Indorama Ventures Public Company Limited and its...

Indorama Ventures Public Company Limited and its Subsidiaries

Interim financial statements

and Independent Auditor’s Report

on Review of Interim Financial Information

For the three-month and nine-month periods ended 30 September 2012

Independent Auditor’s Report on Review of Interim Financial Information To the Board of Directors of Indorama Ventures Public Company Limited I have reviewed the accompanying consolidated and separate statements of financial position of Indorama Ventures Public Company Limited and its subsidiaries, and of Indorama Ventures Public Company Limited, respectively, as at 30 September 2012; the consolidated and separate statements of income and comprehensive income for the three-month and nine-month periods ended 30 September 2012 and 2011; and the consolidated and separate statements of changes in equity and cash flows for the nine-month periods ended 30 September 2012 and 2011; and condensed notes (“interim financial information”). Management is responsible for the preparation and presentation of this interim financial information in accordance with Thai Accounting Standard 34, “Interim Financial Reporting”. My responsibility is to express a conclusion on this interim financial information based on my review. Scope of Review I conducted my review in accordance with the Thai Standard on Review Engagements 2410, “Review of Interim Financial Information Performed by the Independent Auditor of the Entity”. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Thai Standards on Auditing and consequently does not enable me to obtain assurance that I would become aware of all significant matters that might be identified in an audit. Accordingly, I do not express an audit opinion. Conclusion Based on my review, nothing has come to my attention that causes me to believe that the accompanying interim financial information is not prepared, in all material respects, in accordance with Thai Accounting Standard 34, “Interim Financial Reporting”. Emphasis of matter Without qualifying my conclusion, I draw attention to the following matters: As disclosed in Note 3 to the interim financial statements, during the fourth quarter of 2011 and the nine- month period ended 30 September 2012, the Group completed the acquisitions of Wellman International Limited, FiberVisions Holdings LLC and PT Indorama Polypet Indonesia resulting in the recording of gains on bargain purchases in the consolidated statements of income for the year ended 31 December 2011 and for the nine-month period ended 30 September 2012 of Baht 133.4 million and Baht 808.1 million, respectively. The fair values of businesses acquired and allocation of purchase price have been provisionally determined and are subject to potential amendment.

2

As disclosed in Note 3 to the interim financial statements, during the second quarter of 2012, the Group completed the acquisition of Indorama Ventures (Oxide & Glycols) Ltd. and Indorama Ventures Logistics Ltd., resulting in the recording of goodwill in the consolidated statement of financial position as at 30 September 2012 of Baht 6,625.5 million. The fair value of the business acquired and allocation of purchase price has been provisionally determined and is subject to potential amendment. As disclosed in Note 9 to the interim financial statements, the Group applied the equity method of accounting for its investment in PT Indorama Petrochemicals, a jointly-controlled entity, in the consolidated financial statements and recorded its 42% interest in the loss of PT Indorama Petrochemicals, amounting to Baht 9.1 million, as a share of loss of jointly-controlled entity in the consolidated statement of income for the year ended 31 December 2011. This share of loss includes 42% of an excess in the Group’s share in the provisional fair value of identifiable net assets over cost of Baht 37.5 million, amounting to Baht 15.7 million. The final determination of the share of loss of PT Indorama Petrochemicals depends on the finalization of the fair value of identifiable net assets and is subject to potential amendment.

The comparative consolidated and separate statements of financial position as at 31 December 2011 I have previously audited the consolidated and separate financial statements of Indorama Ventures Public Company Limited and its subsidiaries, and of Indorama Ventures Public Company Limited, respectively, for the year ended 31 December 2011 in accordance with Thai Standards on Auditing. I did not audit the financial statements of one jointly-controlled entity and its subsidiary included in the consolidated financial statements for the year ended 31 December 2011. The carrying value of this investment in the consolidated statement of financial position as at 31 December 2011 amounted to Baht 2,062.0 million and share of loss of jointly-controlled entity recorded in the consolidated statement of income for the year ended 31 December 2011 was Baht 5.6 million. The financial statements of this jointly-controlled entity and its subsidiary were audited by another auditors whose report had been furnished to me and my report, insofar as it related to the amounts included for this jointly-controlled entity and its subsidiary, was based solely on the report of the another auditor. I expressed an unqualified opinion on those financial statements in my report dated 22 February 2012. The consolidated and separate statements of financial position as at 31 December 2011, which are included in the accompanying interim financial information for comparative purposes, are components of those financial statements. I have not performed any auditing procedures since the date of my audit report.

3

The comparative interim financial information for the three-month and nine-month periods ended 30 September 2011 I did not review the interim financial statements of one jointly-controlled entity and its subsidiary included in the consolidated financial statements for the three-month and nine-month periods ended 30 September 2011. The carrying value of this investment in the consolidated statement of financial position as at 30 September 2011 amounted to Baht 2,171.6 million and share of profit (loss) of jointly-controlled entity recorded in the consolidated statement of income for the three-month and nine-month periods ended 30 September 2011 were Baht (31.6) million and Baht 43.4 million, respectively. The interim financial statements of this jointly-controlled entity and its subsidiary were reviewed by another auditor whose report has been furnished to me and my report, insofar as it relates to the amounts included for this jointly-controlled entity and its subsidiary, is based solely on the report of another auditor. (Winid Silamongkol) Certified Public Accountant Registration No. 3378 KPMG Phoomchai Audit Ltd. Bangkok 14 November 2012


Statements of financial position

As at 30 September 2012 and 31 December 2011

Assets Note 30 September 31 December 30 September 31 December

2012 2011 2012 2011

(Unaudited) (Restated) (Unaudited)

Current assets

Cash and cash equivalents 6,375,045 12,018,021 2,177,637 7,792,152

Current investments 5 168,060 5,688,491 - 5,260,000

Trade accounts receivable 4,6 26,877,643 24,508,784 - -

Short-term loans to related parties 4 - - 10,446,944 24,620,318

Inventories 22,297,536 21,422,270 - -

Other current assets 4,7 5,662,088 4,132,841 56,323 112,561

Total current assets 61,380,372 67,770,407 12,680,904 37,785,031

Non-current assets

Investments in subsidiaries and other

equity securities 8 - - 29,095,241 27,127,240

Investments in jointly-controlled entities 9 5,409,982 5,416,411 - -

Other long-term investments 5 35,000 - 35,000 -

Long-term loans to related parties 4 - - 29,205,411 2,369,346

Property, plant and equipment 10 86,666,501 66,825,359 - -

Goodwill 3 7,024,264 395,427 - -

Intangible assets 11 10,085,691 4,305,532 - -

Other non-current assets 255,864 1,101,862 - 232,351

Total non-current assets 109,477,302 78,044,591 58,335,652 29,728,937

Total assets 170,857,674 145,814,998 71,016,556 67,513,968

Consolidated Separate

financial statements financial statements

(in thousand Baht)

The accompanying notes are an integral part of these interim financial statements.

4




Liabilities and equity Note 30 September 31 December 30 September 31 December

2012 2011 2012 2011


Current liabilities

Bank overdrafts and short-term loans

from financial institutions 10,858,537 13,676,866 - -

Trade accounts payable 4,14 23,689,422 17,978,085 - -

Short-term loans from related party 4 - - 164,300 164,300

Current portion of long-term loans from

financial institutions 12 7,150,628 6,440,134 354,254 2,454,764

Current portion of finance lease liabilities 47,257 18,375 - -

Income tax payable 788,608 874,009 - -

Other current liabilities 4,16 4,966,664 4,213,869 518,716 155,405

Total current liabilities 47,501,116 43,201,338 1,037,270 2,774,469

Non-current liabilities

Long-term loans from financial institutions 12 45,103,773 33,701,976 13,704,939 17,621,947

Debentures 13 16,852,368 7,468,658 16,852,368 7,468,658

Finance lease liabilities 2,219 40,086 - -

Employee benefit obligations 15 915,637 772,701 - -

Other non-current liabilities 807,793 1,864,489 27,248 -

Total non-current liabilities 63,681,790 43,847,910 30,584,555 25,090,605

Total liabilities 111,182,906 87,049,248 31,621,825 27,865,074



(in thousand Baht)


5




Liabilities and equity Note 30 September 31 December 30 September 31 December

2012 2011 2012 2011


Equity

Share capital

Authorised share capital 17 4,815,857 4,815,857 4,815,857 4,815,857

Issued and paid-up share capital 17 4,814,257 4,814,257 4,814,257 4,814,257

Additional paid-in capital

Share premium 17 29,774,627 29,774,627 29,774,627 29,774,627

Unrealized surpluses (deficits)

Revaluation surplus 1,555,259 1,761,376 - -

Fair value changes on cash flow hedges (79,395) (105,855) (16,971) -

Currency translation differences (2,700,632) (2,195,991) - -

Defined benefit plan actuarial losses, net (101,363) (101,363) - -

Excess of cost over book value of acquired

subsidiaries (2,949,846) (2,949,846) - -

Differences arising from common

control transactions (1,580,670) (1,580,670) - -

Retained earnings

Appropriated

Legal reserve 1,739,471 1,326,156 481,586 228,650

Unappropriated 28,883,914 27,883,947 4,341,232 4,831,360

Equity attributable to owners

of the Company 59,355,622 58,626,638 39,394,731 39,648,894

Non-controlling interests 319,146 139,112 - -

Total equity 59,674,768 58,765,750 39,394,731 39,648,894

Total liabilities and equity 170,857,674 145,814,998 71,016,556 67,513,968

financial statements

(in thousand Baht)

financial statements



6


Statements of income

For the three-month periods ended 30 September 2012 and 2011 (Unaudited)

Note

2012 2011 2012 2011

(Restated)

Income

Revenue from sale of goods 4 53,249,458 50,909,430 - -

Interest income 4 28,510 134,268 474,777 246,479

Dividend income 8 - - 1,819,922 1,678,592

Net foreign exchange gain 43,545 30,401 - 47,148

Gain on a bargain purchase 3 121,163 - - -

Impact of flooding, net 23 539,125 - - -

Other income 4 335,774 115,582 49,420 1,680

Total income 54,317,575 51,189,681 2,344,119 1,973,899

Expenses

Cost of sale of goods 4 48,597,124 45,327,043 - -

Selling expenses 4 2,316,526 1,569,097 - -

Administrative expenses 3,4 746,108 760,389 11,436 9,989

Management benefit expenses 4 29,205 12,241 18,855 2,055

Net foreign exchange loss - - 649,931 -

Finance costs 4 826,336 644,988 422,136 266,097

Total expenses 52,515,299 48,313,758 1,102,358 278,141

Share of profit (loss) of jointly-controlled

entities, net 9 (157,324) 1,484,713 - -

Profit before income tax expense 1,644,952 4,360,636 1,241,761 1,695,758

Income tax expense (14,256) 185,707 - 1,842

Profit for the period 1,659,208 4,174,929 1,241,761 1,693,916

Profit attributable to:

Owners of the Company 1,565,612 4,158,319 1,241,761 1,693,916



- - - -

Earnings per share

Basic earnings per share (in Baht) 19 0.32 0.86 0.26 0.35



(in thousand Baht)


7


Statements of comprehensive income

For the three-month periods ended 30 September 2012 and 2011 (Unaudited)

2012 2011 2012 2011

(Restated)


Other comprehensive income

Foreign currency translation differences

for foreign operations (251,603) (1,721,462) - -

Effective portion of changes in fair value

of cash flow hedges (24,997) (58,882) (39,704) -


for the period (276,600) (1,780,344) (39,704) -

Total comprehensive income for the period 1,382,608 2,394,585 1,202,057 1,693,916

Total comprehensive income

attributable to:




- - - -


(in thousand Baht)



8


Statements of income

For the nine-month periods ended 30 September 2012 and 2011 (Unaudited)

Note

2012 2011 2012 2011

(Restated)

Income

Revenue from sale of goods 4 160,295,252 142,762,392 - -

Interest income 4 270,348 341,091 1,425,416 558,424

Dividend income 8 - - 3,220,692 6,336,459

Net foreign exchange gain 259,844 105,795 - 45,359

Gain on a bargain purchase 3 808,094 6,619,169 - -

Impact of flooding, net 23 1,853,032 - - -

Other income 4 763,893 727,698 101,300 5,089

Total income 164,250,463 150,556,145 4,747,408 6,945,331

Expenses

Cost of sale of goods 4 147,159,950 124,702,125 - -

Selling expenses 4 6,538,540 4,715,741 - -

Administrative expenses 3, 4 2,515,188 2,434,928 28,994 23,337

Management benefit expenses 4 81,834 62,110 45,364 22,006

Net foreign exchange loss - - 403,947 -

Finance costs 4 2,488,724 1,729,855 1,232,600 625,856

Total expenses 158,784,236 133,644,759 1,710,905 671,199

Share of profit (loss) of jointly-controlled

entities, net 9 (526,257) 1,544,195 - -

Profit before income tax expense 4,939,970 18,455,581 3,036,503 6,274,132

Income tax expense 262,980 681,179 - 3,561


(0)

Profit attributable to: 1,610,062 1,241,761




- - - (0)

Earnings per share

Basic earnings per share (in Baht) 19 0.93 3.75 0.63 1.33

(in thousand Baht)




9


Statements of comprehensive income


2012 2011 2012 2011

(Restated)



Foreign currency translation differences

for foreign operations (510,042) (11,333) - -

Effective portion of changes in fair value

of cash flow hedges 26,708 10,332 (16,971) -

Revaluation of property, plant and equipment (985) - - -


for the period (484,319) (1,001) (16,971) -


Total comprehensive income

attributable to:




- - - -

(in thousand Baht)




10


Statements of changes in equity


Excess of book

Fair value Defined value of acquired Differences Equity

Issued Currency changes on benefit subsidiaries over arising from attributable to Non-

and paid- up Share translation Revaluation cash flow plan actuarial cost/(cost over common control owner of controlling Total

Note share capital premium Legal reserve Unappropriated differences surplus hedges gains (losses) book value) transactions the Company interests equity

(Restated) (Restated) (Restated)

Balance at 1 January 2011 4,334,271 13,030,827 604,230 18,637,579 (2,068,446) 2,254,970 (109,040) - (3,307,048) (1,580,670) 31,796,673 323,491 32,120,164

Transactions with owners, recorded

directly in equity

Contributions by and distributions to owners

of the Company

Issue of share capital 17 479,986 16,799,517 - - - - - - - - 17,279,503 - 17,279,503

Shares issuance costs 17 - (55,717) - - - - - - - - (55,717) - (55,717)

Dividends 20 - - - (5,584,538) - - - - - - (5,584,538) (44,507) (5,629,045)

Total contributions by and distribution to

owners of the Company 479,986 16,743,800 - (5,584,538) - - - - - - 11,639,248 (44,507) 11,594,741

Changes in ownership interests in subsidiaries

Purchase of non-controlling interests - - - - - - - - 8,803 - 8,803 (23,221) (14,418)

Disposal of non-controlling interests

without a change in control - - - 323 - - - - - - 323 8,711 9,034

Disposal of a subsidiary - - - (352,734) - - - - 348,398 - (4,336) 4,008 (328)

Total changes in ownership interests

in subsidiaries - - - (352,411) - - - - 357,201 - 4,790 (10,502) (5,712)

Total transactions with owners , recorded

directly in equity 479,986 16,743,800 - (5,936,949) - - - - 357,201 - 11,644,038 (55,009) 11,589,029

Comprehensive income for the period

Profit - - - 17,678,176 - - - - - - 17,678,176 96,226 17,774,402

Transfer of revaluation surplus to

retained earnings - - - 255,469 - (255,469) - - - - - - -

Other comprehensive income - - - 16,465 (18,586) - (6,785) - - - (8,906) 7,905 (1,001)

Total comprehensive income for the period - - - 17,950,110 (18,586) (255,469) (6,785) - - - 17,669,270 104,131 17,773,401 - - -

Transfer to legal reserve - - 721,926 (721,926) - - - - - - - - -

Balance at 30 September 2011 4,814,257 29,774,627 1,326,156 29,928,814 (2,087,032) 1,999,501 (115,825) - (2,949,847) (1,580,670) 61,109,981 372,613 61,482,594

(in thousand Baht)

Consolidated financial statements

Retained earnings Other components of equity


11

Indorama Ventures Public Company Limited and its SubsidiariesStatements of changes in equity


Excess of book

Fair value Defined value of acquired Differences Equity

Issued Currency changes on benefit subsidiaries over arising from attributable to Non-

and paid- up Share translation Revaluation cash flow plan actuarial cost/(cost over common control owner of controlling Total

Note share capital premium Legal reserve Unappropriated differences surplus hedges gains (losses) book value) transactions the Company interests equity

(Restated) (Restated) (Restated)

Balance at 1 January 2012 - as reported 4,814,257 29,774,627 1,326,156 27,895,055 (2,195,991) 1,761,376 (105,855) (101,363) (2,949,846) (1,580,670) 58,637,746 139,112 58,776,858

Impact of retrospective adjustment

as a result of finalization of fair value 3 (vi) - - - (11,108) - - - - - - (11,108) - (11,108)

Balance at 1 January 2012 - restated 4,814,257 29,774,627 1,326,156 27,883,947 (2,195,991) 1,761,376 (105,855) (101,363) (2,949,846) (1,580,670) 58,626,638 139,112 58,765,750

Transactions with owners, recorded

directly in equity

Distributions to owners

of the Company

Dividends 20 - - - (3,273,695) - - - - - - (3,273,695) (14,546) (3,288,241)

Total distribution to owners of the Company - - - (3,273,695) - - - - - - (3,273,695) (14,546) (3,288,241)

Changes in ownership interests in subsidiaries

Acquisition of non-controlling interests

through business combination - - - - - - - - - - - 4,588 4,588

Total changes in ownership interests

in subsidiaries - - - - - - - - - - - 4,588 4,588

Total transactions with owners, recorded

directly in equity - - - (3,273,695) - - - - - - (3,273,695) (9,958) (3,283,653)


Profit - - - 4,482,878 - - - - - - 4,482,878 194,112 4,676,990

Transfer of revaluation surplus to

retained earnings - - - 204,099 - (205,132) - - - - (1,033) 1,033 -

Other comprehensive income - - - - (504,641) (985) 26,460 - - - (479,166) (5,153) (484,319)

Total comprehensive income for the period - - - 4,686,977 (504,641) (206,117) 26,460 - - - 4,002,679 189,992 4,192,671

0 0 0

Transfer to legal reserve - - 413,315 (413,315) - - - - - - - - -

Balance at 30 September 2012 4,814,257 29,774,627 1,739,471 28,883,914 (2,700,632) 1,555,259 (79,395) (101,363) (2,949,846) (1,580,670) 59,355,622 319,146 59,674,768

- - - - - - - - - - - - -

30 September 2012 and 2011 (Unaudited) 0 0 0 0 0 0 0 0 0 0 0 0 0


Retained earnings Other components of equity

(in thousand Baht)

The accompanying notes are an integral part of these interim financial statements.12


Statements of changes in equity


Other components

of equity

Issued Fair value of

and paid- up changes on

Note share capital Share premium Legal reserve Unappropriated cash flow hedges Total equity

Balance at 1 January 2011 4,334,271 13,030,827 58,650 3,429,459 - 20,853,207

Transactions with owners, recorded directly in equity

Contributions by and distributions to owners of

the Company

Issue of share capital 17 479,986 16,799,517 - - - 17,279,503

Shares issuance costs 17 - (55,717) - - - (55,717)

Dividends 20 - - - (5,584,538) - (5,584,538)

Total contributions by owners of the Company 479,986 16,743,800 - (5,584,538) - 11,639,248


directly in equity 479,986 16,743,800 - (5,584,538) - 11,639,248


Profit - - - 6,270,571 - 6,270,571

Total comprehensive income for the period - - - 6,270,571 - 6,270,571

Transfer to legal reserve - - 170,000 (170,000) - -

Balance at 30 September 2011 4,814,257 29,774,627 228,650 3,945,492 - 38,763,026

Balance at 1 January 2012 4,814,257 29,774,627 228,650 4,831,360 - 39,648,894

Transactions with owners, recorded directly in equity

Distributions to owners of the Company

Dividends 20 - - - (3,273,695) - (3,273,695)

Total distributions to owners of the Company - - - (3,273,695) - (3,273,695)


directly in equity - - - (3,273,695) - (3,273,695)


Profit - - - 3,036,503 - 3,036,503 -

Other comprehensive income - - - - (16,971) (16,971) -

Total comprehensive income for the period - - - 3,036,503 (16,971) 3,019,532 -

Transfer to legal reserve - - 252,936 (252,936) - -

Balance at 30 September 2012 4,814,257 29,774,627 481,586 4,341,232 (16,971) 39,394,731

(0) 0 0 0 - (0)


(in thousand Baht)

Separate financial statements

Retained earnings


13

Indorama Ventures Public Company Limited and its SubsidiariesStatements of cash flows


Note 2012 2011 2012 2011

(Restated)

Cash flows from operating activities


Adjustments for

Depreciation 4,357,189 3,429,147 - -

Amortisation of intangible assets and other assets 465,498 161,165 - -

Interest income (270,348) (341,091) (1,425,416) (558,424)

Dividend income 8 - - (3,220,692) (6,336,459)

Gains on bargain purchases 3 (808,094) (6,619,169) - -

Loss from disposal of subsidiary - - - 78

Share of (profit) loss of jointly-controlled entities, net 9 526,257 (1,544,195) - -

Finance costs 2,488,724 1,729,855 1,232,600 625,856

Unrealised foreign exchange (gain) loss (573,497) (245,290) 404,698 1,687

Provision for bad and doubtful debts expense, net 6 6,853 1,971 - -

Provision (reversal) for inventory obsolescence, net (37,324) 55,461 - -

Reversal of impairment for inventory and machinery

and equipment due to flood, net 23 (5,536) - - -

Employee benefits expense 15 160,003 137,267 - -

Gain on sale of flood damaged inventory and property,

plant and equipment as a result of scrap sales 23 (98,323) - - -

(Gain) loss on disposal of property, plant and equipment (2,132) 21,668 - -

Gain on disposal of investment in other equity securities 8 (2,500) - - -

Income tax expense 262,980 681,179 - 3,561

11,146,740 15,242,370 27,693 6,870

Changes in operating assets and liabilities

Trade accounts receivable (455,666) (4,565,912) - -

Inventories 1,014,825 (4,580,574) - -

Other current assets (1,038,712) 2,877,734 34,785 (18,109)

Other non-current assets 855,850 1,147,373 - -

Trade accounts payable 3,332,077 3,124,495 - -

Other current liabilities (552,815) (4,628,949) 39,050 (96,058)

Other non-current liabilities (87,143) 312,400 - -

Employee benefits paid 15 (2,618) (1,586) - -

Income taxes paid (354,971) (593,190) - (3,561)

Net cash provided by (used in) operating activities 13,857,567 8,334,161 101,528 (110,858)



(in thousand Baht)


14

Indorama Ventures Public Company Limited and its SubsidiariesStatements of cash flows


Note 2012 2011 2012 2011

(Restated)

Cash flows from investing activities

Interest received 329,824 332,709 1,357,419 425,230

Dividend received - - 3,220,692 6,336,459

Proceeds from sale of flood damaged inventory and property,

plant and equipment as a result of scrap sales 98,323 - - -

Purchase of property, plant and equipment (8,837,235) (4,196,244) - -

Proceeds from sale of property, plant, and equipment 19,302 51,384 - -

Sales (purchase) of other investments, net 5,485,442 (6,638,292) 5,225,000 (6,950,000)

Sale of investment in other equity securities 8 2,500 - - -

Purchase of intangible assets 11 (4,173) (590) - -

Return of capital from subsidiary 8 - - - 324

Net cash outflow on acquisition of businesses 3 (31,343,657) (20,924,587) - -

Net cash outflow on additional investments

in subsidiaries and jointly-controlled entities 8,9 (27,746) (804,628) (1,735,650) (6,974,184)

Net cash inflow on disposal of investment in a subsidiary - 9,034 - -

Net cash (used in) provided by investing activities (34,277,420) (32,171,214) 8,067,461 (7,162,171)

Cash flows from financing activities

Interest paid (2,154,036) (1,599,562) (885,666) (534,741)

Deferred financing cost paid (93,993) (144,837) - (53,463)

Dividends paid to owners of the Company 20 (3,273,695) (5,584,538) (3,273,695) (5,584,538)

Dividends paid to non-controlling interests (14,546) (44,507) - -

Proceeds from short and long-term borrowings 22,753,309 30,408,454 - 18,372,000

Repayment of short and long-term borrowings (12,790,980) (12,993,623) (6,028,066) (2,713,352)

Repayment of finance leases (15,158) (17,154) - -

Proceeds from issue of shares, net of share issuance

costs of Baht 55,717,205 17 - 17,223,786 - 17,223,786

Proceeds from issue of debenture, net of debenture

issuance costs of Baht 21,397,204 13 9,378,603 - 9,378,603 -

Loans from subsidiaries - - - 249,300

Loans to subsidiaries - - (12,974,680) (19,552,670)

Loans to jointly-controlled entities - (1,046,738) - -

Net cash provided by (used in) financing activities 13,789,504 26,201,281 (13,783,504) 7,406,322

Net increase (decrease) in cash and cash equivalents (6,630,349) 2,364,228 (5,614,515) 133,293

Cash and cash equivalents at beginning of period 12,018,021 1,482,637 7,792,152 2,132

Effect of exchange rate changes on balances held

in foreign currencies 987,373 203,468 - -

Cash and cash equivalents at end of period 6,375,045 4,050,333 2,177,637 135,425

- -

(in thousand Baht)




15

Indorama Ventures Public Company Limited and its Subsidiaries Notes to the interim financial statements For the three-month and nine-month periods ended 30 September 2012 (Unaudited)

16

Note Contents 1 General information 2 Basis of preparation of the interim financial statements3 Acquisitions of businesses4 Related parties 5 Other investments 6 Trade accounts receivable 7 Other current assets 8 Investments in subsidiaries and other equity securities9 Investments in jointly-controlled entities10 Property, plant and equipment11 Intangible assets 12 Loans from financial institutions13 Debentures14 Trade accounts payable 15 Employee benefit obligations16 Other current liabilities 17 Share capital 18 Segment information 19 Basic earnings per share 20 Dividends21 Commitments with non-related parties22 Contingent liabilities 23 Impact of flooding


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These notes form an integral part of the interim financial statements. The interim financial statements issued for Thai regulatory reporting purposes are prepared in the Thai language. These English language financial statements have been prepared from the Thai language statutory financial statements, and were approved and authorised for issue by the Board of Directors on 14 November 2012.

1 General information Indorama Ventures Public Company Limited, the “Company”, is incorporated in Thailand and has its registered office at 75/102, Ocean Tower II, 37th Floor, Sukhumvit Soi 19, Asoke Road, Klongtoeynua, Wattana, Bangkok, Thailand. The Company was listed on the Stock Exchange of Thailand in February 2010. The immediate and ultimate parent companies during the financial period were Indorama Resources Limited, incorporated in Thailand, and Canopus International Limited, incorporated in Mauritius, respectively. The principal business of the Company and its subsidiaries (“Group”) is the manufacture and distribution of polyethylene terephthalate (“PET”), purified terephthalic acid (“PTA”), ethylene oxide and ethylene glycol (“EO&EG”), polyester fibers and yarns, and wool products. Details of the Company’s subsidiaries and jointly-controlled entities as at 30 September 2012 and 31 December 2011 were as follows: Country of Effective ownership Name of the entity Type of business incorporation interest (%) 30 September 31 December 2012 2011Direct subsidiaries Indorama Petrochem Manufacture of purified Thailand 100.00 100.00 Limited terephthalic acid (“PTA”) Indorama Holdings Manufacture of worsted Thailand 99.81 99.81 Limited wool yarn TPT Petrochemicals Manufacture of PTA Thailand 99.96 99.96 Public Company Limited IVL Belgium N.V. Holding company Belgium 100.00 100.00Indo Polymers Mauritius Limited

Holding company Mauritius

100.00 100.00

Direct and indirect subsidiaries Indorama Polyester Manufacture of polyester Thailand Direct Direct Industries Public fibers and yarns 64.94 64.94 Company Limited Indirect Indirect 34.55 34.55 99.49 99.49

Indorama Polymers Manufacture of solid- Thailand Direct Direct Public Company state polymerised chips 72.60 72.60 Limited (generally known as Indirect Indirect bottle grade resin chips) 26.60 26.60 and polyethylene 99.20 99.20

terephthalate (“PET”)


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Country of Effective ownership Name of the entity Type of business incorporation interest (%) 30 September 31 December 2012 2011Indirect subsidiaries Indo Rama Textiles Manufacture of wool top Thailand 94.92 94.92 (Thailand) Limited Asia Pet (Thailand) Manufacture of Thailand 99.20 99.20 Limited amorphous chips Petform (Thailand) Manufacturer of PET Thailand 59.52 59.52 Limited preforms, closures and blown bottles UAB Indorama Holdings Trading in PTA Lithuania 99.81 99.81 Europe Indorama Holdings Manufacture of PTA The 99.81 99.81 Rotterdam B.V. Netherlands UAB Indorama Polymers Trading in PET Lithuania 99.20 99.20 Europe Indorama Polymers Manufacture of The 99.20 99.20 Rotterdam B.V. bottle-grade resin chips Netherlands Indorama Polymers Manufacture of United 99.20 99.20 Workington Limited bottle-grade resin chips Kingdom UAB Orion Global PET Manufacture of Lithuania 99.20 99.20 bottle-grade resin chips Indorama Netherlands Cooperatief U.A.

Holding company The Netherlands 100.00 100.00

Indorama Netherlands B.V.

Holding company The Netherlands 100.00 100.00

Indorama Ventures Manufacture of Poland 100.00 100.00 Poland Sp. z o.o. bottle-grade resin chips Indorama Trading AG Trading in wool yarns Switzerland 99.81 99.81Indorama Trading (UK) Trading in wool yarns United 99.81 99.81 Limited Kingdom Beacon Trading (UK) Holding company United 99.81 99.81 Limited Kingdom Indorama Ventures Holding company United States 99.20 99.20 USA Inc. of America (“USA”) StarPet Inc. Manufacture of USA 99.20 99.20 bottle-grade resin chips Auriga Polymers Inc. Manufacture of USA 99.20 99.20 bottle-grade resin chips Indorama Polymers Holding company USA 99.20 99.20 (USA) Inc. AlphaPet Inc. Manufacture of USA 99.20 99.20 bottle-grade resin chips Indorama PET (Nigeria) Manufacture of Nigeria 89.28 89.28 Limited bottle-grade resin chips IVL Singapore PTE. Treasury and financial Singapore 99.20 99.20 Limited services within the Group Guangdong IVL Manufacture of PET China 99.20 99.20 PET Polymer bottle-grade resin chips Company Limited


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Country of Effective ownership Name of the entity Type of business incorporation interest (%) 30 September 31 December 2012 2011IVL Holding, Holding company Mexico 100.00 100.00 S. de R.L. de C.V. Grupo Indorama Ventures, Holding company Mexico 100.00 100.00 S. de R.L. de C.V. Indorama Ventures Manufacture of Mexico 100.00 100.00 Polymers Mexico, bottle-grade resin chips S. de R.L. de C.V. Indorama Ventures Service company Mexico 100.00 100.00 Polycom, S. de R.L. de C.V. Indorama Ventures Service company Mexico 100.00 100.00 Servicios Corporativos, S. de R.L. de C.V. PT Indorama Ventures Manufacture of polyester Indonesia 100.00 100.00 Indonesia filament yarn and PET PT Indorama Polyester Manufacture of polyester Indonesia 100.00 100.00 Industries Indonesia fibers and yarns KP Equity Partners Inc. Holding company Malaysia 100.00 100.00Dong Mao Pte. Limited Holding company Singapore - 100.00(Struck off in June 2012) PT Indorama Polychem Manufacture of polyester Indonesia 100.00 100.00 Indonesia chips, fibers and yarns Indorama Ventures Holding company The 100.00 100.00 Recycling Netherlands Netherlands B.V. Wellman International Manufacture of polyester Ireland 100.00 100.00 Limited fibers and other recycling products Wellman International Manufacture of polyester The 100.00 100.00 (Branch of Wellman fibers Netherlands International Limited) Wellman France Manufacture of flakes France 100.00 100.00 Recyclage SAS and other recycling products Wellman International Non-operating Ireland 100.00 100.00 Trustees Staff Limited Wellman International Non-operating Ireland 100.00 100.00 Trustees Works Limited Wellman Recycling UK Limited Non-operating United Kingdom - 100.00(Liquidated in April 2012) Wellman Handelsgesellschaft Non-operating Germany 100.00 100.00 GmbH MJR Recycling B.V. Property rental The 100.00 100.00 Netherlands Beverage Plastics Holding company United Kingdom 51.00 - (Holdings) Limited Beverage Plastics Manufacture of PET United Kingdom 51.00 - Limited preforms bottles and closures PT Indorama Polypet Manufacture of PET Indonesia 100.00 - Indonesia


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Country of Effective ownership Name of the entity Type of business incorporation interest (%) 30 September 31 December 2012 2011Indorama Ventures Holding company USA 100.00 100.00 Performance Fibers Holdings USA LLC SPG/FV Investor LLC Holding company USA 100.00 -FiberVisions Holdings Holding company USA 100.00 - LLC FiberVisions Holding company USA 100.00 - Corporation FiberVisions Manufacture of polyester USA 100.00 - Manufacturing fibers Company Covington Holdings, Inc. Holding company USA 100.00 -FiberVisions L.P. Holding company USA 100.00 -FiberVisions Products, Inc. Manufacture of polyester USA 100.00 - fibers Athens Holdings, Inc. Holding company USA 100.00 -FV Holdings, Inc. Holding company USA 100.00 -FiberVisions A/S Manufacture of polyester Denmark 100.00 - fibers FiberVisions (China) Holding company Denmark 100.00 - A/S FiberVisions (China) Manufacture of polyester China 100.00 - Textile Products fibers Limited FiberVisions GmbH Non-operating Germany 100.00 -Indorama Ventures Holding company USA 100.00 - Holdings LP Indorama Ventures OGL Holding company USA 100.00 - Holdings LP Indorama Ventures (Oxide & Manufacture of ethylene USA 100.00 - Glycols) LLC oxide and ethylene glycols Indorama Ventures Logistics Rail car leasing and USA 100.00 -

LLC transportation service Direct and indirect jointly-

controlled entities

UAB Ottana Polimeri Holding company Lithuania 50.00 50.00 Europe Ottana Polimeri S.R.L. Manufacture of PTA and Italy 50.00 50.00 PET bottle-grade resin chips Trevira Holdings GmbH Holding company Germany 75.00 75.00Trevira GmbH Manufacture of polyester Germany 75.00 75.00 fibers and yarns Trevira Sp. z o.o. Manufacture of polyester Poland 75.00 75.00 fibers and yarns Trevira North America, Trading and services USA 75.00 75.00 LLC PT Indorama Manufacture of PTA Indonesia 42.00 42.00 Petrochemicals


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Country of Effective ownership Name of the entity Type of business incorporation interest (%) 30 September 31 December 2012 2011ES FiberVisions, Inc. Holding company USA 50.00 -ES FiberVisions LP Sales and marketing

companyUSA 50.00 -

ES FiberVisions Holding company Denmark 50.00 - Holdings ApS ES FiberVisions ApS Sales and marketing

companyDenmark 50.00 -

ES FiberVisions Holding company Hong Kong 50.00 - Hong Kong Limited ES FiberVisions China Sales and marketing China 50.00 - Limited company ES FiberVisions Sales and marketing Japan 50.00 - Company Limited company ES FiberVisions (Suzhou) Manufacture and sale of China 50.00 - Co., Ltd. bicomponent fiber

Effective 30 September 2010, Indo-Rama Textiles (Thailand) Limited (“IRT”) transferred its entire business to Indorama Holdings Limited (“IRH”). IRH purchased all of IRT assets and assumed all its liabilities for a consideration of Baht 187.5 million which was equal to the net book value of IRT’s assets and liabilities as at 30 September 2010. IRT registered its dissolution with the Ministry of Commerce on 29 October 2010, but was still controlled by the Group as at 30 September 2012. On 20 October 2010, Auriga Polymers Inc. (“Auriga”), a new indirect subsidiary, was incorporated in United States of America (“USA”), with common stock of 5,000 shares with no par value. As at 30 September 2012, Auriga has a paid-up capital of USD 30 million (Baht 911.1 million). On 1 March 2011, Auriga completed the acquisition of net assets of a PET polymers and polyester fibers business located in Spartanburg, South Carolina, USA from Invista S.a.r.l. (see Note 3(v)). On 10 December 2010, Guangdong IVL PET Polymer Co., Ltd., (“GIVL”) a new indirect subsidiary, was incorporated in China, with an authorised share capital of USD 31 million (Baht 935.0 million) for which the Group contributed the capital in January 2011. On 27 January 2011, GIVL completed the acquisition of net assets of a PET polymers and polyester polymers business located in Kaiping City, Guangdong province, China from Guangdong Shinda UHMWPE Company Limited (see Note 3(iv)). On 27 December 2010, IVL Singapore PTE. Limited, a new indirect subsidiary, was incorporated in Singapore, with an authorised share capital of USD 100 (Baht 3 thousand). As at 30 September 2012, the company has a paid-up capital of USD 133.5 million (Baht 4,078.5 million). On 10 January 2011, Indo Polymers Mauritius Limited, a new direct subsidiary, was incorporated in Mauritius, with an authorised share capital of USD 1. As of 30 September 2012, the Group has contributed additional capital into this subsidiary totaling USD 298.2 million and EUR 32.4 million (totaling Baht 10,570.8 million) (see Note 8).


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On 21 January 2011, Indorama Netherlands Cooperatief U.A., a new indirect subsidiary, was incorporated in the Netherlands, with a capital contribution of EUR 18,100 (Baht 0.7 million). As of 30 September 2012, the Group has contributed USD 297.7 million and EUR 32.7 million (totaling Baht 10,558.5 million) to share premium account.

On 27 January 2011, Indorama Netherlands B.V., a new indirect subsidiary, was incorporated in the Netherlands, with share capital of EUR 18,000 (Baht 0.7 million). As of 30 September 2012, the Group has contributed USD 640.6 million and EUR 74.2 million (totaling Baht 22,902.1 million) to share premium account. On 2 March 2011, Indorama Netherlands B.V., completed the acquisition through the purchase of 100% outstanding shares of PT SK Keris from SK Chemicals and SK Syntec as per the share purchase agreement dated 8 December 2010. PT SK Keris and its subsidiaries, which include PT SK Fibers, PT SK Wahana, KP Equity Partners Inc. and Dong Mao Pte. Ltd., operate a polyester fibers and yarns and PET polymers business in Indonesia (see Note 3(ii)). Subsequent to the completion of acquisition, PT SK Keris was renamed PT Indorama Ventures Indonesia (“PTIVI”) and PT SK Fibers was renamed PT Indorama Polyester Industries Indonesia (“PTIPI”). In addition, PT SK Wahana, an indirect subsidiary registered in Indonesia and owned by PTIVI, was liquidated on 25 March 2011. Furthermore, Dong Mao Pte. Limited, an indirect subsidiary registered in Singapore and owned by PTIVI, was approved by its board of directors for striking off on 25 March 2011 and subsequently struck off the register of Accounting and Corporate Regulatory Authority (“ACRA”), Singapore on 5 June 2012. On 7 February 2011, IVL Poland Sp. z o.o., a new indirect subsidiary, was incorporated in Poland with an authorised share capital of PLN 5,000 (Baht 50 thousand) and subsequently increased its share capital to PLN 49.7 million (Baht 523.3 million). On 2 March 2011, the company completed the acquisition through the purchase of 100% of the outstanding share capital of SK Eurochem Sp. z o.o., a company incorporated in Poland, from SK Chemicals and SK Syntec as per share purchase agreement dated 8 December 2010. SK Eurochem Sp. z o.o. operates a PET polymers business (see Note 3(iii)). On 12 April 2011, SK Eurochem S.p. z o.o. was renamed Indorama Polymers Poland Sp. z o.o. On 2 January 2012, IVL Poland Sp. z o.o. and Indorama Polymers Poland Sp. z o.o. have been merged and the merged entity has been registered as Indorama Ventures Poland Sp. z o.o. The objective is to streamline structure which does not have any impact on operation or financial position of the business. On 24 January 2011, Trevira Holdings GmbH (“Trevira”), a new indirect jointly-controlled entity, was incorporated in Germany, whereby 75% ownership interest is held by Indorama Netherlands B.V. and 25% of ownership interest is held by Sinterama S.p.A. The Company has an authorised share capital of EUR 25,000 (Baht 1.1 million). On 1 July 2011, Trevira completed the acquisition through the purchase of 100% of outstanding shares of Trevira GmbH. Trevira GmbH owns and operates plants in Germany and Poland to manufacture polyester staple fibers and specialty filaments (see Note 3(vi)). On 27 January 2011, StarPet Subsidiary Inc., a new indirect subsidiary, was incorporated in the USA with common stock of 5,000 shares with no par value, for the purpose of reorganisation of the Group’s business operations located in the USA. On 23 February 2011, StarPet Inc., an indirect subsidiary, was renamed Indorama Ventures USA Inc. (“IVL USA”) and StarPet Subsidiary Inc. was renamed StarPet Inc. During 2011, IVL USA increased its share capital to USD 42 million and, through transfer of net assets and business from IVL USA to StarPet Inc., becomes a holding company which owns 100% of outstanding shares of StarPet Inc. and Auriga Polymers Inc.


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On 27 January 2011, IVL Holding, S. de R.L. de C.V., a new indirect subsidiary, was incorporated in Mexico, with an authorised share capital of MXN 3,000 (Baht 7 thousand). During 2011, the Company increased its authorised share capital to MXN 1,321.4 million (Baht 3,302.3 million). On 1 March 2011, the company completed the acquisition of 100% of outstanding shares of Grupo Arteva S. de R.L. de C.V. and its subsidiaries from Arteva Latin America B.V. as per the sale and purchase agreement dated 12 November 2010. Grupo Arteva S. de R.L. de C.V. (subsequently renamed Grupo Indorama Ventures, S. de R.L. de C.V.) and its subsidiaries, which include Arteva Specialties, S. de R.L. de C.V. (subsequently renamed Indorama Ventures Polymers Mexico, S. de R.L. de C.V.), Arteva Polycom S. de R.L. de C.V. (subsequently renamed Indorama Ventures Polycom, S. de R.L. de C.V.) and Servicios Corporativos, S. de R.L. de C.V., (subsequently renamed Indorama Ventures Servicios Corporativos, S. de R.L. de C.V.) operate a business of PET polymers in Queretaro, Mexico (see Note 3(i)). On 10 October 2011, PT Indorama Polychem Indonesia, a new wholly owned indirect subsidiary, was incorporated in Indonesia. The share capital of the company, which is registered in 2012, is USD 35.0 million (Baht 1,082.3 million). The company will implement the greenfield expansion of a continuous polymerization resin plant with capacity of 313,000 tons per annum and expects to start commercial operations in 2013. On 29 June 2011, the board of directors approved the acquisition of up to 50% equity interest, through its subsidiary, Indorama Netherlands B.V. in PT Polyprima Karyareksa (“PT Polyprima”), a registered company in Indonesia. On 30 November 2011 and 19 December 2011, Indorama Netherlands B.V. acquired 41% and 1%, respectively, of equity interest in PT Polyprima. PT Polyprima owns and operates a plant to manufacture PTA in Cilegon, West Java, Indonesia. Subsequent to the completion of acquisition, PT Polyprima was renamed PT Indorama Petrochemicals (see Note 9). On 22 November 2011, Indorama Ventures Recycling Netherlands B.V., a new indirect subsidiary, was incorporated in the Netherlands, with a registered share capital of EUR 90,000 (Baht 3.8 million). On 30 November 2011, Indorama Ventures Recycling Netherlands B.V. completed the acquisition of 100% of outstanding shares of Wellman International Limited and its subsidiaries and MJR Recycling B.V. from WIT Beteiligungs GmbH and Wellman International Trading. Wellman owns and operates, directly and through its wholly owned subsidiaries, three production facilities for recycling of PET and polyester fibers and yarns in the Republic of Ireland, France and the Netherlands (see Note 3(vii)). On 20 December 2011, Indorama Ventures Performance Fibers Holdings USA LLC (“IVPFH”), a new indirect subsidiary, was incorporated in the USA for the purpose of acquisition of FiberVisions Holdings LLC and its subsidiaries, a manufacturer of specialty mono and bicomponent fibers based in Duluth, Georgia, USA. The Group made initial contribution of USD 55.0 million (Baht 1,717.4 million) as share capital and USD 145.2 million (Baht 4,478.4 million) as loan on 6 January 2012. On 6 January 2012, IVPFH completed the acquisition of 100% of outstanding shares of FiberVisions Holdings LLC as per the purchase and sale agreement dated 23 September 2011 (see Note 3(viii)).

On 24 February 2012, Beacon Trading (UK) Limited, acquired 51% ownership interest in Beverage Plastics (Holdings) Limited (“BPHL”) and its subsidiary located in Northern Ireland, United Kingdom. The principal activities of BPHL consist of the design, manufacture, distribution and sale of plastic bottles, preforms and closures (see Note 3 (ix)).


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On 3 January 2012, PT Indorama Polypet Indonesia (“Polypet”), a new indirect subsidiary, was incorporated in Indonesia with an authorised share capital of USD 5.0 million (Baht 156.5 million). On 9 August 2012, Polypet completed the acquisition of net assets of PET polymers business located in Cilegon, Indonesia from PT Polypet Karyapersada (see Note 3 (xi)). On 13 February 2012, Indorama Ventures Holdings LP (“IVHLP”), a new indirect subsidiary, was incorporated in the USA. On 15 February 2012, Indorama Ventures Investment LLC (“IVIL”) and Indorama Ventures Capital LLC (“IVCL”), new indirect subsidiaries, were incorporated in the USA for the purpose of acquisition of Old World Industries I, Ltd. and Old World Transportation Ltd., an ethylene oxide/ethylene glycol facility in the USA. The Group has made initial contribution of USD 250.0 million (Baht 7,720.6 million) as share capital of IVHLP and prepaid loan of USD 550 million (Baht 16,947.6 million) to the acquirees’ lenders. On 3 April 2012, IVHLP has completed the acquisition of 100% of outstanding shares of Old World Industries, LLC as per the purchase agreement dated 6 February 2012 (see Note 3(x)). After the acquisition, the Old World Industries I, Ltd. and Old World Transportation Ltd. were renamed Indorama Ventures (Oxide & Glycols) Ltd. (“IVOG”) and Indorama Ventures Logistics Ltd. (“IVLL”), respectively. On 20 June 2012, Indorama Ventures OGL Holdings LP (“IVOHLP”), a new indirect subsidiary, was incorporated in the USA for the purpose of restructuring the shareholding within the newly acquired businesses. On 24 July 2012, as part of the restructuring, IVOG has been merged into IVCL and the surviving entity was renamed Indorama Ventures (Oxide & Glycols) LLC (“IVOG LLC”). In addition, IVLL has been merged into IVIL and the surviving entity was renamed Indorama Ventures Logistics LLC (“IVL LLC”). On 20 June 2012, ES FiberVisions (Suzhou) Co., Ltd., a new indirect jointly-controlled entity was incorporated in China, with the registered share capital of USD 12.0 million (Baht 369.9 million), for the manufacture and sale of bicomponent fiber. IVHLP, through FiberVisions A/S, made an investment of USD 0.9 million (Baht 27.7 million) for 50% ownership interest in this jointly-controlled entity (see Note 9).

2 Basis of preparation of the interim financial statements

(a) Statement of compliance The interim financial statements are prepared on a condensed basis in accordance with Thai Accounting Standard (“TAS”) No. 34 (revised 2009) Interim Financial Reporting; guidelines promulgated by the Federation of Accounting Professions (“FAP”); and applicable rules and regulations of the Thai Securities and Exchange Commission. The interim financial statements are prepared to provide an update on the financial statements for the year ended 31 December 2011. They do not include all of the financial information required for full annual financial statements but focus on new activities, events and circumstances to avoid repetition of information previously reported. Accordingly, these interim financial statements should be read in conjunction with the financial statements of the Company and its subsidiaries for the year ended 31 December 2011. The accounting policies and methods of computation applied in these interim financial statements are consistent with those applied in the financial statements for the year ended 31 December 2011.

(b) Presentation currency

The interim financial statements are prepared and presented in Thai Baht. All financial information presented in Thai Baht has been rounded to the nearest thousand unless otherwise stated.


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(c) Use of estimates and judgements The preparation of interim financial statements in conformity with TFRS requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. In preparing these interim financial statements, the significant estimates and judgements made by management in applying the Group’s/Company’s accounting policies and the key sources of estimation uncertainty were the same as those that applied to the financial statements for the year ended 31 December 2011.

3 Acquisitions of businesses Gains on bargain purchases The excess of the Group’s interest in the net identified assets and liabilities of the companies acquired over cost is considered by management as gains on bargain purchases, and is recognized in the consolidated statements of income for the nine-month periods ended 30 September 2012 and 2011 and for the year ended 31 December 2011 as follows:

For the nine-month For the period ended year ended 30 September 31 December Note 2012 2011 2011 (in thousand Baht) Grupo Arteva, S. de R.L. de C.V., Mexico 3(i) - 1,826,218 1,826,218 Indorama Polymers Poland Sp. z o.o., Poland 3(iii) - 1,530,365 1,530,365 Guangdong IVL PET Polymer Company Limited, China 3(iv) - 406,754 406,754 Auriga Polymers Inc., USA 3(v) - 2,855,832 2,855,832 Wellman International Limited, Ireland 3(vii) - - 133,395 Indorama Ventures Performance Fibers

Holdings USA LLC, USA

3(viii)

686,931 -

-

PT Indorama Polypet Indonesia, Indonesia 3(xi) 121,163 - - Total gains on bargain purchases 808,094 6,619,169 6,752,564

In accordance with TFRS 3, management is required to make a preliminary assessment of the fair values of businesses acquired as at the acquisition date. During the measurement period, which must not exceed one year from the acquisition date, the acquirer shall retrospectively adjust the provisional amounts recognised at the acquisition date to reflect new information obtained about facts and circumstances that existed as of the acquisition date. Finalisation of the fair values for certain acquisitions of businesses acquired during 2011 and 2012 is dependent on determination of the ultimate purchase price and completion of the purchase price allocation exercise. At the date of original issuance of the consolidated interim financial statements for the nine-month period ended 30 September 2011, the fair values of businesses acquired during the nine-month period ended 30 September 2011 had been provisionally assessed by management. Independent appraisal reports determining the fair values were subsequently finalised. The final purchase prices were agreed and the purchase price allocation was completed in the fourth quarter of 2011. The fair values of the businesses acquired were adjusted accordingly in the consolidated financial statements for the year ended 31 December 2011. The consolidated statements of income, comprehensive income, changes in equity and cash flows for the nine-month period ended 30 September 2011 included in these interim financial statements have been restated to reflect the gains on bargain purchases on the


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acquisitions of Baht 6,522.8 million, as previously preliminarily assessed and reported, to Baht 6,619.2 million. Acquisition-related costs of Baht 248.9 million and Baht 367.1 million are included in the administrative expenses in the consolidated statements of income for the nine-month periods ended 30 September 2012 and 2011, respectively. (i) Grupo Arteva, S. de R.L. de C.V., Mexico

On 1 March 2011, the Group completed the business acquisition of a PET facility in Mexico, from Arteva Latin America B.V., a company registered in Mexico, through the acquisition of 100% of the outstanding shares of Grupo Arteva, S. de R.L. de C.V., located in Mexico, for a preliminary cash consideration of MXN 3,263.1 million (Baht 8,243.3 million) and the transaction is accounted for as a business combination. During 2011, the working capital adjustments were finalized and the final purchase price was settled with the seller to be MXN 3,048.5 million (Baht 7,701.1 million).

Management believes that taking control of the business enables the Group to own an established operating production facility with assembled workforce to service the PET polymers market in Mexico, Central America and Latin America. Management expects the acquisition to provide the Group with an increased share of the market through access to the acquiree’s customer relationships, intellectual property in relation to trademarks, technology, knowhow and licenses and technical talent of the workforce.

The acquiree’s net assets at the acquisition date comprised of the following:

Carrying Fair value Recognised amounts adjustments values

(in thousand Baht) Cash and cash equivalents 427,294 - 427,294Inventories 1,350,933 - 1,350,933 Accounts receivable 5,727,917 - 5,727,917 Property, plant and equipment 5,852,000 (404,329) 5,447,671 Intangible assets 1,075,608 (260,695) 814,913 Accounts payable (2,282,797) - (2,282,797)Other assets/(liabilities), net (1,958,608) - (1,958,608)Net identifiable assets acquired and

liabilities assumed

10,192,347

(665,024)

9,527,323 Gain on a bargain purchase (1,826,218) Total consideration 7,701,105 Cash acquired (427,294) Net consideration - paid 7,273,811 Consideration paid 7,694,219Consideration receivable as at 30 September 2012 (420,408)Net consideration 7,273,811

The trade receivables comprise gross contractual amounts of Baht 5,766.3 million, of which Baht 38.3 million was expected to be uncollectible at the acquisition date.


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(ii) PT Indorama Ventures, Indonesia On 2 March 2011, the Group completed the business acquisition of a PET and polyester fibers and yarns facility in Indonesia, from SK Chemicals, a company registered in South Korea, through the acquisition of 100% of the outstanding shares of PT SK Keris, located in Indonesia, for a cash consideration of USD 29.3 million (Baht 895.1 million) and repayment of PT SK Keris’s bank loans of USD 138.1 million (Baht 4,222.9 million), totalling to USD 167.4 million (Baht 5,118.0 million). Management believes that taking control of the business enables the Group to own an established operating production facility with assembled workforce to service the polyester fibers and yarns and PET polymers market in Indonesia.



(in thousand Baht) Cash and cash equivalents 300,915 - 300,915Inventories 769,739 - 769,739 Accounts receivable 1,450,788 - 1,450,788 Property, plant and equipment 4,293,816 (708,498) 3,585,318 Intangible assets 2,760 (2,760) -Accounts payable (1,794,574) - (1,794,574) Other assets/(liabilities), net 424,502 (14,054) 410,448Net identifiable assets acquired and liabilities assumed

5,447,946

(725,312)

4,722,634

Goodwill 395,427 Total consideration 5,118,061 Cash acquired (300,915) Net consideration - paid 4,817,146 The trade receivables comprise gross contractual amounts of Baht 1,556.2 million, of which Baht 105.4 million was expected to be uncollectible at the acquisition date.

(iii) Indorama Polymers Poland Sp. z o.o., Poland

On 2 March 2011, the Group completed the business acquisition of a PET facility in Poland, from SK Chemicals, a company registered in South Korea, through the acquisition of 100% of the outstanding shares of Indorama Polymers Poland Sp. z o.o., located in Poland, for a preliminary cash consideration of PLN 137.3 million (Baht 1,449.0 million). During 2011, the final purchase price was settled with the seller to be PLN 132.3 million (Baht 1,396.0 million).

Management believes that taking control of the business enables the Group to own an established operating production facility with assembled workforce to service the PET polymers markets in Poland and Europe. Management expects the acquisition to provide the Group with an increased share of the market through access to the acquiree’s customer relationships and a long term contract with a supplier for piped supply of PTA, which is the main raw material required in the production of PET polymers.


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(in thousand Baht) Cash and cash equivalents 144,078 - 144,078 Inventories 221,904 - 221,904 Accounts receivable 625,990 - 625,990 Property, plant and equipment 1,412,302 428,055 1,840,357 Intangible assets - 909,371 909,371 Accounts payable (784,478) - (784,478) Other assets/(liabilities), net (30,846) - (30,846)Net identifiable assets acquired and liabilities assumed

1,588,950

1,337,426

2,926,376

Gain on a bargain purchase (1,530,365) Total consideration 1,396,011 Cash acquired (144,078)Net consideration - paid 1,251,933

The trade receivables comprise gross contractual amounts of Baht 626.0 million of which the entire amount was expected to be collectible at the acquisition date.

(iv) Guangdong IVL PET Polymer Company Limited, China

On 27 January 2011, the Group completed the business acquisition of a PET facility in China, from Guangdong Shinda UHMWPE Company Limited, a company registered in China, through the acquisition of property, plant and equipment for a cash consideration of CNY 322.7 million (Baht 1,511.6 million). The transaction is accounted for as a business combination. Management believes that taking control of the business enables the Group to own an established operating production facility with assembled workforce to service the PET polymers market in China. The acquiree’s net assets at the acquisition date comprised of the following:


(in thousand Baht) Property, plant and equipment 1,511,629 406,754 1,918,383 Net identifiable assets acquired 1,511,629 406,754 1,918,383 Gain on a bargain purchase (406,754)Total consideration - paid 1,511,629


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(v) Auriga Polymers Inc., USA On 1 March 2011, the Group completed the business acquisition of a PET and polyester fibers and yarns facility in USA, from Invista S.a.r.l., a company registered in USA, through the acquisition of assets and liabilities for a preliminary cash consideration of USD 192.7 million (Baht 5,893.8 million). During 2011, the final purchase price was settled with the seller to be USD 187.7 million (Baht 5,741.4 million). The transaction is accounted for as a business combination. Management believes that taking control of the business enables the Group to own an established operating production facility with assembled workforce to service the PET markets in the United States and North America. Management expects the acquisition to provide the Group with an increased share of the market through access to the acquiree’s customer relationships, intellectual property in relation to trademarks, technology, knowhow and licenses and technical talent of the workforce. The acquiree’s net assets at the acquisition date comprised of the following:


(in thousand Baht) Inventories 1,789,745 - 1,789,745 Accounts receivable 2,378,273 (612) 2,377,661 Property, plant and equipment 3,656,733 495,194 4,151,927 Intangible assets - 2,137,822 2,137,822 Accounts payable (1,876,499) 28,496 (1,848,003) Other assets/(liabilities), net 1,917 (13,810) (11,893)Net identifiable assets acquired and liabilities assumed 5,950,169 2,647,090 8,597,259 Gain on a bargain purchase (2,855,832) Total consideration 5,741,427 The trade receivables comprise gross contractual amounts of Baht 2,378.3 million, of which Baht 0.6 million was expected to be uncollectible at the acquisition date.

(vi) Trevira GmbH, Germany

On 1 July 2011, Trevira Holding GmbH, a jointly-controlled entity (see Note 1), completed the business acquisition of polyester fibers and yarns facilities from Trevira Abwicklungsgesellschaft mbH, through the acquisition of 100% of the outstanding shares of Trevira GmbH, located in Bobingen, Germany, for a cash consideration of EUR 18 million (Baht 796.9 million). The transaction is accounted for as a business combination. Management believes that taking control of the business enables the Group to own an established and operating production facility with assembled workforce to service the specialty polyester fibers and yarns, including filaments, market in Europe. Management expects the acquisition to provide the Group with an increased share of the market through access to the acquiree’s customer relationships, intellectual property in relation to trademarks, technology, knowhow and licenses.


30

The acquiree’s net assets at the acquisition date, not adjusted by the percentage of ownership held by the Group, comprised of the following:


(in thousand Baht) Cash and cash equivalents 210,768 - 210,768Accounts receivable 618,616 - 618,616Inventories 1,624,135 - 1,624,135Property, plant and equipment 1,494,926 344,309 1,839,235Intangible assets 27,806 256,339 284,145Accounts payable (888,180) - (888,180)Other assets/(liabilities), net (773,322) - (773,322)Net identifiable assets acquired and liabilities assumed 2,314,749 600,648 2,915,397 Gain on a bargain purchase (2,118,487)Total consideration 796,910 Cash acquired (210,768)Net consideration - paid 586,142 The trade receivables comprise gross contractual amounts of Baht 627.6 million, of which Baht 9.0 million was expected to be uncollectible at the acquisition date. The Group applied the equity method of accounting for its investment in Trevira Holding GmbH (see Note 9). At the date of original issuance of the consolidated financial statements for the year ended 31 December 2011 and the consolidated interim financial statements for the three-month and nine-month periods ended 30 September 2011, the fair value of this investment had been provisionally assessed by management. An independent appraisal report determining the fair value was subsequently finalised. The purchase price allocation was completed in the second quarter of 2012. The fair value of the investment was adjusted accordingly in the consolidated financial statements for the year ended 31 December 2011 and the consolidated interim financial statements for the three-month and nine-month periods ended 30 September 2011. The consolidated statement of financial position as at 31 December 2011 and the consolidated interim financial statements for the three-month and nine-month periods ended 30 September 2011, included in these interim financial statements, have been restated to reflect the restated share of profit. The restated share of profit of Baht 1,588.9 million represents 75% of the final gain on a bargain purchase of Baht 2,118.5 million.

(vii) Wellman International Limited, Ireland On 30 November 2011, the Group completed the business acquisition of a PET and polyester fibers and yarns facility in the Republic of Ireland, from WIT Beteiligungs GmbH and Wellman International Trading, companies registered in Europe, through the acquisition of 100% of the outstanding shares of Wellman International Limited, located in the Republic of Ireland, and MJR Recycling B.V., located in the Netherlands for a preliminary cash consideration of EUR 52.3 million (Baht 2,177.6 million). The final purchase price payable is pending a finalisation of working capital adjustment as per sale and purchase agreement. The transaction is accounted for as a business combination.


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Management expects the acquisition to provide access to recycling technology and the potential for a technology transfer within the Group with a reduced learning curve. The acquisition provides the Group with three production facilities in Europe which include a polyester fiber plant based in Mullagh, the Republic of Ireland, recycling plants at Spijk in the Netherlands, and Verdun in France. The plant in Ireland is capable of converting waste polyester into 100% recycled fiber. Post consumer recycled bottles are flaked and processed with other waste material to produce fibers that can be used in a variety of premium applications, such as in the hygiene industry.



(in thousand Baht) Cash and cash equivalents 98,363 - 98,363Inventories 1,166,809 - 1,166,809Accounts receivable 1,138,241 - 1,138,241Property, plant and equipment 798,675 - 798,675Accounts payable (686,333) - (686,333)Other assets/(liabilities), net (204,772) - (204,772)Net identifiable assets acquired and liabilities assumed 2,310,983 - 2,310,983 Gain on a bargain purchase (133,395)Total consideration 2,177,588 Cash acquired (98,363)Net consideration - paid 2,079,225

The trade receivables comprise gross contractual amounts due of Baht 1,176.2 million, of which Baht 38.0 million was expected to be uncollectible at the acquisition date.

An independent appraiser has been appointed and management had made a provisional assessment of the fair value of the business acquired based on an independent appraisal report dated 12 July 2012. However, as at the date of approval of these interim consolidated financial statements, the final determination of the fair value of the assets acquired and liabilities assumed had not been completed.

(viii) FiberVisions Holdings LLC, USA

On 6 January 2012, the Group completed the business acquisition of speciality mono and bicomponent fibers facilities in different locations globally from SPG FiberVisions Seller LLC (principal seller), a limited liability company registered in the USA, through the acquisition of 100% of the outstanding shares of FiberVisions Holdings LLC, a limited liability company registered in the USA, for a preliminary cash consideration of USD 197.2 million (Baht 6,236.1 million). The final purchase price payable is pending a finalisation of working capital adjustment as per sale and purchase agreement. The transaction is accounted for as a business combination. During the period from the acquisition date to 30 September 2012, the production facilities contributed revenue of USD 283.6 million (Baht 8,855.1 million) and net profit of USD 0.6 million (Baht 17.2 million) to the Group’s results. Management believes that taking control of the business will enable the Group to own established operating production facilities with assembled workforce located in the USA, Europe and Asia to service the specialized fibers market for hygiene products.


32



(in thousand Baht) Cash and cash equivalents 499,331 - 499,331Inventories 1,108,492 - 1,108,492Accounts receivable 662,483 - 662,483Investment in jointly-controlled entities (191,586) 855,641 664,055Property, plant and equipment 2,586,112 1,550,006 4,136,118Goodwill 1,012,587 (1,012,587) -Intangible assets 81,005 753,808 834,813Accounts payable (1,241,651) - (1,241,651)Other assets/(liabilities), net 259,437 - 259,437Net identifiable assets acquired and liabilities assumed 4,776,210 2,146,868 6,923,078 Gain on a bargain purchase (686,931)Total consideration 6,236,147 Cash acquired (499,331)Net consideration - paid 5,736,816 The trade receivables comprise gross contractual amounts due of Baht 668.7 million, of which Baht 6.2 million was expected to be uncollectible at the acquisition date. An independent appraiser has been appointed to determine the fair value of the business, but the report of the appraiser is not yet completed as at the date of approval of these interim consolidated financial statements. Accordingly, the fair value of assets acquired and liabilities assumed have been provisionally determined at the acquisition date.

(ix) Beverage Plastics (Holdings) Limited, United Kingdom On 24 February 2012, the Group completed the business acquisition of a PET packaging facility (plastic bottles, preforms and closures) in Northern Ireland, UK from Ian Beecroft, William Leslie Dalton and David Horan, residents of UK, through the acquisition of 51% of the outstanding shares of Beverage Plastics (Holdings) Limited, located in Northern Ireland, UK for a preliminary cash consideration of GBP 0.05 million (Baht 2.4 million) and a contingent consideration of GBP 0.05 million (Baht 2.4 million) due in one year when a certain financial target is met. The transaction is accounted for as a business combination. The Group, through its indirect subsidiary, grants the put option, which is exercisable at any time after 23 February 2015, to non-controlling interest shareholders to purchase all shares held by those non-controlling interest shareholders. The final purchase price payable is pending a finalisation of working capital adjustment as per sale and purchase agreement. During the period from the acquisition date to 30 September 2012, the production facilities contributed revenue of GBP 17.0 million (Baht 835.0 million) and net profit of GBP 0.8 million (Baht 39.7 million) to the Group’s results. Management believes that taking control of the business will enable the Group to own an operating production facility to service the PET packaging markets in Europe.


33



(in thousand Baht) Cash and cash equivalents 2,177 - 2,177Inventories 120,251 - 120,251Accounts receivable 171,046 - 171,046Property, plant and equipment 204,189 70,202 274,391Accounts payable (305,329) - (305,329)Other assets/(liabilities), net (253,172) - (253,172)Net identifiable assets acquired and liabilities assumed (60,838) 70,202 9,364 Interest acquired (%) 51%Net identifiable assets and liabilities-acquired and total consideration 4,775 Cash acquired (2,177)Net consideration 2,598 Consideration paid 211Consideration payable as at 30 September 2012 2,387Net consideration 2,598

The trade receivables comprise gross contractual amounts due of Baht 198.5 million, of which Baht 27.5 million was expected to be uncollectible at the acquisition date. An independent appraiser has been appointed and management had made a provisional assessment of the fair value of the business acquired based on an independent appraisal report dated 1 November 2012. However, as at the date of approval of these interim consolidated financial statements, the final determination of the fair value of assets acquired and liabilities assumed had not been completed.

(x) Old World, USA On 3 April 2012, the Group completed the business acquisition of an ethylene oxide/ethylene glycol facility in the USA from Old World Industries, LLC, an Illinois limited liability company and Old World Management, Inc, an Illinois corporation, through the acquisition of 100% of partnership interests of Old World Industries I, Ltd. and Old World Transportation, Ltd. for a preliminary cash consideration of USD 811.3 million (Baht 25,000.2 million). Subsequent to the completion of acquisition, Old World Industries I, Ltd. was renamed “Indorama Ventures (Oxide & Glycols) Ltd.” and Old World Transportation Ltd. was renamed “Indorama Ventures Logistics Ltd.” (see Note 1). The transaction is accounted for as a business combination. The final purchase price payable is pending a finalisation of working capital adjustment as per purchase agreement. During the period from the acquisition date to 30 September 2012, the production facilities contributed revenue of USD 247.8 million (Baht 7,767.3 million) and net profit of USD 55.2 million (Baht 1,730.6 million) to the Group’s results. Management believes that taking control of the business will enable the Group to further integrate within the polyester value chain into its key raw materials which is ethylene glycol and to sell purified ethylene oxide.


34



(in thousand Baht) Inventories 634,966 - 634,966Accounts receivable 2,548,131 - 2,548,131Property, plant and equipment 3,269,614 7,660,482 10,930,096Intangible assets - 5,404,741 5,404,741Accounts payable (909,205) - (909,205)Other assets/(liabilities), net (230,809) - (230,809)Net identifiable assets acquired and

liabilities assumed 5,312,697 13,065,223 18,377,920 Goodwill 6,622,239Total consideration 25,000,159 Consideration paid (including subsequent

offset of accounts receivable of Baht 819.8 million)

24,977,214

Consideration payable as at 30 September 2012 22,945

Net consideration 25,000,159 The trade receivables comprise gross contractual amounts due of Baht 2,552.0 million, of which Baht 3.9 million was expected to be uncollectible at the acquisition date. An independent appraiser has been appointed to determine the fair value of the business, but the report of the appraiser is not yet completed as at the date of approval of these interim consolidated financial statements. Accordingly, the fair value of assets acquired and liabilities assumed have been provisionally determined at the acquisition date.

(xi) PT Indorama Polypet Indonesia, Indonesia

On 9 August 2012, the Group completed the business acquisition of a PET facility in Cilegon, Indonesia from PT Polypet Karyapersada, through the acquisition of net assets, for a preliminary cash consideration of USD 20.5 million (Baht 645.9 million). The transaction is accounted for as a business combination. The final purchase price payable is pending a finalisation of working capital adjustment as per purchase agreement. During the period from the acquisition date to 30 September 2012, the production facility contributed revenue of USD 2.4 million (Baht 73.9 million) and net loss of USD 0.5 million (Baht 14.3 million) to the Group’s results. Management believes that taking control of the business will enable the Group to further expand its PET resin business in Indonesia and better serve domestic and export markets.


35



(in thousand Baht) Inventories 74,072 (9,680) 64,392Property, plant and equipment 1,939,967 (1,239,710) 700,257Intangible assets - 31 31Other assets/(liabilities), net 2,902 (564) 2,338Net identifiable assets acquired and

liabilities assumed 2,016,941 (1,249,923) 767,018 Gain on bargain purchase (121,163)Total consideration 645,855 Consideration paid 629,416Consideration payable as at 30 September 2012 16,439Net consideration 645,855 An independent appraiser has been appointed to determine the fair value of the business, but the report of the appraiser is not yet completed as at the date of approval of these interim consolidated financial statements. Accordingly, the fair value of assets acquired and liabilities assumed have been provisionally determined at the acquisition date.

4 Related parties

For the purposes of these interim financial statements, parties are considered to be related to the Group/Company if the Group/Company has the ability, directly or indirectly, to control or jointly control the party or exercise significant influence over the party in making financial and operating decisions, or vice versa, or where the Group/Company and the party are subject to common control or common significant influence. Related parties may be individuals or other entities. Relationships with related parties were as follows:

Name of entities Country of incorporation/ nationality

Nature of relationships

Indorama Resources Limited Thailand Immediate parent company, 63.69% shareholder, some common directors

Indorama Petrochem Limited Thailand Subsidiary, 100% shareholding; some common directors Indorama Holdings Limited Thailand Subsidiary, 99.81% shareholding, some common directors TPT Petrochemicals Public Thailand Subsidiary, 99.96% shareholding, some Company Limited common directors Indorama Polymers Thailand Subsidiary, 72.60% shareholding and 26.60% Public Company Limited interest held indirectly, some common directorsIndorama Polyester Thailand Subsidiary, 64.94% shareholding and 34.55% Industries Public interest held indirectly, some common Company Limited directorsIVL Belgium N.V. Belgium Subsidiary, 100.00% shareholding, some common directors


36



Indo Polymers Mauritius Limited Mauritius Subsidiary, 100.00% shareholding Indo Rama Textiles Thailand Indirect subsidiary, 94.92% effective interest, (Thailand) Limited some common directors Asia Pet (Thailand) Limited Thailand Indirect subsidiary, 99.20% effective interest, some common directors Petform (Thailand) Limited Thailand Indirect subsidiary, 59.52% effective interest, some common directors UAB Indorama Holdings Lithuania Indirect subsidiary, 99.81% effective interest, Europe some common directors Indorama Holdings The Netherlands Indirect subsidiary, 99.81% effective interest, Rotterdam B.V. some common directors UAB Indorama Polymers Lithuania Indirect subsidiary, 99.20% effective interest, Europe some common directors Indorama Polymers The Netherlands Indirect subsidiary, 99.20% effective interest, Rotterdam B.V. some common directors Indorama Polymers United Kingdom Indirect subsidiary, 99.20% effective interest, Workington Limited some common directors UAB Orion Global PET Lithuania Indirect subsidiary, 99.20% effective interest, some common directors Indorama Netherlands The Netherlands Indirect subsidiary, 100.00% effective interest Cooperatief U.A. Indorama Netherlands B.V. The Netherlands Indirect subsidiary, 100.00% effective interest Indorama Ventures Poland Poland Indirect subsidiary, 100.00% effective interest, Sp. z o.o. some common directors Indorama Trading AG Switzerland Indirect subsidiary, 99.81% effective interest, some common directors Indorama Trading (UK) Limited United Kingdom Indirect subsidiary, 99.81% effective interest, some common directors Beacon Trading (UK) Limited United Kingdom Indirect subsidiary, 99.81% effective interest, some common directors Indorama Ventures USA Inc. USA Indirect subsidiary, 99.20% effective interest, some common directors StarPet Inc. USA Indirect subsidiary, 99.20% effective interest, some common directors Auriga Polymers Inc. USA Indirect subsidiary, 99.20% effective interest, some common directors Indorama Polymers (USA) Inc. USA Indirect subsidiary, 99.20% effective interest, some common directors AlphaPet Inc. USA Indirect subsidiary, 99.20% effective interest, some common directors Indorama PET (Nigeria) Nigeria Indirect subsidiary, 89.28% effective interest, Limited some common directors IVL Singapore PTE. Limited Singapore Indirect subsidiary, 99.20% effective interest, some common directors Guangdong IVL PET Polymer China Indirect subsidiary, 99.20% effective interest, Company Limited some common directors IVL Holding, S. de R.L. de C.V. Mexico Indirect subsidiary, 100.00% effective interest, some common directors Grupo Indorama Ventures, Mexico Indirect subsidiary, 100.00% effective interest, S. de R.L. de C.V. some common directors


37



Indorama Ventures Polymers Mexico Indirect subsidiary, 100.00% effective interest, Mexico, S. de R.L. de C.V. some common directors Indorama Ventures Polycom, Mexico Indirect subsidiary, 100.00% effective interest, S. de R.L. de C.V. some common directors Indorama Ventures Servicios Mexico Indirect subsidiary, 100.00% effective interest, Corporativos, S. de R.L. de C.V.

some common directors

PT Indorama Ventures Indonesia Indirect subsidiary, 100.00% effective interest, Indonesia some common directors PT Indorama Polyester Indonesia Indirect subsidiary, 100.00% effective interest, Industries Indonesia some common directors KP Equity Partners Inc. Malaysia Indirect subsidiary, 100.00% effective interest, some common directors Dong Mao Pte. Limited Singapore Indirect subsidiary, 100.00% effective interest, some common directors (struck off in June 2012) PT Indorama Polychem Indonesia Indirect subsidiary, 100.00% effective interest, Indonesia some common directors Indorama Ventures Recycling The Netherlands Indirect subsidiary, 100.00% effective interest, Netherlands B.V. some common directors Wellman International Limited Ireland Indirect subsidiary, 100.00% effective interest, some common directors Wellman International (Branch The Netherlands Indirect subsidiary, 100.00% effective interest, of Wellman International Limited) some common directors Wellman France Recyclage SAS France Indirect subsidiary, 100.00% effective interest, some common directors Wellman International Trustees Ireland Indirect subsidiary, 100.00% effective interest, Staff Limited some common directors Wellman International Trustees Ireland Indirect subsidiary, 100.00% effective interest, Works Limited some common directors Wellman Recycling UK Limited United Kingdom Indirect subsidiary, 100.00% effective interest, some common directors (liquidated in April 2012) Wellman Handelsgesellschaft Germany Indirect subsidiary, 100.00% effective interest, GmbH some common directors MJR Recycling B.V. The Netherlands Indirect subsidiary, 100.00% effective interest, some common directors Beverage Plastics (Holdings) United Kingdom Indirect subsidiary, 51.00% effective interest Limited Beverage Plastics Limited United Kingdom Indirect subsidiary, 51.00% effective interest PT Indorama Polypet Indonesia Indonesia Indirect subsidiary, 100.00% effective interest, some common directors Indorama Ventures Performance USA Indirect subsidiary, 100.00% effective interest, Fibers Holdings USA LLC some common directors SPG/FV Investor LLC USA Indirect subsidiary, 100.00% effective interest, some common directors FiberVisions Holdings LLC USA Indirect subsidiary, 100.00% effective interest, some common directors FiberVisions Corporation USA Indirect subsidiary, 100.00% effective interest, some common directors


38



FiberVisions Manufacturing USA Indirect subsidiary, 100.00% effective interest Company Covington Holdings, Inc. USA Indirect subsidiary, 100.00% effective interest FiberVisions L.P. USA Indirect subsidiary, 100.00% effective interest FiberVisions Products, Inc. USA Indirect subsidiary, 100.00% effective interest Athens Holdings, Inc. USA Indirect subsidiary, 100.00% effective interest FV Holdings, Inc. USA Indirect subsidiary, 100.00% effective interest FiberVisions A/S Denmark Indirect subsidiary, 100.00% effective interest FiberVisions (China) A/S Denmark Indirect subsidiary, 100.00% effective interest FiberVisions (China) Textile China Indirect subsidiary, 100.00% effective interest Products Limited FiberVisions GmbH Germany Indirect subsidiary, 100.00% effective interest Indorama Ventures Holdings LP USA Indirect subsidiary, 100.00% effective interest Indorama Ventures OGL USA Indirect subsidiary, 100.00% effective interest Holdings LP Indorama Ventures (Oxide & USA Indirect subsidiary, 100.00% effective interest

Glycols) LLC Indorama Ventures Logistics USA Indirect subsidiary, 100.00% effective interest LLC UAB Ottana Polimeri Europe Lithuania Indirect jointly-controlled entity, 50.00% effective interest, 50% of directors are representatives of the Company Ottana Polimeri S.R.L. Italy Indirect jointly-controlled entity, 50.00% effective interest, common directorsTrevira Holdings GmbH Germany Indirect jointly-controlled entity, 75.00% effective interestTrevira GmbH Germany Indirect jointly-controlled entity, 75.00% effective interestTrevira Sp. z o.o. Poland Indirect jointly-controlled entity, 75.00% effective interestTrevira North America, LLC USA Indirect jointly-controlled entity, 75.00% effective interestPT Indorama Petrochemicals Indonesia Indirect jointly-controlled entity, 42.00% effective interestES FiberVisions, Inc. USA Indirect jointly-controlled entity, 50.00% effective interest ES FiberVisions LP USA Indirect jointly-controlled entity, 50.00% effective interest ES FiberVisions Holdings ApS Denmark Indirect jointly-controlled entity, 50.00% effective interest ES FiberVisions ApS Denmark Indirect jointly-controlled entity, 50.00% effective interest


39

The pricing policies for particular types of transactions are explained further below: Transactions Pricing policies

Sales of goods Market pricesPurchases of goods Market pricesInterest income Market linked rate/contractually agreed Other income Contractually agreedInterest expense Market linked rate/contractually agreed Selling and administrative expenses Contractually agreed



ES FiberVisions Hong Kong Hong Kong Indirect jointly-controlled entity, 50.00% Limited effective interest ES FiberVisions China Limited China Indirect jointly-controlled entity, 50.00% effective interest ES FiberVisions Company Japan Indirect jointly-controlled entity, 50.00% Limited effective interest ES FiberVisions (Suzhou) China Indirect jointly-controlled entity, 50.00% Co., Ltd. effective interest Tuntex Textile (Thailand) Thailand Indirect associate, 16.58% effective interest

Company Limited PT Indorama Synthetics TBK Indonesia Some common directors Tri Ocean Tuntex Textile Thailand Indirect associate, 5.97% effective interest

(Thailand) Company Limited (Investment disposed in April 2012)Serm Suk Public Company Thailand 40% shareholder of indirect subsidiary, Limited some common directors Pacific Resources Limited Thailand Some common shareholders Cryoviva (Thailand) Limited Thailand Some common directors Indo Rama Synthetics (India) India Family relationships with directors Limited Lohia Global Holdings Limited Hong Kong Family relationships with directors Eleme Petrochemicals Limited Nigeria Shareholder of indirect subsidiary, 10% shareholding, some common directorsMJETS Limited Thailand Family relationships with directors PT Irama Unggul Indonesia Some common directors Key management personnel Thailand/India/ Persons having authority and responsibility Indonesia/USA for planning, directing and controlling the activities of the entity, directly or indirectly, including any director (whether executive or otherwise) of the Group/Company.


40

Significant transactions for the three-month and nine-month periods ended 30 September 2012 and 2011 with related parties were as follows: Consolidated Separate financial statements financial statements Three-month period ended 30 September 2012 2011 2012 2011 (in thousand Baht) Subsidiaries Interest income - - 408,555 135,489Interest expense - - 983 1,406Other income - - 47,699 - Key management Directors’ fee and bonus 18,855 2,055 18,855 2,055Short-term employee benefits 7,908 8,553 - -Long-term employee benefits 2,442 1,633 - - Other related parties Sales of goods 1,522,607 1,602,641 - -Purchases of goods and raw materials 8,243 3,852 - -Other raw materials conversion charges and overheads 1,193 - - - Selling and administrative expenses 24,974 24,480 - -Other income 489 394 - - Jointly-controlled entities Sales of goods 18,425 28,105 - -Purchases of goods and raw materials 27,887 - - -Selling and administrative expenses 1,245 - - -Interest income - 7,942 - -Other income 1,766 1,708 1,721 1,708 Nine-month period ended 30 September Subsidiaries Interest income - - 1,199,555 284,886Interest expense - - 2,929 2,335Other income - - 96,070 - Key management Directors’ fee and bonus 49,140 27,166 45,364 22,006Short-term employee benefits 26,560 30,316 - -Long-term employee benefits 6,134 4,628 - - Other related parties Sales of goods 5,021,927 6,397,991 - -Purchases of goods and raw materials 40,411 3,852 - -Other raw materials conversion charges and overheads 4,643 9,878 - - Selling and administrative expenses 68,214 55,011 - -Other income 1,555 394 - -


41

Consolidated Separate financial statements financial statements Nine-month period ended 30 September 2012 2011 2012 2011 (in thousand Baht) Jointly-controlled entities Sales of goods 45,320 28,105 - -Purchases of goods and raw materials 56,231 91,113 - -Selling and administrative expenses 1,304 - - -Interest income - 7,942 - -Other income 5,609 5,117 5,230 5,117 Balances as at 30 September 2012 and 31 December 2011 with related parties were as follows: Consolidated Separate financial statements financial statements 30 September 31 December 30 September 31 December 2012 2011 2012 2011Trade accounts receivable from (in thousand Baht) related parties Other related parties Serm Suk Public Company Limited 107,610 32,567 - -Indo Rama Synthetics (India) Limited 1,140,424 1,397,060 - -PT Indorama Synthetics TBK 54,237 27,443 - - 1,302,271 1,457,070 - - Other jointly-controlled entity Trevira Holdings GmbH 3,069 - - - 3,069 - - -Total 1,305,340 1,457,070 - - Other receivables Other related parties Pacific Resources Limited 1,312 1,312 - -Cryoviva (Thailand) Limited 167 - - -Indo Rama Synthetics (India) Limited 7,144 - - -Eleme Petrochemicals Limited 2,611 - - - 11,234 1,312 - - Other jointly-controlled entities Ottana Polimeri S.R.L. 1,868 - 1,721 -Trevira Holdings GmbH 830 - 830 - 2,698 - 2,551 -Total 13,932 1,312 2,551 -


42

Short-term loans to Consolidated Separate related parties Interest rate financial statements financial statements

30 31 30 31 September December September December 2012 2011 2012 2011 2012 2011 (% per annum) (in thousand Baht) Comprising: Short-term loans to related parties Subsidiaries Indorama Polymers Public Company Limited 5.00 1.38-5.00 - - 1,730,700 9,954,700Asia Pet (Thailand) Limited 5.00 1.38-5.00 - - 2,877,050 912,100Indorama Holdings Limited 5.00 1.38-5.00 - - 612,150 2,436,500Indorama Polyester Industries Public Company Limited 5.00 1.38-5.00 - - 3,029,600 5,658,200Indorama Netherlands Cooperatief U.A. 3.32-4.08 3.56-3.63 - - 1,772,387 5,404,902IVL Belgium N.V. - 4.16 - - - 814Total - - 10,021,887 24,367,216 Interest receivable from related parties Subsidiaries Indorama Polymers Public Company Limited - - 137,634 132,891Asia Pet (Thailand) Limited - - 46,445 9,940Indorama Holdings Limited - - 38,484 30,313Indorama Polyester Industries Public Company Limited - - 73,673 69,828Indorama Netherlands Cooperatief U.A. - - 76,575 10,126IVL Belgium N.V. - - - 4Indorama Petrochem Limited - - 37,715 -TPT Petrochemicals Public Company Limited - - 14,531 -Total - - 425,057 253,102Total short-term loans to related parties - - 10,446,944 24,620,318

During the three-month period ended 30 September 2012, the Company has amended the loan agreements with related parties to change the repayment term resulting in classification of loans to related parties of Baht 19,316 million to be presented under long-term loans to related parties as at 30 September 2012.


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Long-term loan to Consolidated Separate related parties Interest rate financial statements financial statements 30 31 30 31 September December September December 2012 2011 2012 2011 2012 2011 (% per annum) (in thousand Baht) Comprising: Long-term loans to

related parties Subsidiaries Indorama Petrochem Limited 2.27-5.00 1.36-5.00 - - 1,430,025 1,173,893TPT Petrochemicals Public Company Limited 5.00 5.00 - - 1,153,000 1,153,000Indorama Polymers Public Company Limited 5.00 - - - 8,500,000 -Asia Pet (Thailand) Limited 5.00 - - - 2,500,000 -Indorama Holdings Limited 5.00 - - - 2,930,000 -Indorama Polyester Industries Public Company Limited 5.00 - - - 2,810,000 -Indorama Netherlands

Cooperatief U.A. 3.32-3.97 - - - 9,881,572 -IVL Belgium N.V. 3.31-4.02 - - - 789 -Total - - 29,205,386 2,326,893 Interest receivable from related parties Subsidiaries Indorama Petrochem Limited - - - 27,922TPT Petrochemicals Public Company Limited - - - 14,531IVL Belgium N.V. - - 25 -Total - - 25 42,453

Total long-term loan to related parties - - 29,205,411 2,369,346

The above long-term loans, including the related interest, are repayable only after full repayment of the long-term indebtedness of Indorama Petrochem Limited and TPT Petrochemicals Public Company Limited to financial institutions.


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Summary of loans to related parties Consolidated Separate financial statements financial statements 30 31 30 31 September December September December 2012 2011 2012 2011 (in thousand Baht) Short-term loans - - 10,446,944 24,620,318 Long-term loans - - 29,205,411 2,369,346 Total loans to related parties - - 39,652,355 26,989,664

Movements during the nine-month periods ended 30 September 2012 and 2011 of loans to related parties, excluding interest receivable from related parties, were as follows:

Loans to related parties Consolidated Separate financial statements financial statements Nine-month period ended 30 September 2012 2011 2012 2011 (in thousand Baht) Short-term loans Subsidiaries At 1 January - - 24,367,216 5,669,700 Increase - - 34,989,896 47,030,970 Decrease - - (30,018,831) (28,617,442)Reclassifications - - (19,316,394) - At 30 September - - 10,021,887 24,083,228

Long-term loans Subsidiaries At 1 January - - 2,326,893 1,133,793 Increase - - 7,562,099 1,179,519 Reclassifications - - 19,316,394 - At 30 September - - 29,205,386 2,313,312

Consolidated Separate financial statements financial statements

30 September2012

31 December 2011

30 September 2012

31 December 2011

(in thousand Baht) Trade payable to related partities Other related party PT Indorama Synthetics TBK 6,325 - - - 6,325 - - -

Other jointly-controlled entities Ottana Polimeri S.R.L. 2,104 - - -PT Indorama Petrochemicals 1,331 - - - 3,435 - - - Total 9,760 - - -


45

Consolidated Separate financial statements financial statements

30 September2012

31 December 2011

30 September 2012

31 December 2011

(in thousand Baht) Other payable to related parties Other related parties Lohia Global Holdings Limited 21,740 16,655 - -Indo Rama Synthetics (India) Limited - 2,914 - -PT Indorama Synthetics TBK 824 - - -Total 22,564 19,569 - - Loan from related party Short-term loan from related party Subsidiary Indorama Petrochem Limited - - 164,300 164,300 Total - - 164,300 164,300 Movements during the nine-month periods ended 30 September 2012 and 2011 of loan from related parties, excluding interest payable to related parties, were as follows: Loans from related parties Consolidated Separate financial statements financial statements Nine-month period ended 30 September

2012 2011 2012 2011

(in thousand Baht) Short-term loans from related parties Subsidiaries At 1 January - - 164,300 -Increase - - - 422,010Decrease - - - (172,710)At 30 September - - 164,300 249,300

5 Other investments

Consolidated Separate financial statements financial statements 30 September 31 December 30 September 31 December 2012 2011 2012 2011 (in thousand Baht) Current investments

Short-term deposits at financial institutions 168,060 5,688,491 - 5,260,000

168,060 5,688,491 - 5,260,000 Other long-term investments

Long-term debentures issued by a financial institution 35,000 - 35,000 -

35,000 - 35,000 - Total 203,060 5,688,491 35,000 5,260,000


46

6 Trade accounts receivable

Consolidated Separate financial statements financial statements 30 September 31 December 30 September 31 December Note 2012 2011 2012 2011 (in thousand Baht) Related parties 4 1,305,340 1,457,070 - -Other parties 25,758,033 23,233,656 - -Total 27,063,373 24,690,726 - -Less allowance for doubtful accounts (185,730) (181,942) - -Net 26,877,643 24,508,784 - -

Consolidated Separate financial statements financial statements 2012 2011 2012 2011 (in thousand Baht) Provision (reversal) for bad and doubtful debts expense for the - three-month period ended 30 September 2,531 (293) - - - nine-month period ended 30 September 6,853 1,971 - -

Aging analyses for trade accounts receivable were as follows: Consolidated Separate financial statements financial statements

30 September 31 December 30 September 31 December 2012 2011 2012 2011

(in thousand Baht) Related parties Within credit terms 1,244,742 1,456,548 - -Overdue: Less than 3 months 60,598 522 - - 1,305,340 1,457,070 - - Other parties Within credit terms 21,704,586 18,925,779 - -Overdue: Less than 3 months 3,792,419 4,135,838 - - 3-6 months 40,499 18,080 - - 6-12 months 26,544 9,838 - - Over 12 months 193,985 144,121 - -

25,758,033 23,233,656 - -Less allowance for doubtful accounts (185,730) (181,942) - - 25,572,303 23,051,714 - -

Net 26,877,643 24,508,784 - -

The normal credit term granted by the Group ranges from 7 days to 270 days.


47

7 Other current assets

Consolidated Separate financial statements financial statements 30 September 31 December 30 September 31 December 2012 2011 2012 2011 (in thousand Baht) Value added tax receivable 1,520,405 1,056,903 - -Advance payments to suppliers 882,703 543,777 - -Insurance claims receivable 811,073 438,844 - -Receivable from seller in business combination 695,638 654,561 - -Prepaid expenses 540,753 361,753 - -Material price adjustment receivable 294,314 248,025 - -Guarantee deposit 108,384 149,396 - -Others 808,818 679,582 56,323 112,561Total 5,662,088 4,132,841 56,323 112,561

Receivable from seller in business combination relates to tax liability, which was recorded as part of income tax payable as at 30 September 2012 and 31 December 2011, for which IVL can claim from Arteva Latin America B.V. as per the sale and purchase agreement.

8 Investments in subsidiaries and other equity securities

Consolidated Separate financial statements financial statements 2012 2011 2012 2011 (in thousand Baht) At 1 January - - 27,127,240 18,524,840Additional investments - - 1,968,001 6,974,184Return of investment - - - (403)At 30 September - - 29,095,241 25,498,621


48

Investments in subsidiaries and other equity securities as at 30 September 2012 and 31 December 2011 and dividend income from those investments for the nine-month periods ended 30 September 2012 and 2011 were as follows:

Consolidated financial statements Effective ownership Dividend income for interest Paid-up capital Cost Impairment Carrying amount nine-month period ended

30 31 30 31 30 31 30 31 30 31 30 30 September December September December September December September December September December September September 2012 2011 2012 2011 2012 2011 2012 2011 2012 2011 2012 2011

(%) (in thousand Baht)Other equity securities Tuntex Textile (Thailand) Company Limited 16.58 16.58 1,200,000 1,200,000 200,000 200,000 (200,000) (200,000) - - - - Tri Ocean Tuntex Textile (Thailand) Company Limited - 5.97 - 175,000 - 10,500 - (10,500) - - - - Total 200,000 210,500 (200,000) (210,500) - - - -

During the second quarter of 2012, the investment in Tri Ocean Tuntex Textile (Thailand) Company Limited was sold at an amount of Baht 2.5 million and written off during the period. Gain on disposal of investment of Baht 2.5 million was recorded in the consolidated financial statements for the nine-month period ended 30 September 2012.


49


Dividend income

Ownership for nine-month

interest Paid-up capital Cost Impairment Return of capital Carrying amount period ended

30 31 30 31 30 31 30 31 30 31 30 31 30 30

September December September December September December September December September December September December September September

2012 2011 2012 2011 2012 2011 2012 2011 2012 2011 2012 2011 2012 2011

% (in thousand Baht)

Subsidiaries

Indorama Petrochem

Limited 100.00 100.00 4,727,820 4,727,820 2,525,805 2,525,805 - - - - 2,525,805 2,525,805 - 2,363,910

Indorama Holdings Limited 99.81 99.81 774,468 774,468 2,001,419 2,001,419 - - - - 2,001,419 2,001,419 1,256,175 1,070,647

Indorama Polymers

Public Company Limited 72.60 72.60 1,382,198 1,382,198 7,219,741 7,219,741 - - - - 7,219,741 7,219,741 1,073,787 1,068,769

Indorama Polyester

Industries Public

Company Limited 64.94 64.94 2,202,850 2,202,850 1,473,995 1,473,995 - - - - 1,473,995 1,473,995 171,676 479,264

TPT Petrochemicals

Public Company Limited 99.96 99.96 2,955,000 2,955,000 5,181,847 5,181,847 - - - - 5,181,847 5,181,847 - 1,353,869

IVL Belgium N.V. 100.00 100.00 121,630 121,630 121,630 121,630 - - - - 121,630 121,630 - -

Indo Polymers Mauritius

Limited 100.00 100.00 10,570,804 8,602,803 10,570,804 8,602,803 - - - - 10,570,804 8,602,803 719,054 -

Total 29,095,241 27,127,240 - - - - 29,095,241 27,127,240 3,220,692 6,336,459


50

During 2012, Indo Polymers Mauritius Limited (“IPM”) increased its share capital from USD 281.9 million (Baht 8,602.8 million) to USD 344.4 million (Baht 10,570.8 million) for which the Company subscribed to the entire increase in share capital by contributing USD 7.5 million (Baht 232.4 million) in advance during 2011, which was subsequently registered as share capital in 2012, and USD 55 million (Baht 1,735.6 million) during the nine-month period ended 30 September 2012. At 30 September 2012, a portion of shares of AlphaPet Inc. and UAB Orion Global Pet has been pledged as collateral for loans obtained from various financial institutions.

9 Investments in jointly-controlled entities

Consolidated Separate financial statements financial statements 2012 2011 2012 2011 (in thousand Baht) At 1 January 5,416,411 2,012,582 - -Acquisitions 664,055 790,211 - -Share of profit (loss) of investments - equity method, net (526,257) 1,544,195 - -Additional investment 27,746 - - -Effect of movements in exchange rates (171,973) 126,832 - -At 30 September 5,409,982 4,473,820 - -


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Investments in jointly-controlled entities as at 30 September 2012 and 31 December 2011 were as follows:


Effective ownership interest

Paid-up capital

Cost method

Equity method

Effect of movements in exchange rates

Carrying value at equity

30 31 30 31 30 31 30 31 30 31 30 31 September December September December September December September December September December September December 2012 2011 2012 2011 2012 2011 2012 2011 2012 2011 2012 2011 (%) (in thousand Baht)

Jointly-controlled entities

UAB Ottana Polimeri Europe (a) 50.00 50.00 242,460 242,460 121,230 121,230 1,839,895 2,007,032 (58,557) 55,006 1,781,338

2,062,038

Trevira Holdings GmbH (b) 75.00 75.00 1,071

1,071 790,211 790,211

1,798,613 2,107,395

(55,569) (158,688) 1,743,044

1,948,707

PT Indorama

Petrochemicals (c) 42.00 42.00 4,532,869 4,532,869 1,415,473 1,415,473 1,322,726 1,406,395 (40,181) (729) 1,282,545 1,405,666

ES FiberVisions (d) 50.00 - 31,148 - 664,055 - 592,975 - (17,666) - 575,309 - ES FiberVisions

(Suzhou) Co., Ltd (e) 50.00 - 369,946 - 27,746 - 27,746 - - - 27,746

-

Total 3,018,715 2,326,914 5,581,955 5,520,822 (171,973) (104,411) 5,409,982 5,416,411 (a) The Group applied the equity method of accounting for its investment in UAB OPE in the consolidated financial statements for the three-month and nine-month periods ended 30

September 2012 and 2011 and recorded its 50% interest in the profit (loss) of UAB OPE for the three-month and nine-month periods ended 30 September 2012 amounting to Baht (84.3) million and Baht (222.1) million, respectively and for the three-month and nine-month periods ended 30 September 2011 amounting to Baht (31.6) million and Baht 43.4 million, respectively as a share of (loss) profit of jointly-controlled entity in the consolidated statements of income for the three-month and nine-month periods ended 30 September 2012 and 2011, respectively.

(b) The Group applied the equity method of accounting for its investment in Trevira Holdings GmbH (“Trevira”) in the consolidated financial statements for the three-month and nine-month periods ended 30 September 2012 and 2011 and recorded its 75% interest in the profit (loss) of Trevira for the three-month and nine-month periods ended 30 September 2012 amounting to Baht (80.8) million and Baht (150.1) million, respectively and for the three-month and nine-month periods ended 30 September 2011 amounting to Baht 1,516.3 million and Baht 1,500.7 million, respectively as a share of profit (loss) of jointly-controlled entity in the consolidated statements of income for the three-month and nine-month periods ended 30 September 2012 and 2011, respectively.


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(c) The Group applied the equity method of accounting for its investment in PT Indorama Petrochemicals (“PTIP”) as both major shareholders have entered into a shareholder agreement giving each party joint control of all significant management and operational decisions. The Group recorded its 42% interest in net profit (loss) of PTIP for the three-month and nine-month periods ended 30 September 2012, amounting to Baht 23.9 million and Baht (82.9) million respectively, as a share of profit (loss) of jointly-controlled entity in the consolidated statements of income for the three-month and nine-month periods ended 30 September 2012 respectively. Indorama Netherlands B.V. has a call option, which is exercisable during the period from 1 January 2014 to 31 December 2016, to acquire 42% of PT Indorama Petrochemicals’s shares from PT Indo-Rama Synthetics TBK (“PTIRS”), a shareholder holding 42% of PTIP and a related party of IVL.

(d) The Group applied the equity method of accounting for its investment in ES FiberVisions

group of companies consisting of ES FiberVisions LP, ES FiberVisions, Inc., ES FiberVisions Holdings ApS, ES FiberVisions ApS, ES FiberVisions Hong Kong Limited, ES FiberVisions China Limited, and ES FiberVisions Company Limited (collectively, “ES FiberVisions”). The fair value of the Group’s interest in ES FiberVisions at the date of acquisition is provisionally determined to be USD 21 million (Baht 664.1 million) (see Note 3(viii)). The Group recorded its 50% interest in net loss of ES FiberVisions for the three-month and nine-month periods ended 30 September 2012, amounting to Baht 16.0 million and Baht 71.1 million respectively, as a share of loss of jointly-controlled entities in the consolidated statements of income for the three-month and nine-month periods ended 30 September 2012, respectively.

(e) The Group applied the equity method of accounting for its investment in ES FiberVisions (Suzhou) Co., Ltd., a new indirect jointly-controlled entity. The initial cost of investment is USD 0.9 million (Baht 27.7 million). This jointly-controlled entity has not commenced its operation as at 30 September 2012.

Summary financial information as at 30 September 2012 and for the nine-month period ended 30 September 2012 for the equity-accounted jointly-controlled entities, not adjusted for the percentage of ownership held by the Group, is as follow:

Carrying Amount

(in thousand Baht) UAB OPE Trevira PTIP ES FiberVisions ES FiberVisions

(Suzhou) Total

Current assets 2,990,039 2,106,916 1,322,840 1,150,036 55,492 7,625,323Non-current assets 3,474,186 1,942,834 7,378,296 9,862 - 12,805,178

Total assets 6,464,225 4,049,750 8,701,136 1,159,898 55,492 20,430,501

Current liabilities 1,906,861 1,119,963 855,672 1,677,258 - 5,559,754

Non-current liabilities 1,034,910 867,997 4,643,802 - - 6,546,709

Total liabilities 2,941,771 1,987,960 5,499,474 1,677,258 - 12,106,463

Total income 5,831,693 7,456,350 11,427 4,937,539 - 18,237,009

Total expenses 6,275,978 7,656,475 208,904 5,079,700 - 19,221,057


53

10 Property, plant and equipment Acquisitions, disposals and transfers of property, plant and equipment during the nine-month periods ended 30 September 2012 and 2011 were as follows: Consolidated financial statements 2012 2011 Disposals Disposals Acquisitions and transfers Acquisitions and transfers and transfers out - net and transfers out - net in - at cost book value in - at cost book value (in thousand Baht) Land and land improvements 603,113 - 1,927,435 -Building and building improvements 1,300,725 - 3,969,538 -Machinery and equipment 20,336,607 (6,150) 10,993,375 (35,157)Office furniture, fixtures and equipment 122,527 (996) 220,038 -Transportation equipment 55,050 (4,423) 44,208 (509)Construction in progress 2,436,143 - 3,177,348 (167)Store and spares parts 65,140 (75,835) 554,155 (37,218)Total 24,919,305 (87,404) 20,886,097 (73,051)


54

11 Intangible assets

Consolidated financial statementsSupplier Technology Customer Trade name Chemicals

Rights contract and Software licenses and contracts and and exchange Note acquired relationships licenses knowhow relationships trademarks contract Total

(in thousand Baht)

Cost

At 1 January 2012 60,431 303,752 248,938 2,520,700 1,128,429 459,522 - 4,721,772 Additions - - 4,173 - - - - 4,173 Acquisitions through business combinations

FibersVisions Holdings LLC 3(viii) - 287,758 - 246,649 300,406 - - 834,813

Old World 3(x) - 3,358,704 - 295,813 1,704,003 - 46,221 5,404,741

PT Indorama Polypet Indonesia 3(xi) - - - - - 31 - 31

Effect of movements in exchange rates (1,059) 5,349 (258) (6,845) (3,991) (12,506) 23 (19,287)

At 30 September 2012 59,372 3,955,563 252,853 3,056,317 3,128,847 447,047 46,244 10,946,243

Amortisation At 30 September 2012 (24,549) (73,693) (97,207) (257,052) (407,260) - (791) (860,552)

Net book value At 30 September 2012 34,823 3,881,870 155,646 2,799,265 2,721,587 447,047 45,453 10,085,691


55

Consolidated financial statements Supplier Technology Customer Trade name Rights contract and Software licenses and contracts and and Note acquired relationships licenses knowhow relationships trademarks Total (in thousand Baht) Cost At 1 January 2011 59,456 - 110,097 407,216 375,457 - 952,226 Additions - - 4,204 - 89 - 4,293 Acquisitions through business combinations

Grupo Arteva S. de R.L. de C.V. 3(i) - - 79,954 704,208 30,751 - 814,913

Indorama Polymers Poland Sp. z o. o. 3(iii) - 343,989 - - 565,382 - 909,371

Auriga Polymers Inc. 3(v) - - 55,051 1,431,332 207,971 443,468 2,137,822 Effect of movements in exchange rates 2,063 (32,274) (1,291) (43,643) (30,547) 8,459 (97,233) At 30 September 2011 61,519 311,715 248,015 2,499,113 1,149,103 451,927 4,721,392 Amortisation At 30 September 2011 (21,947) - (60,393) (85,133) (192,930) - (360,403) Net book value At 30 September 2011 39,572 311,715 187,622 2,413,980 956,173 451,927 4,360,989


56

12 Loans from financial institutions

Consolidated Separate financial statements financial statements 2012 2011 2012 2011 (in thousand Baht) At 1 January 40,360,994 26,759,241 20,124,601 4,414,809 New issues: Unsecured loan, due in October 2016, repayable in quarterly installments, with interest at THBFIX 3 month plus margin per annum - 4,095,000 - 4,095,000Unsecured loan, due in February 2017, repayable in semi-annual installments, with interest at THBFIX 3 month plus margin per annum - 4,500,000 - 4,500,000Unsecured loan, due in February 2017, repayable in semi-annual installments, with interest at THBFIX 3 month plus margin per annum - 3,270,000 - 3,270,000Term loan, due in March 2017, repayable in semi-annual installments, with interest at LIBOR plus margin per annum - 2,418,504 - - Term loan, due in February 2017, repayable in semi-annual installments, interest at THBFIX 3 month plus margin per annum - 2,340,000 - - Unsecured loan, due in February 2017, repayable in semi-annual installments, with interest at THBFIX 3 month plus margin per annum - 1,650,000 - 1,650,000Unsecured loan, due in April 2020, repayable in quarterly installments, interest at LIBOR 3 month plus margin per annum 3,434,651 - - - Unsecured bridge loan with interest at LIBOR plus margin per annum 17,241,950 - - - Secured loan, due in December 2017, repayable in semi-annual installments,

with interest at LIBOR plus margin per annum 2,341,807 - - -


57

Consolidated Separate financial statements financial statements 2012 2011 2012 2011

(in thousand Baht) Other long-term loans 2,560,154 6,982,713 - 4,857,000 Total new issues 25,578,562 25,256,217 - 18,372,000Repayments (12,790,980) (12,993,623) (6,028,066) (2,713,351)Total loans from financial institutions at 30 September 53,148,576 39,021,835 14,096,535 20,073,458Less deferred financing costs (208,224) (230,779) (28,457) (49,556)Unrealized (gain) loss on exchange rate (685,951) 648,357 (8,885) 44,561Net loans from financial institutions at 30 September 52,254,401 39,439,413 14,059,193 20,068,463Less current portion (7,150,628) (5,703,151) (354,254) (2,045,607)Long-term loans from financial institutions at 30 September 45,103,773 33,736,262 13,704,939 18,022,856

The above loan agreements contain certain covenants relating to the declaration and payment of dividends, maintenance of financial ratios, acquisition of major fixed assets, additional indebtedness and share transfers.

13 Debentures

As at 30 September 2012, the Company has outstanding unsubordinated and unsecured debentures totalling Baht 16.9 billion, as follows:

Interest

rate

Maturity

Deferred debenture issuance

Debentures no. Principal (% p.a.) Term date expense Net (in thousand Baht) (in thousand Baht)

1/2011-1 210,000 4.50-5.05 5 years 19 Oct. 16 733 209,2671/2011-2 98,000 4.75-5.50 7 years 19 Oct. 18 365 97,6351/2011-3 37,000 5.00-6.00 10 years 19 Oct. 21 144 36,8561/2011-4 2,690,000 4.70 5 years 19 Oct. 16 9,384 2,680,6161/2011-5 1,302,000 5.04 7 years 19 Oct. 18 4,847 1,297,1531/2011-6 3,163,000 5.35 10 years 19 Oct. 21 12,328 3,150,6721/2012-1 1,500,000 4.45-5.20 5 years 5 Apr. 17 3,080 1,496,9201/2012-2 1,250,500 5.10-6.00 10 years 5 Apr. 22 2,707 1,247,7931/2012-3 2,500,000 4.73 5 years 5 Apr. 17 5,133 2,494,8671/2012-4 1,500,000 5.09 7 years 5 Apr. 19 3,175 1,496,8251/2012-5 2,649,500 5.52 10 years 5 Apr. 22 5,736 2,643,764

Total 16,900,000 47,632 16,852,368

The extraordinary general meeting of shareholders held on 22 September 2011 approved the issue of debentures up to an amount not exceeding Baht 25,000 million (in Baht or equivalent foreign currency) for a maturity not exceeding 15 years. On 19 October 2011 and 5 April 2012, the Company raised in cash Baht 7,500 million and Baht 9,400 million, respectively, through the issue of unsubordinated and unsecured Baht debentures to the public. The Company appointed a debenture holders’ representative and must comply with terms and conditions relating to maintenance of financial ratios, payment of dividends, and core business retention.


58

14 Trade accounts payable Consolidated Separate financial statements financial statements 30 September 31 December 30 September 31 December Note 2012 2011 2012 2011 (in thousand Baht) Related parties 4 9,760 - - -Other parties 23,679,662 17,978,085 - -Total 23,689,422 17,978,085 - -

15 Employee benefit obligations



30 September

2012

31 December

2011

30 September

2012

31 December

2011 (in thousand Baht) Statement of financial position obligations for: Post-employment benefits Thailand legal severance plan 155,593 146,633 - - Defined benefit plans established in Europe 148,366 162,880 - - Defined benefit plans established in rest of the world 589,355 447,817 - -Other long-term employee benefits 22,323 15,371 - -Total 915,637 772,701 - - Three-month period ended 30 September 2012 2011 2012 2011 (in thousand Baht) Statement of income recognised in

profit or loss:

Post-employment benefits Thailand legal severance plan 5,625 4,324 - - Defined benefit plans established in Europe 20,272 20,823 - - Defined benefit plans established in rest of the world 25,965 26,713 - -Other long-term employee benefits 693 456 - -Total 52,555 52,316 - -


59



Nine-month period ended 30 September 2012 2011 2012 2011 (in thousand Baht) Statement of income recognised in

profit or loss:

Post-employment benefits Thailand legal severance plan 16,875 12,971 - - Defined benefit plans established in Europe 60,375 61,315 - - Defined benefit plans established in rest of the world 81,098 61,616 - -Other long-term employee benefits 1,655 1,365 - -Total 160,003 137,267 - - Thailand legal severance plan and other long-term employee benefits

The subsidiaries registered in Thailand provide employee benefit provisions based on the requirement of Thai Labour Protection Act B.E. 2541 (1998) to provide retirement benefits to employees based on pensionable remuneration and length of service. The Group also provides post-retirement medical plan as part of defined benefit plan and long service award plan as part of other long-term employee benefits to certain employees based on remuneration and length of service. The statement of financial position obligation was determined as follows:



30 September

2012

31 December

2011

30 September

2012

31 December

2011 (in thousand Baht) Present value of unfunded obligations 154,057 138,145 - - Unrecognised actuarial losses 23,859 23,859 - - Statement of financial position obligation 177,916 162,004 - -

Movement in the present value of the defined benefit obligations:



Nine-month period ended 30 September 2012 2011 2012 2011 (in thousand Baht) Defined benefit obligations at 1 January 162,004 121,563 - - Current service costs and interest 18,530 14,336 - - Benefits paid by the plan (2,618) (1,586) - - Defined benefit obligations at 30 September 177,916 134,313 - -


60

Expense recognised in profit or loss: Consolidated

financial statements Separate

financial statements 2012 2011 2012 2011

(in thousand Baht) Three-month period ended 30 September Current service costs 4,911 4,050 - - Interest on obligation 1,407 730 - - Total 6,318 4,780 - - Nine-month period ended 30 September Current service costs 14,374 11,192 - - Interest on obligation 4,156 3,144 - - Total 18,530 14,336 - -

The expense is recognised in the following line items in the statement of income: Consolidated



(in thousand Baht) Three-month period ended 30 September Cost of sales 4,336 4,028 - - Administrative expenses 1,982 752 - - Total 6,318 4,780 - - Nine-month period ended 30 September Cost of sales 11,790 10,392 - - Administrative expenses 6,740 3,944 - - Total 18,530 14,336 - - Principal actuarial assumptions at the reporting date (expressed as weighted averages): Consolidated


financial statements 30

September 2012

31 December

2011

30 September

2012

31 December

2011 % Discount rate 3.60 3.60 - - Future salary increases 5.50-6.50 5.50-6.50 - -

Assumptions regarding future mortality are based on published statistics and mortality tables.


61

Defined benefit plans established in Europe The subsidiaries in Europe have established defined benefit plans that provide pension benefits for their employees upon retirement.

The statement of financial position obligation was determined as follows: Consolidated



September 2012

31 December

2011

30 September

2012

31 December

2011 (in thousand Baht) Excess of present value of obligations over fair value of plan assets 119,300 80,385 - - Unrecognised actuarial losses 33,998 33,998 - - Effect of movements in exchange rates (4,932) 48,497 - - Statement of financial position obligation 148,366 162,880 - - Movement in the present value of the defined benefit obligations: Consolidated


financial statements Nine-month period ended 30 September 2012 2011 2012 2011 (in thousand Baht) Movement in the present value of the defined benefit obligations:Defined benefit obligations at 1 January 414,468 251,552 - - Current service costs and interest 64,995 61,315 - - Expected employees contribution 9,339 8,224 - - Effect of movements in exchange rates (12,504) (18,029) - - Total defined benefit obligations at 30 September 476,298

303,062

-

-

Movement in the fair value of plan assets: Fair value of plan assets at 1 January 251,588 144,441 - - Contributions paid into the plan 83,916 77,299 - - Effect of movement in exchange rates (7,572) (41,054) - - Fair value of plan assets at 30 September 327,932 180,686 - - Statement of financial position obligations at 30 September 148,366 122,376 - -


62




(in thousand Baht) Three-month period ended 30 September Current service costs 21,809 20,823 - -Expenses capitalised (1,537) - - -Total 20,272 20,823 - -

Nine-month period ended 30 September Current service costs 64,995 61,315 - -Expenses capitalised (4,620) - - -Total 60,375 61,315 - - The expense is recognised in the following line items in the statement of income: Consolidated



(in thousand Baht) Three-month period ended 30 September Cost of sales 18,719 20,823 - - Administrative expenses 1,553 - - - Total 20,272 20,823 - - Nine-month period ended 30 September Cost of sales 56,016 61,315 - - Administrative expenses 4,359 - - - Total 60,375 61,315 - - Principal actuarial assumptions at the reporting date (expressed as weighted averages): Consolidated



September2012

31 December

2011

30 September

2012

31 December

2011 % Weighted average discount rate 4.45 4.90 - - Expected return on plan assets 4.45 4.90 - - Rate of compensation increase 2.45-3.08 2.45-3.08 - -


63

Defined benefit plans established in rest of the world The statement of financial position obligation was determined as follows: Consolidated



September2012

31 December

2011

30 September

2012

31 December

2011 (in thousand Baht) Excess of present value of obligations over fair value of plan assets 514,889 450,448 - - Unrecognised actuarial losses 47,558 47,558 - - Effect of movements in exchange rates 26,908 (50,189) - - Statement of financial position obligation 589,355 447,817 - - Movement in the present value of the defined benefit obligations: Consolidated


financial statements Nine-month period ended 30 September 2012 2011 2012 2011 (in thousand Baht) Movement in the present value of the defined benefit obligations :Defined benefit obligations at 1 January 481,597 - - - Defined benefit obligations assumed upon acquisition of subsidiaries 60,334 515,846 - - Current service costs and interest 86,713 66,132 - - Benefits paid by the plan - (1,547) - - Effect of movements in exchange rates 29,586 (57,258) - - Total defined benefit obligations at 30 September 658,230

523,173

-

-

Movement in the fair value of plan assets: Fair value of plan assets at 1 January 33,780 - - - Fair value of plan assets assumed upon acquisition of subsidiaries - 42,493 - - Expected return on plan assets 5,615 4,516 - - Contributions paid into the plan 26,802 51,587 - - Effect of movement in exchange rates 2,678 (9,438) - - Fair value of plan assets at 30 September 68,875 89,158 - - Statement of financial position obligations at 30 September 589,355 434,015 - -


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(in thousand Baht) Three-month period ended 30 September Current service costs 10,923 14,529 - - Interest cost 16,834 16,700 - - Expected return on plan assets (1,792) (4,516) - - Total 25,965 26,713 - -

Nine-month period ended 30 September Current service costs 33,967 39,994 - - Interest cost 52,746 26,138 - - Expected return on plan assets (5,615) (4,516) - - Total 81,098 61,616 - -

The expense is recognised in the following line items in the statement of income: Consolidated



(in thousand Baht) Three-month period ended 30 September Cost of sales 17,124 15,374 - - Administrative expenses 8,841 11,339 - - Total 25,965 26,713 - -

Nine-month period ended 30 September Cost of sales 48,646 35,353 - - Administrative expenses 32,452 26,263 - - Total 81,098 61,616 - - Principal actuarial assumptions at the reporting date (expressed as weighted averages): Consolidated



September2012

31 December

2011

30 September

2012

31 December

2011 % Weighted average discount rate 6.50-7.25 6.50-7.25 - - Expected return on plan assets 9.75 9.75 - - Rate of compensation increase 3.00-6.00 4.75-6.00 - - Assumptions regarding future mortality are based on published statistics and mortality tables.


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16 Other current liabilities Consolidated Separate financial statements financial statements 30

September31

December30

September 31

December 2012 2011 2012 2011 (in thousand Baht) Accrued operating expenses 1,917,034 1,659,063 19,023 4,993Other payables 995,981 1,036,328 893 2,948Materials price adjustments payable 540,796 147,951 - -Interest payable 510,843 253,223 462,622 140,226Withholding tax payable 448,876 51,841 - -Value added tax payable 337,488 877,228 - -Others 215,646 188,235 36,178 7,238Total 4,966,664 4,213,869 518,716 155,405

17 Share capital

Par value 2012 2011 per share Number Baht Number Baht

(in Baht) (thousand shares / thousand Baht) Authorised At 1 January - ordinary shares 1 4,815,857 4,815,857 4,815,857 4,815,857At 30 September - ordinary shares 1 4,815,857 4,815,857 4,815,857 4,815,857 Issued and paid At 1 January - ordinary shares 1 4,814,257 4,814,257 4,334,271 4,334,271Increase of new shares (a) 1 - - 479,986 479,986At 30 September - ordinary shares 1 4,814,257 4,814,257 4,814,257 4,814,257

The increase of authorised, issued and paid-up shares includes:

(a) The shareholders completed the exercise of Transferable Subscription Rights (“TSRs”) on 24 February 2011 and TSR holders holding 479,986,198 TSRs exercised the right to subscribe for 1 ordinary share for every 1 TSR held at an exercise price of Baht 36 per share. The Company received subscription money, including share premium of Baht 16,799.5 million, totalling Baht 17,279.5 million from the exercise of TSRs. The costs of rights issued of Baht 55.7 million were deducted from share premium. The increase in issued and paid-up capital was registered with the Ministry of Commerce on 1 March 2011.

The holders of ordinary shares are entitled to receive dividends as declared from time to time, and are entitled to one vote per share at meetings of the Company.


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Share premium Section 51 of the Public Companies Act B.E. 2535 requires companies to set aside share subscription money 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.

18 Segment information Segment information is presented in respect of the Group’s business and geographical segments. The primary format, business segment, is based on the Group’s management and internal reporting structure. Business segments The Group comprises the following main business segments: Segment 1 Manufacture and distribution of solid state polymerised chips, PET

preforms, closures and blown bottles (“PET”)Segment 2 Manufacture and distribution of purified terephthalic acid and glycol

(“Feedstock”)Segment 3 Manufacture and distribution of fibers and yarns (“Fibers and yarns”)

As a result of acquisition of ethylene oxide/ethylene glycol business during the second quarter of 2012 (see Note 3(x)), the PTA business segment, as previously presented as one business segment in the 2011 consolidated financial statements, is now combined with glycol business and renamed to be Feedstock. Geographic segments In presenting information on the basis of geographical segments, segment revenue is based on the geographic location of customers. The following are the main geographical locations: Segment 1 ThailandSegment 2 North AmericaSegment 3 Europe Segment 4 Rest of the world


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Business segment results Revenue and results, based on business segments, in the consolidated financial statements for the three-month and nine-month periods ended 30 September 2012 and 2011 were as follows: Three-month periods Nine-month periods ended 30 September ended 30 September 2012 2011 2012 2011 (in thousand Baht) Segment revenue Segment 1 33,894,791 36,569,363 103,271,236 99,432,063Segment 2 17,351,505 15,342,770 49,897,126 49,107,883Segment 3 10,356,104 6,926,966 31,396,233 19,109,649Eliminations and unallocated (8,352,942) (7,929,669) (24,269,343) (24,887,203)Total 53,249,458 50,909,430 160,295,252 142,762,392Segment results Segment 1 854,179 1,719,587 2,739,882 10,412,259Segment 2 545,135 777,876 356,295 4,299,303Segment 3 443,752 443,419 1,800,921 2,518,644Eliminations and unallocated (183,858) 1,234,047 (220,108) 544,196Total 1,659,208 4,174,929 4,676,990 17,774,402 Geographic segment results Revenue, based on geographical segments, in the consolidated financial statements for the three-month and nine-month periods ended 30 September 2012 and 2011 were as follows: Three-month periods Nine-month periods ended 30 September ended 30 September 2012 2011 2012 2011 (in thousand Baht) Segment revenue Segment 1 7,656,165 8,392,338 20,943,054 26,216,051Segment 2 22,440,307 17,796,700 64,458,186 47,015,913Segment 3 16,076,795 15,816,597 51,329,103 47,815,114Segment 4 15,429,133 16,833,464 47,834,252 46,602,517Eliminations and unallocated (8,352,942) (7,929,669) (24,269,343) (24,887,203)Total 53,249,458 50,909,430 160,295,252 142,762,392


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19 Basic earnings per share The calculation of basic earnings per share for the three-month and nine-month periods ended 30 September 2012 and 2011 was based on the profit for the period attributable to equity holders of the Company and the weighted average number of ordinary shares outstanding during the period as follows: Consolidated Separate financial statements financial statements 2012 2011 2012 2011 (in thousand Baht / thousand shares) Three-month period ended 30 September Profit attributable to equity holders of of the Company (basic) 1,565,612 4,158,319 1,241,761 1,693,916Number of ordinary shares outstanding during the period 4,814,257 4,814,257 4,814,257 4,814,257Weighted average number of ordinary shares outstanding (basic) 4,814,257 4,814,257 4,814,257 4,814,257 Earnings per share (basic) (in Baht) 0.32 0.86 0.26 0.35 Nine-month period ended 30 September Profit attributable to equity holders of of the Company (basic) 4,482,878 17,678,176 3,036,503 6,270,571Number of ordinary shares outstanding at 1 January 4,814,257 4,334,271 4,814,257 4,334,271Effect of shares issued on 28 February - 378,011 - 378,011Weighted average number of ordinary shares outstanding (basic) 4,814,257 4,712,282 4,814,257 4,712,282 Earnings per share (basic) (in Baht) 0.93 3.75 0.63 1.33

20 Dividends

At the annual general meeting of the shareholders of the Company held on 27 April 2011, the shareholders approved the appropriation of dividend of Baht 0.66 per share, amounting to Baht 3,177.4 million. The dividend was paid to shareholders in May 2011. At the meeting of the board of directors of the Company held on 10 August 2011, the board of directors approved the appropriation of interim dividend of Baht 0.50 per share, amounting to Baht 2,407.0 million. The dividend was paid to shareholders in September 2011.

At the annual general meeting of the shareholders of the Company held on 26 April 2012, the shareholders approved the appropriation of dividend of Baht 0.50 per share, amounting to Baht 2,407.1 million. The dividend was paid to shareholders in May 2012.

At the meeting of the board of directors of the Company held on 14 August 2012, the board of directors approved the appropriation of interim dividend of Baht 0.18 per share, amounting to Baht 866.6 million. The dividend was paid to shareholders in September 2012.


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21 Commitments with non-related parties

Consolidated financial statements 30 September 31 December 2012 2011 (in million Baht)Capital commitments Contracted but not provided for Land and land improvements 117 98Buildings and other construction 609 174Machinery and equipment 2,874 1,957Total 3,600 2,229 Non-cancellable operating lease commitments Within one year 465 347After one year but within five years 1,003 684After five years 480 385Total 1,948 1,416 Other commitments Purchase orders and letters of credits for goods and supplies 4,822 2,177Bank guarantees 313 731Bills discounted 228 436Other 23 5Total 5,386 3,349

22 Contingent liabilities

On 18 December 2009, Eastman Chemical Company ("Eastman") filed a complaint in the Delaware District Court, USA against four subsidiaries of the Company alleging the infringement of certain patents owned by Eastman, a breach of the technology license agreement between Eastman and the defendants and the misappropriation of Eastman’s confidential and proprietary trade secret information. No damages were specified.

In 2011, DAK Americas LLC (“DAK”) acquired the PTA and PET business of Eastman Chemical Company in USA together with the intellectual property on technology of Eastman, with DAK as the exclusive licensee. Subsequent to the sale of business, Eastman filed a motion to substitute DAK and Grupo Petrotemex, S.A. de C.V. (“Petrotemex”), an affiliate of DAK, as plaintiffs, but the subsidiaries of the Company opposed the motion. Subsequently, Petrotemex and DAK filed a complaint against AlphaPet Inc., an indirect subsidiary of the Company, in the District of Delaware for infringement of certain patents which Petrotemex asserts it owns and exclusively licenses to DAK Americas LLC. On 29 December 2011, the litigation was consolidated with the litigation by Eastman. Following the settlement agreement between the defendants and plaintiffs entered in May 2012, the District Court of Delaware dismissed the above case on 4 June 2012. There was no material adverse effect on the Group’s consolidated financial statements as a result of this settlement.


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On 15 November 2011, M&G USA Corporation (“M&G”) and Cobarr S.P.A (“Cobarr”) filed a complaint in Delaware District Court, USA against three subsidiaries of IVL and Invista North America S.A.R.L. from which IVL bought its business in March 2011 (see Note 3(v)). M&G and Cobarr alleged the infringement of certain patents which are claimed to be owned by M&G and Cobarr. On 13 January 2012, the plaintiffs agreed to dismiss the case against one subsidiary of the Company. The subsidiaries have appointed legal counsel to defend their interests. At this time, the outcome of the proceedings or the total amount of possible damages, if any, cannot be reasonably estimated. Management believes that the outcome of the proceedings will not have a material adverse effect on the Group’s consolidated financial position, results of operations, or cash flows.

23 Impact of flooding

The Group’s operations in Lopburi, directly and indirectly owned by subsidiaries, have been adversely affected by unusually severe flooding in parts of Thailand in late 2011. The production plants at Lopburi site were inundated by flood water on 23 September 2011 causing the production at those plants to stop from that date. As of the date of the approval of these consolidated interim financial statements, management and surveyors have entered and carried-out a detailed review of the damage and filed insurance claim for damages to inventories and property, plant and equipment with the insurance company. The loss of profit from business interruption has been assessed by the management and surveyors and a claim in this regard has been filed with the insurance company. The management believes that any damages will be fully covered by the Group's insurance policies through which the Group will be able to claim for provisions made and losses incurred. The recovery of damages from insurance company is expected to be received in partial payments over time. During the second quarter of 2012, two PET plants in Lopburi have resumed their operations. As of 30 September 2012, another PET plant located in the same premise has resumed partial operations and are expected to be fully operational in the fourth quarter of 2012. The wool facility has partially started operations in September 2012 and are expected to be fully operational in the fourth quarter 2012. Based on updated assessment of damage and claims filed with insurance company by the management in consultation with the insurers and relevant independent experts during 2012, the consolidated interim financial statements for the three-month and nine-month periods ended 30 September 2012 included the following movements related to the flood damage:

Consolidated financial

statements 2012

(in thousand Baht)Movement in the allowance for impairment loss related to flood in the

statement of financial position: At 1 January 1,836,344Additional impairment loss on machinery and equipment 2,800Reversal of impairment loss on inventories and machinery and equipment (7,351)Write-off of allowance for impairment loss on inventories and machinery and

equipment as a result of scrap sales

(1,294,184)At 30 September 537,609


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Recognised in profit or loss: Three-month period ended 30 September Loss on sale of inventories and machinery and equipment as a result of scrap

sales

(876) Insurance recoveries recognized 540,001Net 539,125 Nine-month period ended 30 September Gain on sale of inventories and machinery and equipment as a result of scrap

sales

98,323Reversal of impairment loss on inventories and machinery and equipment 7,351Additional impairment loss on machinery and equipment, net of reversal of previously recognised revaluation reserve of Baht 1.0 million (1,815)Total 103,859 Money received from government as a subsidy 1,044Insurance partial reimbursement

- received in cash during the period 1,173,916- receivable as at 30 September 2012 (Baht 363.4 million was received after

30 September 2012) 574,213Net 1,853,032 Total assets of Lopburi site in the consolidated statement of financial position as at 30 September 2012 amounted to Baht 7,455.2 million and total revenue of Lopburi site recorded in the consolidated statements of income for the three-month and nine-month periods ended 30 September 2012 amounted to Baht 803.9 million and Baht 3,129.1 million, respectively.

Consolidated financial

statements 2012

(in thousand Baht)

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