 9090,,000000,,000000 8989,,999999,,994994 100100..0000% % 11 Moo Moo 66, Tambon Ban Daen, , Tambon Ban Daen, Amphoe Banphot Phisai, Amphoe Banphot Phisai, Nakhon Sawan Nakhon Sawan 6018060180 16.16. Nateechai Co., Ltd. Spirits distillery Common Nateechai Co., Ltd. Spirits distillery Common 800800,,000000,,000000..0000 8080,,000000,,000000 7979,,999999,,994994 100100..0000% % 1414 Vibhavadi Rangsit Road, Vibhavadi Rangsit Road, Chomphon Sub-District, Chomphon Sub-District, Chatuchak District, Bangkok Chatuchak District, Bangkok 1090010900 17.17. Luckchai Liquor Trading Co., Ltd. Spirits distillery Common Luckchai Liquor Trading Co., Ltd. Spirits distillery Common 800800,,000000,,000000..0000 8080,,000000,,000000 7979,,999999,,994994 100100..0000% % 4646 Moo Moo 11, Tambon Nong Klang Na, , Tambon Nong Klang Na, Amphoe Muang, Ratchaburi Amphoe Muang, Ratchaburi 7000070000 18.18. Sura Piset Thipharat Co., Ltd. Spirits distillery Common Sura Piset Thipharat Co., Ltd. Spirits distillery Common 500500,,000000,,000000..0000 55,,000000,,000000 44,,999999,,994994 100100..0000% % 1414, Sangsom Building, Soi Yasoob , Sangsom Building, Soi Yasoob 11, , Vibhavadi Rangsit Road, Vibhavadi Rangsit Road, Chompon Sub-District, Chompon Sub-District, Chatuchak District, Bangkok Chatuchak District, Bangkok 1090010900 19.19. Pomthip Co., Ltd. Beer distributor Common Pomthip Co., Ltd. Beer distributor Common 1010,,000000,,000000..0000 11,,000000,,000000 999999,,994994 100100..0000% % 21942194 Charoen Krung Road, Charoen Krung Road, Wat Phraya Krai Sub-District, Wat Phraya Krai Sub-District, Bang Kho Laem District, Bangkok Bang Kho Laem District, Bangkok 1012010120 20.20. Pomkit Co., Ltd. Beer distributor Common Pomkit Co., Ltd. Beer distributor Common 1010,,000000,,000000..0000 11,,000000,,000000 999999,,994994 100100..0000% % 4848,,5050,,5252 Suranaree Road, Suranaree Road, Tambon Nai Muang , Amphoe Muang, Tambon Nai Muang , Amphoe Muang, Nakhon Ratchasima Nakhon Ratchasima 3000030000 21.21. Pomklung Co., Ltd. Beer distributor Common Pomklung Co., Ltd. Beer distributor Common 1010,,000000,,000000..0000 11,,000000,,000000 999999,,994994 100100..0000% % 8080//1313--1414 Ekathosarot Road, Ekathosarot Road, Tambon Nai Muang, Amphoe Muang, Tambon Nai Muang, Amphoe Muang, Phitsanulok Phitsanulok 6500065000 22.22. Pomchok Co., Ltd. Beer distributor Common Pomchok Co., Ltd. Beer distributor Common 1010,,000000,,000000..0000 11,,000000,,000000 999999,,994994 100100..0000% % 1616//11 Moo Moo 11, U Thong Road, , U Thong Road, Tambon Tha Wasukri, Amphoe Muang, Tambon Tha Wasukri, Amphoe Muang, Ayutthaya Ayutthaya 1300013000

23.23. Pomcharoen Co., Ltd. Beer distributor Common Pomcharoen Co., Ltd. Beer distributor Common 1010,,000000,,000000..0000 11,,000000,,000000 999999,,994994 100100..0000% % 135135//33 Moo Moo 44, Kanchanavithi Road, , Kanchanavithi Road, Tambon Bang Kung, Amphoe Muang, Tambon Bang Kung, Amphoe Muang, Surat Thani Surat Thani 8400084000

Commpany / Location


No. of Shares Helld

(Direct/Indireect)Paaiid-Up Capital

(Baht) Shares IssueddType of



24.24. Pomburapa Co., Ltd. Beer distributor Common Pomburapa Co., Ltd. Beer distributor Common 1010,,000000,,000000..0000 11,,000000,,000000 999999,,994994 100100..0000% % 5151//4242 Moo Moo 33, Sukhumvit Road, , Sukhumvit Road, Tambon Ban Suan, Amphoe Muang, Tambon Ban Suan, Amphoe Muang, Chon Buri Chon Buri 2000020000 25.25. Num Yuk Co., Ltd. Spirits distributor Common Num Yuk Co., Ltd. Spirits distributor Common 1010,,000000,,000000..0000 11,,000000,,000000 999999,,994994 100100..0000% % 9595//390390--391391 Trok Nokkhet, Rama III Road, Trok Nokkhet, Rama III Road, Chong Nonsi Sub-District, Yannawa District, Chong Nonsi Sub-District, Yannawa District, Bangkok Bangkok 1012010120 26.26. Num Kijjakarn Co., Ltd. Spirits distributor Common Num Kijjakarn Co., Ltd. Spirits distributor Common 1010,,000000,,000000..0000 11,,000000,,000000 999999,,994994 100100..0000% % 11,,33,,55 Trok Wat Muang, Suranaree Road, Trok Wat Muang, Suranaree Road, Tambon Nai Muang, Amphoe Muang, Tambon Nai Muang, Amphoe Muang, Nakhon Ratchasima Nakhon Ratchasima 3000030000 27.27. Num Palang Co., Ltd. Spirits distributor Common Num Palang Co., Ltd. Spirits distributor Common 1010,,000000,,000000..0000 11,,000000,,000000 999999,,994994 100100..0000% % 8080//1313--1414 Ekathosarot Road, Tambon Nai Muang, Ekathosarot Road, Tambon Nai Muang, Amphoe Muang, Phitsanulok Amphoe Muang, Phitsanulok 6500065000 28.28. Num Muang Co., Ltd. Spirits distributor Common Num Muang Co., Ltd. Spirits distributor Common 1010,,000000,,000000..0000 11,,000000,,000000 999999,,994994 100100..0000% % 1616//22 Moo Moo 11, U Thong Road, Tambon Tha Wasukri,, U Thong Road, Tambon Tha Wasukri, Amphoe Muang, Ayutthaya Amphoe Muang, Ayutthaya 1300013000 29.29. Num Nakorn Co., Ltd. Spirits distributor Common Num Nakorn Co., Ltd. Spirits distributor Common 1010,,000000,,000000..0000 11,,000000,,000000 999999,,994994 100100..0000% % 149149//33 Chulachomklao Road, Tambon Tha Kham, Chulachomklao Road, Tambon Tha Kham, Amphoe Phun Phin, Surat Thani Amphoe Phun Phin, Surat Thani 8413084130 30.30. Num Thurakij Co., Ltd. Spirits distributor Common Num Thurakij Co., Ltd. Spirits distributor Common 1010,,000000,,000000..0000 11,,000000,,000000 999999,,994994 100100..0000% % 5151//4040--4141 Moo Moo 33, Sukhumvit Road, , Sukhumvit Road, Tambon Ban Suan, Amphoe Muang, Tambon Ban Suan, Amphoe Muang, Chon Buri Chon Buri 2000020000 31.31. Thipchalothorn Co., Ltd. Beer and spirits Common Thipchalothorn Co., Ltd. Beer and spirits Common 11,,000000,,000000..0000 100100,,000000 9999,,994994 100100..0000% % 1515 Moo Moo 1414, Vibhavadi Rangsit Road, agency , Vibhavadi Rangsit Road, agency Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900 32.32. Krittayabun Co., Ltd. Beer and spirits Common Krittayabun Co., Ltd. Beer and spirits Common 55,,000000,,000000..0000 500500,,000000 499499,,994994 100100..0000% % 1414 Vibhavadi Rangsit Road, agency Vibhavadi Rangsit Road, agency Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900 33.33. Surathip Co., Ltd. Spirits agency Common Surathip Co., Ltd. Spirits agency Common 11,,200200,,000000..0000 120120,,000000 119119,,940940 100100..0000% % 1414 Vibhavadi Rangsit Road, Vibhavadi Rangsit Road, Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900 34.34. Sunthornpirom Co., Ltd. Spirits agency Common Sunthornpirom Co., Ltd. Spirits agency Common 55,,000000,,000000..0000 500500,,000000 499499,,994994 100100..0000% % 1414 Vibhavadi Rangsit Road, Vibhavadi Rangsit Road, Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900 35.35. Piromsurang Co., Ltd. Spirits agency Common Piromsurang Co., Ltd. Spirits agency Common 55,,000000,,000000..0000 500500,,000000 499499,,994994 100100..0000% % 1414 Vibhavadi Rangsit Road, Vibhavadi Rangsit Road, Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900 3636. Thai Beverage Energy Co., Ltd. Trading of fertilizer Common . Thai Beverage Energy Co., Ltd. Trading of fertilizer Common 860860,,000000,,000000..0000 88,,600600,,000000 88,,599599,,994994 100100..0000% (1)% (1) 15 15 Moo Moo 1414, Vibhavadi Rangsit Road, , Vibhavadi Rangsit Road, Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900

(Registered the change of company’s name(Registered the change of company’s name from Bionic Humas Co., Ltd. on October 17, 2008.) from Bionic Humas Co., Ltd. on October 17, 2008.)

37.37. Wrangyer Beverage ( Wrangyer Beverage (20082008) Co., Ltd. Production and Common ) Co., Ltd. Production and Common 200200,,000000,,000000..0000 2020,,000000,,000000 1919,,999999,,940940 100100..0000% (2) % (2) 1414 Vibhavadi Rangsit Road, distribution of Vibhavadi Rangsit Road, distribution of Chompon Sub-District, Chatuchak District, energy drink Chompon Sub-District, Chatuchak District, energy drink Bangkok Bangkok 1090010900

(Registered the change of company’s name (Registered the change of company’s name from Maharas Agri Co., Ltd.” on February 19, 2008.) from Maharas Agri Co., Ltd.” on February 19, 2008.)

Comppany / Location


No. of Shares Held


(Ba( ht) Shaares IssueddType of


A n n u a l R e p o r t 2 0 0 8 32

38.38. Thai Molasses Co., Ltd. Trading of Common Thai Molasses Co., Ltd. Trading of Common 4040,,000000,,000000..0000 4040,,000000 3939,,889889 9999..7272% % 1414 Vibhavadi Rangsit Road, molasses Vibhavadi Rangsit Road, molasses Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900 39.39. Feed Addition Co., Ltd. Trading of feeds Common Feed Addition Co., Ltd. Trading of feeds Common 11,,000000,,000000..0000 1010,,000000 99,,994994 100100..0000% % 1515 Moo Moo 1414, Vibhavadi Rangsit Road, , Vibhavadi Rangsit Road, Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900

(Registered the change of company’s English name (Registered the change of company’s English name from Additive Food Co., Ltd. to Feed Addition Co., Ltd. from Additive Food Co., Ltd. to Feed Addition Co., Ltd. on October 1, 2008.) on October 1, 2008.) 40.40. Pan International (Thailand) Co., Ltd. Trading of Common Pan International (Thailand) Co., Ltd. Trading of Common 11,,000000,,000000..0000 1010,,000000 99,,994994 100100..0000% % 1515 Moo Moo 1414, Vibhavadi Rangsit Road, supplies and , Vibhavadi Rangsit Road, supplies and Chompon Sub-District, Chatuchak District, procurement Chompon Sub-District, Chatuchak District, procurement Bangkok Bangkok 1090010900 41.41. Charun Business Charun Business 5252 Co., Ltd. Brick producer Common Co., Ltd. Brick producer Common 121121,,800800,,000000..0000 11,,218218,,000000 11,,217217,,994994 100100..0000% % 1515 Moo Moo 1414, Vibhavadi Rangsit Road, , Vibhavadi Rangsit Road, Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900 42.42. Thai Cooperage Co., Ltd. Oak barrel Common Thai Cooperage Co., Ltd. Oak barrel Common 300300,,000000,,000000..0000 3030,,000000,,000000 2929,,999999,,940940 100100..0000% % 1515 Moo Moo 1414, Vibhavadi Rangsit Road, producer , Vibhavadi Rangsit Road, producer Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900 43.43. Thai Beverage Recycle Co., Ltd. Trading of bottles Common Thai Beverage Recycle Co., Ltd. Trading of bottles Common 123123,,000000,,000000..0000 11,,230230,,000000 11,,229229,,994994 100100..0000% % 1515 Moo Moo 1414, Vibhavadi Rangsit Road, , Vibhavadi Rangsit Road, Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900

(Registered the change of company’s name from (Registered the change of company’s name from Bang-na Logistics Co., Ltd. on October 1, 2008.) Bang-na Logistics Co., Ltd. on October 1, 2008.)

44.44. Thai Beverage Logistics Co., Ltd. Transportation Common Thai Beverage Logistics Co., Ltd. Transportation Common 11,,012012,,000000,,000000..0000 101101,,200200,,000000 101101,,199199,,940940 100100..0000% (3)% (3) 1414, Vibhavadi Rangsit Road, , Vibhavadi Rangsit Road, Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900 45.45. Thai Beverage Marketing Co., Ltd. Import and export Common Thai Beverage Marketing Co., Ltd. Import and export Common 300300,,000000,,000000..0000 3030,,000000,,000000 2929,,999999,,940940 100100..0000% % 1515 Moo Moo 1414, Vibhavadi Rangsit Road, spirits for trading/ , Vibhavadi Rangsit Road, spirits for trading/ Chompon Sub-District, Chatuchak District, international Chompon Sub-District, Chatuchak District, international Bangkok Bangkok 10900 10900 marketing marketing 46.46. Dhanasindhi Co., Ltd. Construction Common Dhanasindhi Co., Ltd. Construction Common 2020,,000000,,000000..0000 2020,,000000 1919,,994994 100100..0000% % 949949//66--88 Nakhon Chaisi Road, Nakhon Chaisi Road, Tanon Nakhon Chaisi Sub-District, Tanon Nakhon Chaisi Sub-District, Dusit District, Bangkok Dusit District, Bangkok 1030010300 47.47. Dhospaak Co., Ltd. Advertising Common Dhospaak Co., Ltd. Advertising Common 2525,,000000,,000000..0000 22,,500500,,000000 22,,499499,,994994 100100..0000% % 195195 Empire Tower, Empire Tower, 2525th Floor, agencyth Floor, agency South Sathon Road, Yannawa Sub-District, South Sathon Road, Yannawa Sub-District, Sathon District, Bangkok Sathon District, Bangkok 1012010120 48.48. International Beverage Holdings Limited Holding company Common International Beverage Holdings Limited Holding company Common HKD 1HKD 1,,490490,,000000,,000000..0000 11,,490490,,000000,,000000 11,,490490,,000000,,000000 100100..0000% % (4)(4) Room Room 901901--22, Silvercord Tower , Silvercord Tower 1, 1, 3030 Canton Road, Tsim Sha Tsui, Kowloon, Canton Road, Tsim Sha Tsui, Kowloon, Hong Kong Hong Kong

49.49. Cosmos Brewery (Thailand) Co., Ltd. Beer, Drink & Common Cosmos Brewery (Thailand) Co., Ltd. Beer, Drink & Common 11,,666666,,666666,,500500..0000 166166,,666666,,650650 166166,,666666,,590590 100100..0000% % 1515 Moo Moo 1414, Vibhavadi Rangsit Road, Soda Production , Vibhavadi Rangsit Road, Soda Production Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900

550.0. Thai Beverage Brands Co., Ltd. Trademark holding Common Thai Beverage Brands Co., Ltd. Trademark holding Common 55,,000000,,000000..0000 5050,,000000 4949,,940940 100100..0000% % 1515 Moo Moo 1414, Vibhavadi Rangsit Road, , Vibhavadi Rangsit Road, Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900

(Registered the change of company’s name from (Registered the change of company’s name from T.C.C. Cosmo Corporation Limited on March 25, 2008.) T.C.C. Cosmo Corporation Limited on March 25, 2008.)

Commpany / Location


No. of Shares Helld





51.51. Beer Chang Co., Ltd. Beer Chang Co., Ltd. Trademark holdingTrademark holding Common Common 11,,000000,,000000..0000 1010,,000000 99,,940940 100100..0000% % 1515 Moo Moo 1414, Vibhavadi Rangsit Road, , Vibhavadi Rangsit Road, and productionand production Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, of concentrateof concentrate Bangkok Bangkok 10900 10900 materialsmaterials 52.52. Archa Beer Co., Ltd. Archa Beer Co., Ltd. Trademark holdingTrademark holding Common Common 11,,000000,,000000..0000 100100,,000000 9999,,940940 100100..0000% % 1414, Vibhavadi Rangsit Road, , Vibhavadi Rangsit Road, and productionand production Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, of concentrate of concentrate Bangkok Bangkok 10900 10900 materialsmaterials 53.53. Sura Piset Pattharalanna Co., Ltd. Holding company Common Sura Piset Pattharalanna Co., Ltd. Holding company Common 600600,,000000,,000000..0000 66,,000000,,000000 55,,999999,,994994 100100..0000% % 1414 Sangsom Building, Soi Yasoob Sangsom Building, Soi Yasoob 11, , Vibhavadi Rangsit Road, Vibhavadi Rangsit Road, Chompon Sub-District, Chompon Sub-District, Chatuchak District, Bangkok Chatuchak District, Bangkok 1090010900 54.54. Thai Drinks Co., Ltd. Production and Common Thai Drinks Co., Ltd. Production and Common 6060,,000000,,000000..0000 600600,,000000 599599,,993993 100100..0000% (5)% (5) 1414, Sangsom Building, distribution of, Sangsom Building, distribution of Vibhavadi Rangsit Road, water Vibhavadi Rangsit Road, water Chompon Sub-District, Chompon Sub-District, Chatuchak District, Bangkok Chatuchak District, Bangkok 1090010900

(Registered the incorporation on July 15, 2008.) (Registered the incorporation on July 15, 2008.) 55.55. Oishi Group Public Company Limited Oishi Group Public Company Limited Japanese restaurant Japanese restaurant Common Common 375375,,000000,,000000..0000 187187,,500500,,000000 168168,,610610,,199199 8989..9393% (6)% (6) 99 UM Tower Building, UM Tower Building, 2020th Floor, th Floor, business andbusiness and Ramkhamhaeng Road, Ramkhamhaeng Road, production andproduction and Suanluang Sub-District, Suanluang District, Suanluang Sub-District, Suanluang District, distribution of fooddistribution of food Bangkok Bangkok 10250 10250 and beverageand beverage 56.56. Thai Thum Distillery Co., Ltd.* Trading of spirits Common Thai Thum Distillery Co., Ltd.* Trading of spirits Common 1717,,500500,,000000..0000 1717,,500500 1717,,483483 9999..9090% % (7)(7) 1414 Vibhavadi Rangsit Road, Vibhavadi Rangsit Road, Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900 57.57. Sura Piset Sahasan Co., Ltd.* Production and Common Sura Piset Sahasan Co., Ltd.* Production and Common 100100,,000000,,000000..0000 11,,000000,,000000 11,,000000,,000000 100100..0000% % 1414 Sangsom Building, Soi Yasoob Sangsom Building, Soi Yasoob 11, distribution of , distribution of Vibhavadi Rangsit Road, spirits Vibhavadi Rangsit Road, spirits Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900 58.58. Sura Piset Samphan Co., Ltd.* Production and Common Sura Piset Samphan Co., Ltd.* Production and Common 100100,,000000,,000000..0000 11,,000000,,000000 11,,000000,,000000 100100..0000% % 1414 Sangsom Building, Soi Yasoob Sangsom Building, Soi Yasoob 11, distribution of , distribution of Vibhavadi Rangsit Road, spirits Vibhavadi Rangsit Road, spirits Chomphon Sub-District, Chatuchak District, Chomphon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900 59.59. Muangkij Co., Ltd.* Import of Common Muangkij Co., Ltd.* Import of Common 33,,810810,,000000..0000 3838,,100100 3838,,100100 100100..0000% % 99 Dao Khanong-Chom Thong Road, oak woods Dao Khanong-Chom Thong Road, oak woods Bang Kho Sub-District, Chom Thong District, Bang Kho Sub-District, Chom Thong District, Bangkok Bangkok 1015010150 60.60. Pan Alcohol Co., Ltd.* Production and Common Pan Alcohol Co., Ltd.* Production and Common 22,,000000,,000000..0000 2020,,000000 2020,,000000 100100..0000% % 1515 Moo Moo 1414, Vibhavadi Rangsit Road, distribution of , Vibhavadi Rangsit Road, distribution of Chompon Sub-District, Chatuchak District, vinegar Chompon Sub-District, Chatuchak District, vinegar Bangkok Bangkok 1090010900 61.61. Vidhayathan Co., Ltd. Environmental Common Vidhayathan Co., Ltd. Environmental Common 55,,000000,,000000..0000 500500,,000000 500500,,000000 100100..0000% % (8)(8) 1515 Moo Moo 1414, Vibhavadi Rangsit Road, public relations , Vibhavadi Rangsit Road, public relations Chompon Sub-District, Chatuchak District, Chompon Sub-District, Chatuchak District, Bangkok Bangkok 1090010900 62.62. InterBev (Singapore) Limited Trading of Common SGD InterBev (Singapore) Limited Trading of Common SGD 33,,000000,,000000..0000 33,,000000,,000000 33,,000000,,000000 100100..0000% % No. No.138138 Cecil Street # Cecil Street # 0505--0202 Cecil Court, alcoholic Cecil Court, alcoholic Singapore beverages Singapore beverages 63.63. InterBev (Cambodia) Co., Ltd. Trading of Common USD InterBev (Cambodia) Co., Ltd. Trading of Common USD 200200,,000000..0000 11,,000000 11,,000000 100100..0000% % No. No.3535, Street , Street 322322, alcoholic, alcoholic Sangkat Boeung Keng Kang Sangkat Boeung Keng Kang 1, 1, beverages beverages Khan Chamkamon, Phnom Penh, Khan Chamkamon, Phnom Penh, Cambodia Cambodia

Comppany / Location

% of Share-holding kRemark

No. of Shares Held

(Direct/Indirect)Paaidd-Up Capital

(Baht) Shhares IssueedType of


A n n u a l R e p o r t 2 0 0 8 34

64.64. InterBev Malaysia Sdn. Bhd. Trading of Common MYR InterBev Malaysia Sdn. Bhd. Trading of Common MYR 100100,,000000..0000 100100,,000000 100100,,000000 100100..0000% % No No 99--11, Jalan USJ , Jalan USJ 11//11B, alcoholic B, alcoholic Regalia Business Centre, beverages Regalia Business Centre, beverages 4762047620 Subang Jaya, Subang Jaya, Selangor, Malaysia Selangor, Malaysia 65.65. International Beverage Holdings Trading of Common USD International Beverage Holdings Trading of Common USD 11..0000 11,,000000 11,,000000 100100..0000% (9) % (9) Limited USA Inc. Limited USA Inc. alcoholic alcoholic 6060 East East 4242nd Street, beverages nd Street, beverages Suite Suite 21342134, New York, NY , New York, NY 66.66. Best Spirits Company Limited Trading of Common HKD Best Spirits Company Limited Trading of Common HKD 1515,,300300,,000000..0000 1515,,300300,,000000 1515,,300300,,000000 100100..0000% % Room Room 901901--22, Silvercord Tower , Silvercord Tower 11, alcoholic , alcoholic 3030 Canton Road, Tsim Sha Tsui, beverages Canton Road, Tsim Sha Tsui, beverages Kowloon, Hong Kong Kowloon, Hong Kong

67.67. International Beverage Holdings (UK) Limited Holding company Common International Beverage Holdings (UK) Limited Holding company Common ££ 6868,,500500,,000000..0000 6868,,500500,,000000 6868,,500500,,000000 100100..0000% % Moffat Distillery, Airdrie, ML Moffat Distillery, Airdrie, ML66 88PL, Scotland PL, Scotland

68.68. United Products Company Limited Production and Common United Products Company Limited Production and Common 350350,,000000,,000000..0000 33,,500500,,000000 33,,429429,,219219 9797..9898% % 5656 Sukhapibal Road, Tambon Nokornchaisri, distribution of Sukhapibal Road, Tambon Nokornchaisri, distribution of Amphoe Nokornchaisri, Nakornpathom Amphoe Nokornchaisri, Nakornpathom 7312073120 spirits spirits 69.69. SPM Foods and Beverages Company Limited Production and Common SPM Foods and Beverages Company Limited Production and Common 606606,,250250,,000000..0000 6060,,625625,,000000 6060,,520520,,000000 9999..8383% % (10)(10) 7979 Moo Moo 33, Tambon Lamlukbua, distribution of , Tambon Lamlukbua, distribution of Amphoe Dontoom, Nakornpathom Amphoe Dontoom, Nakornpathom 73150 73150 water and energy water and energy drinks, and spirits drinks, and spirits agency agency 70.70. Oishi Trading Co., Ltd. Production and Common Oishi Trading Co., Ltd. Production and Common 420420,,000000,,000000..0000 44,,200200,,000000 33,,776776,,869869 8989..9393% (11)% (11) 99 Ramkhamhaeng Road, distribution of Ramkhamhaeng Road, distribution of Suanluang Sub-District, food and beverage Suanluang Sub-District, food and beverage Suanluang District, Bangkok, Suanluang District, Bangkok,1025010250 71.71. Oishi Ramen Co., Ltd. Japanese ramen Common Oishi Ramen Co., Ltd. Japanese ramen Common 158158,,000000,,000000..0000 11,,580580,,000000 11,,420420,,822822 8989..9393% % (12)(12) 444444, , 11st Floor, Room st Floor, Room 11 A A 0808--0909, restaurants , restaurants Phayathai Road, Wang Mai Sub-District, Phayathai Road, Wang Mai Sub-District, Pathumwan District, Bangkok Pathumwan District, Bangkok 1033010330 72.72. Blairmhor Limited* Holding company Common £ Blairmhor Limited* Holding company Common £99,,009009,,407407..0000 900900,,940940,,700700 900900,,940940,,700700 100100..0000% % Moffat Distillery, Airdrie ML Moffat Distillery, Airdrie ML66 88PL, Scotland PL, Scotland 73.73. Inver House Distillers Limited Production and Common £ Inver House Distillers Limited Production and Common £1010,,000000,,000.00000.00 1010,,000000,,000000 1010,,000000,,000000 100100..0000% % Moffat Distillery, Airdrie ML Moffat Distillery, Airdrie ML66 88PL, Scotland distribution of PL, Scotland distribution of spirits spirits 74.74. Blairmhor Distillers Limited* Dormant Common £ Blairmhor Distillers Limited* Dormant Common £200200..0000 22,,000000 22,,000000 100100..0000% % Moffat Distillery, Airdrie, ML Moffat Distillery, Airdrie, ML66 88PL, Scotland PL, Scotland 75.75. Wee Beastie Limited* Dormant Common £ Wee Beastie Limited* Dormant Common £100100..0000 100100 100100 100100..0000% % Moffat Distillery, Airdrie, ML Moffat Distillery, Airdrie, ML66 88PL, Scotland PL, Scotland 76.76. Speyburn-Glenlivet Distillery Company Limited* Speyburn-Glenlivet Distillery Company Limited* Dormant Common £ Dormant Common £100100..0000 100100 100100 100100..0000% % Moffat Distillery, Airdrie ML Moffat Distillery, Airdrie ML66 88PL, Scotland PL, Scotland 77.77. The Knockdhu Distillery Company Limited* Dormant Common £ The Knockdhu Distillery Company Limited* Dormant Common £100100..0000 100100 100100 100100..0000% % Moffat Distillery, Airdrie ML Moffat Distillery, Airdrie ML66 88PL, ScotlandPL, Scotland

78.78. The Pulteney Distillery Company Limited* Dormant Common £ The Pulteney Distillery Company Limited* Dormant Common £22..0000 22 22 100100..0000% % Moffat Distillery, Airdrie ML Moffat Distillery, Airdrie ML66 88PL, Scotland PL, Scotland 79.79. The Balblair Distillery Company Limited* Dormant Common £ The Balblair Distillery Company Limited* Dormant Common £22..0000 22 22 100100..0000% % Moffat Distillery, Airdrie ML Moffat Distillery, Airdrie ML66 88PL, ScotlandPL, Scotland

80.80. R Carmichael & Sons Limited* Dormant Common £ R Carmichael & Sons Limited* Dormant Common £3030,,000000..0000 3030,,000000 3030,,000000 100100..0000% % Moffat Distillery, Airdrie, ML Moffat Distillery, Airdrie, ML66 88PL, Scotland PL, Scotland 81.81. J MacArthur Jr & Company Limited* Dormant Common £ J MacArthur Jr & Company Limited* Dormant Common £100100..0000 100100 100100 100100..0000% % Moffat Distillery, Airdrie, ML Moffat Distillery, Airdrie, ML66 88PL, Scotland PL, Scotland

Commpany / Location


No. of Shares Helld





Remarks: *These are currently non-trading.

(1) This company’s issued shares had not been fully paid. Currently, the company’s paid up capital is Baht 690 million. (2) On January 25, 2008. this company registered the increase of capital from Baht 2 million to Baht 200 million by issuing the newly issued shares

of 19,800,000 shares, totalling 20,000,000 shares, with par value of Baht 10 each. (3) On February 28, 2009 this company registered the increase of capital from Baht 12 million to Baht 1,012 million by issuing the newly issued shares

of 100,000,000 shares, totalling 101,200,000 shares, with par value of Baht 10 each. Currently, the company’s paid up capital is Baht 262 million. (4) On March 20, 2008 this Company registered the increase of capital from HKD 1,470 million to HKD 1,490 million by issuing the newly issued

shares of 20,000,000 shares, with par value of HKD 1 each. (5) On December 11, 2008 this Company registered the increase of capital from Baht 1 million to Baht 60 million by issuing the newly issued shares

of 590,000 shares, totalling 600,000 shares, with par value of Baht 100 each. At the end of 2008, the company paid up capital is Baht 30 million. Currently, the company’s paid up capital is fully made.

(6) On September 30, 2008 the Company acquired 43.9% shares in this company and on November 18, 2008 the Company acquired additional 46.03% shares from making the tender offer of shares in this company, totalling 89.93%.

(7) This company’s issued shares had not been fully paid. Currently, the company’s paid up capital is Baht 14 million. (8) This company’s issued shares had not been fully paid. Currently, the company’s paid up capital is Baht 2.5 million. (9) With the share premium of USD 2,599,999.00, in total paid-in capital of USD 2,600,000.00. (10) On December 30, 2008 this company registered the increase of capital from Baht 6.25 million to Baht 606.25 million by issuing the newly issued

shares of 60,000,000 shares, totalling 60,625,000 shares, with par value of Baht 10 each. (11) Derived from share acquisition of Oishi Group Public Company Limited on September 30, 2008 which holds 99.99% shares in this Company. (12) Derived from share acquisition of Oishi Group Public Company Limited on September 30, 2008 which holds 99.99% shares in this Company.

Updates (as of March 11, 2009):

(a) On February 2, 2009 Sura Bangyikhan Co., Ltd. and other companies in Bangyikhan group acquired entire shares of Mekhong Distillery Limited.The registered capital of Mekhong Distillery Limited is Baht 500,000 consisting of 5,000 issued common shares. This company’s issued shares had not been fully made. Currently, the company’s paid up capital is Baht 125,000. Thai Beverage Public Company Limited indirectly holds

5,000 shares, representing 100%, in Mekhong Distillery Limited through the said subsidiaries. Currently, Mekhong Distillery Limited is dormant. (b) On February 2, 2009 Beer Chang Co., Ltd. and other companies in Beer Chang group acquired entire shares of Chang Beer International Co., Ltd. The registered capital of Chang Beer International Co., Ltd. is Baht 1,000,000 consisting of 100,000 issued common shares. Thai Beverage Public Company Limited indirectly holds 100,000 shares, representing 100%, in Chang Beer International Co., Ltd. through the said subsidiaries. Currently, Chang Beer International Co., Ltd. is dormant. (c) Chang Corp Co., Ltd. was incorporated on March 6, 2009. The registered capital of Chang Corp Co., Ltd. is Baht 100,000 consisting of 10,000

issued common shares. Thai Beverage Public Company Limited indirectly holds 9,996 shares, representing 99.96%, in Chang Corp Co., Ltd. through Thai Beverage Marketing Co., Ltd. Chang Corp’s issued shares had not been fully paid. Currently, its paid up capital is Baht 25,000.

(d) Chang International Co., Ltd. was incorporated on March 6, 2009. The registered capital of Chang International Co., Ltd. is Baht 100,000 consisting of 10,000 issued common shares. Thai Beverage Public Company Limited indirectly holds 9,997 shares, representing 99.97%, in Chang International Co., Ltd. through Thai Beverage Marketing Co., Ltd. Chang International’s issued shares had not been fully paid. Currently, its paid up capital is Baht 25,000.

82.82. Mason & Summers Limited* Dormant Common £ Mason & Summers Limited* Dormant Common £1010,,030030..0000 1010,,030030 1010,,030030 100100..0000% % 1010 Foster Lane, London, EC Foster Lane, London, EC22V V 66HH, England HH, England 83.83. Hankey Bannister & Company Limited* Dormant Common £ Hankey Bannister & Company Limited* Dormant Common £100100..0000 100100 100100 100100..0000% % Moffat Distillery, Airdrie, ML Moffat Distillery, Airdrie, ML66 88PL, Scotland PL, Scotland 84.84. James Catto & Company Limited* Dormant Common £ James Catto & Company Limited* Dormant Common £5050,,000000..0000 5050,,000000 5050,,000000 100100..0000% % Moffat Distillery, Airdrie ML Moffat Distillery, Airdrie ML66 88PL, Scotland PL, Scotland 85.85. Glen Calder Blenders Limited* Dormant Common £ Glen Calder Blenders Limited* Dormant Common £100100..0000 100100 100100 100100..0000% % Moffat Distillery, Airdrie, ML Moffat Distillery, Airdrie, ML66 88PL, Scotland PL, Scotland 86.86. Moffat & Towers Limited* Dormant Common £ Moffat & Towers Limited* Dormant Common £11..0000 11 100100 100100..0000% % Moffat Distillery, Airdrie ML Moffat Distillery, Airdrie ML66 88PL, Scotland PL, Scotland 87.87. Liquorland Limited Off licences Common £ Liquorland Limited Off licences Common £495495,,000.00000.00 495495,,000000 245245,,000000 4949..4949% % 88 Westbank Road, Belfast, BT Westbank Road, Belfast, BT33 99JL, JL, Northern Ireland Northern Ireland 88.88. Inver House Polska Limited Trading of Common PLN Inver House Polska Limited Trading of Common PLN 700700,,000000..0000 700700,,000000 308308,,000000 4444..0000% % ul. Obodrzyców ul. Obodrzyców 3434 A/ A/11, , 8181--812812 Sopot, alcohlic beverages Sopot, alcohlic beverages Poland Poland 89.89. Inver House Distribution SA* Dormant Common EUR Inver House Distribution SA* Dormant Common EUR 2424,,930930..0000 22,,493493 11,,247247 5050..0202% % Avenue des Tilleuls, Avenue des Tilleuls, 6214062140 Marconne, Marconne, France France

Comppany / Location


No. of Shares Held


(Ba( ht) Shaares IssueddType of


A n n u a l R e p o r t 2 0 0 8 36

Remarks:

(1) Mr. Samut Hatthasing resigned from the member of the Board of Directors effective on May 16, 2008.

(2) This is to comply with the requirement of Public Limited Company Act B.E. 2535 (as amended) that the director holds shares or

debentures of the company or an affiliate company held directly by a Board member Under his name, and shall indicate the total

number of shares increasing or decreasing during a fiscal year (if any). No director holds shares in the Company’s affiliate

companies. The company does not have any outstanding debentures.

(3) Good Show Holdings Limited holds 3,492,720,000 shares in Thai Beverage Public Company Limited.

(4) Risen Mark Enterprise Ltd. holds 3,193,150,000 shares in Thai Beverage Public Company Limited.

(5) Siriwana Co., Ltd. holds 2,462,200,000 shares in Thai Beverage Public Company Limited.

(6) Golden Capital (Singapore) Limited holds 435,000,000 shares in Thai Beverage Public Company Limited.

(7) Maxtop Management Corp. holds 261,249,000 shares in Thai Beverage Public Company Limited.

(8) Ms. Chompoonuch Tejapaibul holds 50,000,000 shares in Thai Beverage Public Company Limited.

1. Mr. Charoen Sirivadhanabhakdi Thai Beverage Public Company Limited 3,156,500,000 12.57 0 - - - Good Show Holdings Limited (3) - - MM Group Limited 5,000 100 Risen Mark Enterprise Ltd. (4) - - MM Group Limited 50,000 100 Siriwana Co., Ltd. (5) 319,999,997 50.00 - - - Golden Capital (Singapore) Limited (6) - - MM Group Limited 10,000,000 100 MM Group Limited 25,000 50.00 - - - Maxtop Management Corp.(7) - - MM Group Limited 50,000 100

2. Khunying Wanna Sirivadhanabhakdi Thai Beverage Public Company Limited 3,156,500,000 12.57 0 - - - Good Show Holdings Limited (3) - - MM Group Limited 5,000 100 Risen Mark Enterprise Ltd. (4) - - MM Group Limited 50,000 100 Siriwana Co., Ltd. (5) 319,999,997 50.00 - - - Golden Capital (Singapore) Limited (6) - - MM Group Limited 10,000,000 100 MM Group Limited 25,000 50.00 - - - Maxtop Management Corp.(7) - - MM Group Limited 50,000 100

3. Mr. Narong Srisa-an Thai Beverage Public Company Limited 1 0.00 0 - - -

4. Mr. Komen Tantiwiwatthanaphan Thai Beverage Public Company Limited 34,068,668 0.14 0 - - -

5. Mr. Puchchong Chandhanakij Thai Beverage Public Company Limited 1 0.00 0 - - -

6. Mr. Staporn Kavitanon - - - - - - -

7. Prof. Kanung Luchai - - - - - - -

8. Mr. Manu Leopairote - - - - - - -

9. Mr. Ng Tat Pun - - - - - - -

10. Mr. Michael Lau Hwai Keong - - - - - - -

11. Prof. Pornchai Matangkasombut - - - - - - -

12. Gen. Dr. Choo-Chat Kambhu Na Ayudhya - - - - - - -

13. Mr. Sakthip Krairiksh - - - - - - -

14. Mr. Vivat Tejapaibul Thai Beverage Public Company Limited 241,541,500 0.96 (50,000,000) Mr. Chompoonuch Tejapaibul(8) - -

15. Mr. Panote Sirivadhanabhakdi Thai Beverage Public Company Limited 107,000,000 0.43 0 - - -

16. Mr. Thapana Sirivadhanabhakdi Thai Beverage Public Company Limited 107,000,000 0.43 0 - - -

17. Ms. Kanoknart Rangsithienchai Thai Beverage Public Company Limited 1 0.00 0 - - -

18. Mr. Sithichai Chaikriangkrai Thai Beverage Public Company Limited 1 0.00 - - - -

19. Mr. Ueychai Tantha-Obhas - - - - - - -

20. Dr. Pisanu Vichiensanth - - - - - - -

21. Mr. Chukiet Tangpongprush Thai Beverage Public Company Limited 1 0.00 0 - - -

Direct Interestes s Number of Shares

As at January 21, 2009

NumbN er of ShaShares Deemed d InterestsName of directors(1)

Increase (decrease) during the accounting period (2)

Percentaage geof Shareholldingdin

Percentantage of Shareholdingdin

LIST OF DIRECT AND DEEMED INTERESTS OF EACH DIRECTOR

T hh a i B e vv e e r a g e P u b l i c C o m p a n y L i mm i i t ee d d 37

STATTTISTIICS OOOF SSHARREHHOLDDDERRS As at March 11, 2009

INFORMATION ON SHARE CAPITAL

Authorised share capital Baht 29,000,000,000

Issued and fully paid-up capital Baht 25,110,025,000

Class of shares Common shares with a par value of Baht 1

Number of shares issued 25,110,025,000 shares

Voting rights One vote per one share

Analysis of Shareholders by Size of Shareholdings

Size of Shareholdings Number of Shareholders % Number of Shares %

1 – 999 8 5.93 8 0.00

1,000 – 10,000 N/A N/A N/A N/A

10,001 – 1,000,000 32 23.70 10,808,925 0.04

1,000,001 and above 95 70.37 25,099,216,067 99.96

Total 135 100.00 25,110,025,000 100.00

The 18.51 % the Company’s shares are held in the hands of public. Accordingly, the Company has complied with Rule

723 of the Listing Manual of the SGX-ST.

A n n u a l R e p o r t 2 0 00 8 38

TOP TWENTY SHAREHOLDERS

No. Name of shareholders Number of Shares %

1. The Central Depository (PTE) Limited 5,742,139,920 22.87

2. Good Show Holdings Limited 3,492,720,000 13.91

3. Mr. Charoen Sirivadhanabhakdi 3,156,500,000 12.57

4. Khunying Wanna Sirivadhanabhakdi 3,156,500,000 12.57

5. Siriwana Co., Ltd. 2,860,720,000 11.39

6. Risen Mark Enterprise Ltd. 2,359,815,000 9.40

7. Sparkle View Development Limited 387,654,492 1.54

8. Mrs. Siriluck Maithai 338,519,080 1.35

9. Pan Glass Industry Co., Ltd. 316,000,000 1.25

10. Citibank Nominees Singapore Pte Ltd. 262,436,750 1.04

11. Mr. Vivat Tejepaibul 241,541,500 0.96

12. P.C. Commercial Co., Ltd. 240,000,000 0.95

13. Nimit Pichit Co., Ltd. 149,000,000 0.59

14. Pan Inter (1979) Co., Ltd. 135,000,000 0.54

15. Mrs. Wantanee Chevasiri 110,236,750 0.44

16. Mrs. Atinant Bijananda 107,000,000 0.43

17. Mr. Thapana Sirivadhanabhakdi 107,000,000 0.43

18. Mrs. Thapanee Techajareonvikul 107,000,000 0.43

19. Mr. Panote Sirivadhanabhakdi 107,000,000 0.43

20. Mrs. Wallapa Traisorat 107,000,000 0.43

Total 23,483,783,492 93.52


Statistics of Shareholders under the Central Depository (PTE) Limited

Size of Holdings Number of Shareholders % Number of Shares %

1 – 999 10 0.09 1,810 0.00

1,000 – 10,000 7,707 70.71 33,760,204 0.59

10,001 – 1,000,000 3,158 28.97 191,487,006 3.33

1,000,001 and above 25 0.23 5,516,890,900 96.08

Total 10,900 100.00 5,742,139,920 100.00

Twenty Largest Shareholders under the Central Depository (PTE) Limited

No. Name of shareholders Number of Shares %

1. DBS Nominees Pte Ltd 2,577,624,984 44.89

2. Risen Mark Enterprise Limited 833,335,000 14.51

3. UOB Kay Hian Pte Ltd 504,547,000 8.79

4. HSBC (Singapore) Nominees Pte Ltd 501,594,127 8.74

5. DBSN Services Pte Ltd 461,185,640 8.03

6. Citibank Nominees Singapore Pte Ltd 443,853,638 7.73

7. United Overseas Bank Nominees Pte Ltd 108,367,112 1.89

8 Raffles Nominees Pte Ltd 23,527,399 0.41

9. Merrill Lynch (Singapore) Pte Ltd 11,837,000 0.21

10. Nomura Singapore Limited 10,967,000 0.19

11. Morgan Stanley Asia (S’pore) Securities Pte Ltd 10,512,000 0.18

12. DB Nominees (S) Pte Ltd 7,311,000 0.13

13. Macquarie Capital Securities Pte Ltd 3,211,000 0.06

14. DBS Vickers Securities (S) Pte Ltd 3,097,000 0.05

15. Hoe Juan Jok 2,152,000 0.04

16. Lee Heng Tin 1,750,000 0.03

17. Lee Seng Hong or Shee Liang Yee Theresa 1,620,000 0.03

18. Ng Ban Hock 1,500,000 0.03

19. Chen Chia Kuang Francis 1,462,000 0.03

20. Han Tock Lian 1,380,000 0.02

Total 5,510,833,900 95.99

A n n u a l R e p o r t 2 0 0 8 40

Particular of Material Contracts with the Interested Persons for the year 2008 consist of:

1. Share Sale and Purchase Agreement relating to the sale and purchase of ordinary shares of Oishi Group Public

Company Limited (“Oishi”) dated August 29, 2008 between Yodkij Business Company Limited (an associate of the

company’s interested persons) who is the seller and Thai Beverage Public Company Limited who is the purchaser.

The sale and purchase is for Thai Beverage Public Company Limited to acquire 82,314,537 shares representing

43.9% of the issued share capital of Oishi at the purchase price of Baht 37 per share and a total aggregate

consideration of Baht 3,045.64 million.

2. Share Sale and Purchase Agreement relating to the sale and purchase of ordinary shares of Thai Alcohol Public

Company Limited (“Thai Alcohol”) dated August 29, 2008 between Damrongfah Company Limited (an associate of

the company’s interested persons) who is the purchaser and Thai Beverage Public Company Limited who is the

seller. The sale and purchase is for Thai Beverage Public Company Limited to dispose 160 million shares

representing 100% of the issued share capital of Thai Alcohol for an aggregate consideration of Baht 1,590.95 million.

The Extraordinary General Meeting of Shareholders No. 1/2009 held on September 29, 2008 approved the acquisition of

the shares in Oishi and the disposal of the shareholding in Thai Alcohol set out above. The acquisition and disposal

completed on October 30, 2008.

Net book value of the company freehold land and building as at December 31, 2008 were as follows:

(million Baht)

Land 7,867

Surplus on land revaluation 4,263

Land improvement 1,449

Building and improvements 17,470

Total 31,049

The company leases various premises, primarily for the branch offices and warehouses. All of these leases are

operating leases and not financial leases.

As at December 31, 2008, the amount of freehold land held for planned future business operations amounted to

Baht 1,202 million which was 8.1% of profit before income tax.


1 2 3

4 5 6

7 8 9

10 11 12

13 14 15

16 17 18

19 20 21

BBBOOAARRRDD OOFF DDIIRREECCTTOOOORRRRSSS1. Mr. Charoen Sirivadhanabhakdi Chairman

2. Khunying Wanna Sirivadhanabhakdi Vice Chairman

3. Mr. Narong Srisa-an Vice Chairman

4. Mr. Komen Tantiwiwatthanaphan

Vice Chairman

5. Mr. Puchchong Chandhanakij Director

6. Mr. Staporn Kavitanon

Independent Director and

Audit Committee Chairman

7. Prof. Kanung Luchai Independent Director and

Audit Committee Member

8. Mr. Manu Leopairote Independent Director and


9. Mr. Ng Tat Pun

Independent Director and


10. Mr. Michael Lau Hwai Keong

Independent Director

11. Prof. Pornchai Matangkasombut Independent Director

12. Mr. Sakthip Krairiksh

Independent Director

13. Gen. Dr. Choo-Chat Kambhu Na Ayudhya Independent Director

14. Mr. Vivat Tejapaibul Director

15. Mr. Panote Sirivadhanabhakdi Director

16. Mr. Thapana Sirivadhanabhakdi President and CEO

17. Ms. Kanoknart Rangsithienchai Director and Executive Vice President

18. Mr. Sithichai Chaikriangkrai Director and Senior Vice President

19. Mr. Ueychai Tantha-Obhas

Director and Senior Vice President

20. Dr. Pisanu Vichiensanth


21. Mr. Chukiet Tangpongprush


Ms. Vaewmanee SoponpinijCompany Secretary / Secretary to the Board

Mr. Thidi SuwanaratAssistant Secretary to the Board


1 2 3

4 5 6

7 8 9

10 11 12

13 14 15

EXECCUTIVE

COMMITTEE

A n n u a l R e p o r t 2 0 0 8 44

EEXXECCUUTTTIVVE CCCOMMMITTTEEEE

MMANAAGGEEEMENNTT CCOMMITTTEEEE

1. Mr. Charoen Sirivadhanabhakdi Executive Chairman

2. Khunying Wanna Sirivadhanabhakdi 1st Executive Vice Chairman

3. Mr. Narong Srisa-an 2nd Executive Vice Chairman

4. Mr. Komen Tantiwiwatthanaphan 3rd Executive Vice Chairman

5. Mr. Puchchong Chandhanakij 4th Executive Vice Chairman




9. Mr. Ueychai Tantha-Obhas Director and Senior Vice President

10. Dr. Pisanu Vichiensanth Director and Senior Vice President

11. Mr. Chukiet Tangpongprush Director and Senior Vice President

12. Mr. Sawat Sopa Executive Vice President

13. Mr. Jean Lebreton Senior Vice President

14. Mr. Vichai Chaiyavaranurak Senior Vice President

15. Mr. Somchai Suthikulpanich Senior Vice President


Marketing


Corporate Services


Finance

4. Mr. Ueychai Tantha-Obhas Director and Senior Vice President

Sales

5. Dr. Pisanu Vichiensanth Director and Senior Vice President

Beer Production

6. Mr. Chukiet Tangpongprush Director and Senior Vice President

General Affairs

7. Mr. Sawat Sopa Executive Vice President

Spirit Production

8. Mr. Jean Lebreton Senior Vice President

Strategy

9. Mr. Vichai Chaiyavaranurak Senior Vice President

Business Development

10. Mr. Somchai Suthikulpanich Senior Vice President

Non-Alcohol Production


Director Profi le 1Mr. Charoen Sirivadhanabhakdi

Chairman / Executive Chairman

Mr. Charoen Sirivadhanabhakdi was appointed Chairman

of the Board of Directors of Thai Beverage Public

Company Limited in 2003. He has been the Chairman

of Beer Thai (1991) Public Company Limited and the

Red Bull Distillery Group of Companies since 2004,

the Chairman of TCC Land Co., Ltd. since 2002, the

Chairman of Berli Jucker Public Company Limited

since 2001 and the Chairman of South East Group

Co., Ltd. since 1997. In addition, he has been the Chairman

of TCC Holding Co., Ltd. since 1987.

Mr. Charoen holds an Honorary Doctoral Degree

in Agricultural Business Administration from Maejo

Institute of Agricultural Technology, an Honorary Doctoral

Degree in Industrial Technology from Chandrakasem

Rajabhat University and an Honorary Doctoral Degree

in Management from Huachiew Chalermprakiet University.

Mr. Charoen has received many honors and Royal

decorations, including the Knight Grand Cordon (Special

Class) of the Most Exalted Order of the White Elephant,

Knight Grand Cordon (Special Class) of the Most

Noble Order of the Crown of Thailand, the Knight

Grand Cross (First Class) of the Most Admirable Order

of the Diredgunabhorn and Knight Grand Commander

(Second Class, Higher Grade) of the Most Illustrious

Order of Chula Chom Klao.

Khunying Wanna SirivadhanabhakdiVice Chairman / 1st Executive Vice Chairman

Khunying Wanna Sirivadhanabhakdi was appointed

Vice Chairperson of the Board of Directors in 2003.

She has been the Chairperson of Beer Thip Brewery

(1991) Company Limited and the Sangsom Group of

companies since 2004. She has also been the Vice

Chairperson of TCC Capital Land Company Limited

since 2003, Vice Chairperson of Berli Jucker Public

Company Limited since 2001 and the Vice Chairperson

of the Executive Board of T.C.C. Group since 1972.

Khunying Wanna holds an Honorary Doctoral Degree

of Bio-technology from Ramkhamhaeng University,

an Honorary Doctoral Degree in Business Administration

from Maejo Institute of Agricultural Technology, an

Honorary Doctoral Degree in Business Administration

from Chiang Mai University, and an Honorary Doctoral

of Philosophy Degree in Social Sciences from Mae Fah

Luang University.

On the social activity side, she is the Vice Chairperson

of the Bhumirajanagarindra Kidney Institute Foundation,

a Director of the Siriraj Foundation, a Director of

Ramathibodi Foundation, a Director of the Crown Prince

Hospital Foundation, a Director of the Kidney Foundation

of Thailand, a Director of the Elephant Reintroduction

Foundation, a Director of the Commitee for Recruitment

and Promotion of Voluntary Blood Donors of the

Thai Red Cross Society, and a Director of the Sala

Chalermkrung Foundation.

Khunying Wanna has been awarded with business

and social awards from several institues. She has also

received numerous honors and Royal Thai decorations,

such as the Knight Grand Cordon (Special Class) of

the Most Exalted Order of the White Elephant (Ladies),

the Knight Grand Cordon (First Class) of the Most

Noble Order of the Crown of Thailand (Ladies), the

Knight Commander (Second Class, Lower Grade) of

the Most Illustrious Order of Chula Chom Klao and the

Knight Grand Cross (First Class) of the Most Admirable

Order of the Diredgunabhorn.

DDIRREEECCTTOORR PPRRROOFFIILLLEE

A n n u a l R e p o r t 2 0 0 8 46

Mr. Narong Srisa-anVice Chairman / 2nd Executive Vice Chairman

Mr. Narong Srisa-an was appointed Vice Chairman

of the Board of Directors in 2003. He has 44 years’

experience in the banking industry, having served in

Kasikorn Bank Public Company Limited from 1954 to

1998 as its Executive Vice Chairman. He also holds

directorships in several public companies in Thailand,

including Chairman and Executive Chairman of Oishi

Group Public Company Limited, Chairman of Advance

Agro Public Company Limited and Independent Director

of True Corporation Public Company Limited. He holds

an Honorary Master of Economics from Thammasart

University.

Mr. Komen TantiwiwatthanaphanVice Chairman / 3rd Executive Vice Chairman

Mr. Komen Tantiwiwatthanaphan was appointed Vice

Chairman of the Board of Directors in 2003. He has

had over 40 years’ experience in managing companies

in the distilling industry. He has served as President

of Sahasan (2529) Co., Ltd. since 1986, and as

Director and Senior Vice President of Suramaharas Public

Company Limited from 1986 to 1999. He holds a High

School Certificate from China.

Mr. Puchchong ChandhanakijDirector / 4th Executive Vice Chairman

Mr. Puchchong Chandhanakij was appointed a Director

and Executive Vice Chairman in 2003. Before joining

Thai Beverage Public Company Limited, he was Managing

Director of LSPV Co., Ltd. from 1988 to 2003. He was

Executive Director (Finance) of the T.C.C. group of

companies from 1983 to 1988, Director of Robina Credit

Ltd. from 1980 to 1982 and Vice President of Asia Credit

Ltd. from 1975 to 1979. He also holds the position of

independent director of Krisdamahanakorn Public

Company Limited.

He holds a Bachelor of Business Administration and

a Master of Science in Accounting from California State

University, Long Beach, USA.

Mr. Staporn KavitanonIndependent Director and Audit Committee Chairman

Mr. Staporn Kavitanon was appointed a Director in 2004.

He has extensive experiences in the management

of companies with directorship and membership of

Committees at various companies, such as Bangkok

Bank Berhad, Siam Food Public Company Limited

and Berli Jucker Public Company Limited. From 1994

to 1999, he was the Vice Chairman of Bangkok Bank

Public Company Limited.

He holds a Bachelor of Arts in Economics from

Thammasart University and a Master of Arts in

Economics from Vanderbilt University, USA.

Prof. Kanung LuchaiIndependent Director and Audit Committee Member

Prof. Kanung Luchai was appointed an Independent

Director in 2004. He has wide-ranging experiences in

the public sector and legal business, having worked as


Director Profi le 2

Junior and Senior Public Prosecutor in the Department

of Public Prosecution from 1946 to 1971 and Director-

General of the Policy and Planning Department of the

Ministry of Interior from 1971 to 1973. He served as

the Deputy Under-Secretary of State for the Ministry

of Interior from 1973 to 1974 and as the Deputy

Minister of Interior from 1974 to 1975. He practiced

law at Bangkok International Law Offices Co., Ltd.,

from 1976 to 1985, and at Kanung-Prok Law Office

Co., Ltd., from 1986 to 1992. He is currently a Director

of Kanung & Partners Law Offices Company Limited

and a Director of Kanung & Partners International

Consultancy Company Limited. He is also a Director

of Thailand Iron Works Public Company Limited and

Bangkok Bank Public Company Limited.

In 2001, he received the Prof. Sanya Thammasak

Award for being an Outstanding Lawyer from the

Private Sector. He holds a Bachelor of Laws from

Thammasart University, a B.A. Hons., LL.B. Cambridge

University, United Kingdom, an Honorary Doctorate

Degree of Law from Chulalongkorn University and

Thammasart University, and an Honorary Doctorate

Degree of Management Technology from Suranaree

University of Technology. He is also a member of the

Thai Bar Association.

Mr. Manu LeopairoteIndependent Director and Audit Committee Member

Mr. Manu Leopairote was appointed an Independent

Director in 2004. He has extensive experiences in the

public sector, having served as a Director, Secretary

General, Inspector-General and Director-General from

1968 to 1999, and as the Permanent Secretary at the

Ministry of Industry from 1999 to 2004. He was also

the Chairman of the Petroleum Authority of Thailand

from 1999 to 2004. From 1994 to 2008, he is the

Chairman of Technonet Asia, and from 1995 to 1996,

the Chairman of the International Sugar Organization

Council of England. He was also part-time lecturer at

the Faculty of Economics, Thammasart University,

Assumption University, and Bangkok University.

He was the President of the Thammasart University

Association from 2003 to 2004 and was the President

of the Thammasart University Economics Association

from 2000 to 2006.

He holds a Bachelor of Science in Economics (Honors)

from Thammasart University and a Master of Science

in Economics from the University of Kentucky and the

National Defense College of Thailand Class 34. He won

the Asian Productivity Organization Award in 2005.

Mr. Ng Tat PunIndependent Director and Audit Committee Member

Mr. Ng Tat Pun was appointed as an Independent

Director in 2006. He has extensive experience in the

banking and finance industry. He started his banking

career with Citibank in 1971 and was a Vice President

when he left in 1982. Since then, he has served in

various senior positions with local and foreign financial

institutions. From 1988 to 1997, he was the Executive

Vice President of OCBC Bank, Singapore, in charge

of its International Banking and Financial Institutions

business. In 1998, he was appointed the Executive

Director and Chief Executive Officer of OCBC Bank,

Malaysia. He was a Managing Director at JP Morgan

Chase from 1999 to 2002 and a Managing Director and

subsequently, a Senior Advisor at UBS AG from

2003 to 2008. He is also an Independent Director,

Chairman of the Audit Committee, Member of the

Nomination Committee of Engro Corporation Ltd.,

Singapore and an Independent Director, Chairman of

the Board of Directors, Chairman of the Nomination

Committee and Member of the Audit Committee of SP

Chemicals Ltd., Singapore.

Mr. Ng holds a Bachelor of Arts degree (Economics

and History) from the University of Singapore.

A n n u a l R e p o r t 2 0 0 8 48

Mr. Michael Lau Hwai KeongIndependent Director

Mr. Michael Lau Hwai Keong was appointed as an

Independent Director in 2006. He is a Managing

Director, Advisory Services of Octagon Advisors Pte.

Ltd. From June 2000 to September 2004, he served

as the Executive Vice President, International of United

Overseas Bank Ltd., where he was responsible for

the administration and governance of the bank’s

international operations. He was an Advisor to Asia

Pulp and Paper Ltd. from February 1999 to May 2000.

He has held various positions at the Monetary

Authority of Singapore (MAS) from February 1985

to July 1989 and from April 1991 to August 1997.

His last position at the MAS was Senior Deputy Director

(Development and Domestic Institutions). From August

1989 to March 1991, he was a Senior Manager

(Institutional Sales) at J M Sassoon & Company,

a stock broking company. He was also the Executive

Vice President of the Central Depository (Pte.) Limited

(CDP) from November 1997 to February 1999.

He holds a Bachelor of Business Administration

(First Class Honors) from the National University of

Singapore and the Chartered Financial Analyst (CFA)

from Institute of Chartered Financial Analysis.

Prof. Pornchai MatangkasombutIndependent Director

Prof. Pornchai Matangkasombut was appointed as an

Independent Director in 2006. He was the President

of the Mahidol University from 1999 to 2007 and,

before his appointment in 1999, was a professor

at the University. He has been a member of the

International Union of Immunological Societies since

1971 and a Member of the Executive Board of the

International Union of Microbiological Societies from

1986 to 1990. He has won the highest level of Royal

Decorations (Knight Grand Cordon of White Elephant,

Special Class and Knight Grand Cordon of the Crown

of Thailand, Special Class) and the Royal Thai Award

of Chula Chom Klao Order (Special Third Class) and

the Palmes Academiques (Commandeur) from the

Government of France, the Borden Research Award in

Medicine. He was also an Honorary Research Associate

at Harvard University and a Visiting Professor at Osaka

University and the University of Saigon.

He holds a Bachelor of Degree, Doctor of Medicine

(M.D.) and Doctor of Philosophy (Ph.D.) from the

University of Wisconsin.

Mr. Sakthip KrairikshIndependent Director

Mr. Sakthip Krairiksh was appointed an Independent

Director in 2005. He has extensive experience in the

public sector, having worked in Thai ministries.

He began his career as a civil servant in 1971 at the

Ministry of Interior. From 1979 to 2004, he served as a

Diplomat in the Ministry of Foreign Affairs, where he

held various positions, including Secretary to the Minister,

Deputy Chief of Mission of the Embassy in Washington,

USA, Director-General, Protocol Department, Director-

General, Information Department, Spokesman of the

Foreign Ministry, and Ambassador to the Kingdom of

Cambodia, Japan and the United States. He was an

Advisor to the Prime Minister in 2004 and from 2004

to September 2007 the Permanent Secretary, Ministry

of Tourism and Sports.

He holds a Bachelor of Political Science from Boston

University, USA and has attended the National

Defense College. He also holds an Honorary Doctorate

Degree from Soka University, Japan. He has received

various Royal Thai and foreign decorations, such as the

Knight Grand Cordon (Special Class) of the Most Noble

Order of the Crown of Thailand, the Knight Grand

Cordon (Special Class) of the Most Exalted Order of the

White Elephant, the Grand Companion (Second Class,

lower grade) of the Most Illustrious Order of Chula

Chom Klao, the Order of the Sacred Treasure, Gold

and Silver Star and the Grand Cordon of the Order of

the Rising Sun.


Director Profi le 3

He is currently a Chairman of the University Council at

the Rajamangala University Technology Krungthep.

Gen. Dr. Choo-Chat Kambhu Na AyudhyaIndependent Director

Gen. Dr. Choo-Chat Kambhu Na Ayudhya was

appointed Independent Director in 2006. He served

the Royal Thai Army from 1973 to 1987 as General

Surgeon of the Medical Department. From 1987 to

1991, he was Chairman of the Department of

Anatomy of the Phra Mongkut College of Medicine.

From 1994 to 2004, he held various positions in the

Royal Thai Army, including the Director-General of

the Armed Forces Research Institute of Medical

Service, an Assistant Surgeon-General, Deputy

Surgeon-General, Surgeon-General, and General

Special Army Expert and Consultant. He is a senior

surgeon and physician at the Medical Bureau to the

Royal Court of Thailand.

He received his Diploma in Medicine from Westf.

Wilhelms Universitat zu Munster, and Doctorate in

Medicine from the Georg-August Universitat zu

Goettingen. He also has a Diploma from the National

Defense College of Thailand (WorRorPorOr 399),

a Certificate of Proficiency in General Surgery from

the Royal College of Surgeons of Thailand and

a Diploma from the Army War College (34). He is

a permanent member of the Royal College of

Surgeons of Thailand and the Medical Association of

Thailand. As for Royal decorations, he has won the

Knight Grand Commander (Special Class, Higher Grade)

of the Most Illustrious Order of Chula Chom Klao and

Knight Grand Cordon (Special Class) of the Most

Exalted Order of the White Elephant.

Mr. Vivat TejapaibulDirector

Mr. Vivat Tejapaibul was appointed a Director in 2003.

He has over 18 years’ experiences in the banking

industry, having served in Bangkok Metropolitan Bank

Public Company Limited in various positions from

1979 to 1998, including Secretary to the Managing

Director, Deputy Director of the Trading Department,

Director of Branch Administrative and Vice President.

He holds a Bachelor of Laws from Thammasart

University and a Master’s Degree from Fairleigh

Dickinson University, USA.

Mr. Panote SirivadhanabhakdiDirector

Mr. Panote Sirivadhanabhakdi was appointed Director

in February 2007. He has been Director of Beer Thai

(1991) Public Company Limited from 2000 to 2004

and Director of Beer Thip Brewery (1991) Co., Ltd.

since 2004 and Director of Sura Bangyikhan Group

since 2002. He holds a Bachelor of Science in

Manufacturing Engineering from Boston University,

USA, a Master of Science in Analysis, Design and

Management of Information System from the London

School of Economics and Political Science, England

and Industrial Engineering and Economics from

Massachusetts University, USA.

Mr. Thapana SirivadhanabhakdiPresident and CEO

Mr. Thapana Sirivadhanabhakdi was appointed the

President and CEO of the Company in January 2008.

Prior to this appointment, he was the director and

Executive Vice President of the Company from 2003

A n n u a l R e p o r t 2 0 0 8 50

to January 2008. In addition, he has also held several

executive positions in many leading companies such as

Vice Chairman of Red Bull Distillery (1988) Co., Ltd.

since 2004, and Executive Director of Berli Jucker

Public Company Limited since 2001. In 2004, he was

appointed Executive Director of Beer Thai (1991) Public

Company Limited, and Vice Chairman of Dhospaak Co.,

Ltd. Since 2006, he has been Vice Chairman of the

Oishi Group of companies. Furthermore, since 2007,

he has held other important positions, such as

Director and Chairman of the Executive Committee

of Univentures Public Company Limited, and Vice

Chairman of Siam Food Products Public Company

Limited. He has also acted as a Director of several

Thai Beverage subsidiary companies.

He holds a Bachelor of Business Administration

(Finance) and a Master of Science Administration in

Finance Economics from Boston University, USA.

Ms. Kanoknart RangsithienchaiDirector and Executive Vice President

Ms. Kanoknart Rangsithienchai was appointed as

a Director and Executive Vice President in 2003.

She has extensive experience in finance and accounting.

Before joining the Company, she had been the

Executive Vice President of the Sangsom Group of

companies from 2000 to 2003, and the Vice

President of the Office of Controller, Surathip Group

of companies from 1983 to 1999. From 1975 to

1982, she served as the Accounting Manager of the

T.C.C. Group of companies and as an accountant at

J&JHO Co., Ltd., from 1970 to 1975.

She holds a Bachelor of Accounting from Thammasart

University and has completed the Director Accreditation

Program with the Thai Institute of Directors.

Mr. Sithichai ChaikriangkraiDirector and Senior Vice President

Mr. Sithichai Chaikriangkrai was appointed a Director

and Senior Vice President in 2003. He joined the T.C.C.

Group in year 1990 and has also been the Chairman

of Group Financial Center since 2003. He has over

23 years’ experience in financial positions, including

the Finance and Accounting Manager of Asia Voyages

& Pansea Hotel from 1983 to 1990, as a Financial

Analyst of Goodyear (Thailand) Co., Ltd. from 1980

to 1983, and as an External Auditor in Coopers &

Lybrand from 1977 to 1980.

He holds a Bachelor of Accountancy (First Class Honors)

from Thammasart University, and has a Diploma in

Computer Management from Chulalongkorn University

and completed the Director Certification Program with

the Thai Institute of Directors. He also has a Certificate

of the Mini MBA Leadership Management from

Kasetsart University.

Mr. Ueychai Tantha-ObhasDirector and Senior Vice President

Mr. Ueychai Tantha-Obhas has been a Director since

July 2005. Before joining Thai Beverage Public

Company Limited, he was the Chief Executive Officer

from July 1995 to December 2002, and Managing Director

of Riche Monde (Bangkok) Ltd. from January 1988 to

February 1994, the Managing Director of Sarin

Property Co., Ltd. from March 1994 to June 1995, and

the Group Product Manager of Colgate Palmolive Co., Ltd.

from September 1979 to June 1983. From May 1973

to August 1979, he held various sales and marketing

positions in Karnasuta General Assembly Co., Ltd.

He holds a Bachelor of Science in Accounting from

St. Louis University, Missouri, USA., a Master of Business

Administration from Thammasart University and has

completed the Advance Management Program from

INSEAD, France.


Director Profi le 4

Dr. Pisanu VichiensanthDirector and Senior Vice President

Dr. Pisanu Vichiensanth has been a Director and

Senior Vice President since February 2004.

He has held several positions in Thai Beverage Public

Company Limited, including Executive Vice President

from 2000 to 2003 and Senior Vice Executive

President from 2003 to 2004, at subsidiary Beer Thai

(1991) Public Company Limited. He is currently the

President of Beer Thai (1991) Public Company Limited.

Before joining Thai Beverage Public Company Limited,

he had been the Vice President of Engineering and

Development (1997-2000) and Assistant Plant Executive

(1994-1996) of Carlsberg Brewery (Thailand) Co., Ltd.

He was a consultant at Pan Engineering Consultant

Co., Ltd. from 1992 to 1994. From 1977 to 1993,

he held several teaching positions, including Head of

Food Science and Technology at Thammasart University

and Head of Food Technology at Khon Kaen University

from 1992 to 1993, and from 1989 to 1992, respectively.

He lectured in food technology at Khon Kaen University

from 1977 to 1990.

He holds a Ph.D. in Engineering from Technical University,

Berlin, Germany, a Master of Technology (Second Class

Honors) in Biotechnology from Massey University,

a Master of Beer Brewery from the Scandinavian

School of Brewing, Denmark and a Bachelor of Science

(Food Science) from Kasetsart University.

Mr. Chukiet TangpongprushDirector and Senior Vice President

Mr. Chukiet Tangpongprush was appointed as a Director

and Senior Vice President of Thai Beverage Public

Company Limited in 2003. Before joining, he was a lawyer

from 1963 to 1983. From 1983 to 1986, he served

first as Manager of law firm and later as Executive

Director of Surathip Sansukko Co., Ltd. From 1987

to 1999, he served first as Executive Director and

later as the head of the General Affairs Department

of Suramaharas Public Company Limited. He joined

Surabangyikhan Co., Ltd. in 2000 as the head of the

Human Administration and General Affairs.

He holds a Bachelor of Laws from Thammasart University

and the Thai Barrister at Law from the Institute of

Legal Education Barrister at Law, and has completed the

Director Accreditation Program with the Thai Institute

of Directors. He is also a member of the Thai Bar and

of the Lawyers Council of Thailand.

Mr. Sawat SopaExecutive Vice President

Mr. Sawat Sopa was appointed Executive Vice President

in 2004, responsible for liquor production and

technique. He was the Managing Director of Beer

Thai (1991) Co., Ltd., and Executive Vice Chairman of

Red Bull Distillery (1988) Co., Ltd., from 1992 to

1995 and from 1995 to present, respectively. From

1980 to 1992, he served as an Executive Director of

the 43 Group of companies and Assistant Chief

Executive Director, responsible for liquor and alcohol

production. From 1964 to 1975, he served first as an

engineer and later as the Chief Engineer of Siam

Chem Co., Ltd. From 1963 to 1964, he served as an

engineer in Bangchak Oil Refinery. Mr. Sawat sits on

the boards of directors of various organizations

including the Thab Neelaniti Foundation, Chulalongkorn

University Association, The Petroleum & Petrochemical

College, Chulalongkorn University and President of

Gymnastics Association of Thailand. He has also

been appointed as Special Commissioner of the

Secretariat of the House of Representatives to consider

draft bills on workmen’s protection, the securities and

stock market and excise tax, a specialist to the

Committee of the House Standing Committee on

Natural Resources and Environment, and a member

A n n u a l R e p o r t 2 0 0 8 52

of the Financial Committee and Subcommittee of the

Ethanol Investment Project under the Royal Ethanol

Project Bureau, Ministry of Science, Technology and

Environment.

He holds a Bachelor degree of Science in Chemical

Engineering from Chulalongkorn University, a Master

Degree of Industrial Management, Kensai Kasu Center,

Japan, a Master Degree Dynamic Management

International Executive, Syracuse University USA and

has completed the Director Accreditation Program

with the Thai Institute of Directors. He is a Member

(Fifth Class) of the Most Exalted Order of the White

Elephant and a Companion (Fourth Class) of the Most

Noble Order of the Crown of Thailand.

Mr. Jean LebretonSenior Vice President

Mr. Jean Lebreton was appointed Senior Vice President

in February 2008. At Thai Beverage Public Company

Limited, Mr. Lebreton works with other senior executives

to develop and implement strategy and facilitate the

integration of future acquisitions.

He worked for the Boston Consulting Group (BCG)

from 1989 to 2005. After working for BCG in France

for five years, he moved to Thailand in 1994 to open

the Bangkok office of BCG. He became a partner in

the company in 1995. After leaving BCG in 2005,

Mr. Lebreton worked independently for several years

before joining Thai Beverage Public Company Limited

in January 2008.

Mr. Lebreton has extensive experience in Asia, including

several years in Shanghai, China. He has worked in

many industry sectors as a consultant, including

consumer goods, banking, and energy, covering topics

such as market development, consumer research,

re-engineering, and value management.

Mr. Lebreton has an MBA from Wharton School of the

University of Pennsylvania.

Mr. Vichai Chaiyavaranurak Senior Vice President

Mr. Vichai Chaiyavaranurak was appointed a Senior

Vice President on August 1, 2008. Prior to the

appointment, he held many executive positions in Thai

Beverage Group of Companies, including the director

of Thai Beverage Logistics Co., Ltd., the director of

Thai Beverage Marketing Co., Ltd., and Accounting &

Finance President (Marketing Group) of Thai Beverage

Public Company Limited.

He holds a Bachelor of Business Administration in

Finance and Banking, Thammasart University.

Mr. Somchai Suthikulpanich Senior Vice President

Mr. Somchai Suthikulpanich was appointed a Senior

Vice President on October 1, 2008 and also holds the

position of Executive Vice President, Thai Beverage

Marketing Co., Ltd. He has held many top executive

positions, beginning with the Managing Director of

Beer Chang International Co., Ltd. in 2002. He joined

Thai Beverage Public Company Limited in 2003 as

the Director and Deputy Managing Director, Group of

Industrial and Commerce and in 2004 as the Director

and Deputy Managing Director, Thai Beverage Marketing

Co., Ltd.

He holds a Bachelor of Arts (Banking and Finance/

Marketing), Marshall University, USA.


Audit Committee Board of Directors

Office of Internal Audit

General Affairs President and CEO

Corporate Services

Strategy Finance Sales Marketing

Office of Chairman of Executive Committee

Executive Committee

OORGGAANIZATTIOONN STTRUCTTUURREEAnnual Report 2008 Thai Beverage Public Company Limited

A n n u a l R e p o r t 2 0 0 8 54

Risk Management Committee

International Businesses

Non-AlcoholProduction

BeerProduction

SpiritProduction

Remuneration CommitteeNomination Committee

BusinessDevelopment


Responsibilities and authorizationof each Offi ce

A n n u a l R e p o r t 2 0 0 8 56

RRESSPPOONNNSSIBBILLITTIES AAND AAUTTHHOORRRIZZATIOON OOF EAACCHHH OOFFFFFICCE

Office of Chairman of the Executive Board

Office of the President

Office of Internal Audit

Office of Liquor Production

Office of Technical Service & Environment

Office of Engineer

Co-ordinates and scrutinizes documentation work for presentation to the Chairman of the Executive Board and is responsible for the related secretarial tasks.

Manage secretarial tasks for the President. Provide essential back-up in both administrative and strategic tasks. Coordinate with all internal units as well as external organizations both domestically and internationally. Arrange meetings of each ad hoc committee as assigned.

Assists the Board in promoting good corporate governance; reports to the Audit Committee significant issues of risk management, internal controls and governance; provides advisory services and the resolution of issues concerning internal controls; and promotes risk management to all units' operations.

Manages and oversees operations of the three liquor groups in compliance with the goals and policies of the Company including the promotion of the development of production and personnel skills for the sustainable benefit of the Company.

Formulates liquor production processes and controls liquor production at 17 distilleries to meet the requirements of each type as well as the standards of the Thai Industrial Standards Institute. This includes the formulation of environmental management systems and controlling water treatment systems.

Oversees the engineering section to support the distilleries and the Company’s affiliates to align with goals for the utmost benefit to the Group.


Office of Natural Essences Production

Office of BeerProduction

Office of Non-AlcoholProduction

Office of Business Development

Office of Marketing

Office of Sales Planning and Supporting

Oversees the process of natural essences production to meet the quality set forth by the Company.

Manages and oversees the production of the three beer companies in compliance with the goals and policies of the Company, including the promotion of the development of production and personnel skills for the sustainable benefit of the Group.

Manages and oversees operations of the non-alcoholic beverages in compliance with the goals and policies of the Company, including the promotion of the development of production and personnel skills for the sustainable benefit of the Company.

Supervises and oversees the operation of all related businesses under the responsibility of the Office of Business Development in compliance with the Company's policies including giving advice and strategic planning to develop the businesses in charge to gain a maximize value added to the Company.

Creates marketing, sales, advertising, public relations, product development and merchandise distribution plans in support of Group activities. Manages budgets, arranges and controls the total product distribution in compliance with goals. Analyzes and formulates marketing strategies in line with market competition.

Supervises and oversees support on the sale activities by coordinating with Office of Marketing in order to ensure that the sale activities are performed according to the strategic plan.

A n n u a l R e p o r t 2 0 0 8 58

Office of Controller

Office of Treasury

Office of StrategicPlanning

Centre of Excellence

Office of HumanResources

Office of Information Technology

Office of GeneralServices

Supervises and oversees the corporate functions of accounting and budgeting to ensure the compliance with generally accepted accounting principles in Thailand to present the complete, accurate and timely financial informations as well as compliance with the procedures set forth by the Board of Directors.

Supervises and oversees support for treasury affairs to ensure technical and legal compliance of operations, as well as compliance with the procedures set forth by the Board of Directors.

To oversee and coordinate the Company transformation program through the Project Management Office (PMO), centralize all M&A activities in close coordination with the finance Office, with a focus on strategic evaluation and Post Merger Integration, and leads key projects as required to define and implement the group's strategy.

To manage the budgeting and reporting processes, oversee the investor relation department, and identify and disseminate best practices.

Institutes international-standard human resources procedures that are capable of coordinating between the headquarters and regional offi ces - taking into account the value of human resources, commitment to ethics, and compliance with laws.

Responsible for information technology (IT) services, including development of advanced IT systems so that business units can access information and tools to enhance the Company's competitiveness.

Oversees administrative works for both the Company and its affiliates, such as cleaning services and maintenance of office buildings, supply of office equipment and stationery, security systems and insurance for the assets. Ensures that the work complies with Company policies and regulations to efficiently support the major business and activities of the Group.


Supervises and is responsible for all aspects of corporate communications functions, namely advertising and public relations, internal and external communications, electronic communications as well as investor relations, to garner the utmost benefits for the Company, particularly in regards to corporate image and the fostering of relationship to efficiently support the Company's businesses and activities.

Arranges all Board and shareholders meetings of the Company and its group companies as well as other sub-committee meetings; oversees the compliance with Securities Laws and the Listing Manual of the Singapore Exchange; Analyzes Securities Laws relating to the Company's business; prepares and keeps documents pursuant to Public Limited Company, Private Limited Company and Securities Laws as applicable; controls disclosure of material information to ensure compliance with laws, regulations and the Listing Manual, as well as the Company policy; provides appropriate advice to all directors and key executives in relation to the compliance with rules and regulations of the Securities Laws including the resolutions of shareholders, the resolutions of Board of Directors of the Company;oversees the share registration of the Company and its group of companies; coordinates with related parties on the share registrar work; and organizes the preparation of the annual report.

Oversees external affairs. Directly and indirectly creates positive relationships with business partners, leading to commercial opportunities and supporting negotiations and business connectionsover the short and long terms. In addition, build relations with government and social aspects organizations as well as planning and running corporate community programmes.

Analyzes and advises all units of the Company on legal issues to ensure full compliance with the law and for the best interests of the Company as well as being responsible for litigation matters, juristic acts/contracts matters, registration matters relating to partnerships/companies, and intellectual property.

Office of Corporate Communications

Office of Corporate Secretariat

Office of External Affairs

Office of Legal Affairs

PRODUCT PORTFOLIO

A n n u a l R e p o r t 2 0 0 8 60


Oishi Beverage Portfolio

Oish

i Green

Tea

Oish

i Green

TeaO

isisO

Japanese Restaurants / Kiosks

Oish

i Green

Teash

i O

issO

is

A n n u a l R e p o r t 2 0 0 8 62

Am

ino O

K

Coffio C

offee

min

offC

oC

mA

m

Oishi Chilled & Frozen Foods

Gyoza

San

dw

iches

Alaska K

ani

Kan

iK

ani

Kan

i

Alask

San

dzG

yoz

Oish

i Green

Teahs

Ois


A n n u a l R e p o r t 2 0 0 8 64

OperatiOnal and Financial review

Our vision for the Company is to become a leading global beverage company, focusing on commercial

excellence, continued premiumisation of our products, and professionalism. Our mission is to seek “partnerships”

among our key stakeholders through six guiding values:

• offer quality products for every customer segment

• satisfy distributors’ needs by offering professional services

• provide first quartile returns to our shareholders with consistent high revenue growth and profitability

• become a role model in terms of professionalism, transparency, and good corporate governance

• trust, empower, and reward our staff to make them accountable, and

• contribute to local communities

Strategies We must maintain our leadership in Thailand by adopting a marketing-led approach to manage both the

marketing mix and control the pricing of our brands. We can do this because we work closely with our agents,

training and advising them to provide customers the best service and offering a more professional service

Overview

thai Beverage public company limited ("ThaiBev") was incorporated in thailand in October 2003 in order to consolidate thailand’s leading beer and spirits businesses owned by the principal shareholders and their business associates under a single holding company. thaiBev was listed on the Singapore exchange (SGX) on May 30, 2006 as one of the largest listing there in 10 years. the listing raised approximately S$1.57 billion or Baht 38 billion, which we used net part of new share to pay off short-term debt and certain for working capital. thaiBev is not only thailand’s largest alcohol beverages producer, it is one of Southeast asia’s largest.


ourselves. This is of tremendous strategic importance as ThaiBev does not own any trade outlets – except for some

limited sales through the Oishi restaurant chain – and sells by the case to agents and the modern trade, like

supermarkets. In 2008, the Company spent more time working closely with agents and dealers to restructure the sales

and distribution network. For instance, we now take full control of sales to the modern trade, like supermarkets and

hypermarkets and ensure that our sub-agents work within their own defined sales areas to ensure greater efficiency.

We will continue investing in our existing brands through integrated marketing communications and ongoing repackaging

and upgrading of our brands. We want our customers to feel they are within reach of the best quality and best value

products available in the market.

ThaiBev uses the term premiumisation as shorthand to describe how we are expanding up-market by launching

higher-margin products in aspirational and premium segments. Examples of where we have done this already include

repackaging Hong Thong for the Thai market with a more international look and feel, repackaging Mekhong and Chang

for export in order to enter the premium market overseas, and the June launch of Federbräu premium beer and the

August launch of Drummer Scotch whisky in Thailand. This movement upwards will lead to margin appreciation.

Importantly, not only can we diversify the risk of staying only in economy products, which largely appeals to the

grassroots of society, but we can drive growth in areas that we expect to become popular in future, like health drinks.

As our existing facilities are both modern and widely spread throughout the country, we are in the unique position of

being able to introduce new products in a relatively short time-frame with very minimal further capital expenditure

required and low incremental distribution costs.

We have built up a massive distribution network over the years based on the network created by our distillery and beer

assets over 30 years. We continue to leverage this distribution infrastructure whenever we acquire new products or

upgrade current ones to maximize sales potential. Moreover, we have always maintained an open door policy towards

other manufacturers who wish to take advantage of our ready-made nationwide network.

Though extensive, the portfolio up until the start of 2008 was built around a predominantly rural demand. From 2008

onwards, we intend to extend this distribution network into urban areas as we pursue entry into the premium beer and

Scotch whisky segments. The Company is well aware that it must move up-market to derive higher margins.

ThaiBev has already begun its first steps into foreign expansion. Initially, we established professional international

management, marketing and distribution teams who have been very prudent in applying the appropriate business model

to each market. Our entry into various markets has been gradual, but our sights are on long term gains built on

passion thai

40 ml Mekhong

60 ml Pink Grapefruit Juice

30 ml Passoa’ Liquor

10 ml Grenadine Syrup

10 ml Rose Syrup

Shake all ingredients together

and serve in a tumbler.

This is a very fresh cocktail

to serve at all times.

Decorate with fresh fruit.

A n n u a l R e p o r t 2 0 0 8 66

a well-established series of brands with a solid foundation in each market. One way in which we plan to achieve longevity

is to create regional brands and develop a niche for Asian brands, especially in the USA and Europe.

The Thai Economy ThaiBev manufactures and sells consumer goods in the form of alcoholic and non-alcoholic drinks. Generally, drinks

are affected by the economy in that if consumers do not have sufficient discretionary income, they might purchase less

quantity, or trade downwards to less expensive items, or cut down on the number of times they go out in a month, etc.

In 2008, ThaiBev felt the impact of poorer consumer confidence in the economy and an actual drop in the

performance of the economy.

Moreover, ThaiBev’s business is seasonal, with peaks occurring at festivals and national holidays and quieter periods

occurring in the third quarter. The latter is both the monsoon season in Thailand, when many areas are flooded, and

a Buddhist religious period when Thai people often lower or cease their alcohol consumption for up to three months.

Under normal circumstances, ThaiBev would recover from the poor third quarter and have a much-improved fourth

quarter that outperforms all other periods of the year. However, the continuous political problems faced by the country

throughout the year and the global financial crisis have take their toll on consumers’ ability and willingness to spend on

non-essential items like alcohol.

A factor in the rising prices affecting consumers is inflation; the Bank of Thailand estimates that core inflation in 2008

will reach approximately 2.0 - 2.5, with headline inflation reaching 6.0 to 6.5.1 (The Ministry of Commerce reported

the core inflation in 2008 reached approximately 2.4, with headline inflation reaching 5.5 2) The Consumer Price

Index (CPI)2 rose throughout the year to 119.5 in December 2008. As most of Thai Beverage’s consumers are low

income, we note that the Low Income Consumer Price Index (LICPI)3 for all commodities rose from 111.5 in January 2008

to 114.8 in December 2008, while for food and beverages it rose from 115.8 in January to 131.2 in December 2008.

The Rural Consumer Price Index for all commodities rose from 116.8 in January 2008 to 120.4 in December 20084.

Legislation Following the passage of the Alcohol Control Act in December 2007, the final draft was approved by Parliament on

February 13, 2008, and promulgated in the Royal Gazette on February 14, 2008. Much of the content of the Act was

anticipated by ThaiBev and we have prepared to work within the law at every juncture.

There are restrictions on sites where alcohol may not be sold, however, ThaiBev does not own outlets except for our

newly acquired Oishi restaurants and thus we have never sold alcohol in temples and other religious places, hospitals,

schools and educational institutions as defined by the law nor allowed our agents to sell alcohol in petrol or fuel service

stations or shops in their vicinity for several years. We have never sold alcohol using vending machines.

1 Inflation report October 2008 http:||www.bot.or.th|English|MonetaryPolicy|Inflation|Documents|Total_E_Oct08.pdf

2 MOC NEWS Consumer Price Index and Core Consumer Price Index in December 2008 and year 2008 http:||www.indexpr.moc.go.th|price_present|cpi|data|index_47_e.asp?list_month=12&list_year=2551&list_region=country

3 Report for Consumer Price Index (Low Income) of Thailand Year 2008 (Base Year 2002) http://www.indexpr.moc.go.th/price_present/TableIndexG_region_y.asp? table_name=&province_code=5&type_code=l&check_f=i&year_base=2545&nyear=2551 4 Report for Consumer Price Index (Rural) of Thailand Year 2008 (Base Year 2002) http://www.indexpr.moc.go.th/price_present/TableIndexG_region_y.asp? table_name=&province_code=5&type_code=u&check_f=i&year_base=2545&nyear=2551


Investors should keep in mind that the majority of our sales today are in rural areas for consumption off-premise:

at home that is, not at the point of purchase.

Although the Minister of Health may on occasion proclaim days and times when alcohol may not be sold, this would be

in addition to existing restrictions on times when alcohol may not be sold. Normally alcohol is not sold the evening

before an election, for instance.

While the law forbids the sale of alcohol to anyone under 20 years old, it has always been difficult for those under 20 to

enter drinking and entertainment establishments where alcohol is sold. We do not own entertainment establishments.

Some restrictions affect our ability to promote and market. No gifts, rewards or prizes may be provided to those

purchasing alcoholic drinks or by using the redemption of things like bottle tops, for example. We may not offer

alcoholic drinks publicly for people to try, or to impose any conditions that oblige the purchase of, alcohol.

Advertising is now forbidden if it shows the drinking of alcohol and consequently the alcohol beverage industry cannot

show the name or brand if it accentuates the merits of alcoholic drinks or entices people to drink. We have not

produced any advertising along these lines for many years.

Advertising and public relations regarding alcohol are legal, but there are exemptions subject to Ministerial Regulations.

For example, adverts must be limited to information and news about social contributions without any product photos or

packaging, except for the symbol or logo of the drink or company only. Hence, we can still advertise our corporate

social responsibility (CSR) activities and build our corporate image in Thailand.

The law does not cover advertisements that originate outside Thailand. ThaiBev is of course a shirt sponsor of Everton

Football Club in the UK and this sponsorship is unaffected by these new regulations.

After consideration of the Alcohol Control Act, ThaiBev believes that its marketing efforts will require more ingenuity

and imagination. We are in the fortunate situation that our key strength is the size and pervasiveness of our distribution

network, which is a competitive advantage.

Taxation Besides corporate income tax, which is set at a rate of 30% in Thailand, the Company pays excise tax on its alcoholic

beverages. This is imposed before our products leave the factory and explains why the company has a relatively high

Mekhong Chalis

50 ml Mekhong

2 Tbsp. Palm Sugar

1 Lemon Grass Stalk

3/4 Kaffir lime leafs

Juice of 1 Lime

The palm sugar and lemon grass

should be made into a paste to

add to the Mekhong chalis.

Serve in old fashioned glass over

crushed ice. Garnish with the thin

end of lemon grass stalks and

2 kaffir leafs.

A n n u a l R e p o r t 2 0 0 8 68

use of short term cash. There are two methods that

can be used by the Government to levy the tax;

either according to the amount of alcohol per liter,

called a specific rate, or based on a determined

ex-factory price, called the ad valorem rate.

The Excise Department may use either the specific

or ad valorem rates depending on which one provides

higher revenue for the government.

Investors should not confuse a tax rise with raising

the tax ceiling. Excise taxes are normally raised

occasionally by the Excise Department of the

Ministry of Finance but may not go higher than a

ceiling set by Parliament. It is therefore necessary

when taxes approach the ceiling for the Cabinet to propose a rise in the ceiling and then forward this to Parliament to

pass an Act making it legal. The last time the ceiling was raised across the board was several decades ago.

Whereas the Cabinet approved raising the excise tax ceiling in 2007, Parliament has not yet considered the matter.

Whenever the government does raise taxes, as it did on August 28, 2007, ThaiBev sales of products will decline due to

a “price shock”. This may take a year or longer to recover. White spirits sales volumes in 2008 were down 4.3%

compared to the same period in 2007. On January 14, 2008, the Government applied an additional amount of 1.5%

onto the excise tax on all alcoholic beverages in order to pay for the new public broadcasting system. ThaiBev cautions

investors who try to predict the effect of tax rises on the financial results of the Company by making elasticity of

demand tables as most such tables do not take into account compensatory actions by the Company to alleviate the

effects of the tax rise – for instance, releasing a new product to replace the taxed product at its old price point.

Investors should be aware that tax rises are a factor of their investment in ThaiBev and can occur periodically and

without warning.

Domestic business The alcoholic beverage business in Thailand is still very strong but like every other consumer-oriented business is

affected by the economy. The tourism industry for instance, which admittedly currently accounts for a small part of

ThaiBev’s overall business, was negatively affected generally by political uncertainty and specifically by the extended

closure of Thailand’s main international airports. As a major source of national revenue declined, a large proportion of

the public commenced belt-tightening. This has affected the alcohol industry, especially toward the end of 2008.

During any economic downturn, we expect to see consumers switching down, meaning, moving from higher-priced

drinks to lower-priced drinks and in fact that is what we have seen happening in some categories. For instance,

we believe some consumers are switching down from imported spirits into our locally-made brown spirits. This segment is


a nominal beneficiary of the downturn. There has also been some switching from our white spirits to cheaper, illegal spirits.

Strategically, the Company branched out into non-alcoholic beverages at the start of 2008, wishing not only to enter

a growing market segment but to diversify its risk without leaving its core drinks-oriented business. However, it is still

too early to expect too much from these investment as ThaiBev is in the process of making internal changes intended

to fit them into our accounting and distribution systems. The main advantages we see are the broader distribution we

offer and a more modern management system.

Beer business Beer is enjoyed by consumers as a social drink and an alternative to spirits. In this respect, it has been affected by the

economic downturn as consumers have had to cut down somewhat on their social activities. ThaiBev has spent time in

2008 re-organizing and restructuring our distribution and sales network to improve future efficiency. Lighter alcohol

beers like Federbräu, Chang Light, Chang Draught and Archa represent the trend towards lighter beers among the new

generation; while the more mature generation, which had consumed mostly white spirits over the years, prefers our

original Chang recipe.

Beer has been affected in 2008 as it is a social drink consumed more often at on-premise outlets, like bars and

restaurants. It is also the preferred drink of the younger generation, implying a proportionately lower income level than

the consumers of brown spirits. The dramatic rise of lower alcohol beers in the past three years is reaching a zenith

and we would expect a clearer equilibrium between low and high alcohol beers in 2009, with Chang remaining popular

with a core group of mature consumers while lower alcohol beers like Archa, Chang Draught and Chang Light

establishing themselves with a younger group.

The launch of Federbräu in mid-2008 was heralded by a high profile marketing campaign in Bangkok and other major

cities. Besides bottles, Federbräu is now also sold on draft as this is the preferred choice of consumers in the premium

category. In half a year the Company has not been expecting any significant portion of the premium beer market to be

appropriated from the acknowledged market leader, Heineken; however, we will continue to promote Federbräu in

2009.

Why has there been consumer movement in the past three years from the original Chang towards other beers? When

Chang was first introduced, it was the only economy beer available in rural areas. This meant for many consumers,

it was a choice of one beer only. As more beers have been introduced, consumers have been given a choice which is

a natural phenomenon as the industry grows.

A n n u a l R e p o r t 2 0 0 8 70

Mekhong Delta

50 ml Mekhong

1/4 Fresh Mango

1/4 Fresh Apple

1 inch Fresh Chilli

Juice of 1 Lime

20 ml Pomme Verte

Muddle fruit, add

other ingredients,

double strain into

cocktail glass,

garnish with mango

and chilli head.


Spirits business White spirits volumes declined year on year by 4.3%,

however, revenues increased 14.9% due to the higher

prices introduced by the tax rise in August 2007 and

January 2008, plus a price rise introduced by the

Company itself in early 2008. The white spirits business

is not a growth segment and will at best remain flat

for the foreseeable future. The main competition is illegal

moonshine and while the economy fails to perform,

we expect this non-taxed competition to be a viable

but dangerous alternative for low-income earners.

A n n u a l R e p o r t 2 0 0 8 72

Brown spirits did comparatively better due we believe

to consumers switching down from imported whiskies

into our products. Supporting this has been the success

of two of our brown spirits products, Hong Thong and

Blend 285, which together account for the fastest

growing segment of our brown spirits portfolio. In the

past year, Hong Thong sales volume grew 19%, whereas

Blend 285 grew 71%.

The Company launched a new Scotch whisky in 2008,

Drummer, which retails for about Baht 450 a bottle.

This represents our first foray into the Scotch whisky

segment. This new segment is currently dominated by

foreign players and we believe that we can wrest some

of the market away from them due to our superior

distribution system. The timing of the launch should

allow us to build the brand over the next few years

while foreign imports are in retreat.


NNoonn AAllccoohholliicc BBeevveerages - Thee LLaatteeesstt AAdddittiioonn TTo Our PPoorrttffoolliioo RRannggee

The decision to enter the non-alcoholic beverage was a strategic move that provides us

with another strong base from which to grow in future. The reasons for believing this are

threefold: firstly, our research reveals that the non-alcoholic beverage market is growing,

not only in the sense of soft drinks like fruit juices and water, but also in newer segments

like functional drinks. Functional drinks are fortified with an assortment of nutritional

supplements, such as vitamins and minerals, and are often promoted for their health or

invigorating effects. Some products, like energy drinks, are well-known in Thailand but others

have yet to make an impact on Thai consumers. We believe this is a future trend to watch.

Another reason to enter non-alcohol is to diversify our current portfolio so as not to be

totally weighted toward one side or another of the total drinks market. This rebalancing to

some extent will help us to cope with future trends or movements towards greater health

consciousness in Thailand, and together with expansion abroad will allow ThaiBev to

broaden its revenue base.

Ultimately, entry into non-alcohol will offset the effect on the Company of future tax

increases on alcoholic beverages. We have always cautioned investors that taxation is

a fact of life in our industry – and in fact ThaiBev is proud of being one of the country’s

largest contributors to the government’s revenues – however, we are aware that tax

increases affect our alcohol beverage business temporarily and thus lowering the impact

on the overall business will benefit us and our shareholders.

A n n u a l R e p o r t 2 0 0 8 74

Overview ThaiBev acquired 83.2% of the business of SPM Foods and Beverages Co., Ltd. (“SPM”) in November 2007.

That company produces and distributes drinking water, juices and seasoning sauce. Subsequently in 2008, the

Company established Thai Drinks Co., Ltd. (“Thai Drinks”) to support the improvement and expansion of

drinking water business. Investors should note that at the end of 2008, Thai Drinks was not fully operational.

In January 2008, ThaiBev purchased assets used for the operation of production and sale of energy drink and

ready-to-drink coffee from Wrangyer Beverage Co., Ltd. In addition, in September 2008, ThaiBev purchased

shares of Oishi Group Public Company Limited (“Oishi”) an operator of Japanese restaurants that produces and

distributes food and beverages. A tender offer provided ThaiBev with 89.9% of the company.

Our Products

Water and Club Soda ThaiBev has for many years produced, distributed and sold drinking water and club soda in Thailand under the Chang brand. In 2008, we sold 46.5 million liters of bottled water and 10.4 million liters of club soda. This is a rise of 6% over 2007 for water. Our bottled water is sold in glass bottles of 500 milliliters; Polyethylene terephthalate, or PET, bottles of 500 milliliters and polycarbonate gallon containers of 18.9 liters. Club soda water is sold in glass bottles of 400 and 325 milliliters. Bottled drinking water in particular has much potential to grow in future. We considered that by increasing the range of our packaging and improving distribution, there is a positive growth path that we could follow. Thai Drinks was established to sell and distribute drinking water, with a target of becoming one of Thailand’s leading players in this market. To do so, however, Thai Drinks is preparing to change the business model for the sales of water and club soda. Among the changes expected is the introduction of five gallon/18.5 liter containers for home delivery. Club soda will be delivered directly to restaurants, hotels and other establishments. Management has also reviewed the current water bottle sizes and is introducing a new range to meet market demands. For instance, we are introducing 600cc, 750 cc and a 1.5 liter bottles, which are expected to provide us with a better margin as raw material costs will be lower.


Wrangyer and Black Up In January 2008, we purchased the assets used in the production of energy drinks and ready-to-drink coffee from

Wrangyer Beverage Company Limited. We later changed the business name to Wrangyer Beverage (2008) Co., Ltd.

This subsidiary produces and sells energy drinks under the Wrangyer brand and a ready-to-drink coffee under the

brand Black Up. Wrangyer energy drinks are sold in glass bottles of 150 milliliters and Black Up in cans of 180 milliliters.

Wrangyer was our first entry into the energy drink segment and Black Up into the ready-to-drink coffee segment;

however Wrangyer has been sold in Thailand for over 10 years and is among the four top players in the local energy-

drink market. While we produce energy drinks at our Nakhon Pathom plant, which has a capacity of nearly 400 million

units a year we outsource the production of Black Up coffee.

Energy drinks are an interesting segment that offers the potential to grow further in Thailand. Most foreign shareholders

will be unaware that energy drinks historically in Thailand have been positioned at the low end of the market and their

position is incomparable with well known energy drinks sold in the West due to different market strategies. This is

an area that ThaiBev wishes to change over time.

In Thailand today, energy drinks are about to become functional drinks, meaning that they are seen by us more as

“water plus vitamins”. They are currently regulated by the Thai Food and Drugs Administration (FDA) due to the

caffeine they contain and this has led to some restriction on advertising. The next step therefore has to be caffeine-free

energy drinks that will allow us to promote the beneficial qualities of functional drinks more. There are several methods

of producing energy drinks without caffeine, sometimes known as bio-energy drinks. Natural alternatives to caffeine are

well-known and this is an avenue that we are currently pursuing.

Wrangyer Beverage Co., Ltd. had revenue of Baht 491 million in 2008 and net profit of Baht 3 million. It represents

0.5% of ThaiBev’s total revenue and 0.03% of our net profit.

Fruit Juice SPM, which was acquired in 2007, produces high-end fruit juices among other products. We believe this line has much

potential and the company has the potential to manufacture a wider range of soft drinks.

Lime and Pear Panya

2 shots Mekhong

3/4 shot freshly squeezed lime juice

1/2 shot elderflower cordial

1 bar spoon of sugar

1/4 fresh pear, cut lengthways

3 thumbnail sized slices of

fresh ginger root

1/2 Kaffir lime leaf

In a mixing glass, muddle the pear,

ginger and sugar into a paste.

Add Mekhong and the rest of the

ingredients. Add ice and shake

vigorously for 7-8 seconds.

Strain into a rocks glass over ice.

Garnish with torn Kaffir lime leaf.

A n n u a l R e p o r t 2 0 0 8 76

Tea and Japanese Restaurants The Oishi was acquired with the intent and purpose of entering the lucrative ready-to-drink tea business and expanding

our line of soft drinks as this segment has a compound annual growth rate of 47% over the past five years. Oishi holds

71% of the segment and continues to grow. ThaiBev kept Oishi management in place after the acquisition due to the

excellent job they have done in growing the company. The added value that ThaiBev can provide to Oishi is as

a distributor. In this case, ThaiBev, will contribute more growth in traditional trade channels while a distribution agreement

with Serm Suk was renewed for a further three years due to its distribution to channels not covered by ThaiBev.

In 2008, its revenue grew 30.4% due to successful promotions and new products. Profit grew at a lower rate due to

higher costs of production and advertising and promotion expenses due to an investment in a new brand of

ready-to-drink coffee called Coffio. Coffio is positioned at the upper end of the market, and does not compete directly

with our other product Black Up, which is positioned at the lower end of the market.

The key growth drivers for Oishi non-alcoholic beverages in general came from its PET 350cc packaging and Tetra Pak

1000cc packaging in 2008 with Black Tea with Lemon its most popular drink. Future growth will come from continued

promotion within retail outlets and more promotions.

Oishi will add new flavors and pack sizes for green tea 2008-2009, with one liter and 250ml packages for its popular

black tea, with a new pack design. The mixed berry flavored tea will soon come in a 250ml pack. In future, the Oishi

outlets will be used as venues to test consumer acceptance of new ThaiBev products before they are officially launched.

Oishi has 109 food outlets at 61 sites in Thailand and opened 19 new outlets in 2008. The Buffet and Shabushi outlets

were the main drivers of sales growth and profit increased at a higher rate than 2007 as a result of food cost control

and an additional margin from packed foods.

The key drivers of growth in the food business are the Shabushi restaurants, Oishi Buffet restaurants and packed

foods. In future, we can exploit these outlets further by continuing a very successful Buffet’s seasonal menu

“Celebration of Nature” which offers customers a change of food available at regular periods. We also intend to

introduce a tailor-made Ramen menu and a seasonal Shabushi menu that should continue to attract old and new

customers. A television advertising campaign will create awareness of these menu varieties. In 2009, Oishi will also see

the introduction of a new brand of franchise restaurants called Maido Okini Shokudo, a home cooking style from the

Osaka region of Japan. The emphasis will be on quality and originality.

In 2009, Oishi management expects to see a decrease in most raw material prices, and due to the popularity of its

products it is not expecting the global financial crisis to affect its investment policy as its brand building and capital

expenditure are focused on future growth. Moreover, its sources of funds are mainly from its own operations and some

short term debt only.

Oishi had total revenue of Baht 5,952 million in 2008 and net profit of Baht 592 million, representing 5.7% of ThaiBev

revenue and 5.6% of our net profit.

T hh a i B e v e r a g e P u b l i c C oo m p a n y L i m i t e d 77

Thailand

INNTEERNNAATIIONNAALL BUUSINESSS

A n n u a l R e p o r t 2 0 0 8 78

RussiaFrance

Australia

IndiaUnited Kingdom

Canada

USASweden

In last year’s annual report, ThaiBev introduced our overseas businesses. This year, we highlight how the business has

progressed over 2008.

Since listing, ThaiBev has implemented a strategy to allow it to expand overseas. Our wholly-owned subsidiary,

International Beverage Holdings Limited (“IBHL”) is charged with this task. In 2008, IBHL had offices in six countries

and commenced active promotion of sales to countries like the USA, UK, Australia, and others of two of ThaiBev’s

products, Chang beer and Mekhong. Expansion will also include whiskies and other premium spirits made in Scotland

by IBHL’s subsidiary Inver House Distillers Limited (“Inver House”).

Offices and Subsidiaries IBHL is incorporated in Hong Kong and currently has subsidiaries in six countries:

• InterBev (Singapore) Limited

• InterBev Malaysia Sdn. Bhd.

• InterBev (Cambodia) Co., Ltd.

• International Beverage Holdings Limited USA, Inc.

• International Beverage Holdings (UK) Limited and subsidiaries including Inver House Distillers Limited

• Best Spirits Company Limited


SEPTEMBER

Acquisition of United Products Company Limited and SPM Foods and Beverages Company Limited, manufacturer of White Bear spirits and other products

2007

OCTOBER

Thai Beverage was establishedas a holding company for the alcoholbeverage business

2003

MAY

Thai Beverage successfully listed in the Singapore Exchange main board

2006

OCTOBER

Acquisition of Pacific Spirits UK (PSUK), owner of Inver House Distillers in Scotland and acquisition of Best Spirits Company Limited

2006

JANUARY

Acquisition of energy drink and ready-to-drink coffee assets from Wrangyer Beverage Company Limited

2008

SEPTEMBER

Acquisition of 43.9% of Oishi Group Public Company Limited and disposal of 100% of Thai Alcohol Public Company Limited

2008

Overview Our global operations are managed out of our four regional headquarters located in Hong Kong, Singapore, North

America and the United Kingdom together with our major Scotch whisky operations in five distilleries in Scotland.

Strategy Identifying and establishing an appropriate route to market is one of IBHL’s key strategies, whether wholly owned or third

party is subject to the market, what we want to achieve there and the market circumstances. Firstly, we seek out

distribution partners in the target market. Then - in the case of beer – if we could sell sufficient volume, we would consider

contract brewing or purchasing a brewery locally. This is because beer has a lower profit margin than spirits, and the ability

to cut down on international transportation costs would greatly enhance the profitability of the product. However, investors

should be aware that we are still far from achieving the kind of volumes that would make such an investment worthwhile.

For now, Chang is able to sell for a higher premium as it is still considered a genuine imported beer brand in many

developed markets and thus today we enjoy acceptable margins even taking into account shipping costs.

Where we want to strengthen our presence, we are actively considering investing in existing businesses or start-up

companies. Due to the need to identify projects that offer good value, any investment made would have to offer

an internal rate of return (IRR) of not less than 10%. In any investment, IBHL will consider value and potential synergy

over price.

Initially, IBHL is focusing on flagship brands – Chang beer, Mekhong (branded overseas with the legend: “the Spirit of

Thailand”), its single malt whiskies, Balblair, Old Pulteney, Speyburn and anCnoc and blended scotch whiskies such as

Hankey Bannister - plus a new super-premium gin brand to be produced in the UK and a super-premium rum brand,

both to be launched in 2009. IBHL has identified key focus markets for each brand and is directing its efforts and

resources at these “brand market units” (BMU's). IBHL intends to be a global player with a comprehensive portfolio of

products.

MILESTONES

A n n u a l R e p o r t 2 0 0 8 80

2007

2008

2008

We also believe that local partners and management are ways of moving into new markets without a steep learning

curve. Key international executives are internationally sourced, and chosen for their long experience in the business.

We are also assembling a strong talent pool in the areas of Sales and Marketing from candidates with wide-ranging

experience across both beer and spirits. We are doing this by recruitment and through the integration of the Inver

House commercial team. We are at the same time building a strong platform of marketing expertise.

By employing high-quality, experienced management, IBHL intends to expand faster than it would otherwise be able

to do. In some markets, strong local partners will be sought to assist us to work with local distribution networks and

overcome indigent cultural and business practice hurdles.

Redesign of core Thai products for key export markets We aim to build a strong and unique brand presence in all our core target markets throughout the world and 2007 has already

seen the repackaging and successful launch of the iconic Chang Beer and Mekhong brands on the international stage.

Chang Beer has been repackaged and recently relaunched in the major developed imported beer markets including USA, UK,

Western Europe and Australia with a focus on the premium segment of the imported beer market.

Mekhong has also been revamped to appeal to the more discerning spirits drinkers. It will be sold through mixology and

cocktail bars as well as high-end hotels and restaurants across Europe and North America with the help of its Thai-inspired

collection of cocktail recipes. A recent marketing effort in New York has seen the promotion of the Mekhong brand in 150 top

on- and off-trade accounts across Manhattan.

Organizational Successes Following the successful acquisition of Inver House in 2006, the synergies of the project are now becoming apparent.

The integration of Inver House’s commercial team into IBHL was a challenge eased by the professionalism of both


sides. This led to the successful launch of the new corporate brand “International Beverage” - complete with new

corporate ID - to our customer base globally. Similarly, the Chang UK team was integrated into the new International

Beverage team and restructured to better develop the brand in 2009. IBHL does not sell directly to consumers and

does not own any retail outlets but sells to wholesalers, distributors and other dealers.

Human Resource Development The successes of International Beverage could never have been achieved if not for the quality of our workforce.

To ensure quality, the Company takes the time to build teamwork and raise their knowledge and skill level regularly.

In 2008, we held a company day to focus on team building, building our brands and to raise awareness of alcohol

abuse. Moreover, we have a structured training plan in place for 2008 following on from training identified in staff

appraisals.

In Asia, there are two major sales teams, North Asia and ASEAN. An Asia Workshop was held to develop better

cooperation between the North Asia and ASEAN teams and foster stronger links with our central marketing team.

Of great pride to us was an acknowledgement of the standards we set in training last year, Inver House was awarded

a certificate as an Approved Centre to offer Scottish Vocational Qualifications. As such, we hold a spirits industry

vocational qualification course for our Warehouse and Distilleries Team to formalize training requirements and to meet

health and safety regulations. We also have a two year Modern Apprenticeship, introduced in January 2008, in Storage

and Distribution.

Information Technology One of the earliest considerations when setting up IBHL and prior to the acquisition of Inver House was the eventual

integration of these subsidiaries into ThaiBev’s organisational system through technology. ThaiBev uses SAP software in

Thailand and initially implementing it jointly in the UK and Hong Kong will be a critical move to provide IBHL with

a best practice international-standard accounting system. The aim is eventually to bring IBHL information into the

Company in the most fluent way possible. To achieve this, we will need to replace existing ERP, sales and financial

applications across IBHL and expand the integration to include timely, effective and accurate information sharing with

ThaiBev. The aim is to achieve synergy of applications, data and transfers as simply, effectively and efficiently as possible.

Our Markets Chang and Mekhong were officially launched in the UK in October 2007. However, in that time, the Company has seen

some remarkable progress due to a series of branding campaigns to boost awareness utilizing both the Everton Football

Club sponsorship and our strengthening distribution within the Thai restaurant channel - for instance, a Mystery Drinking

campaign supporting promotion to 180 on-trade accounts incentivise staff to recommend Chang, and several joint Chang-

Mekhong launch events in selected targeted outlets nationwide to raise awareness and provide celebrity exposure to both

products.

Australia has also emerged as one of Chang’s key export markets where we are now the Number One selling Asian beer

brand, achieved by conducting the largest Chang Beer sampling activity ever by our retail partner there, Woolworth’s.

In addition, a large number of high profile, flagship accounts have also been opened in Las Vegas, New York and Dubai

that ably support our new premium positioning and act as a ‘shop window’ to raise brand awareness with target consumers

as we extend our distribution footprint. As beer is a high volume product, Chang was able to raise its profile faster in the UK

with monthly sales volume increasing 17.67% in 2008 compared to 2007, while annual sales volume increased a dramatic

24%. Investors should be aware though that a rule of thumb is that a new product will take two to three years to become

established in the minds of consumers.

A n n u a l R e p o r t 2 0 0 8 82

Chang and Mekhong Performance Chang surprised many aficionados in the beer world when it won the Monde Selection Beer Award in 2008, but our

marketing team has been careful to raise awareness through tastings in all new markets where the brand name is still

relatively unknown. We have concentrated on the branding of Chang as a quality imported beer. This year we were also

awarded a gold medal and an exceptional rating in the World Beer Championships where Chang bettered 31 Other Pale

Lagers with an “Exceptional” Rating by the Beverage Testing Institute. Chang earned an impressive 90 points in

the 2008 World Beer Championships and was awarded a gold medal in the Pale Lager Division with an “Exceptional”

rating by the Beverage Testing Institute judges.

One of the ways we have measured the loyalty and the extent of the international following of the brand is through our

website (www.changbeer.com), which has received tremendous interest from the public with almost 65 thousand

visitors since launch. Part of the interest lies in promotions (depending on the market) and the updated list of where to

purchase Chang. New sites in the USA and Australia will assist Chang enthusiasts to locate their nearest outlet.

We have been careful to launch Chang in prestigious establishments in the UK to enhance its premium qualities, for

instance in London’s most well-known Thai restaurants such as Blue Elephant, Mango Tree and Patara among others.

Chang also featured in the BBC’s Good Food Show in Birmingham.

The seeding of the brand is now complete and availability is high across the Thai restaurant channel in international markets. The

next steps for the brand will comprise moving into the broader beer market and building volume within both the off and on trade.

Expansion of Distribution into new Markets International Beverage implemented a comprehensive expansion plan in 2008 that targeted entry into several new markets.

The US Welcomes Chang and Mekhong The United States of America is potentially the largest and most lucrative market for International Beverage in the long

term. Chang is sold in the United States as a super-premium, 100% barley malt, imported beer. International Beverage

positions it as a best-selling Thai beer with an initial target of Thai and Asian fusion restaurants, with the potential to

break out into the mainstream imported beer segment.

Chang was formally launched in the US in June 2007. Throughout the United States, Chang is sold to over two

thousand Thai and Asian Fusion Restaurants which is approximately three-quarters (75%) of the targeted 3,174

restaurants in the states where we have launched Chang Beer. Chang is now distributed in 22 states around the USA

and available in several major grocery chains throughout the western USA. In Texas, Chang is now acknowledged as

the best-selling Thai beer in the state. Chang was also the featured beer at the celebrations for His Majesty the King of

Thailand’s birthday at the United Nations in New York.

Since the July 2007 launch, Chang cased sales volume has increased approximately 134%, making Chang among the

fastest growing brands of beer imported into the USA. Shipments in each quarter of 2008 exceeded the previous

quarter and the same quarter in 2007 while depletions (distributor sales to retailers) have risen progressively with each

succeeding quarter since launch.

Following the launch of Mekhong, positioned in a unique Thai spirit category, in the United States of America

in mid-2008, the Company expects that the brand will be available for sale in 16 states by the end of the first quarter

in 2009. As a result of a successful Market Pressure Test conducted in New York, consumers can now enjoy Mekhong

in over 100 exclusive, trend-setting bars, taverns, restaurants and night clubs across the city, where the brand is

beginning to enjoy a cult following among the city’s opinion leaders.


While the focus has been in the New York area, given its influence in the estimated US$50 billion cocktail market in the

United States, the intention is to roll this activity out across other target states in the US.

Chang Goes Down Under One year on from Chang Beer’s successful launch in Australia’s Woolworths nationwide chain store and with depletions

to store totalling just under 100,000 cases, International Beverage conducted a summer sampling campaign at

Woolworth’s that was highly successful. Investors should note that this was the biggest ever sampling campaign

Thai Dream

50 ml Mekhong

15 ml Coconut Cream

15 ml Fresh Lime Juice

10 ml Sugar Cane Syrup

4 Slices of Fresh Ginger

Muddle ginger with syrup, then

firmly shake with plenty of ice and

double strain into Martini glass.

Garnish with mint spring and

sprinkle with grinded coconut flesh.

A n n u a l R e p o r t 2 0 0 8 84

conducted by Woolworth’s in Australia and reflects their belief in, and commitment to, the Chang brand. The campaign

was conducted within three of Woolworth’s branded outlets and ALH, which is Woolworth’s on-trade liquor chain with

284 branches, and promoted Chang Beer with a food promotion campaign. Our extensive consumer research revealed

that once consumers taste Chang, they can be converted to include it in their beer repertoire. Chang was also the

leading beverage in the chain’s ‘World Class Collection’ Christmas pack. The result of this activity has been a rise in

sales volume of 47% if compared with 2007.

In December 2008, the Company launched support for the summer campaign on a new website commencing with

a ‘win a Chang cooler’ offer. The website data can be used to capture data in preparation for 2009 activities.

Expanding Further Afield Entry from the UK into Europe commenced well with a launch in France resulting in sales volume rising 49% from 2007-

2008. International Beverage is in the planning process to launch in stores in 2009.

Both Chang and Mekhong entered the Netherlands, Germany, Belgium, Austria and Switzerland markets in 2008. Although

it is too soon to say how this market will perform in future, initial sales are higher than expected. However, a complete plan is

in place for further growth in 2009.

Within the Association of South East Asian Nations (ASEAN) and perhaps most especially in Singapore, the Company has

restructured its distribution network and leveraged the strength of Chang Beer in the distributor’s portfolio to introduce Inver

House’s anCnoc single malt Scotch whisky, initially in various on-premise outlets in Singapore.

We launched Chang and Mekhong in the United Arab Emirates (UAE) in July 2008 with African and Eastern, one of only two

importers and retailers of alcoholic beverages in Dubai. Chang beer is already listed in more than 45 top-tier 4 and 5 star

hotels in Dubai, including the newly opened Atlantis in Palm Jumeirah, and the well-known Buddha Bar. Both Chang beer and

Mekhong will be available in Qatar, with agreements for both brands at Qatar Distribution Co. (QDC), the only importer,

distributor and retailer of alcohol beverages in the country.

We also launched Mekhong in Sweden with a programme of events in on-trade outlets like restaurants and bars. This was very

well received, particularly in the ski resorts. Our target is to achieve a Systembolaget monopoly listing during 2009. It was also

launched through the BCLDB monopoly stores in British Columbia, Canada, in 2008 and through some on-premise channels.

A roll out into cocktail bars across the UK and Western Europe remains a priority over the coming months.

After two years of activities, the progress made has been satisfactory, with Chang Beer sales volume overseas rising 213%

from 2006 to 2008, while sales value from 2006-2008 rose 296%. Mekhong over the same period (2006-2008) has seen

sales volume rise 165%, while sales value has increased 729%.

85

The Scotch whisky distillery group plays an important

strategic role in covering the upper reaches of the alcohol

beverage portfolio and providing access to a broader

range of markets to the whole of Thai Beverage since

its acquisition in 2006. A critical issue that has emerged

in 2008 is the sudden rise of single malt whisky sales in

key markets such as the USA. Investors should be aware

that in this industry, we have to foresee the business

at least 10 years into the future, as that is the length of

time it takes for a premium whisky to mature.

FOCUS ON... INVER HOUSE DISTILLERS

A n n u a l R e p o r t 2 0 0 8 86

To maintain the growing profitability of the Company due to single malt whisky’s rising popularity, the sales of bulk

supplies were modestly curtailed to allow Inver House to bottle more whisky under its own brands in the future.

However, the Company is aware that it has many important strategic customers that need its continued supply and

profitable relationships with bulk customers have been managed to our satisfaction. Inver House does not own any

retail outlets itself and sales are made to on-premise and off-premise (also called on-trade and off-trade) outlets, either

directly or through agents and distributors.

The synergy of the acquisition of Inver House has been bearing fruit throughout 2008 as IBHL is able to share

headquarters space in Airdrie, Scotland, with Inver House and integrate the businesses together. ThaiBev itself has

formed a strong technical liaison with Inver House to exchange ideas and expertise for the benefit of both companies.

One example of this liaison is the successful development of Drummer Blended Scotch Whisky, which is now sold in

Thailand and Australia.

The demand for Inver House’s quality products is evident in that distillery production output is at 90% of maximum

capacity despite a challenging market in terms of malted barley and cask supply. A new premium packaging line is

expected to be installed in 2009 that will help eke more profitability from those products.


A n n u a l R e p o r t 2 0 0 8 88

Brand Performance Whilst Inver House has a range of single malt whiskies and

blended whiskies, all at various ages, we want to discuss

some of the key brands here that have a critical role in Inver

House’s current and future success.

Old Pulteney One of the keys to Inver House’s success since its acquisition

is the fact that ThaiBev, through IBHL, has invested in its

brands. Old Pulteney, for instance, is a single malt whisky

that is created in Scotland’s most northerly mainland distillery

in the town of Wick. It has a distinctive salty tang of the ocean

that single malt connoisseurs rate highly. The 17-year-old won

the “Gold: Best in Class” award and the 12-year-old won

a Gold at the International Wine and Spirits Competition (IWSC)

in 2008. The 21year old and 12-year-old won the “Master”

award at the Scotch Whisky Masters.

This brand value creation has enabled Old Pulteney cased sales volumes to rise in its key markets, compared to

2007, with volumes to the USA up 173% and in the UK up 5%.

In the UK, we have managed to secure some key multiple retail off-trade listings within, for example, Sainsbury’s,

Tesco, Asda, Waitrose, Oddbins and Makro. Availability now in Asda includes 234 outlets nationwide and in the case

of Tesco, the number of stores stocking the brand has increased from 105 Scottish stores to 273 stores nationwide

in 2008. This has delivered 116% of volume growth versus 2007.

In Sweden, 12-year-old Old Pulteney is now ranked the number three single malt Scotch whisky in the market.

The Old Pulteney limited edition 1990 release sold 70% of its annual target within the first few weeks after launch

and won the Gold Medal at the annual Stockholm Beer and Whisky Festival.

A successful week-long Old Pulteney roadshow and other promotional activities in Mexico were very well received

along with anCnoc and Balblair.

Cased volume growth in Central and Eastern Europe is up 71% and a relatively new market, Russia, saw cased sales

volumes rise 736% in one year.

Balblair Balblair Distillery, located in the Northern Highlands of Scotland was founded in 1790 on the shores of the Dornoch

Firth in the village of Edderton. The brand was repackaged and relaunched in 2007 and immediately became

a sensation among the cognoscenti. Unlike most whiskies, which inform the number of years a whisky has been

matured, Balblair’s label boasts the year it was made, like a fine wine. The 2008 release of Balblair 1965 was the

highlight of the year and with a recommended retail price of £1,250 per bottle, Inver House has established itself in

the higher reaches of whisky producers in Scotland. Balblair 1965 was distilled on March 23, 1965 and slowly

matured in single American oak ex-sherry casks, then bottled in its purest form at natural color and a strength of

52.3%. To demonstrate its exclusivity only 350 bottles of this rare vintage were produced.


Thanks largely to Inver House’s success in re-launching Balblair, and the subsequent investment in brand building, total cased sales volumes increased 11% in 2008 compared with 2007. Also, following the successful launch of 1986 and 1990 vintages, the Company was able to increase volumes to travel retail outlets, such as airports, by 245%. Balblair cased sales volume in the United Kingdom was below the number sold in 2007 by 650 cases – but here the story lies in the re-positioning of the brand as net contribution increased 29%, due to the change from high volume/low margin to limited release, premium-priced vintages. Some of the premium accounts for Balblair include Nicolas Wine Stores, Forth Wines, Gordon and MacPhail, The Whisky Shop Group, Loch Fyne Whiskies and Royal Mile Whiskies. Balblair ’89 won the prestigious Spirit of the Fringe Award in 2008, voted for by members of the public attending Royal Mile Whiskies Fringe tasting event. France continues to be the most important European market for Balblair. After the repositioning launch in 2007, Balblair managed to keep and further strengthen his position in 2008. A French resident brand ambassador for Balblair was hired in collaboration with Groupe Quartier Francais. He will grow the brand in selected, specialist, off-trade and on-trade accounts and facilitate partner events. The result of our activities in France in 2008 was a 29% increase in cased sales volumes. anCnoc anCnoc is produced at Knockdhu distillery in Aberdeenshire, established in 1894. One of the stand-out anCnoc releases now available is the 16-year-old. This whisky represents the Company’s first permanent range extension. It is the only anCnoc available which has been wholly matured in American oak casks, while previous releases have been finished in Spanish sherry barrels. Another popular bottling is the 1975, which comprises spirit matured in a mixture of ex-Sherry and ex-Bourbon casks. Within the UK, we have refocused our spending on advertising and publicity activities and placed less emphasis on price promotions. This has successfully led to an increase in net contribution. It is expected that the cased sales volume will grow as the brand’s awareness grows. New listings generated for the 16-year-old within Oddbins and key specialist retailers have been very positive. In 2008, Inver House successfully negotiated entry into the Sweden’s monopoly liquor stores for 12-year-old anCnoc and this arrangement will be effective in 2009. Overall, in 2008 cased sales volume for anCnoc rose 21% over 2007 with excellent growth in all export markets, in particular Russia. In Central and East Europe in general, cased volumes were up 69%.

Speyburn Speyburn Single Highland Malt Scotch Whisky was first produced on the December 15, 1897, the diamond jubilee year of Queen Victoria. Speyburn is the only distillery to use the fresh spring water of the Granty Burn, one of the major

Thai Punch

35 ml Mekhong

1 Orange & Ginger Jam

50 ml Cranberry Juice

Top Ginger Beer

1 Drop of Campari Bitters

Shake and strain and serve in

a hi-ball glass and garnish with

orange and ginger.

A n n u a l R e p o r t 2 0 0 8 90

tributaries of the River Spey. Speyburn has probably been Inver House’s most widely-known product in the USA and the successful launch of a new Speyburn bottling, called Bradan Orach in 2008 was rapidly taken up, entering over 200 new outlets in Florida alone. The 25-year-old also won the ‘Gold: Best in Class’ award at the IWSC in 2008. In line with the strategy of increasing the brand’s presence within the UK trade, new listings have been achieved in, for example, Wm Morton Wholesalers and JD Wetherspoons (Scotland). As the Central and Eastern market has risen for all our abovementioned whiskies, we also saw cased volumes of Speyburn rise 10% there in the past year. Hankey Bannister The original Hankey Bannister partnership was formed in 1757 by Messrs Hankey and Bannister. Hankey and Bannister became established as one of the finest suppliers of wines and spirits in the UK with a customer base that boasted the Prince Regent, William IV and the Dukes of Norfolk and Queensberry. Hankey Bannister was also known to be a favourite drink of Sir Winston Churchill, Britain’s wartime Prime Minister. Exported to over 47 countries worldwide, it has a major presence in all major European markets with other key markets including South Africa, Latin America and Australia. Hankey Bannister now performs exceptionally well in the travel retail sector. The 40-year-old bottling released last year was voted World’s Best Scotch Blended Whisky at the World Whisky Awards in Spring 2008. Casks of 40-year-old Hankey Bannister were found nestled within one of its warehouses by Master Blender, Stuart Harvey, who recognised them as containing some of the world’s most coveted whiskies from forgotten Scottish distilleries. A limited release of the unique dram is now taking place, with a one-off special bottling complementing an already significant year in 2008 for Hankey Bannister – its 250th anniversary. The Middle East and South Africa now account for just under 50% of Hankey Bannister cased sales volume, with further growth anticipated in 2009. In Central and Eastern Europe, the brand saw cased volume rise 21%. The brand grew approximately 13% in volume over a one year period and outperformed its target for 2008. Catto's Catto's blended Scotch whisky, first produced in 1861 by James Catto, a highly regarded and world famous merchant and Scotch whisky blending pioneer, is a blend of malt and grain whiskies. The brand grew approximately 18% in cased sales volume over the year, exceeding the volume target set by Inver House. In 2008, Catto’s was relaunched in off- and on-premise outlets in Chile, Ecuador, Peru and Uruguay. Cased sales volumes for Latin America rose 15% from 2007 to 2008. In Central and Eastern Europe, Catto’s cased volume rose 33%. Duty Free Listings One of the hardest listings to achieve has always been the duty free channels at international airports. Inver House targeted these outlets globally in 2008 and here are some of their successes. James Richardson duty free has the complete anCnoc range and Balblair 1997 and 1990. These are now listed at Ben Gurion Airport, Tel Aviv, Israel. anCnoc 12-year-old; Balblair 1990 and Old Pulteney 12-year-old are now available through Heinemann duty free at Frankfurt Airport in Germany. Alpha duty free now lists anCnoc 12-year-old and Balblair 1997 at Indira Gandhi Airport in New Delhi, India, which plays host to the 2010 Commonwealth Games. Hankey Bannister 40-year-old is now available in the duty free shops at Mauritius Airport (Mauritius); Antalya Airport (Turkey). Over in the Caribbean, we have had successful launches at duty free outlets of Old Pulteney, anCnoc and Balblair in the Dominican Republic and Panama. Old Pulteney and Balblair are now being sold in St. Martin duty free.


On September 30, 2008, the Company acquired 43.9%

interest of Oishi Group Public Company Limited (Oishi),

a Thai company currently listed on the Stock Exchange of

Thailand and sold all its shares of Thai Alcohol Public

Company Limited (Thai Alcohol). Oishi is principally

engaged in the Japanese restaurant business and the

manufacture and distribution of food and beverages. As

the same ultimate controlling shareholder of the company

controlled Oishi both before and after the acquisition, the

business combination has been accounted for in

a manner similar to a pooling of interests and the assets,

liabilities and contingent liabilities of Oishi acquired by the

Company have been accounted for at book value. The

Company has included the assets, liabilities, revenues and

expenses of Oishi in the consolidated financial statements

as if the acquisition took place at the beginning of 2007.

The difference between the consideration paid by the

Company and the carrying amounts of the net identifiable

assets of Oishi at the date of the combination was

accounted for under the balance sheet item “difference

arising from common control transactions”, totalling

Baht 2,079 million. Oishi operations will be reported

separately in two business segments; a new segment

called food and the current segment called non-alcoholic

beverages. The consolidated financial statements of 2007

have been restated for comparison with 2008. The Company

made a tender offer for the remaining shares of Oishi at

the same purchase price paid by the Company and

acquired an additional amount of about 46.0% of the

shares. The difference between the consideration paid by

the Company for the tender offer shares and the carrying

amounts of the net identifiable assets at the date of

combination was accounted for under the balance sheet

item “goodwill”, totalling Baht 2,178 million. The Company

now holds 89.9% of Oishi following the tender offer.

For the year 2008, only 9 month operations of Industrial

Alcohol business segment were shown due to the disposal

of all shares of Thai Alcohol on September 30, 2008 while

full year operations were shown for the year 2007.

The Company has expanded the non-alcoholic beverage

business by acquiring assets from a Thai company who

engaged in the production and sales of energy drink and

ready-to-drink coffee, and commenced this business in

the first quarter 2008. The soda water and drinking

water business will no longer be presented with the beer

business but will be presented under non-alcoholic

beverage business. Due to the small turnover of soda

water and drinking water in the previous periods, the

segmental information for the same period of 2007 was

not restated to compare with that of 2008. The business

segments given in our results consist of Beer, Spirits,

Non-alcoholic beverages, Food and Industrial Alcohol.

From January 15, 2008 onwards, all alcoholic drinks

were charged 1.5% of excise tax to subsidize the Thai

Public Broadcasting Service (TPBS). Currently, the

Company pays excise tax, municipal tax (which is

10% of excise tax), a Health Promotion Fund contribution

(which is 2% of excise tax) and now, TPBS tax (which is

1.5% of excise tax). The Company has already increased

the sales price of products to cover the TPBS tax.

Since January 1, 2008, the Company changed its

accounting policy regarding goodwill to comply with Thai

Accounting Standard (TAS) 43 (revised 2007) “Business

Combination,” which is effective for accounting periods

beginning on or after January 1, 2008. In the previous

periods, goodwill arising from business combinations was

accounted for at cost less accumulated amortization over

the estimated useful life. Currently, goodwill is measured

at “cost less any accumulated loss after doing an

impairment test”. There was no impairment loss in the

carrying value of goodwill as at December 31, 2008. The

financial statements for the year 2007 have not been

affected by this change in accounting policy.

Group For the year 2008, total sales revenue of the Company

was Baht 105,257 million, an increase of 0.1%, or Baht

149 million, from Baht 105,108 million of the previous year,

due to an increase of sales revenue from the spirits

business of 12.6%, the non-alcoholic beverage business

of 55.2% and the food business of 29.3% although this

was accompanied by a decrease in sales revenue from

the beer business of 19.1% and the industrial alcohol

business of 7.6%.

Management Discussion and Analysis Performance for the year ended December 31, 2008

A n n u a l R e p o r t 2 0 0 8 92

Gross profit was Baht 28,701 million, a decrease of Baht 2,583 million, or 8.3%, due to lower gross profit in beer

business of 38.3% although gross profit in the spirits business rose 5.4%, while the non-alcoholic beverage business

grew 29.3%, the food business grew 26.7% and the industrial alcohol business grew 1,550.0%.

Earnings before interest, tax, depreciation and amortization (EBITDA) was Baht 20,607 million, a decrease of Baht

1,522 million, or 6.9%, due to decreases in the beer business of 55.3% and the food business of 14.3% while there

was an increase in the spirits business of 10.9%, the non-alcoholic beverage business of 9.7% and the industrial

alcohol business of 852.3%.

Net profit was Baht 10,606 million, a decrease of Baht 337 million, or 3.1%, due to lower net profit in the beer business

of 80.1%, the non-alcoholic beverage business of 58.4% and the food business of 17.1% although there was higher net

profit in the spirits business of 9.6% and in the industrial alcohol business of 284.5%.

Beer Business For the year 2008, sales revenue was Baht 38,458 million, a decrease of Baht 9,099 million, or 19.1%, mainly due to

the decrease of beer sales volume. Total sales volume of beer was 773.2 million litres, a decrease of 19.2%.


Gross profit of Baht 6,486 million decreased by Baht 4,031

million or 38.3%, mainly due to the decrease of sales volume

and higher cost of raw materials and packaging materials.

EBITDA of Baht 2,923 million decreased by Baht 3,614

million or 55.3%, mainly due to the decrease of gross profit

although there was a decrease of sales promotion expenses.

Net Profit of Baht 338 million decreased by Baht 1,364

million or 80.1%, mainly due to the decrease of sales

and the higher cost of materials although there was

a decrease in interest expenses.

Spirits Business Sales revenue in the year 2008 was Baht 59,586

million, higher than the year 2007 by Baht 6,646

million, or 12.6%, mainly due to the increase in the

selling price. Total sales volume of spirits was 436.8

million litres, a decrease of 2.1%. This is attributed to

the white spirits’ sales volume declining by 4.3% to

315.3 million litres, although brown spirits sales volume

increased by 3.9% to 121.5 million litres.

Gross profit of Baht 20,038 million reflected an increase

of Baht 1,021 million, or 5.4%, mainly due to the

increase in the selling price.

EBITDA of Baht 16,215 million increased by Baht 1,598

million, or 10.9%, mainly due to the increase in gross

profit and a decrease of sales promotion expenses which

compensated for an increase in idle cost and staff cost.

Net profit of Baht 9,659 million increased by Baht 843

million, or 9.6%, mainly due to the increase in gross

profit and a decrease in interest expenses.

Non-Alcoholic Beverages Business The Company has started to report Oishi operations

which consist of green tea drinks and other non-

alcoholic beverages, in addition to energy drinks, ready-

to-drink coffee, soda and drinking water, from the third

quarter 2008 onwards. Full year operations of Oishi

were included in both 2008 and 2007 figures. Energy

drinks and ready-to drink coffee operations commenced

in the first quarter of 2008 and are included in the 2008

report only. Soda and drinking water operations were

included in the non-alcoholic beverage business of 2008

only. The 2007 soda and drinking water operations were

included in our beer business and were not restated due

to small numbers reported.

Sales revenue for the year 2008 and 2007 amounted to

Baht 3,953 million and Baht 2,547 million respectively.

Gross profit for the year 2008 and 2007 amounted to

Baht 971 million and Baht 751 million respectively.

EBITDA for the year 2008 and 2007 amounted to Baht

599 million and Baht 546 million respectively.

Net profit for the year 2008 and 2007 amounted to Baht

164 million and Baht 394 million respectively.

A n n u a l R e p o r t 2 0 0 8 94

Food Business Sales revenue in the year of 2008 was Baht 2,636

million which reflected an increase of Baht 597 million

or 29.3%, mainly due to more number of branches and

sales promotions.

Gross profit of Baht 1,096 million increased by Baht

231 million or 26.7%, mainly due to higher sales.

EBITDA of Baht 282 million decreased by Baht 47

million or 14.3%, mainly due to higher staff costs and

sales promotion expenses.

Net profit of Baht 136 million decreased by Baht 28 million,

or 17.1%, mainly due to lower EBITDA as mentioned above.

Industrial Alcohol Business For the year 2008, only 9 month of operations were

shown due to the disposal of the issued share capital of

Thai Alcohol on September 30, 2008. Sales revenue for

the year 2008 and 2007 amounted to Baht 893 million

and Baht 966 million respectively. Sales volume of Ethanol

was 27.1 million litres and the average sales price was

Baht 16.48 per litre, which was 0.1% lower than the year

2007. Sales volume of Alcohol 95 was 31.2 million litres

and the average sales price decreased from Baht 14.81

per litre in the year 2007 to Baht 14.09 per litre in 2008.

Gross profit of Baht 87 million increased by Baht 93

million mainly due to higher margins.

EBITDA of Baht 619 million increased by Baht 554

million, or 852.3%, mainly due to gain from the disposal

of issued share capital of Thai Alcohol.

Net profit was Baht 310 million, an increase of Baht 478

million or 284.5%, mainly due to higher EBITDA as

mentioned above.

Financial Position Assets Total assets as at end of December 2008 was Baht

80,055 million, a decrease of Baht 2,351 million, or

2.9%, compared with the end of 2007. Current assets

increased by Baht 569 million, mainly due to an

increase in inventories. Non-current assets decreased

by Baht 2,920 million, mainly due to depreciation of

property, plant and equipments.

Liabilities Total liabilities as at end of December 2008 was Baht

26,058 million, increased by Baht 747 million, or 2.9%,

compared with the end of 2007. This was mainly due to

the issuance of short term bills of exchange amount of

Baht 5,000 million.

The maturity of loans are as follows: Unit: Million Baht

Within December 2009 14,026

During January – October 2010 3,265

Total 17,291

Shareholders’ Equity Total shareholders’ equity as at the end of December

2008 was Baht 53,997 million, a decrease of Baht

3,097 million, or 5.4% compared with the end of 2007.

This was mainly due to the increase of net retained

earnings; annual profit deducted by dividend payment,

cannot cover the increase of difference arising from

common control transactions.

Liquidity Cash and cash equivalents, as at December 31, 2008,

was Baht 1,917 million. The net decrease from the

beginning of the period was Baht 671 million. Details of

activities are as follows:

Unit: Million Baht

Net cash provided by operating activities 14,191

Net cash used in investing activities (6,317)

Net cash used in financing activities (7,250)

Net increase in cash and cash equivalents in period 624

Adjustment from financial statement translation (1,295)

Cash and cash equivalents at beginning of period 2,588

Cash and cash equivalents at end of period 1,917

Net cash provided by operating activities of Baht 14,191

million was mainly derived from net income of Baht 10,606

million and non-cash items from depreciation and amortization

of Baht 5,021 million but deducted by increasing working

capital and others by Baht 1,436 million.

Net cash used in investing activities of Baht 6,317

million was mainly due to acquisition of subsidiaries and

investment activities in property, plant and equipments.

Net cash used in financing activities of Baht 7,250

million was mainly due to dividends paid.


Financial Ratios

Dec.31, 08 Dec.31, 07

Current Ratio (times) 1.54 1.74

Total Debt to Equity Ratio (times) 0.48 0.44

Net asset value per share (Baht) 2.14 2.22

Jan. – Dec. 08 Jan. - Dec. 07 Accounts Receivable Turnover (days) 6 6

Inventory Turnover (days)

Beer Business

Finished Goods 32 15

Spirits Business

Finished Goods (Excl. Legacy Stocks) 68 79

Shareholder Returns Dividends The current policy of the Board of Directors is to recommend to our shareholders a dividend of not less than 50% of

net profits after deduction of all specified reserve, subject to investments plan and as the Board of Directors deems

appropriate.

For the financial year ended December 31, 2008, the Board of Directors has recommended total dividend of Baht

7,533.01 million.

Year 2008 Year 2007* Year 2006*

Dividend for the year (Million Baht) 7,533.01 7,281.91 5,524.21

Number of shares issued (Million shares) 25,110 25,110 25,110

Interim dividend per share (Baht) 0.12 0.12 0.11

Final dividend per share (Baht) 0.18 0.17 0.11

Total dividend per share (Baht) 0.30 0.29 0.22

Dividend payout ratio (%) 73.17 70.13 54.94

Return on Equity

Return on Average Equity (%) 19.09 19.32 23.86

Earnings Per Share

Earnings per weighted average ordinary shares (Baht) 0.41 0.41 0.42

Weighted average number of ordinary shares for

the year (million shares) 25,110 25,110 23,785

* Same figures per previous report

A n n u a l R e p o r t 2 0 0 8 96

RRISSKK MMMAANNAAGGEMEENNTT SSTTRAATTEGGIEEES

Strategic Risk ThaiBev has created and implemented several strategies

designed to promote growth in the long term. One of the

most important is a policy called premiumisation, which

entails diversifying our portfolio into premium categories

and repositioning our economy products overseas to

become more profitable. In the second quarter of 2008,

we launched Federbräu beer and Drummer imported

Scotch whisky, both premium products that can assist

grow out profitability over time.

By rebalancing the portfolio upwards and marketing them

abroad, such as in the USA, Europe and Australia, we diversify

the risk of being in one category or in one market alone.

In 2008, the acquisition of Oishi gave us access to the

profitable green tea and Japanese restaurant market for

the first time and the acquisition of Wrangyer gave us

access to the energy drinks market.

Market Share Risk With the current global economic situation, there is little

or no growth in the alcoholic beverage sector, creating

considerable competition that we must mitigate if we are

to avoid any impact on our financial results.

Over the past year we believe there has been no real

problem with our market share of the white spirits

market, even though a new competitor has commenced

operations, but at a time when the economic situation,

since the beginning of last year, started to deteriorate

and white spirits consumption declined, causing our

competitors to use every method to create market share

in order to survive. ThaiBev will have to carefully protect

itself from losing market share in this sector.

Competition in the beer segment is expected to become

stronger for similar reasons as white spirits, that is,

no one expects the market to grow. We therefore have to

use strategy to increase our market share. Should we

lose market share in the economy beer sector, this may

have an effect on our future revenues and profits.

Regulatory Risk Premium customers are less sensitive to price rises due

to higher taxes, and by entering foreign markets and the

non-alcoholic beverage sector we will have no effect

from alcoholic beverage tax changes.

ThaiBev is focusing on improving our distribution network

as this is our main strength and a key success factor.

Distribution together with good quality control and improved

packaging can alleviate alcoholic beverage marketing

restrictions under the Alcohol Control Act of 2008.

Our risk management committee encouraged the Company’s

production facilities to meet ISO 14001 (2004) standards

to meet with even the strictest environmental regulations.

All three breweries now meet this standard and 16 out

of 18 distilleries do. The final two distilleries are expected

to meet ISO 14001 (2004) standards soon.

Moreover, biogas facilities are being installed in five

factories to take methane gas, which is a byproduct in

alcohol production, and use it as an energy source to replace

bunker fuel. This will also help to reduce environmental

problems associated with the smell of methane. The five

distilleries are the S.S. Karnsura distillery, in Ubon Ratchathani

Province, the Athimart distillery in Buri Ram Province, the

Fuengfuanant distillery in Prachinburi Province, the Kankwan

distillery in Khon Kaen Province and the Nateechai

distillery in Surat Thani Province. We expect the project to

be completed in the third quarter of 2009.

Our breweries received ISO 22000 (Food and Safety

Management) certification in 2008, and the expected

certification of our distilleries soon, makes ThaiBev

well-prepared for the announcement of the new Product

Liability Law on February 20, 2009, which allows for

consumer litigation in the event of problems arising from

unsafe goods. Our factories already have ISO 9001,

GMP and HACCP certification.

As a listed company, ThaiBev strictly adheres to all laws

and regulations issued by such authorities as the Ministries

of Public Health, Commerce and Finance and relevant

to our business. The Risk Management Committee has

requested management receive immediate reports on

newly proclaimed laws and regulations. In 2008, no

material suits were brought against the Company due to

any of the issues mentioned above.


Operational Risk ThaiBev purchases certain raw materials like malt and

hops and packaging from abroad by using forward

contracts. This helps us ensure supply and control prices.

We then mitigate the foreign exchange risk by hedging,

again using forward contracts. It is a Company policy not

to try to make a profit on foreign currency rates.

In 2008, these risk management policies were implemented

with good results.

HR Risk: Preparing human resources for position changes and business growth in the future Preparing our human resources for important changes

of responsibility and the expected growth of the Company

is the heart of our success and the future of the

organization. We have therefore focused on and planned

for the management of human resources’ development

in a systematic way. High level executives have placed such

importance on this that they have followed its progress

closely, as if we are not able to manage this issue

efficiently there will be both short and long term impacts

on the whole organization.

Human resource management developed in 2008 to

cover the whole recruitment process from the introduction

of testing potential recruits to teaching people techniques

and skill sets to use when recruiting. We developed the

management of performance evaluation using competency

A n n u a l R e p o r t 2 0 0 8 98

factors and Key Performance Indicators (KPI),

while also introducing tools for managing and monitoring

performance evaluation and career planning. We have

created a training roadmap for each position, conducted

individual development planning (IDP) and sent staff

abroad for study so they can gain the necessary

experience for future progress. For those in important

positions, we have conducted succession planning to

ensure continued, steady, growth together with our staff.

Finance and Investment Risk ThaiBev uses its internal cash flow and loans from

financial institutions to support the business. We manage

interest rates through negotiation with lenders and have

no fluctuations in our interest rates today. We hedge

foreign currency transactions through forward contracts.

ThaiBev has good credit ratings from TRIS Rating Co.,

Ltd., Moody’s and Standard and Poor's and this has

enhanced our ability to raise funds in future.

Conclusion ThaiBev’s Risk Management Committee meets at least

four times per year and has been systematic in managing

potential risks, providing stakeholders with the confidence

that there is a group of people taking responsibility for risk

management. Over the past year, the Company’s risk

management has met with considerable success.


OOUURR PPPPEEOOPPLLLEE.... OOUURR PPPPEERRRFFOORRMMAAANNNNCCCCEEEE

It has been our ultimate belief that our people are

our performance. Similar to every high performance

organization where people and performance are the key

strategic theme, we at ThaiBev, have been developing

discipline and mindset on people development and

performance management. In sustaining our leading

position, ensuring our potential, and realizing our values,

we believe that the development of our people, our next

generation of leaders is the key.

The Human Capital Transformation which was initiated

last year has been continued in 2008 mainly to improve

our organization structure to ensure the alignment with

our business strategic direction and our growth as well

as all human capital management elements to ensure the

whole employee life cycle will be managed effectively

starting from recruitment & selection, development both

on career opportunity and competency, and retention.

HR policies and process have been revised to strengthen

the synchronization with business pace and needs.

Human performance is the goal of our human capital

management and development.

Organization Structure Improvement Aligning the organization structure with our business

objectives, scope, and processes is very vital to our

efficiency and effectiveness. We revised, defined,

fine-tuned our organization structure to ensure that our

business operations and new initiatives are effectively

managed and run. Our revised structure reflects our

new business model and our new way of doing things.

Complete shared services of HR, IT and General

Services were part of our new organization operating model.

Efficiency and cost effectiveness is the fundamental

rational. Aligning Sales Organization with our sales channels

and Marketing Organization with our brand management

strategy was the significant implementation which also

included the “competency matching” process in putting

the right man into the right job. The well defined

organization structure also helps us better define the

career path of every workforce group, development

program as well as performance management system.

Performance Management System Improving our performance management system in 2008

was one of our big steps in the Human Capital Transformation

Program. With the new performance evaluation form

and computerized tool enhanced effectiveness in our

performance management system which consists of

three elements: agree expectation, review & coach, and

develop. The performance evaluation provides the feedback

in two aspects: outcome achievement and competency

assessment. With the new form and tool, the expectation

is defined and agreed cascading down from the top, the

performance monitoring and coaching can be done

effectively through the on-going updated data. In addition,

the system helped to link and maintain the data on the

development approach of each individual. Our new

performance management system does not only provide

the management and employees efficiency in jointly

managing performance but also create the new behavior

and mindset of both supervisors and employees. The

commitment and ownership in defining the performance

target, providing feedback and identifying development

activities became part of our organization.

Competency Development Core competencies and proficiency levels were defined

and developed. In addition, they are part of the new

performance management system. The proficiency levels

of each core competency are designed to be in line with

the career level structure and required proficiency in

career advancement. Employees are assessed against

core competencies and required proficiency level in the

new performance evaluation system. The core training

curriculum was developed based on the core competencies

and the proficiency levels. Therefore, employee’s individual

development plan (IDP) can be defined based on individual

development needs and required core competencies of

our organization.

Our people development journey is endless. Achievement

of milestone each year is strengthening our capabilities

and potentials of our organization to make it the great

place to work, the great place to grow and the place of

great opportunity for our people.

A n n u a l R e p o r t 2 0 0 8 100

Credit rating announCementOn February 24, 2009, the annual review announcement,

TRIS Rating Co., Ltd. (“TRIS”) affirmed the company rating of

Thai Beverage Public Company Limited (“ThaiBev”) at “AA-”

with a “Stable” outlook.

To gain an international credit rating in order to establish

Company’s overseas credit flexibility in the financial markets,

the Company engaged Standard and Poor's (“S&P”)

and Moody's Investors Service Pty Limited (“Moody’s”),

both well-recognized globally in their field. S&P affirmed

the ThaiBev rating at “BBB” rating with a “Stable” outlook

(as Ratings Direct by S&P announced July 14, 2008),

and Moody’s affirmed the ThaiBev rating at “Baa2” with a

“Stable” outlook (as Global Credit Research Credit Opinion

by Moody’s announced March 28, 2008).

(Note: The Thailand Country Rating from TRIS is “AAA”, “BBB+” from S&P and “Baa1” by Moody’s.) The rating, if assigned, will be subjected to revision or withdrawal by each of the Rating Campanies,TRIS, S&P or Moody's when there has been material change to the rating and/or annual review and/or review on opinion of each of the Rating Companies.


Best IR in the Singapore Market by a Thai Company

2006 Merit Award for Transparency among newly-listedCompanies (New Issue) on the Singapore Exchange

and Silver-Best Annual Report Award 2007(Newly listed company, Singapore Corporate Awards)

Acclaim for “Capital Markets Deal of the Year 2006” Certificate of Excellence by IR Magazine 2008

A n n u a l R e p o r t 2 0 0 8 102

“Awards don’t make money in themselves but they build brands, which do.” Thapana Sirivadhanabhakdi, President and CEO

Throughout 2008, ThaiBev and its subsidiaries have

had an exhilarating ride building up the brands of the

company’s products and its own reputation, especially

in regard to quality and value, which are attributes

that will benefit both the Company’s continued

business growth and its shareholders over the years.

We view an award as a symbol of recognition of our

work and we trust that such recognition will lead to

future sales and better shareholder returns.

For our international subsidiary, International Beverage

Holdings Limited, the success gained this year in

awards will likely reflect in terms of sales in future

years. They have worked hard to build the brands of

Inver House Distillers Limited ("Inver House Distillers")

and other ThaiBev products over the past few years.

A connoisseur’s periodical, Whisky Magazine, started

the ball rolling this year by voting Inver House Distillers

the International Distiller of the Year 2008.

“Inver House Distillers has made a bold statement in terms of the whisky, packaging and its marketing strategy. Shaking off the old fashioned Scottish image of whisky, Inver House replaced it with a modern contemporary approach without losing the heritage at its core.” Whisky Magazine

Further success followed soon after with 13 awards at

the Scotch Whisky Masters on 22 May 2008.

These prestigious accolades, which include several

gold, silver and a coveted "Masters" Award for their

single malts, were presented at a glittering awards

ceremony on 21 May, adding yet more trophies to the

Airdrie based company’s growing collection, which

was won despite impressive competition from exceptional

companies throughout the world.

ICONS OF WHISKY AWARD 2008

ASIAMONEY POLL 2008


It is important to note that the Scotch Whisky Awards

are given after a series of blind taste tests conducted by

a panel of prestigious judges, including Spirits Business

Editor Patience Gould. None of the judges therefore

were influenced by prior marketing or preconceived

ideas. The accolades presented to Inver House Distillers’

malts comprised eight awards for the quality of the

whiskies’ tastes and five awards for the high standard of

the design and packaging.

With a reputation for a fresh and innovative approach to

Scotch whisky, Inver House Distillers also won “World’s

best Scotch blended whisky” for its rare Hankey

Bannister 40-year-old blend at the World Whisky Awards

and the top prize in August last year for Balblair 1989 at

the “Spirit of Whisky Fringe”.

“For Inver House Distillers to have been presented with such a high number of awards, so soon after our wins at the Scotch Whisky Masters, is enormously exciting for the whole team and is also testament to the quality of our brands.” Karen Walker, marketing manager at Inver House Distillers

Inver House Distillers became one of Scotland’s most

prolific whisky industry award winners in 2008, picking

up an astonishing 15 awards at the International Wine &

Spirits Competition.

The International Wine & Spirits Competition, held in June

2008, is unique within the industry as it is independently

judged, making it one of the most highly regarded by

buyers and consumers alike. Each entry is blind tasted by

a panel of high profile judges from around the world and

the awards are presented for the quality of the spirit. The

competition’s aim is to promote the quality and excellence

of the world’s best wines, spirits and liqueurs.

The accolades that Inver House was presented with

include the coveted Gold Best in class medals; Gold

medals; Silver Best in Class medals and Silver medals.

Every single product entered by Inver House Distillers

collected either a Best in Class, Gold or Silver.

To add to its tally, Inver House picked up another 11

medals at the International Spirits Challenge in August

2008. The International Spirits Challenge has promoted

spirits from around the world for over 13 years and each

year nearly one thousand spirits from across the globe

are rigorously judged and tasted by the industry’s

leading international spirits experts, many of whom have

flown in for the occasion from other countries.

The accolades that Inver House was awarded at the

International Spirits Challenge 2008 comprise two

coveted Gold medals, three Silver medals and six Bronze

medals.

“More and more people are discovering the pleasure of traditional Thai food and drink as part of their travels. This has contributed to the increased global interest in Thai beer amongst consumers and is opening up new markets for Chang which is now available in markets around the world.” Leslie Scoular, Chang Brand Manager (International Beverage Holdings

Limited)

It is not only our fine whiskies that have proven their

worth in 2008. International Beverage has been very

successful in branding Chang beer in the UK and

elsewhere as a premium imported beer. As our

signature beer brand, it remains Thailand’s most

popular brand and is well-recognized abroad, having

twice been awarded Australian International Beer Award

(AIBA) medals - in 2007 it received a Silver Medal in

the Lager category, adding to the Gold Medal it was

awarded by the AIBA in 1998.

More recently, in 2008, Chang was awarded a Gold

Medal by Monde Selection Bruxelles - World Selection

of Quality 2008. The Gold was given in the Beers, Water

and Soft Drinks category. Established over 40 years ago,

the Monde Selection is an international competition with

brewers from all continents represented. The Monde

Selection recognizes both the quality of the ingredients

as well as brewing techniques. The highly acclaimed

medal was officially presented to International Beverage

at a glittering ceremony in Vienna.

“Once again the experts have spoken and the gold goes to Chang.” John Lennon, President, International Beverage Holdings Limited USA, Inc.

2008 ended with the ultimate accolade for Chang beer as

our Export recipe found favor by winning the gold medal

at the 2008 World Beer Championships in Chicago.

A n n u a l R e p o r t 2 0 0 8 104

Organized by the Beverage Testing Institute (BTI), the World

Beer Championships is America’s oldest international beer

competition. The BTI was founded in 1981 with the mission

of producing fair and impartial wine reviews for consumers.

In 1994, BTI began reviewing beers and spirits and

founded the World Beer Championships and the World

Spirits Championships-now named the International Review

of Spirits. The independent body is recognized as one of

the world’s foremost authorities on alcoholic beverages,

testing thousands of wine, beer and spirits brands each

year. It selects award-winning beers using a proprietary

blind tasting methodology developed by America’s premier

independent alcohol beverage review body.

In the 2008 championships, which spanned some 60

different beer styles, Chang Beer achieved an “exceptional”

rating along with the Gold Medal award.

“It takes two to make a successful partnership and (ThaiBev’s) Chang has been very loyal to Everton.” Robert Elstone, Acting Chief Executive, Everton Football Club

Whereas we discuss International Beverage’s association

with Everton Football Club in the UK in our Operational

and Financial Report chapter, we should also mention

the success of the club in receiving the award for Best

Club Sponsorship in 2008 as it is indicative of the fact

that the partnership has proven to be a big success.

The Northwest Football Awards 2008 Best Club

Sponsorship Campaign looked at the appropriateness

and "fit" between teams and their sponsorship partners.

We had to show clearly defined objectives, integration

with other marketing activities, short and long term

campaign performance and management creativity,

design and innovation in the campaign itself.

The award came less than 12 months after we extended

our shirt sponsorship deal. The new agreement has seen

Everton develop football both on and off the pitch in

Thailand. These activities are mentioned in the chapter

on Corporate Social Responsibility.

“The Spirit of Thailand is embodied in a golden glass of Mekhong.” David Lind, International Beverage Marketing Manager

Though on sale outside Thailand for less than a year,

Mekhong scooped a prestigious bronze medal in the

brown spirits category of the Drinks International 2008

Cocktail Challenge for its exotically named Mekhong

Lime and Pear Panya, one of a specially-created series

of signature Mekhong cocktails designed by Employees

Only, Manhattan’s premier mixology team.

More than 70 cocktails entered the 15th Drinks

International Cocktail Challenge, with brown spirits

proving to be the most competitive category featuring

a short list of 14 cocktails.

“Effective disclosure can reflect on the good name of the business as it openly reveals management’s past, current and likely future performance.” Richard Jones, Assistant Vice President for Investor Relations

ThaiBev’s management has always been determined to

set an example as a Thai company listed on the

Singapore Exchange (SGX). We have pledged not merely

to follow listing requirements regarding disclosure and

transparency but to exceed them whenever possible.

As the Investor Relations team acts as an ambassador of

the Company in regular investor meetings, it is an

important indication of investors’ opinion of ThaiBev

whenever we are benchmarked through independent

surveys.

In 2008, ThaiBev’s Investor Relations team pulled off

two astounding results, winning the best IR Award by

a Thai Company from IR Magazine and Best IR in

Thailand by AsiaMoney magazine. The IR Magazine

survey questions investors in the Singapore market to

evaluate the performance of Thai IR teams. To win,

ThaiBev IR had to see off tremendous competition from

several top-ranked Thai listed companies. As the third

win in three consecutive years, we are very pleased that

our efforts have proven to be above average in the eyes

of our stakeholders. The AsiaMoney poll is probably the

most esteemed in Asia for its size and independence,

and 2008 was the first year that our Company had been

ranked. A point of pride is that ThaiBev was ranked in

the top three in Asia - above all other Thai companies,

and higher than any Singapore company listed on the

SGX. The fact that ThaiBev’s stock has outperformed

most Asian stock markets in 2008 suggests that our

image and performance are satisfying many of our

shareholders.


It is a commitment of THBEV to adhere to good corporate governance principle and to conduct our business in compliance with all rules and regulations applied to us and of course with the benefit of our stakeholders.

We are proud that we are the Thai company listed on the

Singapore Exchange (“SGX”) which have the best Investor

Relation Unit by receiving Best IR award for three

consecutive years. Most recently, in 2009, we won the

Best for Investor Relations in Thailand from AsiaMoney

magazine.

In 2008 the Board met five times, and the following table shows the details regarding the attendance to the meeting of

each director up to December 31, 2008: Number of Attendances /

Name Position Total of Meetings

1. Mr. Charoen Sirivadhanabhakdi Chairman 5/5

2. Khunying Wanna Sirivadhanabhakdi Vice Chairman 5/5

3. Mr. Narong Srisa-an Vice Chairman 3/5

4. Mr. Komen Tantiwiwatthanaphan Vice Chairman 4/5

5. Mr. Puchchong Chandhanakij Director 5/5

6. Mr. Staporn Kavitanon Independent Director and 5/5

Audit Committee Chairman

7. Prof. Kanung Luchai Independent Director and 5/5


8. Mr. Manu Leopairote Independent Director and 5/5


9. Mr. Ng Tat Pun Independent Director and 5/5


10. Mr. Michael Lau Hwai Keong Independent Director 5/5

11. Prof. Pornchai Matangkasombut Independent Director 4/5

12. Mr. Sakthip Krairiksh Independent Director 5/5

13. Gen. Choo-Chat Kambhu Na Ayudhya Independent Director 5/5

14. Mr. Vivat Tejapaibul Director 3/5

15. Mr. Panote Sirivadhanabhakdi Director 5/5

16. Mr. Samut Hatthasing(1) Director 2/5

17. Mr. Thapana Sirivadhanabhakdi(2) President and CEO 5/5

18. Ms. Kanoknart Rangsithienchai Director 5/5

19. Mr. Sithichai Chaikriangkrai Director 5/5

20. Mr. Ueychai Tantha-Obhas Director 5/5

21. Dr. Pisanu Vichiensanth Director 5/5

22. Mr. Chukiet Tangpongprush Director 5/5

Remarks: (1) Mr. Samut Hatthasing resigned from the directorship on May 16, 2008.

(2) Mr. Thapana Sirivadhanabhakdi was appointed the President and CEO by the Board of Directors on January 18, 2008.

CCORRRPPPOORRRATTTE GGOOVVERRNNANNNCE RREEPPOORTT

The Board’s Conduct of Affairs Principle 1 Our Board of Directors oversees the Company's business

and affairs with shareholder approval in accordance with

the applicable laws. The Board must exercise good

business judgment and act in good faith for the best

interests of the Company.

A n n u a l R e p o r t 2 0 0 8 106


Matters Requiring Board Approval Our Board recognizes their utmost duties to administer

business and oversee the Company’s operations.

This includes the administration of the subsidiary

companies to be in line with the Company’s core

business plans to ensure that it complies with the

shareholders’ resolutions in good faith and under the law

and its Articles of Association. In addition, our Board

ensures that the Company and its subsidiary companies

comply with the SGX Listing Manual. Our Board is

also responsible for the determination of visions and

business strategies of the Company and oversight of

Management Committee to perform their duties according

to the Company’s policies and report the financial

statements and general information to investors and

shareholders with accuracy and sufficiency.

According to the Law, the Board is required to meet not

less than four times in each year. In 2008, the Board

met more than such requirement in order to consider

special issues.

Training All Directors have passed the Director Accreditation

Program (DAP) of the Thai Institute of Directors. Some

also accredited the Director Certification Program (DCP)

of the same institution. We also encourage and support

directors to understand Singapore Law and the Listing

Manual applicable to our Company through in-house

training and information updating.

All Directors received a clear explanation of their roles

and responsibilities at the time of their proposed

appointment to the Board.

Board Composition and Guidance Principle 2 Board of Directors Our Board consists of twenty one directors, including

eight independent directors which are more than one-

third of the total number of the Board members.

Each director either has long-term experience in business

or attained honorary positions.

Executive Committee The Board appointed an Executive Committee which

consists of fifteen members, they either are the Board

members or top executive officers of the Company.

To enhance Company business operation, the Board

granted them the authority to perform their duties. In this

regard, each Executive Committee member is assigned

to oversee each business unit under the supervision of

the President and CEO. The Executive Committee may

appoint other sub-committees to support the Board in

order to ensure the good corporate governance of the

Company.

The Executive Committee meets once a month to enter

into discussion of the Company’s business administration.

However, the Executive Committee might meet more

than once in the case that it is necessary to consider

and approve any important or urgent matters.

Apart from the oversight of the administration of THBEV,

the Board also appoints executive members to hold

directorship in both domestic and overseas subsidiary

companies to monitor and control the business

administration in the subsidiary companies for the

maximum effectiveness and the best interest of the

Company.

The Executive Committee’s responsibilities are to:

• Prepare and propose business plans, targets,

operational plans, business strategies and annual

budgets of the Company and its subsidiary companies

to the Board of Directors of the Company;

• Determine and propose business plans, budgets

and management roles and responsibilities of the

A n n u a l R e p o r t 2 0 0 8 108

Company and its subsidiary companies to the Board

of Directors of the Company for approval;

• Monitor the operations of the Company and its

subsidiary companies to be in line with business

policy, targets, operational plans, business strategies,

budgets and management roles and responsibilities

as approved by the Board of Directors of the

Company for the efficiency of and to facilitate business

conditions;

• Approve payments for investments or operations,

borrowing or requesting for any facility from a financial

institution, lending, including being a guarantor with

respect to the normal business of the Company and

its subsidiary companies as stipulated by the Board

of Directors;

• Approve the annual budget for annual increase or

adjustment of salary and bonus payment for employees

of the Company and its subsidiary companies;

• Approve payments as determined by Board of Directors

of the Company;

• Propose the efficient organization and management

structure of the Company and its subsidiary companies

to the Board of Directors of the Company;

• Recruit, employ, terminate employment, promote,

impose disciplinary penalty, transfer, adjust salary

level, adjust salary rate, and determine bonus,

welfare and other benefits as well as consider all

other remunerations for all levels of employees of

the Company. The Executive Committee also has the

authority to appoint the president or any appointee

of the Company to be the authorized representative

of the Company to sign related employment

contracts within the budget approved by the Board of

Directors of the Company;

• Approve the appointment of the Company’s

representatives to the Board of Directors and/or the

sub-committee of its subsidiary companies in order

to supervise all administrative matters as approved

by the Company for the efficiency and best interest;

• Supervise and approve matters relating to the

operation of the Company. It may appoint or authorize

any one or more persons to engage in any act

on behalf of the Executive Committee as it deems

appropriate such as appointment of the sub-committee

to consider salary increase and bonus of executive

leveled employees ranking from Vice President to

Executive Vice President, appointment of any of the

sub-committees that have particular knowledge and

expertise to manage and monitor before proposing

to the Executive Committee, provided that the

Executive Committee is entitled to repeal, change or

modify the scope of the authorization; and

• Perform any other act as delegated by the Board of

Directors of the Company.

However, the abovementioned approval shall not

grant or sub-grant power that cause the Executive

Committee or the authorized representative being

able to approve any transaction in which the

Executive Committee or authorized representative,

or any related person has interest or may have any

conflict of interest with the Company or its

subsidiary companies (as defined in the Notification

of the Securities and Exchange Commission).

Such approval must be proposed to the meeting of

the Board of Directors of the Company and/or the

meeting of shareholders, as the case may be,

for the approval, as stipulated in the Articles of

Association of the Company or its subsidiary companies,

or any applicable laws.

In 2008, the Executive Committee met sixteen times,

and the following table shows the details regarding the

attendance to the meeting of each member up to

December 31, 2008:

Number of Attendances /

Name Position Total of Meetings

1. Mr. Charoen Sirivadhanabhakdi Chairman of Executive Committee 15/16

2. Khunying Wanna Sirivadhanabhakdi First Executive Vice Chairman 12/16

3. Mr. Narong Srisa-an Second Executive Vice Chairman 14/16

4. Mr. Komen Tantiwiwatthanaphan Third Executive Vice Chairman 16/16

5. Mr. Samut Hatthasing (1) Fourth Executive Vice Chairman 3/16

6. Mr. Puchchong Chandhanakij (2) Fourth Executive Vice Chairman 15/16

7. Mr. Thapana Sirivadhanabhakdi (3) President and CEO 14/16

8. Ms. Kanoknart Rangsithienchai Director and Executive Vice President 16/16

9. Mr. Sithichai Chaikriangkrai Director and Senior Vice President 16/16

10. Mr. Ueychai Tantha-Obhas Director and Senior Vice President 15/16

11. Dr. Pisanu Vichiensanth Director and Senior Vice President 15/16

12. Mr. Chukiet Tangpongprush Director and Senior Vice President 15/16

13. Mr. Sawat Sopa (4) Executive Vice President 10/16

14. Mr. Saikeaw Vongpisethkul (5) Senior Vice President 7/16

15. Mr. Jean Lebreton (6) Senior Vice President 12/16

16. Mr. Vichai Chaiyavaranurak (7) Senior Vice President 2/16

17. Mr. Somchai Suthikulpanich (8) Senior Vice President 2/16

Remarks: (1) Mr. Samut Hatthasing resigned from the President effective on January 1, 2008 and was appointed the Fourth

Executive Vice Chairman by the Executive Committee on December 25, 2007. Thereafter, he resigned from his

directorship and Fourth Executive Vice Chairman on May 16, 2008 due to health problems.

(2) Mr. Puchchong Chandhanakij was previously the Fifth Executive Vice Chairman and appointed the Fourth Executive

Vice Chairman on January 27, 2009.

(3) Mr. Thapana Sirivadhanabhakdi was previously the Executive Vice President and appointed the President and CEO

on January 18, 2008.

(4) Mr. Sawat Sopa was appointed to the Executive Committee on February 27, 2008.

(5) Mr. Saikeaw Vongpisethkul was appointed to the Executive Committee on February 27, 2008 and resigned from the

position on October 1, 2008.

(6) Mr. Jean Lebreton was appointed to the Executive Committee on February 27, 2008.

(7) Mr. Vichai Chaiyavaranurak was appointed to the Executive Committee on November 14, 2008.

(8) Mr. Somchai Suthikulpanich was appointed to the Executive Committee on November 14, 2008.


Management Committee The Board of Directors approved the set up of the

Management Committee (MC) and authorized the

President and CEO to be in charge of all MC activities.

The MC was formed in January 2008. As at December

31, 2008, the MC consists of ten members which either

are directors and/or top executives namely, Mr. Thapana

Sirivadhanabhakdi, Ms. Kanoknart Rangsithienchai,

Mr. Sithichai Chaikriangkrai, Mr. Ueychai Tantha-Obhas,

Dr. Pisanu Vichiensanth, Mr. Chukiet Tangpongprush,

Mr. Sawat Sopa, Mr. Jean Lebreton, Mr. Vichai

Chaiyavaranurak, and Mr. Somchai Suthikulpanich.

The Chairman of the MC is Mr. Thapana Sirivadhanabhakdi,

the President and CEO.

Audit Committee The Board of Directors appointed the Audit Committee

which consists of four members, namely, Mr. Staporn

Kavitanon, Prof. Kanung Luchai, Mr. Manu Leopairote,

and Mr. Ng Tat Pun. Mr. Staporn Kavitanon is the Chairman

of the Audit Committee and Mr. Somsak Sae-Kuay,

Vice President of the Office of Internal Audit, is the

secretary to the Committee.

In this regard, Mr. Ng Tat Pun was appointed by the

Board of Directors to be the leader of the Audit Committee

with respect to the interested person transactions

undertaken by our Group.

The AC meets at least once in each quarter. Please refer

to Audit Committee Report.

A n n u a l R e p o r t 2 0 0 8 110

Risk Management Committee The Board of Directors appointed the Risk Management

Committee which consists of thirteen directors and

executives. The Directors are Mr. Narong Srisa-an,

Mr. Puchchong Chandhanakij, Ms. Kanoknart Rangsithienchai,

Mr. Chukiet Tangpongprush, Mr. Thapana Sirivadhanabhakdi,

Mr. Sithichai Chaikriangkrai, Mr. Ueychai Tantha-Obhas,

Dr. Pisanu Vichiensanth. The executives are Mr. Sawat

Sopa, Mr. Vichai Chaiyavaranurak, Mr. Jean Lebreton,

Mr. Chalerm Pornrutchakit and Mr. Mahin Kraivixien.

The Chairman of the Risk Management Committee is

Mr. Narong Srisa-an, Vice Chairman of the Board.

Mr. Somsak Sae-Kuay, Vice President of the Office of

Internal Audit, is the Secretary to the Risk Management

Committee.

Among others responsibilities, the Risk Management

Committee ensures the analysis of both internal and

external risks, determines the acceptable level of risks

for the Company and its subsidiary companies, and

determines and reviews criteria of risk management as

well as evaluates an emergency plan of each office to

ensure that it is practical. They also consider and

review; overall policies, guidelines of risk management

of the Company and its subsidiary companies, risks in

the operation of the Company and its subsidiary

companies, including the preparation of the risk

management report, warning system and preventive

measures for operational risks. This includes the risk

assessment of the Company and its subsidiary

companies with timely review of the criteria of risk

management.

Nomination Committee The Board of Directors appointed the Nomination Committee

which consists of Mr. Staporn Kavitanon, Mr. Manu

Leopairote, and Khunying Wanna Sirivadhanabhakdi.

The Chairman of the Nomination Committee is Mr. Staporn

Kavitanon and Mr. Thidi Suwanarat is the Secretary to the

Nomination Committee.

Remuneration Committee The Board of Directors appointed the Remuneration

Committee which consists of Mr. Staporn Kavitanon,

Mr. Manu Leopairote, and Prof. Kanung Luchai.

The Chairman of the Remuneration Committee is

Mr. Staporn Kavitanon and Mr. Thidi Suwanarat is the

Secretary to the Remuneration Committee.

Chairman and CEO

Principle 3 Our Chairman encourages constructive relations among

the Board, Executive Committee and Management

Committee. The Chairman approves the agenda for

Board and Executive Committee meetings, as he is the

Chairman of the Executive Committee. He also supervises

the disclosure of adequate and appropriate information

to the management and the Board at the appropriate

time.

On January 18, 2008, Mr. Thapana Sirivadhanabhakdi

was appointed the President and CEO to oversee the

business operation and administration in accordance

with the new structure of the organization of the Company.

Board Membership

Principle 4 In order to assure a transparent process for the

appointment of new directors to the Board, the Nomination

Committee (NC) would review and assess candidates for

directorships (including executive directorships) before

making recommendations to our Board and/or to the

Shareholders’ Meeting of the Company. The NC also

reviews the retirement and re-election of directors to

comply with our Articles of Association.

The NC consists of three directors with a majority of

independent directors (including the NC Chairman).

It adopted a charter and proposed it to the Board for

approval.

The Remuneration Committee (RC) also determines

remuneration policies and guidelines to set fair and

reasonable remunerations of any kind to directors and

executive committee members, as well as, reviews,

revises, amends, or revokes such policies and guidelines

to be proposed to the annual general meeting of

shareholders of the Company for approval. The Committee

is also in charge of the consideration and review of the

remuneration of key executives and proposes to the

Board of Directors of the Company.

In performing their roles, our NC and RC adhere to the

law and the Listing Manual applicable to our Company.


Board Performance Principle 5 Our Board members include self-assessment in their

performance, and take the result of business operations

into their consideration. The Board expresses opinions

and asks questions in the meeting for correct and

careful consideration of proposed agenda. They exercise

their duty with care to preserve benefits of the Company.

Access to Information

Principle 6 We are committed to providing our Board members with

adequate, complete, continuous and timely information

before Board meetings. The Board members have

separate and independent access to the Company

Secretary. The Company Secretary, in consultation and

cooperation with the Office of Legal Affairs, is responsible

for advising the Board, through the Chairman, on all

government matters. In this respect, we set up a Compliance

Unit, having a Compliance Manager responsible for this Unit

under supervision of the Company Secretary. This is to

ensure compliance with the legal and regulatory

requirements. The Board approves the appointment and

the removal of the Company Secretary. In 2008,

the Company Secretary attended all Board meetings and

Executive Committee meetings.

Procedure for Developing Remuneration Policies Principle 7 The Remuneration Committee (RC) is authorized by the

Board to determine the remuneration of directors and/or

executives in consultation with the Chairman to propose

for the approval of the shareholders’ meetings.

If a member of the RC has an interest in a matter deliberated

by the Committee, he will abstain from participating in

the review and approval process for that matter.

Level and Mix of Remuneration Principle 8 The components of remuneration are structured to

reward the Directors, Executive Directors, and top

executives of the Company based on the corporate and

individual performance. The approval of the remuneration

for the directors is proceeded with clarity and transparency

to comply with laws and the Code of Corporate Governance

2005 (including the amendment). The Remuneration

Committee will consider and endorse the remuneration

structure prior to propose to the shareholders for approval.

The level of remuneration reflects their experience and

dedication. The remuneration bands rank from A to C as

follows.

Remuneration Bands:

“A” refers to remuneration below the equivalent of

S$250,000.

“B” refers to remuneration between the equivalent of

S$250,000 and S$499,999.

“C” refers to remuneration between the equivalent of

S$500,000 and above.

The Company entered into a long-term employment

agreement with Dr. Pisanu Vichiensanth, who is our

director, the Managing Director of Beer Thai (1991)

Public Company Limited and a Senior Master Brewer.

Disclosure of Remuneration Principle 9 As at December 31, 2008, Directors and five top executives

received the following remuneration

9.1 Directors

(Remark: 1 S$ = Baht 24)

Name of Directors Remuneration Band

1. Mr. Charoen Sirivadhanabhakdi C

2. Khunying Wanna Sirivadhanabhakdi B

3. Mr. Narong Srisa-an C

4. Mr. Komen Tantiwiwatthanaphan B

5. Mr. Puchchong Chandhanakij B

6. Mr. Staporn Kavitanon A

7. Prof. Kanung Luchai A

8. Mr. Manu Leopairote A

9. Mr. Ng Tat Pun A

10. Mr. Michael Lau Hwai Keong A

11. Prof. Pornchai Matangkasombut A

12. Mr. Sakthip Krairiksh A

13. Gen. Choo-Chat Kambhu Na Ayudhya A

14. Mr. Vivat Tejapaibul A

15. Mr. Panote Sirivadhanabhakdi A

16. Mr. Samut Hatthasing (1) C

17. Mr. Thapana Sirivadhanabhakdi (2) C

18. Ms. Kanoknart Rangsithienchai C

19. Mr. Sithichai Chaikriangkrai C

20. Mr. Ueychai Tantha-Obhas C

21. Dr. Pisanu Vichiensanth C

22. Mr. Chukiet Tangpongprush B

9.2 Top Executives

(Remark: 1 S$ = Baht 24)

Name of Executives Remuneration Band

1. Mr. Sawat Sopa (3) B

2. Mr. Saikeaw Vongpisethkul (4) A

3. Mr. Jean Lebreton (5) B

4. Mr. Vichai Chaiyavaranurak (6) A

5. Mr. Somchai Suthikulpanich (7) A

Remarks: (1) Mr. Samut Hatthasing resigned from directorship on May 16,

2008.

(2) Mr. Thapana Sirivadhanabhakdi was previously the Executive

Vice President and appointed the President and CEO

on January 18, 2008.

(3) Mr. Sawat Sopa was appointed to the Executive Committee

on February 27, 2008.

(4) Mr. Saikeaw Vongpisethkul was appointed to the Executive

Committee on February 27, 2008 and resigned from the

position on October 1, 2008.

(5) Mr. Jean Lebreton was appointed to the Executive Committee

on February 27, 2008.

(6) Mr. Vichai Chaiyavaranurak was appointed to the Executive

Committee on November 14, 2008. (7) Mr. Somchai Suthikulpanich was appointed to the Executive

Committee on November 14, 2008.

Accountability Principle 10 The Board is responsible for providing a balanced and

understandable assessment of the Company’s performance,

and for providing shareholders with quarterly and annual

financial reports. The financial statements for the first

three quarters are released to shareholders within 45

days of the end of each quarter. The annual result is

released within 60 days of the end of each financial

year. In addition, after the financial disclosure, our top

management also participates in quarter results briefing

and telephone conference from time to time. This is to

ensure the timely update to our investors.

Audit Committee

Principle 11 The Board appointed the Audit Committee (AC), which

consists of four independent directors: three Thais and

one Singaporean. The AC responsibilities are clearly set

forth in the Audit Committee Charter for instance,

assessing the adequacy and effectiveness of the internal

controls of the Company and its subsidiary companies,

ensuring the correctness and reliability of the

preparation process and information disclosures of the

Company and its subsidiary companies, and reviewing

the Company and its subsidiary companies to comply

with the applicable laws, regulations and rules of the

Stock Exchange of Thailand and the Singapore Exchange.

This includes the internal controls and consideration of

Interested Persons Transactions to prevent an occurrence

of conflict of interests.

A n n u a l R e p o r t 2 0 0 8 112

Internal Controls Principle 12 Our Board values a sound management internal control

system. To safeguard shareholders’ investments and the

Company’s assets, it appointed an Executive Committee,

each member of which oversees different departments

and business units to ensure the adequacy of financial,

operational and compliance controls, including risk

management policies.

In support of this, the Board also assigned the Office of

Corporate Secretariat to oversee compliance with the

laws concerning the limited and public companies and

the Securities Laws, which are applicable to the Company.

Based on the information provided to it, the Audit

Committee believes that the system of internal controls

and risk management of the Company is adequate.

Internal Audit Principle 13 The Company established the Office of Internal Audit to

assist the Board through Audit Committee (AC) in

promoting sound risk management and good corporate

governance by assessing the adequacy and effectiveness

of the internal controls for key businesses and

operations in areas described in the audit plan. In this

respect, the AC appointed the Vice President, Office of

Internal Audit, as the Secretary to the AC. Annual audit

was prepared to ensure that the performance of internal

audit is accurate.

The AC will propose its opinions on the appointment of

the auditors of the Company and its subsidiary

companies including their remuneration to the Board of

Directors in order to propose to the Shareholders’

Meeting for approval. The 2008 Annual General Meeting

of Shareholders held on April 28, 2008, unanimously

resolved to approve the appointment of Ms. Nittaya

Chetchotiros, Certified Public Accountant No. 4439 or

Ms. Boonsri Chotpaiboonpun, Certified Public Accountant

No. 3756, or Mr. Santi Pongjareanpit, Certified Public

Accountant No. 4623 of KPMG Poomchai Audit Ltd. to

be the auditor of the Company. This appointment is also

complied with Rule 713(1) of the Listing Manual.

According to the financial statements ended December

31, 2008, there was no payment made by the Company

for the Non-Audit Fee to the auditor.

Communication with Shareholders Principle 14 Not only we make various announcements via SGX-NET

to communicate with our shareholders, but Mr. Richard

W. Jones, head of Investor Relations Unit, also works

closely with our top management to ensure timely

disclosure. The unit arranges quarterly briefings

following the disclosure of interim and full year results,

so that investors may query management about financial,

marketing or strategic issues. Between reporting periods,

the unit regularly meets with investors to communicate

the policies and strategies of the Company so that

investors have a good understanding of them. Investor

Relations provides timely detailed information via the

corporate website.

The unit also reports to management about investors’

comments and concerns. Contact information for the

Investor Relations Unit appears in this annual report or

on the investor relations section of the corporate website

ht tp: //www.thaibev.com/StoreFile / integration_f iles /

investor.html.


ThaiBev’s corporate social responsibility activities are

a strategic part of our business. We provide direct

employment for approximately 22,000 people and have

interdependent relationships with hundreds of thousands

more people such as sugar cane farmers, sugar mill

employees, dealers and agents, shipping companies,

small family-run shop keepers, hypermarket employees

and villagers close to our factories.

We reach out to the local community with activities to

strengthen our relationship. Our brewery in Kamphaeng Phet

Province in the north of Thailand has a small clinic at

one of the boundary walls so that it is accessible by both

staff and people in the province. The Chang Clinic is

visited regularly by specialist doctors from Bangkok,

allowing us to provide a high standard of health care for

both our employees and the people in the province. We

donate artificial limbs in Kamphaeng Phet and ambulances

and medical supplies to the Ministry of Public Health

and hospitals nationwide.

CSR activities commenced many years ago through

our founders, Khun Charoen and Khunying Wanna

Sirivadhanabhakdi. As they began in the spirit of giving,

ThaiBev has continued in the same spirit. Thailand’s most

well-known CSR activity is the distribution of blankets

each year to poor villagers during the cold season.

Thailand’s hilly areas get very cold at times and

the people affected most are often older villagers

who are too poor to afford blankets themselves.

Over nine years, we have donated 1.8 million blankets.

ThaiBev supports the Population and Community

Development Association by sponsoring the development

program at Sam Rong Village in Buri Ram, Northeast

Thailand. The project promotes sustainable grass-roots

endeavors marked by extensive villager involvement.

ThaiBev is planning to support another village in Krabi,

Southern Thailand, one of the badly affected areas

damaged by the 2004 tsunami.

As health and road safety are important priorities for the

Company, we stress the need to drink moderately and

sensibly. The majority of vehicle accidents are still caused

by speeding and insufficient awareness of traffic rules.

ThaiBev therefore distributes driver safety handbooks, which

aim to teach people how to drive safely, and we give

away free crash helmets because motorcyclists are

Corporate SoCial reSponSibility (CSr) report

A n n u a l R e p o r t 2 0 0 8 114

involved in the majority of accidents in Thailand. As part

of this campaign, ThaiBev supports local police, medical

foundations and authorities.

In 2008, the Company launched the ThaiBev Thai Talent

Program to help Thais who have the potential to excel at

something they love but perhaps lack the financial

support they need. The ThaiBev Thai Talent program

provides the training and opportunity for young Thais to

pursue their ultimate goal. Examples are Ekachai Jearakul,

a talented young guitarist who with our support garnered

3rd prize in the International Guitar Competition in

Magnitogorsk in 2008 and was named best player in

Russian style music – quite an achievement for a Thai. Also,

Amarin Kraivixien who, through the Program, was able to

compete in the 2008 US, Kids Golf European Championships

in Scotland where he came first in the 11 year old category.

He also won many local junior golf tournaments. ThaiBev

also provides music scholarships for talented students at

Mahidol University’s College of Music.

We are concerned that Thai people do not forget their

own cultural heritage, and therefore sponsor several

important cultural attractions. One of these is the Joe

Louis Puppet Theatre, which demonstrates Thai puppet

mastery to both Thais and foreign tourists. We also

support the Khon, a dance known for the exquisite

decorative masks that the dancers wear. Siam Niramit is

a large theatre complex in Bangkok that provides a show

with a spectacular overview of Thai culture and arts.

In 2008, ThaiBev reaffirmed its commitment to Thai football

at the grassroots and professional level by launching

both the ThaiBev Football Academy, a community football

1

3

2

64

5 7

8

1. Donating to HRH Princess Bajrakitiyabha Fund for scholarship to Cornell University 2. The Chang Clinic in Kamphaeng Phet Province 3. Donating crash helmets as part of a road safety campaign 4. Mr. Ekachai Jeerakul, a beneficiary of ThaiBev support in the Thai Talent Program, is a master guitarist 5. ThaiBev supports Thai arts and culture 6. Thousands of Thai children benefit from the Chang–Everton Football Academy 7. ThaiBev Unites to Fight the Cold is a long-standing campaign to donate blankets to the poor in the cool season 8. Mr. Amarin Kraivixien (left), is already a champion golf player thanks to the support of ThaiBev’s Thai Talent Program


program in Bangkok together with integrated professional

coach training programs. The ThaiBev Football Academy

provides free training to over a thousand youths in Bangkok

every weekend at its football ground. The Academy also

includes B and C coach licensing to lift the skills of

Thai football professionals to international standards, as

part of the company-initiated ‘Chang….Coaching’ scheme.

ThaiBev has sponsored Everton Football Club for several

years. In addition to the core objectives, both Everton

and ThaiBev realize that this relationship could bring

much wider benefits to both parties and have a positive

effect on the development of Thai football and the wider

community in Thailand.

In the aftermath of the 2004 Tsunami disaster, Everton

immediately offered their support. Within months the

club had raised over £100,000 from fans and in the

summer of 2005 this money was matched by ThaiBev’s

Chang brand and aided the construction of 50 brand

new homes in the Everton-Chang Village and a football

field in the devastated Ban Naan Khem village.

The project was so successful that upon its completion,

it was identified by the Prince of Wales International

Business Leadership Forum as a model of regeneration.

Partnerships are two way processes. Despite being our

main brand awareness tool, ThaiBev was happy to remove

our Chang beer from junior replica kits and training range

in support of the Portman Group recommendations

earlier in 2008. Mr. Thapana Sirivadhanabhakdi, President

and CEO of ThaiBev noted, “We recognize that under-age

drinking is an issue in the UK and as a company we are

firmly committed to taking an active and responsible role

in society. Chang Beer is fully supportive of this initiative.”

Inver House Distillers Limited (“Inver House”), our

award-winning group of distilleries in Scotland, is also

committed to its workforce, the local community and

society. Inver House focuses its efforts on the education

of its workforce and the local community about responsible

drinking.

During Inver House’s 2008 company day, the message

of responsible drinking was promoted by arranging for

Lisa Nicoll to perform her one-woman play “Acceptance,”

about the effects of alcohol abuse. In October 2008 during

“Alcohol Awareness Week”, Inver House commissioned

“Acceptance” for a performance at a local high school in

Scotland.

Besides this, Inver House offers a new Scottish Vocational

Qualification specifically designed for the Spirits Industry.

In 2008, Inver House donated £13,871 to various local

charities many of which involve its employees.

We have also been active in Singapore, where we are listed.

We have events like the SGX-organized Bull Charge each

year, by providing financial support.

With a beer called Chang, or elephant in Thai, it was

beholden on us to demonstrate our commitment to the

preservation of elephants. We therefore offered our support

to Singapore wildlife conservation by adopting Chawang,

the bull elephant at the Night Safari, a popular zoo.

Our donation assists the staff in research about elephants

and their conservation.

A n n u a l R e p o r t 2 0 0 8 116

PR Taaalkk

The year 2008 was an eventful one for ThaiBev and Thai society. When His Majesty turned 80 in 2007, the

Photography Association of Thailand, under Royal Patronage, and ThaiBev photo jointly honored the

great monarch with a special photo contest. Members of the Royal family graciously bestowed awards

on the winners.

• His Majesty the King bestowed a trophy to the winner of ‘Thais Love Their King’ category.

• Her Majesty the Queen bestowed a trophy to the winner of the ‘Unity’ category.

• His Royal Highness Crown Prince Maha Vajiralongkorn bestowed a trophy to the winner of

the ‘Forest and Water Conservation’ category.

• Her Royal Highness Crown Princess Maha Chakri Sirindhorn bestowed a trophy to the winner of

the ‘Thai Agricultural Way’ category.

The project committee based the categories on His Majesty’s deeds and Thais’ reverence for their monarch.

The contest attracted about 3,000 entries that reflected their perspectives with narratives regarding the value

of the land; people’s loyalty to the king and the kingdom; love and unity among the people, and the

agricultural way of life of Thais.

1 Winner of HM the King’s trophy :

Thais Love Their King

2 Winner of HM the Queen’s trophy : Unity

3 Winner of HRH the Crown Prince’s trophy :

Forest and Water Conservation

4 Winner of HRH the Crown Princess’s trophy :

Thai Agricultural Way of Life

1

2

34


1 Mr.ThapanaSirivadhanabhakdi,PresidentandCEO,presenting

blanketstothosebravingthecoldundertheninth‘ThaiBevUnites

toFighttheCold’project

2 Chang-EvertonFootballAcademyopensitsdoorstoThaiyouths

3 StaffcoachesfromEvertonFootballClubtrainThaiyouths

4 Studentsandmembersofthepublicridetheirbikesinthe

‘ThaiBevCombatingGlobalWarming’projectatKamphaengPhet

HistoricalPark

5-6 Artists,celebrities,andthegeneralpublictookpartinthe

‘WeLoveMothersNarration’activityonAugust12,2008

A n n u a l R e p o r t 2 0 0 8 118

Other activities valued and sponsored by ThaiBev reflected love and concern for Thai society or affectionate

ties between mothers and children, including the ‘We Love Mothers Narration’ activity on National Mothers’ Day

(August 12, 2008), in which pairs of mothers and sons or daughters gave their accounts of their impression

of one another, in addition to their participation in family activities. Held at Siam Niramit Theater, this activity

saw 1,000 pairs of artists, celebrities, and the general public joining the activity.

Another key activity to which ThaiBev is firmly committed under its ‘Thais Are Ready to Give Each Other’ resolution is

the ‘ThaiBev Unites to Fight the Cold’. This project is now in its ninth consecutive year. A total of 200,000 blankets

were donated to Thais in 15 provinces of the North and Northeast each year. In the coming tenth year, a total of two

million blankets will have reached needy Thais.

Out of our concern regarding global warming and its future impact on the global community in future, the Company

also launched an environmental campaign called ‘ThaiBev Combating Global Warming’ to reflect the world’s collective

responsibility for tackling the problem. An early activity was the talk on ‘Reducing Global Warming Following in

His Majesty’s Footsteps’ by Dr. Sumet Tantivejkul.

As for production processes, ThaiBev launched an alternative-energy project in which bioenergy derived from

production processes is converted into biogas, replacing liquid fuels. Five plants have begun their implementation,

namely Buri Ram, Khon Kaen, Ubon Ratchathani, Prachin Buri, and Surat Thani.

As for sports sponsorship, the foremost sport was naturally football, as seen in the establishment of the Chang-Everton

Football Academy, designed to teach Thai youths football skills with cooperation from the Everton Football Club, which

delegated expert staff coaches to conduct the training twice a year. This step followed the first move in which Thai

youths were sent for training at the club in England. This latest activity attracted about 1,000 youths; a by-product was

that Thai staff coaches mastered professional soccer techniques and tactics typical of the Everton style. In cooperation

with the Football Association of Thailand, ThaiBev instituted a ‘Chang Coach Training’ project for coaches at the A, B, C

license levels under the Asian Football Confederation (AFC) curriculum. Mr. Charnwit Pholcheewin, a former national

soccer coach and a distinguished football personality, agreed to serve as training director under the project.

ThaiBev is committed to taking part in and sponsoring useful public service activities. One can always be assured that

ThaiBev’s resolution and policy of ‘Thais Are Ready to Give Each Other’ will remain in its approach to committing good

deeds for the benefit of Thai society in the years to come.


The Audit Committee of Thai Beverage Public Company Limited is comprised of four independent directors

named below.

1. Mr. Staporn Kavitanon Chairman of the Audit Committee

2. Mr. Kanung Luchai Member of the Audit Committee

3. Mr. Manu Leopairote Member of the Audit Committee

4. Mr. Ng Tat Pun Member of the Audit Committee

In 2008, the Audit Committee conducted 5 meetings with the Executive Management, Head of Internal Audit

Office and the external auditors of the Company in relation to the meeting agenda as appropriate. The major tasks

undertaken by the Audit Committee were as follows:

1. Reviewed the quarterly and annual financial statements of the Company for the fiscal year 2008 before

submitting to the Board of Directors for approval to ensure their accuracy, reliability, complete and

adequate disclosure of significant information and in accordance with generally accepted accounting

standards.

2. Reviewed the connected transactions and the transactions that may lead to conflicts of interests to

ensure their compliance with the Company’s policy and corporate governance principles with the proper

transparency and disclosure.

3. Assessed the adequacy and appropriateness of the internal control system through the oversight and audits

of the Internal Audit Office.

4. Approved the 2008 audit plan of the Internal Audit Office, supervised the internal audit function through

the acknowledgement of its audit results and provided guidelines to the Office of Internal Audit.

The Audit Committee regularly reported the outcome of each meeting to the Board of Directors. The Audit Committee

is of the view that the Company’s internal control has been both adequate and appropriate to its business and found

no material discrepancy. The Company’s financial statements have been prepared in accordance with generally

accepted accounting standards.

For the year 2009, the Audit Committee has nominated the designated auditors of KPMG Phoomchai Audit Limited

as the Company’s external auditors for the year 2009 and the audit remuneration to the Board of Directors for

approval of the shareholders at the Annual General Meeting.

Staporn Kavitanon

Chairman of the Audit Committee

February 26, 2009

AUDIT COMMITTEE REPORT

ANNUAL REPORT 2008


A n n u a l R e p o r t 2 0 0 8 120

I have audited the accompanying consolidated and separate balance sheets as at 31 December 2008, and the related

statements of income, changes in equity and cash flows for the year then ended of Thai Beverage Public Company

Limited and its subsidiaries, and of Thai Beverage Public Company Limited, respectively. The Company’s management

is responsible for the correctness and completeness of information presented in these financial statements. My

responsibility is to express an opinion on these financial statements based on my audits. The consolidated and

separate financial statements of Thai Beverage Public Company Limited and its subsidiaries, and of Thai Beverage Public

Company Limited, respectively, for the year ended 31 December 2007 were audited by another auditor whose report

dated 27 February 2008 expressed an unqualified opinion on those statements.

I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I plan

and perform the audit to obtain reasonable assurance about whether the financial statements are free of material

misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the

financial statements. An audit also includes assessing the accounting principles used and significant estimates made

by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a

reasonable basis for my opinion.

In my opinion, the consolidated and separate financial statements referred to above present fairly, in all material

respects, the financial positions as at 31 December 2008 and the results of operations and cash flows for the year then

ended of Thai Beverage Public Company Limited and its subsidiaries, and of Thai Beverage Public Company Limited,

respectively, in accordance with generally accepted accounting principles.

Disclosure of significant differences between generally accepted accounting principles in Thailand and International

Financial Reporting Standards is not a required part of the basic financial statements under generally accepted

accounting principles in Thailand, but it is presented in Note 35 to the financial statements for information purposes

only. I have not audited or reviewed such information and therefore do not express any audit opinion or review report

thereon.

(Nittaya Chetchotiros)

Certified Public Accountant

Registration No. 4439

KPMG Phoomchai Audit Ltd.

Bangkok

27 February 2009

AUDIT REPORT OF CERTIFIED

PUBLIC ACCOUNTANTTo the shareholders of



BALANCE SHEETSAs at 31 December 2008 and 2007

Consolidated Separate

financial statements financial statements

Note 2008 2007 2008 2007

Assets (Restated)

(in Baht)

Current assets

Cash and cash equivalents 6 1,916,991,944 2,587,796,039 3,964,488 9,168,240

Current investments 7 9,122,852 114,185,085 - -

Trade accounts receivable 5, 8 1,514,403,074 1,956,547,276 - -

Short-term loans to and amounts

due from related parties 5 41,437,542 4,371,057 3,648,410,367 3,916,012,461

Inventories 9 29,729,437,189 28,277,662,781 - -

Other current assets 10 1,726,518,933 1,428,372,765 13,657,399 8,481,487

Total current assets 34,937,911,534 34,368,935,003 3,666,032,254 3,933,662,188

Non-current assets

Investments in subsidiaries and associates 11 111,655,630 124,518,368 77,161,702,065 71,470,329,894

Other long-term investments 7 10,518,325 5,633,579 - -

Long-term loans to and amounts

due from related parties 5 57,898,194 5,797,615 5,588,704,560 9,418,243,969

Property, plant and equipment 12 39,578,157,819 44,639,782,574 55,517,479 71,600,623

Intangible assets 13 3,178,327,451 1,007,145,861 36,299,363 16,165,989

Leasehold rights 14 111,853,986 121,927,347 - -

Other non-current assets 15 2,068,924,619 2,132,228,836 335,191,250 344,564,250

Total non-current assets 45,117,336,024 48,037,034,180 83,177,414,717 81,320,904,725

Total assets 80,055,247,558 82,405,969,183 86,843,446,971 85,254,566,913

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

A n n u a l R e p o r t 2 0 0 8 122



Note 2008 2007 2008 2007

Liabilities and shareholders’ equity (Restated)

(in Baht)

Current liabilities

Bank overdrafts and short-term loans

from financial institutions 16 8,701,361,743 5,998,233,815 5,246,160,794 4,797,684,522

Trade accounts payable 5, 17 3,389,385,495 2,640,052,639 - -

Current portion of long-term

guaranteed bonds 16 - 3,000,000,000 - 3,000,000,000

Current portion of long-term loans 16 5,325,000,000 1,755,000,000 5,325,000,000 1,755,000,000

Short-term loans from and

amounts due to related parties 5, 16 126,227,153 69,686,546 3,931,773,159 2,115,288,548

Other short-term loans 7,000,000 7,000,000 - -

Income tax payable 2,189,514,076 2,783,232,721 137,920,639 146,248,940

Other current liabilities 18 2,982,587,156 3,497,752,050 137,146,461 161,542,579

Total current liabilities 22,721,075,623 19,750,957,771 14,778,001,053 11,975,764,589

Non-current liabilities

Long-term loans from

financial institutions 16 3,265,000,000 5,400,000,000 3,265,000,000 5,400,000,000

Long-term loans from and

amounts due to related parties 5, 16 2,221,378 270,000 8,725,000,000 6,540,500,000

Other non-current liabilities 69,617,368 160,106,627 - 117,900

Total non-current liabilities 3,336,838,746 5,560,376,627 11,990,000,000 11,940,617,900

Total liabilities 26,057,914,369 25,311,334,398 26,768,001,053 23,916,382,489






Note 2008 2007 2008 2007

Liabilities and equity (Restated)

(in Baht)

Equity

Share capital

Authorised share capital 29,000,000,000 29,000,000,000 29,000,000,000 29,000,000,000

Issued and paid-up share capital 25,110,025,000 25,110,025,000 25,110,025,000 25,110,025,000

Difference arising from

common control transactions 4 (19,732,229,338) (16,201,122,879) - -

Reserves 19

Share premium 17,215,736,603 17,215,736,603 17,215,736,603 17,215,736,603

Currency translation changes (1,503,025,118) (208,076,374) - -

Fair value changes and

revaluation surpluses 4,262,802,105 4,388,935,374 - -

Retained earnings

Appropriated - legal reserve 19 2,900,000,000 2,900,000,000 2,900,000,000 2,900,000,000

Unappropriated 25,505,762,741 22,644,726,217 14,849,684,315 16,112,422,821

Total equity attributable to

equity holders of the Company 53,759,071,993 55,850,223,941 60,075,445,918 61,338,184,424

Minority interests 238,261,196 1,244,410,844 - -

Total equity 53,997,333,189 57,094,634,785 60,075,445,918 61,338,184,424

Total liabilities and equity 80,055,247,558 82,405,969,183 86,843,446,971 85,254,566,913



A n n u a l R e p o r t 2 0 0 8 124

STATEMENTS OF INCOME

For the years ended 31 December 2008 and 2007



Note 2008 2007 2008 2007

(Restated)

(in Baht)

Revenues 5

Revenue from sales 105,257,338,378 105,107,854,242 - -

Management fees - - 2,522,777,132 2,577,305,358

Interest income 36,544,092 46,293,684 509,518,424 775,352,387

Dividends 100,029 22,189,477 5,345,108,398 18,985,153,408

Gain on sale of investment 11 525,878,633 - 216,460,581 6,044

Other income 21 379,825,875 292,199,091 13,125,293 89,521,384

Share of profits from investments

accounted for using the equity method 26,603,216 28,641,891 - -

Total revenues 106,226,290,223 105,497,178,385 8,606,989,828 22,427,338,581

Expenses 5

Cost of sales 76,555,924,169 73,824,389,203 - -

Selling and administrative expenses 22 14,079,091,867 14,737,703,236 1,217,013,424 1,154,217,891

Other expenses 5,280,526 73,499,244 - -

Total expenses 90,640,296,562 88,635,591,683 1,217,013,424 1,154,217,891

Profit before interest and

income tax expenses 15,585,993,661 16,861,586,702 7,389,976,404 21,273,120,690

Interest expense 24 680,941,746 1,050,194,743 1,050,321,180 1,577,560,366

Income tax expense 25 4,298,961,167 4,868,398,343 320,486,480 277,248,227

Profit for the year 10,606,090,748 10,942,993,616 6,019,168,744 19,418,312,097

Attributable to:

Equity holders of the Company 10,341,843,037 10,628,197,372 6,019,168,744 19,418,312,097

Minority interests 264,247,711 314,796,244 - -


Basic earnings per share 27 0.41 0.42 0.24 0.77



Th

e ac

com

pan

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g n

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are

an

inte

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par

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th

ese

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Com

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Su

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Sta

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Equ

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he

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31

Dec

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Con

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fin

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Res

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Bal

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at

1 J

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7

2

5,1

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) 1

7,2

15

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6,5

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1

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0

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2,4

45

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52

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Diff

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c

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17

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Cha

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Tran

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Pro

fit f

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4

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45

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-

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1

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1

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Tota

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28

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5)

-

10

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7,5

86

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2

8,3

76

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2,5

56

3

14

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1,7

53

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6

Eff

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of

chan

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f

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old

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4

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(22

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Dec

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f

f

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exp

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in

eq

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-

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94

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8,7

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26

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-

(1

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Pro

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-

19

8,8

99

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3

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10

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2,9

43

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4

8,9

20

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24

2

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Eff

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f

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old

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-

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sid

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d t

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(3

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1

1

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(51

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1,9

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2,1

28

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b

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(16

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(16

4,6

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4)

(21

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70

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(37

5,0

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at

31

Dec

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31

Dec

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Sep

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2

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1

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pro

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-

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13

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21

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9

-

Pro

fit f

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-

-

-

-

19

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8,3

12

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7

19

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8,3

12

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7

Tota

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cogn

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inc

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and

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1,4

29

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1

9,5

52

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3,5

26

1

9,4

18

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2,0

97

Lega

l res

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-

-

-

1,2

00

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0,0

00

(1

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0,0

00

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0)

-

Div

iden

ds

28

-

-

-

-

(5

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5,3

05

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(5,7

75

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5,7

50

)

Bal

ance

at

31

Dec

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r 2

00

7 a

nd

1

Jan

uary

20

08

25

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0,0

25

,00

0

17

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5,7

36

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3

-

2,9

00

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0,0

00

1

6,1

12

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2,8

21

6

1,3

38

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4,4

24

Pro

fit f

or t

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year

-

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-

-

6,0

19

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8,7

44

6

,01

9,1

68

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4

Div

iden

ds

28

-

-

-

-

(7

,28

1,9

07

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0)

(7,2

81

,90

7,2

50

)

Bal

ance

at

31

Dec

embe

r 2

00

8

2

5,1

10

,02

5,0

00

1

7,2

15

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6,6

03

-

2

,90

0,0

00

,00

0

14

,84

9,6

84

,31

5

60

,07

5,4

45

,91

8

A n n u a l R e p o r t 2 0 0 8 128



Note 2008 2007 2008 2007

(Restated)

(in Baht)

Cash flows from operating activities


Adjustments for

Depreciation and amortisation 5,021,625,110 5,267,163,561 31,410,632 28,966,567

Interest income (36,544,092) (46,293,684) (509,518,424) (775,352,387)

Interest expense 680,941,746 1,050,194,743 1,050,321,179 1,577,560,366

Unrealised loss on exchange rate 7,582,893 5,840,827 1,554 1,164,320

Bad debts and allowance for doubtful accounts 11,846,875 131,528,253 - -

Amortisation of advance payments to a specialist 50,000,000 50,000,000 9,375,000 9,375,000

(Reversal of) allowance for obsolete inventories (347,350,371) 142,052,827 - -

Impairment loss on property - 58,902,936 - -

Gain on sale and disposal of property, plant

and equipment and intangible assets (28,315,105) (138,540,490) (402,075) (63,880,601)

Gain on sale of investment (525,878,633) - (216,460,581) (6,044)

Dividends - - (5,345,108,398) (18,985,153,408)


accounted for using the equity method (26,603,216) (28,641,891) - -

Income tax expense 4,298,961,167 4,868,398,343 320,486,480 277,248,227

19,712,357,122 22,303,599,041 1,359,274,111 1,488,234,137


STATEMENTSOF CASH FLOWS





Note 2008 2007 2008 2007

(Restated)

(in Baht)


Changes in operating assets and liabilities

Trade accounts receivable 425,929,901 (342,918,800) - -

Amounts due from related parties (37,143,014) 45,410,241 25,591,633 1,293,629,337

Inventories (1,104,424,037) 217,460,135 - -

Other current assets (298,351,354) 540,229,179 (5,175,912) 8,507,390

Trade accounts payable 746,387,479 37,239,921 - -

Amounts due to related parties 59,948,269 (151,816,525) 45,171,352 16,230,422

Other current liabilities (361,028,311) (1,209,422,289) 34,623,593 (139,223,931)

Other non-current liabilities (59,404,210) (15,834,161) (117,900) 117,900

Income taxes paid (4,892,679,811) (4,276,918,657) (328,814,781) (178,791,025)

Net cash provided by operating activities 14,191,592,034 17,147,028,085 1,130,552,096 2,488,704,230



A n n u a l R e p o r t 2 0 0 8 130

Cash flows from investing activities

Interest received 36,667,611 46,449,270 540,001,954 780,791,231

Dividends received - - 5,431,438,980 20,290,212,836

Current investments 105,062,233 (103,326,485) - -

Loans to and amounts due from related parties 296,767,769 7,765,385 4,041,066,340 1,908,300,440

Investments in subsidiaries and associates 39,465,954 39,613,566 (898,999,650) (9,065,661,600)

Long-term investments (4,884,746) (1,879,961) - -

Purchase of property, plant and equipment (2,514,262,039) (1,595,906,177) (7,023,112) (9,205,674)

Decrease in property, plant and equipment 447,714,228 1,142,935,504 1,893,458 819,205,608

Purchase of intangible assets (44,683,527) (32,589,748) (25,087,589) (8,595,148)

Decrease in intangible assets 50,352,369 11,202,716 - -

Leasehold right 294,800 (43,338,000) - -

Other non-current assets 13,304,217 (8,790,220) (2,000) (3,582,600)

Net cash outflow on acquisition of subsidiaries (6,334,248,277) (253,930,304) (6,253,195,840) (114,999,310)

Net cash inflow on disposal of subsidiaries 1,590,953,318 - 1,590,953,318 7,820

Net cash provided by (used in)

investing activities (6,317,496,090) (791,794,454) 4,421,045,859 14,596,473,603



Note 2008 2007 2008 2007

(Restated)

(in Baht)





Note 2008 2007 2008 2007

(Restated)

(in Baht)

Cash flows from financing activities

Interest paid (730,951,187) (1,142,353,029) (1,106,570,730) (1,708,451,681)

Dividends paid to equity holders of the Company (7,281,907,250) (5,775,305,750) (7,281,907,250) (5,775,305,750)

Dividends paid to minority interests (220,784) (465,469) - -

Dividends paid by subsidiary before

business restructuring (375,000,000) (228,740,130) - -

Bank overdrafts and short-term loans from

financial institutions 2,703,127,927 (1,158,155,126) 448,476,273 1,768,125,256

Repayment of short-term guaranteed bonds - (2,200,000,000) - (2,200,000,000)

Repayment of long-term guaranteed bonds (3,000,000,000) (2,300,000,000) (3,000,000,000) (2,300,000,000)

Loans from related parties - (4,615,231,380) 3,948,200,000 (8,776,000,000)

Proceeds from long-term loans from

financial institutions 3,190,000,000 5,400,000,000 3,190,000,000 5,400,000,000

Repayment of long-term loans from

financial institutions (1,755,000,000) (3,500,000,000) (1,755,000,000) (3,500,000,000)

Net cash used in financing activities (7,249,951,294) (15,520,250,884) (5,556,801,707) (17,091,632,175)

Net increase (decrease) in cash and

cash equivalents 624,144,650 834,982,747 (5,203,752) (6,454,342)

Cash and cash equivalents at beginning of year 2,587,796,039 1,941,381,331 9,168,240 15,622,582

Effect of exchange rate changes on balances

held in foreign currencies (1,294,948,745) (188,568,039) - -

Cash and cash equivalents at end of year 6 1,916,991,944 2,587,796,039 3,964,488 9,168,240




A n n u a l R e p o r t 2 0 0 8 132

Note Contents

1 General information

2 Basis of preparation of the financial statements

3 Significant accounting policies

4 Common control transactions and acquisitions

5 Related party transactions and balances

6 Cash and cash equivalents

7 Other investments

8 Trade accounts receivable

9 Inventories

10 Other current assets

11 Investments in subsidiaries and associates

12 Property, plant and equipment

13 Intangible assets

14 Leasehold right

15 Other non-current assets

16 Interest-bearing liabilities

17 Trade accounts payable

18 Other current liabilities

19 Reserves

20 Segment information

21 Other income

22 Selling and administrative expenses

23 Personnel expenses

24 Interest expense

25 Income tax expense

26 Promotional privileges

27 Earnings per share

28 Dividends

29 Changes in accounting policy

30 Financial instruments

31 Commitments with non-related parties

32 Events after the balance sheet date

33 Thai Accounting Standards (TAS) not yet adopted

34 Reclassification of accounts

35 Significant differences between Thai GAAP and IFRS

Note Contents

NOTES TO THE FINANCIAL STATEMENTS



These notes form an integral part of the financial statements.

The financial statements were authorised for issue by the directors on 27 February 2009.

1. General information

Thai Beverage Public Company Limited, the “Company”, is incorporated and registered as a public company in Thai-

land on 29 October 2003. The registered office of the Company is at 14 Vibhavadi Rangsit Road, Chomphon, Chatuchak

Bangkok.

The Company was listed on the Singapore Exchange Securities Trading Limited (SGX-ST) in May 2006.

The principal businesses of the Company and its subsidiaries are the production, distribution of alcoholic and non-al-

coholic beverages, industrial alcohol, semi-finished food, finished food, bread, ramen and other by-products including

Japanese restaurants. Details of the Company’s subsidiaries as at 31 December 2008 and 2007 were as follows:

Ownership

Country of interest (%)

Name of the entity Type of business incorporation 2008 2007

Direct subsidiaries

1. Beer Thai (1991) PCL. Beer brewery and production Thailand 100.00 100.00

of drinking water and

soda water

2. Beer Thip Brewery (1991) Co., Ltd. Beer brewery and production Thailand 100.00 100.00

of drinking water and

soda water

3. Sangsom Co., Ltd. Spirits distillery Thailand 100.00 100.00

4. Fuengfuanant Co., Ltd. Spirits distillery Thailand 100.00 100.00

5. Mongkolsamai Co., Ltd. Spirits distillery Thailand 100.00 100.00

6. Thanapakdi Co., Ltd. Spirits distillery Thailand 100.00 100.00

7. Kanchanasingkorn Co., Ltd. Spirits distillery Thailand 100.00 100.00

8. Sura Bangyikhan Co., Ltd. Spirits distillery Thailand 100.00 100.00

9. Athimart Co., Ltd. Spirits distillery Thailand 100.00 100.00

10. S.S. Karnsura Co., Ltd. Spirits distillery Thailand 100.00 100.00

A n n u a l R e p o r t 2 0 0 8 134

Direct subsidiaries (continued)

11. Kankwan Co., Ltd. Spirits distillery Thailand 100.00 100.00

12. Theparunothai Co., Ltd. Spirits distillery Thailand 100.00 100.00

13. Red Bull Distillery (1988) Co., Ltd. Spirits distillery Thailand 100.00 100.00

14. United Winery and Distillery Co., Ltd. Spirits distillery Thailand 100.00 100.00

15. Simathurakij Co., Ltd. Spirits distillery Thailand 100.00 100.00

16. Nateechai Co., Ltd. Spirits distillery Thailand 100.00 100.00

17. Luckchai Liquor Trading Co., Ltd. Spirits distillery Thailand 100.00 100.00

18. Sura Piset Thipparat Co., Ltd. Spirits distillery Thailand 100.00 100.00

19. Thai Alcohol PCL. Alcohol distillery Thailand - 100.00

20. Pomthip Co., Ltd. Beer distributor Thailand 100.00 100.00

21. Pomkit Co., Ltd. Beer distributor Thailand 100.00 100.00

22. Pomkung Co., Ltd. Beer distributor Thailand 100.00 100.00

23. Pomchok Co., Ltd. Beer distributor Thailand 100.00 100.00

24. Pomcharoen Co., Ltd. Beer distributor Thailand 100.00 100.00

25. Pomburapa Co., Ltd. Beer distributor Thailand 100.00 100.00

26. Num Yuk Co., Ltd. Spirits distributor Thailand 100.00 100.00

27. Num Kijjakarn Co., Ltd. Spirits distributor Thailand 100.00 100.00

28. Num Palang Co., Ltd. Spirits distributor Thailand 100.00 100.00

29. Num Muang Co., Ltd. Spirits distributor Thailand 100.00 100.00

30. Num Nakorn Co., Ltd. Spirits distributor Thailand 100.00 100.00

31. Num Thurakij Co., Ltd. Spirits distributor Thailand 100.00 100.00

32. Thipchalothorn Co., Ltd. Beer and sprits agency Thailand 100.00 100.00

33. Krittayabun Co., Ltd. Beer and sprits agency Thailand 100.00 100.00

34. Surathip Co., Ltd. Spirits agency Thailand 100.00 100.00

35. Sunthronpirom Co., Ltd. Spirits agency Thailand 100.00 100.00

36. Piromsurang Co., Ltd. Spirits agency Thailand 100.00 100.00

37. Thai Beverage Energy Co., Ltd. Trading of fertilizer, bio gas and

(Formerly: Bionic Humus Co., Ltd.) distribution of spirits Thailand 100.00 100.00

38. Wrangyer Beverage (2008) Co., Ltd. Production and distribution of

(Formerly: Maharas Agri Co., Ltd.) energy drink Thailand 100.00 100.00

39. Thai Molasses Co., Ltd. Trading of molasses Thailand 99.72 99.72

40. Feed Addition Co., Ltd.

(Formerly: Additive Food Co., Ltd.) Trading of feeds Thailand 100.00 100.00

41. Pan International (Thailand) Co., Ltd. Trading of supplies and Thailand 100.00 100.00

procurement

Ownership





42. Charun Business 52 Co., Ltd. Brick producer and

distribution of spirits Thailand 100.00 100.00

43. Thai Cooperage Co., Ltd. Oak barrel producer Thailand 100.00 100.00

44. Thai Beverage Recycle Co., Ltd.

(Formerly: Bang-Na Logistic Co., Ltd.) Trading of bottles Thailand 100.00 100.00

45. Thai Beverage Logistics Co., Ltd. Transportation Thailand 100.00 100.00

46. Thai Beverage Marketing Co., Ltd. Import and export spirits for

trading/ international marketing

and non-alcoholic beverages

agency Thailand 100.00 100.00

47. Dhanasindhi Co., Ltd. Construction Thailand 100.00 100.00

48. Dhospaak Co., Ltd. Advertising agency Thailand 100.00 100.00

49. International Beverage Holdings Limited Holding company Hong Kong 100.00 100.00

50. Cosmos Brewery (Thailand) Co., Ltd. Beer brewery and production

of drinking water and soda

water Thailand 100.00 100.00

51. Thai Beverage Brands Co., Ltd.

(Formerly: T.C.C. Cosmo Corporation

Ltd.) Trademark holding Thailand 100.00 100.00

52. Beer Chang Co., Ltd. Trademark holding and

production of concentrate

materials Thailand 100.00 100.00

53. Archa Beer Co., Ltd. Trademark holding and

production of concentrate

materials Thailand 100.00 100.00

54. Sura Piset Phatra Lanna Co., Ltd. Holding company Thailand 100.00 100.00

55. Thai Drinks Co., Ltd. Production and distribution of

drinking water Thailand 100.00 -

56. Oishi Group PCL. Japanese restaurant business

and production and distribution

of food and beverage Thailand 89.93 43.90

Ownership



A n n u a l R e p o r t 2 0 0 8 136

Indirect subsidiaries

57. Thai Thum Distillery Co., Ltd. # Trading of spirits Thailand 99.90 99.90

58. Sura Piset Sahasan Co., Ltd. # Production and distribution

of spirits Thailand 100.00 100.00

59. Sura Piset Sampan Co., Ltd. # Production and distribution


60. Muangkij Co., Ltd. # Import of oak woods Thailand 100.00 100.00

61. Sint Ek Panich Co., Ltd. # Mining Thailand - 100.00

62. Pan Alcohol Co., Ltd. # Production and distribution

of vinegar Thailand 100.00 100.00

63. Banglen Agriculture Co., Ltd. # Agriculture Thailand - 100.00

64. Vitayathan Co., Ltd. Environmental public relations Thailand 100.00 100.00

65. InterBev (Singapore) Limited Trading of alcoholic beverages Singapore 100.00 100.00

66. InterBev (Cambodia) Co., Ltd. Trading of alcoholic beverages Cambodia 100.00 100.00

67. InterBev Malaysia Sdn. Bhd. Trading of alcoholic beverages Malaysia 100.00 100.00

68. Best Spirits Company Limited Trading of alcoholic beverages Hong Kong 100.00 100.00

69. International Beverage Holdings

(UK) Limited Holding company United Kingdom 100.00 100.00

70. United Products Co., Ltd. Production and distribution


71. S P M Foods and Beverages Co., Ltd. Production and distribution

of drinking water and energy

drinks and spirits agency Thailand 99.83 83.20

72. Oishi Trading Co., Ltd. Production and distribution of

food and beverage Thailand 89.93 43.90

73. Oishi Ramen Co., Ltd. Japanese ramen restaurants Thailand 89.93 43.90

Subsidiaries of indirect subsidiaries*

74. International Beverage Holdings Limited Trading of alcoholic beverages United States 100.00 100.00

USA, Inc. ## of America

75. Blairmhor Limited # Holding Company United Kingdom 100.00 100.00

76. Inver House Distillers Limited Production and distribution of spirits United Kingdom 100.00 100.00

77. Blairmhor Distillers Limited # Dormant United Kingdom 100.00 100.00

Ownership




Subsidiaries of indirect subsidiaries*(continued)

78. Wee Beastie Limited # Dormant United Kingdom 100.00 100.00

79. Speyburn-Glenlivet Distillery Company Dormant United Kingdom 100.00 100.00

Limited #

80. The Knockdhu Distillery Company Dormant United Kingdom 100.00 100.00

Limited #

81. The Pulteney Distillery Company Dormant United Kingdom 100.00 100.00

Limited #

82. The Balblair Distillery Company Limited # Dormant United Kingdom 100.00 100.00

83. R. Carmichael & Sons Limited # Dormant United Kingdom 100.00 100.00

84. J MacArthur Junior & Company Limited # Dormant United Kingdom 100.00 100.00

85. Mason & Summers Limited # Dormant United Kingdom 100.00 100.00

86. Hankey Bannister Limited # Dormant United Kingdom 100.00 100.00

87. James Catto & Company Limited # Dormant United Kingdom 100.00 100.00

88. Glen Calder Blenders Limited # Dormant United Kingdom 100.00 100.00

89. Moffat & Towers Limited # Dormant United Kingdom 100.00 100.00

Associates of indirect subsidiaries**

90. Liquorland Limited Off licences United Kingdom 49.49 49.49

91. Inver House Polska Limited Trading of alcoholic beverages Poland 44.00 44.00

92. Inver House Distribution SA # Dormant France 50.02 50.02

* Subsidiaries of International Beverage Holdings (UK) Limited

** Associates of International Beverage Holdings (UK) Limited

# These are currently non-trading.

## On 20 November 2008, International Beverage Holdings (UK) Limited acquired entire ordinary shares of International Beverage

Holdings Limited USA, Inc. from International Beverage Holdings Limited.

On 2 June 2008, Sura Piset Phatra Lanna Co., Ltd., the Company’s subsidiary, acquired an additional 600,369 ordinary

shares in United Product Co., Ltd., the Company’s indirect subsidiary, from existing equity holders at Baht 135 per share,

totalling Baht 81 million.

During 2008, S P M Foods and Beverages Co., Ltd., the Company’s indirect subsidiary, decreased its authorised share

capital in two stages of 75% each and the subsequent increase of authorised share capital. The authorised share capital

will be decreased first from Baht 100 million to Baht 25 million and second from Baht 25 million to Baht 6.25 million.

Subsequently, the authorised share capital will be increased by Baht 600 million to Baht 606.25 million by issuing 60.625

million ordinary shares with a Baht 10 par value.

Ownership



A n n u a l R e p o r t 2 0 0 8 138

On 31 January 2008, Pan Alcohol Co., Ltd., the Company’s indirect subsidiary, entered into a memorandum of

understanding to acquire the majority of the ordinary shares in Carabao Towandaeng Co., Ltd., a company engaged in

the production and sales of energy drinks. Then, the Executive Board of Directors’ meeting held on 23 February 2009

unanimously approved to terminate the aforementioned memorandum.

2. Basis of preparation of the financial statements

The financial statements issued for Thai reporting purposes are prepared in the Thai language. This English translation

of the financial statements has been prepared for the convenience of readers not conversant with the Thai language.

The financial statements are prepared in accordance with Thai Accounting Standards (“TAS”) including related

interpretations and guidelines promulgated by the Federation of Accounting Professions (“FAP”) and with generally

accepted accounting principles in Thailand.

The Group has adopted the following new and revised Thai Accounting Standards (TAS) which were issued by the FAP

during 2007 and effective for accounting periods beginning on or after 1 January 2008:

TAS 25 (revised 2007) Cash Flows Statements

TAS 29 (revised 2007) Leases

TAS 31 (revised 2007) Inventories

TAS 33 (revised 2007) Borrowing Costs

TAS 35 (revised 2007) Presentation of Financial Statements

TAS 39 (revised 2007) Accounting Policies, Changes in Accounting Estimates and Errors

TAS 41 (revised 2007) Interim Financial Reporting

TAS 43 (revised 2007) Business Combinations

TAS 49 (revised 2007) Construction Contracts

TAS 51 Intangible Assets

The adoption of these new and revised TAS does not have any material impact on the Company’s financial statements.

The FAP has issued during 2008 a number of revised TAS which are only effective for financial statements beginning

on or after 1 January 2009 and have not been adopted in the preparation of these financial statements. These revised

TAS are disclosed in note 33.

The financial statements are presented in Thai Baht, rounded in the notes to the financial statements to the nearest

million. They are prepared on the historical cost basis except as stated in the accounting policies.

The preparation of financial statements in conformity with TAS requires management to make judgements, estimates and

assumptions that affect the application of policies and reported amounts of assets, liabilities, income and expenses. These


judgements, estimates and assumptions are based on

historical experience and various other factors, including

management’s assessment of the potential impact

on the Group’s operations and financial position of the

global economic crisis. Actual results may differ from

these estimates.

The estimates and underlying assumptions are reviewed

on an ongoing basis. Revisions to accounting estimates

are recognised in the period in which the estimate is

revised, if the revision affects only that period, or in the

period of the revision and future periods, if the revision

affects both current and future periods.

Information about significant areas of estimation

uncertainty and critical judgements in applying

accounting policies that have the most significant effect

on the amounts recognised in the financial statements

is included in the following notes:

Note 4 Business combination

Note 31 Valuation of financial instruments

Note 32 Lease classification

3. Significant accounting policies

(a) Basis of consolidation

The consolidated financial statements relate to the

Company and its subsidiaries (together referred to as the

“Group”) and the Group’s interests in associates.

Significant intra-group transactions between the Company

and its subsidiaries are eliminated on consolidation.

Subsidiaries

Subsidiaries are those companies controlled by the

Company. Control exists when the Company has the

power, directly or indirectly, to govern the financial and

operating policies of a company so as to obtain benefits

from its activities. The financial statements of subsidiaries

are included in the consolidated financial statements

from the date that control commences until the date that

control ceases.

Associates

Associates are those companies in which the Group has

significant influence, but not control, over the financial and

operating policies. The consolidated financial statements

include the Group’s share of the total recognised gains

and losses of associates on an equity accounted basis,

from the date that significant influence commences until

the date that significant influence ceases. When the

Group’s share of losses exceeds its interest in an associate,

the Group’s carrying amount is reduced to nil and

recognition of further losses is discontinued except to the

extent that the Group has incurred legal or constructive

obligations or made payments on behalf of the associate.

Business combinations

Business combinations are accounted for using the

purchase method. The cost of an acquisition is measured

at the fair value of the assets given, equity instruments

issued and liabilities incurred or assumed at the date

of exchange, plus costs directly attributable to the

acquisition.

Business combination of businesses under common con-

trol are accounted for using a method similar to the pool-

ing of interest method, whereby the assets, liabilities and

contingent liabilities transferred have been accounted for

at book values.

(b) Foreign currencies

Foreign currency transactions

Transactions in foreign currencies are translated to Thai

A n n u a l R e p o r t 2 0 0 8 140

Baht at the foreign exchange rates ruling at the dates of

the transactions.

Monetary assets and liabilities denominated in foreign

currencies at the balance sheet date are translated to

Thai Baht at the foreign exchange rates ruling at that

date. Foreign exchange differences arising on translation

are recognised in the statement of income.

Non-monetary assets and liabilities measured at cost in

foreign currencies are translated to Thai Baht using the

foreign exchange rates ruling at the dates of the

transactions.

Foreign entities

The assets and liabilities of foreign entities are translated

to Thai Baht at the average foreign exchange rates ruling

at the balance sheet date.

The revenues and expenses of foreign entities are

translated to Thai Baht at rates approximating the

average foreign exchange rates ruling at the dates of

the transactions.

Foreign exchange differences arising on translation are

recognised in a separate component of equity until dis-

posal of the investments.

(c) Derivative financial instruments

Forward exchange contracts are treated as off-balance

sheet items.

(d) Cash and cash equivalents

Cash and cash equivalents in the statements of cash

flows comprise cash balances, call deposits and highly

liquid short-term investments. Bank overdrafts that are

repayable on demand are a component of financing

activities for the purpose of the statement of cash flows.

(e) Trade and other accounts receivable

Trade and other accounts receivable (including balances

with related parties) are stated at their invoice value less

allowance for doubtful accounts.

The allowance for doubtful accounts is assessed primar-

ily on analysis of payment histories and future expecta-

tions of customer payments. Bad debts are written off

when incurred.

(f) Inventories

Inventories are stated at the lower of cost and net realis-

able value.

Cost of raw material, packaging materials, work in prog-

ress and finished goods is calculated using the weighted

average cost principle, and comprises all costs of pur-

chase, costs of conversion and other costs incurred in

bringing the inventories to their present location and

condition. In the case of manufactured inventories and

work-in-progress, cost includes an appropriate share of

overheads based on normal operating capacity.

Net realisable value is the estimated selling price in the

ordinary course of business less the estimated costs to

complete and to make the sale.

(g) Investments

Investments in subsidiaries and associates

Investments in subsidiaries and associates in the sepa-

rate financial statements of the Company are accounted

for using the cost method. Investments in associates in

the consolidated financial statements are accounted for

using the equity method.

Investments in other equity securities

Marketable equity securities are classified as being


available-for-sale and are stated at fair value, with

any resultant gain or loss being recognised directly in

equity. The exceptions are impairment losses, which

are recognised in the statement of income. When these

investments are derecognised the cumulative gain or loss

previously recognised directly in the equity is recognised

in the statement of income.

Equity securities which are not marketable are stated at

cost less impairment losses.

The fair value of financial instruments classified as

available-for-sale is determined as the quoted bid price

at the balance sheet date.

Disposal of investments

On disposal of an investment, the difference between net

disposal proceeds and the carrying amount together with

the associated cumulative gain or loss that was reported

in equity is recognised in the statement of income.

(h) Property, plant and equipment

Owned assets

Property, plant and equipment are stated at cost less

accumulated depreciation and impairment losses except

for land which is stated at its revalued amount. The

revalued amount is the fair value.

Property that is being constructed or developed for

future use is classified as property, plant and equipment

and stated at cost until construction or development is

complete.

Leased assets

Leases in terms of which the Group substantially

assumes all the risk and rewards of ownership are

classified as finance leases. Property, plant and equipment

acquired by way of finance leases is capitalised at

the lower of its fair value and the present value of the

minimum lease payments at the inception of the lease,

less accumulated depreciation and impairment losses.

Lease payments are apportioned between the finance

charges and reduction of the lease liability so as to

achieve a constant rate of interest on the remaining

balance of the liability. Finance charges are charged

directly to the statement of income.

Revalued assets

Revaluations are performed by independent professional

valuers with sufficient regularity. The Group’s policy

requires an appraisal to be conducted every three to

five years or when there are factors that might materially

impact the value of the land, to ensure that the carrying

amount of these assets does not differ materially from

that which would be determined using fair values at the

balance sheet date.

Any increase in value, on revaluation, is credited to

equity under the heading “revaluation surplus” unless

it offsets a previous decrease in value recognised in

the statement of income in respect of the same asset.

A decrease in value is recognised in the statement of

income to the extent it exceeds an increase previously

recognised in equity in respect of the same asset. Upon

disposal of a revalued asset, any related revaluation

surplus is transferred from equity to retained earnings

and is not taken into account in calculating the gain or

loss on disposal.

Subsequent expenditure

Subsequent expenditure relating to an item of property,

plant and equipment is added to the carrying amount of

the asset when it is probable that the future economic

benefits in excess of the originally assessed standard of

performance of the existing asset will flow to the Group.

All other subsequent expenditure is recognised as an

expense in the period in which it is incurred.

A n n u a l R e p o r t 2 0 0 8 142

Depreciation

Depreciation is charged to the statement of income on a

straight-line basis over the estimated useful lives of each

part of an item of property, plant and equipment. The

estimated useful lives are as follows:

Land improvement 3-20 years

Building and constructions 10-40 years

Building improvements 2-30 years

Machinery and equipment 4-40 years

Oak barrels 10-20 years

Furniture, fixtures and office equipment 3-10 years

Vehicles 3-10 years

No depreciation is provided on freehold land and assets

under construction.

(i) Intangible assets

Goodwill

Goodwill in a business combination represents the excess

of the cost of acquisition over the fair value of the Group’s

share of the identifiable net assets acquired. The Group

has changed its accounting policy for goodwill with effect

from 1 January 2008 discussed in note 29.

Acquisitions prior to 1 January 2008

Goodwill represents the amount reocgnised under the

Group’s previous accounting policy under which goodwill

was stated at cost less accumulated amortisation and im-

pairment losses. Goodwill carried in the balance sheet

as at 31 December 2007 was brought forward to 1 Janu-

ary 2008 and presented at net book value as the deemed

cost of the goodwill by reversing the related accumulated

amortisation against the cost of the goodwill.

Acquisitions on or after 1 January 2008

Goodwill is stated at cost. Negative goodwill is recognised

immediately in the statement of income.

Subsequent measurement

Goodwill is measured at cost less impairment losses. In

respect of equity accounted investments, the carrying

amount of goodwill is included in the carrying amount of

the investment.

Other intangible assets

Other intangible assets that are acquired by the Group,

which have finite useful lives, are stated at cost less

accumulated amortisation and impairment losses.

Amortisation

Amortisation is recognised in the statement of income on

a straight-line basis and unit of production basis over the

estimated useful lives of intangible assets, from the date

that they are available for use. The estimated useful lives

are as follows:

Computer software 3-10 years

(straight-line method)

Trademarks 10 years


Broadcasting rights 4 years

(unit of production method)

Licences 10 years


(j) Leasehold rights

Leasehold rights are stated at cost less accumulated am-

ortisation and impairment losses.

Amortisation is recognised in the statement of income on

a straight-line basis over the agreement period.

(k) Impairment

The carrying amounts of the Group’s assets are reviewed

at each balance sheet date to determine whether there

is any indication of impairment. If any such indication

exists, the assets’ recoverable amounts are estimated.


Goodwill and other intangible assets with indefinite

useful lives, and intangible assets not yet available

for use, are tested for impairment annually and when

indicators of impairment are identified.

An impairment loss is recognised whenever the carrying

amount of an asset exceeds its recoverable amount.

The impairment loss is recognised in the statement of

income unless it reverses a previous revaluation credited

to equity, in which case it is charged to equity.

(l) Interest-bearing liabilities

Interest-bearing liabilities are recognised initially at fair

value less attributable transaction charges. Subsequent

to initial recognition, interest-bearing liabilities are stated

at amortised cost with any difference between cost and

redemption value being recognised in the statement of

income over the period of the borrowings on an effective

interest basis.

(m) Trade and other accounts payable

Trade and other accounts payable (including balances

with related parties) are stated at cost.

(n) Provisions

A provision is recognised in the balance sheet when the

Group has a present legal or constructive obligation as a

result of a past event, and it is probable that an outflow of

economic benefits will be required to settle the obligation

and a reliable estimate can be made of the amount of

the obligation. If the effect is material, provisions are

determined by discounting the expected future cash flows

at a pre-tax rate that reflects current market assessments

of the time value of money and, where appropriate, the

risks specific to the liability.

(o) Difference arising from common

control transactions

Difference arising from common control transactions

relates to the restructuring of businesses under the

common control of the ultimate majority equity holder

of the Company and arises from the difference between

the cost of the combination and the carrying amounts

of net identifiable assets at the date of combination

(except for businesses acquired that are not under

common control, net identifiable assets are measured at

the fair value). The Company recognises the difference

arising from common control transactions under equity

until disposal of the investment.

(p) Revenue

Revenue excludes value added taxes or other sales taxes

and is arrived at after deduction of trade discounts.

Sale of goods and services rendered

Revenue is recognised in the statement of income when

the significant risks and rewards of ownership have

been transferred to the buyer. No revenue is recognised

if there is continuing management involvement with the

goods or there are significant uncertainties regarding

recovery of the consideration due, associated costs

or the probable return of goods. Service income is

recognised as services are provided.

When the outcome of a contract for the rendering of

services can be estimated reliably, contract revenue is

recognised in the statement of income by reference to the

stage of completion of the contract activity at the balance

sheet date. When the outcome of the contract cannot

be estimated reliably, revenue is recognised only to the

extent of the expenses recognised that are recoverable.

Construction contracts

When the outcome of a construction contract can be

estimated reliably, contract revenue and expenses are

recognised in the statement of income by reference to

the stage of completion of the contract activity at the

balance sheet date. The stage of completion is assessed

A n n u a l R e p o r t 2 0 0 8 144

the percentage of completion method, which is measured

by the project engineer. When it is probable that total

contract costs will exceed total contract revenue, the

expected loss is recognised immediately as an expense

in the statement of income.

Interest and dividend income

Interest income is recognised in the statement of income

as it accrues. Dividend income is recognised in the

statement of income on the date the Group’s right to

receive payments is established which in the case of

marketable securities is usually the ex-dividend date.

(q) Expenses

Operating leases

Payments made under operating leases are recognised

in the statement of income on a straight line basis over

the term of the lease. Lease incentives received are

recognised in the statement of income as an integral part

of the total lease payments made. Contingent rentals are

charged to the statement of income for the accounting

period in which they are incurred.

Finance costs

Interest expenses and similar costs are charged to the

statement of income for the period in which they are

incurred, except to the extent that they are capitalised

as being directly attributable to the acquisition,

construction or production of an asset which necessarily

takes a substantial period of time to be prepared for

its intended use or sale. The interest component of finance

lease payments is recognised in the statement of income

using the effective interest rate method.

Research and development

Research and development costs, including costs of

developing new beverage products and package design are

expensed in the accounting period in which they are

incurred.

Other income and expenses are recognised on an

accrual basis.

(r) Income tax

Income tax on the profit or loss for the year comprises cur-

rent tax. Current tax is the expected tax payable on the

taxable income for the year, using tax rates enacted at

the balance sheet date and applicable to the reporting

period, and any adjustment to tax payable in respect of

previous years.

4. Common control transactions and acquisitionsCommon control transactions

The Company was formed in 2003 to combine the

separate beverages businesses of the ultimate controlling

equity holder group, the Siriwadhanabhakdi family,

which were held as part of the operations of 89 separate

companies, into a single group of companies between

2003 and 2006. Prior to the restructuring these business

were under the common control of the ultimate controlling

equity holder of the Company.

As the same ultimate controlling equity holder controlled

the businesses and operations transferred to the Company

both before and after the recent restructuring, the

consolidated financial statements have been prepared on

the basis of a business combination involving entities

and businesses under common control. Accordingly, the

transfer of businesses and operations has been accounted

for in a manner similar to a pooling of interests and the

assets, liabilities and contingent liabilities transferred have

been accounted for at book values.

On 30 September 2008, the Company acquired 43.9%

interest in Oishi Group Public Company Limited and its

subsidiaries, “Oishi”, from a company affiliated with

the controlling equity holders of the Company, under a


common ultimate controlling equity holder. As the

same ultimate controlling equity holder controlled Oishi

both before and after the acquisition, the consolidated

financial statements have been prepared on the basis

of a business combination involving an entity under

common control.

The consolidated balance sheets have been prepared to

present assets and liabilities of Oishi as if the acquisition

had taken place at the beginning of 2007. Therefore,

the consolidated financial statements for the year ended

31 December 2007 have been revised to include the

assets, liabilities and operations of Oishi acquired during

2008. The assets and liabilities acquired have been

stated at their carrying values, after adjusting for

intercompany transactions and transactions with the

ultimate controlling equity holder. The consolidated

statements of income and cash flows include the results

of operations and cash flows as if the businesses and

operations of Oishi had been acquired at the beginning

of 2007.

The difference of Baht 2,079 million between the

consideration of Baht 3,053 million to be paid by the

Company for the acquisition of the 43.9% interest in

Oishi and the carrying amount of the net identifiable

assets of Oishi at the date of the transaction and

attributable to the Company’s equity interest of Baht 974

million is included in “Difference arising from common

control transactions”.

Restatement

The consolidated financial statements for the years

ended 31 December 2007 and 2006 have been restated

accordingly. The effects of the restatement on the

consolidated balance sheets as at 31 December 2007 and

2006, and the consolidated statement of income for the

year ended 31 December 2007 are summarized as follows:

Consolidated

Balance Effect of

previously the Balance

reported restatement restated

(in million Baht)

2007

Balance sheet

Total assets 79,527 2,879 82,406

Total liabilities 24,574 737 25,311

Difference arising from common control transactions (17,141) 940 (16,201)

Minority interests 43 1,201 1,244

Equity 54,953 2,142 57,095

2006

Balance sheet

Total assets 85,579 2,485 88,064

Total liabilities 33,025 673 33,698

Difference arising from common control transactions (17,141) 795 (16,346)

Minority interests 1 1,016 1,017

Equity 52,554 1,812 54,366

A n n u a l R e p o r t 2 0 0 8 146

Consolidated

Balance Effect of

previously the Balance

reported restatement restated

(in million Baht)

2007

Statement of income

Profit for the year 10,385 558 10,943

Basic earnings per share (Baht) 0.41 0.01 0.42

Acquisitions

On 18 November 2008, the Company paid for 86,295,662 ordinary shares in Oishi representing 46.03% interest in Oishi

for the remaining shares in accordance with the Notification of the Securities and Exchange Commission to make a

tender offer by paying Baht 3,199.94 million in cash for the shares which included directly attributable expenses of Baht

7 million.

The acquiree’s net assets at the acquisition date comprised the followings:

(in million Baht)

Cash and cash equivalents 287

Trade accounts receivable 191

Inventories 133

Property, plant and equipment 670

Intangible assets 67

Other assets 53

Trade accounts payable (244)

Other liabilities (135)

Net identifiable assets and liabilities 1,022

Goodwill on acquisition 2,178

Consideration paid 3,200

Cash acquired (287)

Net cash outflow 2,913

5. Related party transactions and balancesRelated parties are those parties linked to the Group and the Company as shareholders or by common shareholders or

directors. Transactions with related parties are conducted at prices based on market prices or, where no market price

exists, at contractually agreed prices.

Relationships with related parties that control or jointly control the Company or are being controlled or jointly controlled

by the Company or have transactions with the Group were as follows:


1. Beer Thai (1991) PCL. Thailand Direct subsidiary, 100% shareholding

2. Beer Thip Brewery (1991) Co., Ltd. Thailand Direct subsidiary, 100% shareholding

3. Sangsom Co., Ltd. Thailand Direct subsidiary, 100% shareholding

4. Fuengfuanant Co., Ltd. Thailand Direct subsidiary, 100% shareholding

5. Mongkolsamai Co., Ltd. Thailand Direct subsidiary, 100% shareholding

6. Thanapakdi Co., Ltd. Thailand Direct subsidiary, 100% shareholding

7. Kanchanasingkorn Co., Ltd. Thailand Direct subsidiary, 100% shareholding

8. Sura Bangyikhan Co., Ltd. Thailand Direct subsidiary, 100% shareholding

9. Athimart Co., Ltd. Thailand Direct subsidiary, 100% shareholding

10. S.S. Karnsura Co., Ltd. Thailand Direct subsidiary, 100% shareholding

11. Kankwan Co., Ltd. Thailand Direct subsidiary, 100% shareholding

12. Theparunothai Co., Ltd. Thailand Direct subsidiary, 100% shareholding

13. Red Bull Distillery (1988) Co., Ltd. Thailand Direct subsidiary, 100% shareholding

14. United Winery and Distillery Co., Ltd. Thailand Direct subsidiary, 100% shareholding

15. Simathurakij Co., Ltd. Thailand Direct subsidiary, 100% shareholding

16. Nateechai Co., Ltd. Thailand Direct subsidiary, 100% shareholding

17. Luckchai Liquor Trading Co., Ltd. Thailand Direct subsidiary, 100% shareholding

18. Sura Piset Thipparat Co., Ltd. Thailand Direct subsidiary, 100% shareholding

19. Pomthip Co., Ltd. Thailand Direct subsidiary, 100% shareholding

20. Pomkit Co., Ltd. Thailand Direct subsidiary, 100% shareholding

21. Pomkung Co., Ltd. Thailand Direct subsidiary, 100% shareholding

22. Pomchok Co., Ltd. Thailand Direct subsidiary, 100% shareholding

23. Pomcharoen Co., Ltd. Thailand Direct subsidiary, 100% shareholding

24. Pomburapa Co., Ltd. Thailand Direct subsidiary, 100% shareholding

25. Num Yuk Co., Ltd. Thailand Direct subsidiary, 100% shareholding

26. Num Kijjakarn Co., Ltd. Thailand Direct subsidiary, 100% shareholding

27. Num Palang Co., Ltd. Thailand Direct subsidiary, 100% shareholding

28. Num Muang Co., Ltd. Thailand Direct subsidiary, 100% shareholding

29. Num Nakorn Co., Ltd. Thailand Direct subsidiary, 100% shareholding

30. Num Thurakij Co., Ltd. Thailand Direct subsidiary, 100% shareholding

31. Thipchalothorn Co., Ltd. Thailand Direct subsidiary, 100% shareholding

32. Krittayabun Co., Ltd. Thailand Direct subsidiary, 100% shareholding

33. Surathip Co., Ltd. Thailand Direct subsidiary, 100% shareholding

34. Sunthronpirom Co., Ltd. Thailand Direct subsidiary, 100% shareholding

35. Piromsurang Co., Ltd. Thailand Direct subsidiary, 100% shareholding

Country of

Name of the entity incorporation Nature of relationships

nationality

A n n u a l R e p o r t 2 0 0 8 148

36. Thai Beverage Energy Co., Ltd.

(Formerly: Bionic Humus Co., Ltd.) Thailand Direct subsidiary, 100% shareholding

37. Wrangyer Beverage (2008) Co., Ltd.

(Formerly: Maharas Agri Co., Ltd.) Thailand Direct subsidiary, 100% shareholding

38. Thai Molasses Co., Ltd. Thailand Direct subsidiary, 99.72% shareholding

39. Feed Addition Co., Ltd.

(Formerly: Additive Food Co., Ltd.) Thailand Direct subsidiary, 100% shareholding

40. Pan International (Thailand) Co., Ltd. Thailand Direct subsidiary, 100% shareholding

41. Charun Business 52 Co., Ltd. Thailand Direct subsidiary, 100% shareholding

42. Thai Cooperage Co., Ltd. Thailand Direct subsidiary, 100% shareholding

43. Thai Beverage Recycle Co., Ltd.

(Formerly: Bang-Na Logistic Co., Ltd.) Thailand Direct subsidiary, 100% shareholding

44. Thai Beverage Logistics Co., Ltd. Thailand Direct subsidiary, 100% shareholding

45. Thai Beverage Marketing Co., Ltd. Thailand Direct subsidiary, 100% shareholding

46. Dhanasindhi Co., Ltd. Thailand Direct subsidiary, 100% shareholding

47. Dhospaak Co., Ltd. Thailand Direct subsidiary, 100% shareholding

48. International Beverage Holdings Limited Hong Kong Direct subsidiary, 100% shareholding

49. Cosmos Brewery (Thailand) Co., Ltd. Thailand Direct subsidiary, 100% shareholding

50. Thai Beverage Brands

(Formerly: T.C.C. Cosmo Corporation Ltd.) Thailand Direct subsidiary, 100% shareholding

51. Beer Chang Co., Ltd. Thailand Direct subsidiary, 100% shareholding

52. Archa Beer Co., Ltd. Thailand Direct subsidiary, 100% shareholding

53. Sura Piset Phatra Lanna Co., Ltd. Thailand Direct subsidiary, 100% shareholding

54. Thai Drinks Co., Ltd. Thailand Direct subsidiary, 100% shareholding

55. Oishi Group PCL. Thailand Direct subsidiary, 89.93% shareholding

56. Thai Thum Distillery Co., Ltd. Thailand Indirect subsidiary, 99.90% shareholding

57. Sura Piset Sahasan Co., Ltd. Thailand Indirect subsidiary, 100% shareholding

58. Sura Piset Sampan Co., Ltd. Thailand Indirect subsidiary, 100% shareholding

59. Muangkij Co., Ltd. Thailand Indirect subsidiary, 100% shareholding

60. Pan Alcohol Co., Ltd. Thailand Indirect subsidiary, 100% shareholding

61. Vitayathan Co., Ltd. Thailand Indirect subsidiary, 100% shareholding

62. InterBev (Singapore) Limited Singapore Indirect subsidiary, 100% shareholding

63. InterBev (Cambodia) Co., Ltd. Cambodia Indirect subsidiary, 100% shareholding

64. InterBev Malaysia Sdn. Bhd. Malaysia Indirect subsidiary, 100% shareholding

65. Best Spirits Company Limited Hong Kong Indirect subsidiary, 100% shareholding

Country of


nationality


66. International Beverage Holdings (UK) Limited United Kingdom Indirect subsidiary, 100% shareholding

67. United Products Co., Ltd. Thailand Indirect subsidiary, 97.98% shareholding

68. S P M Foods and Beverages Co., Ltd. Thailand Indirect subsidiary, 99.83% shareholding

69. Oishi Trading Co., Ltd. Thailand Indirect subsidiary, 89.93% shareholding

70. Oishi Ramen Co., Ltd. Thailand Indirect subsidiary, 89.93% shareholding

71. International Beverage Holdings Limited United States Subsidiary of indirect subsidiary,

USA, Inc. of America 100% shareholding

72. Blairmhor Limited United Kingdom Subsidiary of indirect subsidiary,

100% shareholding

73. Inver House Distillers Limited United Kingdom Subsidiary of indirect subsidiary,

100% shareholding

74. Blairmhor Distillers Limited United Kingdom Subsidiary of indirect subsidiary,

100% shareholding

75. Wee Beastie Limited United Kingdom Subsidiary of indirect subsidiary,

100% shareholding

76. Speyburn-Glenlivet Distillery Company Limited United Kingdom Subsidiary of indirect subsidiary,

100% shareholding

77. The Knockdhu Distillery Company Limited United Kingdom Subsidiary of indirect subsidiary,

100% shareholding

78. The Pulteney Distillery Company Limited United Kingdom Subsidiary of indirect subsidiary,

100% shareholding

79. The Balblair Distillery Company Limited United Kingdom Subsidiary of indirect subsidiary,

100% shareholding

80. R. Carmichael & Sons Limited United Kingdom Subsidiary of indirect subsidiary,

100% shareholding

81. J MacArthur Junior & Company Limited United Kingdom Subsidiary of indirect subsidiary,

100% shareholding

82. Mason & Summers Limited United Kingdom Subsidiary of indirect subsidiary,

100% shareholding

83. Hankey Bannister Limited United Kingdom Subsidiary of indirect subsidiary,

100% shareholding

84. James Catto & Company Limited United Kingdom Subsidiary of indirect subsidiary,

100% shareholding

85. Glen Calder Blenders Limited United Kingdom Subsidiary of indirect subsidiary,

100% shareholding

Country of


nationality

A n n u a l R e p o r t 2 0 0 8 150

86. Moffat & Towers Limited United Kingdom Subsidiary of indirect subsidiary,

100% shareholding

87. Liquorland Limited United Kingdom Associates of indirect subsidiary,

49.90% shareholding

88. Inver House Polska Limited Poland Associates of indirect subsidiary,

44.00% shareholding

89. Inver House Distribution SA France Associates of indirect subsidiary,

50.02% shareholding

90. Thai Alcohol PCL. Thailand Directors and controlling equity holders hold

substantial shares indirectly

91. Sint EK Panich Co., Ltd. Thailand Directors and controlling equity holders hold


92. Banglen Agriculture Co., Ltd. Thailand Directors and controlling equity holders hold


93. Pisetkij Co., Ltd. Thailand Directors and controlling equity holders hold


94. The Maewang Sugar Industry Co., Ltd. Thailand Directors and controlling equity holders hold


95. The Chonburi Sugar Corp. Ltd. Thailand Directors and controlling equity holders hold


96. The Utaradit Sugar Industry Co., Ltd. Thailand Directors and controlling equity holders hold


97. The Suphanburi Sugar Industry Co., Ltd. Thailand Directors and controlling equity holders hold


98. The Southeast Insurance Co., Ltd. Thailand Directors and controlling equity holders hold

(Formerly: The Southeast Insurance substantial shares indirectly

(2000) Co., Ltd.)

99. Southeast Capital Co., Ltd. Thailand Directors and controlling equity holders hold


100. T.C.C. Technology Co., Ltd. Thailand Directors and controlling equity holders hold


101. TCC Capital Land Limited Thailand Directors and controlling equity holders hold

(Formerly: T.C.C. Capital Land Limited) substantial shares indirectly

102. Thai Glass Industries PCL. Thailand Directors and controlling equity holders hold


Country of


nationality


Country of


nationality

103. Bang-Na Glass Co., Ltd. Thailand Directors and controlling equity holders hold


104. TCC Hotel Collection Co., Ltd. Thailand Directors and controlling equity holders hold


105. Siam Realty Co., Ltd. Thailand Directors and controlling equity holders hold


106. Terragro Fertilizer Co., Ltd. Thailand Directors and controlling equity holders hold


107. Dhipaya Sugar (1999) Co., Ltd. Thailand Directors and controlling equity holders hold


108. BJC Industrial and Trading Co., Ltd. Thailand Directors and controlling equity holders hold


109. North Park Real Estate Co., Ltd. Thailand Directors and controlling equity holders hold


110. TCC PD 11 Co., Ltd. Thailand Directors and controlling equity holders hold


111. Thippatana Arcade Co., Ltd. Thailand Directors and controlling equity holders hold


112. Siam Food Products PCL. Thailand Directors and controlling equity holders hold


113. BJC Healthcare Co., Ltd. Thailand Directors and controlling equity holders hold


114. New Noble Property and Loan Fund Thailand Directors and controlling equity holders

are the principal unit holder of this real

estate investment fund

115. Dynamic Assets Property and Loan Fund Thailand Directors and controlling equity holders


estate investment fund

116. Best Fortune Property and Loan Fund Thailand Directors and controlling equity holders


estate inves tment fund

117. Plaza Athenee Hotel (Thailand) Co., Ltd. Thailand Directors and controlling equity holders

are the directors and hold substantial

shares indirectly

A n n u a l R e p o r t 2 0 0 8 152

Country of


nationality

118. North Park Golf And Sport Club Co., Ltd. Thailand Directors and controlling equity holders are

directors and hold substantial shares indirectly

119. Berli Jucker PCL. Thailand Directors and controlling equity holders hold


120. Thai Beverage Can Co., Ltd. Thailand Directors and controlling equity holders

hold 50% shares

121. Great Oriole Limited British Virgin Have common controlling equity holders

Islands

122. Madrigal Trading Limited British Virgin Directors and equity holders are

Islands the directors of subsidiary

123. Kluey Kluey Co., Ltd. Thailand Director of direct subsidiary is director

of Kluey Kluey Co., Ltd.

124. O.G.T. Co., Ltd. Thailand Director of subsidiary is relative of

Director of O.G.T. Co., Ltd.

125. PS Recycle Co., Ltd. Thailand Directors and controlling equity holders are

relatives of controlling person

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

Transactions Pricing policies

Sale of finished goods Agreed prices which approximate market prices

Rendering of services Contractual prices

Purchase of goods/raw materials Agreed prices which approximate market prices

Receiving of services Contractual prices

Purchase and sale of property, plant

and equipment Contractual prices

Purchase and sale of investments Contractual prices

Interest income and expense Rate as mutually agreed by shareholders with

reference interest rates quoted by domestic

commercial banks


Significant transactions for the years ended 31 December 2008 and 2007 with related parties were as follows:



2008 2007 2008 2007

(in million Baht)

Subsidiaries

Management fees - - 2,523 2,577

Dividends - - 5,345 18,985

Purchases of investments - - - 9,180

Interest income - - 506 773

Interest expense - - 549 732

Other income - - 4 9

Other expenses - - 101 67

Other related parties

Sales of goods 604 471 - -

Rendering of services 13 14 - -

Purchases of raw materials and packaging 5,386 4,827 - -

Overhead costs 181 225 - -

Sales of property, plant and equipment 5 1,027 - 819

Purchases of property, plant and equipment 3 32 - -

Sales of investment (See Note 11 to the

financial statements) 1,591 - 1,591 -

Interest expense - 66 - -

Other income 682 173 217 64

Other expenses 410 305 81 73


accounted for using the equity method 27 29 - -

Directors’ remuneration 294 276 278 262

A n n u a l R e p o r t 2 0 0 8 154

Balances as at 31 December 2008 and 2007 with related parties were as follows:

Trade accounts receivable from related parties



2008 2007 2008 2007

(in million Baht)

Other related companies

Thai Alcohol PCL. 53 - - -

O.G.T. Co., Ltd. 52 49 - -

PS Recycle Co., Ltd. 6 3 - -

Pisetkij Co., Ltd. 2 3 - -

Others 3 5 - -

Total 116 60 - -


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g C

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Ltd

. -

- -

- -

- -

10

1

0

- 8

8

Sho

rt-t

erm

loa

ns t

o an

d

amou

nts

due

from

rel

ated

par

ties

Sho

rt-t

erm

loa

ns t

o an

d

amou

nts

due

from

rel

ated

par

ties

Sub

sidi

arie

s (c

onti

nued

)

Nu

m M

uan

g C

o.,

Ltd

. -

- -

- -

- -

11

1

1

- 9

9

Nu

m N

akor

n C

o.,

Ltd

. -

- -

- -

- -

6

6

- 5

5

Nu

m T

hu

raki

j Co.

, Lt

d.

- -

- -

- -

- 8

8

-

7

7

Th

ipch

alot

hor

n C

o.,

Ltd

. -

- -

- -

- -

31

3

1

12

0

38

1

58

Kri

ttay

abu

n C

o.,

Ltd

. -

- -

- -

- -

38

3

8

- 4

2

42

Su

rath

ip C

o.,

Ltd

. -

- -

- -

- -

13

1

3

- 1

7

17

Su

nth

ron

pir

om C

o.,

Ltd

. -

- -

- -

- -

2

2

- 3

3

Pir

omsu

ran

g C

o.,

Ltd

. -

- -

- -

- -

2

2

- 1

1

Th

ai B

ever

age

Logi

stic

s C

o.,

Ltd

. -

- -

- -

- 9

-

9

67

-

67

Inte

rnat

ion

al B

ever

age

Hol

din

gs L

imite

d

- -

- -

- -

- -

- 1

2

1

13

Th

ai B

ever

age

Bra

nd

s C

o.,

Ltd

.

(

For

mer

ly:

T.C

.C.

Cos

mo

Cor

por

atio

n

C

o.,

Ltd

.)

- -

- -

- -

- -

- 3

-

3

Su

ra P

iset

Ph

atra

Lan

na

Co.

, Lt

d.

- -

- -

- -

- -

- -

2

2

Th

ai B

ever

age

Rec

ycle

Co.

, Lt

d.

(

For

mer

ly:

Ban

g-N

a Lo

gist

ic C

o.,

Ltd

.)

- -

- -

- -

- 1

1

-

- -

Th

ai B

ever

age

Mar

ketin

g C

o.,

Ltd

. -

- -

- -

- 1

85

1

1

86

-

- -

Dh

osp

aak

Co.

, Lt

d.

- -

- -

- -

- 2

2

-

- -

Tota

l su

bsid

iari

es

- -

- -

- -

3,3

36

3

12

3

,64

8

3,5

48

3

68

3

,91

6

Rel

ated

com

pani

es

Th

ai A

lcoh

ol P

CL.

-

33

3

3

- -

- -

- -

- -

-

Ber

li Ju

cker

Pu

blic

Co.

, Lt

d.

- 2

2

-

- -

- -

- -

- -

Bes

t W

ish

es C

o.,

Ltd

. -

2

2

- -

- -

- -

- -

-

Pis

etki

j Co.

, Lt

d.

- 1

1

-

2

2

- -

- -

- -

Oth

ers

- 3

3

-

2

2

- -

- -

- -

Tota

l re

late

d co

mpa

nies

-

41

4

1

- 4

4

-

- -

- -

-

Tota

l -

41

4

1

- 4

4

3

,33

6

31

2

3,6

48

3

,54

8

36

8

3,9

16

C

onso

lidat

ed f

inan

cial

sta

tem

ents

S

epar

ate

finan

cial

sta

tem

ents

2

00

8

20

07

20

08

20

07

Sh

ort-

term

A

mou

nts

Sh

ort-

term

A

mou

nts

Sh

ort-

term

A

mou

nts

Sh

ort-

term

A

mou

nts

loan

s to

d

ue

from

To

tal

loan

s to

d

ue

from

To

tal

loan

s to

d

ue

from

To

tal

loan

s to

d

ue

from

To

tal

(i

n m

illio

n B

aht)

Sub

sidi

arie

s

Bee

r T

hai

(1

99

1)

PC

L.

- -

- -

- -

2,8

20

-

2,8

20

4

,21

0

- 4

,21

0

Th

anap

akd

i Co.

, Lt

d.

- -

- -

- -

- -

- 7

-

7

Kan

chan

asin

gkor

n C

o.,

Ltd

. -

- -

- -

- -

- -

28

6

- 2

86

Su

ra B

angy

ikh

an C

o.,

Ltd

. -

- -

- -

- 1

68

-

16

8

78

5

- 7

85

Kan

kwan

Co.

, Lt

d.

- -

- -

- -

- -

- 1

06

-

10

6

Red

Bu

ll D

istil

lery

(1

98

8)

Co.

, Lt

d.

- -

- -

- -

80

4

- 8

04

5

65

-

56

5

Sim

ath

ura

kij C

o.,

Ltd

. -

- -

- -

- 1

09

-

10

9

96

-

96

Nat

eech

ai C

o.,

Ltd

. -

- -

- -

- 8

8

- 8

8

61

-

61

Luck

chai

Liq

uor

Tra

din

g C

o.,

Ltd

. -

- -

- -

- -

- -

85

9

- 8

59

Su

ra P

iset

Th

ipp

arat

Co.

, Lt

d.

- -

- -

- -

54

0

- 5

40

6

00

-

60

0

Th

ai A

lcoh

ol P

ub

lic C

o.,

Ltd

. -

- -

- -

- -

- -

1,1

45

-

1,1

45

Nu

m Y

uk

Co.

, Lt

d.

- -

- -

- -

11

1

- 1

11

1

55

-

15

5

Wra

ngy

er B

ever

age

(20

08

) C

o.,

Ltd

. -

- -

- -

- 2

09

-

20

9

- -

-

Th

ai B

ever

age

Rec

ycle

Co.

, Lt

d.

- -

- -

- -

29

0

- 2

90

-

- -

Inte

rnat

ion

al B

ever

age

Hol

din

gs L

td.

- -

- -

- -

- -

- 1

96

-

19

6

Th

ai B

ever

age

Bra

nd

s C

o.,

Ltd

. -

- -

- -

- 1

4

- 1

4

- -

-

Su

ra P

iset

Ph

atra

Lan

na

Co.

, Lt

d.

- -

- -

- -

42

5

- 4

25

3

40

-

34

0

Tota

l su

bsid

iari

es

- -

- -

- -

5,5

78

-

5,5

78

9

,41

1

- 9

,41

1

Rel

ated

com

pani

es

Nor

th P

ark

Rea

l Est

ate

Co.

, Lt

d.

- 2

6

26

-

- -

- 3

3

-

- -

Bes

t F

ortu

ne

Pro

per

ty a

nd

Loa

n F

un

d

- 9

9

-

- -

- -

- -

- -

T.C

.C.

Tech

nol

ogy

Co.

, Lt

d.

-

8

8

- -

- -

8

8

- 7

7

TC

C P

D 1

1 C

o.,

Ltd

. -

3

3

- -

- -

- -

- -

-

Klu

ey K

luey

Co.

, Lt

d.

- -

- -

4

4

- -

- -

- -

Oth

ers

-

12

1

2

- 2

2

-

- -

- -

-

Tota

l re

late

d co

mpa

nies

-

58

5

8

- 6

6

-

11

1

1

- 7

7

Tota

l -

58

5

8

- 6

6

5

,57

8

11

5

,58

9

9,4

11

7

9

,41

8

Long

-ter

m l

oans

to

and

amou

nts

due

from

rel

ated

par

ties

C

onso

lidat

ed f

inan

cial

sta

tem

ents

S

epar

ate

finan

cial

sta

tem

ents

2

00

8

20

07

20

08

20

07

Lon

g-te

rm

Am

oun

ts

Lo

ng-

term

A

mou

nts

Lon

g-te

rm

Am

oun

ts

Lo

ng-

term

A

mou

nts

loan

s to

d

ue

from

To

tal

loan

s to

d

ue

from

To

tal

loan

s to

d

ue

from

To

tal

loan

s to

d

ue

from

To

tal

(i

n m

illio

n B

aht)

Summary of loans to related parties



2008 2007 2008 2007

(in million Baht)

Short-term loans - - 3,336 3,548

Long-term loans - - 5,578 9,411

Total loans to related parties - - 8,914 12,959

Movements during the years ended 31 December 2008 and 2007 of loans to related parties were as follows:

Loans to related parties



2008 2007 2008 2007

(in million Baht)

Short-term loans

Subsidiaries

At 1 January - - 3,548 9,367

Increase - - 1,129 1,070

Decrease - - (1,341) (6,889)

At 31 December - - 3,336 3,548

Long-term loans

Subsidiaries

At 1 January - - 9,411 5,501

Increase - - 877 4,686

Decrease - - (4,710) (776)

At 31 December - - 5,578 9,411


The currency denomination of loans to and amounts due from related parties as at 31 December was as follows:



2008 2007 2008 2007

(in million Baht)

Thai Baht (THB) and other

functional currencies of

foreign subsidiaries 99 10 9,237 13,126

Singapore Dollars (SGD) - - - 208

Total 99 10 9,237 13,334

Trade accounts payable - related parties



2008 2007 2008 2007

(in million Baht)

Other related companies

Berli Jucker PCL. 740 471 - -

Thai Beverage Can Ltd. 137 139 - -

PS Recycle Co., Ltd. 12 46 - -

Pisetkij Co., Ltd. 12 10 - -

Others 17 14 - -

Total 918 680 - -

A n n u a l R e p o r t 2 0 0 8 160

Sho

rt-t

erm

loa

ns f

rom

and

amou

nts

due

to r

elat

ed p

arti

es

C

onso

lidat

ed f

inan

cial

sta

tem

ents

S

epar

ate

finan

cial

sta

tem

ents

2

00

8

20

07

20

08

20

07

Sh

ort-

term

A

mou

nts

Sh

ort-

term

A

mou

nts

Sh

ort-

term

A

mou

nts

Sh

ort-

term

A

mou

nts

loan

s fr

om

du

e to

To

tal

loan

s fr

om

du

e to

To

tal

loan

s fr

om

du

e to

To

tal

loan

s fr

om

du

e to

To

tal

(i

n m

illio

n B

aht)

Sub

sidi

arie

s

Bee

r T

hip

Bre

wer

y (1

99

1)

Co.

, Lt

d.

- -

- -

- -

38

7

16

4

03

1

29

1

2

14

1

San

gsom

Co.

, Lt

d.

- -

- -

- -

- 1

1

-

- -

Fu

engf

uan

ant

Co.

, Lt

d.

- -

- -

- -

57

1

5

8

- -

-

Mon

gkol

sam

ai C

o.,

Ltd

. -

- -

- -

- -

1

1

- -

-

Th

anap

akd

i Co.

, Lt

d.

- -

- -

- -

28

1

2

9

- -

-

Kan

chan

asin

gkor

n C

o.,

Ltd

. -

- -

- -

- -

1

1

- -

-

Ath

imar

t C

o.,

Ltd

. -

- -

- -

- 1

18

1

1

19

4

5

- 4

5

S.S

. K

arn

sura

Co.

, Lt

d.

- -

- -

- -

21

3

1

21

4

50

-

50

Kan

kwan

Co.

, Lt

d.

- -

- -

- -

20

3

1

20

4

- -

-

Th

epar

un

oth

ai C

o.,

Ltd

. -

- -

- -

- 1

66

1

1

67

-

1

1

Un

ited

Win

ery

and

Dis

tille

ry C

o.,

Ltd

. -

- -

- -

- 1

84

1

1

85

1

93

2

1

95

Pom

thip

Co.

, Lt

d.

- -

- -

- -

- 1

1

3

9

2

41

Pom

kit

Co.

, Lt

d.

- -

- -

- -

- 1

1

8

0

4

84

Pom

kun

g C

o.,

Ltd

. -

- -

- -

- -

1

1

29

2

3

1

Pom

chok

Co.

, Lt

d.

- -

- -

- -

- 2

2

2

5

2

27

Pom

char

oen

Co.

, Lt

d.

- -

- -

- -

- -

- -

1

1

Pom

bu

rap

a C

o.,

Ltd

. -

- -

- -

- -

1

1

- 1

1

Nu

m K

ijjak

arn

Co.

, Lt

d.

- -

- -

- -

67

2

4

67

6

40

6

2

40

8

Nu

m P

alan

g C

o.,

Ltd

. -

- -

- -

- 1

60

-

16

0

- -

-

Nu

m M

uan

g C

o.,

Ltd

. -

- -

- -

- 3

30

1

3

31

-

- -

Nu

m N

akor

n C

o.,

Ltd

. -

- -

- -

- 2

24

1

2

25

1

00

-

10

0

Nu

m T

hu

raki

j Co.

, Lt

d.

- -

- -

- -

22

8

1

22

9

65

-

65

Th

ipch

alot

hor

n C

o.,

Ltd

. -

- -

- -

- 9

4

1

95

-

- -

Kri

ttay

abu

n C

o.,

Ltd

. -

- -

- -

- 3

08

1

3

09

1

89

9

1

98

Su

rath

ip C

o.,

Ltd

. -

- -

- -

- 1

32

1

1

33

1

0

5

15

Su

nth

ron

pir

om C

o.,

Ltd

. -

- -

- -

- -

1

1

81

1

8

2

Pir

omsu

ran

g C

o.,

Ltd

. -

- -

- -

- 3

2

1

33

6

4

1

65

Th

ai B

ever

age

En

ergy

Co.

, Lt

d.

(

For

mer

ly:

Bio

nic

Hu

mu

s C

o.,

Ltd

.)

- -

- -

- -

10

6

- 1

06

1

21

-

12

1

Sho

rt-t

erm

loa

ns f

rom

and

amou

nts

due

to r

elat

ed p

arti

es

C

onso

lidat

ed f

inan

cial

sta

tem

ents

S

epar

ate

finan

cial

sta

tem

ents

2

00

8

20

07

20

08

20

07

Sh

ort-

term

A

mou

nts

Sh

ort-

term

A

mou

nts

Sh

ort-

term

A

mou

nts

Sh

ort-

term

A

mou

nts

loan

s fr

om

du

e to

To

tal

loan

s fr

om

du

e to

To

tal

loan

s fr

om

du

e to

To

tal

loan

s fr

om

du

e to

To

tal

(i

n m

illio

n B

aht)

Sub

sidi

arie

s (c

onti

nued

)

Th

ai M

olas

ses

Co.

, Lt

d.

- -

- -

- -

60

-

60

2

2

- 2

2

Fee

d A

dd

ition

Co.

, Lt

d.

(

For

mer

ly:

Ad

diti

ve F

ood

Co.

, Lt

d.)

-

- -

- -

- 3

5

- 3

5

- -

-

Pan

In

tern

atio

nal

(T

hai

lan

d)

Co.

, Lt

d.

- -

- -

- -

10

1

1

1

- -

-

Ch

aru

n B

usi

nes

s 5

2 C

o.,

Ltd

. -

- -

- -

- 3

-

3

- -

-

Th

ai B

ever

age

Rec

ycle

Co.

, Lt

d.

(

For

mer

ly:

Ban

g-N

a Lo

gist

ic C

o.,

Ltd

.)

- -

- -

- -

- -

- 3

0

- 3

0

Th

ai B

ever

age

Mar

ketin

g C

o.,

Ltd

. -

- -

- -

- -

- -

15

0

1

15

1

Dh

osp

aak

Co.

, Lt

d.

- -

- -

- -

25

6

7

92

-

14

1

4

Inte

rnat

ion

al B

ever

age

Hol

din

gs L

imite

d

- -

- -

- -

- -

- -

1

1

Cos

mos

Bre

wer

y (T

hai

lan

d)

Co.

, Lt

d.

- -

- -

- -

- 1

1

1

77

3

1

80

Bee

r C

han

g C

o.,

Ltd

. -

- -

- -

- -

1

1

- 1

1

Arc

ha

Bee

r C

o.,

Ltd

. -

- -

- -

- -

- -

35

-

35

Th

ai D

rin

ks C

o.,

Ltd

. -

- -

- -

- 2

8

- 2

8

- -

-

Tota

l su

bsid

iari

es

- -

- -

- -

3,8

03

1

14

3

,91

7

2,0

40

6

5

2,1

05

Rel

ated

com

pani

es

Th

ai A

lcoh

ol P

CL.

-

53

5

3

- -

- -

- -

- -

-

Pla

za A

then

ee H

otel

(T

hai

lan

d)

Co.

, Lt

d.

- 1

5

15

-

10

1

0

- -

- -

- -

T.C

.C.

Tech

nol

ogy

Co.

, Lt

d.

- 1

3

13

-

11

1

1

- 1

2

12

-

7

7

Sou

thea

st C

apita

l Co.

, Lt

d.

- 1

2

12

-

14

1

4

- 2

2

-

2

2

Ber

li Ju

cker

PC

L.

- 7

7

-

- -

- -

- -

- -

TC

C H

otel

Col

lect

ion

Co.

, Lt

d.

- 5

5

-

10

1

0

- 1

1

-

1

1

Th

e S

outh

east

In

sura

nce

Co.

, Lt

d.

(

For

mer

ly:

Th

e S

outh

east

In

sura

nce

(

20

00

) C

o.,

Ltd

.)

-

2

2

- 2

0

20

-

- -

- -

-

Oth

ers

- 1

9

19

-

5

5

- -

- -

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Summary of loans from related parties



2008 2007 2008 2007

(in million Baht)

Short-term loans - - 3,803 2,040

Long-term loans - - 8,725 6,540

Total loans from related parties - - 12,528 8,580

Movements during the years ended 31 December 2008 and 2007 of loans from related parties were as follows:

Loans from related parties



2008 2007 2008 2007

(in million Baht)

Short-term loans

Subsidiaries

At 1 January - - 2,040 12,984

Increase - - 2,465 459

Decrease - - (702) (11,403)

At 31 December - - 3,803 2,040

Other related parties

At 1 January - 4,615 - -

Decrease - (4,615) - -

At 31 December - - - -

Total short-term loans from related parties

At 1 January - 4,615 2,040 12,984

Increase - - 2,465 459

Decrease - (4,615) (702) (11,403)

At 31 December - - 3,803 2,040




2008 2007 2008 2007

(in million Baht)

Long-term loans

Subsidiaries

At 1 January - - 6,540 4,372

Increase - - 2,939 2,443

Decrease - - (754) (275)

At 31 December - - 8,725 6,540

Significant agreements with related parties

Supporting service agreement

The Company entered into supporting service agreements

with subsidiaries for supporting service such as human

resource, administration, accounting, finance, public

relations, public co-ordination, technology, law, secretary

and share register and internal audit for the period of one

year from 1 January 2004 to 31 December 2004. Unless

there are notifications to terminate the agreement within

30 days before the expiry date, this agreement continues

to be in effect for the successive one year term. The

subsidiaries are committed to pay a service fee at the

rate of 0.5% of their principal revenue.

With effect from 1 January 2007, the supporting service

fee rate was adjusted to 1% of the principal revenue.

Service fee rate was adjusted for development of new

product, experiment and quality test, analysis, research

and marketing survey for new products and procurement

of information.

Application service provisioning agreement

The Company entered into the application service

provisioning agreement with T.C.C. Technology Co., Ltd.,

a related party, for the provision of ongoing support and

maintenance of the systems and infrastructure and is

committed to pay system, hardware and software rental

fee and service fee on a monthly basis throughout the

contract period for five years.

Procurement agreement

The Group entered into the procurement agreement with

Pan International (Thailand) Co., Ltd., the Company’s

subsidiary, for necessary purchase and procurement

services to the Group. The Group is committed to pay

procurement fee at 1% of the value of goods and services

purchased under such agreement.

Molasses purchase agreement

Thai Molasses Co., Ltd., the Company’s subsidiary,

entered into molasses purchase agreements with various

related companies in order to sell to other subsidiaries

within the Group. The terms and conditions of these

agreements specify that the seller would sell molasses to

the buyers in specified quantity, price, quality, delivery

and received, payments, responsibility, weight, sample

analysis on molasses, and quality control, etc.

Glass bottle purchase and sale agreement

Thai Beverage Recycle Co., Ltd. (Formerly: Bang-Na

Logistic Co., Ltd.), the Company’s subsidiary, entered

A n n u a l R e p o r t 2 0 0 8 166

into the glass bottle purchase and sale agreement with

Berli Jucker PLC., a related party, to purchase various

types of new glass bottles in order to sell to other

subsidiaries within the Group for a period of two years

and eight months, effective from 1 May 2007 to 31

December 2009, under the prices and conditions stated

in the contract.

License agreement

- Three subsidiaries entered into licence agreements

with Beer Chang Co., Ltd., Archa Beer Co., Ltd., and

Thai Beverage Brands Co., Ltd., the Company’s

subsidiaries, for rights and obligations for the sale of

drinking water, soda water, beer, draft beer and lager

beer under the trade names of “CHANG”, “ARCHA”

and “FEDERBRAU”. The subsidiaries are committed to

pay fees at a rate of 2% based on net sales at price,

ex factory, excluding VAT and after deducting excise

tax and contributions to the health promotion fund.

- Sura Bangyikhan Co., Ltd., the Company’s subsidiary,

entered into licence agreements with 12 subsidiaries

for the rights to use trademarks for white liquor and

Chiang - Chun blended liquor as stipulated in the

agreement. The trademark fee is from Baht 0.50 - 1.50

per bottle, based on the contents and size of the bottle

Sales Distributor Agreements

Thai Beverage Marketing Co., Ltd., the Company’s

subsidiary, entered into sales distributor agreements with

two subsidiaries to sell beverage products under the prices

and conditions stated in the agreements for five years,

effective from 3 October 2008 to 2 October 2013.

Commitments with related parties



2008 2007 2008 2007

(in million Baht)

Non-cancellable operating lease

commitments

Within one year 178 146 22 22

After one year but within five years 267 256 31 32

After five years 5 23 - -

Total 450 425 53 54

Other commitments

Application service

provisioning agreement 101 142 101 142

Brewing supervision agreement 29 30 - -

Purchase molasses 42 - - -

Other agreements - 5 17 17

Total 172 177 118 159


6. Cash and cash equivalents



2008 2007 2008 2007

(in million Baht)

Cash on hand 27 40 - -

Cash at banks - current accounts 379 1,204 1 1

Cash at banks - saving accounts 1,374 856 3 8

Highly liquid short-term investments 137 488 - -

Total 1,917 2,588 4 9

The currency denomination of cash and cash equivalents as at 31 December was as follows:



2008 2007 2008 2007

(in million Baht)

Thai Baht (THB) and other functional

currencies of foreign subsidiaries 1,770 2,414 4 9

United States Dollars (USD) 146 174 - -

Great Britain Pound (GBP) 1 - - -

Total 1,917 2,588 4 9

7. Other investments



2008 2007 2008 2007

(in million Baht)

Current investments

Short-term deposits at financial institutions 9 8 - -

Investment in government bonds - 106 - -

9 114 - -

A n n u a l R e p o r t 2 0 0 8 168

Other long term investments

Investment in government bonds 9 2 - -

Other non marketable equity securities 6 8 - -

Less allowance for decline in value of investments (4) (4) - -

11 6 - -

Total 20 120 - -

As at 31 December 2007, an indirect subsidiary invested in government bonds in the amount of Baht 8.5 million,

bearing interest rates at 3.875% and 4.25% per annum. The bonds have 3-6 year periods, and will be withdrawn in

2008 and 2013. The indirect subsidiary has pledged the bonds as collateral for electricity utilisation.

Subsequently, during 2008, the indirect subsidiary redeemed the government bonds in the amount of Baht 6.5 million

at maturity and invested in a 6-year government bond, bearing interest rate at 5.90% per annum and will be withdrawn

in 2014.

Other investments of the Group as at 31 December 2008 and 2007 were denominated entirely in Thai Baht and other

functional currencies of foreign subsidiaries.

8. Trade accounts receivable



Note 2008 2007 2008 2007

(in million Baht)

Related parties 5 116 60 - -

Other parties 1,565 2,052 - -

1,681 2,112 - -

Less allowance for doubtful accounts (167) (155) - -

Total 1,514 1,957 - -

Bad and doubtful debts expenses for the year 29 22 - -


Aging analyses for trade accounts receivable were as follows:



Note 2008 2007 2008 2007

(in million Baht)

Related parties

Within credit terms 110 58 - -

Overdue:

Less than 3 months 5 2 - -

6-12 months 1 - - -

116 60 - -

Other parties

Within credit terms 1,117 1,412 - -

Overdue:

Less than 3 months 284 364 - -

3-6 months 11 64 - -

6-12 months 12 72 - -

Over 12 months 141 140 - -

1,565 2,052 - -


Net 1,398 1,897 - -

Total 1,514 1,957 - -

The normal credit term granted by the Group ranges from 7 days to 180 days.

The currency denomination of trade accounts receivable as at 31 December was as follows:



2008 2007 2008 2007

(in million Baht)



foreign subsidiaries 1,501 1,866 - -


Others - 1 - -

Total 1,514 1,957 - -

A n n u a l R e p o r t 2 0 0 8 170

9. Inventories



2008 2007 2008 2007

(in million Baht)

Finished goods 14,534 13,582 - -

Maturing spirits 8,582 8,310 - -

Work in progress 3,656 3,769 - -

Raw materials 1,856 2,053 - -

Packaging materials 655 593 - -

Spare parts 458 455 - -

Others 436 311 - -

30,177 29,073 - -

Less allowance for decline in value (448) (795) - -

Net 29,729 28,278 - -

The cost of inventories which is recognized as an expense and included in ‘cost of sale of goods’ for the year ended

31 December 2008 amounted to Baht 74,926 million (2007: Baht 72,654 million).

10. Other current assets



2008 2007 2008 2007

(in million Baht)

Prepaid excise tax 578 583 - -

Refundable VAT 343 214 6 3

Deposits 295 92 1 -

Refundable excise tax 226 135 - -

Prepaid expenses 141 107 5 4

Prepaid property tax 14 154 - -

Others 147 163 2 1

1,744 1,448 14 8


Net 1,727 1,428 14 8


The currency denomination of other current assets as at 31 December was as follows:



2008 2007 2008 2007

(in million Baht)

Thai Baht (THB) and other functional

currencies of foreign subsidiaries 1,722 1,427 14 8

Euro (EUR) 5 - - -

United States Dollars (USD) - 1 - -

Total 1,727 1,428 14 8

11. Investments in subsidiaries and associates



2008 2007 2008 2007

(in million Baht)

At 1 January 124 135 71,470 63,595

Share of profit of investment - equity method 27 29 - -

Acquisitions - - 6,253 115

Increase in share capital in subsidiaries - - 899 9,065

Disposals - (34) (1,374) -

Recovery of investments - - (86) (1,305)

Translation differences on consolidation (39) (6) - -

At 31 December 112 124 77,162 71,470

A n n u a l R e p o r t 2 0 0 8 172

Separate financial statements (Restated)

Ownership interest Paid-up capital Cost method Dividend income

2008 2007 2008 2007 2008 2007 2008 2007

(%) (in million Baht)

Direct subsidiaries

Beer Thai (1991) PCL. 100.00 100.00 5,550 5,550 12,500 12,500 117 2,259

Beer Thip Brewery (1991) Co., Ltd. 100.00 100.00 6,600 6,600 12,500 12,500 858 2,277

Sangsom Co., Ltd. 100.00 100.00 7,500 7,500 7,500 7,500 - 750

Fuengfuanant Co., Ltd. 100.00 100.00 900 900 900 900 59 307

Mongkolsamai Co., Ltd. 100.00 100.00 700 700 691 700 12 -

Thanapakdi Co., Ltd. 100.00 100.00 700 700 697 700 22 57

Kanchanasingkorn Co., Ltd. 100.00 100.00 700 700 700 700 39 85

Sura Bangyikhan Co., Ltd. 100.00 100.00 4,000 4,000 4,000 4,000 492 628

Athimart Co., Ltd. 100.00 100.00 900 900 900 900 94 273

Investments in subsidiaries and associates as at 31 December 2008 and 2007, and dividend income from those investments for the

years then ended were as follows:

Consolidated financial statements

Ownership Paid-up Cost method Equity method Dividend

interest capital income

2008 2007 2008 2007 2008 2007 2008 2007 2008 2007


Associates

Held by subsidiaries of indirect subsidiaries

Liquorland Limited 49.49 49.49 69 69 18 18 112 124 - -

Inver House Polska Limited 44.00 44.00 8 8 4 4 - - - -

Inver House Distribution SA 50.02 50.02 2 2 1 1 - - - -

Total 79 79 23 23 112 124 - -




2008 2007 2008 2007 2008 2007 2008 2007



S.S. Karnsura Co., Ltd. 100.00 100.00 800 800 800 800 132 398

Kankwan Co., Ltd. 100.00 100.00 800 800 800 800 102 340

Theparunothai Co., Ltd. 100.00 100.00 700 700 700 700 108 190

Red Bull Distillery (1988) Co., Ltd. 100.00 100.00 5,000 5,000 5,000 5,000 230 -

United Winery and Distillery Co., Ltd. 100.00 100.00 1,800 1,800 1,800 1,800 52 70

Simathurakij Co., Ltd. 100.00 100.00 900 900 888 889 99 138

Nateechai Co., Ltd. 100.00 100.00 800 800 800 800 42 157

Luckchai Liquor Trading Co., Ltd. 100.00 100.00 800 800 766 766 - 35

Sura Piset Thipparat Co., Ltd. 100.00 100.00 500 500 510 510 - -

Thai Alcohol PCL. - 100.00 - 800 - 1,374 - 66

Pomthip Co., Ltd. 100.00 100.00 10 10 10 10 101 292

Pomkit Co., Ltd. 100.00 100.00 10 10 10 10 126 570

Pomkung Co., Ltd. 100.00 100.00 10 10 10 10 105 275

Pomchok Co., Ltd. 100.00 100.00 10 10 10 10 161 534

Pomcharoen Co., Ltd. 100.00 100.00 10 10 10 10 33 26

Pomburapa Co., Ltd. 100.00 100.00 10 10 10 10 103 382

Num Yuk Co., Ltd. 100.00 100.00 10 10 10 10 233 858

Num Kijjakarn Co., Ltd. 100.00 100.00 10 10 10 10 333 1,424

Num Palang Co., Ltd. 100.00 100.00 10 10 10 10 138 387

Num Muang Co., Ltd. 100.00 100.00 10 10 10 10 215 528

Num Nakorn Co., Ltd. 100.00 100.00 10 10 10 10 131 238

Num Thurakij Co., Ltd. 100.00 100.00 10 10 10 10 173 413

Thipchalothorn Co., Ltd. 100.00 100.00 1 1 3 3 137 573

Krittayabun Co., Ltd. 100.00 100.00 5 5 27 27 128 359

Surathip Co., Ltd. 100.00 100.00 1 1 7 7 103 649

Sunthronpirom Co., Ltd. 100.00 100.00 5 5 25 25 102 1,075

Piromsurang Co., Ltd. 100.00 100.00 5 5 24 24 53 711

Thai Beverage Energy Co., Ltd.

(Formerly: Bionic Humus Co., Ltd.) 100.00 100.00 690 350 694 354 - -

Wrangyer Beverage (2008) Co., Ltd.

(Formerly: Maharas Agri Co., Ltd.) 100.00 100.00 200 2 200 2 - -

Thai Molasses Co., Ltd. 99.72 99.72 40 40 35 35 26 165

Feed Addition Co., Ltd.

(Formerly: Additive Food Co., Ltd.) 100.00 100.00 1 1 32 32 32 42

Pan International (Thailand) Co., Ltd. 100.00 100.00 1 1 34 34 20 60

Charun Business 52 Co., Ltd. 100.00 100.00 122 122 84 84 - -

Thai Cooperage Co., Ltd. 100.00 100.00 300 300 296 296 - 28

A n n u a l R e p o r t 2 0 0 8 174


Thai Beverage Recycle Co., Ltd.

(Formerly: Bang-Na Logistic Co., Ltd.) 100.00 100.00 123 123 134 134 7 75

Thai Beverage Logistics Co., Ltd. 100.00 100.00 262 12 262 12 - 118

Thai Beverage Marketing Co., Ltd. 100.00 100.00 300 300 300 300 107 100

Dhanasindhi Co., Ltd. 100.00 100.00 20 20 24 24 6 27

Dhospaak Co., Ltd. 100.00 100.00 25 25 61 61 14 20

International Beverage Holdings Limited 100.00 100.00 6,841 6,760 6,841 6,760 - -

Cosmos Brewery (Thailand) Co., Ltd. 100.00 100.00 1,667 1,667 4,139 4,212 135 672

Thai Beverage Brands Co., Ltd.

(Formerly: T.C.C. Cosmo Corporation Ltd.) 100.00 100.00 5 5 39 39 - 5

Beer Chang Co., Ltd. 100.00 100.00 1 1 4,301 4,301 114 277

Archa beer Co., Ltd. 100.00 100.00 1 1 130 130 51 72

Sura Piset Phatra Lanna Co., Ltd. 100.00 100.00 600 600 615 615 - -

Oishi Group PCL.* 89.93 - 375 - 6,253 - - -

Thai Drinks Co., Ltd. 100.00 - 30 - 30 - - -

Total 51,391 50,917 77,162 71,470 5,345 18,985

* Investment at cost method included directly attributable expenses.

The market price of investment of Oishi Group PCL., which is a listed company in the Stock Exchange of Thailand as at 31 December

2008, amounted to Baht 5,058 million.



2008 2007 2008 2007 2008 2007 2008 2007



Significant movements during the year ended 31 December 2008 of investment in subsidiaries and associates were as

follows:

(a) On 25 January 2008, Wrangyer Beverage (2008) Co., Ltd. (formerly: Maharas Agri Co., Ltd.) increased its authorised

share capital from Baht 2 million to Baht 200 million by issuing 19.8 million ordinary shares with a Baht 10 par value,

totalling Baht 198 million.

(b) On 27 February 2008, Thai Beverage Logistics Co., Ltd. increased its authorised share capital from Baht 12 million

to Baht 1,012 million by issuing 100 million ordinary shares with a Baht 10 par value. The first call for the capital

paid up was 25% of the increased share capital, totalling Baht 250 million.

(c) On 20 March 2008, International Beverage Holdings Limited increased its authorised share capital from HKD 1,470

million to HKD 1,490 million to invest in the increase in capital of its subsidiary, International Beverage Holdings

Limited USA, Inc.

(d) On 10 April 2008, Thai Beverage Energy Co., Ltd. (Formerly: Bionic Humus Co., Ltd.) received the second payment

for the increase in its authorised share capital at 40% of the additional authorised share capital amounting to Baht

340 million.

(e) On 15 July 2008, Thai Drinks Co., Ltd. was incorporated with authorised share capital of Baht 1 million by issuing

10,000 ordinary shares with a Baht 100 par value. The first call for the capital paid up was Baht 25 per share and

the second call was Baht 25 per share, totalling Baht 0.50 million. Subsequently, on 11 December 2008, this sub

sidiary increased its authorised share capital from Baht 1 million to Baht 60 million by issuing 590,000 ordinary

shares with a Baht 100 par value. The first call for the capital paid up was 50% of the increased share capital, totalling

Baht 29.5 million.

(f) On 30 September 2008, the Company acquired from Yodkij Business Co., Ltd., a company affiliated with the controlling

equity holders of the Company, 82,314,537 ordinary shares, representing 43.9% of the share capital of Oishi for a

consideration of Baht 37 per share, totalling Baht 3,045.64 million. Subsequently, on 14 November 2008, the

Company acquired 86,295,662 ordinary shares of Oishi in accordance with the Notification of the Securities and

Exchange Commission to make a tender offer at Baht 37 per share, representing 46.03% of the share capital of

Oishi, totalling Baht 3,192.94 million. As a result of this additional acquisition, the Company owns 89.93% of the

share capital of Oishi.

(g) On 30 September 2008, the Company sold its entire share holding of Thai Alcohol PCL. to Damrongfah Co., Ltd.,

a company affiliated with the controlling equity holders of the Company, for a consideration of Baht 1,590.95 million

based on a discounted cash flow valuation by Prime Partners Corporate Finance Pte Ltd., an independent financial

adviser licensed by the Monetary Authority of Singapore. The net gain on sale of the above investment and the

investment in two subsidiaries of this company amounted to Baht 525.88 million, after transferring the net surplus

on property revaluation of Baht 126.13 million and “Difference arising from common control transactions” of Baht

512.12 million, previously recorded in equity, to the statement of income.

A n n u a l R e p o r t 2 0 0 8 176

12. P

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pla

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aht)

Separated financial statements

Land Furniture, Assets under

surplus on fixtures Construction

land and office and

Cost revaluation Total equipment Vehicles installation Total

(in million Baht)

Cost/revaluation

At 1 January 2007 411 134 545 95 24 210 874

Additions - - - 5 - 1 6

Disposals (411) (134) (545) - (1) (210) (756)

At 31 December 2007 and

1 January 2008 - - - 100 23 1 124

Additions - - - 9 2 - 11

Transfers - - - - - (1) (1)

Disposals - - - - (3) - (3)

At 31 December 2008 - - - 109 22 - 131

Accumulated depreciation

At 1 January 2007 - - - 22 6 - 28

Depreciation charge for the year - - - 19 5 - 24

At 31 December 2007 and 1 January 2008 - - - 41 11 - 52

Depreciation charge for the year - - - 21 5 - 26

Disposals - - - - (2) - (2)

At 31 December 2008 - - - 62 14 - 76

Net book value

At 31 December 2007 - - - 59 12 1 72

At 31 December 2008 - - - 47 8 - 55

Depreciation of plant and equipment for the years ended 31 December was as follows:



2008 2007 2008 2007

(in million Baht)

Included in cost of production 3,177 3,287 - -

Included in selling and administrative expenses 1,797 1,917 26 24

Total 4,974 5,204 26 24


13. Intangible assets

Consolidated (Restated)

Computer Broadcasting

Goodwill software Trademark rights Leasehold Total

(in million Baht)

Cost

At 1 January 2007 432 52 310 162 - 956

Additions 659 16 17 - - 692

Decrease - - - (162) - (162)

Translation differences on consolidation (19) - - - - (19)


1 January 2008 1,072 68 327 - - 1,467

Additions 2,221 26 12 - 6 2,265

Decrease - - (8) - - (8)


At 31 December 2008 3,198 94 331 - 6 3,629

Accumulated amortisation

At 1 January 2007 199 7 208 162 - 576

Amortisation charge for the year 18 9 27 - - 54

Decrease - - - (162) - (162)



1 January 2008 209 16 235 - - 460

Amortisation charge for the year - 11 26 - - 37

Decrease (1) - (1) - - (2)


At 31 December 2008 164 27 260 - - 451

Net book value

At 31 December 2007 863 52 92 - - 1,007

At 31 December 2008 3,034 67 71 - 6 3,178

A n n u a l R e p o r t 2 0 0 8 180

Separate

financial statements

Computer software

(in million Baht)

Cost

At 1 January 2007 16

Additions 9

At 31 December 2007 and 1 January 2008 25

Additions 25

Transfer 1

At 31 December 2008 51


At 1 January 2007 4

Amortisation charge for the year 5




Net book value



14. Leasehold rights

Consolidated


(in million Baht)

Cost


Additions 43


Additions -



Consolidated


(in million Baht)







Net book value



15. Other non-current assets



Note 2008 2007 2008 2007

(in million Baht)

Advance payments to a specialist 31 1,779 1,829 333 343

Idle land 106 106 - -

Deposits 105 124 2 2

Others 79 88 - -

2,069 2,147 335 345

Less allowance for impairment of assets - (15) - -

Net 2,069 2,132 335 345

16. Interest-bearing liabilities



Note 2008 2007 2008 2007

(in million Baht)

Current

Bank overdrafts

Secured 594 899 - -

Unsecured 166 101 13 -

A n n u a l R e p o r t 2 0 0 8 182



Note 2008 2007 2008 2007

(in million Baht)

Short-term loans from financial institutions

Letter of comfort 228 - - -

Unsecured 7,713 4,998 5,233 4,798

Bank overdrafts and short-term

loans from financial institutions 8,701 5,998 5,246 4,798

Current portion of long-term guaranteed bonds

Guaranteed / Negative pledge - 3,000 - 3,000

Current portion of long-term loans

Guaranteed / Negative pledge - 1,755 - 1,755

Unsecured 5,325 - 5,325 -

5,325 4,755 5,325 4,755

Short-term loans from related parties

Unsecured 5 - - 3,803 2,040

14,026 10,753 14,374 11,593

Non-current

Long-term loans from financial institutions

Unsecured 3,265 5,400 3,265 5,400

Long-term loans from related parties

Unsecured 5 - - 8,725 6,540

3,265 5,400 11,990 11,940

Total 17,291 16,153 26,364 23,533

The periods to maturity of interest-bearing liabilities as at 31 December were as follows:



2008 2007 2008 2007

(in million Baht)

Within one year 14,026 10,753 14,374 11,593

After one year but within five years 3,265 5,400 11,990 11,940

Total 17,291 16,153 26,364 23,533


The principal features of the borrowings were as follows:

(a) Bank overdrafts are repayable on demand as at 31 December 2008, the Group has total overdraft facilities amounting

to Baht 3,766 million (2007: Baht 3,774 million) which is partially guaranteed by five subsidiaries and is partially supported

by letter of comfort issued by the Company.

(b) Short-term loans from financial institutions as at 31 December 2008, the Group has short-term loan facilities from

several financial institutions totalling Baht 25,148 million (2007: Baht 25,950 million) with money market rate quoted by

bank. The Group utilised those facilities in term of promissory notes issued by the Group to several domestic financial

institutions with unsecured totalling Baht 2,780 million and to a financial institution overseas amounting to Baht 228 million

with supporting by letter of comfort issued by the Company totalling Baht 3,008 million (2007: Baht 3,000 million).

In 2007, the Company issued and offered short-term bills of exchange amounting to Baht 5,000 million to two domestic

financial institutions. The said bills represent short-term bill of exchange offered to and exchanged among institutional

investors and/or substantial high net worth investors as prescribed in accordance with Notifications of the Securities and

Exchange Commission. The Company repaid the short-term bills of exchange at maturity during November 2007 and

January 2008 (2007: Baht 2,000 million).

Subsequently, on 26 September 2008, the Company issued and sold short-term bills of exchange amounting to Baht 5,000

million to two domestic financial institutions with the periods to maturity between March 2009 and June 2009. The said bills

represent short-term bills of exchange offered to and exchanged among institutional investors and/or substantial high net

worth investors as prescribed in accordance with Notifications of the Securities and Exchange Commission.

(c) Guaranteed bonds as at 31 December 2007 were guaranteed bonds with a full co-guaranteed by four subsidiaries

and a negative pledge made by 17 subsidiaries whereby these subsidiaries agree not to sell, transfer, mortgage, pledge,

encumber or grant any preferential right in relation to their land, buildings, plants and machinery. The Company is required

to maintain a consolidated debt (interest-bearing debt) to equity (excluding unrealised foreign exchange gain or loss) ratio

of not more than 2.5 to 1 based on the annual consolidated financial statements prepared in accordance with generally

accepted accounting standards in Thailand.

The bonds have the following payment terms:

Amount Fixed interest rate Maturity

(in million Baht) (% per annum)

First tranche 2,500 4.95 22 August 2006

Second tranche 2,200 5.40 22 February 2007

Third tranche 2,300 5.55 22 August 2007

Fourth tranche 3,000 5.75 22 February 2008

A n n u a l R e p o r t 2 0 0 8 184

The principal is to be redeemed at maturity. Interest is payable semi-annually commencing on 22 August 2006 and four

tranches of bonds were repaid and redeemed at maturity.

(d) In 2006, the Company had long-term loan agreements totalling Baht 26,600 million with eight financial institutions.

Of this, the principal of Baht 23,600 million has a grace period of two years and is to be repaid in 36 monthly

installments, Baht 654.22 million each for the first 35 installments and Baht 702.2 million for the last installment, from

28 April 2008 to 31 March 2011 with interest at the fixed rates of 5.75% and 6% per annum for the first and the second

years, respectively, and MLR-1.5% to MLR-1.75% per annum from the third year onwards, payable monthly, commencing

in March 2006. The remaining principal of Baht 3,000 million is to be repaid in eight quarterly installments, Baht 375

million each, from 28 June 2006 to 28 March 2008 with a fixed interest rate of 5.70% per annum, payable quarterly,

commencing in June 2006.

The borrowings are fully co-guaranteed by four subsidiaries with a negative pledge made by 17 subsidiaries whereby

these subsidiaries agree not to sell, transfer, mortgage, pledge, encumber or grant any preferential right in relation to

their land, buildings, plant and machinery.

In 2006 and 2007, the Company partially prepaid long-term loans amounting to Baht 22,220 million with accrued

interest to seven financial institutions and the interest rate in the second year was decreased from 6% to 5% per

annum. Subsequently, in March 2008, the Company fully prepaid the remaining long-term loans of Baht 1,380 million with

accrued interest to the financial institutions. The co-guarantees by four subsidiaries and the negative pledge made by

17 subsidiaries were terminated in March 2008.

In 2007, the Company entered into a long-term loan agreement with a financial institution amounting to Baht 4,500

million which is to be repaid monthly in 12 installments, Baht 375 million each, commencing in February 2009. Interest

is payable monthly at 5.60% per annum for the first year and 5.75% per annum afterwards. Subsequently, the Company

has been granted the reduction of interest rate to 4.50% per annum for the first year and 4.75% per annum afterwards.

In addition, the Company entered into a long-term loan agreement with a financial institution amounting to Baht 900

million which is to be repaid in 2009. The interest is payable monthly at 3.9625% per annum.

In November 2008, the Company entered into a long-term loan agreement with a financial institution amounting to Baht

3,190 million which is to be repaid monthly in 11 installments, Baht 300 million each for the first 10 installments and Baht

190 million for the last installment, from 30 December 2009 to 29 October 2010 with a fixed interest of 5% per annum.

The currency denomination of the interest-bearing liabilities as at 31 December was as follows:




2008 2007 2008 2007

(in million Baht)



foreign subsidiaries 16,519 15,401 26,364 23,533

Great Britain Pound (GBP) 544 752 - -

United States Dollars (USD) 228 - - -

Total 17,291 16,153 26,364 23,533

17. Trade accounts payable



Note 2008 2007 2008 2007

(in million Baht)

Related parties 5 918 680 - -

Other parties 2,471 1,960 - -

Total 3,389 2,640 - -

The currency denomination of trade accounts payable as at 31 December was as follows:



2008 2007 2008 2007

(in million Baht)

Thai Baht (THB) and other functional currencies of

foreign subsidiaries 2,879 2,429 - -


Euro (EUR) 226 69 - -

Great Britain Pound (GBP) 20 46 - -

Others 16 1 - -

Total 3,389 2,640 - -

A n n u a l R e p o r t 2 0 0 8 186

18. Other current liabilities



2008 2007 2008 2007

(in million Baht)

Value added tax payable 726 687 18 35

Accrued expenses 681 801 76 9

Accrued promotion expense 472 375 - -

Advanced payments from

customers for purchase of goods 389 520 - -

Assets payable - asset acquisition 325 431 5 -

Outstanding cheque paid for excise tax 79 281 - -

Withholding tax payable 70 140 17 30

Accrued interest expense 21 71 3 67

Others 220 192 18 21

Total 2,983 3,498 137 162

The currency denomination of other current liabilities as at 31 December was as follows:



2008 2007 2008 2007

(in million Baht)

Thai Baht (THB) and other functional currencies of

foreign subsidiaries 2,963 3,421 135 160

United States Dollars (USD) 18 - 1 -

Singapore Dollars (SGD) 1 1 1 1

Euro (EUR) - 72 - -

Great Britain Pound (GBP) - 4 - 1

Others 1 - - -

Total 2,983 3,498 137 162


19. Reserves

Share premium

Section 51 of the Public Companies Act B.E. 2535

requires companies to set aside share subscription

monies received in excess of the par value of the shares

issued to a reserve account (“share premium”). Share

premium is not available for dividend distribution.

Currency translation changes

The currency translation changes recognised in equity

relate to foreign exchange differences arising from

translation of the financial statements of foreign

operations to Thai Baht.

Fair value changes and revaluation surpluses

Fair value changes and revaluation surpluses recognised

in equity relate to cumulative net changes in the fair

value of available-for-sale investments and surpluses

arising from the revaluations of land.

Legal reserve

Section 116 of the Public Companies Act B.E. 2535

requires that a company shall allocate not less than 5%

of its annual net profit, less any accumulated losses

brought forward, to a reserve account (“legal reserve”),

until this account reaches an amount not less than 10%

of the registered authorised capital. The legal reserve is

not available for dividend distribution.

20. Segment information

Segment information is presented in respect of the

Group’s business and geographical segments. The

primary format, business segments, is based on the

Group’s management and internal reporting structure.

Segment results, assets and liabilities include items

directly attributable to a segment as well as those that

can be allocated on a reasonable basis.

In preparing segmental information, those liabilities and

related interest expense that are not specifically attribut-

able to a particular segment are allocated on a percent-

age of net assets basis. Management believes this to be

a fair indication of the actual use of the liabilities.

Inter-segment transactions are el iminated on

consolidation.

Business segments

The Group comprises the following main business

segments:

Beer Production and sales of branded beer

products (mostly outside the group);

Spirits Production and sales of branded spirits

products (mostly outside the group);

Non-alcoholic Production and sales of branded soda,

beverages water, ready-to-drink coffee, energy drink,

green tea and fruit juice flavour (mostly

outside the group);

Food Japanese restaurants, ramen and bakery

(mostly outside the group); and

Alcohol Production and sales of alcohol (mostly

outside the group)

Geographic segments

Operating units of the Group are mainly located in Thailand.

Portions of product produced from these units are

exported directly or indirectly through foreign subsidiaries

to external customers. Certain operating units of

subsidiaries are located in foreign countries.

In presenting information on the basis of geographical

segments, segment revenue is based on the geographical

location of customers. Segment assets are based on the

geographical location of the assets.

A n n u a l R e p o r t 2 0 0 8 188

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3

Geographic segments

The segment financial information based on geographical segments in the consolidated financial statements for the

years ended 31 December 2008 and 2007 were as follows:


Property, plant and

Revenue equipment

2008 2007 20078 2007

(in million Baht)

Thailand 102,766 101,858 38,312 43,037

Overseas 3,460 3,639 1,266 1,603

Total 106,226 105,497 39,578 44,640

21. Other income



2008 2007 2008 2007

(in million Baht)

Revenue from sales of raw material 195 - - -

Gain on disposal of assets 36 153 1 64

Revenue from sales of scraps 28 42 - -

Net gain on foreign exchange - - 8 17

Others 121 97 4 9

Total 380 292 13 90

22. Selling and administrative expenses



2008 2007 2008 2007

(in million Baht)

Personnel expenses 4,092 3,824 626 577

Marketing and advertising expenses 4,016 4,536 225 144

Idle capacity 2,163 2,001 - -

Vehicle and transportation expenses 1,257 1,256 26 24

Rental 559 489 12 10

Depreciation and amortisation 471 557 31 29




2008 2007 2008 2007

(in million Baht)

Donation 314 274 43 73

Net loss on foreign exchange 40 149 - -

Others 1,167 1,652 254 297

Total 14,079 14,738 1,217 1,154

23. Personnel expenses



2008 2007 2008 207

(in million Baht)

Salaries and wages 4,114 3,875 373 342

Bonus 793 763 180 171

Overtime and perdiem allowance 300 298 13 13

Contribution to defined contribution plans 15 14 6 6

Others 774 619 54 45

Total 5,996 5,569 626 577

The defined contribution plans comprise provident funds established by the Group for its employees. Membership to the

funds is on a voluntary basis. Contributions are made monthly by the employees at rates ranging from 2% to 3% of their

basic salaries and by the Group at rates ranging from 2% to 3% of the employees’ basic salaries. The provident funds

are registered with the Ministry of Finance as juristic entities and are managed by a licensed Fund Manager.

24. Interest expense



Note 2008 2007 2008 2007

(in million Baht)

Interest paid and payable to:

Related parties 5 - 66 548 732

Financial institutions 655 726 477 574

Others 26 271 25 271

681 1,063 1,050 1,577

Capitalised as cost of

assets under construction 12 - (13) - -

Net 681 1,050 1,050 1,577

A n n u a l R e p o r t 2 0 0 8 192

25. Income tax expense

The current tax expense in the consolidated statement of

income is less than the amount determined by applying

the Thai corporation tax rate to the accounting profit for

the year principally because:

(a) the Group’s unutilised tax losses brought forward

from the previous year have been utilised during the year

to set-off against the current year’s tax charge for 2008

amounted to Baht 9 million (2007: Baht 64 million).

(b) a significant portion of the Group’s profit was derived

from promoted activities for which concessionary tax

rates apply for 2008 amounted to Baht 3 million (2007: 8

million).

(c) the different treatment for accounting and taxation

purposes of certain items of income and expense of the

Group for 2008 amounted to Baht (385) million (2007:

Baht 84 million).

(d) losses suffered by certain subsidiaries of the Group

can not be set-off against the profits of subsidiaries of the

Group for tax purposes for 2008 amounted to Baht 197

million (2007: Baht 110 million).

(e) the Group has any adjustment to tax payable in

respect of previous years for 2008 amounted to Baht 26

million (2007: 3 million).

The current tax expense in the separate statement of in-

come is less than the amount determined by applying the

Thai corporation tax rate to the accounting profit for the

year principally because:

(a) dividends are not subject to tax for 2008 amounted to

Baht 1,604 million (2007: Baht 5,696 million).

(b) the different treatment for accounting and taxation

purposes of certain items of income and expense for

2008 amounted to Baht 10 million (2007: Baht 65 million).

(c) the Company has any adjustment to tax payable in

respect of previous years for 2008 amounted to

Baht 12 million.

26. Promotional privileges

Promotional privileges from the Board of Investment

By virtue of the provisions of the Industrial Investment

Promotion Act of B.E. 2520, an indirect subsidiary has

been granted privileges by the Board of Investment

relating to the production of food and beverage. The

privileges granted include:

(a) exemption from payment of import duty on machinery

used for production, to be imported by 3 March 2006 for

promotional certificate no. 1475(2)/2546 and 2 September

2008 for promotional certificate no. 1223(4)/2549.

(b) exemption from payment of income tax for certain

promoted operations for a period of eight years from

the date on which the income is first derived from such

operations (18 October 2003 for promotional certificate

no. 1475(2)/2546 and 28 September 2006 for promotional

certificate no. 1223(4)/2549); and

(c) exemption from income tax on dividend income

derived from certain promoted operations.


In 2007, the Board of Investment has granted to another

subsidiary by virtue of the provisions of the Industrial

Investment Promotion Act of B.E. 2520 relating to the

production of bio-gas. The privileges granted include:

(a) exemption from payment of import duty on machinery

approved by the Board;

(b) exemption from payment of income tax for certain pro-

moted operations for a period of eight years from the date

on which the income is first derived from such opera-

tions;

(c) a 50% reduction in the normal tax rate on the net

profit derived from certain promoted operations for a

period of five years, commencing from the expiry date in

(b) above; and

(d) exemption from income tax on dividend income

derived from certain promoted operations of its subsidiary

for a period of eight years.

As promoted companies, subsidiaries must comply with

certain terms and conditions prescribed in the promotional

certificates.

Privileges granted to business operator in Free Zone

Also in 2004 another subsidiary was granted approval

from the Customs Department to operate in a“Free Zone”,

whereby the subsidiary obtains privileges related to the

payment of import and export taxes, valued added tax and

excise tax. Various other privileges are also granted.

27. Earnings per share

The calculations of basic earnings per share for the years ended 31 December 2008 and 2007 were based on the profit

for the years attributable to equity holders of the Company and the number of ordinary shares outstanding during the

years as follows:



2008 2007 2008 2007

(Restated)

(in million Baht / million shares)

Profit attributable to equity holders of

the Company (basic) 10,342 10,628 6,019 19,418

Number of ordinary shares outstanding 25,110 25,110 25,110 25,110

Earnings per share (basic) (in Baht) 0.41 0.42 0.24 0.77

A n n u a l R e p o r t 2 0 0 8 194

28. Dividends

At the Board of Directors’ meeting held on 14 August

2008, the directors approved an interim dividend

payment for the first half of 2008 of Baht 0.12 per share

on 25,110 million ordinary shares, totalling Baht 3,013

million. The interim dividend was paid to equity holders

on 11 September 2008.

At the annual general meeting of the equity holders of

the Company held on 28 April 2008, the equity holders

approved the appropriation of dividend of Baht 0.29 per

share, amounting to Baht 7,282 million. On 11 September

2007, the interim dividend of Baht 0.12 per share was

paid, totalling Baht 3,013 million. The remaining dividend

of Baht 0.17 per share, totalling Baht 4,269 million, was

paid on 26 May 2008.

At the annual general meeting of the equity holders of

the Company held on 20 April 2007, the equity holders

approved the appropriation of dividend of Baht 0.22 per

share, totalling Baht 5,524 million. On 8 September 2006,

the interim dividend of Baht 0.11 per share was paid,

totalling Baht 2,762 million. The remaining dividend

of Baht 0.11 per share, totalling Baht 2,762 million, was

paid on 16 May 2007.

29. Changes in accounting policy

The following change of accounting policy by the Group

has no effect on the separate financial statements of

the Company.

Until 31 December 2007, the Group accounted for

good will arising from a business combination at cost

less accumulated amortisation. Amortisation was charged

to the statement of income over the estimated useful life

of 20 years.

During 2007, the Federation of Accounting Professions

issued Thai Accounting Standard (TAS) 43 (revised

2007) “Business Combinations” which is effective for

annual accounting periods beginning on or after 1 January

2008. TAS 43 (revised 2007) requires that the acquirer

shall, at the acquisition date, recognise goodwill acquired

in a business combination as an asset at cost. After

initial recognition, goodwill shall be measured at cost less

any accumulated impairment losses.

The Group has, accordingly, changed its accounting

policy for goodwill prospectively from 1 January 2008.

The effect of the change in accounting policy on the

Group’s consolidated financial statements for the year

ended 31 December 2008 is to reduce the charge to the

statement of income resulting from the amortisation of

goodwill that would have been recognised under the

previous accounting policy by approximately Baht 82 mil-

lion, with a corresponding increase in reported profit for

the year. Management has determined that there is no

impairment in the carrying value of goodwill as at 31 De-

cember 2008.

30. Financial instruments

Financial risk management policies

The Group is exposed to normal business risks from

changes in market interest rates and currency exchange

rates and from non-performance of contractual obligations

by counterparties. The Group does not hold or issue

derivative financial instruments for speculative or trading

purposes.

Risk management is integral to the whole business of the

Group. The Group has a system of controls in place to

create and acceptable balance between the cost of

risks occurring and the cost of managing the risks.


The management continually monitors the Group’s risk management process to ensure that an appropriate balance

between risk and control is achieved.

Interest rate risk

Interest rate risk is the risk that future movements in market interest rates will affect the results of the Group’s operations

and its cash flows because loan interest rates are mainly fixed. The Group is primarily exposed to interest rate risk from

its borrowings (Note 16). The Group mitigates this risk by ensuring that the majority of its borrowings are at fixed

interest rates.

The effective interest rates of loans receivable as at 31 December and the periods in which the loans receivable mature

or re-price were as follows:

Separate financial statements

Effective interest Within 1 year After 1 year but Total

rates within 5 years

(% per annum) (in million Baht)

2008

Current

Loans receivable - Related parties 5.00 3,336 - 3,336

Non-current

Loans receivable - Related parties 5.00 - 5,578 5,578

Total 3,336 5,578 8,914

2007

Current

Loans receivable - Related parties 5.75 3,548 - 3,548

Non-current

Loans receivable - Related parties 5.75 - 9,411 9,411

Total 3,548 9,411 12,959

A n n u a l R e p o r t 2 0 0 8 196

The effective interest rates of interest-bearing financial liabilities as at 31 December and the periods in which those

liabilities mature or re-price were as follows:





2008

Current

Bank overdrafts 4.52 760 - 760

Loans payable - Financial institutions 4.48 7,941 - 7,941

Current portion of long-term loans 4.63 5,325 - 5,325

Non-current

Loans payable - Financial institutions 4.97 - 3,265 3,265

Total 14,026 3,265 17,291

2007

Current

Bank overdrafts 6.74 1,000 - 1,000


Current portion of long-term guaranteed bonds 5.75 3,000 - 3,000


Non-current


Total 10,753 5,400 16,153

Separate financial statements




2008

Current

Bank overdrafts 6.68 13 - 13



Loans payable - Related parties 5.00 3,803 - 3,803


Non-current


Loans payable - Related parties 5.00 - 8,725 8,725

Total 14,374 11,990 26,364

2007

Current


Current portion of long-term guaranteed bonds 5.75 3,000 - 3,000


Loans payable - Related parties 5.75 2,040 - 2,040

Non-current


Loans payable - Related parties 5.75 - 6,540 6,540

Total 11,593 11,940 23,533

Foreign currency risk

The Group is exposed to foreign currency risk relating to purchases and sales of goods which are denominated in

foreign currencies. The Group primarily utilises forward exchange contracts with maturities of less than one year to

hedge such financial assets and liabilities denominated in foreign currencies. The forward exchange contracts entered

into at the balance sheet date also relate to anticipated purchases and sales, denominated in foreign currencies, for the

subsequent period.

At 31 December, the Group was exposed to foreign currency risk in respect of financial assets and liabilities

denominated in the following currencies:



Note 2008 2007 2008 2007

(in million Baht)

United States Dollars

Cash and cash equivalents 6 146 174 - -

Trade accounts receivable 8 13 90 - -

Other current assets 10 - 1 - -

Trade accounts payable 17 (248) (95) - -

Other current liabilities 18 (18) - (1) -

Gross balance sheet exposure (107) 170 (1) -

A n n u a l R e p o r t 2 0 0 8 198



Note 2008 2007 2008 2007

(in million Baht)

Estimated forecast purchase of assets (15) - - -

Estimated forecast sales - 286 - -

Estimated forecast purchase of goods (1,741) (2,994) - -

Estimated forecast other liabilities (2) - - -

Gross exposure (1,865) (2,538) (1) -

Currency forwards 1,811 2,508 - -

Net exposure (54) (30) (1) -

Euro

Other current assets 10 5 - - -


Other current liabilities 18 - (72) - -

Gross balance sheet exposure (221) (141) - -

Estimated forecast purchase of assets (62) (25) - -

Estimated forecast purchase of goods (902) (1,158) - -

Gross exposure (1,185) (1,324) - -

Forwards to buy foreign currency 858 1,173 - -

Net exposure (327) (151) - -

Great Britain Pound

Cash and cash equivalents 6 1 - - -


Other current liabilities 18 - (4) - (1)

Gross balance sheet exposure (19) (50) - (1)

Estimated forecast purchases Goods (8) (288) - -

Estimated forecast purchase of Advertising (64) - - -

Gross exposure (91) (338) - (1)




Note 2008 2007 2008 2007

(in million Baht)

Forwards to buy foreign currency 74 287 - -

Net exposure (17) (51) - (1)

Singapore Dollars

Loan to related party 5 - - - 208

Other current liabilities 18 (1) (1) (1) (1)

Gross exposure (1) (1) (1) 207

Forwards to sell foreign currency - - - (208)

Net exposure (1) (1) (1) (1)

Japanese Yen

Estimated forecast purchase of assets - (5) - -

Forwards to buy foreign currency - 5 - -

Net exposure - - - -

Others

Trade accounts receivable 8 - 1 - -


Other current liabilities 18 (1) - - -

Exposure (17) - - -

Forwards to buy foreign currency - 1 - -

Net exposure (17) 1 - -

Credit risk

Credit risk is the potential financial loss resulting from the failure of a customer or a counterparty to settle its financial

and contractual obligations to the Group as and when they fall due.

Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. Credit

evaluations are performed on all customers requiring credit over a certain amount. At the balance sheet date there were

no significant concentrations of credit risk. The maximum exposure to credit risk is represented by the carrying amount

of each financial asset in the balance sheet. However, due to the large number of parties comprising the Group’s

customer base, management does not anticipate material losses from its debt collection.

Liquidity risk

The Group monitors its liquidity risk and maintains a level of cash and cash equivalents deemed adequate by management

to finance the Group’s operations and to mitigate the effects of fluctuations in cash flows.

A n n u a l R e p o r t 2 0 0 8 200

Fair values

The fair value is the amount for which an asset could be exchanged, or a liability settled, between knowledgeable,

willing parties in an arm’s length transaction. In determining the fair value of its financial assets and liabilities, the

Group takes into account its current circumstances and the costs that would be incurred to exchange or settle the

underlying financial instrument.

31. Commitments with non-related parties



2008 2007 2008 2007-

(in million Baht)

Capital commitments

Contracted but not provided for:

Land - 11 - -

Buildings and other constructions 158 220

Machinery and equipment 228 218 - -

Total 386 449 - -

Non-cancellable operating lease commitments

Within one year 218 246 9 9

After one year but within five years 197 223 7 14

After five years 31 30 - -

Total 446 499 16 23

Other commitments

Unused letters of credit for goods and supplies 41 86 - -

Goods and raw materials purchase agreements 2,651 4,386 - -

Molasses purchase agreements 1,174 296 - -

Computer system installation agreements 10 53 9 53

Advertising services and sponsorship agreements 615 157 - -

Service agreements 242 190 - -

Specialist agreements 1,518 1,579 - -

Forward contracts to buy foreign currencies 2,993 5,036 - -

Forward contracts to sell foreign currencies - 524 - 217

Bank guarantees 231 247 50 31

Other agreements - 28 - 1

Total 9,475 12,582 59 302


Specialist agreements

In 2004, the Company and four subsidiaries entered

into production and blending control agreements with a

specialist for a period of 40 years from 1 August 2004

to 1 August 2044. Under the agreements, the Company

and its subsidiaries are obliged to pay monthly service

fees of Baht 4.3 million which are to be annually

increased by 5% for the first 20 years from 1 August 2004

to 1 August 2024. Afterwards, the Company and its sub-

sidiaries have to pay monthly service fees of Baht 0.25

million until the expiration of the agreements. Service

fee under the agreements totaled Baht 1,766.2 million.

Subsequently, the addendums were made on 5 January

2006, under which the Company and its subsidiaries have

to pay additional amount to this specialist amounting to

Baht 2,000 million. Therefore, the total service fees under

the agreements both outstanding and already paid

by the Company and its subsidiaries amounted to

Baht 3,766.2 million.

As at 31 December 2008 the remaining commitments to

be paid, relating to these agreements, amounted to Baht

1,517.7 million.

Sponsorship agreement

In 2005, a subsidiary renewed a sponsorship agreement

with Everton Football Club, in the United Kingdom, for a

period of three years from 1 June 2005 to 31 May 2008

in order to promote the Group’s businesses globally. Under

the agreement, the subsidiary is obliged to pay a minimum

amount of GBP 0.5 million and a maximum amount of

GBP 2.9 million per year, dependent on the performance

of Everton football team in each year.

Subsequently, on 17 January 2008, the sponsorship

agreement was extended to another period of three

years from 1 June 2008 to 31 May 2011. The subsidiary is

obliged to pay a minimum amount of GBP 0.5 million

and a maximum amount of GBP 3.5 million per year,

dependent on the performance of Everton football team

in each year.

Distributor agreement

In 2005, a subsidiary entered into a distributor agreement

with a local company to act as a distributor for green tea

products for a period of three years from 4 November

2005 to 3 November 2008.

Subsequently, on 3 November 2008, the distributor agree-

ment was extended to another period of three years from

4 November 2008 to 3 November 2011.

Hot-fill PET bottle trading agreement

In 2004, a subsidiary entered into a hot-fill PET bottle

trading agreement with a local company, total 450

million bottles, at the price specified in the agreement

for five years, commencing from 1 June 2004. During

2005, the said subsidiary entered into a hot-fill PET

bottle trading agreement with another local company

according to the quantity required from the subsidiary

on a monthly basis at the price specified in the

agreement. The agreement is for a 15 year period,

commencing 150 days after the agreement date.

Material and package trading agreement

In 2007, two subsidiaries entered into a material and

package trading agreement with a local company for

distribution of products to the Group’s shops and for

materials and packaging management. The two sub-

sidiaries agreed to pay the service charge at the rate

specified in the agreement for a period of three years from

1 April 2007 to 31 March 2010 with the renewal option

for another three years.

Transportation agreement

In 2007, two subsidiaries entered into a transportation

agreement with a local company to transport products from

factory to the destination. Transportation cost is calculated

A n n u a l R e p o r t 2 0 0 8 202

for each trip at the rate stated in the agreement. The term

of the agreement is three years from 1 November 2007

to 31 October 2010 and may be extended for successive

terms of one year each or terminated if any party does

not comply with the terms and conditions stated in the

agreement or if not less than 90 days prior written notice

is given by any one party to the other.

Shrink film purchase agreement

In 2007, a subsidiary entered into an agreement with a

local company for purchasing 80 million pieces of shrink

film at the price stated in the agreement within five years

from the date of the agreement.

Licence agreement

A subsidiary entered into a licence agreement for operat-

ing a chain of Japanese restaurants in the Kingdom of

Thailand as the master license for the period 10 years

from 20 May 2008. This agreement shall be automatically

renewed for additional terms of 10 years each, unless

there is a written notice not to renew this agreement at

least 180 days prior to the expiration of the initial term of

any renewal term. The subsidiary committed to pay Initial

Licence Fee, Licence Fee and Royalty Fee as stated in

the agreement.

Factory leasehold agreement

In 2006, an indirect subsidiary entered into a factory

leasehold agreement with a local company to conduct

food and beverage business at the monthly rental fee

specified in the agreement. The agreement is for 14

year and two month period from 1 December 2006 to 31

January 2021.

32. Events after the balance sheet date

(a) On 30 January 2009, Thai Drinks Co., Ltd., the

Company’s subsidiary, received the payment of the

remaining unpaid portion of all ordinary shares amounting

to Baht 30 million.

(b) On 2 February 2009, Sura Bangyikhan Co., Ltd. and

other two subsidiaries of the Company acquired entire

5,000 ordinary shares of Mekhong Distillery Limited from

existing equity holders at Baht 13 per share, totalling

Baht 65,000.

(c) On 2 February 2009, Beer Chang Co., Ltd. and

other two subsidiaries of the Company acquired entire

100,000 ordinary shares of Chang Beer International

Co., Ltd. from existing equity holders at Baht 39 per share,

totalling Baht 3.9 million.

(d) The Executive Board of Directors’ meeting held on

23 February 2009 unanimously passed the following

resolutions:

- Approval in principal for installation Aseptic system

filling line for non-alcoholic beverages project of

a subsidiary under the budget of Baht 1,430 million.

- Approval in principal for issuing and selling the

additional of short-term bills of exchange amounting

to Baht 5,000 million to two domestic financial

institutions. Total revolving amounts of the

short-term bills of exchange will not exceed Baht

10,000 million.

(e) The Board of Directors’ meeting held on 27 February

2009 unanimously agreed to propose a dividend payment

of Baht 0.30 per share, totalling Baht 7,533 million.

The interim dividend was paid of Baht 0.12 per share,

amounting to Baht 3,013 million. The remaining is a

dividend payment of Baht 0.18 per share, amounting to

Baht 4,520 million.


33. Thai Accounting Standards (TAS) not yet adopted

The Group has not adopted the following revised TAS that have been issued as of the balance date but are not yet

effective. These revised TAS will become effective for financial periods beginning on or after 1 January 2009.

TAS 36 (revised 2007) Impairment of Assets

TAS 54 (revised 2007) Non-current Assets Held for Sale and Discontinued Operations

The adoption and initial application of these revised TAS is not expected to have any material impact on the Company’s

financial statements.

34. Reclassification of accounts

Certain accounts in the 2007 financial statements have been reclassified to conform to the presentation in the 2008

financial statements as follows:

2007



Before After Before After

reclass Reclass Reclass Reclass Reclass Reclass

(in million Baht)

Balance sheet

Intangible assets 1,129 (122) 1,007 - - -

Leasehold rights - 122 122 - - -

- -

The reclassifications have been made in order to comply with the guideline promulgated by FAP.

35. Significant differences between Thai GAAP and IFRS (unaudited/ unreviewed)

These consolidated financial statements have been

prepared in accordance with generally accepted

accounting principles in Thailand (“Thai GAAP”), which

differ in certain significant respects from International

Financial Reporting Standards (“IFRS”). The following

disclosure provides a summary of certain significant

differences between Thai GAAP and IFRS, as applicable

to the consolidated financial statements of the Group,

and a reconciliation of net profit and total equity from

Thai GAAP to IFRS. Neither the narrative summary

nor the reconciliation should be construed as being

exhaustive or presented fairly in all material respects and

are provided for information purposes only.

(a) Deferred tax

There is no Thai accounting standard currently effective

in relation to accounting for deferred taxes. Whilst not

specifically addressed in Thai GAAP, provisions for

A n n u a l R e p o r t 2 0 0 8 204

income taxes of the Group are typically based on

corporate income taxes currently payable in the period

under the Revenue Code of Thailand. The Group does

not, therefore, recognise deferred tax assets and liabilities

for the current period.

Under IFRS, provision is made for deferred tax using a

balance sheet approach, with deferred tax calculated on

temporary differences, being the differences between

the tax and the book values of assets and liabilities. The

deferred tax charge or credit is the change in the period

in deferred tax liabilities and assets. Deferred tax assets

are recognised to the extent that it is probable that future

taxable profits will be available against which the

temporary differences can be fully utilised.

(b) Employee benefits

There is currently no Thai accounting standard in

relation to accounting for employee benefits, including

termination, retirement and post-retirement benefits. The

Group’s primary obligations in respect of employee

benefits are contributions on behalf of employees to

provident funds and the payment of statutory severance

benefits on retirement and terminating employment

involuntarily. Severance termination and retirement

benefits vary according to various factors, including the

employee’s service life and salary. Whilst not specifically

addressed in Thai GAAP, contributions are charged as an

expense as incurred.

Under IFRS, employee benefits are accounted for in

accordance with IAS No. 19 Employee Benefits.

Accordingly, termination benefits are recognised as a

liability and an expense when, and only when, the

enterprise is demonstrably committed to either terminate

the employment of an employee or group of employees

before the normal retirement date or provide termination

benefits as a result of an offer made in order to

encourage voluntary redundancy.

Retirement benefits are recognised as a liability, being

the net total of the present value of the obligation at the

balance sheet date less the fair value of any plan assets

and recognised as an expense the net total of current

service costs, interest costs, past service costs and any

actuarial gains and losses.

(c) Financial instruments

Thai GAAP has certain disclosure requirements for

financial instruments, but only limited guidance on the

recognition and measurement of financial instruments.

The Group has decided not to recognise derivative

financial instruments on the balance sheet. However,

foreign currency assets and liabilities hedged by these

contracts are translated into Thai Baht at exchange rates

prevailing on the balance sheet date.

Under IFRS, derivative financial instruments are

recognised on the balance sheet as either an asset or a

liability initially at cost, which is the fair value of

consideration given (in the case of an asset) or

received (in the case of a liability). Transaction-

costs are included in the initial measurement.

Subsequent to initial recognition, derivative financial

instruments are stated at fair value. Movements in fair

values are recognised in the consolidated statement

of income.

(d) Investment in property

In accordance with Thai GAAP, owned land held to earn

rentals is classified as part of property, plant and

equipment. This land is carried at a revalued amount

less any subsequent accumulated impairment losses.

Movements on the revaluation surplus are reflected

in equity.


Under IFRS, owned property held to earn rentals is

classified as part of investment property. This is covered

by IAS No. 40 Investment Property. IAS No. 40 allows

enterprises to choose either a fair value model or a cost

model to measure investment property.

In accordance with the fair value model, an enterprise

should measure all of its investment property at its fair

value. A gain or loss arising from a change in the fair

value of investment property should be included in net

profit or loss for the period in which it arises.

In accordance with the cost model, land and buildings

held as investment property should be measured at cost

less any accumulated impairment losses.

For the purposes of disclosure under IFRS, the Group

has adopted the cost model for investment property

consisting of both land and buildings. For Thai GAAP, the

Consolidated net profit

2008 2007

(in million Baht)

As reported in these consolidated financial statements under Thai GAAP 10,606 10,943

Add (less) : Thai GAAP/IFRS differences (net of tax effect)

(a) Deferred tax (31) 111

(b) Employee benefits (53) (65)

(c) Financial instruments 18 82

(d) Investment in property - 3

(e) Business combination (Goodwill) - 29

Under IFRS 10,540 11,103

Consolidated total equity

2008 2007

(in million Baht)

As reported in these consolidated financial

statements under Thai GAAP 53,998 57,095

Add (less): Thai GAAP/IFRS differences (net of tax effect)

(a) Deferred tax (370) (595)

(b) Employee benefits (639) (596)

(c) Financial instruments 30 12

(d) Investment in property (47) (47)

(e) Business combination (Goodwill) 102 102

Under IFRS 53,074 55,971

land has been revalued while the buildings have not.

(e) Business combination (Goodwill)

Until 31 December 2007, Thai GAAP required goodwill

arising from a business combination to be systematically

amortised over its estimated useful life, although its useful

life should not exceed 20 years from initial recognition.

During 2007, Thai GAAP on goodwill was revised in

accordance with IFRS which is effective for annual

accounting periods beginning on or after 1 January 2008.

Under the newly revised Thai GAAP, acquired goodwill

is measured after initial recognition at cost less any

accumulated impairment losses. Therefore, goodwill

is not amortised and must be tested for impairment

annually or more frequently if events or changes in

circumstances indicate that it might be impaired.

A n n u a l R e p o r t 2 0 0 8 206

A Revenuefromsalesandserviceincome

1 TerragroFertilizerCo.,Ltd. 13,154.14 -

2 PisetkijCo.,Ltd. - 18,393.01

3 PSRecycleCo.,Ltd. - 79,416.45

4 TCCHotelCollectionCo.,Ltd.(**) 3,464.01 -

5 ThaiAlcoholPublicCo.,Ltd. 96,288.72 -

B Otherincome

1 PisetkijCo.,Ltd. - 8,841.97

2 DumrongfahCo.,Ltd. 525,788.85 -

3 ThaiAlcoholPublicCo.,Ltd. 142,569.42 -

C Costofsales

1 PSRecycleCo.,Ltd. - 804,012.56

2 TheMaewangSugarIndustryCo.,Ltd. - 24,959.95

3 TheSuphanburiSugarIndustryCo.,Ltd. - 47,664.46

4 DhipayaSugar(1999)Co.,Ltd. - 24,396.36

5 SoutheastCapitalCo.,Ltd. - 10,389.74

6 T.C.C.TechnologyCo.,Ltd. - 6,622.31

7 ThaiBeverageCanCo.,Ltd. - 1,154,639.83

8 BerliJuckerPublicCo.,Ltd. - 3,271,245.78

9 TheSoutheastInsuranceCo.,Ltd.(***) - 129,830.45

10 TheSoutheastLifeInsuranceCo.,Ltd. - 5,043.26

11 TheUtaraditSugarIndustryCo.,Ltd. - 24,247.78

12 NewNoblePropertyandLoanFund - 13,662.18

13 NorthParkGolfAndSportClubCo.,Ltd. - 3,828.83

14 T.C.C.NingboBestSpiritsCo.,Ltd. 6,792.52 -

15 SiamFoodProductsPublicCo.,Ltd. 25,387.00 -

Aggregatevalueofallinterested

personstransactionsduring

theyearendedDecember31,2008

underreview(excludingtransactions

lessthanS$100,000*andtransactions

conductedunderShareholders’Mandate)

Baht’000

Aggregatevalueofall

interestedpersons

transactionsconducted

underthemandate

(excludingtransactions

lessthanS$100,000*)

Baht’000

INTERESTED PERSONS TRANSACTIONS

AuditedresultsfortheyearendedDecember31,2008

ThaiBeveragePublicCompanyLimited 207

D Otherexpenses

1 Bang-NaGlassCo.,Ltd. - 15,772.76

2 SoutheastCapitalCo.,Ltd. - 108,248.98

3 T.C.C.TechnologyCo.,Ltd. - 53,446.24

4 BerliJuckerPublicCo.,Ltd. - 12,007.90

5 TheSoutheastInsuranceCo.,Ltd.(***) - 33,775.79

6 TheSoutheastLifeInsuranceCo.,Ltd. - 5,367.68

7 PlazaAtheneeHotel(Thailand)Co.,Ltd. - 44,278.58

8 RegentGoldPropertyFund - 6,486.05

9 BJCHealthcareCo.,Ltd. - 4,282.20

10 NorthParkGolfandSportClubCo.,Ltd. - 11,910.11

11 TCCHotelCollectionCo.,Ltd.(**) 18,002.85 -

12 DynamicAssetsPropertyandLoanFund 4,601.00 -

13 BestWishesCo.,Ltd 5,373.14 -

14 T.C.C.InternationalLimited 21,726.21 -

15 BestFortunePropertyandLoanFund 30,895.56 -

16 TCCPD11Co.,Ltd. 10,021.39 -

E Saleofassets

1 TerragroFertilizerCo.,Ltd. 4,468.12 -

F Purchaseofassets

1 BJCIndustrialandTradingCo.,Ltd. 2,798.38 -

* ExchangerateBaht24.00per1SGD.

** Formerly:Queen’sParkHotelGroupCo.,Ltd.

*** Formerly:TheSoutheastInsurance(2000)Co.,Ltd.

Remark:1.Previously,OishiGroupPLCwasconsideredasaninterestedperson.SinceweacquiredOishiGroupPLConSeptember30,2008

andconsolidateditinourfinancialaccountsintheQuarterendedSeptember2008,thiscompanyisnolongeraninterestedperson.

AsaconsequenceOishiGroupPLCincludingitssubsidiariesareconsideredasThaiBeveragePLC’sdirectsubsidiaryandindirect

subsidiariesrespectively.

2. PreviouslyThaiAlcoholPublicCo.,Ltd.wasconsideredadirectsubsidiaryofThaiBeverage PLC. Since we sold Thai Alcohol

Public Co., Ltd on September 30, 2008, this company including its subsidiaries are no longer Thai Beverage PLC’s direct

subsidiaryandindirectsubsidiariesrespectively.

Aggregatevalueofallinterested

personstransactionsduring

theyearendedDecember31,2008

underreview(excludingtransactions

lessthanS$100,000*andtransactions

conductedunderShareholders’Mandate)

Baht’000

Aggregatevalueofall

interestedpersons

transactionsconducted

underthemandate

(excludingtransactions

lessthanS$100,000*)

Baht’000

AnnualReport2008 208

Appendix

Renewal of Shareholders’ Mandate for Interested Person Transactions

1.Background

TheBoardofDirectorsofThaiBeveragePublicCompanyLimited(the“Company”) refer to(a) theNoticeofAnnual

GeneralMeetingoftheCompanydatedApril9,2009(the“Notice”),accompanyingtheAnnualReport2008,convening

theAnnualGeneralMeeting(“AGM”)oftheCompanytobeheldonApril29,2009,and(b)ResolutionNo.9underthe

heading“SpecialBusiness”setoutintheNotice.

2.Shareholders’Mandate

Pursuant to the Company’s Prospectus dated May 19, 2006 (the “Prospectus”), approval of the Shareholders was

deemedobtained for a shareholders’mandate to enable theCompanyand its subsidiarieswhichare considered to

be“entitiesatrisk”withinthemeaningofRule904(2)ofthelistingmanual(the“ListingManual”)oftheSingapore

Exchange Securities Trading Limited (“SGX-ST”), in their ordinary course of businesses, to enter into categories of

transactions with specified classes of the Company’s interested persons (the “Interested Person Transactions”),

providedthatsuchtransactionsareenteredintoonanarm’slengthbasisandonnormalcommercialterms.Thedetails

oftheInterestedPersonTransactionsandshareholders’mandateweredisclosedinpages124to148oftheProspectus.

Thesaidshareholders’mandatewasupdatedattheAGMheldonApril20,2007andApril28,2008inthemannerset

outonpages180to188andpages201to212oftheCompany’sannualreportsforthefinancialyearendedDecember

31,2006and2007,respectively(theshareholders’mandateasamended,the“ShareholdersMandate”).

3.ProposedRenewaloftheShareholders’Mandate

TheShareholders’MandatewasexpressedtotakeeffectuntiltheconclusionofthesubsequentAGM.Accordingly,the

DirectorsproposethattheShareholders’MandateberenewedattheforthcomingAGMonApril29,2009,totakeeffect

untilthenextAGMoftheCompany.

4.DetailsoftheShareholders’Mandate

DetailsoftheShareholders’Mandate,includingtherationalefor,andthebenefitsto,theCompany,thereviewprocedures

fordetermining transactionpriceswith interestedpersonsandothergeneral informationrelating toChapter9of the

ListingManual,aresetoutintheAnnexuretothisAppendix.

5.AuditCommitteeStatement

TheAuditCommitteehasreviewedthetermsoftheShareholders’MandateandpursuanttoRule920(1)(c)oftheListing

Manualconfirmsthat:-


(a) thereviewproceduresfordeterminingthetransactionpricesundertheShareholders’Mandatehavenotchanged

sinceshareholdersapprovedtheShareholders’MandateattheAGMheldonApril28,2008;and

(b) thereviewproceduresreferredtointheAnnexurearesufficienttoensurethatthetransactionswillbecarriedout

onnormalcommercialtermsandwillnotbeprejudicialtotheinterestsoftheCompanyanditsminorityShareholders.

If, during the periodic reviews by the Audit Committee, it is of the view that the established review procedures

referredto in theAnnexureareno longerappropriateoradequate toensurethat theInterestedPersonTransactions

willbetransactedonnormalcommercialtermsandwillnotbeprejudicialtotheinterestsoftheCompanyandminority

Shareholders,theCompanywillseekafreshmandatefromShareholdersbasedonnewreviewprocedures.

6.Directors’andSubstantialShareholders’Interests

The interestsof thedirectorsandsubstantialshareholdersof theCompany inthe issuedshares inthecapitalof the

CompanyasatJanuary21,2009andMarch11,2009respectivelycanbefoundintheAnnualReportinrespectofthe

financialyearendedDecember31,2008tobe,orwhichhasbeen,distributedtoshareholders.

7.AbstentionfromVoting

Mr.CharoenSirivadhanabhakdi,KhunyingWannaSirivadhanabhakdi,Mr.ThapanaSirivadhanabhakdiandMr.Panote

Sirivadhanabhakdi, who are Directors of the Company, have interests in the shares of the Interested Persons (as

described in the Annexure to this Appendix), and also hold directorships and/or executive positions in them. They

andtheirrespectiveassociateswillabstainfromvotingonResolutionNo.9beingtheOrdinaryResolutionrelatingto

theproposed renewalof theShareholders’Mandate in respectof their shareholdings in theCompany, if any,at the

forthcomingAGM.

8.DirectorsRecommendation

TheDirectorswhoareconsideredindependentforthepurposesoftheproposedrenewaloftheShareholders’Mandate

areMr.KomenTantiwiwatthanaphan,Mr.NarongSrisa-an,Ms.KanoknartRangsithienchai,Mr.ChukietTangpongprush,

Mr.UeychaiTantha-Obhas,Mr.SithichaiChaikriangkrai,Dr.PisanuVichiensanth,Mr.VivatTejapaibul,Mr.Puchchong

Chandhanankij, Gen. Dr. Choo-Chat Kambhu Na Ayudhya, Prof. Pornchai Matangkasombut, Mr. Michael Lau Hwai

Keong,Mr.SakthipKrairiksh,Mr.StapornKavitanon,Prof.KanungLuchai,Mr.ManuLeopairoteandMr.NgTatPun

(the “Independent Directors”). The Independent Directors are of the opinion that the entry into of the Mandated

TransactionsdescribedintheAnnexuretothisAppendixandthoseInterestedPersons(asdescribedintheAnnexureto

thisAppendix)isintheordinarycourseofitsbusinesswillbeenteredintotoenhancetheefficiencyoftheGroupand

areinthebestinterestsoftheCompany.


For the reasonssetout in theAnnexure to thisAppendix, the IndependentDirectors recommend thatShareholders

voteinfavourofResolutionNo.9,beingtheOrdinaryResolutionrelatingtotheproposedrenewaloftheShareholders’

MandateattheforthcomingAGM.

9.Directors’ResponsibilityStatement

TheDirectorscollectivelyand individuallyaccept responsibility for theaccuracyof the informationgivenhereinand

confirm,havingmadeallreasonableenquiries,thattothebestoftheirknowledgeandbelief,thefactsstatedandthe

opinionsexpressedhereinarefairandaccurateandthattherearenomaterialfactstheomissionofwhichwouldmake

anystatementhereinmisleading.

10.ActionToBeTakenByShareholders

Shareholderswhoareunabletoattendthe2009AGMandwishtoappointaproxytoattendandvoteatthe2009AGM

ontheirbehalf,willfind,attachedtotheinvitationtothe2009AGM,aProxyFormwhichtheyarerequestedtocomplete,

signandreturninaccordancewiththeinstructionsprintedthereonassoonaspossibleand,inanyevent,(i)soasto

arriveattheregisteredofficeoftheCompanyatSangsomBuilding,14VibhavadiRangsitRoad,ChomphonSub-district,

ChatuchakDistrict,Bangkok10900,Thailand,fortheattentionoftheCompanySecretary,notlaterthan24hoursbefore

thetimefixedforthe2009AGMor(ii)atthevenueofthe2009AGMbeforetheAGMcommences.Thesendingofa

ProxyFormbyaShareholderdoesnotprecludehimfromattendingandvotinginpersonattheAGMifhefindsthathe

isabletodoso.

Shareholders with securities accounts maintained with CDP will find, attached to the Invitation to the 2009 AGM,

aVotingInstructionsFormwhichtheyarerequestedtocomplete,signandreturninaccordancewiththeinstructions

printedthereonassoonaspossibleand,inanyeventsoastoarriveatCDPwithin7daysbeforethetimefixedforthe

2009AGM.

11.SGX-ST

TheSGX-STtakesnoresponsibilityfortheaccuracyofanystatementsoropinionsmadeinthisAppendix.


Annexure

General Mandate for Interested Persons Transactions

Weanticipate thatwewould, in theordinarycourseofbusiness,continue toenter intocertain transactionswithour

interested persons, including but not limited to those categories of transactions described below. In view of the

time-sensitivenatureofcommercialtransactions,itwouldbeadvantageousforustoobtainashareholders’mandateto

enterintocertaininterestedpersonstransactionsinourordinarycourseofbusiness,providedthatallsuchtransactions

arecarriedoutonnormalcommercialtermsandarenotprejudicialtotheinterestsofourCompanyandourminority

Shareholders.

Chapter 9 of the Listing Manual allows a listed company to obtain a mandate from its shareholders for recurrent

interested persons transactions which are of a revenue or trading nature or for those necessary for its day-to-day

operations.Thesetransactionsmaynotincludethepurchaseorsaleofassets,undertakingsorbusinesseswhichare

notpartofourday-to-dayoperations.

PursuanttoRule920(2)oftheListingManual,ourCompanymaytreatageneralmandateashavingbeenobtainedfrom

ourShareholders(“Shareholders’Mandate”) forustoenter into InterestedPersonsTransactionswithour interested

persons,iftheinformationrequiredunderRule920(1)(b)oftheListingManualisincludedintheProspectus.Pursuant

toRule920(1)oftheListingManual,ageneralmandateissubjecttoannualrenewal.TheinformationrequiredbyRule

920(1)(b)isasfollows:

(a) theclassofinterestedpersonswithwhichtheEntityAtRisk(asdefinedbelow)willbetransacting;

(b) thenatureofthetransactionscontemplatedunderthemandate;

(c) therationaleandbenefittotheEntityAtRisk;

(d) themethodsorproceduresfordeterminingtransactionprices;

(e) theindependentfinancialadvisor’sopiniononwhetherthemethodsorproceduresin(d)abovearesufficientto

ensurethatthetransactionswillbecarriedoutonnormalcommercial termsandwillnotbeprejudicial tothe

interestsofourCompanyandourminorityShareholders(whereapplicable);

(f) an opinion from our Audit Committee if it takes a different view to the independent financial advisor (where

applicable);

(g) astatementfromusthatwewillobtainanewmandatefromourShareholdersifthemethodsorproceduresin

(d)abovebecomeinappropriate;and

(h) astatementthattheinterestedpersonwillabstain,andhasundertakentoensurethatitsassociateswillabstain,

fromvotingontheresolutionapprovingthetransaction.

TheShareholders’Mandate,ifrenewed,willbeeffectiveuntilthenextannualgeneralmeeting.


Entities At Risk

ForthepurposesoftheShareholders’Mandate,an“EntityAtRisk”means:

• ourCompany;

• asubsidiaryofourCompanythatisnotlistedontheSGX-SToranapprovedexchange;or

• anassociatedcompanyofourCompanythatisnotlistedontheSGX-SToranapprovedexchange,provided

thattheGrouportheGroupandinterestedpersonshascontrolovertheassociatedcompany.

Classes of Mandated Interested Persons

TheShareholders’MandatewillapplytoourGroup’stransactionswiththelistof interestedpersonsassetout inthe

Schedule–ListofOurInterestedPersonsandMandatedInterestedPersons(the“MandatedInterestedPersons”and

eacha“MandatedInterestedPerson”).

TransactionswithMandatedInterestedPersonswhichdonotfallwithintheambitoftheShareholders’Mandateshall

besubjecttotherelevantprovisionsofChapter9oftheListingManual.

Mandated Transactions

ThetransactionswithinterestedpersonswhichwillbecoveredbytheShareholders’Mandate(“MandatedTransactions”)

relating to theprovision to,orobtaining from, interestedpersonsofproductsandservices in theordinarycourseof

businessofourGrouporwhicharenecessary for theday-to-dayoperationsofourGroup (butnot in respectof the

purchaseorsaleofassets,undertakingsorbusinesseswhicharenotpartofourday-to-dayoperations)areasfollows:

(a) purchasesfrominterestedpersonsofrawmaterialsandpackagingmaterialsincludingnewandusedglassbottles,

aluminiumcans,molasses,herbsfortheproductionofbeerconcentrate,cartonsandcaps;

(b) obtainingfrominterestedpersonsofinsuranceandinsurance-relatedservices;

(c) purchasesfrominterestedpersonsofallkindsofconsumerproducts,officeandstoragesuppliesincludingtissue

paperandsugarforofficeuse,scrapsteel,maltbagsandwoodenpallets;

(d) obtainingfrominterestedpersonsofservices,includingservicesrelatingtoprovisionofaccommodation,vehicles

and facilities for the directors of the Company and/or subsidiaries, staff training, telecommunications and

software licensing, marketing and advertising and management services and services for the manufacturing

anddistributorshipofproducts;

(e) obtainingfrominterestedpersonsofleasesorsubleasesofofficespace,warehouses,passengercarsandland;

(f) provision to interested persons of services including procurement services, property improvement services,

advertisingandsalesservicesandmanufacturingservices;

(g) leaseorsub-leasetointerestedpersonsofofficespace,warehouses,passengercarsandland;


(h) sale to interested persons of by-products including fertilizer, used bottles, and factory remnants such as

aluminiumandglassremnantsandscrappaper;

(i) saletointerestedpersonsofourbeer,spiritsandwater,andsodaandotherproducts;and

(j) provision or the obtaining of such other products and/or services which are incidental to or in connection with

theprovisionorobtainingofproductsand/orservicesinsub-paragraphs(a)to(i)above.

ReviewProceduresforInterestedPersonsTransactions

OurAuditCommitteehasoversightofallInterestedPersonsTransactionsundertakenbyourGroupincluding,thereview

andwhererequired,approvalofsuchtransactions.Forthispurpose,ourBoardofDirectorshasappointedMr.NgTat

Pun,anindependentnon-executiveDirectorandmemberoftheAuditCommittee,toleadtheAuditCommitteeinits

roleinrespectofInterestedPersonsTransactionsundertakenbyourGroup(the“LeadIndependentDirectorforIPTs”).

WehavealsoestablishedthefollowingprocedurestoensurethattheInterestedPersonsTransactionsareundertaken

onanarm’slengthbasisandonnormalcommercialterms.

Review Procedures and Threshold Limits

Ingeneral,thereareproceduresestablishedbyourGrouptoensurethatInterestedPersonsTransactions,includingthe

MandatedTransactionswiththeMandatedInterestedPersons,areundertakenonanarm’slengthbasisandonnormal

commercialtermsconsistentwithourGroup’susualbusinesspracticesandpolicies,andontermswhicharegenerally

nomorefavorabletotheinterestedpersonsthanthoseextendedtoorobtainedfromunrelatedthirdparties.

Inparticular,thefollowingreviewprocedureshavebeenimplemented:

(1) Procurementandpurchaseofgoodsandobtainingservices

(a) All procurement and purchases made by our Group of a recurring nature which are in the ordinary course

of business of our Group or which are necessary for the day-to-day operations of our Group, including

procurement and purchases which are Mandated Transactions with Mandated Interested Persons (such as

the transactions referred to in paragraphs (a), (b), (c), (d) and (j) above under “General Mandate for

Interested Person Transactions - Mandated Transactions”) will be governed by internal control procedures,

which detail matters such as the constitution of internal approving authorities, their approval limits,

the number of vendors (minimum of two) who provide us quotes, and the review procedures. The guiding

principle is to objectively obtain the best goods and/or services on the best terms through competitive

quotations, ifappropriate. Indeterminingwhether thepriceand termsofferedby interestedpersonsare fair

andreasonable,factorssuchas,butnotlimitedto,deliveryschedules,specificationcompliance,trackrecord,

experience and expertise, preferential rates, discounts or rebates offered for bulk purchases, will be taken

intoconsideration.Inaddition,eachinterestedpersontransactionenteredintobyourGroupwillbemonitored

as an individual transaction and based on the value of the transaction, will require the prior approval

ofthecorrespondingapprovingauthoritywhoisaDirectorormanagementemployeeoftheGroup(notbeing

an interested person or his associate) and who does not have any interests, whether direct or indirect,

inrelationtothetransaction(the“RelevantApprovingAuthority”)asfollows:


ApprovalLimits RelevantApprovingAuthority

Interestedpersontransactionnotexceeding

Baht500,000invalue

Interestedpersontransactionabove

Baht500,000butnotexceedingBaht5millioninvalue


Baht5millionbutnotexceedingBaht10millioninvalue


Baht10millionbutnotexceedingBaht20millioninvalue


Baht20millionbutnotexceeding3%ofthelatestaudited

nettangibleassetsoftheGroupinvalue

Interestedpersontransactionabove3%ofthelatest

auditednettangibleassetsoftheGroupinvalue

Adeputymanagingdirector

orofficerofequivalentrank

Amanagingdirectororofficer

ofequivalentrank

Avice-chairmanorofficerof

equivalentrank

Achairman

Anytwovice-chairmen

and/orchairmenorofficers

ofequivalentrank

AnytwoAuditCommitteemembers,

oneofwhommustbetheLead

IndependentDirectorforIPTs

Inrelationtoparagraph(j)aboveunder“GeneralMandatefor InterestedPersonsTransactions-Mandated

Transactions”, the Relevant Approving Authority (as determined by the value of the transaction) will also

assess and approve that the proposed transaction is one which is incidental to or in connection with the

provision or obtaining of products and/or services in sub-paragraphs (a), (b), (c) and (d) above under

“GeneralMandateforInterestedPersonsTransactions-MandatedTransactions”.

(b) In the event that we cannot obtain competitive quotations (for instance, if there are no unrelated third party

vendorsofsimilarproductsandservices(takingintoaccountquantum,specificationsanddeliveryschedules

among others), or if the product is proprietary in nature), based on the value of the proposed interested

persons transaction, the corresponding Relevant Approving Authority as set out above (not being an

interestedpersonorhisassociate)andwhodoesnothaveany interests,director indirect, in relation to the

transaction, will determine whether the price and terms offered by the interested person are fair and

reasonable.


(c) Purchases under the prevailing terms of the Glass Bottle Purchase Agreement dated May 24, 2007 entered

intobetweenBang-NaLogisticCo.,Ltd.andBerliJuckerPublicCompanyLimited(the“GlassBottlePurchase

Agreement”) will be covered under the Shareholders’ Mandate, provided that any amendment to the

material provisions of the Glass Bottle Purchase Agreement, including any adjustment authorized by the

agreement to the purchase price for glass bottles pursuant to and any renewal or extension of tenure

of the Glass Bottle Purchase Agreement, requires the approval of our Board of Directors and the

AuditCommittee.

(2) OtherInterestedPersonsTransactionsofarecurringnature

(a) We intend to conduct other interested persons transactions not covered by paragraph (1) above which

areofarecurringnatureandthatoccur intheordinarycourseofbusinessofourGroup.Thesetransactions

are necessary for the day-to-day operations of our Group and include the sale of products and provisions

of services to interested persons and lease or sub-lease of property to or from interested persons and the

Mandated Transactions with Mandated Interested Persons referred to in paragraphs (e), (f), (g), (h), (i)

and (j) under “General Mandate for Interested Persons Transactions - Mandated Transactions” above.

We intend to conduct these transactions at the prevailing market rates or prices of the product or service

to be provided, and at prevailing market rentals for leases and sub-leases of property, on terms no more

favorable to the interested person than the usual commercial terms extended to or, where applicable, by

unrelated thirdparties (including,whereapplicable,preferential rates,discounts to favoredcustomersor for

bulkpurchases)orotherwiseinaccordancewithapplicableindustrynorms,providedthat:

(i) in relation to the sale of products and provision of services which are not contemporaneously in time

as theproposed interestedperson transactionbeingsoldorprovided toanunrelated thirdparty,quotes

fromat least twoothersupplierswhoareunrelatedthirdpartiesnotbeingtherelevant interestedperson

orhisassociatesofsimilarproductsorserviceswillbeobtained;and

(ii) in relation to the lease or sub-lease of property, we are required to obtain enquiries with at least two

landlords and/or tenants who are unrelated third parties not being the relevant interested person or his

associatesofsimilarlysizedandlocatedpropertiesputtosimilaruse.

Inaddition,eachInterestedPersonTransactionentered intobyourGroupwillbemonitoredasan individual

transaction and based on the value of the transaction, will require the prior approval of the corresponding

Relevant Approving Authority who is a Director or management employee of the Group (not being an

interested person or his associate) and who does not have any interests, whether direct or indirect,

inrelationtothetransactionasfollows:


In relation to paragraph (j) above under “General Mandate for Interested Persons Transactions - Mandated

Transactions”,theRelevantApprovingAuthority(asdeterminedbythevalueofthetransaction)willalsoassess

andapprovethattheproposedtransactionisonewhichisincidentaltoorinconnectionwiththeprovisionor

obtainingofproductsand/orservicesinsub-paragraphs(e),(f),(g),(h)and(i)aboveunder“GeneralMandate

forInterestedPersonsTransactions-MandatedTransactions”.

(b) Where the prevailing market rates or prices are not available, whether due to the nature of products to be

sold or services to be provided, the unavailability or impracticality of obtaining quotes from third party

sourcesor otherwise, ourGroup’spricing for theseproducts and serviceswill bedetermined inaccordance

with the Group’s usual business practices and pricing policies, consistent with the usual margin our Group

willobtainforthesameorsubstantiallysimilartypeoftransactionwithunrelatedthirdparties.Indetermining

thetransactionpricepayablebyMandatedInterestedPersonsfor theseproductsorservices, factorssuchas,

butnotlimitedto,quantity,volume,consumption,customerrequirements,specifications,durationofcontract

and strategic purposes of the transaction will be taken into account. In relation to leases and sub-leases

ofproperty,whereprevailingmarketrentalsarenotavailable,whetherduetotheunavailabilityorimpracticality

ofobtainingrentalcomparisonsorotherwise,rentalwillbedeterminedaccordingtotheGroup’susualbusiness

practices and policies. In addition, based on the value of the proposed interested person transaction,

the corresponding Relevant Approving Authority as set out in paragraph (a) above (not being an interested

personorhisassociate)andwhodoesnothaveanyinterests,directorindirect,inrelationtothetransaction,

willdeterminewhetherthepriceandtermsofferedbytheinterestedpersonarefairandreasonable.


InterestedpersontransactionnotexceedingBaht

200,000invalue

InterestedpersontransactionaboveBaht200,000but

notexceedingBaht500,000invalue


notexceedingBaht5millioninvalue

InterestedpersontransactionaboveBaht5millionbut

notexceeding3%ofthelatestauditednettangible

assetsoftheGroupinvalue



Adeputymanagingdirector

orofficerofequivalentrank

Amanagingdirectoror

officerofequivalentrank

Avicechairmanorofficer

ofequivalentrank

Achairman

AnytwoAuditCommittee

members,oneofwhommust

betheLeadIndependent

DirectorforIPTs


(3) Non-recurringinterestedpersonstransactions

We may from time to time also conduct interested persons transactions not covered by paragraphs (1) and (2)

aboveandwhichdonotformpartoftheShareholders’Mandate.Thesetransactionsarenotofarecurringnature

oroccuroutsidetheordinarycourseofbusinessofourGrouporwhichmaynotbenecessaryfor theday-to-day

operations of our Group and include the purchase or sale of assets, undertakings or businesses which are not

partofourday-to-dayoperations.WeintendtoconductsuchtransactionsinaccordancewiththeSGX-STListing

Manual, including the threshold,approvalandother requirementsunderparagraphs905and906of theSGX-ST

Listing Manual. In addition, we will monitor each transaction on an individual basis, and each transaction will

require the prior approval of the corresponding Relevant Approving Authority below who is a Director or

management employee of the Group (not being an interested person or his associate) and who does not have

any interests,whetherdirector indirect, inrelationtothetransaction.TheRelevantApprovingAuthoritywillalso

reviewthetransactiontoensurethattheyarecarriedoutonnormalcommercial termsandnotprejudicial tothe

interestsofourCompanyandminorityShareholders:


InterestedpersontransactionnotexceedingBaht

200,000invalue


notexceedingBaht500,000invalue


notexceedingBaht5millioninvalue

InterestedpersontransactionaboveBaht5millionbut

notexceeding3%ofthelatestauditednettangible

assetsoftheGroupinvalue



Adeputymanagingdirectoror

officerofequivalentrank

Amanagingdirectororofficer

ofequivalentrank

Avicechairmanorofficerof

equivalentrank

Achairman

AnytwoAuditCommittee

members,oneofwhommust

betheLeadIndependent

DirectorforIPTs

In the event that these interested persons transactions require the approval of our Shareholders, additional

information may be required to be presented to Shareholders and an independent financial adviser may be

appointedforanopinion.


Other Review Procedures

OurAuditCommitteeledbytheLeadIndependentDirectorforIPTswillalsoreviewallinterestedpersonstransactions

including, Mandated Transactions to ensure that the prevailing rules and regulations of the SGX-ST (in particular,

Chapter9oftheListingManual)arecompliedwith.

Our Group has also implemented the following procedures for the identification of interested persons transactions

(includingMandatedTransactions)andinterestedpersons(includingMandatedInterestedPersons)andtherecording

ofallourinterestedpersontransactions:

(a) ourGroupChief FinancialOfficerwillmaintain a register of all transactions carried outwith interestedpersons,

includingtheMandatedInterestedPersons(andthebasis,includingthequotationsobtainedtosupportsuchbasis,

onwhichthesetransactionsareenteredinto),whethermandatedornon-mandated;and

(b) onaquarterlybasis,ourGroupChiefFinancialOfficerwillsubmitareporttoourAuditCommitteeofallrecorded

interested persons transactions, and the basis of all recorded interested persons transactions, entered into by

ourGroup.OurCompany’sannualinternalauditplanwillincorporateareviewofallinterestedpersonstransactions,

including the established review procedures for the monitoring of the interested persons transactions including

MandatedTransactions,enteredintoorexistinginterestedpersonstransactionsthatarerenewedorrevisedduring

thecurrentfinancialyear,pursuanttotheShareholders’Mandate.

In addition, our Audit Committee led by the Lead Independent Director for IPTs will review, on a quarterly basis,

internalcontrolsandreviewprocedures for interestedpersons transactions todetermine if theyareadequateand/or

commerciallypracticableinensuringthatthetransactionsbetweenourGroupandinterestedpersonsareconducted

onnormalcommercial termsandarenotprejudicial to the interestsofourCompanyandourminorityShareholders.

Inconjunctionwiththisreview,ourAuditCommitteewillalsoascertainwhetherwehavecompliedwiththeestablished

reviewprocedures.Further,ifduringtheseperiodicreviewsbyourAuditCommittee,ourAuditCommitteeisoftheview

thattheinternalcontrolsandreviewproceduresforinterestedpersonstransactionsareinappropriateornotsufficient

to ensure that the interested persons transactions will be on normal commercial terms and not prejudicial to the

interestsofourCompanyandourminorityShareholders,ourAuditCommitteewill(pursuanttoRule920(1)(b)(iv)and

(vii)oftheListingManual)reverttoourShareholdersforanewShareholders’Mandatebasedonnewinternalcontrols

andreviewproceduresfortransactionswiththeMandatedInterestedPersons.Duringtheperiodpriortoobtaininga

newmandatefromShareholders,alltransactionswithinterestedpersonswillbesubjecttopriorreviewandapproval

bytheAuditCommittee.

Forthepurposesoftheabovereviewoftheinternalcontrolsandreviewprocedures,anymemberofourAuditCommittee

who is not considered independent will abstain from participating in the Audit Committee’s review of the internal

controlsandreviewprocedures.

Our Audit Committee will have overall responsibility for determining the review procedures with the authority to

delegatetoindividualsorcommitteeswithinourGroupastheydeemappropriate.


Schedule

List of our Mandated Interested Persons

MandatedInterestedPersons

1.TCCHoldingCo.,Ltd.

2.Bang-NaGlassCo.,Ltd.

3.BerliJuckerCelloxCo.,Ltd.

4.BJCIndustrialandTradingCompanyLimited(1)

5.BerliJuckerFoodsCo.,Ltd.

6.BerliJuckerLogisticsCo.,Ltd.

7.BerliJuckerPublicCompanyLimited

8.BerliJuckerSpecialtiesCo.,Ltd.

9.BJCMarketingCo.,Ltd.

10.BJCHealthcareCo.,Ltd.(2)

11. ChalitlarpCo.,Ltd.

12.DhipayaSugar(1999)Co.,Ltd.

13.GoldenWealthCo.,Ltd.

14.IndaraInsurancePublicCompanyLimited

15.LakeViewGolfandYachtClubCo.,Ltd.

16.LakeViewLandCo.,Ltd.

17.MaePingHotel(1988)Co.,Ltd.

18.N.C.C.ManagementandDevelopmentCo.,Ltd.

19.NewNoblePropertyandLoanFund

20.NongkhaiCountryGolfClubCo.,Ltd.

21.NorthParkGolfandSportsClubCo.,Ltd.

22.P.S.RecycleCo.,Ltd.

23.PisetkijCo.,Ltd.

24.PlasticAgachonCo.,Ltd.

25.PlazaAtheneeHotel(Thailand)Co.,Ltd.

26.Queen’sParkHotelCo.,Ltd.

27.RegentGoldPropertyFund

28.SiamRealtyCo.,Ltd.

29.SoutheastCapitalCo.,Ltd.

30.TheSoutheastInsuranceCo.,Ltd.(3)

31.TheSoutheastLifeInsuranceCo.,Ltd.

32.TheSuphanburiSugarIndustryCo.,Ltd.

33.T.C.C.ServiceApartmentCo.,Ltd.(4)

34.TerragroCo.,Ltd.(5)

35.T.C.C.CapitalCo.,Ltd.

36.T.C.C.CommercialPropertyManagementCo.,Ltd.

37.T.C.C.TechnologyCo.,Ltd.

38.ThaiBeverageCanCo.,Ltd.

39.TheChonburiSugarCorporationLimited

40.ThaiGlassIndustriesPublicCompanyLimited

41.TheMaewangSugarIndustryCo.,Ltd.

42.TheNewImperialHotelPublicCompanyLimited

43. TheUtaraditSugarIndustryCo.,Ltd.

Note

(1) ItsformernamewasBJCEngineeringCo.,Ltd.

(2) ItsformernamewasBJCTradingCo.,Ltd.

(3) ItsformernamewasTheSoutheastInsurance(2000)Co.,Ltd.

(4) ItsformernamewasTaraHotelCo.,Ltd.

(5) ItsformernamewasT.C.C.AgroCo.,Ltd.


Implementation and status of Thaibev’s IT Project (for this year)ThaiBev has grown rapidly over the years and requires a world-class software solution that would eventually allow

real-timedecisionmakingandacomprehensiveintegrationofdatasourcesacrosstheCompany.SAPisrecognizedasa

globallyrecognizedbestpracticesoftwaresolution,well-suitedtothispurpose.TheearliestSAPimplementationbegan

inourbreweriesin2001.

ThaiBevapprovedabudgetin2006toimplementtheSAPsystematourheadquartersand33coresubsidiariesaround

Thailand.In2007,ThaiBevwentontoimplementSAP,finishingwellwithinthegiventimeframeandunderbudget

whileincludinganextraimplementationatonemoresubsidiarytobringtheimplementationto34subsidiarycompanies

intotal.

In2008,ThaiBevdecided to extend the scopeof theprojectwhile still keepingwithin the original budget, tobring

another15subsidiaries into thesamesystem.Thismeant thatallof the targetedsubsidiaries inThailandwerenow

consideredwithintheSAPsystem.

In addition to SAP, 12ThaiBev subsidiaries involved in distribution employ a locally-developed accounting software

calledBCAccountat93locationsaroundthecountry.BCAccountisasmallERPsystemthathadalowinvestment

costbuthasmetwithagoodresponsefromallusers.TheBCAccountsystemdeliversdatafromeachlocationtoa

centralserverevery15minutes.Seniormarketingmanagementusuallyperusesthereportstwiceaday.

Accounting Manual Policy

SAP System

Accounting ManualsThaiBev and all subsidiaries in Thailandhave already implemented theuse of the accountingmanualswhichwere

assistedtodevelopbyDeloitteToucheTohmatsuJaiyosAdvisory(“Deloitte”),partofoneoftheworld’stopfourauditing

firms,since2006.Theaccountingmanualswillbeusedeventuallytoaidintheuniformunderstandingandutilization

oftheaccountingsystemthroughoutcompaniesinThaiBevgroup.Theyformallycompriseouraccountingpolicy,chart

ofaccounts,organizationchart,accountingprocessflow,samplesofdocumentsandreportsreceivedandgeneratedin

theaccountingprocessandetc.Themanualwillbeupdatedwithin2009ifthereareanyimportantchangesincurred

aftertheuseofthemanual,suchasSAPsystemimplementationetc.

AllsubsidiariesoutsideThailandhaveappliedandimplementedtheuseofaccountingmanualsin2008.


OneofthemajorstrengthsoftheBCAccountsystemisitstoleranceofthepoorinfrastructuralconditionofThailand’s

suburbanareas,asthesystemwillcontinuetofunctionevenwhenthenetworkisdown.Later,whenthenetworkisup

andrunningoncemore,backedupdatawillagainflowtothecentralserverwithin15minutes.

ThaiBevhascommencedtheimplementationofafinancialconsolidationsystemtoimproveupontheexistingfinancial

consolidationprocess.Underanewpilotprojecttheexistingsystemisbeingruninparallelwiththenewsystem.

Toassistintheimprovementofourhumanresourcesperformanceevaluation,wehaveimplementedanon-linesystem,

calledCOACH,tocollecttheKeyPerformanceIndicators(KPI)ofmanagementandallowthemtoenterandfollowdata

regardingtheirperformanceandthatoftheirmanagerial-levelsubordinates.

In2009,ThaiBevwillcontinue its financialconsolidationandmanagementreport implementationto leverageonthe

existinginformationkeptinitsERPsystem.Thepilotfinancialconsolidationsystemisexpectedtobeextendedtogether

withaplan todevelop thesales informationsystemfurtherby incorporatingdata fromoursubsidiaries International

BeverageHoldingsLimited,andtheOishiGroupPlc.

In thisyear,wearealsoexamining ITsolutions toaddvalue toourbusiness,especially in theareasof logisticsand

customerservice.Forexample, themarketingmanagement is interested todevelopamobileapplication thatwould

recordsalestransactionsandgathermarketingdatathatcouldbeconsolidatedandusedtomakereal-timedecisions.

Furthermore,theCompanyhasbeenconstructingnewdistributioncentersnationallyandwithoursubsidiary,ThaiBev

Logistics,weareworkingtowardawarehousemanagementsolution.


Compliance with Singapore Exchange Regulations and Best Practices

TheCompanyrecognizes the importanceof the transparencyof informationdisclosure. In2008, theCompanymade

fivehundredandfifteenannouncementsviaSGX-NETcategorizedasfollows:

1. Fourannouncementsofquarterlyfinancialstatementsanddividenddeclaration.

2. Fourhundredandseventeennoticesofsubstantialshareholders’anddirectors’interestsandchangesininterest.

When theCompanySecretarywas informedof thechanges in interestofanydirector(s), theCompanySecretary

alsoreportedsuchinformationtootherdirectors.

3. Thirteenannouncements/reportsinvolvingwithoccupyingthepositionsofDirectorsandExecutivesofThaiBeverage

PublicCompanyLimited:

3.1AppointmentofMr.ThapanaSirivadhanabhakdiasthePresidentandCEO,inreplacementofMr.Samut

Hattasingwhoresignedfromthisposition.

3.2AmendmentofExecutiveCommittee,namely:

3.2.1 AppointmentofMr.SawatSopa,ChiefofSpiritProductioninFebruary2008;

3.2.2 AppointmentofMr.JeanLebreton,ChiefofStrategyinFebruary2008;

3.2.3 AppointmentofMr.SaikeawVongpisethkul,ChiefofNon-AlcoholicProductioninFebruary2008and

hisresignationfromthepositioninOctober2008;

3.2.4 Appointment of Mr. Vichai Chaiyavaranurak, Chief of Business Development (Chain Supply) in

October2008;and

3.2.5 AppointmentofMr.SomchaiSuthikulpanich,ChiefofNon-AlcoholicProductioninOctober2008.

3.3Appointment ofMr. SomsakSae-kuay as theVicePresident,Office of InternalAudit, in replacement of

Mr.PornsakPermmaneenilwhoresignedfromtheposition;and

3.4Reportofpersonsoccupyingamanagerialpositionwhoarerelatedtoadirector,CEO,orsubstantialshareholder.

4. Ten announcements of acquisitions and realizations of assets of other companies resulting from acquisitions by

Company’ssubsidiaries,includingtheacqusitionandtenderofferofequityinterestinOishiGroupPublicCompany

Limited,thedisposalofThaiAlcoholPublicCompanyLimited,andtheacquisitionofenergydrinkbusiness.

5. SeventyonemiscellaneousannouncementstoeitherconformtotheregulationsoftheSGXortogiveinformationto

investors,involvingthedetailsofneworganizationstructure,thecapitalincreasesanddecreasesoftheCompany’s

subsidiaries, thechangeof thenameof theCompany’ssubsidiaries,asummaryofbusinessperformanceresults

foreachquarterforinvestors,theincorporationofwhollyownedsubsidiary-ThaiDrinksCo.,Ltd.,clarificationsof

news about the Company, issuance and offering of short term bills of exchange with tenor of not more than

270 days, the offering of shares by the existing shareholder to the public, planned dual listing, internal

group restructure of shareholding in oversea business, and disclosure of connected transactions among

interestedpersons.

Announcement to SGX 2008


Company Name Telephone Fax RemarkPost CodeAddress

Thai Beverage Public Company Limited 14 Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 272 2328

Chomphon Sub-District, Chatuchak District, Bangkok

Brewery Group

1. Beer Thai (1991) Public Company Limited 15 Moo 14, Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 617 9545

Chomphon Sub-District, Chatuchak District, Bangkok 349 Moo 2, Tambon Mae Lad, 62120 (055) 728 400-15 (055) 728 416 Factory Amphoe Klong Klung, Kamphaeng Phet

2. Beer Thip Brewery (1991) Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 617 9546

Chomphon Sub-District, Chatuchak District, Bangkok 68 Moo 2, Tambon Namtoa, 13250 (035) 289 333-47 (035) 289 371 Factory Amphoe Bangban, Ayutthaya

3. Cosmos Brewery (Thailand) Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 617 9685

Chomphon Sub-District, Chatuchak District, Bangkok 77 Moo 1 Phaholyothin Road KM. 54, 13170 (035) 362 175-8 (035) 362 179 Factory Tambon Lamsai, Amphoe Wangnoi, Ayutthaya

Distillery Group

1. Sangsom Co., Ltd. 14 Vibhavadi Rangsit Road, 10900 (02) 127 5384 (02) 272 2330

Chomphon Sub-District, Chatuchak District, Bangkok 49 Moo 4, Tambon Hormkret, 73110 (034) 321 777-9 (034) 321 777 Factory 1 Amphoe Sampran, Nakhon Pathom 37/3 Moo 7, Tambon Wangkhanai, 71110 (034) 611 053 (034) 611 778 Factory 2 Amphoe Thamuang, Kanchanaburi

2. Kanchanasingkorn Co., Ltd. 14 Vibhavadi Rangsit Road, 10900 (02) 127 5383 (02) 272 2330

Chomphon Sub-District, Chatuchak District, Bangkok 50 Moo 7, Tambon Wangkhanai, 71110 (034) 611 783-5 (034) 611 786 Factory Amphoe Thamuang, Kanchanaburi

3. Thanapakdi Co., Ltd. 315 Moo 4, Tambon Mae Faek, 50290 (053) 849 550-3 (053) 849 555

Amphoe San Sai, Chiangmai

4. Fuengfuanant Co., Ltd. 333 Moo 1, Tambon Tha Toom, 25140 (037) 285 016-20 (037) 285 237

Amphoe Si Maha Phot, Prachin Buri

5. Mongkolsamai Co., Ltd. 14 Vibhavadi Rangsit Road, 10900 (02) 127 5382 (02) 272 2330


149 Moo 5, 53000 (055) 449 126-30 (055) 449 131 Factory Wangseesoob-Ngew-Ngam Road, Tambon Phajuk, Amphoe Muang, Uttaradit

General Corporate InformationAnnual Report 2008 Thai Beverage Public Company Limited

A n n u a l R e p o r t 2 0 0 8 224


6. Sura Piset Thipharat Co., Ltd. 14 Sangsom Building, Soi Yasoob 1, 10900 (02) 127 5386 (02) 272 2330

Vibhavadi Rangsit Road, Chomphon Sub-District, Chatuchak District, Bangkok 488 Moo 1, Tambon Wangdong, 71190 (034) 527 100 (034) 527 111 Factory Amphoe Muang, Kanchanaburi

7. Sura Bangyikhan Co., Ltd. 82 Moo 3, Tambon Bang Khoo Wat, 12000 (02) 598 2850-9 (02) 598 2858 Factory Amphoe Muang, Pathum Thani

8. Kankwan Co., Ltd. 14 Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 272 2321

Chomphon Sub-District, (02) 272 2295

Chatuchak District, Bangkok

309 Moo 6, Nampong-Kranuan Road, 40310 (043) 441 013-5 (043) 441 017 Factory Tambon Nampong, Amphoe Nampong, (043) 441 438

Khon Kaen

9. Theparunothai Co., Ltd. 99 Moo 4, Tambon Hat Kham, 43000 (042) 462 657 (042) 012 524

Amphoe Muang, Nong Khai (042) 012 525 (042) 012 521

10. Athimart Co., Ltd. 170 Moo 11, Tambon Nikhom, 31150 (044) 627 200-3 (044) 627 202

Amphoe Satuek, Buri Rum (044) 681 011-2

11. S.S. Karnsura Co., Ltd. 101 Moo 8, Tambon Kaeng Dom, 34190 (045) 202 210-1 (045) 627 212

King Amphoe Sawang Wirawong, (045) 442 006-8 Ubon Ratchathani

12. Red Bull Distillery (1988) Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 272 2330

Chomphon Sub-District, Chatuchak District, Bangkok 8 Moo 5, Setthakit 1 Road, 74000 (034) 830 213-6 (034) 830 213-6 Factory Tambon Nadee, Amphoe Muang, Samut Sakhon

13. Nateechai Co., Ltd. 14 Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 272 2330


1 Moo 2, Highway No. 41 Road, 84130 (077) 357 170-3 (077) 357 174 Factory Tambon Tharongchang, Amphoe Punpin, Surat Thani

14. United Winery and Distillery Co., Ltd. 14 Sangsom Building, Soi Yasoob 1, 10900 (02) 127 5555 (02) 272 2321

Vibhavadi Rangsit Road, (02) 272 2334


54 Moo 2, Sukhaphiban Road, 73120 (034) 331 954 (034) 331 955 Factory Tambon Nakhonchaisri, (034) 227 754-7 Amphoe Nakhonchaisri, Nakhon Pathom



15. Simathurakij Co., Ltd. 1 Moo 6, Tambon Ban Daen, 60180 (056) 279 088-9 (056) 350 660

Amphoe Banphot Phisai, Nakhon Sawan

16. Luckchai Liquor Trading Co., Ltd. 46 Moo 1, Tambon Nong Klang Na, 70000 (032) 321 791-2 (032) 321 793

Amphoe Muang, Ratchaburi (032) 313 611-2

17. Sura Piset Pattharalanna Co., Ltd. 14 Sangsom Building, Soi Yasoob 1, 10900 (02) 127 5555 (02) 272 2584 # 1722

Vibhavadi Rangsit Road, Chomphon Sub-District, Chatuchak District, Bangkok

18. United Products Company Limited 56 Sukhaphiban Road, 73120 (034) 331 157 (034) 331 787 Factory Tambon Nakhonchaisri, Amphoe Nakhonchaisri, Nakhon Pathom

Sole Agent Group

1. Krittayabun Co., Ltd. 14 Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 272 2584


2. Thipchalothorn Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 272 2584


3. Piromsurang Co., Ltd. 14 Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 272 2584


4. Sunthornpirom Co., Ltd. 14 Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 272 2584


5. Surathip Co., Ltd. 14 Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 272 2584

Chomphon Sub-District, Chatuchak District, Bangkok Sales Group

Liquor Marketing Group

Group 1 1. Num Yuk Co., Ltd. 95/390-391 Trok Nokkhet, 10120 (02) 291 9711-5 (02) 289 4751

Rama III Road, Chong Nonsi Sub-District, Yannawa District, Bangkok

2. Num Thurakij Co., Ltd. 51/40-41 Moo 3, Sukhumvit Road, 20000 (038) 287 268-9 (038) 272 525

Tambon Ban Suan, Amphoe Muang, Chon Buri

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Group 2 3. Num Muang Co., Ltd. 16/2 Moo 1, U Thong Road, 13000 (035) 242 691 (035) 242 691

Tambon Tha Wasukri, Amphoe Phra Nakhon Si Ayutthaya, Ayutthaya 4. Num Nakorn Co., Ltd. 149/3 Chulachomklao Road, 84130 (077) 224 771-4 (077) 224 775

Tambon Tha Kham, Amphoe Phun Phin, Surat Thani Group 3 5. Num Kijjakarn Co., Ltd. 1, 3, 5 Trok Wat Muang, 30000 (044) 242 496 (044) 241 747

Suranaree Road, Tambon Nai Muang, Amphoe Muang, Nakhon Ratchasima

6. Num Palang Co., Ltd. 80/13-14 Ekathosarot Road, 65000 (055) 241 132 (055) 243 610

Tambon Nai Muang, Amphoe Muang, Phitsanulok

Beer Group

Group 1 1. Pomkit Co., Ltd. 48, 50, 52 Suranaree Road, 30000 (044) 242 496 (044) 241 747

Tambon Nai Muang, Amphoe Muang, Nakhon Ratchasima

2. Pomklung Co., Ltd. 80/13-14 Ekathosarot Road, 65000 (055) 241 132 (055) 243 610

Tambon Nai Muang, Amphoe Muang, Phitsanulok

3. Pomthip Co., Ltd. 2194 Charoen Krung Road, 10120 (02) 291 9711 (02) 289 4751

Wat Phraya Krai Sub-District, Bang Kho Laem District, Bangkok

Group 2 4. Pomcharoen Co., Ltd. 135/3 Moo 4, Kanchanavithi Road, 84000 (077) 224 774 (077) 224 775

Tambon Bang Kung, Amphoe Muang, Surat Thani

5. Pomchok Co., Ltd. 16/1 Moo 1, U Thong Road, 13000 (035) 241 678 (035) 241 313

Tambon Tha Wasukri, Amphoe Phra Nakhon Si Ayutthaya, Ayutthaya

6. Pomburapa Co., Ltd. 51/42 Moo 3, Sukhumvit Road, 20000 (038) 287 268 (038) 272 525

Tambon Ban Suan, Amphoe Muang, Chon Buri



Marketing Group*

1. Thai Beverage Marketing Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road, 10900 (02) 127 5203 (02) 617 9600


* (1) Chang Corp Co., Ltd. was incorporated on March 6, 2009. Chang Corp Co., Ltd. is located at 15 Moo 14, Vibhavadi Rangsit Road, Chomphon Sub-District, Chatuchak District, Bangkok 10900, Telephone No.: (02) 127 5555, Fax No.: (02) 272 2584. (2) Chang International Co., Ltd. was incorporated on March 6, 2009. Chang International Co., Ltd. is located at 15 Moo 14, Vibhavadi Rangsit Road, Chomphon Sub-District, Chatuchak District, Bangkok 10900, Telephone No.: (02) 127 5555, Fax No.: (02) 272 2584.

Business Development Group (Supply Chain Group)

1. Thai Beverage Logistics Co., Ltd. 14 Vibhavadi Rangsit Road, 10900 (02) 127 5840 (02) 617 9619

Chomphon Sub-District, (02) 127 5555 (02) 272 2316 Chatuchak District, Bangkok (02) 272 2051-5

2. Dhospaak Co., Ltd. 195 Empire Tower, 25th Floor, 10120 (02) 670 2525 (02) 670 2551

South Sathorn Road, Yannawa Sub-District, Sathon District, Bangkok

3. Thai Beverage Energy Co., Ltd.* 15 Moo 14, Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 272 3038


4. Dhanasindhi Co., Ltd. 949/6-8 Nakhon Chaisi Road, 10300 (02) 241 0127 (02) 243 1607

Thanon Nakhon Chaisi Sub-District, (02) 241 0858

Dusit District, Bangkok

5. Charun Business 52 Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road, 10900 (02) 127 5323-4 (02) 617 9688


6. Thai Cooperage Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road, 10900 (02) 617 9500-29 (02) 617 9530


7. Thai Molasses Co., Ltd. 14 Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 272 2432


8. Pan International (Thailand) Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 617 9685


9. Feed Addition Co., Ltd.** 15 Moo 14, Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 617 9647


10. Thai Beverage Recycle Co., Ltd.*** 15 Moo 14, Vibhavadi Rangsit Road, 10900 (02) 127 5511 (02) 617 9549

Chomphon Sub-District, Chatuchak District, Bangkok * Registered the change of the company’s name from Bionic Humus Co., Ltd. on October 17, 2008. ** Registered the change of the company’s English name from Additive Food Co., Ltd. to Feed Addition Co., Ltd. on October 1, 2008. *** Registered the change of the company’s name from Bang-na Logistics Co., Ltd. on October 1, 2008.

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Non-Alcohol Beverage Business Group

1. Wrangyer Beverage (2008) Co., Ltd.* 14 Vibhavadi Rangsit Road, 10900 (02) 127 5497 (02) 272 2584


2. SPM Foods and Beverages Company Limited 79 Moo 3, Tambon Lumlookbua, 73150 (034) 302 194 (034) 302 194 Factory Amphoe Dontoom, Nakhon Pathom

3. Thai Drinks Co., Ltd.** 14 Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 272 2328

Chompon Sub-District, Chatuchak District, Bangkok

4. Oishi Trading Co., Ltd.*** 9 Ramkhamhaeng Road, 10250 (02) 717 4773 - 4 (02) 717 4775

Suanluang Sub-District, Suanluang District, Bangkok * Registered the change of the company’s name from Maharas Agri Co., Ltd. on February 19, 2008. ** Registered the incorporation on July 15, 2008. *** Derived from share acquisition of Oishi Group Public Company Limited on September 30, 2008.

Food Business Group

1. Oishi Group Public Company Limited.* 9 UM Tower Building, 20th Floor, 10250 (02) 717 2244 (02) 717 3920

Ramkhamhaeng Road, Suanluang Sub-District, Suanluang District, Bangkok

2. Oishi Ramen Co., Ltd.** 444 1st Floor, Room No. 1 A 08-09, 10330 (02) 611 8143-4 Phaya Thai Road, Wangmai Sub-District, Pathumwan District, Bangkok * Acquired 43.9% shares in this company by ThaiBev on September 30, 2008 and acquired additional 46.03% shares from making the tender offer of shares in this company on November 18, 2008, totalling 89.93%.** Derived from share acquisition of Oishi Group Public Company Limited on September 30, 2008.

Others 1. Muangkij Co., Ltd. 9 Dao Khanong-Chom Thong Road, 10150 (02) 127 5328 (02) 272 2584 Non- Bang Kho Sub-District, Trading Chom Thong District, Bangkok

2. Vidhayathan Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road, 10900 (02) 617 9500-29 (02) 617 9530


3. Thai Thum Distillery Co., Ltd. 14 Sangsom Building, Soi Yasoob 1, 10900 (02) 127 5555 (02) 272 2330 Non- Vibhavadi Rangsit Road, Trading Chomphon Sub-District, Chatuchak District, Bangkok

4. Sura Piset Sahasan Co., Ltd. 14 Sangsom Building, Soi Yasoob 1, 10900 (02) 127 5555 (02) 272 2330 Non- Vibhavadi Rangsit Road, Trading Chomphon Sub-District, Chatuchak District, Bangkok



5. Sura Piset Samphan Co., Ltd. 14 Sangsom Bulding, Soi Yasoob 1, 10900 (02) 127 5555 (02) 272 2330 Non- Vibhavadi Rangsit Road, Trading Chomphon Sub-District, Chatuchak District, Bangkok

6. Pan Alcohol Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 272 2330 Non- Chomphon Sub-District, Trading Chatuchak District, Bangkok

Trademark Group*

1. Thai Beverage Brands Co., Ltd.** 15 Moo 14, Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 272 2584


2. Beer Chang Co., Ltd. 15 Moo 14, Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 272 2584


3. Archa Beer Co., Ltd. 14 Vibhavadi Rangsit Road, 10900 (02) 127 5555 (02) 272 2584

Chomphon Sub-District, Chatuchak District, Bangkok * (1) Acquired entire shares of Mekhong Distillery Limited by Sura Bangyikhan Co., Ltd. and other companies in Sura Bangyikhan group on February 2, 2009, Mekhong Distillery Limited is located at 14 Vibhavadi Rangsit Road, Chomphon Sub-District, Chatuchak District, Bangkok 10900, Telephone No.: (02) 127 5555, Fax No.: (02) 272 2584. (2) Acquired entire shares of Chang Beer International Co., Ltd. by Beer Chang Co., Ltd. and other companies in Beer Chang group on February 2, 2009, Chang Beer International Co., Ltd. is located at 15 Moo 14, Vibhavadi Rangsit Road, Chomphon Sub-District, Chatuchak District, Bangkok 10900, Telephone No.: (02) 127 5555, Fax No.: (02) 272 2584.** Registered the change of the company’s name from T.C.C. Cosmo Corporation Limited on March 25, 2008.

Overseas Group

1. International Beverage Holdings Limited Room 901-2, Silvercord Tower 1, (852) 2375 6648 (852) 2375 6188

30 Canton Road, Tsim Sha Tsui, Kowloon, Hong Kong

2. InterBev (Singapore) Limited No. 138 Cecil Street # 05-02 069538 (65) 6435 2880 (65) 6536 9930

Cecil Court, Singapore

3. InterBev (Cambodia) Co., Ltd. No 35, Street 322, (855) (23) 727 424 (855) (23) 727 424

Sangkat Boeung Keng Kang 1, Khan Chamkamon, Phnom Penh, Cambodia

4. InterBev Malaysia Sdn. Bhd. No 9-1, Jalan USJ 1/1B, 47620 (603) 8023-4923 (603) 8023-5923

Regalia Business Centre, 47620 Subang Jaya, Selangor, Malaysia

5. International Beverage Holdings Limited 60 East 42nd Street, Suite 2134, 10165 (1) 646 896 3800 (1) 646 896 3801

USA, Inc. New York, NY

6. Best Spirits Company Limited Room 901-2, Silvercord Tower 1, (852) 2375 6648 (852) 2375 6188

30 Canton Road, Tsim Sha Tsui, Kowloon, Hong Kong

7. International Beverage Holdings (UK) Limited Moffat Distillery, Airdrie, ML6 8PL, (44) 1236 769377 (44) 1236 779001

Scotland

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8. Blairmhor Limited Moffat Distillery, Airdrie ML6 8PL, (44) 1236 769377 (44) 1236 769781 Non- Scotland Trading

9. Blairmhor Distillers Limited Moffat Distillery, Airdrie, ML6 8PL, (44) 1236 769377 (44) 1236 769781 Dormant Scotland

10. Inver House Distillers Limited Moffat Distillery, Airdrie, ML6 8PL, (44) 1236 769377 (44) 1236 769781

Scotland

11. Liquorland Limited 8 Westbank Road, Belfast, BT3 9JL, (44) 289 077 3990 (44) 289 037 0566

Northern Ireland

12. Inver House Polska Limited ul. Obodrzyców 34 A/1, 81-812 Sopot, (48) 585 502 111 (48) 585 502 111

Poland

13. Wee Beastie Limited Moffat Distillery, Airdrie, ML6 8PL, (44) 1236 769377 (44) 1236 769781 Dormant Scotland

14. Inver House Distribution SA Avenue des Tilleuls, 62140 Marconne, (33) 2 181 6170 (33) 2 181 1321 Dormant France

15. Moffat & Towers Limited Moffat Distillery, Airdrie, ML6 8PL, (44) 1236 769377 (44) 1236 769781 Dormant Scotland

16. The Knockdhu Distillery Company Limited Moffat Distillery, Airdrie, ML6 8PL, (44) 1236 769377 (44) 1236 769781 Dormant Scotland

17. Speyburn-Glenlivet Distillery Company Limited Moffat Distillery, Airdrie, ML6 8PL, (44) 1236 769377 (44) 1236 769781 Dormant Scotland

18. The Pulteney Distillery Company Limited Moffat Distillery, Airdrie, ML6 8PL, (44) 1236 769377 (44) 1236 769781 Dormant Scotland

19. The Balblair Distillery Company Limited Moffat Distillery, Airdrie, ML6 8PL, (44) 1236 769377 (44) 1236 769781 Dormant Scotland

20. Glen Calder Blenders Limited Moffat Distillery, Airdrie, ML6 8PL, (44) 1236 769377 (44) 1236 769781 Dormant Scotland

21. Hankey Bannister & Company Limited Moffat Distillery, Airdrie, ML6 8PL, (44) 1236 769377 (44) 1236 769781 Dormant Scotland

22. R Carmichael & Sons Limited Moffat Distillery, Airdrie, ML6 8PL, (44) 1236 769377 (44) 1236 769781 Dormant Scotland

23. J MacArthur Jr & Company Limited Moffat Distillery, Airdrie, ML6 8PL, (44) 1236 769377 (44) 1236 769781 Dormant Scotland

24. Mason & Summers Limited 10 Foster Lane, London, EC2V 6HH, (44) 1236 769377 (44) 1236 769781 Dormant England

25. James Catto & Company Limited Moffat Distillery, Airdrie, ML6 8PL, (44) 1236 769377 (44) 1236 769781 Dormant Scotland


Company Legal AdvisorWeerawong, Chinnavat & Peangpanor Ltd.22nd Floor, Mercury Tower540 Ploenchit RoadLumpini, PathumwanBangkok 10330

Company Compliance AdvisorVenture Law LLC50 Raffles Place #31-01

Singapore Land TowerSingapore 048623

Certified Public AccountantMs. Nittaya Chetchotiros (CPA No. 4439) or Ms. Boonsri Chotpaiboonpun (CPA No. 3756) or Mr. Santi Pongjareanpit (CPA No. 4623) of KPMG Phoomchai Audit Ltd. has been appointed as Company Auditor on April 28, 2008.

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