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ANNUAL REPORT 2010

333 Cherdwutagard Road, Srikan Don Mueang, Bangkok 10210 Thailand Tel. (66) 2535 1111 Fax. (66) 2535 4061 E-mail: aotpr@airportthai.co.th www.airportthai.co.th

Airports of Thailand Public Company Limited

Airports of Thailand Public Company Limited


CONTENTS MESSAGE FROM THE CHAIRMAN AOT BOARD OF DIRECTORS AOT SENIOR EXECUTIVES ORGANIZATION CHART GENERAL INFORMATION SUMMARY OF AOT’S FINANCIAL INFORMATION BUSINESS CHARACTERS RISK MANAGEMENT SHAREHOLDING STRUCTURE AND MANAGEMENT CONNECTED TRANSACTIONS AIR TRAFFIC STATISTICS BUSINESS CONTINUITY DEVELOPMENT HUMAN RESOURCE DEVELOPMENT OCCUPATIONAL HEALTH,SAFETY AND WORKING ENVIRONMENT MANAGEMENT CORPORATE SOCIAL RESPONSIBILITY (CSR) FINANCIAL STATEMENTS

Annual Report 2010 I Airports of Thailand Public Company Limited

007 008 010 028 031 033 042 045 051 093 095 109 123 126 128 140




MESSAGE FROM THE CHAIRMAN

‘BEYOND CONNECTIONS’ To become Asia’s leading airport business operator, Airports of Thailand Public Company Limited (AOT) constantly enhanced its business competency and service quality over the course of year. AOT has faced with many business challenges. The European Union economic and financial crisis, the oil price and exchange rate fluctuation, Iceland volcano eruption and the domestic political unrest have significantly impacted the air transportation industry as well as the tourism and service sectors. The economic recovery has helped to propel an increase in AOT’s year-on-year growth rate during the period of fiscal year 2010. The total passenger movements amounted to 57.10 million passengers. The volume of cargo and postal parcels passed through its airports totalling 1.33 million tons whereas the traffic volume accounted for 380,894 flights. The total growth rates increased by 14.01%, 28.17% and 9.91% respectively. As for Suvarnabhumi Airport, the total passenger movements amounted to 42.38 million passengers. The volume of cargo and postal parcels passed through the airport totalling 1.27 million tons whereas the traffic volume accounted for 260,069 flights. The total growth rates increased by 14.37%, 29.44% and 7.48% respectively. The success of AOT is accounted for the dedication of the Board, the Management and employees, who have fully devoted themselves to tackle the challenges.

Many effective strategies have been implemented to enhance business competency, increase airport traffic capacity and improve service quality to satisfy passengers and airlines to the maximum. The operations are conducted in full compliance with international standards with focus on security, facilities, service mind, and quality of airport environments. AOT also puts emphasis on business and marketing development to increase non-aeronautical revenue, as well as efficiently develops business alliance network and customer relations to become an organization with effective management. We are determined to pursue the successful development under the corporate social responsibilities and environmental awareness. To maximize the profit of all stakeholders, AOT has created Suvarnabhumi Airport environmental fund, encouraged low carbon airport operation as well as greater corporate accountability and transparency. As part of dynamics of Thailand economy, AOT is moving forward and fully prepared to tackle the coming challenging factors to propel Thailand towards truly sustainable development.

Mr. Piyapan Champasut Chairman

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Mr. Piyapan Champasut Mr. Suphoth Sublom

Chairman Independent Director

Vice Chairman

(resigned on 12 April 2010)

Mr. Thanapich Mulapruk Independent Director Member of Audit Committee Member of Nomination Committee

Mr. Pongsak Semson Independent Director Member of Audit Committee

Mr. Prasong Poontaneat

Director Member of Remuneration Committee

Mr. Suthi Kreingchaiyapruk

Independent Director Chairman of Audit Committee Member of Corporate Governance Committee Member of Risk Management Committee

Mr. Somchai Sujjapongse Director



Annual Report 2010 I Airports of Thailand Public Company Limited


AOT BOARD OF DIRECTORS Air Chief Marshal Bureerat Ratanavanich Independent Director Member of Remuneration Committee Member of Corporate Governance Committee Member of Audit Committee

Mr. Chakarn Saengruksawong

Air Chief Marshal Raden Puengpak Independent Director Chairman of Nomination Committee

Mr. Manit Wattanasen

Independent Director Member of Nomination Committee Member of Risk Management Committee

Independent Director

Mr. Wuttisak Lapcharoensap

Independent Director Chairman of Corporate Governance Committee

Mr. Juanjai Ajanant Independent Director

Mr. Thawanrat Ornsira Director

Mr. Serirat Prasutanond

Director Member of Corporate Governance Committee Member of Risk Management Committee Presidentŕšˆ

Annual Report 2010 I Airports of Thailand Public Company Limited




AOT SENIOR EXECUTIVES Mr. Somchai Sawasdeepon Senior Executive Vice President (Engineering and Information Technology)

Mr. Saneh Chausurin

Senior Executive Vice President (Regional Airports)

Mr. Serirat Prasutanond President

Mr. Jayakorn Aksharamat Senior Executive Vice President (Administration)

Mr. Permsak Pattanapong

Executive Vice President (Engineering and Information Technology)

Flying Officer Passakorn Surapipith

Executive Vice President (Regional Airports)

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Mrs. Supaporn Burapakusolsri

Senior Executive Vice President (Planning and Finance)

Flying Officer Anirut Thanomkulbutra

General Manager of Don Mueang International Airport

Mr. Nirandra Theeranartsin

General Manager of Suvarnabhumi Airport

Mr. Nitinai Sirismatthakarn Senior Executive Vice President (Business Development and Marketing)

Flying Officer Wisit Eiwprapha

General Manager of Chiang Mai International Airport

Flying Officer Narongchai Tanadchangsaeng Deputy General Manager of Suvarnabhumi Airport (Operations)

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AOT SENIOR EXECUTIVES Wing Commander Prateep Wichitto Deputy General Manager of Don Mueang International Airport (Operations)

Flying Officer Torsak Ningsanon

Deputy General Manager of Suvarnabhumi Airport (Maintenance and Information Technology)

Flying Officer Pearl Rugsamruad

Deputy General Manager of Don Mueang International Airport (Administration)

Miss. Shanalai Chayakul Corporate Secretary

Mr. Montri Mongkoldaow

Executive Vice President (Administration)

Mr. Yuttana Chitrobaree

General Manager of Mae Fah Luang-Chiang Rai International Airport

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Miss Sasisubha Sukontasap Executive Vice President (Business Development and Marketing)

Mrs. Duangchai Condee

Deputy General Manager of Suvarnabhumi Airport (Commercial )

Mr. Prathuang Sornkhom General Manager of Phuket International Airport

Mrs. Poolsiri Virojanapa

Executive Vice President (Planning and Finance)

Miss Vilaiwan Nadvilai Wing Commander Suk Puangthum

Deputy General Manager of Suvarnabhumi Airport (Administration)

General Manager of Hat Yai International Airport

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‘EFFICIENT DEVELOPMENT’ Up to now we have faced many business challenges, from the financial crisis, the global economic slowdown, the H1N1 influenza pandemic to the domestic political factors. During those time of difficulties, I have received the good cooperation from the Board, the Management and the employees, who are fully devoted to tackle the challenging factors through the adjustment of strategies to keep up with changes that propel the development of our organization. AOT is determined to become an organization with constant development, competency and preparedness to keep up with the global changes. Our operations are conducted at maximum efficiency and transparency with the first priority as the benefits of the shareholders and stakeholders, government agencies, private sectors and the public. We are also in full support of the Government policy to become the air transportation hub of the Southeast Asian region which is a vital factor in propelling the society and economy of Thailand to the truly sustainable development.

Mr. Piyapan Champasut Chairman Independent Director

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‘INCREASING A COMPETITIVE EDGE IN THE WORLD ARENA’ Over almost 30 years of working with AOT, I have been most impressed by the discipline, the seniority respect and our unity as relatives. The work principles I have always passed on to every colleague is to always exceed the expectation for the growth of the organization and employees as a whole. I hope this organization, as well as Suvarnabhumi Airport and the five other international airports of Thailand will become the organization and the airports of the world standard with excellent management of passenger flows. As the first gate to Thailand, we will impress tourists and passengers worldwide with the Siamese smile and tenderness of Thais.

Mr. Serirat Prasutanond President

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‘IN SEARCH OF EXCELLENCE’ I am proud to be with AOT as this is an organization with personnel of high competency. We all work at the maximum efficiency of international standard. In the future, I hope that AOT will become a part of the vibrant force to propel the development of Thailand, as well as a vital factor contributing to the economic development through the service excellence we proudly provide to international visitors.

Mr. Somchai Sawasdeepon Senior Executive Vice President (Engineering and Information Technology)

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‘MANAGEMENT BY LOVE’ I have been working for AOT since 1 July 1979. It always makes me feel happy to think of those days. Each of the bosses was tactful in giving instruction. Their teaching was based on love and goodwill. Despite all the hard work, my colleagues were happy, always laughing after work. At present day, my principle is management by love, my subordinate officers are treated as my sons and brothers. As the head, ‘head’ or where the brain is, should be able to give them guidance and make them proud. “With love is long-lasting patience that bares fruit” We have seen the significant growth of AOT over the previous years. Still, I hope we can preserve the old values of love and family among employees. I wish AOT to stay as an organization with management by love where everyone helps to propel its development into the airports of international standard.

Mr. Saneh Chausurin Senior Executive Vice President (Regional Airports)

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‘PAST EXPERIENCE BUILDS THE FUTURE’ I have always been impressed by AOT working environment, the warm atmosphere, the enthusiasm and the creativity. We all work in earnest for the maximum efficiency and success to satisfy to meet or exceed the expectation of customers from all sectors. Back to the time when I was the Deputy General Manager of Suvarnabhumi Airport (Operations), the team and I dedicated all our effort into the work for the opening of Suvarnabhumi Airport, which turned out to be the national pride at the end. A notion I would like to pass to all my colleagues is to look into the past, go through the previous work experiences of your own and others’, as well as to take in the present, or learn from the surroundings, and apply it all to plan for the future with greater accuracy.

Flying Officer Anirut Thanomkulbutra General Manager of Don Mueang International Airport

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‘MOVING FORWARD, TOGETHER’

The operations of Suvarnabhumi Airport are to provide services with security.

Our work principle is to maintain the balance of these two sides: service mind for passengers as well as the cooperation with the entrepreneurs, and earnest discipline of security on 24-hour basis. I do hope that we will always be on the constant development. The true development happens when our employees and other related sectors in the airport work with earnest discipline on the basis of honesty and service mind, and we all together will finally step forward.

Mr. Nirandra Theeranartsin General Manager of Suvarnabhumi Airport

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‘THE PRINCIPLES OF INTEGRITY’

The experienced Management of AOT has used its professionalism to bring the organization to the success in the midst of crisis. AOT is an organization of international standard and registered in the Stock Exchange of Thailand. We have seen the significant rise in the number of passengers as well as our revenue growth. The operations are of full transparency, honesty and with strong belief in the corporate social responsibility. I wish the sustainability of our organization, and hope that Suvarnabhumi Airport will become top 10 of the world’s best airports which the trust of investors in the Stock Exchange of Thailand is firmly put upon.

Mrs. Supaporn Burapakusolsri Senior Executive Vice President (Planning and Finance)

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‘THE BELIEF IN UNITY’ AOT employees give high regard of seniority as the valuable corporate culture. The respect for one another helps create a warm atmosphere under good working environment, as well as enthusiasm among employees. I believe that we need to consider the corporate benefit as our first priority for the greater development as a whole, I therefore hope that everyone is determined to work in earnest and unison for AOT, the pleasant home of ours.

Mr. Jayakorn Aksharamat Senior Executive Vice President (Administration)

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‘PRODUCTIVE PEOPLEWARE’ As a big corporate, the transparency and the corporate governance are of greatest importance. Moreover, to propel a big corporate at the sustainable level we need hardware, software and peopleware. Out of these three, I believe the peopleware or human resource is the most crucial component. Although it has not been very long since I started working here, and my sector is only of moderate size, I feel impressed by AOT high-quality personnel. AOT hopes to maintain the balance of corporate revenues by having aeronautical and non-aeronautical revenues at approximately 50:50. We have also prepared the area development plan of Suvarnabhumi Airport to achieve this goal.

Mr. Nitinai Sirismatthakarn Senior Executive Vice President (Business Development and Marketing)

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Board of Directors

The Audit Committee

Airports of Thailand Public Company Limited Audit Office Special Projects Office Aviation Security Standard and Quality Control Office

Administration

• Administration Department • Legal Department • Human Resources Management Department • Human Resources Development Department • Occupational Health and Safety Department • Supply Department • Medical Department

Planning and Finance • Investor Relations Center • Corporate Strategy Department • Budgeting Department • Finance Department • Accounting Department

Suvarnabhumi Airport Business Unit

Regional Airports

• Administration Division • Chiang Mai International Airport • Hat Yai International Airport • Phuket International Airport • Mae Fah Luang-Chiang Rai International Airport

Aerodrome Standardization and Safety Division Aviation Security Quality Control Division Slot Coordination Division

Administration Line

• Suvarnabhumi Airport Administration Department • Planning and Finance Department • Special Affairs Department • Medical Division

Operations Line

• Landside Operations Department • Airside Operations Department • Baggage Handling System Department • Security Department • Rescue and Fire Fighting Department


ORGANIZATION CHART as at 30 September 2010 The Nomination Committee The Remuneration Committee The Corporate Governance Committee The Risk Management Committee Corporate Secretary Office

Corporate Secretary

Aerodrome Standardization and Safety Office Business Development and Marketing

• Business Development and Marketing Department • Business Management Department

Suvarnabhumi Airport One-Stop Service Center (S.O.S.) Special Operations Center Free Zone and Cargo Management Center

Maintenance and Information Technology Line • Electrical and Mechanical Department • Airfield and Building Department • Airport Information Technology Department • Communications Equipment Division

Corporate Communications Office

Engineering and Information Technology • Airport Development Planning Department • Engineering and Architecture Department • Information Technology Department • Environmental Department

Don Mueang International Airport Business Unit • Medical Division • Aerodrome Standardization and Safety Division • Commercial and Financial Division • Aerodrome Safety Quality Control Division • Don Mueang International Airport Administration Department • Airport Operations Department • Airport Security Department • Maintenance Department

Commercial Operations Line • Commercial Operations Department • Transportation Management Department


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GENERAL INFORMATION

Company Name Registration Number Business

: : :

Airports of Thailand Public Company Limited (AOT) PLC 0107545000292 Airport operator and other services related to aviation and transport Registered Capital : 14,285,700,000 Baht No. of Common Stock : 1,428,570,000 shares, par value at 10 Baht per share Shareholders : The Ministry of Finance is the major shareholder with 70% stake, with the rest held by institutes and retail investors Listed Date : 11 March 2004 Accounting Period : 1 October–30 September Website : http://www.airportthai.co.th Contact : Head Office 333 Cherdwutagard Road, Srikan, Don Mueang, Bangkok 10210 Tel. 0-2535-1111 Fax 0-2535-4061 / 0-2504-3846 Corporate Secretary Department : Tel. 0-2535-5858 Fax 0-2535-5540 E-mail: secretary.off@airportthai.co.th Investor Relations Center : Tel. 0-2535-5900 Fax 0-2535-5909 E-mail: aotir@airportthai.co.th Corporate Communications Office : Tel. 0-2535-3738 Fax 0-2535-4099 E-mail: aotpr@airportthai.co.th Registrar : Thailand Security Depository Company Limited 2/7 Moo 4 (North Park Housing Project) VibhavadiRangsit Road, Thungsonghong, Laksi, Bangkok 10210 Tel. 0-2596-9307 Fax 0-2832-4994-6 Auditor : Office of the Auditor General of Thailand Rama 6 Road, Samsen Nai, Bangkok 10400 Tel. 0-2273-9674-91 Fax 0-2618-5883

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SUMMARY OF AOT’S FINANCIAL INFORMATION Summary of AOT’s Financial Information 2010 Operating Results (Million Baht)

2009

2008

Operating revenues

24,032.62

21,502.39

26,740.14

Operating expenses

20,283.88

18,543.25

18,740.40

Operating profit

3,748.74

2,959.14

7,999.74

Net profit

1,415.97

717.26

7,321.05

145,832.00

149,019.88

146,455.97

Total liabilities

71,743.19

75,760.10

70,147.58

Shareholders’ equity

74,088.81

73,259.78

76,308.39

Liquidity ratio (X)

2.00

1.88

2.67

Net profit to operating revenue rate (%)

5.89

3.34

27.38

Return on equity (%)

1.92

0.96

10.03

Return on assets (%)

0.96

0.49

5.05

Debt/equity ratio (X)

0.97

1.03

0.92

51.77

51.16

53.24

0.99

0.50

5.12

Financial Status (Million Baht) Total assets

Financial Ratio

Book value per share (Baht) Net profit per share (Baht)

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Classification of Operating Revenues for Fiscal Year 2010

Breakdown by Sources of Revenues

Unit : Million Baht Landing and Parking Charges...............3,407.11 (14%) Passenger Service Charges............... 10,180.50 (42%) Aircraft Service Charges........................418.34 (2%) Office and Property Rents....................1,615.82 (7%) Service Revenues...............................3,127.57 (13%) Concession Revenues.........................5,283.27 (22%)

24,032.62 (100%)

Breakdown by Business Units Head Office......................................................- (0%) Don Mueang Airport................................. 505.04 (2%) Suvarnabhumi Airport..........................19,874.75 (83%) Regional Airports...................................2,995.63 (12%) Suvarnabhumi Airport Hotel......................657.20 (3%)

24,032.62 (100%)

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Annual Report 2010 I Airports of Thailand Public Company Limited


Classification of Operating Expenses for Fiscal Year 2010

Breakdown by Sources of Expenses

Unit : Million Baht Personnel expenses.............................3,814.34 (19%) Management’s remuneration......................67.31 (0%) Operating expenses.............................5,548.85 (27%) Repairs and maintenance......................1,539.77 (8%) State property rental.............................1,034.05 (5%) Depreciation and amortization.............8,279.55 (41%)

20,283.88 (100%)

Breakdown by Business Units Head Office..........................................1,411.01 (7%) Don Mueang Airport.............................1,552.74 (8%) Suvarnabhumi Airport....................... 15,356.64 (76%) Regional Airports.................................1,320.77 (6%) New Bangkok International Airport Co., Ltd.......................0.16 (0%) Suvarnabhumi Airport Hotel.....................642.55 (3%)

20,283.88 (100%)

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Airports of Thailand Public Company Limited and its subsidiaries Management Discussion and Analysis for the fiscal year ended September 30, 2010 and 2009

Due to current economic recovery and also the continuous economic stimulus measures of the government, the overall tourism has recovered and expected to increase for this year when comparing to a decrease from last year. However, the domestic political unrest which has started in the middle of March 2010 to the end of May 2010 has led to a limited number of growths for the air traffic statistics. For the fiscal year 2010, the numbers of the aircraft, passenger and cargo movements had increased by 11.32%, 14.66% and 29.79 % respectively comparing to the prior fiscal year. AOT has also issued measures in order to assist airlines and operator. The details of these measures are as follows;

- The measures to promote Thailand’s tourism and to assist airlines and operator ending on December 31, 2009 including

1) Reducing the landing fee for all scheduled flights for 30% from May - December 2009 and also extending the time period of the free parking from the first 3 hours to the first 24 hours from February – December 2009 for all scheduled flights. 2) Reducing monthly constant concession fee in accordance with the decreasing number of passengers in each airport compared to the same period of the previous year for the period of 1 year, starting from January – December 2009. In case of the revenue sharing in percentage with a specified minimum guarantee, the percentage concession fee will only be collected according to sale revenues stated in the contracts, starting from January – December 2009. Thus, the minimum guarantee of the year 2009 will be waived.

- The measures to assist airlines and operators for the year 2010 including

1) The reduction of landing fee by 10 percent and parking fee by 20 percent for every airline for the period of 10 months from March to December 2010. (In case that the airline has already accepted the reduction rate of the said fees from other AOT programs, the highest reduction rate of only one program shall be applied excluding the New Incentive Scheme for Suvarnabhumi Airport.) 2) The concession fee will be adjusted only for the airport operators who were approved or signed the concession contract with AOT prior to November 25, 2008 with the details as follows; 2.1 In case of a fixed rate of concession fee, the fee will be reduced by 5 percent for 10 months from March - December 2010. 2.2 In case of the percentage concession fee together with the minimum guarantee. (1) For the concession contract of over 5 years, the revenue sharing in percentage and the minimum guarantee applied in the second year of contract will be applied in the fourth year of the contract. Similarly, the revenue sharing in percentage and the minimum guarantee applied in the third year contract onwards will also be postponed as same as the second year contract pattern and so on until the end of contract. (2) In case of contract life is 3-5 years; the revenue sharing in percentage and the minimum guarantee will be applied as follows; - The percentage concession fee and minimum guarantee of the first year of contract will be applied in the third year. - The percentage concession fee and minimum guarantee of the second year of contract will be applied in the fourth year (if any). - The percentage concession fee and minimum guarantee of the third year of contract will be applied in the fifth year (if any). 3) A New Incentive Scheme for Suvarnabhumi Airport by rewarding the participating airline through reduction of landing fee. The reduction will be calculated as a percentage of the landing fees that the airline pays for the year 2010, and the calculation will be based on the increase in number of international passengers that the airline brought through Suvarnabhumi Airport during 2010, comparing to the number in 2009. AOT will reward the airline after the end of the calculating year, which runs from January 1 - December 31, 2010.

- The additional Measures for Aiding Airlines and Business Operators at Suvarnabhumi Airport and Don Mueang Airport in 2010 due to the domestic political unrest during April – December 2010 including

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1) This measure will apply for the projects or the activities that have been approved with officially written from AOT or signed the concession contract with AOT prior to March 31, 2010. 2) Reducing 15 percent on the landing fee and 50 percent on the parking fee for all scheduled flights for the period of 9 months starting from April - December 2010 (In case that the airline has already accepted the reduction rate of the said fees from other AOT programs, the highest reduction rate of only one program shall be applied excluding the New Incentive Scheme at Suvarnabhumi Airport.) Annual Report 2010 I Airports of Thailand Public Company Limited


3) Reducing rental fee and/or terminal and building service charge by 10 percent for all tenants for the period of 9 months starting from April - December 2010. 4) Reducing concession fee as follows; 4.1 In case of constant concession fee, the fee will be reduced for 9 months period starting from April - December 2010. The reduction will be as follows;

Time Period

Reduction

April to June, 2010

30 percent

July to September, 2010

20 percent

October to December, 2010

10 percent

4.2 In case of the revenue sharing in percentage with a specified minimum guarantee, the percentage concession fee will only be collected according to sale revenues stated in the contracts. The minimum guarantee will be waived for 9 months period during April - December 2010. Moreover, the current percentage concession fee and the minimum guarantee will be applied in the next year until the end of contract and the remaining minimum guarantee for the current year contract will be calculated by the average number equally for every month. Any operator with a higher percentage concession fee comparing to the minimum guarantee, is allowed to pay at the minimum guarantee in order to make the same basis practice. Any operator receiving discount rate from any AOT’s measures is allowed to receive the highest rate of discount from only one measure. During January to March 2010, any operator, who has already paid for concession fee and has been affected by an increased payment, is allowed to waive for the increasing portion for the stated period. 5) Extending the due date of payment for landing and parking fees, rental fee and concession fee beyond the original due date of July - December 2010 for 4 more months. (Late fees will be waived) 6) Extending contract duration for all business operators who have executed commercial activities at Suvarnabhumi Airport and Don Mueang Airport for 6 months to 2 years depending on the contract duration as follows;

Contract Duration < 3 years

6 months

3 years

8 months

5 years

1 year

8 years

Extend Contract Duration

â&#x2030;Ľ 10 years

1 year 8 months 2 years

Including limousine rental contract at Suvarnabhumi Airport due to the fact that the limousine rental business is directly affected from the decreased number of passengers. Moreover, any operator who has renovated the vehicles to be in a good condition as of the car condition less than 5 years old throughout the contract duration, AOT will extend the contract duration for one more year totaling to 2 years. 7) All above mentioned measures, if the business operators have been permitted to undertake activities according to the Act on Private Participation in State Undertaking B.E.2535, AOT shall proceed in accordance with applicable law. 8) Please note that business operators need to waive services fee for airlines or operators at the rate not less than the amount reduced by AOT.

1. Operating results of Airports of Thailand Public Company Limited and its subsidiaries (AOT)

AOT has recorded total operating revenues for the fiscal year 2010 starting from October 1, 2009 - September 30, 2010 for Baht 24,032.62 million, an increase of Baht 2,530.23 million or 11.77%YoY. Total operating expenses were Baht 20,283.88 million, an increase of Baht 1,740.62 million or 9.39%YoY. Total Operating income was Baht 3,748.74 million, an increase of Baht 789.60 million or 26.68%YoY. After taking into account for the other income and expense (net) of Baht 817.98 million, the financial cost of Baht 2,389.71 million, net loss on minority interests of Baht 39.87 million and income tax expenses of Baht 800.91 million, AOT had the net profit of Baht 1,415.97 million, increasing of Baht 698.71 million or 97.41%YoY. Net earnings per share were increased to Baht 0.99 from Baht 0.50 of the prior fiscal year. Annual Report 2010 I Airports of Thailand Public Company Limited

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Unit: Million Baht

FY 2010

FY 2009

Increase (Decrease)

%YoY

Total Operating Revenues

24,032.62

21,502.39

2,530.23

11.77

- Aeronautical revenues

14,005.95

12,202.57

1,803.38

14.78

- Non-aeronautical revenues

10,026.67

9,299.82

726.84

7.82

Total Operating Expenses

20,283.88

18,543.25

1,740.62

9.39

Total Operating Income

3,748.74

2,959.14

789.60

26.68

Other incomes

1,281.73

574.33

707.41

123.17

Other expenses

463.75

386.13

77.63

20.10

2,389.71

2,493.81

(104.10)

(4.17)

Financial cost

Net Profit 1,415.97 717.26 698.71 97.41 Aeronautical Revenues AOT has reported the aeronautical revenues in an amount of Baht 14,005.95 million. An increase of Baht 1,803.38 million or 14.78%YoY as a result of the increase in all AOT’s six airports’ air traffic. The numbers of the aircraft, passenger and cargo movements of all AOT’s six airports had increased by 11.32%, 14.66% and 29.79% respectively. Non-aeronautical Revenues AOT has reported non-aeronautical revenues of Baht 10,026.67 million, a rise of Baht 726.84 million or 7.82%YoY consisting of an increase of concession revenues of Baht 582.96 million and service revenues of Baht 226.29 million. However, the office and state property rents revenues had decreased for Baht 82.41 million. Total Operating Expenses AOT has recorded total operating expenses of Baht 20,283.88 million, an increase of Baht 1,740.62 million or 9.39%YoY. The details are as follows: - Personnel expenses and management benefit expenses of Baht 3,881.66 million, an increase of Baht 600.21 million or 18.29%YoY, due to increase in annual pension for employees. Besides, for the fiscal year 2010, AOT also issued the early retirement project. - Operating expenses of Baht 5,548.85 million, an increase of Baht 347.05 million or 6.67%YoY, due to an increase of the private sector contracting fee, electricity charges and consulting fee. Other operating expenses were in line of an increase in operating revenues such as limousine service contracts and passenger service charges collecting fee. - Repairs and maintenance expenses of Baht 1,539.77 million, an increase of Baht 325.08 million or 26.76%YoY, resulting from the expiration of the equipment warrantee at Suvarnabhumi Airport, leading to an increase of repairs and maintenance expenses. - Depreciation and amortization of Baht 8,279.55 million, an increase of Baht 373.74 million or 4.73%YoY because during the fiscal year 2010, AOT recorded the financial lease assets for the amount of Baht 1,287.50 million, leading to an increase of depreciation of Baht 244.28 million. - State property rental of Baht 1,034.05 million, an increase of Baht 94.54 million or 10.06%YoY in line of increase in operating revenues. Other Incomes for Baht 1,281.73 million consisting of 1) Gain on Foreign Exchange AOT reported a gain on foreign exchange of Baht 309.38 million due to Baht appreciation leading to a gain from the foreign exchange rate adjustments at the end of the accounting period. The details are as follows: Foreign Exchange Baht/100 Yen

Baht/US$

September 30, 2010

36.7503

30.5578

September 30, 2009

37.6809

33.6972

decrease

(0.9306)

(3.1394)

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2) Gain on sales of investments AOT reported gain on sales of investments of Baht 185.53 million. AOT had sold the shares in King Power Duty Free Co., Ltd. and Fuel Pipeline Transportation Co., Ltd. The details are as follows; 2.1 King Power Duty Free Co., Ltd. AOT had sold the total of 100,000 shares in King Power Duty Free Co., Ltd. to original shareholders at its book value as of December 31, 2008, totaling Baht 195.51 million leading to a gain on sale of investment of Baht 185.51 million. 2.2 Fuel Pipeline Transportation Co., Ltd. AOT had sold all 220,000 shares of Fuel Pipeline Transportation Co., Ltd., which had no book value (historical cost Baht 22 million less allowance for impairment in value of investments Baht 22 million) to original shareholders at Baht 0.10 per share, totaling Baht 0.02 million. As a result, there was gain on sale of investment amounting to Baht 0.02 million. 3) Interest Income AOT reported an interest income of Baht 577.87 million, a decrease of Baht 670.15 million or 53.70%YoY mainly due to in the prior year AOT recognized interest income of Baht 643.33 million from the State Railway of Thailand (SRT) (Payathai-Makkasan-Suvarnabhumi Airport) on the loan to construct the underground tunnel underneath Suvarnabhumi Airport Hotel and the parking garage to the station underneath the passenger terminal at Suvarnabhumi Airport, which was part of the Airport Rail Link Project. 4) Other Income AOT has reported other income of Baht 208.95 million due to the dividend income from AOTâ&#x20AC;&#x2122;s associates of Baht 37.85 million, fine payment from the contractors of Baht 131.42 million, the compensation for the construction damages of associates the runways and taxiways at Suvarnabhumi Airport of Baht 17.65 million and contract fees and others of Baht 22.03 million. Other Expenses for the amount of Baht 463.75 million consisting of 1) Loss on impairment of assets Loss on impairment of assets from Thai Airport Ground Services Co, Ltd., of Baht 159.13 million has occurred due to the fact that the company made call upon shareholders to pay for shares in full which AOT needs to pay for an additional amount of Baht 135.37 million. However, AOT had a policy not to pay for the call. Thus, the company issued a notice that shares will be forfeited and sold by public auction. 2) Expense incurred from investment AOT has reported expense incurred from investment for Baht 135.38 million due to the fact that AOT has set a provision from sale of shares in Thai Airport Ground Services Co., Ltd. to be sold by public auction with an unpaid up amount. 3) Loss on sales of assets AOT reported loss on sales of assets of Baht 6.09 million resulting from the sales of expired and out of dated equipments. 4) Other expenses AOT reported other expenses of Baht 163.16 million due to fine repayment and provision for liabilities incurred from the lawsuits. Financial cost AOT has reported interest expenses of Baht 2,389.71 million, a decrease of Baht 104.10 million or 4.17%YoY mainly due to a decrease in interest expense from the financial institutions of Baht 150.32 million or 6.03%, comparing to the fiscal year 2009, because of a decrease in the amount of loan resulting from the principal repayment. However, the interest expense in financial lease increased to Baht 46.22 million.

2. The financial statements of Airports of Thailand Public Company Limited and its subsidiaries as of September 30, 2010

Assets as of September 30, 2010, AOT had total assets of Baht 145,832 million, a decrease from September 30, 2009 for Baht 3,187.88 million or 2.14%. Details are as follows:

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Unit: million Baht September 30, 2010 Current assets

September 30, 2009

Increase (Decrease)

% Change

28,289.02

25,082.87

3,206.15

12.78

5,358.26

5,774.47

(416.21)

(7.21)

96,745.51

101,841.50

(5,095.99)

(5.00)

Assets under construction

6,925.79

6,547.62

378.16

5.78

Non-current assets

8,513.42

9,773.41

(1,259.99)

(12.89)

Investments Property, plant and equipment - net

145,832.00 149,019.88 (3,187.88) (2.14) Total assets Current assets were Baht 28,289.02 million, an increase of Baht 3,206.15 million or 12.78% due to the operating results and payment form trade accounts receivable. Investments were Baht 5,358.26 million, a decrease of Baht 416.21 million or 7.21% as a result of a decrease in investments in associated companies and long-term deposit. Property, Plant and Equipment – net were Baht 96,745.51 million, a decrease of Baht 5,095.99 million or 5.00% as a result of the annual depreciation. Assets under construction were Baht 6,925.79 million, an increase of Baht 378.16 million or 5.78% as a result of additional investments in assets. Non-current assets were Baht 8,513.42 million, a decrease of Baht 1,259.99 million or 12.89%, mainly due to a decrease in value of the cross currency swap contracts. Liabilities As of September 30, 2010, AOT had total liabilities of Baht 71,743.19 million, a decrease of Baht 4,016.91 million or 5.30%. Details are as follows: Unit: million Baht

September 30, 2010

September 30, 2009

Increase (Decrease)

% Change

Current liabilities

14,176.72

13,313.85

862.88

6.48

Long-term loans

56,196.45

61,914.38

(5,717.93)

(9.24)

1,370.02

531.87

838.15

157.59

Other non-current liabilities

71,743.19 75,760.10 (4,016.91) (5.30) Total liabilities Current liabilities were Baht 14,176.72 million, an increase of Baht 862.88 million or 6.48%, due to an increase in accrued expenses and current portion of financial lease liability. Long-term loans were Baht 56,196.45 million, a decrease of Baht 5,717.93 million or 9.24%, mainly due to a decrease in foreign loans as a result of the strengthening of the Baht and also the principal repayments of loans. Non-current liabilities were Baht 1,370.02 million, an increase of Baht 838.15 million or 157.59%, because of an increase in liability’s provision for the Baht 163.17 million which was provisions from investment in an amount of Baht 135.38 million. Besides, during the year, AOT recorded the financial lease liability for the Baht 790.51 million but decrease of guaranteed deposits and others for Baht 115.53 million. Shareholders’ equity As of September 30, 2010, the shareholder’ equity was Baht 74,088.81 million, an increase of Baht 829.03 million or 1.13% resulting from a better operating results.

3. Liquidity

AOT recorded cash and cash equivalents as at September 30, 2010 in total of Baht 3,518.91 million, an increase from September 30, 2009 of Baht 171.90 million or 5.14%. The details of the sources and uses of cash are as follows: - Net cash received from operating activities accounted for Baht 16,199.37 million. - Net cash used in investing activities accounted for Baht 8,842.50 million as a result of investing in the long-term investments in order to get a better gain also with the investment in building, equipment and assets under construction. - Net cash used in financing activities accounted for Baht 7,184.96 million mainly due to the interest and principal repayments of loan, financial lease and also the dividend payment for 2009.

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41


BUSINESS CHARACTERS

AOT’s main activities comprise management, operations and development of the six main international airports, namely Don Mueang, Chiang Mai, Hat Yai, Phuket, Mae Fah Luang-Chiang Rai and Suvarnabhumi, providing services for both domestic and international flights. To handle the successive increases in the number of passengers, Suvarnabhumi Airport, the country’s main airport, was opened for service on 28 September 2006 with the capacity to serve 45 million passengers per annum, 3 million tons of cargo freight per annum and 76 flights per hour. AOT’s operating revenues mainly comprise aeronautical revenues and non-aeronautical revenues. The aeronautical revenues include the air-traffic-related revenues such as landing and parking charges, passenger service charges and aircraft service charges. The non-aeronautical revenues include office and state property rents, service revenues and concession revenues. AOT is a shareholder in the eight companies which provide services related to the AOT’s business namely, Suvarnabhumi Airport Hotel Co., Ltd., Airport Duty Free Co., Ltd., Thai Aviation Refuelling Co., Ltd., Phuket Air Catering Co., Ltd., Airport Associated Co., Ltd., Don Mueang International Airport Hotel Co., Ltd., Bangkok Aviation Fuel Service Plc. and Trade Siam Co., Ltd.

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Market Situations, Industry Trends and Future Market Dynamics

The increasing volume of air traffic and passengers resulted from several reasons. The first was the governmentâ&#x20AC;&#x2122;s policy to emphasize development of airports, particularly Suvarnabhumi Airport, to become a hub for the air cargo transportation and tourism of Asia and the world. The second was the Tourism Authority of Thailandâ&#x20AC;&#x2122;s proactive tourism policy which was aimed at expanding new tourist markets. The last was when the ASEAN countries mutually agreed upon freedom of the air policy, along with increasing flexibility of rules and regulations concerning air transportation. As regards the future progress of AOT, the Airports Council International (ACI) predicted that the growth rate of worldwide passengers in the next 20 years (2008-2027) would be 4.2% per annum on average. The growth rate of the number of Asia-Pacific passengers would be 6.3%, which is higher than that in every region, due to the development of air transportation in many countries of the region and the rapid growth of the Chinese and the Indian economies. The freedom of the air policy and the expansion of economy as well as international trade allowed low cost carriers to have access to the domestic and international markets. Thus, low cost carriers grew rapidly, both in terms of airline numbers and flight frequency. It was estimated that the increase of Chinese and Indian populations with moderate incomes would enable the low cost carriers of Asia-Pacific to expand greatly in the future. In addition, technical innovation of new aircraft model, such as the A380, will help the overall air transport system to increase its efficiency, reduce its capital and decrease flight times, as aircraft can fly directly to the destination without stopping. This in turn leads to new flight routes and more competition to increase volume of flights and passengers for regional hubs, rather than benefiting other destinations. As ticket prices are reduced, people will gain more access to air transport services. Furthermore, communication technology has been developed at a fast pace, allowing passengers to easily search information on tourist attractions and business resource as they need. Air passengers can also make quick reservations by themselves at lower cost. The number of foreign tourists in Thailand has been affected by domestic political turmoil from early 2010 and the incidents in April-May 2010 as well as the world economic recess, resulting in the significant impact on the air traffic volume and a slowdown in the tourism and investment sectors.

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RISK MANAGEMENT AOT regards the risk management as one of the core elements of the corporate management. AOT Risk Management Framework is composed of three main components as follows: 1. Risk Governance 1.1 The Risk Management Committee: the AOT Board has set up the Risk Management Committee and appointed one of the Directors as its Chairman, the President as a member and the Secretary, the Senior Executive Vice President of Planning and Finance and the Director of Corporate Strategy Department as the Assistant Secretary. The Committee is responsible for setting out risk management policies and framework, providing advice and support in terms of corporate risk management to the Board and the Management. 1.2 AOT Risk Management Working Group: the Risk Management Committee has set up the group and appointed the President as its Chairman , the Senior Executive Vice President of Planning and Finance as the Vice Chairman. The members consist of the Senior Executive Vice Presidents, the General Manager of Suvarnabhumi Airport, the General Manager of Don Mueang International Airport, the Director of Corporate Strategy Department as the Secretary and the Deputy Director of Corporate Strategy Department as the Assistant Secretary. The group is responsible for AOT corporate risk management and implementing policies as set out by the Risk Management Committee. 1.3 AOT Internal Control System and Risk Management Working Group: the group is set up by the General Managers of regional airports and the Directors of AOT sectors and responsible for risk management and internal control of regional airports and AOT sectors. 1.4 Risk Management Division of Corporate Strategy Department: the Division is responsible for giving support to operations under the AOT risk management framework 2. Risk Management Infrastructure is comprised the followings: 2.1 Risk management policies and manual 2.2 Risk map 2.3 Risk assessment criteria 2.4 Risk appetite 2.5 Risk management database and tools 2.6 Risk management framework 3. Risk Management Process 3.1 Objective setting 3.2 Risk identification 3.3 Risk analysis and assessment 3.4 Risk response 3.5 Measure identification and additional control 3.6 Monitoring and reporting Annual Report 2010 I Airports of Thailand Public Company Limited

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Under the AOT Risk Management Framework, corporate risk events for the fiscal year 2010 were as follows:

1. The number of paid flights could be lower than estimated.

The domestic unrest, changes in government policies as well as economic, social and political situations, along with a severe competitive situation among airports in Asian region have affected AOT operations to the extent that the paid flights could be lower than estimated, which could have a direct impact on both the aeronautical revenues and the non-aeronautical revenues To maintain the number of flights at the airports, AOT carried out a number of activities, which included meetings with the Airline Operators Committee and commercial entrepreneurs, collaborating with commercial entrepreneurs in Suvarnabhumi Airport to boost campaign/event marketing capabilities, identifying recovery measures for airport operators and airlines, revising the Aviation Marketing Incentive Program to be in line with the current situation and clientsâ&#x20AC;&#x2122; demand, and conducting a study of incentive programs of airports in the region to maximize competitiveness and encourage niche marketing campaigns. AOT also stimulated the increase in number of flights through campaign publicity, which encouraged both passengers and airlines. The Aviation Incentive Program was carried out by using varieties of media resources for different target groups, such as telemarketing, direct marketing and websites of AOT and Suvarnabhumi Airport. In collaboration with Tourism Authority of Thailand (TAT) and tour agencies, AOT carried out programs to advocate incentive measures for airlines.

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Annual Report 2010 I Airports of Thailand Public Company Limited


2. AOT might not achieve the planned asset productivity.

AOT has created many projects to increase revenues from the current assets. Some examples included the joint venture plan with the private sector for the business development on the area 37 at Suvarnabhumi Airport, Suvarnabhumi Airport outdoor commercial activities, the aircraft maintenance center, the flight simulator center and other related activities at Don Mueang International Airport, the feasibility study for business/private jet terminals at Phuket International Airport and Chiang Mai Internatioanl Airport, which will take over 3 years to gain the substantial revenues under normal circumstances. The domestic and international factors have contributed to changes in social and economic conditions, technology as well as the entrepreneur preparedness. This might hinder the achievement of our plans and the planned revenues. In response to this, AOT has urged the related divisions to closely handle the operations.

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3. Risk from lawsuit compensation

After the official opening of Suvarnabhumi Airport in 2006, the airport capacity had to be periodically increased to conform with government policies. This affected the airport operations and led to legal disputes, which could cause AOT a great amount of payment for compensation. In response to this, AOT took every precaution to act in full compliance with related regulations and conditions of every contract. To accelerate the disbursement, AOT coordinated with the related persons to complete every process as stated in the contract. AOT also extended the working contract for the contractors and set up a sub-committee to solve technical and engineering problems in Suvarnabhumi Airport. To mitigate the existing disputes, AOT has negotiated with the other party and strictly followed the guidelines as approved by the Board.

4. Risk from the exchange rate deficit

Economic stimulus plans as well as monetary and fiscal policies implemented by worldwide governments had helped to recover the world economy over the course of year. Nevertheless, the crisis of EU fiscal policy, the inflation tendency and worldwide unemployment were regarded as possible risks, which could lead to the double recession. As regards domestic factors, the government economic and fiscal policies and the variance of currency exchange rate could affect AOT net accounting profit/loss, which involved the Yen loan that Japan International Cooperation Agency (JICA) approved for the development of Suvarnabhumi Phase-1. To mitigate the risks from exchange rate fluctuations, AOT assigned the Foreign Risk Management Sub-committee to set out foreign risk management policies. Under the cross-currency swap agreements, 77% of Yen loan was managed through financial derivatives by credible financial institutions.

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Annual Report 2010 I Airports of Thailand Public Company Limited


5. Suvarnabhumi Airport countermeasures for noise impact

Based on the decree of the Ministry of Science, Technology and Environment on categorization and scale of government projects, private and public enterprise required to conduct the Environmental Impact Assessment (EIA) issued under the Enhancement and Conservation of the National Environmental Quality Act B.E. 2535, aerodrome projects were required to submit their EIAs to the Office of Natural Resources and Environmental Policy and Planning. Prior to its opening, Suvarnabhumi Airport EIA was completed and approved by the National Environment Board on 10 March 2005. AOT, as the operator of Suvarnabhumi Airport, was required to strictly follow the National Environment Board resolution, the preventive measures on environmental impact mitigation and the quality control plan stated in the EIA. After the opening of Suvarnabhumi Airport, the Cabinet adopted the resolution of noise pollution on 29 May 2007, which were in accordance with the National Environment Board resolution of 10 March 2005. On 17 March 2009, the Cabinet approved the resolution to increase the amount of investment on the construction of Suvarnabhumi Airport Phase-1, which accounted for 11,233.700 million Baht for compensation of noise pollution. To ensure the legal compliance and corporate governance policies, AOT Board has followed the Cabinet resolution of 29 May 2007 to compensate for pre-2001 construction, with specific details as follows: 1) Land and construction in the area NEF > 40 shall be given price estimates under the guidelines for determining compensation for expropriated real estate according to the Act on Expropriation of Immovable Property B.E. 2530. Those who wish to maintain their ownership shall be provided with financial aid for renovation. 2) Renovation of buildings and construction in the area NEF 30-40 shall be supported and conducted in conformity with the principle of renovation for noise impact mitigation of the National Institute of Development Administration. The Cabinet resolution of 29 May 2007 resulted in the incomprehensiveness of the countermeasures for noise impact. The change in direction of monsoon flow causes aircraft to fly U-turn (winter), which impacted on buildings and construction. An appeal was filed to revise the Cabinet resolution by the affected. On 31 August 2010, the Cabinet approved AOT to follow our measures for summer noise contour to find the solution to the noise impact in winter noise contour, which will be further proposed in the meeting of shareholders for consideration.

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Annual Report 2010 I Airports of Thailand Public Company Limited


SHAREHOLDING STRUCTURE AND MANAGEMENT

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Shareholding Structure

AOT has the registered capital of Baht 14,285,700,000, or a total of 1,428,570,000 ordinary shares, fully paid up and a par share value of Baht 10 each.

Major Shareholders as of 30/08/2010 Airports of Thailand Public Company Limited (AOT) No.

Name/Last Name

Number Percentage of of Shares Total Shares 1,000,000,000 70.000

1

MINISTRY OF FINANCE

2

NORTRUST NOMINEES LTD.

100,239,100

7.017

3

STATE STREET BANK AND TRUST COMPANY FOR AUSTRALIA

40,867,400

2.861

4

CHASE NOMINEES LIMITED 1 THAI NVDR COMPAMY LIMITED SOCIAL SECURITY OFFICE (2 CASES)

35,791,750

2.505

22,269,743 11,913,100 10,007,683

1.559 0.834 0.701

5 6 7

HSBC (SINGAPORE) NOMINEES PTE LTD.

8

AMERICAN INTERNATIONAL ASSURANCE COMPANY, LIMITED-TIGER

7,902,900

0.553

9

SOMERS (U.K.) LIMITED

6,915,600

0.484

10

STATE STREET BANK AND TRUST COMPANY

3,640,163

0.255

Total

Thai shareholders Foreign shareholders Total

Number of Shareholders 13,706 75 13,781

Percentage

1,239,547,439

86.769

Number of Percentage of Shares Total Shares

99.46

1,203,116,012

84.22

0.54

225,453,988

15.78

100.00

1,428,570,000

100.00

Dividend Policy

AOT gives the dividend of no less than 25% of the net profit after deduction of reserved amount specified by AOT. The payment of dividend depends on the investment plan, necessity and appropriateness in the future. The Board of Directors resolutions of dividend payment must be submitted for the approval of the shareholdersâ&#x20AC;&#x2122; meeting. The Board of Directors is authorized to approve the interim payment and report to the following meeting of shareholders. According to the resolution of 2009 Annual Ordinary General Meeting of Shareholders dated 22 January 2010, the 2009 annual dividend was Baht 4.02 per share or a total Baht 600 million, and paid on 10 February 2010.

The Shareholding Structure of New Bangkok International Airport Company Limited (NBIA)

In this accounting period, NBIA had the registered capital of Baht 50,000,000,000 or a total of 500,000,000 shares, Baht 100 per share. As of 30 September 2010, Baht 39,029,000,000 was paid up. NBIA was registered for dissolution with the Ministry of Commerce on 31 July 2006 and was under the liquidation process.

The Shareholding Structure of Suvarnabhumi Airport Hotel Company Limited (SAH)

As of 30 September 2010, SAH had the registered capital of Baht 1,017,780,000, of which AOT was holding 6,106,680 shares at the rate of Baht 100 per share, which were fully paid up and accounted for 60% of the total sold shares.

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Annual Report 2010 I Airports of Thailand Public Company Limited


Management Structure

AOT Board of Directors

The Nomination Committee The Remuneration Committee The Corporate Governance Committee

The Risk Management Committee The Audit Committee

AOT President Audit Office

Corporate Secretary

Aviation Security Standard and Quality Control Office

Aerodrome Standardization and Safety Office

Administration

Regional Airports

Planning and Finance

Business Development and Marketing

Suvarnabhumi Airport Business Unit

Engineering and Information Technology

Don Mueang International Airport Business Unit

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AOT Board of Directors

According to AOT regulations, a team of committee is to be appointed to operate the Company. The committee must consist of no less than 5 persons and no more than 15 persons and shall be elected in the meeting of shareholders. No less than half of the members must have the residence in the Kingdom of Thailand. AOT Board of Directors has the authority and duty to conduct AOT business in compliance with the law, objectives, regulations, and the shareholdersâ&#x20AC;&#x2122; resolutions in an honest, moral and ethical manner as well as to safeguard the best interests of AOT and its shareholders. AOT Board of Directors comprises 15 Directors with the President from nomination as the top executive, Director and Secretary to the Board. The Board establishes subcommittees, namely the Audit Committee, the Nomination Committee, the Remuneration Committee, the Corporate Governance Committee, and the Risk Management Committee.

As of 30 September 2010, AOT Board of Directors consists of: No.

Name

1

Mr. Piyapan Champasut

2

Air Chief Marshal Raden Puengpak

3

Air Chief Marshal Bureerat Ratanavanich

4

Position

Type Chairman

Independent Director

Director Chairman of Nomination Committee

Independent Director

Director Member of Audit Committee Chairman of Remuneration Committee Member of Corporate Governance Committee

Independent Director

Mr. Pongsak Semson

Director Member of Audit Committee

Independent Director

5

Mr. Manit Wattanasen

Director

Independent Director

6

Mr. Thanapich Mulapruk

Director Member of Audit Committee Member of Nomination Committee

Independent Director

7

Mr. Chakarn Saengruksawong

Director Member of Nomination Committee Member of Risk Management Committee

Independent Director

8

Mr. Arkhom Termpittayapaisith

Director Member of Remuneration Committee Chairman of Risk Management Committee

9

Mr. Wutisak Lapcharoensap

10

Mr. Prasong Poontaneat

11

Mr. Suthi Kreingchaiyapruk

12

Director Chairman of Corporate Governance Committee

Independent Director

Director Member of Remuneration Committee Director Chairman of Audit Committee Member of Corporate Governance Committee Member of Risk Management Committee

Independent Director

Mr. Juanjai Ajanant

Director

Independent Director

13

Mr. Somchai Sujjapongse

Director

14

Mr. Thavanrat Ornsira

Director

15

Mr. Serirat Prasutanond

Director and Secretary Member of Corporate Governance Committee Member of Risk Management Committee (President)

Remarks - No.11 was appointed Chairman of Audit Committee as an accounting and financial expert. - No.14 was appointed to replace Mr. Suphoth Sublom who vacated on 12 April 2010 in the Ordinary Annual Meeting of AOT Board of Directors 6/2010 on 2 June 2010


Independent Director

According to AOT regulations, Independent Directors shall form 1/3 of AOT Board of Directors and the number of Independent Directors must not be less than 3. In the year 2010, AOT Board of Directors comprises 10 Independent Directors, which exceed the number required by AOT regulations. AOT has imposed requirements of qualification for Independent Directors at the stricter level than those stipulated by the Securities and Exchange Commission (SEC) and the Stock Exchange of Thailand (SET) as follows: (1) Independent Director must not hold more than 0.5% of the total voting shares of AOT, affiliated or associated companies or legal entities which may have conflicts of interest. (2) Independent Director must not be involved in any management and must not be an employee or an advisor with a monthly salary, auditing consultant, legal consultant or other type of advisor. Nor are they the persons with controlling authority over AOT, affiliated and associated companies or legal entities with conflicts of interest. Independent Director must not have had benefits or stakes in such manner for at least 2 years. (3) Independent Director must not have any business relationship with the Company as customers, trading partners, trade creditors/debtors, and financial creditors/debtors. They must not have direct or indirect benefits in the finance and management of AOT, affiliated and associated companies, or legal entities with conflicts of interest that may impair their independence in performance of their duties. (4) Independent Director must not be relative or have a relationship, which may impede the independency of the management and major shareholders of AOT, affiliated and associated companies or legal entities, which may have conflicts of interest. Nor should they be appointed to represent or protect the benefits of any directors or major shareholders.

Director Nomination and Vacation

1. The Director nomination is decided by majority vote in the meeting of shareholders. The number of votes of a shareholder is equivalent to their numbers of shares in the Company. The nominees who receive highest votes are elected as Directors respectively. The number of elected Directors depends upon the number of Directors the Company may have or elect at the time of the nomination. When the number of nominees who receive equal votes exceed the number of Directors the Company may have or elect at the time of nomination, the chairman preserves the right to the final vote. 2. In every ordinary annual meeting of the Company, 1/3 of Directors shall vacate on rotation. Should the number of vacating Directors is not divisible by 3, the closest number of 1/3 shall be employed. Vacating Directors in the first and second year after the Company registration are decided by lots. From the third year onwards, Directors who have held the post for the longest period of time shall vacate. Director who vacates on rotation basis is allowed to resume the position. 3. Besides vacation on rotation basis, Director may vacate under the following conditions: (1) passed away (2) resigned (effective from the day the resignation letter arrives the Company) (3) voted to resign (4) being an incapable or quasi-incapable person (5) be absent from the meeting over 3 consecutive times without good cause (6) unqualified or possess any prohibited qualifications under the rules and regulations of the Company (7) under court order to resign or vacate the position (8) being sentenced to prison (9) completed the age of 65 (effective from the day one completes the age of 65) 4. When a position of Director is vacant due to reasons other than that of the rotation basis, the Board may elect any qualified individual with no prohibited qualifications under the rules and regulations of the Company to fill the vacant position in the subsequent meeting. If the term of office for the position is less than 2 months, 3/4 of the votes is required to elect the new Director, and the elected Director shall serve only the remaining term of office.

Roles, Duties and Responsibilities of AOT Board of Directors

1. Conduct AOT business in compliance with the law, objectives, regulations, and the shareholdersâ&#x20AC;&#x2122; resolutions in an honest, moral and ethical manner as well as to safeguard the best interests of AOT and its shareholders. 2. Direct and set business goals and objectives, as well as oversee and ensure that the operations of the Management are effective and in full compliance with AOT policies and regulations on the basis of corporate governance policies which contribute to the maximum value added and the prosperity of shareholders. 3. Report the profit and loss of the Board or stakeholders and the changes which are related to the management of AOT or its subsidiaries to shareholders. Annual Report 2010 I Airports of Thailand Public Company Limited

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4. Facilitate the accounting system, the financial report and credible financial audit, as well as oversee and ensure the efficiency of internal audit and internal control assessment. 5. Appoint the Corporate Secretary under the regulation of Stock Exchange of Thailand to prepare and maintain documents or perform any other act as entrusted by the Securities and Exchange Commission, as well as assist the Board of Directors with the meeting of the Board and shareholders, give advice to AOT and Directors on the compliance with related laws and ensure the transparency of AOT information disclosure. 6. Regularly assess the performance of the President and set appropriate remuneration for the President 7. Revise, give opinion and approve AOT important strategies policies, objectives and goals, as well as regularly follow up the Management compliance with corporate strategies. 8. Facilitate the revision of potential risk factors and set out comprehensive guidelines for risk management, as well as ensure the effective risk management process of the Management and search for business opportunities from the risks. 9. Facilitate the preparation of balance sheet, profit and loss statement, the auditorâ&#x20AC;&#x2122;s report and the Board annual report at the fiscal year end, as well as propose them to the annual ordinary general meeting of shareholders for approval within 4 months after the fiscal year end. 10. Facilitate the preparation of the minutes of meeting and agendas of the meeting of shareholders and the Board into correct writing format, file and store them at the office, the report is completed when the Chairman of the Board as the chairman of the meeting casts the vote in the following meeting and signs the report with the President as the Secretary to the Board. 11. Submit to shareholders the invitation for the annual ordinary general meeting and the following documents: (1 ) A copy of balance sheet, an audited profit and loss statement and the auditorâ&#x20AC;&#x2122;s report (2) AOT annual report 12. Facilitate appropriate communication channel with each group of shareholders and assess the transparency and credibility of information disclosure.

AOT Board of Directors Meeting

AOT Board of Directors Meeting is scheduled on Thursday of the third week of each month to facilitate the participation of Directors. The Chairman or the Directors, upon the number in accordance with the law, can call for a meeting in case of special agenda. In the fiscal year 2010, the Corporate Secretary Office is responsible for sending invitations, meeting agendas and related information prior to the meeting. The meeting agendas are established by the Chairman of the Board and the President, and may also be proposed by Directors. In the fiscal year 2010, the Board held 15 meetings in total, of which one is an outdoor meeting held at Mae Fah Luang-Chiang Rai International Airport. The majority of Directors attended all the meetings and informed of their absence in advance. The Chairman of the Board acts as the chairman of the meeting who is responsible for overseeing the discussion of agendas, and ensuring Directors to give their opinion and participate in the discussion, as well as the top executives to attend the meeting and give information before the conclusion. The minutes of the meetings were recorded by the Corporate Secretary in writing format with complete content, filed as approved by the Board of Directors and stored under the effective system that allows Directors and stakeholders to search the report at their convenience. Any change in the report must be allowed by the meeting of the Board of Directors, which generally takes approximately 3 hours.

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The Attendance Record (number of attendance/number of meetings) can be concluded as follows: As of 1 October 2009 â&#x20AC;&#x201C; 30 September 2010

Name 1. Mr. Piyapan Champasut

Corporate Risk Audit Nomination Remuneration Director Governance Management Committee Committee Committee Committee Committee 15/15

2. Mr. Suphoth Sublom

6/8

3. Air Chief Marshal Raden Puengpak 4. Air Chief Marshal Bureerat Ratanavanich 5. Mr. Pongsak Semson 6. Mr. Manit Wattanasen 7. Mr. Thanapich Mulapruk 8. Mr. Chakarn Saengruksawong 9. Mr. Arkhom Termpittayapaisith 10. Mr. Wuttisak Lapcharoensap 11. Mr. Prasong Poontaneat 12. Mr. Suthi Kreingchaiyapruk

14/15

3/3

15/15

12/12

1/1

1/1

11/15

7/12

14/15

11/15

12/12

3/3

12/15

3/3

3/3

6/15

1/1

3/3

14/15

1/1

10/15

1/1

12/15

12/12

1/1

3/3

9/9

4/9

4/5

15/15

0/1

3/3

13. Mr. Juanjai Ajanant 14. Mr. Somchai Sujjapongse 15. Mr. Thawanrat Ornsira 16. Mr. Serirat Prasutanond

Remark - No.12 resigned on 12 April 2010 - No.13 was appointed in 2009 ordinary general meeting of shareholders on 22 January 2010 - No.14 was appointed in 2009 ordinary general meeting of shareholders on 22 January 2010 - No. 2 was appointed Director in the AOT Board of Directors meeting 6/2010 on 2 June 2010 to replace No.2

Annual Report 2010 I Airports of Thailand Public Company Limited

57


AOT Board of Directors Self-Assessment

According to AOT good governance polices, the Board of Directors is required to conduct self-assessment on the yearly basis as the framework for the assessment of the Board of Directors, which is compatible with ‘Effective Operations Guidelines for Senior Executives’ by the Ministry of Finance that has been approved by the Corporate Governance Committee to be employed as the self-assessment in 2010. The AOT Board of Directors self-assessment is divided into 3 categories, which are the self-assessment, the Board evaluation and the Director assessment. The results are summarized, informed to the Board of Directors with suggestion for further improvement. - The Board evaluation consists of 4 sections with 30 questions of equal importance as follows: Section 1 Meeting and the Board Good Section 2 Communication Good Section 3 Work Process Outstanding Section 4 Relations with the Management Outstanding - The self-assessment and the Director assessment consist of 6 following sections: Section 1 Core Competency Section 2 Independence Section 3 Preparedness Section 4 Practices as Director Section 5 Committee Activities Section 6 Development of Organization In summary, the self-assessment and the Director assessment demonstrate the results in the same direction. The highest average accounts for 4.13 and 4.46 respectively. In section 5, AOT Board of Directors regularly attends the meetings of subcommittees to give advice. The effective cooperation between the Board of Directors and the Management contribute to the success in the policies.

Director’s Orientation

Newly appointed Directors are to be provided with information about duties and responsibilities of Director, of which some include AOT rules and obligations, Director’s Handbook, laws regarding listed companies, Good Practice for Listed Companies 2006, as well as business and law seminars. The Corporate Secretary is responsible for giving newly appointed Directors a summary on laws that concern duties of the registered Board, AOT business characters and its operating results.

Capacity Building for AOT Directors and Top Executives

The Board of Directors encourages AOT Directors and top executives to participate in capacity building trainings and seminars. Some of the trainings are provided by the Thai Institute of Directors Association (IOD), which include Director Accreditation Program (DAP), Director Certification Program (DCP), Audit Committee Program (ACP), Financial Statements for Directors (FSD), Monitoring the System of Internal Control and Risk Management (MIR), Monitoring the Internal Audit Function (MIA). In addition to this, the Corporate Secretary and employees of the secretarial field are also strongly encouraged to attend Company Secretary Program (CSP), which includes Effective Minute Taking (EMT) that covers the standard and guidelines for minute taking, the corporate governance issue, related laws and regulations, and Board Reporting Program (BRP) that covers the preparation of financial and non-financial report. AOT Board of Directors paid study visits to domestic and international airports, which included Mae Fah LuangChiang Rai International Airport, Phuket International Airport, Krabi Airport, Kansai International Airport and Narita International Airport, one of Asia’s leading airports. The visits contributed to useful experiences in the management of terminal operations and real estate development.

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Annual Report 2010 I Airports of Thailand Public Company Limited


AOT invited the experienced executives of Munich Airport of Germany, which has been named Europeâ&#x20AC;&#x2122;s Top Airport, to exchange management experiences with the Board of Directors. In addition to this, AOT has hired Weerawong, Chinnavat and Peangpanor Company Limited as the legal consultant on listed company laws of the Stock Exchange of Thailand. Legal specialists were also invited to lecture to AOT executives of roles and duties of corporate directors and executives. As of present, the list of trainings by government and private institutions of advanced studies which AOT Board of Directors has received can be summarized as follows: Senior Executive Top Training Director Director Audit Management Accreditation Certification Committee training Course Program of King Prajadhipokâ&#x20AC;&#x2122;s Program Program Program by Capital Name Institute Market (IOD) (IOD) (IOD) Academy (CMA) 1. Mr. Piyapan Champasut - 105/2008 - CMA#10 2. Mr. Suphoth Sublom

105/2008

3. Air Chief Marshal Raden Puengpak

73/2008

107/2008

29/2009

KPI#4

4. Air Chief Marshal Bureerat Ratanavanich

26/2004

122/2009

-

KPI#5

5. Mr. Pongsak Semson

79/2009

122/2009

22/2008

CMA#9

6. Mr. Manit Wattanasen

-

-

-

CMA#11

7. Mr. Thanapich Mulapruk 8. Mr. Chakarn Saengruksawong

-

79/2006

-

CMA#7

KPI#4

51/2006

92/2007

22/2008

CMA#11

80/2009

126/2009

-

-

76/2006

-

-

116/2009

26/2009

-

107/2008

-

14. Mr. Somchai Sujjapongse

-

75/2006

-

CMA#2

15. Mr. Thavanrat Ornsira

-

-

-

80/2009

126/2009

-

KPI#4

9. Mr. Arkhom Termpittayapaisith 10. Mr. Wuttisak Lapcharoensap 11. Mr. Prasong Poontaneat 12. Mr. Suthi Kreingchaiyapruk 13. Mr. Juanjai Ajanant

16. Mr. Serirat Prasutanond

Remarks - No. 2 resigned on 12 April 2010. - No.13 was appointed in 2009 Annual Ordinary General Meeting of Shareholders on 22 January 2010. - No.14 was appointed in 2009 Annual Ordinary General Meeting of Shareholders on 22 January 2010. - No.15 was appointed to replace No.2 in the Ordinary Annual Meeting of AOT Board of Directors 6/2010 on 2 June 2010.

Annual Report 2010 I Airports of Thailand Public Company Limited

59


The Sub-committee AOT Board of Directors established the sub-committees to assist in operations under the regulations of AOT. The term of office is one year, which starts from the ordinary general meeting of shareholders in the year appointed to the ordinary general meeting of shareholders in the following year. The sub-committee consists of the followings:

1. The Audit Committee

The Audit Committee comprises 4 members who are Independent Directors with at least 1 Director possessing accounting and financial competence. As of 30 2010, the Audit Committee has held 12 meetings and comprises 4 Directors as follows:

Name

Position

(1) Mr. Suthi Kreingchaiyapruk

Chairman of Audit Committee (Independent Director)

(2) Air Chief Marshal Bureerat Ratanavanich

Member of Audit Committee (Independent Director)

(3) Mr. Pongsak Semson

Member of Audit Committee (Independent Director)

(4) Mr. Thanapich Mulapruk

Member of Audit Committee (Independent Director)

Remarks - On the basis of 3-year rotation - No.1 possesses financial and accounting competence with experience in auditing AOT’s financial statements

The Audit Committee holds a minimum of 6 meetings per year and may or may not invite non-members to participate in the meeting. Each meeting requires a minimum of half of the existing members for a quorum. The Chairman and each of the members shall have one vote. A decision shall be made upon a simple majority. A tie on the ballot shall be resolved by the final vote from the Chairman. The Audit Committee requires that AOT shall have 2 meetings a year with the auditor from the Office of the Auditor General of Thailand, which is a stricter requirement than the stipulation of Securities and Exchange Commission which requires to hold a meeting per year.

Scope of Duties and Responsibilities

60

(1) Review the internal performance and give advice to the Board or the Management where the Audit Committee deems appropriate to AOT efficiency and in conformity with the corporate governance policies. (2) Review that the Company’s internal control system, risk management and safety of AOT’s information are sufficient, effective and in accordance with international standards. (3) Review and ensure that AOT is in full compliance with rules, regulations, the Cabinet’s resolutions, code of ethics and other laws relating to the company’s business. (4) Review and ensure that AOT is in full compliance with the stock and stock market laws, as well as the regulations of Stock Exchange of Thailand and other related business laws. (5) Review the accuracy and the compatibility of the accounting policies, as well as AOT’s financial reports and ensure the business credibility and transparency under the generally accepted accounting standards. (6) Consider and nominate a qualified person to be appointed as the external auditor, specify the amount of service fee and attend meetings with the auditor without the Management’s presence at least twice a year. (7) Encourage the independent operations of the external auditor and the accuracy of the Office of the Auditor General of Thailand under the international standards, as well as the adequate and appropriate cooperation amongst AOT, the external auditor and the Office of the Auditor General of Thailand. (8) Study letters the external auditor submits to the Board and provide comments and recommendations regarding weaknesses rectification, errors and significant defects found, and may request information from the auditor regarding the letters and follow up to ensure the comments and recommendations are brought into the Board’s consideration as well as implementation. When the comments and

Annual Report 2010 I Airports of Thailand Public Company Limited


recommendations are set aside without acceptable reasons, the comments and recommendations shall be revised and re-proposed to the Board. (9) Give advice to the Board on the nomination, the removal and the transfer of the Director-General of the Audit Office. (10) Consider with the Chairman the promotion of the Director-General of the Audit Office and consider with the Director-General of the Audit Office the appropriateness of appointment, transfer and promotion of the employees of the Audit Office. (11) Monitor, provide support and give advices to the independent operation of the Audit Office, to ensure the effectiveness that can benefit the risk management in every aspect. (12) Approve plans, annual audit plans, manpower plans and plans of skill and characteristic development for employees of the Audit Office, to ensure the prudent finance, accounting and operations with the regular follow-ups. (13) Review and ensure that the connected transactions or transactions that may contain conflict of interest are in full compliance with the law and the stipulations of Stock Exchange of Thailand, as well as the compatibility for the best interest of AOT. (14) Prepare the report of the Audit Committee and disclose the report in AOT annual report. The report shall be signed by the Chairman of the Audit Committee and consists of the following information: 1) Remarks on the accuracy and the sufficiency of AOT financial report. 2) Remarks on the sufficiency of AOT internal control system. 3) Remarks on AOTâ&#x20AC;&#x2122;s compliance with stock and stock market laws, stipulations of Stock Exchange of Thailand and other related business laws . 4) Remarks on the suitability of the auditor. 5) Remarks on the connected transactions that may contain any conflict of interest. 6) The number of meetings of the Audit Committee and the attendance record. 7) Remarks or notice as a whole on the operations conducted in compliance with the Audit Committee Charter. 8) Other information within the scope of duties and responsibilities specified by the Board, as the Audit Committee deems appropriate for the knowledge of shareholders and investors. (15) Perform any other act within the scope of duties and responsibilities as entrusted by the Board. (16) Review the conclusion and evidence where the dishonesty, improprieties of employees or the Management may exist and, without delay, submit to the Board for further consideration. (17) Revise AOT rules, regulations, notices, stipulations regarding the specification of scope of duties and responsibilities for the Audit Office at least once a year, to ensure the compatibility and the effectiveness, and propose to the Board the existing deficiency and limitation for further improvement. As regards the scope of duties and responsibilities in (1)-(17), the Audit Committee shall consider matters that may affect AOT operations. (18) Prepare the Audit Committee Charter as the framework of structure, authority, duties and responsibilities for the Audit Committee, propose the Charter to the Board for approval and revise the Charter at least once a year to ensure its practicality.

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61


2.The Nomination Committee

According to AOT regulations, AOT Board of Directors appoints the Nomination Committee, which shall consist of at least 3 Directors and at least an Independent Director. As of 30 September 2010, all the members of the Nomination Committee, including the Chairman, are Independent Directors, and have held 3 meetings in total. The Nomination Committee consists of the 3 following Directors:

Name

Position

(1) Air Chief Marshal Raden Puengpak

Chairman of Nomination Committee (Independent Director)

(2) Mr. Thanapich Mulapruk

Member of Nomination Committee (Independent Director)

(3) Mr. Chakarn Saengruksawong

Member of Nomination Committee (Independent Director)

Scope of Duties and Responsibilities

(1) Set out policies, criteria and procedures of nomination of Director. (2) Select and propose to the Board qualified nominees for Directors on the basis of related laws and regulations. (3) Propose to the Board the nomination of Directors on rotation. (4) Perform any other act as entrusted by the Board of Directors.

3.The Remuneration Committee

According to AOT regulations, AOT Board of Directors appoints the Remuneration Committee, which shall consist of at least 3 Directors and at least an Independent Director. As of 30 September 2010, the members of the Remuneration Committee has held 1 meeting in total and consists of an Independent Director as the Chairman and two other members who possess suitable qualifications as the following:

Name

Position

(1) Air Chief Marshal Bureerat Ratanavanich

Chairman of Remuneration Committee (Independent Director)

(2) Mr. Arkhom Termpittayapaisith

Member of Remuneration Committee

(3) Mr. Prasong Poontaneat

Member of Remuneration Committee

Scope of Duties and Responsibilities

(1) Consider the guidelines for determining the appropriate remuneration for the Board of Directors. (2) Consider the criteria or procedures for determining the fair and reasonable remuneration and benefits for the Board of Directors and submit to the Board for proposing at the shareholdersâ&#x20AC;&#x2122; meetings for approval. (3) Consider criteria or procedures for determining the remuneration for the outsiders who are appointed as members of committees, sub-committees, and working groups and propose them to the Board for approval.

4.The Corporate Governance Committee

According to AOT regulations, AOT Board of Directors appoints the Corporate Governance Committee, which shall consist of at least 3 Directors and at least an Independent Director. As of 30 September 2010, the members of the Corporate Governance Committee has held 1 meeting in total and consists of 3 Independent Directors and the Chairman who is also an Independent Director as the following:

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Annual Report 2010 I Airports of Thailand Public Company Limited


Name (1) Mr. Wuttisak Lapcharoensap (2) Air Chief Marshal Bureerat Ratanavanich (3) Mr. Suthi Kreingchaiyapruk (4) The President

Position Chairman of Corporate Governance Committee (Independent Director) Member of Corporate Governance Committee (Independent Director) Member of Corporate Governance Committee (Independent Director) Member of Corporate Governance Committee

Scope of Duties and Responsibilities

(1) Set out guidelines and direction on AOT corporate governance. (2) Review and give advices regarding AOT best practices in corporate governance that are in compliance with international standards and the Stock Exchange of Thailandâ&#x20AC;&#x2122;s Best Practices in Corporate Governance to the Board . (3) Provide guideline books regarding AOT best practices in corporate governance and regularly update the content. (4) Improve AOT code of ethics and set out guidelines that are in compliance with the code of ethics. (5) Promote AOT good governance policies and guidelines to encourage the participation. (6) Regularly report the operating results to the Board. (7) Establish working groups to support the operations as deemed appropriate. (8) Perform any other act as entrusted by the Board of Directors.

5.The Risk Management Committee

According to AOT regulations, AOT Board of Directors appoints the Risk Management Committee of 4 Directors, of which two are Independent Directors and the Chairman who possesses suitable qualifications as a member of the Risk Management Committee. As of 30 September 2010, the members of the Risk Management Committee has held 3 meetings in total and consists of the following members:

Name (1) Mr. Arkhom Termpittayapaisith

Chairman of Risk Management Committee

(2) Mr. Chakarn Saengruksawong

Member of Risk Management Committee (Independent Director)

(3) Mr. Suthi Kreingchaiyapruk

Member of Risk Management Committee (Independent Director)

(4) The President

Position

Member of Risk Management Committee

Scope of Duties and Responsibilities

(1) Set out AOT risk management policies, guidelines and framework, as well as regularly revise them on the yearly basis to ensure the compatibility and the effectiveness. (2) Consider and set the corporate risk appetite. (3) Acknowledge, consider and approve risk assessment results, risk management guidelines, policies and plans of action to manage the existing risks of AOT to ensure the adequate risk management. (4) Oversee and support the risk management to succeed at corporate level, propose risk mitigation and preventive measures on the basis of risk appetite, as well as follow up, evaluate and improve plans of action to ensure the successive risk mitigation and compatibility. (5) Give advice and support in terms of corporate risk management to Directors, the Management and the risk management working groups, as well as encourage regular improvement and development of AOT risk management system. Annual Report 2010 I Airports of Thailand Public Company Limited

63


(6) Monitor and follow up the risk management efficiency and results, as well as the corporate compliance with risk management policies, guidelines and framework. (7) Hold meetings of the Risk Management Committee on the tri-monthly basis or in response to any significant occurrence or as deemed appropriate by the Chairman. (8) Report the significant corporate risks, the risk status, the risk management guidelines, the progress and results of risk management to the Board on the tri-monthly basis (9) Communicate and cooperate in terms of risks with the Audit Committee (10) Establish working groups and/or AOT Management to support the operations as deemed appropriate. (11) Commission AOT risk management working groups with the above authority, duties and responsibilities to act on behalf of the Risk Management Committee as deemed appropriate.

Director and the Management Remuneration

AOT remuneration is conducted with transparency and in full compliance with AOT remuneration policies. The Remuneration Committee is responsible for reviewing the remuneration on the basis of the business performance and operations of Directors and the Management. The 2009 Annual Ordinary General Meeting of Shareholders on 22 January 2010 has approved the meeting attendance fee of 2010 and the bonus of 2009 as follows:

1. Director Remuneration

(1) Each is paid a monthly remuneration of 20,000 Baht. Whereas a member is appointed during the month,the remuneration shall be paid in proportion to the number of working days. (2) An attendance fee of 15,000 Baht per meeting. Should there be more than one meeting in a certain month, the attendance fee shall be paid only once.

2. Sub-committee Remuneration 2.1 The Audit Committee member is paid a monthly remuneration of 20,000 Baht each, with or without

the meeting. Whereas a member is appointed during the month, the remuneration shall be paid in proportion to the number of working days. 2.2 Director appointed by the Board to hold the post in a committee, a sub-committee is given the attendance fee of 10,000 Baht per meeting. The total meeting fee per month must not exceed 20,000 Baht per person, exclusive of the Audit Committee remuneration.

3. The Chairmen and The Deputy Chairmen shall receive an additional remuneration of 25% and 12.5%, respectively. 4. The remuneration and attendance fees for AOT Board of Directors for the fiscal year 2010 must not exceed 12,000,000 Baht. 5. The Director bonus for the fiscal year 2009 (1 October 2008 â&#x20AC;&#x201C; 30 September 2009) must not exceed

0.5% of the dividend and 1,000,000 Baht per person under the provision rules. The President is exempt from the bonus.

64

Annual Report 2010 I Airports of Thailand Public Company Limited


(1 October 2008 – 30 September 2009) No.

Unit : Baht Name

Bonus

1

Mr. Piyapan Champasut (17 Feb – 30 Sep 09)

181,424.46

2

Mr. Suphoth Sublom (17 Feb – 30 Sep 09)

163,773.79

3

Air Chief Marshal Raden Puengpak (1 Oct 08 – 30 Sep 09)

214,652.33

4

Air Chief Marshal Bureerat Ratanavanich (17 Feb – 30 Sep 09)

5

Mr. Pongsak Semson (1 Oct 08 – 30 Sep 09)

6

Mr. Manit Wattanasen (24 – 30 Sep 09)

4,589.76

7

Mr. Thanapich Mulapruk (17 Feb – 30 Sep 09)

146,123.12

8

Mr. Chakarn Saengruksawong (17 Feb – 30 Sep 09)

146,123.12

9

Mr. Arkhom Termpittayapaisith (1 Oct 08 – 30 Sep 09)

10

Mr. Wuttisak Lapcharoensap (17 Feb – 30 Sep 09)

146,123.12

11

Mr. Prasong Poontanaet (17 Feb – 30 Sep 09)

146,123.12

12

Mr. Suthi Kreingchaiyapruk (17 Feb – 30 Sep 09)

146,123.12

13

Mr. Juanjai Ajanant

-

14

Mr. Somchai Sujjapongse

-

15

Mr. Thavanrat Ornsira

-

16

Mr. Serirat Prasutanond

-

17

Mr. Vinai Vittavasgarnvej (1 Oct 08 – 17 Feb 09)

89,921.92

18

Mr. Vudhibhandhu Vichairatana (1 Oct 08 – 17 Feb 09)

112,402.00

19

Mr. Chaisak Angkasuwan (1 Oct – 30 Nov 08)

39,340.83

20

Mr. Thavon Phanichphant (1 Oct 08 – 17 Feb 09)

89,921.92

21

Mr. Surachai Tansitpong (1 Oct – 12 Nov 08)

26,882.49

22

Mr. Apichart Sayasit (1 Oct 08 – 17 Feb 09)

89,921.92

23

Mr. Utid Tamwatin (1 Oct 08 – 30 Sep 09)

214,017.80

24

Flight Lieutenant Usar Borisuth (1 Oct 08 – 17 Feb 09)

89,921.92

25

Police General Sombat Amornvivat (1 Oct 08 – 17 Feb 09)

89,921.92

26

Air Chief Marshal Sumet Photimanee (1 Oct 08 – 17 Feb 09)

89,921.92

27

Mrs. Ravitha Pongnuchit (17 Feb – 31 May 08)

67,441.44

28

Miss Pongpen Summapun (17 Feb – 30 Jun 08)

87,111.86

Total

146,123.12 236,045.00

236,045.00

2,999,997.00

Annual Report 2010 I Airports of Thailand Public Company Limited

65


6. Remuneration for AOT Board of Directors and ad hoc committees in 2010

(1 October 2009 â&#x20AC;&#x201C; 30 September 2010) Name

Director

Unit: Baht

Audit

Nomination

Remunera-

Corporate

Risk

Other

Committee

Committee

tion

Governance

Management

Subcommittees

Committee Committee

Total

Committee

1. Mr. Piyapan Champasut

506,250.00

-

506,250.00

2. Mr.Suphoth Sublom (22 Jan â&#x20AC;&#x201C; 12 Apr 10)

227,625.00

50,000.00

277,625.00

3. Air Chief Marshal Puengpak

390,000.00

25,000.00

125,000.00

540,000.00

4. Air Chief Marshal Bureerat Ratanavanich 5. Mr. Pongsak Semson 6. Mr. Manit Wattanasen

405,000.00

240,000.00

12,500.00 10,000.00

40,000.00

707,500.00

360,000.00

240,000.00

-

600,000.00

409,666.67

37,500.00

447,166.67

257,500.00

877,500.00

7. Mr. Thanapich Mulapruk

360,000.00

240,000.00 20,000.00

8. Mr. Chakarn Saengruksawong

390,000.00

30,000.00

50,000.00

62,500.00

532,500.00

9. Mr. Arkhom Termpittayapaisith

315,000.00

10,000.00

62,500.00

62,500.00

450,000.00

10. Mr. Wuttisak Lapcharoensap

405,000.00

120,000.00

527,500.00

11. Mr. Prasong Poontaneat

360,000.00

10,000.00

230,000.00

600,000.00

12. Mr. Suthi Kreingchaiyapruk

390,000.00 300,000.00

13. Mr. Juanjai Ajanant 14. Mr. Somchai Sujjapongse 15. Mr. Thavanrat Ornsira 16. Mr. Serirat Prasutanond Total

2,500.00

10,000.00

40,000.00

12,500.00

752,500.00

271,451.61

10,000.00

281,451.61

211,451.61

20,000.00

231,451.61

124,333.33

75,000.00

199,333.33

405,000.00

10,000.00

415,000.00

152,500.00 1,112,500.00

7,945,778.22

5,530,778.22 1,020,000.00 75,000.00 32,500.00 22,500.00

Remarks - No. 2 resigned on 12 April 2010. - No.13 was appointed in 2009 Annual Ordinary General Meeting of Shareholders on 22 January 2010. - No.14 was appointed in 2009 Annual Ordinary General Meeting of Shareholders on 22 January 2010. - No.15 was appointed to replace No.2 in the Ordinary Annual Meeting of AOT Board of Directors 6/2010 on 2 June 2010. - Other sub-committees appointed by the Board of Directors are the Legal Sub-committee, the AOT Finance and Planning Subcommittee, the Corporate Relations Committee, the President Assessment Sub-committee, the AOT Foreign Debt Sub-committee, the Suvarnabhumi Airport Technical Subcommittee, the Legal Audit Sub-committee, the Suvarnabhumi Airport Noise Impact Sub-committee, the Appeal Sub-committee, the Operation Management under the State Enterprise Plan Sub-committee, the Joint Venture Cooperation Working Group, the KPS Sub-committee, the Human Resource Development Sub-committee, the Assistance Measures for Airlines and Entrepreneurs Working Group, the TAG Inspection and Evaluation Working Group, the Fact Working Group and the Financial Status Revision for Suvarnabhumi Airport Sub-committee.

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Annual Report 2010 I Airports of Thailand Public Company Limited


7. The Management Remuneration

The provision rules of remuneration for the Management and the President The President Remuneration Subcommittee consists of AOT Board of Directors and representatives of the Ministry of Finance (the State Enterprise Review Office) and reviews the President remuneration and the framework for remuneration adjustment under the minimum/maximum remuneration framework approved by the Ministry of Finance on the yearly basis. The adjustment of President remuneration is based on the evaluation under the criteria and guidelines of AOT Board of Directors. Remuneration Criteria for the Management AOT salary structure is based on pay rates and remuneration under the equivalent scope of duties and responsibilities of leading companies in the aviation business. The annual salary adjustment for department directors or the position of higher rank is approved by AOT Board of Directors. In the fiscal year 2010, AOT Board of Directors commissioned the President with the authority to manage or review the work performance reward for officers and employees from the rank of department directors and higher. The review is based on individual work performance as well as the ability to meet the objectives of each work line. As of 30 September 2010, AOT Management under the definition stated in the notice of Capital Market Supervisory Board 23/2008 comprises the 13 following members: 1. Mr. Serirat Prasutanond President 2. Mr. Somchai Sawasdeepon Senior Executive Vice President (Engineering and Information Technology 3. Mr. Chayakorn Aksornmat Senior Executive Vice President (Administration) 4. Mr. Saneh Chausurin Senior Executive Vice President (Regional Airports) 5. Flying Officer Anirut Thanomkulbutra General Manager of Don Mueang International Airport 6. Mr. Nirandra Theeranartsin General Manager of Suvarnabhumi Airport 7. Mrs. Supaporn Burapakusolsri Senior Executive Vice President (Planning and Finance) 8. Mr. Nitinai Sirismatthakarn Senior Executive Vice President (Business Development and Marketing) 9. Miss Vilaiwan Nadvilai Deputy General Manager of Suvarnabhumi Airport (Administration) 10. Mrs. Poolsiri Virojanapa Executive Vice President (Planning and Finance) 11. Mr. Noppadol Mongkolsin Director, Accounting Department 12. Mr. Soonthorn Sitthithanalarph Director, Finance Department 13. Mr. Prapon Pattamakitsakul Director, Planning and Finance Department Monetary Remuneration The total Management remuneration, as of 30 September 2010 Unit: Million Baht

Remuneration Salary Bonus and others

Persons 13 13

2009

Amount 27,020,758.62

Persons 13

11,330,565.76

13

2010

Amount 33,834,110.20 13,565,661.67

Annual Report 2010 I Airports of Thailand Public Company Limited

67


Monetary Remuneration The Provident Fund AOT provident fund was registered on 28 March 1994. AOT gives members the financial contribution on the basis of working years on the day members deposit savings in the fund. Specific details as follows: (1) Members with less than 10 working years receive 9% of the salary. (2) Members with over 10 but less than 20 working years receive 10% of the salary. (3) Members with over 20 but less than 25 working years receive 12% of the salary. (4) Members with over 25 working years receive 15% of the salary. Unit: Million Baht

Remuneration

Persons

Provident Fund Contribution

13

2009

Amount

Persons

3,458,502.77

13

2010

Amount

3,096,819.00

Director and the President Nomination

1. Director Nomination

2. The President Nomination

AOT Board of Directors appoints the Nomination Committee, which consists of 3 Directors to nominate qualified individuals for Directors. The nomination criteria is based on experiences, qualifications and requirements that prove useful to AOT business as the first priority to fulfill the Board of Directors and benefit AOT and shareholders. The qualifications are as follows: (1) Knowledgeable, and experienced in a variety of professions that can contribute and add value to AOT (2) Possess qualifications as required by AOT regulations, the Standard Qualifications Act for Board of Directors and State Enterprise Official, the Public Limited Companies Act, the Securities and Exchange Act (3) Possess qualifications that support the corporate governance, independence, accountability, care, loyalty and dedication (4) The Nomination Committee elects Directors to replace the vacating Directors on the basis of rotation and proposes to AOT Board of Director for approval before submission to the annual ordinary general meeting of shareholders. (5) The election of Director to fill in the vacant position, which is due to reasons other than the rotation, must be approved in the meeting of the Board of Directors, and the term of office of the replacing Director is equivalent to the remaining term of office of the replaced Director.

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(1) AOT Board of Directors appoints the President Nomination Committee (5 members) and defines its scope of duties and responsibilities in nominating the President under the Standard Qualifications Act for Board of Directors and State Enterprise Official B.E.2518, as amended by the Standard Qualifications Act for Board of Directors and State Enterprise Official (No.4) B.E.2550. The nominee must have the qualifications and none of the prohibited qualifications under the Section 8 (1) (3) (4) (5) (6) (11) and (12) or any other technical qualification approved by AOT Board of Directors. (2) The Nomination Committee conducts the nomination of qualified persons with qualifications and none of the prohibited qualifications under the Section 8 (1) (3) (4) (5) (6) (11) and (12) of the Standard Qualifications Act for Board of Directors and State Enterprise Official (No.4), B.E.2550. (3) The nomination is made public and open for applicants via no less than 2 types of media. (4) The Nomination Committee proposes the list of qualified persons to AOT Board of Directors. (5) AOT Board of Directors submits the short list of nominees, their profiles and qualifications to the President Remuneration Sub-committee (appointed by AOT Board of Directors) to examine the remuneration. (6) The President Remuneration Sub-committee examines the remuneration and negotiates with the selected nominee in terms of the remuneration on the basis of the Cabinet Resolution of 13 June 2000 on Guidelines

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for Remuneration, outline the employment contract and report the result to AOT Board of Directors for consideration and submit the report for the approval of the Ministry of Finance. (7) When the remuneration and the employment contract receive the approval of the Ministry of Finance, AOT proposes an authorized person (on the basis of laws on the state enterprise establishment) to appoint the President. The Chairman of the Board of Directors or a commissioned Director (in case of the absence of the Chairman) is in charge of signing the employment contract.

Authority and Duties of the President

According to AOT regulations, the authority and duties of the President are as follows: The President has the authority and duties in terms of AOT management as commissioned by the Board and must strictly and honestly manage the organization in accordance with plans and budget approved by the Board of Directors for the maximum benefit of AOT and our shareholders. The authority and duties of the President also include the followings: (1) Operate and/or manage AOT daily business (2) Employ, appoint, remove, transfer, promote, demote, reduce pay or wages, impose disciplinary punishment, and dismiss employees under AOT regulations, except for department officers or of the equivalent or higher rank which requires approval from AOT Board of Directors (3) Facilitate the preparation and submission of AOT business policies, plans, and budget to the Board of Directors for approval, as well as report to the Board of Directors of the progress of approved projects on the period of time deemed appropriate by AOT Board of Directors (4) Operate or/and ensure that the operations are in conformity with policies, plans and budget approved by the Board of Directors (5) Set out rules and regulations for AOT operations

The Management Development and Succession Plan

In the fiscal year 2010, AOT has prepared the succession plan as a part of the Strategic Improvement Plan (SIP) by providing potential personnel at the director level with trainings and capacity building programs. The existing risk factor is when the potential personnel are incapable of holding the post. To mitigate the risk in this aspect, the succession plan for top executives at the department director level or higher rank has been developed to be more precise and respond to AOT strategies. At the initial process, the survey and analysis of the position of top executives who are to retire in 3 years has been made and the potential personnel have been gathered into the short list for the capacity building in response to the succession plan. In terms of capacity building for AOT Management, 189 employees at managerial and department deputy director level have received the leadership development programs. Top executives at the department director level or higher have received the development programs in terms of CSR and CG to gain a better understanding of social responsibilities.

The President Assessment

The President Assessment Sub-committee is established by AOT Board of Directors to review and assess the performance of the President every 6 months. The assessment is based on the performance of the President in the previous year and the objective benchmark set in plans of action proposed to AOT Board of Directors. Some of the plans of action consist of the business development plan, the AOT airport development plan, the financial plan, the customer and stakeholder plan, as well as the agreements made between AOT and TRIS operations as commissioned by AOT Board of Directors and the economic profit.

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Personnel and Employee Remuneration

Personnel

The number of personnel on the full-time basis employed at the Headquarters and the 6 airports (exclusive of outsource workers) can be summarized as follows: As of 30 September 2010

2010

2009

2008

2007

2006

The Headquarters

820

778

788

764

615

Don Mueang International Airport

480

543

554

503

305

Chiang Mai International Airport

173

172

172

161

157

Hat Yai International Airport

142

135

139

142

137

Phuket International Airport

222

222

214

173

175

Mae Fah Luang-Chiang Rai International Airport

108

105

105

107

107

2,625

2,562

2,563

2,579

2,775

4,570

4,517

4,535

4,429

4,271

Suvarnabhumi Airport

Total

For the development of the 6 international airports of AOT, personnel are valuable resources and greatly contribute to the service quality. The majority of personnel at the airports which are open on 24-hour basis works in the area that requires preparedness in terms of problem solving or the shift that needs successive cooperation. In addition to this, AOT also outsources work forces both in the area of non-skilled and semi-skilled work, such as security work, and the area that requires special skills of high level, such as explosive ordnance disposal technicians. As of 30 September 2010, the number of AOT personnel is 4,570 in total and the approximate 9,156 outsource workers. AOT believes that the present rate of employee remuneration is compatible with the market rate. The employee remuneration includes salary, bonus, stipend and other financial support, such as medical support, accommodation fee on field trip and education support, as well as the individual provident fund, which AOT provides to the fund members on the basis of working years. Members with less than 10 working years receive 9% of the salary. Members with over 10 but less than 20 working years receive 10% of the salary. Members with over 20 but less than 25 working years receive 12% of the salary and those with over 25 working years receives 15% of the salary. The saving methods are optional range from 2-15% of salary per month. The saving will be paid in one time to members when passed away, on retirement or the layoff without misbehavior under the provident fund regulations. In addition to this, the other provident fund with 35 employees as old members as of 30 September 2010 will not receive membership. AOT regularly provides counterpart funds to the 2 existing funds on the monthly basis.

Corporate Governance

AOT operations are conducted in accordance with corporate governance and with responsibility to our shareholders and stakeholders. The Board of Directors takes high importance of the corporate governance to increase confidence of the shareholders, the investors and the stakeholders. In the year 2010, AOT operations are in full compliance with Good Practice for Listed Companies 2006 of the Stock Exchange of Thailand and can be summarized as follows:

1. Rights of shareholders

(1) AOT takes high importance of our shareholders, rights of shareholders and their ownership over the Company exercised through the elected Board, which determines important decision making. Therefore, AOT encourages shareholders to exercise their rights and the protection of basic rights by giving shareholders adequate and timely information, the right to attend the meeting of shareholders, the right to vote on the

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(2) (3)

(4)

(5)

(6)

(7)

(8) (9)

basis of oneâ&#x20AC;&#x2122;s number of shares on important matters, the right to have their share of profits, the right to attend the meeting and vote by proxy, the rights to express opinion, raise question in the meeting of shareholders on important matters, such as profit allocation, the Director election, the Director remuneration, the appointment of auditor, the auditor fee and other related transactions. It is stated in the corporate governance policies that, AOT shall encourage shareholders to exercise their basic rights and will not perform any other act that violates or restricts the rights of shareholders. AOT takes high importance of the meeting of shareholders by selecting the venue of shareholdersâ&#x20AC;&#x2122; convenience. AOT 2009 annual ordinary general meeting of shareholders was held on Friday 22 January 2010, 14.00 hrs. at the second floor Auditorium of AOT Headquarters. AOT submits the invitation in English and Thai format to the shareholders at least 14 days prior to the meeting. The invitation comprises the information about the meeting agendas, the report of the previous meeting of shareholders and remarks by AOT Board of Directors, the proxy form of the Ministry of Commerce, the proxy instruction, AOT regulations on the meeting of shareholders, the list and details of 3 Independent Directors who are authorized to act as proxies in case of shareholdersâ&#x20AC;&#x2122; absence, the conditions, rules and practices of attending the meeting, the ballot and the venue map. The invitation is also advertised on newspaper for 3 consecutive days at least 7 days prior to the meeting. The meeting invitation, the meeting agendas and related information as well as the proxy forms are made public on the AOT website over 30 days prior to the meeting to allow the shareholders to examine the details of each agenda. The shareholder who cannot attend the meeting may select an Independent Director or a representative to attend and vote in the meeting. AOT equally facilitates the shareholders on the meeting day with adequate provision of security guards, document check-up and registration points. The shareholders may register in no less than 2 hours prior to the meeting until the end of the meeting. Meeting attendants are stationed to facilitate the process for the shareholders and proxies. The barcode system is employed in the registration and ballot process. Revenue stamps are provided for the shareholders who attend by proxies. Appropriate reception banquet is held for the attending shareholders. AOT Board of Directors and Management take high regard of attending the ordinary general meeting of shareholders unless there is a need to be absent. In the 2009 Annual Ordinary General Meeting of Shareholders on Friday 22 January 2010, the Chairman of the Board who acted as the chairman of the meeting, the chairman of Audit Committee, the members of Audit Committee, the chairman of Nomination Committee, the members of Nomination Committee, the chairman of Remuneration Committee, the members of Remuneration Committee, the chairman of of Corporate Governance Committee, the members of Corporate Governance Committee, the members of Risk Management Committee, the President, top executives and the chief financial officer (CFO) attended the meeting and elaborated on the agendas, answer questions and opinions of shareholders. The AOT Auditor and the legal consultants also attend the meeting in case of arguments, review the proxy forms and witness the ballot counting, which is conducted in full compliance with related laws. The meeting is run according to the sequence of the meeting agendas in the meeting invitation, and open for questions and opinions on matters in each agenda. The chairman of the meeting explicitly explains the ballot, the ballot counting, the usage of ballot paper and the rights of shareholders before the meeting. A volunteer shareholder is invited to participate in the ballot counting. The ballot of shareholders and the summary of votes in each agenda are disclosed in the meeting with transparency to preserve the rights of shareholders. The chairman of the meeting appropriately runs the meeting with transparency and under the adequate period of time. The shareholders are encouraged to express their opinions and raise questions thoroughly prior to the ballot and the conclusion of each agenda. The meeting is open for opinions and questions on the Company operations, when a question if found irrelevant, the Chairman or the top executives may opt to answer questions in other agendas for the effective time management. AOT preserves the rights of shareholder to register after the meeting starts, and to vote in the ongoing agenda and the subsequent ones. AOT information is regularly made public to shareholders via the channel of the Stock Exchange of Thailand and the AOT website. AOT operates with maximum efficiency to ensure the benefit of shareholders.

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(10) AOT facilitates the information channel for minor shareholders with the Corporate Secretary or Investor Relations Center, as well as provides the shareholders with study trips at its airports. (11 ) The report of meeting of shareholders is prepared and submitted to the Stock Exchange of Thailand and the Securities and Exchange Commission in 14 days after the meeting. The report gives details of the list of attending Directors, significant remarks, Q&A and opinions. The ballot summary is divided into approval, disapproval and abstention. The report is made public in English and Thai format on the AOT website www.airportthai.co.th to facilitate the access to information of shareholders and proposed for acknowledgement of the shareholders in the following meeting. (12) AOT shareholding structures in our subsidiaries and joint ventures are made public on the AOT website and in the AOT annual report to ensure the shareholders of our transparency in operations. (13) AOT operates with efficiency to maximize the operating results and the benefit of shareholders.

2. Equitable Treatment of Shareholders

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AOT takes high regard of ensuring the equitable treatment of shareholders by the following measures: (1) Minor shareholders are encouraged to propose agendas for the ordinary general meeting of shareholders and nominate qualified persons to participate in the appointment of the committee of the annual ordinary general meeting of shareholders prior to the meeting under the AOT rules and selection criteria made public on the website of Stock Exchange of Thailand 3 months prior to the fiscal year end (30 September 2009) or 6 months prior to the meeting of shareholders. The Board of Directors is responsible for reviewing the compatibility of the proposed agendas and the nominees and proposing them to the Nomination Committee for the AOT nomination process, which will determine whether the nominees possess the qualifications required by the Standard Qualifications Act for Board of Directors and State Enterprise Official, and proposing them for the approval of AOT Board of Directors before the election in the ordinary general meeting of shareholders. The shareholders are required to vote for the nominees in individual. (2) The meeting of shareholders is always run according to the sequence of agendas in the meeting invitation, and not subject to change without prior notice to the shareholders to allow the shareholders to thoroughly examine details of each agenda. (3) Facilitate the shareholders who cannot attend the meeting with the right to attend and vote by proxy and the list of 3 Independent Directors as an alternative. The proxy form is in conformity with the requirement of the Ministry of Finance that allows shareholders to set their vote direction, and submitted to shareholders with the meeting invitation which clearly specifies the required documents and instructions for proxy for the best convenience of shareholders. (4) The ballots are divided and collected according to each meeting agenda. The barcode system is employed to record and demonstrate the ballot results. The ballots are collected by meeting and calculated with the votes of absent shareholders given in proxy forms before the announcement. Meeting attendants who witness the ballot counting are required to leave their names for later inspection. (5) In the agenda of Director election, AOT encourages shareholders to vote for the nominees in individual. (6) The minutes of the meeting are recorded and submitted to the Stock Exchange of Thailand and the Securities and Exchange Commission within 14 days after the meeting. (7) AOT has established the preventive measures against the misuse of internal information of Directors, the Management and the manager of Finance and Accounting Department by informing them of their roles and duties to report the holding of AOT securities of theirs, their spouses and children under the legal age to the Securities and Exchange Commission under Section 59 of the Securities and Exchange Act B.E.2535, as well as acknowledge the change in securities report, be it buying, selling or transferring regardless of the value, within 3 days after the change in the holding of securities has been made.

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(8) AOT requires Directors and the Management to report the profit and loss of theirs and their stakeholders in the format approved by the Board of Directors to the Corporate Secretary within 7 working days from the day Directors and the Management receive the notification from AOT. The change of data must be reported to the Corporate Secretary Secretary within 7 working days from the day the change is made. The Corporate Secretary submits the copy of the change in data to the Chairman of the Board of Directors and chairman of Audit Committee for acknowledgement, and keeps the original copy for AOT internal use only.

3. Roles of Stakeholders

AOT regards the importance of all stakeholders, including the internal stakeholders or employees and the Management of AOT and our subsidiaries, as well as the external ones or our shareholders, customers, the Government, joint ventures, business partners, creditors, the society, the communities and other related sectors. AOT is determined to protect the basic rights of stakeholders on the basis of related laws and regulations, since AOT is aware of the support from the stakeholders which can increase our business competency and profits as the long term success. AOT Board of Directors set out the practice guidelines for AOT corporate governance in the writing format, which are also made public on our website. AOT respects the rights of stakeholders in every area of our operations. In addition to this, AOT puts special emphasis on the communication with every group of stakeholders to exchange information, opinions and suggestion for the mutual benefit. The stakeholder who is affected by act of discrimination of AOT, or has found the misbehavior of AOT employees and other stakeholders, is encouraged to appeal/report to AOT via the website www.airportthai.co.th and the opinion boxes at AOT airports. In the fiscal year 2010, AOT had received in total 8 appeals, of which 3 were completed. AOT respects the privacy of stakeholders and will disclose the appeal only to the commissioners or related persons. The procedure of appeal and investigation is clearly specified and can be made through the following communication channels: (1) The website www.airportthai.co.th >> Contact us >> Feedback >> Corporate Governance (Corporate Secretary) (2) Opinion boxes at the Headquarters and the offices of AOT airports (3) The Corporate Governance Library, with an area dedicated to AOT operations, such as the airport development plans, the procurement papers and other contracts and agreements under the budget of over 1 million Baht

Treatment of Main Stakeholders

AOT is committed to encourage the cooperation between the Company and our stakeholders in terms of financial security and business sustainability. In the fiscal year 2010, AOT has taken high regard of each stakeholder group, be it internal or external, as specified as the code of conduct in AOT Guidelines for Corporate Governance, which have been contributed to the employees and made public on our website. Specific details are as follows: Shareholders - AOT is determined to act as a good representative of shareholders in terms of business transparency with regard to the long term growth and value of the Company as well as good profits - Perform duties with honesty and regard to major and minor shareholders as well as the overall benefit of stakeholders - Operate AOT business to the sustainable growth with regard to good profits of shareholders - Manage and maintain the assets of AOT in prevention of loss - Disclose adequate financial and non-financial information of AOT business and operating results in timely manner and on a regular basis to demonstrate the actual financial status and business status of AOT Employees - AOT regards employees as one of the key factors to success and therefore encourages the capacity building of employees on the regular basis - Suvarnabhumi Airport signed the Sister Airport Agreement with Munich Airport of Germany to exchange knowledge and technology in terms of aerodrome management as well as the cooperation in aviation business. In addition to this, the Sister Airport Agreement was also made with Incheon International Airport of South Korean and Narita International Airport of Japan, which are ones of Asiaâ&#x20AC;&#x2122;s leading airports, to equip the employees with the exchange of various business experiences that can contribute to the greater development of Suvarnabhumi Airport to the worldâ&#x20AC;&#x2122;s Top 10

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- AOT has provided communication channels for appeal in terms of work conflict employees or between employees and supervisors. The employees preserve the right to appeal under the process specified by AOT. The employees who follow the appeal process and prove honest will be protected and not affected, dismissed or punished in the manner that causes damages to the employees, witnesses and concerned parties. - Top executives encourage employees at all level to give opinions that are beneficial to the Company, such as measures to reduce electricity consumption - AOT treats employees equally and provides professional security as well as appropriate remuneration and welfare, such as the provident fund, medical reimbursement, the AOT saving and credit cooperative and the airport association - Maintain the safety of working environment - AOT puts special emphasis on the development that allows the knowledge and capability of employees to be passed on - Encourage employees to gain a better understanding of the code of conduct and their roles The - AOT strictly operates our business under the related rules, regulations and laws, as well as Government supports the government projects for the best of society and maintains good relationships with the government sectors through transparency in communication and information sharing for the mutual accountability. Society, - AOT has the special units in charge of the operations related to society, community and environment, which include Office of News, Environment and Community, Environmental Operation Community Unit, Special Affairs Department of Suvarnabhumi Airport, the environmental departments of the and the regional airports. The corporate social responsibility has always been practiced with our main Environment business operations. We support community activities in terms of education, sport, culture, vocational development for the better life quality, as well as create the mutual understanding for successive cooperation and coexistence. Business - AOT obeys the contracts, agreements or any other conditions made with AOT business partners on the basis of fair and equal treatment for the maximum benefit of both parties. Partners - AOT has provided the communication channels on the website for the business partners to cooperate in terms of commercial activities, including the space rental, the contract and the contractor form, as well as inquiries to AOT Customer Relations Management Business - Obey the rules of fair competition Competitors - Refrain from harming the reputation of competitors by defamation - AOT operates the business competition on the basis of independence and fair competition through aviation business offers and facilities Creditors - AOT strictly treats our creditors on the basis of accountability and transparency under the conditions, stipulations of contracts, as well as the financial obligation with the creditors in terms of payment, mortgage securities and other conditions. AOT refrains from the misuse of loan and nondisclosure of fact and information that could cause damages to the creditors. Debtors - AOT obeys the contracts, agreements and conditions made with the debtor without discrimination in terms of loan recovery. Negotiation to prevent any potential damage is employed on the basis of good governance when the debtors fail to follow the obligations. - Regularly give accurate information about the overdue in a timely manner - Comply with related laws, regulations and conditions in terms of the treatment of debtors

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4. Information Disclosure and Transparency

As a vital part of AOT corporate governance, AOT takes high regard of accurate information disclosure to the Stock Exchange of Thailand, the shareholders on the basis of accountability and in a timely manner. Every party shares the equal access to information, which is managed and prepared by the Corporate Secretary. AOT essential information is made public under the requirement of the Stock Exchange of Thailand and on the AOT website in English and Thai format which is regularly updated to facilitate the access to information. Some of the information include the annual report, the corporate governance policy, the Company info and notices. AOT regards the benefit of shareholders in terms of the access to information as the first priority. Specific details are as follows: (1) AOT essential information consists of financial and non-financial information. The information disclosure, especially in the area of the financial statements, is reviewed and audited by the auditor and approved by the Audit Committee/ AOT Board of Directors before the disclosure to the shareholders. AOT Board of Directors discloses the obligation of financial statements, the report of the Audit Committee and the auditor report in the annual report. In addition to this is the disclosure of connected transactions and the analysis by the Management in the annual report, the notification for the fiscal year 2010 and the notification (56-1) (2) AOT information is disclosed in full compliance with the Official Information Act B.E.2541 to the public, the shareholders and investors in the Corporate Governance Library, the AOT websites in English and Thai format. Some of the information include the annual reports, the meeting invitations and the meeting of shareholders report. (3) AOT discloses the roles and duties of AOT Board of Directors and the subcommittee, the number of meetings, the attendance record of the fiscal year 2010, as well as the remuneration for Directors and top executives as concluded in the ordinary general meeting of shareholders in the annual report and the notification (56-1) (4) AOT has established Investor Relations Center to facilitate the communication of AOT values to securities analysts, the shareholders, corporate and general investors on the basis of the rules and regulations of the Stock Exchange of Thailand. AOT creates the confidence, positive images and attitudes among the shareholders and investors encouraged to submit their inquiries of AOT information, such as the financial statements, the annual reports and the notifications to the Stock Exchange of Thailand, to Investor Relations Center through the following communication channels: - Phone: 0-2535-5900 - Fax: 0-2535- 5909 - E-mail: aotir@airportthai.co.th - Postal mail: 333 Cherdwutagard Road, Don Mueang, Bangkok 10210 In response to accurate information disclosure with transparency in a timely manner, Investor Relations Center as an AOT representative in terms of communication with the shareholders, investors, securities analysts and concerned parties, has publicized AOT information to the shareholders, investors and concerned parties throughout the fiscal year 2010, which can be summarized as follows: The Fiscal Year 2010 - One-on-One Meeting 36 Times/Year - Conference Call/Telephone Call/E-mail 281 Times/Year - Analyst Briefing 4 Times/Year - International Roadshow 1 Time/Year (5) The disclosure of AOT financial information has been conducted accurately and in full compliance with the regulations of the Securities and Exchange Commission and the Stock Exchange of Thailand. In addition to this, the Management Discussion and Analysis was prepared for the financial budget on the tri-monthly basis. (6) The preparation of financial statements is made with full compliance with the accounting standard of Office of the Auditor General of Thailand to ensure the accuracy for the shareholders. (7) AOT arranged the Company visits at AOT airports to allow the shareholders to gain a better understanding of our policies, operating results, guidelines for problem solving and submit their inquiries to the top executives of AOT. This is one of the annual activities that aims to create confidence and maintain good relations with the shareholders. The participants are selected through random application. The Company visit for the fiscal year 2010 was held at Chiang Mai International Airport on Friday 19 February 2010 with 50 participants in total.

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5. Responsibilities of the Board of Directors AOT Corporate Governance Policies

AOT corporate governance policies were established and recorded in the writing format by the Board of Directors in the year 2006 and have been regularly reviewed. The current edition employed in the fiscal year 2010 is No.3 Edition of 1 October 2009, as amended by the Board of Directors in terms of employee policies, society and environmental policies as well as the scope of roles, duties and responsibilities of the Board of Director. To meet the international standard, the Directors must not hold the directorship in more than 3 state enterprises. The number of directorship is based on the holding of the post of director and the commission to operate in the position of director, exclusive of the holding of the post of director which is commissioned to others. Some changes have also been made to the Director term of office. In every ordinary annual meeting of the Company, 1/3 of Directors shall vacate on rotation. Should the number of vacating Directors is not divisible by 3, the closest number of 1/3 shall be employed. Vacating Directors in the first and second year after the Company registration are decided by lots. From the third year onwards, Directors who have held the post for the longest period of time shall vacate. The retirement is set at the age of 65 and effective from the day after the day Directors complete the age of 65. All of these are disclosed on the AOT website as well as AOT Guidelines for Corporate Governance.

The Corporate Secretary

AOT Board of Directors has appointed Miss Shanalai Chayakul as the Corporate Secretary to provide necessary legal advices to the Board of Directors and the Management, oversee the activities of the Board of Directors and cooperate to ensure that the operations are in conformity with the resolutions of the Board of Directors and the shareholders on the basis of corporate governance. The duties and responsibilities of the Corporate Secretary are as follows: (1) Give advice and consult with the Board of Directors for the maximum efficiency of the operations as well as the compliance with related laws and regulations of the Stock Exchange of Thailand, the Securities and Exchange Commission and the resolutions of the meeting of shareholders on the basis of corporate governance. (2) Prepare and maintain the Directorsâ&#x20AC;&#x2122; registry. (3) Prepare and maintain in completion the meeting invitations of the Board of Directors, meeting documents and the minutes of meeting. (4) Prepare and maintain in completion the invitations of the Board Directors meeting, meeting documents and the minutes of meeting in the period of time required by related laws. (5) Prepare and maintain the profit and loss statement by the Directors and the Management. (6) Oversee and facilitate the preparation of the notification (Form 56-1) and the annual report (Form 56-2). (7) Facilitate the information disclosure to regulators. (8) Encourage trainings and programs, as well as provide necessary information to new Directors. (9) Perform any other act as entrusted by the Board of Directors.

Guidelines for Corporate Governance

The corporate governance has been one of AOT core missions since the year 2002. The code of conduct was established as our determination to operate with transparency and accountability on the basis of good governance, which is regarded as an important factor contributing to value added of the Company and stakeholders. On 1 October 2009, AOT Code of Conduct B.E.2545 was amended into AOT Guidelines for Corporate Governance, First Revised Edition. The contents cover AOT corporate governance policies and practices, AOT Code of Conduct and best practices. AOT Guidelines for Corporate Governance, First Revised Edition (B.E.2552) have been distributed to the Directors, the Management and the employees as a useful reference. Everyone is required to sign the testament to work under AOT principles corporate governance to ensure that AOT will develop the management system for the maximum benefit of our shareholders and stakeholders on the basis of corporate social responsibility. The guidelines are publicized on the AOT website in the section of Corporate Governance for the convenience of the shareholders, investors and individuals. AOT has arranged corporate governance activities and promoted AOT Guidelines for Corporate Governance. In addition to this, AOT hosted seminars on ethics for the corporate management, in which Directors, the Management and the employees were invited to attend. The seminars were recorded and publicized on the Intranet for those who could not attend. AOT Guidelines for Corporate Governance is also employed for human resource management as a part of orientation for new employees and basic programs for the annual human resource development plan.

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Conflict of Interest

As a practice of AOT corporate governance, it is one of the core policies to prevent the conflict of interest among individuals and with the Company. Directors, the Management and the employees are required to report the profit and loss of theirs and concerned parties to prevent the misuse of the position for private interest. The requirements are as follows: (1) Avoid the transaction that can lead to the conflict of interest with AOT. (2) When the transaction is necessary for the benefit of AOT, it is to be made in the same manner as that with outsiders with no approval by the Directors, the Management and the employees who share the profit and loss in the transaction (3) When the transaction falls into the category of connected transactions or transactions that may contain the conflict of interest according to the regulations of the Stock Exchange of Thailand, AOT Board of Directors will strictly oversee and ensure the compliance and the disclosure of connected transactions of registered companies. (4) When the Management, the employees or their family members are involved in or become shareholders in any business that may lead to the conflict of interest with AOT, it is required to report in the writing format to the topmost executive. (5) The act of the Directors, the Management or the employees to hold the directorship or act as the consultant for other companies or business organizations must not harm the benefit of AOT and directly impede their performance of duty at AOT. In addition to this, the Directors and the Management have submitted the profit and loss statement of theirs and their concerned parties to the Corporate Secretary as a useful tool to oversee the profit and loss of the Directors, the Management and their concerned parties. The Corporate Secretary submits the copy of the report to the Chairman of the Board of Directors and the chairman of Audit Committee for acknowledgement. Airports of Thailand Public Company Limited (AOT) considers the internal control system vital to the business. AOT, therefore, follows and assesses the internal controls regularly to assure the efficiency and appropriateness of the system. The internal control framework comprises the following standard components: control environment, risk assessment, control activities, information and communication and monitoring. To reach the objectives, AOT executives and employees are also provided with guidelines for preparation of internal control report. AOT also implemented the Control Self Assessment (CSA) in accordance with the Regulations of the State Audit Commission on the subject of the Specification of Standards of Internal Control, B.E.2544. AOT proposed its internal control report to the Audit Committee through the Committee Secretary in order to evaluate the sufficiency and appropriateness of its internal control, to prevent and fix damages that may occur to AOT assets, as well as to find out methods and suggestions to reduce or eliminate risk factors. The internal control report has been approved by senior officers and presented to the President and AOT Board of Directors for acknowledgement. The Board of Directors has approved the internal control system as sufficient and appropriate.

Internal Control

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AOT Board of Directors As of 30 September 2010, AOT Board of Directors comprises the following 15 members:

1.

78

Mr. Piyapan Champasut (62 years)

Chairman/Independent Director Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - National Defence College (Class 4010) - Honorary Ph.D. (Philosophy), Ramkhamhaeng University - Honorary LL.M., Ramkhamhaeng University - M.A. (Public Administration) (Hon.), the National Institute of Development Administration - LL.B., Chulalongkorn University Work Experience - September - October 2008 Expert in Transport - 2006 - 2008 Deputy Permanent Secretary, Ministry of Transport - 2002 - 2006 Director-General, Department of Land Transport Other Current Positions - Chairman of the Board of Directors, Bangkok Mass Transit Authority - Chairman of the Board of Directors, the Transport Co., Ltd. Training programs held by the Thai Institute of Directors (IOD) - Director Certification Program: 105/2008 Other Training - Corporate Governance for Committee and High-Level Management of State Enterprises and Public Organizations, Public Director Institute - Top Executive Program (Class 10), Capital Market Academy (CMA)

Annual Report 2010 I Airports of Thailand Public Company Limited


2.

3.

Air Chief Marshal Raden Puengpak (63 years)

Director/Independent Director/Chairman of Nomination Committee Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - National Defence College (Class 39) - Air War College (Class 26) - M.B.A. (Class 7), Kasetsart University - B.Sc., Royal Thai Air Force Academy Work Experience - 2005 - 2007 Deputy Supreme Commander - 2002 - 2005 Assistant Commander-in-Chief Other Current Positions - Director, Universal Utilities Co., Ltd. - Director, Aeronautical Radio of Thailand Co., Ltd. - Chairman of the Board of Directors, Suvarnabhumi Airport Hotel Co., Ltd. Training programs held by the Thai Institute of Directors (IOD) - Director Accreditation Program: 73/2008 - Director Certification Program: 107/2008 - Audit Committee Program: 29/2009 Other Training - Corporate Governance for Directors and Top Executives of State Enterprises and Public Organizations (Class 4), Public Director Institute

Air Marshal Bureerat Ratanavanich (61 years)

Director/ Independent Director/ Member of Audit Committee/ Member of Remuneration Committee/ Member of Corporate Governance Committee Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - Air War College (Class 28) - National Defence College (Class 42) - B.Sc., Royal Thai Air Force Academy Work Experience - 2008 - 2009 Deputy Supreme Commander - 2005 - 2008 Deputy Chief of Joint Staff Other Current Positions - Director, TOA Dove Cham Industry Co., Ltd. Training programs held by the Thai Institute of Directors (IOD) - Director Accreditation Program: 26/2004 - Director Certification Program: 122/2009 Other Training - None

Annual Report 2010 I Airports of Thailand Public Company Limited

79


4. Mr. Pongsak Semson (58 years)

Director/ Independent Director/ Member of Audit Committee Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - National Defence College (Class 4212) - Ph.D. (Political Science), Chulalongkorn University - M.B.A. (Business Administration), National Institute of Development Administration - M.A. (Political Science), Thammasat University - B.A. (Political Science), Chiang Mai University - Graduate Certificate in Senior Management, Manchester University, U.K. - Certificate in Public Budgeting and Finance Management, Institute for Tax Administration, U.S.A. Work Experience - 2009 - Present Advisor to the Prime Minister - 2006 - 2009 Deputy Permanent Secretary, Bangkok Metropolitan Administration Other Current Positions - None Training programs held by the Thai Institute of Directors (IOD) - Audit Committee Program: 22/2008 - Director Accreditation Program: 79/2009 - Director Certification Program: 122/2009 Other Training - Public Law and Management for Executives (Class 1), King Prajadhipokâ&#x20AC;&#x2122;s Institute - Advanced Administration Program (Class 34), Institute of Administration Development - Top Executive Program (Class 9), Capital Market Academy (CMA) - Advanced Security Management Program (Class 1), National Defence College Association of Thailand

5. Mr. Manit Wattanasen (60 years)

80

Director/ Independent Director Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - National Defence College (Class 45) - M.A. (Public Administration), National Institute of Development Administration (NIDA) - B.A. (Political Science), Chiang Mai University Work Experience - 2009 - 2010 Permanent Secretary, Ministry of Interior - 2009 Director-General,Department of Local Administration - 2008 - 2009 Governor of Khon Kaen Province Other Current Positions - Director, Provincial Waterworks Authority - Director, Khon Kaen University Council Training programs held by the Thai Institute of Directors (IOD) - None Other Training - Executive Development Program (Level 8), Ministry of Interior - District Officer Program (Class 32) Annual Report 2010 I Airports of Thailand Public Company Limited


6. Mr. Thanapich Mulapruk (61 years)

Director/ Independent Director/ Member of Audit Committee/ Member of Nomination Committee Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - National Defence College (Class 41) - LL.M., Chulalongkorn University - Barrister-at-Law, Institution of Legal Education, Thai Bar Association - LL.B., Thammasat University Work Experience - 2009 - Present Director-General, Department of Special Litigation (DSL) - 2005 – 2009 Director-General, Department of Economic and Resource Litigation Other Current Positions - Director, the Transport Co., Ltd. - Director, Port Authority of Thailand Training programs held by the Thai Institute of Directors (IOD) - Director Certification Program: 79/2006 Other Training - Politics and Governance in Democratic Systems for Executives (Class 11), King Prajadhipok’s Institute - Top Executive Program (Class 7), Capital Market Academy (CMA)

7. Mr. Chakarn Saengruksawong (60 years)

Director/ Independent Director/ Member of Nomination Committee/ Member of Risk Management Committee Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - National Defence College (Class 4414) - M.Sc. (Agricultural Extension), Kasetsart University - B.Sc. (Agriculture), Chiang Mai University Work Experience - 2009 – Present Director-General, Department of Cooperative Promotion Department - 2005 - 2009 Deputy Permanent Secretary, Ministry of Agriculture and Cooperatives Other Current Positions - Director, Expressway Authority of Thailand Training programs held by the Thai Institute of Directors (IOD) - Director Accreditation Program: 79/2009 Other Training - None

Annual Report 2010 I Airports of Thailand Public Company Limited

81


8.

9.

Mr. Arkhom Termpittayapaisith (54 years)

Director/ Member of Remuneration Committee/ Member of Risk Management Committee Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - National Defence College (Class 46) - M.A. (Economics), Williams College, U.S.A. - B.A. (Economics), Thammasat University Work Experience - 2004 - Present Deputy Secretary-General, National Economics and Social Development Board Other Current Positions - Director, CAT Telecom Plc. - Director, Electricity Generating Authority of Thailand - Director, Thai Asset Management Corporation (TAMC) Training programs held by the Thai Institute of Directors (IOD) - Director Accreditation Program: 51/2006 - Director Certification Program: 92/2007 - Audit Committee Program: 22/2008 Other Training - Senior Executive Service (Class 35), Office of the Civil Service Commission

Mr. Wuttisak Lapcharoensap (60 years)

Director/ Independent Director/ Chairman of Corporate Governance Committee Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - M.A. (Political Science), University of Chicago, U.S.A. - B.A. (Political Science) (Hon.), Chulalongkorn University Work Experience - 2005 - Present - 2008 - 2009 - January â&#x20AC;&#x201C; June 2006

Dean, Faculty of Political Science, Ramkhamhaeng University Director, Educational Technology Office, Ramkhamhaeng University Acting President, Faculty of Political Science, Ramkhamhaeng University

Other Current Positions - Advisor, Committee on Human Rights, Liberties and Consumer Protection - Chairman of the Board of Directors, Bangkok Metropolitan Administration City Market Office Training programs held by the Thai Institute of Directors (IOD) - Director Accreditation Program: 80/2009 - Director Certification Program: 126/2009 Other Training - None

82

Annual Report 2010 I Airports of Thailand Public Company Limited


10. Mr. Prasong Poontaneat (50 years)

Director/ Member of Remuneration Committee Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - M.B.A. (Management and Organization), Dhurakij Pundit University - LL.B., Sukhothai Thammathirat Open University - B.B.A. (Accounting), Rajamangala University of Technology Work Experience - 2009 - Present Inspector-General, Ministry of Finance - 2008 - 2009 Deputy Director-General, the Revenue Department - 2004 - 2008 Director, Bureau of Tax Collection Standards Other Current Positions - Director, Government Housing Bank - Director, Tourism Authority of Thailand Training programs held by the Thai Institute of Directors (IOD) - Director Certification Program: 76/2006 Other Training - Top Administrator Program (Class 49), Prince Damrong Rajanuphab Institute of Research and Development

11.

Mr. Suthi Kreingchaiyapruk (60 years)

Director/ Independent Director/ Chairman of the Audit Committee/ Member of Corporate Governance Committee/ Member of Risk Management Committee Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - Certified Public Accountant - Barrister-at-Law, Thai Bar Association - LL.B., Thammasat University - B.B.A. (Accounting) (Hon.), Thammasat University Work Experience - 1987 - Present Manager, Suttitham Group Law and Audit Office Other Current Positions - Director, Petchkasem International Co., Ltd. Training programs held by the Thai Institute of Directors (IOD) - Director Certification Program: 116/2009 - Audit Committee Program: 26/2009 - Financial Statements for Director: 5/2009 - Monitoring the Internal Audit Function: 5/2009 - Monitoring the System of Internal Control and Risk Management: 5/2009 - Monitoring Fraud Risk Management: 1/2009 Other Training - Corporate Governance for Committee and High-Level Management of State Enterprises and Public Organizations, Public Director Institute

Annual Report 2010 I Airports of Thailand Public Company Limited

83


12. Mr. Juanjai Ajanant (61 years)

Director/ Independent Director Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - Ph.D. (Economics), Temple University, Philadelphia, U.S.A. - M.Sc. (International Economics), University of Surrey, Guildford, U.K. - B.A. (Economics) (Hons.), University of Lancaster, U.K. - Postgraduate Diploma (International Economics), University of Surrey, Guildford, U.K. Work Experience - 2007 - 2008 Managing Director, Chulalongkorn Unisearch Center - 2004 - 2008 Director, Chulalongkorn Unisearch Center - 1973 - 2008 Associate Professor, Faculty of Economics, Chulalongkorn University Other Current Positions - Executive Director, ARTLINK Company Limited Training programs held by the Thai Institute of Directors (IOD) - Director Certification Program: 107/2008 Other Training - None

13. Mr. Somchai Sujjapongse (49 years)

84

Director Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - Ph.D. (Economics), Ohio University, U.S.A. - M.A. (Economics), Ohio University, U.S.A. - B.A. (Economics), Chulalongkorn University Work Experience - 2009 - Present Director-General, Thai Customs Department - 2008 - 2009 Director, Fiscal Policy Office, Ministry of Finance - 2007 - 2008 Fiscal Policy Advisor, Ministry of Finance Other Current Positions - None Training programs held by the Thai Institute of Directors (IOD) - Director Certification Program: 75/2006 Other Training - None

Annual Report 2010 I Airports of Thailand Public Company Limited


14. Mr. Thawanrat Ornsira (58 years)

Director Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - National Defence College (Class 46) - M.Eng (Civil Engineering), Kasetsart University Work Experience - 2008 - Present Deputy Permanent Secretary, Ministry of Transport - 2007 - 2008 Inspector-General, Ministry of Transport - 2004 - 2007 Director-General, Marine Department Other Current Positions - Director, Industrial Estate Authority of Thailand - Director, Mass Rapid Transit Authority of Thailand Training programs held by the Thai Institute of Directors (IOD) - None Other Training - Top Executive Program (Class 28)

15 Mr. Serirat Prasutanond (59 years)

Director and Secretary/ Member of Corporate Governance Committee/ Member of Risk Management Committee/ President Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - M.B.A. (Business Administration), Kasetsart University - M.Sc. (Environmental Technology and Management), Mahidol University - M.A. (Development Administration), National Institute of Development Administration - B.A. (Economics), Thammasat University Work Experience - July 2009 - Present President, Airports of Thailand Plc. - 2008 - 2009 General Manager of Suvarnabhumi Airport, Acting President of Airports of Thailand Plc. Other Current Positions - Director, Bangkok Aviation Fuel Services Plc. - Director, Airports Council International (ACI) Training programs held by the Thai Institute of Directors (IOD) - Director Accreditation Program: 80/2009 - Director Certification Program: 126/2009 Other Training - Advanced Security Management Program (Class 1), National Defence College - Politics and Governance in Democratic Systems for Executives, King Prajahipokâ&#x20AC;&#x2122;s Institute - Public Law and Management for Executives, King Prajadhipokâ&#x20AC;&#x2122;s Institute - Senior Executive Program, Sasin Graduate Institute of Business Administration of Chulalongkorn University - Executives in the Globalization Program (Class 1), Thammasat University - Airport Management, Civil Aviation Training Center, Singapore

Annual Report 2010 I Airports of Thailand Public Company Limited

85


AOT Senior Executives 1.

2.

86

Mr. Somchai Sawasdeepon (51 years)

Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - National Defence College (Class 4919) - M.A. (Business Administration), National Institute of Development Administration - B.Eng. (Civil Engineering), King Mongkut’s Institute of Technology Ladkrabang Training - Director Accreditation Program: 63/2007 (IOD) - Director Certification Program: 120/2009 (IOD) Work Experience - 1 July 2009 - Present Senior Executive Vice President (Engineering and Information Technology) - 27 March - 30 June 2009 Senior Executive Vice President (Engineering and Information Technology) - 2008 Senior Executive Vice President (Engineering and Information Technology)

Mr. Saneh Chausurin (58 years)

Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - M.A. (Public and Private Management), National Institute of Development Administration - B.A. (Political Science), Chulalongkorn University Training - IT Management for a Modern Airport - Management of Public Economy, King Prajadhipok’s Institute - Information Technology System for Senior Executives - Good Corporate Governance Development Work Experience - 1 October 2009 - Present Senior Executive Vice President (Regional Airports) - 15 January 2008 – Senior Executive Vice President (Administration) 30 September 2009 - 19 December 2005 Senior Executive Vice President (Corporate Strategy and Development), and Acting Deputy General Manager of Suvarnabhumi Airport (Business Development)

Annual Report 2010 I Airports of Thailand Public Company Limited


3. Mr. Jayakorn Aksharamat (60 years)

Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - M.A. (Public Administration), Thammasat University - B.A. (Political Science), Chulalongkorn University Training - Executives in a Globalized World - Good Corporate Governance Development - Compensation â&#x20AC;&#x201C; Benefit Strategies & Performance Management - Public Reform Work Experience - 1 October 2009 - Present Senior Executive Vice President (Administration) - 2006 - 2008 Executive Vice President (Regional Airports) - 2005 Specialist 10

Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - M.A. (Political Science), Thammasat University - B.Sc., Royal Thai Air Force Academy Training - Airport Management - Executives in a Globalized World - Information Technology System for Senior Executives - Good Corporate Governance Development Work Experience - 1 October 2007 - Present Senior Executive Vice President, General Manager of Don Mueang International Airport - 2007 Senior Executive Vice President (Regional Airports) - 2006 Executive Vice President (Regional Airports)

4. Flying Officer Anirut Thanomkulbutra (55 years)

Annual Report 2010 I Airports of Thailand Public Company Limited

87


5.

6.

88

Mr. Nirandra Theeranartsin (59 years)

Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - B.A. Political Science (Personnel Management), Chulalongkorn University - Graduate Diploma in Human Resource Management, Sasin Graduate Institute of Business Administration of Chulalongkorn University Training - Good Corporate Governance Development - Information Technology System for Senior Executives - Executives in a Globalized World - IT for Management of a Modern Airport - NIDA Wharton Executive Leadership Program Work Experience - 1 July 2009 - Present Senior Executive Vice President, General Manager of Suvarnabhumi Airport - 2008 Senior Executive Vice President (Business Development) - 2005 Executive Vice President (Administration)

Mrs. Supaporn Burapakusolsri (57 years)

Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - M.B.A. (Accounting), Thammasat University - B.B.A. (Accounting) (Hons.), Thammasat University Training - Management of Public Economy for Executives (Class 7), King Prajadhipokâ&#x20AC;&#x2122;s Institute - Air War College (Class 35) - Chief Financial Officer Certification Program - Strategic Airport Development, Germany - Airport Management Commercial, Singapore - MINI MBA (Class 1) Work Experience - 16 October 2008 - Present Senior Executive Vice President (Planning and Finance) - 8 February 2007 Executive Vice President (Planning and Finance) - 29 June 2006 Specialist 10 and Acting Vice President, Finance Department

Annual Report 2010 I Airports of Thailand Public Company Limited


7.

8.

Mr. Nitinai Sirismatthakarn (39 years)

Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - Ph.D. (Economics), Florida State University - M.P.A. (Public Administration), University of Southern California - M.B.A. (Economics), Chulalongkorn University Training - None Work Experience - 2 March 2010 - Present Senior Executive Vice President (Business Development and Marketing) - 2009 Managing Director, Investment Strategy, SCB Securities Co., Ltd. - 2009 Advisor, Ministry of Planning and Investment, Lao PDR - 2008 - Present Advisor to the Governor of Pattaya City

Miss Shanalai Chayakul (51 years)

Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - Barrister-at-Law, Institute of Legal Education, Thai Bar Association - LL.B. (Hons.), Ramkhamhaeng University Training - Company Secretary Program: 33/2009 (IOD) - Board Reporting Program: 1/2009 (IOD) - Effective Minute Taking: 16/2010 (IOD) Work Experience - 1 October 2009 - Present Corporate Secretary - 2006 - 2008 President, Legal Department - 17 October 2005 President, Supply Department

Annual Report 2010 I Airports of Thailand Public Company Limited

89


9. Mrs. Poolsiri Virojanapa (52 years)

Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - M.B.A., Kasetsart University - B.B.A. (Accounting), Thammasat University Training - Finance for Executives - Risk Management in Money and Capital Markets - Bond Market and Interest Rate Risk Management - Certificate of State Enterprise Financial Executive Orientation (CFO) Work Experience - 1 October 2009 - Present Executive Vice President (Planning and Finance) - 2007 President, Budgeting Department - 2006 Specialist 9

Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - M.B.A., Krirk Institution - B.B.A. (Accounting), Ramkhamhaeng University Training - Business Administration and Business Laws - Problems and Guidelines for Asset Accounting - Accounting Standards for Management and Auditor - Certificate of State Enterprise Financial Executive Orientation (CFO) (Class 3) Work Experience - 14 November 2008 - Present Vice President, Accounting Department - 2004 Specialist 9 - 2002 Manager, Finance and Accounting Department

10. Mr. Noppadol Mongkolsin (52 years)

90

Annual Report 2010 I Airports of Thailand Public Company Limited


11.

Mr. Soonthorn Sithithanalaph (57 years)

Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - B.B.A. (Accounting) (Hons.), Siam University Training - Management of Public Economy for Executives (Class 5), King Prajadhipokâ&#x20AC;&#x2122;s Institute - MINI MBA (Class 56), Faculty of Commerce and Accountancy, Thammasat University - Financial Management for Executives (Class 5), Faculty of Economics, Chulalongkorn University Work Experience - 1 October 2009 - Present Vice President, Finance Department - 2007 Deputy Vice President, Finance Department - 2005 Specialist 8, Finance Department

12. Miss Vilaiwan Nadvilai (56 years)

Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - M.A. (Economics), University of New England, Australia - B.A. (Economics), Ramkhamhaeng University Training - Strategy and Decision Making Technique for Executives - Monetary Exchange, Derivatives and Stock Market - IT for Management of a Modern Airport - Accounting Standards and Guidelines Work Experience - 1 April 2010 - Present Executive Vice President (Administration) - 2009 Specialist 9, Acting Executive Vice President, Deputy General Manager of Suvarnabhumi Airport - 2008 Vice President, Planning and Finance Department, Suvarnabhumi Airport

13. Mr. Prapon Pattamakitsakul (49 years)

Percentage of Shareholding None Family Relationship with Executives of the Organization None Education - M.Sc. (Agricultural Economics), Kasetsart University Training - Modern Accounting Management - Accounting Act - Risk Management and Audit Risk Assessment - IT for Management for a Modern Airport Work Experience - 1 October 2009 - Present Vice President, Planning and Finance Department, Suvarnabhumi Airport - 2008 Vice President, Commercial Operations Department, Suvarnabhumi Airport - 2007 Deputy Vice President, Business Management Department, Suvarnabhumi Airport Annual Report 2010 I Airports of Thailand Public Company Limited

91


CONNECTED TRANSACTIONS

Transaction Character

AOT holds stakes in a number of companies including Suvarnabhumi Airport Hotel Co., Ltd., Don Mueang International Airport Hotel Co., Ltd., Airport Duty Free Co., Ltd., Phuket Air Catering Co., Ltd., Airport Associate Co., Ltd., Bangkok Aviation Fuel Service Plc. and Thai Aviation Refuelling Co., Ltd. The company also entered into contracts with the companies granted permission to carry out airport-related activities such as duty free shops, warehouse services, hotels and aviation refuelling service. Moreover, AOT leases spaces at the airports to a number of companies granted permission to conduct airport-related activities which were: 1. Suvarnabhumi Airport Hotel Co., Ltd. 2. Bangkok Aviation Fuel Service Plc. 3. Thai Aviation Refuelling Co., Ltd. AOT subsidiaries and associates Shareholding Company Business Characters Percentage Suvarnabhumi Airport Hotel Co., Ltd.

Hotel services

60.00

Airport Duty Free Co., Ltd.

Duty free retail

10.00

Thai Aviation Refuelling Co., Ltd.

Hydrant pipeline network and refuelling service

10.00

Phuket Air Catering Co., Ltd.

Airline catering services

10.00

Airport Associate Co., Ltd.

Limousine services

10.00

Don Mueang International Airport Hotel Airport hotel management Co., Ltd.

9.00

Bangkok Aviation Fuel Service Plc.

Aviation fuel provider

4.94

Trade Siam Co., Ltd.

Electronic data interchange service

1.50

Annual Report 2010 I Airports of Thailand Public Company Limited

93


94

Annual Report 2010 I Airports of Thailand Public Company Limited


AIR TRAFFIC STATISTICS

Annual Report 2010 I Airports of Thailand Public Company Limited

95


Service Operating Results AOT operates 6 international airports in Thailand, namely Suvarnabhumi (BKK), Don Mueang (DMK), Chiang Mai (CNX), Hat Yai (HDY), Phuket (HKT) and Mae Fah Luang-Chiang Rai (CEI). In the fiscal year 2010, AOT provided services for 107 scheduled airlines, of which 94 were mixed passenger-cargo carriers and 13 were pure cargo carriers. The overall increase of AOT air traffic volume in the fiscal year 2010 was due to the world economic recovery in the previous year, which contributed to the recovery of aviation industry. The air traffic volume at the 6 international airports totaled 385,769 flights, or a 11.32% increase. This comprised 215,650 international flights and 170,119 domestic flights, an increase of 9.65% and 13.52% respectively. The airports handled 57,425,084 passengers, or an increase of 14.66%, of which 35,830,343 were international passengers and 21,594,741 were domestic passengers, an increase of 17.07% and 10.89% respectively. The total volume of cargo and postal parcels was 1,342,923 tonnes, or an increase of 29.02%. This consisted of 1,234,597 tonnes of international freight, or an increase of 29.66% and 108,326 tonnes of domestic freight, or an increase of 22.11%.

: Fiscal Year Passenger Volume (Persons)

Aircraft Movements (Flights) 2009

2010

%

2009

2010

%

BKK+DMK

273,072

295,385

8.17

39,834,940

45,255,781

13.61

BKK

241,962

261,782

8.19

37,051,203

42,496,950

14.70

DMK

31,110

33,603

8.01

2,783,737

2,758,831

-0.89

CNX

22,882

27,422

19.84

2,872,346

3,182,980

10.81

HDY

9,043

11,116

22.92

1,283,172

1,464,984

14.17

HKT

35,995

46,132

28.16

5,441,585

6,797,098

24.91

CEI

5,546

5,714

3.03

648,783

724,241

11.63

346,538

385,769

11.32

50,080,826

57,425,084

14.66

Total

Cargo and Postal Parcels Volume (Tonnes) 2009

%

BKK+DMK

993,769

1,280,271

28.83

BKK

978,119

1,273,504

30.20

DMK

15,650

6,767

-56.76

CNX

17,617

20,641

17.17

HDY

11,150

13,464

20.75

HKT

16,068

25,921

61.32

CEI

2,287

2,626

14.82

1,040,891

1,342,923

29.02

Total

96

2010

Annual Report 2010 I Airports of Thailand Public Company Limited


Don Mueang International Airport

On 29 March 2009, Thai Airways International moved its scheduled domestic flights from Don Mueang International Airport to Suvarnabhumi Airport. As a result, in the fiscal year 2010, there were 2 domestic scheduled airlines provided services at Don Mueang International Airport: Nok Air and One-Two-Go. The total number of flights was 33,603 or an increase of 8.01%, of which 1,707 were international non-scheduled flights and 31,896 were domestic flights, an increase of 16.84% and 7.58% respectively. The airport handled 2,758,831 passengers or a 0.89% decrease, of which 16,694 were international passengers and 2,742,137 were domestic passengers, a decrease of 27.70% and 0.67% respectively. The total volume of cargo and postal parcels was 6,767 tonnes, a decrease of 56.76%, comprising 36 tonnes of international freight and 6,731 tonnes of domestic freight.

Chiang Mai International Airport

In the fiscal year 2010, Chiang Mai International Airport provided services for 11 scheduled airlines. The total volume of flights was 27,422 or a 19.84% increase, of which 2,744 were international flights, or an increase of 3.51% and 24,678 domestic flights, or a 21.98% increase. The airport served 3,182,980 passengers, or an increase of 10.81%, of which 250,033 were international passengers and 2,932,947 were domestic passengers, an increase of 5.69% and 11.27% respectively. The total volume of cargo freight including goods and postal parcels amounted to 20,641 tonnes, or an increase of 17.17%. This was consisted of 104 tonnes of international freight, or a decrease of 70.70% and 20,537 tonnes of domestic freight, an increase of 18.97%. Most arrival freight were documents and publications from Bangkok, while departure goods were mostly agricultural products.

Hat Yai International Airport

In the fiscal year 2010, Hat Yai International Airport handled 11,116 flights, or a 22.92% increase and served 6 scheduled airlines. The number of international flights totaled 749, an increase of 489.76%, resulting from scheduled flight operations of Tiger Airways and Thai Air Asia. The number of domestic flights amounted to 10,367 or an increase of 16.27%. The airport served 1,464,984 passengers, or a 14.17% increase, of which 89,596 were international passengers, an increase of 582.12%, and 1,375,388 domestic passengers or an increase of 8.30%. The total volume of cargo and postal parcels was 13,464 tonnes, or an increase of 20.75%, of which all was domestic freight.

Phuket International Airport

In the fiscal year 2010, Phuket International Airport served 29 scheduled airlines. The total volume of flights was 46,132 or an increase of 28.16%. This included 21,818 international flights, both scheduled and chartered, or an increase of 32.14%. The number of domestic flights amounted to 24,314, or a 24.79% increase. The airport handled the total number of 6,797,098 passengers, or a increase of 24.91%. This comprised 3,092,148 international passengers and 3,704,950 domestic passengers or an increase of 38.81% and 15.28% respectively. The total volume of cargo and postal parcels was 25,921 tonnes, or an increase of 61.32%. This consisted of 9,466 tonnes of international freight, or an increase of 111.86% and 16,455 tonnes of domestic freight, or an increase of 41.85%. Annual Report 2010 I Airports of Thailand Public Company Limited

97


Mae Fah Luang-Chiang Rai International Airport

Mae Fah Luang-Chiang Rai International Airport provided services for 4 scheduled airlines. The number of flights totaled 5,714, or a increase of 3.03%, of which 46 were international non-scheduled flights and 5,668 were domestic flights, an increase of 2.85%. The airport handled a total number of 724,241 passengers, an increase of 11.63%. This comprised 674 international passengers and 723,567 domestic passengers, most were passengers of Thai Airways International and Thai Air Asia. The total volume of cargo and postal parcels amounted to 2,626 tonnes, or an increase of 14.82%.

Suvarnabhumi Airport

In the fiscal year 2010, Suvarnabhumi Airport and Don Mueang International Airport provided services for a total number of 295,385 flights, or an increase of 8.17% from the fiscal year 2009. The airports handled 45,255,781 passengers, an increase of 13.61%. The total volume of cargo and postal parcels was 1,280,271 tonnes, an increase of 28.83%. Suvarnabhumi Airport served 98 scheduled airlines (92 foreign airlines and 6 Thai airlines, excluding 7 codeshare airlines), which included 85 mixed passenger-cargo carriers and 13 pure cargo carriers. The total number was 261,782 flights or an increase of 8.19%, of which 188,586 were international flights and 73,196 were domestic flights, an increase of 7.22% and 10.79% respectively. The airport also handled 42.50 million passengers, an increase of 14.70%, of which 32.38 million were international passengers and 10.12 million were domestic passengers, an increase of 15.21% and 13.09% respectively. The total volume of cargo and postal parcels was 1.27 million tonnes, an increase of 30.20%, of which 1.22 million tonnes were international freight and 48,513 tonnes of domestic freight, an increase of 29.31% and 57.45% respectively. Most international departure freight carried electronic gadgets, agricultural products, textiles and ready-to-wear clothes, while arrival freight carried electronic parts, garments and textiles. Domestic freight mainly comprised publications from Bangkok to other provinces, as well as agricultural products from the North and seafood from the South to Bangkok.

98

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Annual Report 2010 I Airports of Thailand Public Company Limited

99


AIR TRAFFIC STATISTICS Suvarnabhumi & Don Mueang International Airports Movements 350,000 300,000 250,000 200,000 150,000 100,000 50,000 0

131,874 55,259 187,133 135,309 58,005 193,314 135,808 59,722 195,530 159,160 73,600 232,760 175,540 89,582 265,122 182,157 98,547 280,704 192,929 114,315 307,244 199,505 111,930 311,435 177,356 95,716 273,072 190,293 105,092 295,385

Aircraft Movements

2001

2002

2003

2004

2005

International Domestic

2006

2007

2008

2009

2010

Fiscal Year

Total Aircraft Movements

Passengers 50,000,000 45,000,000 40,000,000 35,000,000 30,000,000 25,000,000 20,000,000 15,000,000 10,000,000 5,000,000 0

21,607,561 7,492,264 30,985,938 22,284,375 7,244,648 31,205,692 20,999,349 7,157,451 29,674,852 25,086,445 9,513,767 36,364,006 26,622,474 10,500,564 38,889,229 29,276,672 11,259,800 42,360,678 30,999,402 12,422,370 45,123,945 32,472,599 12,874,283 46,932,118 26,707,121 11,695,843 39,834,940 30,907,223 12,850,551 45,255,781

Number of Passengers

1,886,113 1,676,669 1,518,052 1,763,794 1,766,191 1,824,206 1,702,173 1,585,236 1,431,976 1,498,007 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 Fiscal Year International Domestic

Total Passengers Direct Transit

Tonnes 1,400,000 1,200,000 1,000,000 800,000 600,000 400,000 200,000 0

100

801,076 48,739 849,815 881,858 48,912 930,770 894,315 47,361 941,676 978,336 51,232 1,029,568 1,061,744 57,689 1,119,433 1,137,605 60,515 1,198,120 1,152,044 55,926 1,207,970 1,238,453 53,478 1,291,931 947,348 46,421 993,769 1,225,0270 55,244 1,280,271

Cargo Volumes

2001

2002

2003

2004

2005

International Domestic

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2007

Cargo Volumes (Freight+Mail) Excluding Transit

2008

2009

2010

Fiscal Year


AIR TRAFFIC STATISTICS Chiang Mai International Airport 1,768 13,589 15,357 2,489 13,694 16,183 3,995 11,779 15,774 5,487 14,727 20,214 4,884 17,478 22,362 5,690 18,779 24,469 5,058 21,650 26,708 3,621 21,779 25,400 2,651 20,231 22,882 2,744 24,678 27,422

Aircraft Movements

Movements 30,000 25,000 20,000 15,000 10,000 5,000 0 2001

2002

2003

2004

International Domestic

2005

2006

2007

2008

2009

2010

Fiscal Year

Total Aircraft Movements

102,751 2,123,198 2,248,786 107,539 1,938,948 2,078,923 149,025 1,808,850 2,001,541 186,980 2,408,752 2,663,990 195,613 2,757,255 3,011,917 295,672 2,748,077 3,078,156 323,438 3,019,687 3,370,690 329,149 2,928,784 3,276,309 231,605 2,635,506 2,872,346 249,221 2,932,671 3,182,980

Number of Passengers

Passengers 4,000,000 3,500,000 3,000,000 2,500,000 2,000,000 1,500,000 1,000,000 500,000 0

2001

22,837 32,436 43,666 68,258 59,049 34,407 27,565 18,376 5,235 1,088 Fiscal Year 2002 2003 2004 2005 2006 2007 2008 2009 2010 International Domestic

Total Passengers Direct Transit

378 23,751 24,129 376 23,960 24,336 681 24.236 24,917 707 24,051 24,758 669 23,707 24,376 295 25,714 26,009 307 23,122 23,429 377 22,061 22,438 355 17,262 17,617 104 20,537 20,641

Cargo Volumes

Tonnes 30,000 25,000 20,000 15,000 10,000 5,000 0

2001

2002

2003 International Domestic

2004

2005

2006

2007

2008

2009

2010

Fiscal Year

Cargo Volumes (Freight+Mail) Excluding Transit

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AIR TRAFFIC STATISTICS Hat Yai International Airport 6,067 4,748 10,815 4,513 4,413 8,926 1,614 3,976 5,590 1,252 6,532 7,784 1,782 9,350 11,132 1,260 9,272 10,532 995 10,753 11,748 215 10,055 10,270 127 8,916 9,043 749 10,367 11,116

Aircraft Movements

Movements 14,000 12,000 10,000 8,000 6,000 4,000 2,000 0

2001

2002

2003

2004

International Domestic

2005

2006

2007

2008

2009

2010

Fiscal Year

Total Aircraft Movements

147,853 668,635 824,186 128,387 627,605 761,499 97,162 615,739 718,621 93,723 907,820 1,009,640 147,046 1,137,544 1,287,477 134,180 1,157,247 1,293,268 94,454 1,240,569 1,335,679 22,162 1,356,068 1,380,086 12,936 1,269,109 1,283,172 89,592 1,375,377 1 ,464,984

Number of Passengers

Passengers 1,600,000 1,400,000 1,200,000 1,000,000 800,000 600,000 400,000 200,000 0

2001

7,698 5,507 5,720 8,097 2,887 1,841 656 1,856 1,127 2002 2003 2004 2005 2006 2007 2008 2009 2010 International Domestic

Total Passengers Direct Transit

Fiscal Year

263 14,172 14,435 221 11,752 11,973 181 9,170 9,351 145 9,240 9,385 26 10,931 10,957 3 10,335 10,338 0 10,141 10,141 0 10,407 10,407 8 11,142 11,150 0 13,464 13,464

Cargo Volumes

Tonnes 16,000 14,000 12,000 10,000 8,000 6,000 4,000 2,000 0

102

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2002

2003

2004

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2007

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2008

2009

2010

Fiscal Year


AIR TRAFFIC STATISTICS Phuket International Airport Movements 50,000 45,000 40,000 35,000 30,000 25,000 20,000 15,000 10,000 5,000 0

12,528 12,842 25,370 12,028 10,883 22,911 11,845 12,456 24,301 14,822 14,995 29,817 11,468 15,335 26,803 12,687 16,304 28,991 16,239 22,129 38,368 17,317 22,901 40,218 16,511 19,484 35,995 21,818 24,314 46,132

Aircraft Movements

2001

2002

2003

2004

International Domestic

2005

2006

2007

2008

2009

2010

Fiscal Year

Total Aircraft Movements

1,371,115 2,245,100 3,679,310 1,311,594 2,208,420 3,558,908 1,359,380 2,050,922 3,461,710 1,832,505 2,612,392 4,522,098 1,065,607 2,357,658 3,472,652 1,519,959 2,922,133 4,467,982 2,038,965 3,422,439 5,478,137 2,400,343 3,529,165 5,943,468 2,213,794 3,212,804 5,441,585 3,065,037 3,704,384 6,797,098

Number of Passengers

Passengers 8,000,000 7,000,000 6,000,000 5,000,000 4,000,000 3,000,000 2,000,000 1,000,000 0

63,095 38,894 51,408 77,201 49,387 25,890 16,733 13,460 14,987 27,677 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 Fiscal Year International Domestic

Total Passengers Direct Transit

5,077 8,669 13,746 5,251 10,341 15,592 4,900 11,042 15,942 7,066 12,841 19,907 4,687 12,135 16,822 2,690 13,584 16,274 4,160 13,338 17,498 4,932 13,610 18,542 4,468 11,600 16,068 9,466 16,455 25,921

Cargo Volumes

Tonnes 30,000 25,000 20,000 15,000 10,000 5,000 0

2001

2002

2003 International Domestic

2004

2005

2006

2007

2008

2009

2010

Fiscal Year

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AIR TRAFFIC STATISTICS Mae Fah Luang-Chiang Rai International Airport 2 4,798 4,800 8 4,844 4,852 15 3,695 3,710 24 4,845 4,869 14 4,913 4,927 13 5,646 5,659 22 6,210 6,232 15 6,719 6,734 35 5,511 5,546 46 5,668 5,714

Aircraft Movements

Movements 8,000 7,000 6,000 5,000 4,000 3,000 2,000 1,000 0

2001

2002

2003

2004

International Domestic

2005

2006

2007

2008

2009

2010

Fiscal Year

Total Aircraft Movements

6 556,671 556,677 209 476,315 476,524 2,118 414,966 417,345 1,748 552,330 554,364 431 676,532 677,407 22 696,395 696,492 31 711,468 711,662 224 771,947 772,286 485 648,168 648,783 673 723,288 724,241

Number of Passengers

Passengers 900,000 800,000 700,000 600,000 500,000 400,000 300,000 200,000 100,000 0

- 2001

- 261 286 - - 163 115 130 280 2002 2003 2004 2005 2006 2007 2008 2009 2010 Fiscal Year International Domestic

Total Passengers Direct Transit

- 4,097 4,097 - 5,075 5,075 - 4,238 4,238 - 4,879 4,879 - 5,070 5,070 - 4,698 4,698 - 2,909 2,909 - 2,527 2,527 - 2,287 2,287 - 2,626 2,626

Cargo Volumes Tonnes 6,000 5,000 4,000 3,000 2,000 1,000 0

2001

2002

2003

2004

International Domestic

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2007

Cargo Volumes (Freight+Mail) Excluding Transit

2008

2009

2010

Fiscal Year


AOT AIR TRAFFIC STATISTICS Total Aircraft Movements

Suvarnabhumi...........................................261,782 Mae Fah luang -Chiang Rai...................... 5,714 Phuket........................................................46,132 Hat Yai..............................................................11,116 Chiang Mai.......................................................27,422 Don Mueang.................................................33,603

385,769 Total Number of Passengers

Suvarnabhumi..................................42,496,950 (74%) Mae Fah luang -Chiang Rai.............. 724,241 (1.26%) Phuket.........................................6,797,098 (11.84%) Hat Yai.............................................1,464,984 (2.55%) Chiang Mai......................................3,182,980 (5.54%) Don Mueang.................................2,758,831(4.81%)

57,425,084 Cargo Volumes (Freight & Mail) Excluding Transit

Suvarnabhumi...........................................1,273,504 Mae Fah luang -Chiang Rai............................... 2,626 Phuket.............................................................25,921 Hat Yai..............................................................13,464 Chiang Mai.......................................................20,641 Don Mueang.......................................................6,767

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BUSINESS CONTINUITY DEVELOPMENT

Sister Airport Agreement The sister agreement is an agreement between entrepreneurs of the same business type or in the same industry, regardless of linguistic and geographical differences. This type of agreement is prevalent in many business circles. To encourage a greater cooperation, a number of sister airport agreements have been made throughout the world between international airports, of which some include the agreements between Denver International Airport and Munich International Airport, Central Japan International Airport Co., Ltd. (Nagoya International Airport) and Flughafen Munchen GmbH (Munich Airport), Macau International Airport and Frankfurt-Hahn Airport. As regards, on 16 December 2009, the AOT President and the Chief Executive Officer (CEO) of Munich Airport signed a sister airport agreement between Suvarnabhumi Airport and Munich Airport, which has been named the “Best Airport Europe” by Skytrax Research at the 2010 Skytrax World Airport Awards. On 23 February 2010, the General Manager of Suvarnabhumi Airport and the CEO of Incheon International Airport signed a sister airport agreement between the airports of AOT and Incheon International

Airport, which has been named the world’s best airport for five consecutive years in the Airport Service Quality (ASQ) Awards. On 8 July 2010, a sister airport agreement between the airports of AOT and Narita International Airport was signed by the AOT President and the CEO of Narita International Airport, one of the ASQ world’s top ten airports. The finalization of the sister airport agreements would enhance service quality of AOT airports through acquiring successful best practices from the three leading international airports. On-the-job training and learning from the knowledgeable, experienced, and successful experts in every aspect of management necessary for aviation business of the renowned airport is believed to bring mutual transfer of know-how and new aspects for the better improvement of services. Additionally, the agreements would also encourage the cooperation in business aviation among the related parties, which would allow, for instance, the communications with a wider group of airlines and investors through route expansion, increase in number of flights or other related business investment.

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Airport Service Quality (ASQ)

Airport Service Quality Program (ASQ) is an initiative of Airports Council International (ACI), which is located in Geneva, Switzerland. ASQ is the world’s leading airport customer satisfaction benchmark with 146 participating airports worldwide. Suvarnabhumi Airport has been participating in the program since 2007. All of the participating airports use the same questionnaire and the same methodology to survey the airport customer satisfaction. The questionnaire is divided into 34 topics, of which some examples are transport system, ticket check, immigration, shops, restaurants, hygiene and the atmosphere in the passenger terminal. The airports are responsible for data gathering and handing it to ACI World. After the data processing, ACI World provides the report with the comparative results of each topic. According to the survey by the categories of passenger number and regions, the world’s top five best airports are annually selected and announced by ACI World. As for the year 2010, the world’s top five Best Airport Worldwide are as follows: 1. Incheon International Airport, the Republic of South Korea 2. Changi International Airport, the Republic of Singapore 3. Hong Kong International Airport, the People’s Republic of China

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4. Beijing Capital International Airport, the People’s Republic of China 5. Hyderabad International Airport, the Republic of India By participating in the program, AOT has gained a better understanding in the customer services satisfaction at Suvarnabhumi Airport, as well as the know-how and guidance for service improvement from other leading international airports, which have greatly benefited the service improvement of AOT. AOT is determined to develop Suvarnabhumi Airport into a leading world-class international airport of excellent services with an aim to place Suvarnabhumi Airport among the world’s top ten best airports and Chiang Mai International Airport as one of the world’s top five airports under the category of less than 5 million passengers per year. Our relentless effort in service improvement has resulted in the continuous rise in the level of customer satisfaction for Suvarnabhumi Airport. From 2007-2009, Suvarnabhumi Airport ranked 41th, 28th and 24th successively. We vow to move forwards and continue to improve services of Suvarnabhumi Airport, as well as the other five airports, to become the best airports of the world standards.


Security Measures at Suvarnabhumi Airport

Suvarnabhumi Airport security measures are conducted in full compliance with standards and practices of International Civil Aviation Organization (ICAO) and Air Navigation Act B.E. 2497, with specific details as follows: 1. Pre-Boarding Security Measures and Baggage Screening All passengers and carry-on baggage must enter the Walk Through Metal Detector (WTMD) and the X-ray machine. Each check-in baggage must go through explosive detection by the CTX 9400 DSi machine and the Explosive Trace Detector (ETD) via the inline screening system, to prevent carrying of prohibited and hazardous items that may cause any unlawful interference on board. Suvarnabhumi Airport is also equipped with security pass readers for the permission of access to the prohibited areas. The centralized security screening system is aimed to enhance and reassure the efficiency of Suvarnabhumi Airport security measures. The system, which allows the one-stop process for passengers, also helps improving of airport services efficiency. 2. Food Cargo and Postal Parcels Control Airport operators who are granted permission by AOT are responsible for supervising the transport process of the cargoes and parcels. Individuals or vehicles that enter the aircraft parking area must go through

inspection as stated in Suvarnabhumi Airportâ&#x20AC;&#x2122;s security measures. As regards to the process, the airport operators have to develop security plans that are in accordance with the security plans of Suvarnabhumi Airport, and submit them to Aerodrome Safety Quality Control Division for further inspection. 3. Security Quality Control Suvarnabhumi Airport security quality control is composed of 4 components: Audit, Inspector, Test and Survey. The internal control units include AOT Aviation Security Standard and Quality Control Office and Safety Quality Control Division of Suvarnabhumi Airport. The external control units comprise Department of Civil Aviation, ICAO and Transportation Security Administration (TSA). 4. Aerodrome Safety Preparedness In response to terrorism and the increasing threat to aviation industry, Suvarnabhumi Airport is prepared with 4 security levels as follows: Level 1 - Low level / Information about potential terrorism obtained Level 2 - Risk level / Risk of being attacked Level 3 - High level / High risk of terrorist attacks Level 4 - Severe terrorism risk / Receive an intelligence that there will be a certain attack

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Services at Don Mueang International Airport

The Private Jet Terminal of Don Mueang International Airport

AOT signed a contract to have Mjets Company Limited as the services provider for private jet, private jet passengers and serial activities at Don Mueang International Airport for five years, from 30 November 2009 to 29 November 2014. The company is responsible for the renovation of the VIP terminal on the northern part of Don Mueang International Airport into the Private Jet Terminal, and the construction of aircraft hangars on the north side of the VIP terminal in the airside. The Private Jet Terminal was officially opened on 6 July 2010 to provide services for non-scheduled flights or general aviation, including the business aviation and the charter aviation. The Private Jet Terminal is fully equipped with facilities and all-in-one services, supervised by an experienced management team with ground equipment of international standard. The terminal is suited to the need of businessmen, top managers and passengers who favor international trips with private jet. The services include: 1. All-in-one services for passengers, pilots, crew and baggage 2. Services in the apron area 3. Aircraft mechanic 4. Aircraft maintenance 5. Aircraft parking service

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Security Measures at Don Mueang International Airport

All of the Don Mueang International Airport security measures are conducted in full compliance with the Regulation of the Office of Prime Minister of Thailand on National Security B.E. 2552, Air Navigation Act B.E. 2497, Air Navigation Act (No.11) B.E. 2551, Regulations of Civil Aviation Committee and Annex 17 of the International Civil Aviation Organization (ICAO) on Safeguarding Civil Aviation Against Acts of Unlawful Interference, with specific details as follows: 1. Security Zoning The zoning includes, for instance, restricted areas and prohibited areas. 2. Access Control Measures To access the prohibited areas, individuals and vehicles must present the security passes issued by Don Mueang International Airport, and go through inspection by the airportâ&#x20AC;&#x2122;s security officers. 3. Preventive Measures Against the Aerodrome Sabotage CCTVs are used to monitor the potentially suspect areas and individuals on the 24-hour basis. The airportâ&#x20AC;&#x2122;s security officers and patrol cars are on regular patrol the airside and landside areas. Our explosive ordnance disposal (EOD) technicians are always stationed for suspicious object detection.


4. Preventive Measures Against Theft, Disturbance and Acts of Crime 5. Preventive Measures Against the Aircraft Sabotage or Unlawful Access to Aircraft 6. Measures for Passengers, Carry-on Baggage and Check-in Baggage Prior to boarding, passengers and baggage must be screened by the Walk Through Metal Detector (WTMD), the Hand Held Metal Detector (HHM) and the X-ray machine. The process is supervised by Don Mueang International Airport security officers. 7. Food Control Measures To prevent smuggling of explosives in food containers and vehicles, airline operators or their representatives or contractors are responsible for supervising the food loading process and the transport of food containers to aircraft. Then, individuals and vehicles are required to be inspected by Don Mueang International Airport security officers prior to entering the apron area. 8. Security Audit Measures The security quality control plan is designed and implemented to provide additional trainings, revisions and rehearsals that are in accordance with contingency plans, emergency plans and the national security plans.

2010 Civil Service Exhibition

On 1 April 2010, Mr. Issara Somchai, Minister of the Ministry of Social Development and Human Security, presided over the opening ceremony of 2010 Civil Service Exhibition at Don Mueang International Airport. Under the theme of â&#x20AC;&#x2DC;Services for nation, religion, monarchy and the publicâ&#x20AC;&#x2122;, the exhibition was hosted by the Ministry of Social Development and Human Security, the Ministry of Transport, the Ministry of Agriculture and Cooperatives and the Ministry of Natural Resources and Environment. The exhibition was held during 1-4 April 2010 at the International Passenger Terminal 2 of Don Mueang International Airport, 10.00-20.00 hrs. It aimed to showcase services and contribution from 19 government ministries. Some of the exhibits included the passport and national ID card service, the application for tax payment, musical and Khon (Thai classical masked drama) performances by the National Fine Arts Department.

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Service Excellence at Chiang Mai International Airport

Since the passenger terminal of Chiang Mai International Airport has been renovated into the domestic passenger terminal and officially opened on 2 December 2009, the aviation services, its facilities as well as the security system had been under constant improvement throughout the fiscal year 2010. As for the aviation services, Air Bagan, an international airline of Myanmar, has been added to the list of airline operators at Chiang Mai International Airport. Air Bagan operates the route of Yangon - Chiang Mai - Yangon, two flights per day, two days a week apart from its existing direct routes from Chiang Mai to Yangon, Kuala Lumpur, Luang Phrabang, Taipei and Singapore. The domestic routes were also expanded to meet the demand in interprovincial travel. The expanded routes include Chiang Mai – Phuket – Chiang Mai and Chiang Mai – Nan - Chiang Mai. The facilities in the passenger terminal were under constant improvement over the course of year. Three information service counters are provided on the first floor, the second floor of the international passenger terminal, and on the first floor of the domestic passenger terminal, with airport officers to provide information services during the office hours. Additional twenty-six flight schedule screens, twenty-two lavatories, one additional elevator and escalator as well as baggage

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belts, ATM machines, drinking water dispensers, rest chairs and shops were installed in the domestic passenger terminal for the convenience of passengers.

Chiang Mai International Airport Security Measures

Likewise, the security system also plays a crucial role in the service excellence. The terminal screening system, which requires passengers and baggage to be screened before entering the passenger terminal, had caused long queue during peak hours. Additional passenger entrance was therefore provided to facilitate queuing of passengers under the security system of international standards. Chiang Mai International Airport also issued the memorandum of agreement on the larceny penalty with airlines and airport operators that are responsible for baggage sorting and baggage transport procedures to prevent thieving of passenger belongings. Chiang Mai International Airport provides services and security measures of international standards, and will continue to improve the comprehensive service quality to become one of the world’s top five airports (under the category of less than 5 million passengers per year) in 2011.


Services at Hat Yai International Airport

Hat Yai International Airport has cooperated with Songkhla municipality, the Hotel Association of Hat YaiSongkhla, Hat Yai office of Tourism Authority of Thailand, the Tourist Industry Association of Songkhla, entrepreneurs, airlines and local media to enhance the tourism and economic potential of Songkhla province through encouraging airlines to expand international routes. As of present, Hat Yai International Airport has two airlines operating international routes, which are Tiger Airways as the operator of the route Singapore-Hat Yai-Singapore since 3 November 2009 with two flights daily (arrival-departure), and Air Asia as the operator of the route Kuala Lumpur-Hat Yai-Kuala Lumpur since 19 August 2010 with two flights daily (arrival-departure). In addition to this, Fire Fly is currently conducting the market study for the route Subang-Hat Yai-Subang. The ongoing development projects of Hat Yai International Airport are as follows: 1. Installation of additional 51 CCTV cameras under the budget of 15,502,411 Baht 2.Installation of an additional aerobridge under the budget of 11,000,000 Baht 3. Renovation of 47 lavatories in the passenger terminal under the budget of 4,800,000 Baht

Hat Yai International Airport Security Measures

Hat-Yai International Airport security measures are conducted in full compliance with Annex 17 of the International Civil Aviation Organization (ICAO), Air Navigation Act B.E. 2497, Airports of Thailand Act B.E. 2522, Regulation of the Office of Prime Minister of Thailand on

National Security B.E. 2514 and the regulations of Department of Civil Aviation, which serve as guidelines for airport security implementation and prevention of any unlawful interference. In response to the unrest in three southernmost provinces, Hat Yai International Airport has strengthened its security measures to ensure safety and security of passengers. Specific details are as follows: 1. Single airport entrance and exit point. 2. Screening and video recording of vehicles entering the airport. 3. Single entrance and exit point for passenger terminal. 4. Passenger and baggage screening before entering the passenger terminal. 5. Parking under the passenger terminal is prohibited. 6. Fine penalty for leaving unattended baggage and belongings. 7. Explosive ordnance disposal technicians, police and police canine on regular patrol outside and inside the passenger terminal and parking area. 8. Air force officers on security guard at parking area. 9. Military officers and security police are stationed daily at Airport Security Center. 10. Hourly security patrol of airport areas. 11. Every area of the airport is monitored by CCTV camera system and security officers. 12. Air military police are stationed at airside area.

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Services at Phuket International Airport

The number of flights and airlines served by Phuket International Airport has been on a constant rise over the course of years. The airlines include both scheduled and chartered ones from Europe, Scandinavia, Australia and Southeast Asia, including China and Korea, of which the number of flights tends to rise further all over high season and low season. Qatar Airways from the Middle East solicited the operation of the route Doha - Kuala Lumpur - Phuket, both arrival and departure, for the high season period of 2010/2011, which has started since October 2010. Emirates has also been in contact for the aviation in the airport. To meet the increasing demand, Phuket International Airport is fully prepared with services and facilities for the passenger terminal on 24hour basis, of which some include cleaning officers, trolley collectors, air-conditioning system technicians, facility maintenance officers. The service preparedness has attracted many airlines and international airport operators to pay study visits. In the fiscal year 2010, the main development budget was approved for capacity development of Phuket International Airport, which covered the improvement of approach lights, runway edge lights and the procurement of pavement scrubbers to increase the maintenance capacity.

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Phuket International Airport Security Measures

1. Phuket International Airport security measures are in full compliance with Annex 17 of International Civil Aviation Organization (ICAO), which is the highest standard of commercial aviation security for preventive security measures of unlawful interference. Specific details are as follows: 1.1 Basic security measures 1.1.1 Security Prohibited Area The zoning is in conformity with the regulation of the Office of Prime Minister of Thailand on National Security B.E. 2517 and suggestions from ICAO. Individuals and vehicles accessing the prohibited areas are required to follow the security regulations, of which some include security passes, body and baggage screening. 1.1.2 Perimeter Protection As one of the core operations, Phuket International Airport security comprises foot and car patrol, CCTVs system in the aircraft parking area, security guard in the parking area, as well as regular aerodrome patrol by officers of Tha Chatchai police station. 1.1.3 Close Protection of the Inner Area The protection aims to prevent the ground attack through security guards in area such as the aircraft parking area, the baggage sorting area and the baggage and mail arranging area.


1.1.4 High Risk Flights Security When solicited by governments or airlines, security measures are strongly encouraged for high risk flights, such as flights arriving Phuket and flights under unsafe condition. 1.1.5 Security Forces for 1.1.1-1.1.4 Phuket International Airport provides security forces with radio communication and weapons to strengthen security preparedness with high versatility. 1.2 Specific Security Measures 1.2.1 Screening of Passenger and Cabin Baggage Passengers and cabin baggage must go through the thorough screening process in the area that is restricted for authorized personnel only. 1.2.2 Checked-Baggage Control All checked baggage is tagged and controlled by Phuket International Airport and airlines 1.2.3 Screened-Passenger Controls Screened passengers are kept separate from unscreened passengers to prevent transferring of weapons and hazardous items to screened passengers. 1.2.4 Cargo/Mail/Courier/Operators’ Stores Control All couriers accessing the prohibited area are required to go through security screening of body and security passes by security officers. Transported items are to be uncovered for inspection as deemed appropriate. 1.2.5 Protection of Aircraft Aircraft identified as a potential target of unlawful interference are to be notified of aircraft threat and thoroughly inspected. Aircraft alert is to be put on when solicited. 1.2.6 Authorized Carriage of Weapons The carriage of weapons, especially guns, on aircraft must be authorized by Phuket International Airport screening officers and conducted as specified in the regulations. 1.2.7 Access Control Individuals and vehicles accessing the prohibited area are required to go through screening of body and security passes.

1.2.8 Surveys and Inspection of Security Measures Due to the change in factors contributing to unlawful interference, it is of vital need to survey new security measures as well as revise the adequacy of the existing measures. The survey and inspection of Phuket International Airport is regularly conducted every six months. In addition to AOT security measures, ICAO and Transportation Security Administration (TSA) officers have carried out additional survey and inspection of Phuket International Airport security measures, which also serve as guidelines for other regional airports. 2. Preventive Security Measures against Sabotage In response to international sabotage, Phuket International Airport is prepared with preventive security measures to ensure the maximum safety. 2.1 Under normal situation, Phuket International Airport follows the security measures as stated in 1. After the terrorist attack on 11 September 2001 in the United States, Phuket International Airport Level of Threat is categorized into 4 levels of situation as follows: * White Situation – normal situation, no news on terrorist movement * Green Situation – standard level of terrorism risk * Orange Situation – special level of terrorism risk with specific threat of terrorism to aviation * Red Situation – fully prepared to respond to terrorism As of present, Phuket International Airport has followed the terrorist alert of Green Situation under the following principles: 2.1.1 Increase the number of security officers and strengthen the aerodrome security measures, as well as increase the frequency of security patrol inside and outside the passenger terminal, tighten the process of baggage random check and zoning of parking area 2.1.2 Audit the aerodrome security measures, which cover both operations and security systems. 2.1.3 Analyze the international terrorism through domestic and international news sources to assess the potential terrorism in Thailand, which also contributes to the adjustment of the situation color indicator. 2.2 Cooperate with the government and private sectors in the airport to monitor suspected individuals and unattended belongings.

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Phuket International Airport Development Project (Fiscal Year 2009-2013) Layout of Phuket International Airport Development Project (Fiscal Year 2009-2013)

3.3 Fire and Rescue Hall Design and Construction

3.2 Ground Support Equipment Hall Design and Construction

3.1 Cargo Terminal Design and Construction

2.4 International Passenger Terminal Design and Construction

4.2 Aerodrome Infrastructure Design and Construction 4.3 Maintenance Office and Warehouse Design and Construction 2.3 Office Building Design and Construction 2.2 Car Parking Design and Construction

1.1 Taxiway and Aircraft Parking Bay Design and Construction 1.2 Aircraft Refueling System Design and Renovation

2.1 International Passenger Terminal Design and Construction

4.1 Aerodrome Road System Design and Construction 5. Environmental Impact Study Group 6. Project Management Company (PMC)

Principle and Rationale

According to the development plan to turn Phuket International Airport into the regional aviation hub for the fiscal year 2003-2006, which was completed in 2007, Phuket International Airportâ&#x20AC;&#x2122;s capacity was enhanced to support the total number of 6.5 million passengers annually, or 3.5 million international passengers and 3 million domestic passengers annually, as the real passenger volume in 2007 was 5.704 million. The economic slowdown in 2007 contributed to the decline in number of flights and cargo volume in 2008 by 6.9% and 2.6% respectively in comparison to 2007. However, the passenger volume of 2007 rose by 0.5%, and the number of flights, passengers and cargo volume has increased steadily. It is expected that the increasing number of flights, passengers and cargo volume could lead to excessive congestion from 2010 onwards. The capacity enhancement of Phuket International Airport is therefore required to support the rising number of flights, passengers and cargo volume.

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Objectives

To enhance the capacity of Phuket International Airport to support the increasing volume of air traffic in the future, Airports of Thailand Company Limited (AOT) has implemented Phuket International Airport Development Project (fiscal year 2009-2013) to enable Phuket International Airport to handle 12.5 million passengers annually (5 million international passengers and 7.5 million domestic passengers annually) to the year 2018. The project outlines the construction and renovation of facilities with sufficient capacity to handle the increasing air traffic volumes with comprehensive international standards, to prepare Phuket International Airport as the future regional aviation hub.


Project Period

Phuket International Airport Development Project is divided into six work categories. The project duration is 47 months (July 2010-May 2014).

Project Information

Phuket International Airport Development Project (fiscal year 2009-2013) has the total investment of 5,791.122 million Baht (inclusive of 10% cost of added distinct work and 7% VAT, approved by the Cabinet) and comprises six work categories as follows: 1. Airside Design and Construction 1.1 Taxiway and Aircraft Parking Bay Design and Construction 1.2 Aircraft Refueling System Design and Renovation 2. Functional Hall and Passenger Terminal Design and Construction 2.1 International Passenger Terminal Design and Construction 2.2 Car Parking Building Design and Construction 2.3 Office Building Design and Construction 2.4 D esign and Renovation of the Passenger Terminal into the Domestic Passenger Terminal 3. Substitute Building Design and Construction 3.1 Cargo Terminal Design and Construction 3.2 Ground Support Equipment Terminal Design and Construction 3.3 Rescue and Fire Fighting Station and Construction 4. Infrastructure and Utilities Design and Construction 4.1 Airport Internal Service Road System Design and Construction 4.2 Airport Infrastructure Design and Construction 4.3 Maintenance Office and Warehouse Design and Construction 5. Environmental Impact Study Group 6. Project Management Consultant (PMC)

Project Progress

Phuket International Airport Development Project (fiscal year 2009-2013) was approved by AOT Board of Directors on 25 June 2009, and by Office of the National Economic and Social Development Board (NESDB) and the Ministry of Transport on 19 October 2009. AOT has signed the contract number 4CI 6-53006 of 29 June 2010 to hire Index International Group Company Limited, ASDECON Corporation Company Limited, Epsilon Company Limited, Lanna Engineering Consultant Company Limited and Merlinâ&#x20AC;&#x2122;s Solution International Company Limited as the Project Management Consultants (PMCs) of Phuket International Airport Development Project (fiscal year 2009-2013). The project has already been started since 1 July 2010 with the completion term of 47 months. As of present, the PMCs are in the process of setting up the terms of reference (TOR) for designer, plan adjustment to reassure the practicality as well as the submission of Phuket International Airport Development Project environmental impact study to Office of National Resources and Environmental Policy and Planning (ONEP) for revision, which is expected to be approved before the planned construction in 2011 fiscal year.

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Services at Mae Fah Luang-Chiang Rai International Airport

Chiang Rai International Airport was granted the name ‘Mae Fah Luang – Chiang Rai International Airport’ by His Majesty the King on 13 March 2010, and officially opened on 2 October 2010, which also marked the 12th anniversary of its operation. Mae Fah Luang-Chiang Rai International Airport has been on constant improvement of services over the course of year, with specific details as follows: 1. Flight Information Service The service is provided daily from 06.00 hrs. until the last flight of the day. 2. Airport Information Service The service is provided daily from 06.00 hrs. until the last flight of the day. 3. Aircraft Parking Areas 4. Mae Fah Luang-Chiang Rai International Airport Passenger Terminal Facilities 5. Service Satisfaction Survey The service satisfaction survey is conducted

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yearly to assess the attitude toward Mae Fah Luang-Chiang Rai International Airport’s services of airport users, passengers, airlines, governmental sectors, and airport operators, for further improvement of its services.

Security Measures at Mae Fah Luang-Chiang Rai International Airport

All of Mae Fah Luang-Chiang Rai International Airport’s security measures are conducted in full compliance with Annex 17 of the International Civil Aviation Organization (ICAO) on Safeguarding Civil Aviation Against Acts of Unlawful Interference, Air Navigation Act B.E. 2497, Air Navigation Act (No.11) B.E. 2551, Regulations of the Civil Aviation Committee and the Regulation of the Office of Prime Minister of Thailand on National Security B.E. 2552, with specific details as follows:


1. Security Zoning The zoning includes, for instance, restricted areas and prohibited areas. 2. Access Control Measures To access the prohibited areas, individuals and vehicles must present the security passes issued by Mae Fah Luang-Chiang Rai International Airport Security Division, and go through inspection by the airport security officers. 3. Preventive Measures Against the Aerodrome Sabotage CCTVs are used to monitor the potentially vulnerable areas and suspect individuals. Inspection points are set up in the vehicle inspection areas at the entrance, with patrol car, patrol motorcycle and security officers who are regularly on security surveillance.

4. Measures for Passengers, Carry-on Baggage and Check-in Baggage Prior to boarding, passengers and baggage must be screened by the X-ray machine, the Walk Through Metal Detector (WTMD), the Hand Held Metal Detector (HHM) and the Explosive Trace Detector. All the process is supervised by Mae Fah Luang-Chiang Rai International Airport security officers. 5. Measures for High-season Periods 6. Penalty Measures Against Theft of Passenger Belongings 7. Security Audit Measures The security quality control plan is designed and implemented to provide additional trainings, revisions and rehearsals of contingency plans and emergency plans.

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HUMAN RESOURCE DEVELOPMENT

Policy

AOT regards human resource as our valuable asset and strategic dynamics that contribute to the sustainable success amidst the influx of changes. AOT therefore emphasizes the high importance of human resource development, which is a vital tool in airport management and preparedness training, to create the resistance to rapid change and adaptation, as well as add value to the organization. We are strongly determined to achieve the regional leadership in airport services through fostering the expertise potential that meets the standard of International Civil Aviation Organization (ICAO).

Practice

In the fiscal year 2010, AOT was affected by a number of factors such as the economic crisis, the energy instability, the domestic political unrest and Iceland volcano eruption, which resulted in the implementation of cost-saving measures. The partial impact on the human resource development was unavoidable. Nevertheless, AOT has still provided essential programs of human resource development, namely the Need to Know and Must Know, as first priority, to maintain the efficiency of the operation as well as the strategic dynamics. The Nice to Know is also set as the second priority for our employees.

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AOT Human Resource Development in the fiscal year 2010 were as follows: 1. Successive training programs under the Annual Personnel Development Plan

1.1 Airport courses development programs which were AOT Airport Familiarization, Airport Operations and three levels of Airport Management (Basic, Intermediate and Advanced). 1.2 Operations programs which were the technique of operating aerobridge and Visual Docking Guidance Systems (VDGs), Aviation Security Auditor Program, Computer and Control Advance for BHS, Rescue and Fire Fighting Exercise, Dangerous Goods Regulations, Flight Line Marshaller and Security Training Program. 1.3 Business and general management training programs such as International Financial Reporting Standards (IFRS) for the Board and practitioners, foreign language courses (English, Japanese and Korean), Intermediate System Administration for Solaris and SAP - PM Maintenance Management System. 1.4 Training programs for the Board and Senior Executives such as Public Director Certification Program of Public Director Institute (PDI), Advanced Security Management Program (ASMP) of National Defence Studies Institute, Top Management training course by Capital Market Academy (CMA) of the Stock Exchange of Thailand (SET) and Senior Executive Training Program of King Prajadhipokâ&#x20AC;&#x2122;s Institute. 1.5 Training, conference and seminars abroad which were Introduction to Scheduling and Airport Slot Coordinating at Brazil, High Level Meeting on International Aviation & Climate Change at Montreal, Canada, National Aviation Security Quality Control Workshop at China, the 37th ACI Fund Seminar at Malaysia, Regional Airports World AP Summit 2010 at Singapore and International Aviation and Environmental Policies at the United States.

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2. Additional training programs The programs focus on the Management and aim to encourage self-learning on the

internet via Online Learning Center system. There were two programs as follows: 2.1 Individualâ&#x20AC;&#x2122;s Basic Behavioral Competence Development for the Management Objective to equip Deputy Directors of every department/office and Managers with the knowledge of self-improvement and attitude, value, culture and behavior in occupation, as well as interpersonal skills on the basis of creating corporate coaching culture. 2.2 Airport Commercial Development â&#x20AC;&#x2DC;CCM Certificate in Concession Management via Online Learning Center of Airports Council International (ACI). Objective to encourage self-learning and equip officers in the business development area with a better understanding of the airport commerce, planning and management for concession of duty-free retail, parking area, transport and service improvement.

3. Performance

3.1 Internal Training - Number of training programs 185 - Number of participants 12,107 3.2 External Training - Number of training programs 380 - Number of participants 1,016 3.3 Overseas Training - Number of training programs 75 - Number of participants 251

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OCCUPATIONAL HEALTH, SAFETY AND WORKING ENVIRONMENT MANAGEMENT 126

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AOT has implemented the policies and the management structure of occupational health, safety and working environment to ensure the maximum efficiency of our operations, as well as the law compliance and related safety standards. The management teams of occupational health, safety and working environment are individually stationed at every airport of AOT to supervise the working safety in its own responsible areas and assure that all objectives are met in accordance with the policies.

The objectives of AOT occupational health, safety and working environment are to prevent and reduce occupational accident rates, injuries and illness, as well as control and mitigate safety risks to the acceptable levels. In full compliance with the safety laws, AOT regularly monitors working environment and makes suggestion for the improvement, as well as encourages the safety awareness among our officers and employees. Some of the activities included an internal website for occupational health, safety and working environment, the occupational health and safety week and campaigns for traffic safety that encouraged employees to follow the ‘Traffic Safety for Smile Society’ policy of the Ministry of Transport. For the greater health care of our employees, AOT has provided a medical center at the Headquarters. The center is equipped with medical facilities and professional doctors and nurses who provide injured and ill employees with first aid to alleviate the injury or symptoms before transferring to hospital. Additionally, AOT regularly provides comprehensive training programs that are in full compliance with the safety laws as well as additional enrichment programs, such as Basic Rescue and Fire Fighting, Accident Investigation and Reporting and Ergonomics for Airport Officers, for employees of all levels, from the Management and supervisors to the operational level. The programs would benefit employees in the improvement of working environment, as well as the prevention of occupational accident and illness. To ensure the law compliance of the job safety and prevent danger to employees, contractors and individuals who enter the work areas, AOT carries out hazard identification and risk assessment by applying the Job Safety Analysis (JSA) technique to analyze and assess potential risks, as well as to establish prevention and improvement measures. The risk control and mitigation focuses on reduction of risk probability and severity through the risk management. The contribution

to the risk management from employees of all levels has helped propel every aspect of job safety to the constant improvement. AOT regularly monitors working environment that affects the health of employees. Some examples of the monitoring process include indoor air quality monitoring, CO and CO2 density measuring and analysis, and analysis of working environment factors (the level of heat, light and noise). The overall process contributes to the assessment and improvement of working environment to meet the standards. In addition to the impact of working environment, ergonomics in workplace is another aspect that AOT regards of high importance. AOT provides our employees with AOT Ergonomics Booklet which gives information about proper ergonomics for working condition and computer work stations, safety ergonomic lifting and exercises for prevention and reduction of injury from improper ergonomics, to give employees the guideline to improve the working condition and working position. With our relentless support in occupational health, safety and working environment, AOT occupational injury rate is inclined to decrease, while the working environment has been under constant improvement to mitigate work-related risks. All of these resulted in the fourth consecutive year of ‘Outstanding Organization in Safety, Occupational Health and Working environment Award’ for the Headquarters of AOT by the Department of Labor Protection and Welfare of the Ministry of Labor. Phuket International Airport has also been awarded for the seventh consecutive year, and a national award has also been granted to Mae Fah Luang-Chiang Rai International Airport. The awards demonstrate an enduring commitment to occupational health, safety and working environment of the Management, whose support for necessary resources is vital to the accomplishment of our mission. To enhance the efficiency of our operations, we always contribute to the life quality of the employees.

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CORPORATE SOCIAL RESPONSIBILITY (CSR)

AOT Corporate Social Responsibility (CSR) As the organization that supervises Don Mueang International Airport, Chiang Mai International Airport, Hat Yai International Airport, Phuket International Airport, Mae Fah Luang-Chiang Rai International Airport and Suvarnabhumi Airport, AOT has shared a strong bond with the air transport of Thailand for over 31 years. We encourage the development of Thailand by taking regard of AOT corporate social responsibility. As stated in 20102014 Corporate Plan, it is our mission to go beyond the standards, give the best of service mind, apply the latest technology on the basis of corporate social responsibility. To encourage the social responsibility, AOT has been supporting the development of life quality by expanding educational opportunities to remote areas since 1999. Three Border Patrol Police Schools in the provinces of

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Narathiwat, Mukdahan and Chiang Rai are the result of our initiatives. Besides, our support is given to the construction of a childrenâ&#x20AC;&#x2122;s building and a multi-purpose building for the Border Patrol Police School of Ban Hang Maeo District, Chantaburi Province. AOT also regularly grants scholarships and education equipment, as well as hosts activities that promote the community relations, such as granting books to the surrounding communities, lunch treat and gifts for disabled children and the elders and basic fire fighting trainings by AOT officers for schools in the surrounding communities of AOTâ&#x20AC;&#x2122;s six responsible airports. In the fiscal year 2010, the CSR working group has been set up with AOT President as the chairman. The group regularly holds brainstorming sessions to bring forward substantial CSR operations. The core concept of


AOT CSR can be categorized into three aspects as follows: 1) Education (main focus on Border Patrol Police School project that started in 1999) 2) Society (main focus on community relations and environment) 3) Art, culture, religion and sport

Country Community AOT

The action plan of the CSR working group is divided into three levels of operation. The first level is the operation within the corporate. The second one is the community-level operation and the last one is the operation at national level.

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Environmental Operations Overview As the organization that supervises six international airports namely Don Mueang, Chiang Mai, Hat Yai, Phuket, Mae Fah Luang-Chiang Rai and Suvarnabhumi, AOT has always taken high regard of the environmental awareness and responsibility for the surrounding communities. All the six airports are equipped with powerful environmental management system. We have deployed effective wastewater treatment system and sanitary waste management system, especially at Suvarnabhumi Airport, where ISO 14001, ISO 18001 and ISO 9001 are certified to its wastewater treatment system, water supply system and irrigation stations.

Mitigation of noise impact at Suvarnabhumi Airport Mitigation of noise impact is conducted in accordance with the measures specified in the additional Environmental Impact Assessment (EIA) report (due to the increase in the number of passengers in the first year of operation), which was approved by the National Environment Board of 10 March 2005. On 22 January 2010, the 2009 Ordinary General Meeting of Shareholders approved the remedial measures for noise impact, which are in conformity with the Cabinet resolution of 10 November 2009 that approved the Ministry of Transport to follow the Cabinet resolution of 29 May 2007 (the revision of Suvarnabhumi Airport operations) to continue the revision of AOT operations as deemed appropriate. As of 21 July 2010, the summary of the progress is as follows: 1. In the NEF > 40 affected zone which covers the area of 498 buildings, 70 of the buildings that had been constructed before 2001 were sold and transferred the ownership in the amount equal to 332.047 million Baht. AOT provided 80.063 million Baht of renovation cost to the owners of 314 buildings who preferred to keep the ownership for the renovation of 314 buildings. 2. In the NEF 30-40 affected zone, AOT will measure the level of noise disturbance (L90) in 8,966 buildings, which were constructed before 2001. The financial aid will be provided to buildings with over ten decibels (A) of noise disturbance level caused by AOT, for the renovation under the criteria of the study on reduction of noise impact by the National Institute of Development Administration (NIDA). As of present, AOT has provided 546 buildings with 136.861 million Baht for renovation. 1,165 buildings are under the document review process. 1,500 buildings are under the renovation cost assessment. The measurement and the renovation cost assessment for the remaining buildings are expected to be completed by 2010. 3. AOT provided the amount of 272.748.32 million Baht as financial support for 18 schools, hospitals and temples, which are the areas that are sensitive to noise impact. As for the fiscal year 2010, six stations of the automatic noise measurement system were installed in Suvarnabhumi Airport, while other 13 stations were installed in surrounding areas, which included Kheha Nakhon Village 2, Phanason Village 3, Happy Place Village, Sutthathorn Village, King Mongkutâ&#x20AC;&#x2122;s Institute of Technology Ladkrabang, Ladkrabang Switching Office, Krirk Institution, Green Lake Village, Bang Chalong Moo 6 Community, Bang Chalong Nai School, Bang Plee Yai Nai Community, Bueng Bua Temple and Park View Village, to measure the level of L90, Leq 24hrs., Lmax and Ldn on 24-hour basis.

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Community Relations Don Mueang International Airport

Don Mueang International Airport is committed to encourage good relations and focuses on environmental awareness in the surrounding community. Effective measures are implemented to prevent and mitigate any negative affect, as well as monitor the environmental quality regularly. Over the course of year, Don Mueang International Airport supported the community relations and prevented drug use among the youth by providing sport field and facilities, as well as renovating the multi-purpose field for the South area of the nearby community. A community hall with footpath was provided for the North area community. Don Mueang International Airport also took part in organizing the ‘Aircraft Accident Prevention by Royal Thai Air Force’ exhibition and provided the ‘Basic Fire Fighting’ training for Wat Don Mueang Elementary School, which covered the basic knowledge of fire theory, fire categorization, psychology in fire prevention, flame source prevention and fire fighting methods (theory, demonstration and practice). Other activities under the support of Don Mueang International Airport included National Children’s Day and Songkran Festival of the North area community.

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Chiang Mai International Airport

With the comprehensive improvement as one of our priorities, Chiang Mai International Airport continues to contribute to the community regularly. Over the course of year we supported a variety of community activities that encourage Buddhism, the community education, sport activities and the conservation of local tradition and values, as well as energy saving and pollution reduction for the environmental protection at the airport.

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Hat Yai International Airport

As a part of AOT Corporate Social Responsibility, Hat Yai International Airport has always supported community relation activities to strengthen the bond between the airport and the surrounding communities. Details of which were as follows: 1. Religious Activities Hat Yai International Airport supported religious activities and projects such as presenting yellow robes and off-season offering of robes and other needs to monks. Hat Yai International Airport also facilitated Muslim Thais to travel to participate in the Haj ceremony, which accounted for 6,013 departing passengers and 6,019 arriving passengers in 2009. 2. Education Activities Hat Yai International Airport regularly supported activities and projects that were of benefit to children and youth such as lunch treat for children with intelligence disability, granting scholarships, education equipment, media, facilities and stationery to the community schools. 3. Public Activities Hat Yai International Airport supplied water to the communities in need during summer and co-hosted a variety of public activities with governmental sectors, of which some included basic fire fighting training for community members and schools, tree planting, financial aid for flood victims and blood donation.

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Phuket International Airport

The surrounding community has always been an important part of the success of Phuket International Airport in service delivery. The Management, officers and employees continued to demonstrate our commitment to maintain strong relationships with community leaders and members by supporting youth activities, community education, environmental awareness, as well as fostering the understanding of religion and culture.

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Mae Fah Luang-Chiang Rai International Airport

Mae Fah Luang-Chiang Rai International Airport realizes the importance of corporate social responsibility and has always supported the community activities to foster strong relations with the community. Some of the previous activities included the bicycle rally hosted by Chiang Rai Bicycle Club, which aimed to increase health and environmental awareness among the community members. As a part of our contribution to the policy ‘Year of Road Safety 2010’, Chiang Rai International Airport provided helmets and security stickers to the community members and supports blood donation on every 12 August (National Mother’s Day) and 5 December (National Father’s Day). We also

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encourage the donation for needy people, of which the activities included rice donation under ‘Rice for Lunch’ project, basic fire fighting training for students of Ban Pah Sak Kai School, National Children’s Day activities and granting of an exhibition center and 225 bicycles to AOT Border Patrol Police School to commemorate the 48th birthday anniversary of Her Royal Highness Princess Maha Chakri Sirindhorn. As regards religious activities, Chiang Rai International Airport supported the ceremony of presenting yellow robes at Wat Phra Kaew of Chiang Rai Province to raise fund for the construction and renovation of parsonages and temples. This was to establish positive attitude towards the organization.

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Suvarnabhumi Airport

AOT aims to operate our airports under the corporate social responsibility principles. The operation of Suvarnabhumi Airport, the largest airport of Thailand, is also guided by CSR principles.

Go for Top 10 ‘Green and Clean Airport’

AOT is aiming to become one of the world’s top 10 ‘Green and Clean Airport’ and engage in activities and projects that are friendly to the society and the surrounding community, as well as maintain neighborly relations for a greater cooperation, coexistence and sustainable growth.

Care for Community

Since the official opening on 18 September 2006, Suvarnabhumi Airport has always promoted community relation activities. The CSR and community relation activities in the fiscal year 2010 are as follows: 1. Environment Control The 20,000-Rai area of Suvarnabhumi Airport was operated with environmental awareness and effective pollution control system. Electric cars were applied to reduce emissions from fuel oil combustion. Wastewaster undergoes the treatment processes to be reused for plant watering. Tree planting, as well as the quality control of the air, water and noise level was conducted regularly. 2. CSR and Community Relations Activities The Community Relations Unit under the Special Affairs Department is created to correspond with AOT’s policies to support the community development. The Unit has organized a variety of activities to develop greater community relations.

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2.1 Education - ‘Imparting Knowledge to the Communities, Creating Good Relation with Suvarnabhumi’ Project Since 2008, Suvarnabhumi Airport has provided educational assets to students of 40 community schools by granting in total 2,960 books. - ‘Self-sufficiency Economy for Young Generation’ Project Suvarnabhumi Airport brought 200 secondary school students from community schools to participate in selfsufficiency economy activities at Self-sufficiency Economy Learning Center under the Royal Initiative of His Majesty the King, located in 11th Infantry Division, Fort Somdet Phranangklao, Muang District, Chachoengsao Province. - ‘A Trip to Suvarnabhumi’ Project Suvarnabhumi Airport encouraged the young generation to acquire knowledge outside textbook by bringing over 400 students from 26 community schools to visit the airport terminals and the aircraft parking areas, as well as giving a comprehensive summary of its missions. - ‘Watercolor Camp’ Project Suvarnabhumi Airport hosted art camps for primary school students to encourage children to develop their concentration ability and love in art. - ‘Stop Global Warming Youth Camp’ Project Suvarnabhumi Airport brought 200 secondary school students from 8 community schools to participate in global warming reduction activities at Chulachomklao Royal Military Academy (CRMA), Nakhon Nayok Province, to create awareness of global warming and coexistence.


- ‘Thai Encyclopedia Quiz’ Competition Suvarnabhumi Airport hosted a Thai encyclopedia quiz competition for youth in the communities. This competition was joined by the students from 37 schools in the airport surrounding area. 2.2 Community-based Economy - ‘Greatest Housewives 2’ Project Suvarnabhumi Airport provided vocational training courses for 200 community housewives to encourage them to earn extra income. The courses included Thai food, dessert and a variety of decorative items. - ‘Community Market Fair’ Project As vocational support, the back area of Airport Operation Building (AOB) is provided as market areas for community members on every Tuesday and Thursday. 2.3 Environment - ‘Bins for Better Environment’ Project 440 stainless waste sorting bins were granted to 33 community schools and infant development centers to encourage environmental awareness. - ‘Mangrove Forest Conservation by Suvarnabhumi Airport’ Project Suvarnabhumi Airport cooperated with mangrove forest conservation community of Samut Prakan Province to prevent coastal erosion and conserve the mangrove forest areas which serve as the aqua culture nursery.

2.4 Society - ‘Ear Test for Affected Communities’ Project Suvarnabhumi Airport provided hearing ability test for communities affected by noise pollution. 2.5 Religion, Art and Tradition - ‘Traditional Performance’ Project Suvarnabhumi Airport hosted traditional musical performances by community students in the passenger terminals to encourage traditional art appreciation among youth and promote Thai culture. - Buddhist Lent Festival As support for Buddhism, Lent candles were presented to 12 community temples. Additionally, Suvarnabhumi Airport also supported other local traditional activities, such as the Lotus Receiving Festival, the National Children’s Day, the National Day of the Elders and the International Day of Persons with Disabilities

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FINANCIAL STATEMENTS

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REPORT OF THE AOT BOARD OF DIRECTORS’ RESPONSIBILITY FOR FINANCIAL REPORTS

The AOT Board of Directors is responsible for the AOT’s Financial Statement, whose accounting method meets the standard requirement generally accepted in Thailand. The Board has chosen the most appropriate accounting policy to which they consistently conform. With regard to information disclosure, the Board has revealed sufficient vital information attached with the remarks of the AOT Financial Statement. To ensure accuracy, completeness and timeliness of the AOT Financial Statement and Internal Audit and to prevent potential misconduct and error, AOT has nominated an Audit Committee consisting of independent members to supervise and evaluate the internal control system for efficiency. The opinion of the Audit Committee is included in the Audit Committee Report which is attached with the AOT Annual Report. The AOT Board of Directors is unanimous in its opinion that AOT’s Internal Control System can foster confidence that the AOT Financial Statement has demonstrated accurate financial status, significant operational performance and positive cash flow of the company. (Signed) Piyapan Champasut (Piyapan Champasut) Chairman

(Signed) Serirat Prasutanond (Serirat Prasutanond) President

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AUDIT COMMITTEE’S REPORT FOR FISCAL YEAR 2010

The Audit Committee of Airports of Thailand Public Company Limited (AOT) was appointed by the AOT Board of Directors. The Committee consists of Mr. Suthi Kreingchaiyapruk as the Chairman, Mr. Pongsak Semson, Mr. Thanapich Mulapruk, Air Chief Marshal Bureerat Ratanavanich as Members and Mr. Suriya Kulnitayakorn, Director of AOT Audit Office, as the secretary. The Audit Committee puts special emphasis on good corporate governance and performs its duties in compliance with the charter of the Audit Committee. The Audit Committee gives opinions and suggestions with independence, for good corporate governance, internal control and risk management to ensure maximum efficiency of the Company. During the year 2010, the Audit Committee convened 12 meetings, along with the attendance of the Management, related departments and the auditor. The meetings could be summarized as follows: - The Audit Committee together with AOT’s finance and accounting executives and auditor from the Office of Auditor-General, the Management and the auditor participated in examining AOT’s quarterly financial reports, 2010 annual financial report and monthly operating results to ensure that AOT’s financial statements were properly prepared in compliance with accepted accounting standards and with adequate disclosure of the financial information. - The Audit Committee and the auditor, without the presence of the Management, reviewed the Company’s financial statements and notes to the financial statements. - Connected transactions that may cause any conflict of interest amongst stakeholders were reviewed and found accurate and complete. - The Audit Committee’s reports were prepared and quarterly proposed to the Company’s Board. - The Audit Committee reviewed the internal control system and gave suggestions to the Board and Management on the improvement of AOT’s internal control, bringing it to acceptable levels. The Audit Committee also made recommendations on the progress report on setting up internal control system in conformity with the Auditor General Regulations on Internal Control Standards B.E. 2544 - The 2010 report on the good corporate governance was reviewed to ensure that AOT followed the regulations of related laws and good corporate governance as a registered company. - The suggestions and recommendations on the independence of the AOT Audit Office were provided. The AOT Audit Office report on internal audit in 2010 were reviewed and improved as suggested in the report to ensure of work efficiency and effectiveness. Moreover, the 2011 internal control plan and the long-term plan for the year 2011-2013 were considered and approved according to the risk factors to cover the entire work field, along with the evaluation of the director of the Audit Office. - The auditor and the fee were nominated to the Board, to further propose to the shareholders for approval on the appointment of the Office of the Auditor General of Thailand as the Company’s auditor for the year 2010. - The Audit Committee’s Charter and the Audit Office’s internal audit manual were reviewed and improved. The Audit Committee performed their duties with prudence, independence, transparency and verification in line with the principles of good corporate governance. Based on the review and examination of various matters over 2010, the Audit Committee was of the view that AOT’s procedures for preparing financial statements, the internal control report, risk management and internal audit were efficient and appropriate in compliance with the related criteria and guidelines.

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(Signed) (Suthi Kreingchaiyapruk) Chairman of the Audit Committee 29 November 2010


(TRANSLATION) AUDITOR’S REPORT TO: THE SHAREHOLDERS OF THE AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED

The Office of the Auditor General of Thailand has audited the accompanying consolidated and the Company’s balance sheets as at September 30, 2010 and 2009, and the related consolidated and the Company’s statements of income, changes in shareholders’ equity, and cash flows for the years then ended of the Airports of Thailand Public Company Limited and its subsidiaries and of the Airport of Thailand Public Company Limited, respectively. These financial statements are the responsibility of the Company’s management as to their correctness and completeness of the presentation. The responsibility of the Office of the Auditor General of Thailand is to express an opinion on these financial statements based on the audits. Except as explained in the following paragraph, the Office of the Auditor General of Thailand conducted the audits in accordance with generally accepted auditing standards. Those standards require that the Office of the Auditor General of Thailand plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statements presentation. The Office of the Auditor General of Thailand believes that the audits provide a reasonable basis for the opinion. As explained in Note 6.10.2 to the financial statements, subsequent to the commencement of operations at Suvarnabhumi Airport, there are indications that plant and equipment at Don Mueang Airport may be impaired. The Company has employed the International Air Transport Association (IATA) to conduct a study on Don Mueang Airport assets utilization under 3 options. The authority to make a decision on any of the options rests with the Cabinet, not with the Company’s management. Therefore, the Company’s management is unable to draw a conclusion regarding the recoverable amount of assets at Don Mueang Airport in order to determine whether, and to what extent, such assets are impaired until the Cabinet has a resolution on the option under which the Company should proceed. In such circumstances, the Office of the Auditor General of Thailand is unable to perform audit procedures to obtain sufficient and appropriate audit evidence regarding the recoverable amount of assets at Don Mueang Airport, stated in the consolidated and the Company’s financial statements as at September 30, 2010 and 2009, at Baht 4,378.70 million and Baht 4,960.22 million, respectively. In the opinion of the Office of the Auditor General of Thailand, except for the effects of such adjustments, if any, on the consolidated and the Company’s financial statements for the years ended September 30, 2010 and 2009, as might have been determined to be necessary had the Office of the Auditor General of Thailand been able to obtain sufficient competent audit evidence regarding the recoverable amount of assets at Don Mueang Airport as explained in the preceding paragraph, the consolidated and the Company’s financial statements referred to above present fairly, in all material respects, the consolidated and company financial position of the Airports of Thailand Public Company Limited and its subsidiaries and of the Airports of Thailand Public Company Limited, respectively, as at September 30, 2010 and 2009, and the consolidated and company results of operations and cash flows for the years then ended in accordance with generally accepted accounting principles. (Signed) Poungchomnad Jariyajinda (Poungchomnad Jariyajinda) Inspector General

Office of the Auditor General November 25, 2010

(Signed) Dawan Wongphayak (Dawan Wongphayak) Director of Audit Office Annual Report 2010 I Airports of Thailand Public Company Limited

143


(TRANSLATION) AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES

BALANCE SHEETS AS AT SEPTEMBER 30, 2010 AND 2009

Unit : Baht

Assets Current assets Cash and cash equivalents

Consolidated

Notes

6.1

Current investments

6.2

Trade accounts receivable-net

6.3

Other receivables

6.4

Inventories and supplies-net

6.5

Accrued income

Other current assets

6.6

Total current assets

Non-current assets

Investments in Associates

6.7

Investments in Subsidiaries

6.7

Long-term investments

6.8

Plant and equipment-net

6.10

Assets under construction

6.11

Intangible assets-net

6.12

Other non-current assets

6.13

Total non-current assets

Total assets

2010

The Company 2009

3,518,906,400.34 18,547,572,949.19 3,283,905,392.62 1,307,623,881.64 254,270,727.52 237,386,907.37 1,139,353,015.79 28,289,019,274.47

2010

3,347,003,031.77 12,094,844,418.73 2,674,398,820.72 6,045,632,222.13 206,546,261.03 133,851,970.90 580,592,365.30 25,082,869,090.58

3,494,062,191.84 18,547,572,949.19 3,253,614,093.60 1,296,262,412.99 248,323,134.91 263,756,629.11 1,124,232,417.56 28,227,823,829.20

-

175,876,482.40

-

-

5,358,260,141.18 96,745,511,755.65 6,925,787,663.03 1,310,437,276.59 7,202,984,306.68 117,542,981,143.13 145,832,000,417.60

5,598,590,000.00 101,841,504,701.47 6,547,624,151.44 1,083,254,689.97 8,690,159,880.20 123,937,009,905.48 149,019,878,996.06

Annual Report 2010 I Airports of Thailand Public Company Limited

3,343,455,597.88 12,094,844,418.73 2,650,641,523.87 6,045,181,625.95 200,096,670.95 148,678,090.48 568,081,752.19 25,050,979,680.05

39,639,668,000.00 5,355,760,000.00 94,982,100,210.54 6,925,787,663.03 1,310,437,276.59 7,202,972,306.68 155,416,725,456.84 183,644,549,286.04

149,625,000.00 39,639,668,000.00 5,598,590,000.00 99,868,146,230.78 6,547,624,151.44 1,083,254,689.97 8,690,159,880.20 161,577,067,952.39 186,628,047,632.44

-

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

144

2009


(TRANSLATION) AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES

BALANCE SHEETS AS AT SEPTEMBER 30, 2010 AND 2009

Unit : Baht

Consolidated

Notes

2010

2009

Liabilities and shareholders’ equity

2010

2009

Current liabilities

Bank Overdrafts

Trade accounts payables

798,935,742.76

738,613,640.23

600,777,076.85

589,112,623.45

Work in process payables

140,885,353.31

271,697,933.41

140,885,353.31

271,697,933.41

Accrued expenses Current portion of long-term liabilities Promissory notes Refundable and guarantee deposits Other current liabilities

3,756,100,693.45

3,304,762,872.84

3,836,780,774.54

3,402,730,547.52

4,997,010,432.84

4,901,475,508.56

4,848,343,207.85

4,753,075,508.56

30,000,000.00

38,483,807,107.71

38,483,807,107.71

-

6.16,6.19 6.14

4,474,563.86

-

-

-

252,456,316.00

235,715,330.19

251,732,103.00

235,709,797.19

6.15

4,231,333,456.30

3,827,106,578.81

4,209,689,807.27

3,815,853,735.93

Total current liabilities

14,176,721,994.66

13,313,846,427.90

52,372,015,430.53

51,551,987,253.77

Non-current liabilities

Long-term loans

6.16

56,196,451,782.97

61,914,381,942.50

55,097,521,782.97

60,691,721,942.50

Finance leased liabilities

6.19

790,508,342.81

AAT staff pension fund

6.17

26,070,075.87

-

789,685,567.80

35,643,096.01

26,070,075.87

- 35,643,096.01

Other non-current liabilities

6.18

553,436,708.72

496,224,749.58

553,436,708.72

495,495,069.58

Total non-current liabilities

57,566,466,910.37

62,446,249,788.09

56,466,714,135.36

61,222,860,108.09

Total liabilities

71,743,188,905.03

75,760,096,215.99

108,838,729,565.89

112,774,847,361.86

Shareholders’ equity

6.20

14,285,700,000.00

14,285,700,000.00

14,285,700,000.00

14,285,700,000.00

14,285,700,000.00

14,285,700,000.00

14,285,700,000.00

14,285,700,000.00

12,567,669,242.63

12,567,669,242.63

12,567,669,242.63

12,567,669,242.63

225,960,000.00

173,040,000.00

225,960,000.00

173,040,000.00

6.21

1,428,570,000.00

1,428,570,000.00

1,428,570,000.00

1,428,570,000.00

45,447,485,862.26

44,631,507,363.52

46,297,920,477.52

45,398,221,027.95

73,955,385,104.89

73,086,486,606.15

74,805,819,720.15

73,853,200,270.58

133,426,407.68

173,296,173.92

74,088,811,512.57

73,259,782,780.07

74,805,819,720.15

73,853,200,270.58

145,832,000,417.60

149,019,878,996.06

183,644,549,286.04

186,628,047,632.44

Share capital Authorized share capital 1,428,570,000 ordinary shares of Baht 10 each Issued and fully paid-up 1,428,570,000 ordinary shares of Baht 10 each Premium on common stocks Unrealized gain on change in value of investment Retained earnings Appropriated-Legal reserve Unappropriated Total parent shareholders’ equity Minority interest

The Company

Total shareholders’ equity Total liabilities and shareholders’ equity

-

-

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

(Signed) Serirat Prasutanond ( Serirat Prasutanond ) President

(Signed) Supaporn Burapakusolsri ( Supaporn Burapakusolsri ) Senior Executive Vice President

Annual Report 2010 I Airports of Thailand Public Company Limited

145


(TRANSLATION) AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES

STATEMENTS OF INCOME

FOR THE YEARS ENDED SEPTEMBER 30, 2010 AND 2009

Notes

Operating revenues Landing and parking charges Passenger service charges

Unit : Baht

Consolidated 2010

The Company 2009

2010

2009

3,407,113,662.93

3,114,977,593.46

3,407,113,662.93

3,114,977,593.46

10,180,500,288.71

8,676,535,341.92

10,180,500,288.71

8,676,535,341.92

Aircraft service charges Office and state property rents Service revenues

418,339,275.23

411,056,944.16

418,339,275.23

411,056,944.16

1,615,819,803.86

1,698,232,042.70

1,638,441,931.22

1,723,529,368.22

3,127,571,817.86

2,901,277,239.88

2,496,624,459.04

2,362,023,757.38

Concession revenues

5,283,274,171.35

4,700,313,753.43

5,294,074,171.35

4,711,888,332.67

Total operating revenues

24,032,619,019.94

21,502,392,915.55

23,435,093,788.48

21,000,011,337.81

Operating expenses

3,814,343,164.87

3,223,641,594.86

3,808,546,987.93

3,218,982,036.05

67,314,537.01

57,807,304.00

62,629,537.01

55,357,122.00

5,548,853,057.20

5,201,803,220.09

5,128,088,999.90

4,780,629,090.29

1,539,765,710.56

1,214,687,531.18

1,539,765,710.56

1,214,687,531.18

6.23

1,034,050,782.10

939,509,563.80

1,034,050,782.10

939,509,563.80

8,279,547,805.74

7,905,803,471.32

8,068,975,679.48

7,696,363,612.44

20,283,875,057.48

18,543,252,685.25

19,642,057,696.98

17,905,528,955.76

Operating income

3,748,743,962.46

2,959,140,230.30

3,793,036,091.50

3,094,482,382.05

Other incomes Gain (loss) on foreign exchange Interest income Gain on sales of investments Reversal of loss on impairment of other asset Other income

6.27

309,382,677.47

(1,848,820,781.31)

309,259,969.49

(1,848,852,199.20)

577,872,001.87

1,248,024,992.11

577,757,059.84

1,247,232,543.59

6.8

185,532,000.00

Personnel expenses Managementâ&#x20AC;&#x2122;s remuneration Operating expenses Repairs and maintenance State property rental Depreciation and amortization Total operating expenses

Total other incomes

146

6.24

-

- 971,664,534.80

185,532,000.00 -

- 971,664,534.80

208,948,275.74

203,459,752.15

206,501,670.16

201,622,656.76

1,281,734,955.08

574,328,497.75

1,279,050,699.49

571,667,535.95

Annual Report 2010 I Airports of Thailand Public Company Limited


(TRANSLATION) AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES

STATEMENTS OF INCOME

FOR THE YEARS ENDED SEPTEMBER 30, 2010 AND 2009

Notes

Other expenses Loss on impairment of assets Loss (gain) on sales of assets Expense incurred from investment Other expenses Finance costs Share of profit (loss) from investments under equity method Profit before income tax expenses Income tax expenses

Consolidated 2010

The Company 2009

Total other expenses

Unit : Baht 2010

2009

159,126,341.22

3,000,000.00

135,375,000.00

3,000,000.00

6,089,196.31

(1,874,152.53)

6,767,032.54

(279,098.00)

6.7

135,375,000.00

163,163,296.45

385,002,957.87

163,163,296.45

385,002,957.87

463,753,833.98

386,128,805.34

440,680,328.99

387,723,859.87

2,389,712,450.43

2,493,810,498.65

2,330,803,111.80

2,414,722,672.43

6.26

-

-

135,375,000.00

(15,863,839.48)

-

-

-

2,177,012,633.13

800,908,714.49

Net profit

1,376,103,918.64

633,297,100.68

1,499,694,635.71

859,334,901.80

Attributable to: Equity holders of the Company Minority interests

1,415,973,684.88

717,260,873.74

1,499,694,635.71

859,334,901.80

(39,869,766.24)

(83,963,773.06)

1,376,103,918.64

633,297,100.68

1,499,694,635.71

859,334,901.80

0.99

0.50

1.05

0.60

Basic earnings per share attributable to the equity holders of the Company

637,665,584.58 4,368,483.90

2,300,603,350.20

800,908,714.49

-

863,703,385.70

4,368,483.90

-

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

(Signed) Serirat Prasutanond ( Serirat Prasutanond ) President

(Signed) Supaporn Burapakusolsri ( Supaporn Burapakusolsri ) Senior Executive Vice President

Annual Report 2010 I Airports of Thailand Public Company Limited

147


148

Annual Report 2010 I Airports of Thailand Public Company Limited 14,285,700,000.00 -

14,285,700,000.00

14,285,700,000.00

-

-

-

-

12,567,669,242.63

-

-

-

12,567,669,242.63

12,567,669,242.63

-

-

-

12,567,669,242.63

stocks

share capital 14,285,700,000.00

common

paid-up

6.22

Notes

Premium on

fully

Issued and

225,960,000.00

-

-

52,920,000.00

173,040,000.00

173,040,000.00

-

-

3,780,000.00

169,260,000.00

of investment

on change in value

45,447,485,862.26

(599,995,186.14)

1,415,973,684.88

-

44,631,507,363.52

44,631,507,363.52

(3,685,688,329.44)

717,260,873.74

-

47,599,934,819.22

earnings

Retained

(Signed) Serirat Prasutanond ( Serirat Prasutanond ) President

1,428,570,000.00

-

-

-

1,428,570,000.00

1,428,570,000.00

-

-

-

1,428,570,000.00

reserve

Legal

Equity holders of the Company Unrealized gain (loss)

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

Dividend Balance as at September 30, 2010

Dividend Balance as at September 30, 2009 Balance as at October 1, 2009 Unrealized gain on change in value of investment Net profit

Net profit

Balance as at October 1, 2008 Unrealized loss on change in value of investment

FOR THE YEARS ENDED SEPTEMBER 30, 2010 AND 2009 Consolidated

STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(TRANSLATION) AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES

73,955,385,104.89

(599,995,186.14)

1,415,973,684.88

52,920,000.00

73,086,486,606.15

73,086,486,606.15

(3,685,688,329.44)

717,260,873.74

3,780,000.00

76,051,134,061.85

equity

parent shareholders’

Total

74,088,811,512.57

(599,995,186.14)

1,376,103,918.64

52,920,000.00

73,259,782,780.07

73,259,782,780.07

(3,685,688,329.44)

633,297,100.68

3,780,000.00

76,308,394,008.83

Total

(Signed) Supaporn Burapakusolsri ( Supaporn Burapakusolsri ) Senior Executive Vice President

133,426,407.68

-

(39,869,766.24)

-

173,296,173.92

173,296,173.92

-

(83,963,773.06)

-

257,259,946.98

interests

Minority

Unit : Baht


Annual Report 2010 I Airports of Thailand Public Company Limited

149

6.22 14,285,700,000.00

-

common stocks

Premiun on

225,960,000.00

-

-

52,920,000.00

173,040,000.00

173,040,000.00

-

-

3,780,000.00

169,260,000.00

of investment

on change in value

Unrealized gain (loss)

1,428,570,000.00

-

-

-

1,428,570,000.00

1,428,570,000.00

-

-

-

1,428,570,000.00

reserve

Legal

(Signed) Serirat Prasutanond ( Serirat Prasutanond ) President

12,567,669,242.63

-

-

-

12,567,669,242.63

12,567,669,242.63

-

-

-

12,567,669,242.63

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

Balance as at September 30, 2010

Dividend

-

Net profit

-

14,285,700,000.00

14,285,700,000.00

Unrealized gain on change in value of investment

Balance as at September 30, 2009

Balance as at October 1, 2009

Dividend -

-

Net profit

14,285,700,000.00

share capital

fully paid-up

-

Notes

Unrealized loss on change in value of investment

Balance as at October 1, 2008

Issued and

FOR THE YEARS ENDED SEPTEMBER 30, 2010 AND 2009 The Company

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

(TRANSLATION) AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES

Total

74,805,819,720.15

(599,995,186.14)

1,499,694,635.71

52,920,000.00

73,853,200,270.58

73,853,200,270.58

(3,685,688,329.44)

859,334,901.80

3,780,000.00

76,675,773,698.22

(Signed) Supaporn Burapakusolsri ( Supaporn Burapakusolsri ) Senior Executive Vice President

46,297,920,477.52

(599,995,186.14)

1,499,694,635.71

-

45,398,221,027.95

45,398,221,027.95

(3,685,688,329.44)

859,334,901.80

-

48,224,574,455.59

earnings

Retained

Unit : Baht


(TRANSLATION) AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES

STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED SEPTEMBER 30, 2010 AND 2009

Consolidated

Cash flows from operating activities

Unit : Baht

2010

The Company

2009

2010

2009

Net profit before income tax expenses Adjustment to reconcile net profit to net cash provided by (paid from) operating activities : Doubtful account

2,177,012,633.13

637,665,584.58

2,300,603,350.20

863,703,385.70

61,027,000.52

134,066,704.80

59,420,495.45

125,299,027.87

Allowance for damaged and obsoleted supplies

(1,117,811.96)

-

Loss from deteriorated assets

187,514.93

934,395.00

Depreciation and amortization

8,279,547,805.74

7,905,803,471.32

Reversal of loss on impairment of other assets Loss on impairment of assets

-

(971,664,534.80)

(1,117,811.96) 8,068,975,679.48 -

934,395.00 7,696,363,612.44 (971,664,534.80)

159,126,341.22

3,000,000.00

135,375,000.00

3,000,000.00

(300,257,997.89)

1,851,654,788.42

(300,257,997.89)

1,851,654,788.42

Gain on disposal plant and equipment

(5,351,635.22)

(3,223,638.05)

(4,673,798.99)

(1,628,583.52)

Gain on sale of investment Share of loss from investments under equity method Deferred expense (income)

(185,532,000.00)

(Gain) loss on foreign exchange

-

15,863,839.48

(185,532,000.00) -

-

22,947,579.59

270,485.89

22,947,579.59

(1,759,027.72)

Provisions

163,166,999.53

5,996,840.12

163,166,999.53

5,996,840.12

Dividend income

(37,845,800.00)

(31,084,700.00)

(37,845,800.00)

(31,084,700.00)

(577,872,001.87)

(1,248,024,992.11)

(577,757,059.84)

(1,247,232,543.59)

2,389,712,450.43

2,493,810,498.65

2,330,803,111.80

2,414,722,672.43

12,144,751,078.15

10,795,068,743.30

11,974,107,747.37

10,708,305,332.35

Trade account receivables

(669,405,088.42)

(1,154,139,761.71)

(662,393,065.18)

(1,193,159,061.87)

Other receivables

4,736,364,643.25

(21,702,303.05)

4,748,919,212.96

(35,007,094.20)

Supplies

(46,606,654.53)

2,226,009.30

(47,108,652.00)

709,555.89

Accrued income

(10,998,821.55)

1,139,178,681.74

(22,557,116.55)

1,132,437,681.74

Other current assets

(22,855,713.47)

(23,213,270.08)

(20,558,987.93)

(25,626,969.13)

25,619,787.94

206,452,599.94

(23,037,861.19)

222,855,396.87

Interest income Financial costs Operating profit before changes in operating assets and liabilities Decrease (increase) in operating assets

Increase (decrease) in operating liabilities Trade account payables Corporate income tax payable Accrued expenses

-

(100,911,288.56)

-

(100,911,288.56)

479,869,990.57

202,209,437.84

462,232,143.98

235,698,669.74

Refundable and guarantee deposits

16,011,305.81

53,470,580.51

16,022,305.81

53,470,580.51

AAT staff pension fund

(9,573,020.14)

(3,297,982.99)

(9,573,020.14)

(3,297,982.99)

407,678,128.73

(851,167,678.40)

397,122,362.34

(845,843,434.74)

17,050,855,636.34

10,244,173,767.84

16,813,175,069.47

10,149,631,385.61

485,338,181.95

1,342,347,667.64

485,235,637.76

1,340,783,028.87

(1,336,827,946.51)

(610,219,319.57)

(1,336,500,391.93)

(609,860,657.61)

16,199,365,871.78

10,976,302,115.91

15,961,910,315.30

10,880,553,756.87

Other current liabilities Interest received Income tax paid Net cash provided by operating activities

150

Annual Report 2010 I Airports of Thailand Public Company Limited


(TRANSLATION) AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES

STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED SEPTEMBER 30, 2010 AND 2009

Unit : Baht

Consolidated

2010

Cash flows from investing activities (Increase) decrease in current investments Cash received from sale of assets

Dividend received from investments

The Company 2009

2010

2009

(6,452,728,530.46)

3,962,984,505.85

(6,452,728,530.46)

3,962,984,505.85

8,623,314.21

7,156,018.87

6,743,193.26

1,865,433.22

37,845,800.00

31,084,700.00

37,845,800.00

31,084,700.00

(2,260,912,055.22)

(1,650,284,678.32)

(2,259,947,054.89)

(1,648,362,489.94)

(370,530,938.38)

(181,887,566.33)

(370,530,938.38)

(181,887,566.33)

Invested in plant and equipment and work in progress Invested in intangible assets Cash received from sale of investments Decrease (Increase) in long-term investments Increase in other non-current assets

195,532,000.00

-

195,532,000.00

300,000,000.00

(4,608,051,562.02)

300,000,000.00

(4,608,051,562.02)

(196,574,219.22)

(820,249,712.11)

(196,574,219.22)

(820,249,712.11)

(103,759,420.93)

(266,548,754.43)

(103,759,420.93)

(264,893,705.46)

(8,842,504,050.00)

(3,525,797,048.49)

(8,843,419,170.62)

(3,527,510,396.79)

Cash (paid) received from bank overdrafts

(4,474,563.86)

4,474,563.86

-

-

Cash (paid) received for promissory notes Cash paid for repayment of finance leased liability Cash paid for repayment of long-term loan

(30,000,000.00)

30,000,000.00

-

-

Decrease in other non-current liabilities Net cash used in investing activities

-

Cash flows from financing activities

Increase in long-term loan Dividend payment Interest paid Net cash used in financing activities Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at the beginning of the periods Cash and cash equivalents at the end of the periods

(157,014,700.36)

-

(157,014,700.36)

-

(4,391,408,126.52)

(1,996,658,002.52)

(4,267,718,126.52)

(1,848,258,002.52)

388,798,473.67

109,220,905.41

388,798,473.67

109,220,905.41

(599,995,186.14)

(3,685,688,329.44)

(599,995,186.14)

(3,685,688,329.44)

(2,390,864,350.00)

(2,502,216,796.47)

(2,331,955,011.37)

(2,423,128,970.25)

(7,184,958,453.21)

(8,040,867,659.16)

(6,967,884,550.72)

(7,847,854,396.80)

171,903,368.57

(590,362,591.74)

150,606,593.96

(494,811,036.72)

3,347,003,031.77

3,937,365,623.51

3,343,455,597.88

3,838,266,634.60

3,518,906,400.34

3,347,003,031.77

3,494,062,191.84

3,343,455,597.88

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

(Signed) Serirat Prasutanond ( Serirat Prasutanond ) President

(Signed) Supaporn Burapakusolsri ( Supaporn Burapakusolsri ) Senior Executive Vice President

Annual Report 2010 I Airports of Thailand Public Company Limited

151


(TRANSLATION) Airports of Thailand Public Company Limited and Subsidiaries

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEARS ENDED SEPTEMBER 30, 2010 AND 2009 1. General Information The Airports of Thailand Public Company Limited (AOT), which was registered as a public limited company on September 30, 2002 and whose head office is located at No. 333, Cherdwutagard Road, Don Mueang, Bangkok 10210, performs and promotes the business operation of international airports as well as related businesses. At present, the Company operates six international airports: Suvarnabhumi Airport, Don Mueang Airport, and four Regional International Airports (Chiang Mai, Hat Yai, Phuket and Chiang Rai). Chaing Rai International Airport has been granted a royal permission to use the name “Mae Fah Luang Chiang Rai International Airport” since March 13, 2010. As at September 30, 2010, there were 4,144 staff and employees in AOT.

2. Basis for Preparation of Financial Statements

The consolidated and the separate financial statements have been prepared in accordance with generally accepted accounting principles under the Accounting Act, B.E. 2543 (2000) being those Thai Accounting Standards under the Accounting Profession Act, B.E. 2547 (2004), and the financial reporting requirements of the Securities and Exchange Commission under the Securities and Exchange Act, B.E. 2535 (1992). The Company has presented the financial statements in compliance with the notification of the Department of Business Development, dated January 30, 2009, “Regulation of the Abbreviated components required in the financial statements, B.E. 2552 (2009)” under the third paragraph of section 11 of the Accounting Act, B.E. 2543 (2000) which is effective for accounting periods beginning on or after January 1, 2009. The consolidated and the separate financial statements have been prepared based on the assumption that users of the financial statements have an understanding of Thai generally accepted accounting principles and practices. The accounting principles applied may differ from generally accepted accounting principles adopted in other countries. The consolidated and the separate financial statements have been prepared under the historical cost convention with the exception of certain amounts, which are accounted for using the fair value method as disclosed in the accounting policies. The significant transactions arising between the Company and subsidiaries are eliminated in the consolidated financial statements. 2.1 The consolidated financial statements present financial position and results of AOT and its subsidiaries’ operations. The subsidiaries are New Bangkok International Airport Co., Ltd.-under liquidation (NBIA) and Suvarnabhumi Airport Hotel (SAH). AOT holds 100% and 60% of shares, respectively. 2.2 The company financial statements present the financial position and results of operations of Suvarnabhumi Airport which was transferred from NBIA since January 1, 2006, Don Mueang Airport, 4 Regional International Airports and the Airports Authority of Thailand Pension Fund. For the convenience of users, an English translation of the consolidated and the separate financial statements has been prepared from the statutory financial statements that were issued in Thai language.

3. Accounting Framework, Amendments to Accounting Standards, New Accounting Standards and New Financial Reporting Standards

The accounting framework, amendments to accounting standards, new accounting standards and new financial reporting standards which were published in the Royal Gazette on May 26, 2010 and August 30, 2010 are as follows: 3.1 Effective on May 26, 2010 - Framework for the Preparation and Presentation of Financial Statements (Revised 2009) 3.2 Effective for the period beginning on or after January 1, 2011 - Thai Accounting Standard No. 1 (Revised 2009) Presentation of Financial Statements - Thai Accounting Standard No. 2 (Revised 2009) Inventories - Thai Accounting Standard No. 7 (Revised 2009) Statement of Cash Flows - Thai Accounting Standard No. 8 (Revised 2009) Accounting Policies, Changes in Accounting Estimates and Errors - Thai Accounting Standard No. 10 (Revised 2009) Events after the Reporting Period - Thai Accounting Standard No. 11 (Revised 2009) Construction Contracts - Thai Accounting Standard No. 17 (Revised 2009) Leases - Thai Accounting Standard No. 23 (Revised 2009) Borrowing Costs - Thai Accounting Standard No. 24 (Revised 2009) Related Party Disclosures - Thai Accounting Standard No. 27 (Revised 2009) Consolidated and Separate Financial Statements

152

Annual Report 2010 I Airports of Thailand Public Company Limited


- Thai Accounting Standard No. 28 - Thai Accounting Standard No. 29

(Revised 2009)

-

Thai Accounting Standard No. 31 Thai Accounting Standard No. 33 Thai Accounting Standard No. 34 Thai Accounting Standard No. 36 Thai Accounting Standard No. 37

(Revised 2009) (Revised 2009) (Revised 2009) (Revised 2009) (Revised 2009)

-

Thai Accounting Standard No. 38 Thai Accounting Standard No. 40 Thai Financial Reporting Standards No. 3 Thai Financial Reporting Standards No. 5

(Revised 2009) (Revised 2009) (Revised 2009)

- Thai Financial Reporting Standards No. 6

3.3 Effective for the period beginning on or after January 1, 2013 - Thai Accounting Standard No. 12 - Thai Accounting Standard No. 20 (Revised 2009)

Investments in Associates Financial Reporting in Hyperinflationary Economies Interests in Joint Ventures Earnings per Share Interim Financial Reporting Impairment of Assets Provisions, Contingent Liabilities and Contingent Assets Intangible Assets Investment Property Business combinations Non-current Assets Held for Sale and Discontinued Operations Exploration for and Evaluation of Mineral Resources

Income Taxes Accounting for Government Grants and Disclosure of Government Assistance However, AOTâ&#x20AC;&#x2122;s management has determined that the accounting framework, amendments to accounting standards, new accounting standards and new financial reporting standards will not have any significant impact on the financial statements being presented for the year in which they are initially applied.

4. Summary of Significant Accounting Policies

These financial statements have been prepared in conformity with accounting standards subject to the Accounting Professions Act, B.E.2547 (2004). The significant accounting policies are: 4.1 Revenue recognition 4.1.1 Landing and parking charges, passenger service charges, use of utilities charges and service charges are recognized as revenues in the accounting period in which services are provided. 4.1.2 Rent for offices and real estate properties, and concession revenues are recognized as revenues according to the period of time and commission rates specified in the contract. 4.1.3 Revenues from hotel business and restaurant are recorded as revenues in accordance with the price in invoice (excluding VAT) for goods and services after discount and added service charges. 4.1.4 Interest income is recognized according to the period of time to which it applies, taking into account the actual rate of return. 4.1.5 Dividends are recognized when the dividend payment is announced. 4.1.6 Expenses are recorded by accrual basis. 4.2 Allowance for doubtful accounts Allowance for doubtful accounts is set up by considering the estimated losses expected to be incurred as a result of non-payment by accounts receivable, based on past collection experience and the current status of accounts receivable as of the balance sheet date. Bad debts are written off as they are identified during the year. 4.3 Inventories and supplies Inventories are stated at cost or net realizable value whichever is lower. The cost of inventories is calculated by weighted average method. Inventories cost is comprised of purchasing cost and other direct expenses related to that purchasing. Net realizable value is the estimated selling price in the ordinary course of business less the estimated cost of that sale. Supplies are recorded at weighted average cost. For those with no movement for over 5 years, provision for obsolescence is made at a full amount. 4.4 Investments 4.4.1 Long-term investment Investments in non-marketable equity securities are recognized as general investments and stated at cost adjusted for impairment. 4.4.2 Investment in equity securities Investments in marketable equity securities available for sale are stated at fair value. Unrealized gains or losses on changes in valuation are shown as separate items under shareholdersâ&#x20AC;&#x2122; equity. 4.4.3 Investments in subsidiaries and associates are recorded according to the equity method and presented in the companyâ&#x20AC;&#x2122;s financial statements by cost method. Annual Report 2010 I Airports of Thailand Public Company Limited

153


4.5 Plant and equipment are recorded at cost as of the date of acquisition or at the completion date. All AOT buildings are constructed on state properties leased from the Treasury Department, Ministry of Finance. According to the regulations of the Ministry of Finance and the Royal Thai Air Force, all constructions become the property of the Ministry of Finance upon completion. However, the AOT records such properties as assets since the AOT accepts all risks and benefits of such properties, and pays compensation for the use of state properties to the Treasury Department. After AOT was privatized to a limited public company, the Ministry of Finance and the Royal Thai Air Force issued a new regulation. Moreover, the Ministry of Finance and the Department of Commercial Aviation issued 2 new regulations. These new regulations came into effect on September 30, 2002. Clause 8 of three new regulations stated that the ownership of the buildings and constructions will belong to the Ministry of Finance when the contract to use the state property land made under these regulations is terminated. The total period of time shall not exceed 50 years from the effective date of utilization agreement. AOT had committed to 4 utilization agreements since September 30, 2002 and amended 1 utilization agreement on September 28, 2004. The use of state property land lasts for 30 years (September 30, 2032). AOT is allowed to extend the period for using state property land 2 times, 10 years each extension (September 30, 2052). AOT has paid compensation for using state property to the Treasury Department as Note 6.23 Depreciation expense for operating equipment for hotel business is recorded in accordance with the estimated useful life of assets. Calculation of depreciation is made by straight -line method according to the estimated useful life of each type of assets as follows: Useful life of acquired assets [years] Building, construction, and landscape architecture 20 – 50 Electricity, water, fuel and communication systems 10 – 20 Machinery, tools & appliances, and equipment 5 – 10 Vehicles 5 – 8 Furniture, fixture and office equipment 3 – 10 4.6 Foreign currency transactions are translated into Baht at the rate ruling on the transactions date. Assets and liabilities dominated in foreign currency remaining at the balance sheet date are translated into Baht at the exchange rate as referred to the reference of the date notified by the Bank of Thailand. Gains or losses on currency exchange are recognized as incomes or expenses in the statement of income. 4.7 Interest on loans arises from loans for the projects under construction which is a part of construction cost and will be recognized as an expense upon completion. 4.8 AAT Staff Pension Fund and Employee benefits 4.8.1 AOT has established “The Staff Pension Fund of Airport Authority of Thailand” and contributed to the pension fund at the rate 10% of its employees’ salaries who did not transfer to a provident fund as stated in Note 4.8.2, to provide an adequate reserve of the obligation due at the end of each accounting period. Contributions are included in other non-current liabilities in the balance sheet. Income and expenses are recognized in the statement of income. 4.8.2 AOT has established a provident fund for staff and employees who voluntarily participate in the fund, since March 28, 1994, in accordance with the Provident Fund Act, B.E. 2530 (1987). Staff and employees themselves are required to contribute at the rates ranging from 2-15 % of their salaries and shall not exceed AOT contribution rates. According to AOT board of directors’ resolution at the meeting No. 9/ 2005 dated June 30, 2005, the AOT contribution rates are adjusted as follows:

Years of employment

AOT contribution rates

Not over 10 years

9

Over 10 years

10

Over 20 years

12

Over 25 years

15

Members can change the rate of contribution from 2-15% according to their employment periods. Such change will be effective in April and October each year.

154

Annual Report 2010 I Airports of Thailand Public Company Limited


AOT contributions are recognized as expenses in the statement of income in which they incurred. The provident fund is separated from AOT and managed by provident fund management company that is under the regulation of the provident fund committee. 4.9 Cash and cash equivalents include cash on hand and at bank maturing within 3 months from the date of acquisition. 4.10 Income tax since AOT securities have been registered in the Stock Exchange of Thailand (SET) on March 11, 2004, its income tax rate was reduced from 30 % to 25 % of net profit after adjusting certain provisions and expenses not complying with the principles of the Revenue Department, starting from the accounting period of October 1, 2004 to September 30, 2009. For the accounting period of October 1, 2010, AOT entitled to the reduced income tax rate for one more accounting period in compliance with the Royal Decree No. 475. AOT will pay income tax at 25% for the first Baht 300.00 million of net income and 30% for the net income exceeding Baht 300.00 million. 4.11 Intangible assets are presented at cost deducted by accumulated amortization expense. Intangible assets comprise of: - Software licenses which can be detached from the related equipment are amortized on a straight line basis according to the 5-10 years estimated useful life of assets. - Compensation for noise impact is paid to entities/owners for reengineering building and construction in order to prevent noise impact incurred from the operations of Suvarnabhumi Airport. The compensation is amortized by straight - line method for 20-50 years. 4.12 Basic earnings per share are calculated by dividing the net profit for the year by the weighted average number of ordinary shares issued during the year. 4.13 Use of accounting estimates: Preparation of financial statements in conformity with Thai Accounting Standards requires management to make judgments, estimates and assumptions that affect the application of policies and reported amount of assets, liabilities, income and expenses. These judgments, estimates and assumptions are based on historical experience and various other factors. These estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods, if the revision affects both current and future periods. 4.14 Cross currency and interest rate swap contracts: The financial derivative was made with an objective to prevent the risk under accrual basis. Gains and losses from Baht conversion were recognized in the statement of income. Interest was applied to accounting policy as stated in item 4.7 4.15 Provisions: The company will record provisions whenever it is an obligation arisen as a result of past event and it is probable that the company will lose economic resource to settle the obligation and the amount of the obligation can be reliably estimated.

5. Segmented Financial Information

AOT and subsidiary have 2 main segments, which are airport business and hotel business. In 2010 and 2009, AOT and its subsidiary have no substantial activities in segments. AOT, therefore, has neither presented financial information by business segments nor geographical segments.

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155


6. Supplementary Information 6.1 Cash and cash equivalents

Consolidated

2010

Cash

Bank deposits Current account and savings deposits Fixed deposits Bill of Exchange with maturity less than 3 months Bonds with maturity less than 3 months Savings deposit at the AAT Savings and Credit Cooperative Limited Total

The Company

2009

82.89

2010

351.12

1,076.77

-

Unit : Million Baht

81.66

1,224.98

2009 349.88

1,053.15

500.00

-

1,222.68

500.00

500.00

800.00

500.00

800.00

1,789.39

399.93

1,789.39

399.93

69.86

70.97

69.86

70.97

3,518.91

3,347.00

3,494.06

3,343.46

As at September 30, 2010 and 2009, cash and cash equivalents include reserve of the AAT Staff Pension Fund of Baht 58.89 million and Baht 62.86 million. 6.2 Current investments Unit : Million Baht

Consolidated and The Company

2010

Fixed deposits

Held-to-maturity debt securities - within 1 year Bill of Exchange

Bonds Total

2009

16,853.50

7,803.45

1,000.00

3,100.00

694.07

18,547.57

1,191.39 12,094.84

Fixed deposits are over 3 months but less than 1 year maturity. As at September 30, 2010 and September 30, 2009, Fixed deposits are over 3 months but less than 1 year maturity. As at September 30, 2010 and September 30, 2009, fixed fixed deposits deposits include include the the deposits deposits of of the the AAT AAT Staff Staff Pension Pension Fund Fund in in the the amount amount of of Baht Baht 3.50 3.50 million million and and Baht Baht 3.45 3.45 million, respectively. million, respectively.

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Annual Report 2010 I Airports of Thailand Public Company Limited


6.3 Trade accounts receivable – net

Unit : Million Baht

Consolidated

Third parties Related parties

Total

The Company

2010

2009

2010

2009

3,867.24

2,636.53

3,819.44

2,595.78

103.64

664.94

110.14

671.41

3,970.88

3,301.47

3,929.58

3,267.19

627.07

675.97

616.55

2,674.40

3,253.61

2,650.64

Less : Allowance for doubtful accounts

686.97

Trade accounts receivable – net

3,283.91

The The allowance allowance for for doubtful doubtful accounts accounts of of Baht Baht 686.97 686.97 million million consists consists of of 77 proceeding proceeding legal legal cases cases accounted accounted for for Baht Baht 9.41 million, 8 cases under process of gathering evidence for further legal action accounting for Baht 17.49 million, 9.41 million, 8 cases under process of gathering evidence for further legal action accounting for Baht 17.49 million, 33 cases cases under under consideration consideration of of the the state state attorney attorney for for Baht Baht 191.66 191.66 million million and and 132 132 cases cases in in the the process process of of negotiation negotiation and and pursuing totaling Baht 468.41 million. pursuing totaling Baht 468.41 million. Unit : Million Baht Unit : Million Baht Unit : Million Baht The Company

Trade Trade accounts accounts receivable receivable are are classified classified as as follows: follows: Consolidated Consolidated 2010 2009 2010 2009 3,105.47 2,370.38 Not overdue

The Company 2010 2009 2010 2009 3,094.50 2,358.31

Not Not overdue over 6 months Not 6 months Overover 6 months – 1 year

3,105.47 76.54

2,370.38 127.63

3,094.50 60.84

2,358.31 115.96

76.54 93.53

127.63 308.92

60.84 89.22

115.96 308.61

Over months – 1 year Over 61 year – 2 years Over Over 12 year years– 2 years

93.53 214.64

308.92 91.59

89.22 214.64

308.61 88.27

214.64 480.70

91.59 402.95

214.64 470.38

88.27 396.04

480.70 3,970.88

402.95 3,301.47

470.38 3,929.58

396.04 3,267.19

3,970.88

3,301.47

3,929.58

3,267.19

Over Total 2 years Total 6.4 Other receivables 6.4 Other receivables

Unit : Million Baht Unit : Million Baht The Company

Consolidated

Consolidated 2010 2009

The Company 2010 2009

Receivables from the Revenue Department Receivables from the State Receivables from the Revenue Department Railway of Thailand Receivables from the State Receivables from extended credit Railway of Thailand

1,247.19 2010

1,246.88 2009

1,246.68 2010

1,246.68 2009

1,247.19 37.70

1,246.88 4,792.49

1,246.68 37.70

1,246.68 4,792.49

37.70 2.58

4,792.49 4.44

37.70 2.58

4,792.49 4.44

Receivables from extended credit Other receivables

2.58 20.15

4.44 1.82

2.58 9.30

4.44 1.57

Other Total receivables

20.15 1,307.62

1.82 6,045.63

9.30 1,296.26

1.57 6,045.18

Total 1,307.62 6,045.63 1,296.26 6,045.18 Receivables from the Revenue Department amounting to Baht 1,247.19 million in the consolidated financial statements as at September 30, 2010, include Baht 0.51 million of SAH input tax refund and Baht 1,246.68 million of AOT input tax refund. AOT input tax refund was the input tax incurred from the construction of Suvarnabhumi Airport

Annual Report 2010 I Airports of Thailand Public Company Limited

157


during Receivables June 1996 from – December the Revenue 2005 and Department transferredamounting from NBIA toonBaht January 1,247.19 1, 2006. million Referring in the to consolidated the input taxfinancial refund process, theasCouncil statements at September of State30, considered 2010, include thatBaht AOT,0.51 as million the oneofthat SAH NBIA inputwas tax transferred refund and Baht to in 1,246.68 accordance millionwith of AOT the cabinet’s input tax resolution refund. AOT andinput business tax refund transferring was the contract, input tax is entitle incurred to the from right theand construction responsibility of Suvarnabhumi transferred from Airport NBIA to applyJune during for the 1996VAT – December refund (input 2005tax). andHowever, transferred AOT must from NBIA act inonaccordance January 1, with 2006.criteria Referring stated to the in the input Revenue tax refund Code and otherthe process, related Council law.of State considered that AOT, as the one that NBIA was transferred to in accordance with the cabinet’s AOT acted resolution according and business to the criteria transferring set bycontract, the Revenue is entitle Department. to the right AOTand filed responsibility the estimation transferred of use offrom building NBIA to apply VAT refund (input tax). must act to in file accordance criteria stated in the space to for thethe Revenue Department and However, received AOT an extension details ofwith building construction andRevenue use fromCode the and otherDepartment. related law. At present, it is under tax refund examination process of the Revenue Department. Revenue AOT acted according to the criteria set by the Revenue Department. AOT filed the estimation of use of building space to Inventories and supplies - net the Revenue Department and received an extension to file details of building construction and use from the 6.5 Revenue Department. At present, it is under tax refund examination process of the Revenue Department. Unit : Million Baht Consolidated The Company 6.5 Inventories and supplies - net Unit : Million Baht Unit : Million Baht 2010 2009 2010 2009 Consolidated The Company Inventories and supplies 254.70 208.10 248.75 201.65 Less: Allowance for damaged and obsoleted supplies Inventories and supplies Inventories and supplies – net Less: Allowance for damaged and obsoleted supplies 6.6 Other current assets Inventories and supplies – net

6.6 Other current assets

2010 0.43

2009 1.55

2010 0.43

2009 1.55

254.70 254.27

208.10 206.55

248.75 248.32

201.65 200.10

0.43

1.55

0.43

1.55

254.27

206.55

248.32

Consolidated 2010

2009

200.10 Unit : Million Baht

The Company 2010

Unit : Million Baht Unit : Million Baht 2009

Assets available for sale

159.13Consolidated -

135.38The Company -

Less: Allowance for impairment of assets

2010 159.13

2010 135.38

Assets available for sale Assets available for sale – net

159.13 -

-

135.38 -

-

Less: Allowance for impairment of assets Accrued input tax

159.13 172.81

184.77

135.38 159.30

175.37

Assets available for sale – net Other Current assets

966.54

395.82

964.93

392.71

Accrued input tax Total

172.81 1,139.35

184.77 580.59

159.30 1,124.23

175.37 568.08

2009 -

2009 -

Other Current assets 966.54 395.82 964.93 392.71 Assets available for sale amounting to Baht 159.13 million in the consolidated financial statements and Baht 135.38 million of Baht 159.13 million and Baht Total in the company financial statements less allowance 1,139.35 for impairment 580.59of assets 1,124.23 568.08 135.38 million, respectively, incurred from AOT’s policy as shown in Note no. 6.7 Assets available for sale amounting to Baht 159.13 million in the consolidated financial statements and Baht 135.38 million in the company financial statements less allowance for impairment of assets of Baht 159.13 million and Baht 135.38 million, respectively, incurred from AOT’s policy as shown in Note no. 6.7

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Annual Report 2010 I Airports of Thailand Public Company Limited


6.7 Investments in Subsidiaries and Associates Consolidated

Name of Company

Percentage of shareholding (%) 2010

Associated Company Thai Airport Ground Services Co., Ltd. Total

Unit : Million Baht

2009

Investments Cost method 2010

2009

2010

2009

-

28.50

-

149.62

-

175.88

-

149.62

-

175.88

The Company

Name of Company

Equity method

Percentage of Shareholding (%) 2010 2009

Investments Cost method 2010 2009

Unit : Million Baht

Dividends 2010

2009

Associated Company - Thai Airport Ground - 28.50 - 149.62 - - Services Co., Ltd. Subsidiaries - New Bangkok International Airport Co., Ltd. (NBIA) 100.00 100.00 39,029.00 39,029.00 - - : under liquidation - Suvarnabhumi Airport 60.00 60.00 610.67 610.67 - - Hotel Co., Ltd. (SAH) Total 39,639.67 39,639.67 As at September 30, 2009, AOT had investment in 2,850,000 ordinary shares, baht 100 each, of Thai Airport Ground Services Co., Ltd. which were fully paid up 142,500 shares amounting to Baht 14.25 million and 50% paid up of 2,707,500 shares amounting to Baht 135.38 million, total shares value of Baht 149.62 million. On November 25, 2009, Thai Airport Ground Services Co., Ltd. made call upon shareholders to pay for shares in full by additional payment of 50 %, amounting to Baht 135.38 million. However AOT had a policy not to pay for the call. On January 21, 2010, the company issued a notice that shares will be forfeited and sold by public auction. Therefore, in this accounting period, AOT reclassified investment in ordinary shares of Thai Airport Ground Services Co., Ltd. which were unpaid up and presented as assets available for sale as shown in Note 6.6, and presented investment in fully paid up shares as general investments according to Note 6.8. As at September 30, 2010, AOT recorded provisions from investment in an amount of Baht 135.38 million

Annual Report 2010 I Airports of Thailand Public Company Limited

159


6.8 Long-term investments Consolidated

Percentage of Name of Company

Shareholding (%)

2010

1. General Investments

2009

At Cost

2010

Fair Value

2009

Book Value

2010

2009

2010

Dividends

2009

2010

2009

10.00

10.00

20.00

20.00

-

-

20.00

20.00

-

-

10.00

10.00

10.00

10.00

-

-

10.00

10.00

3.00

3.00

10.00

10.00

3.00

3.00

-

-

-

-

9.00

9.00

10.80

10.80

-

-

10.80

10.80

7.56

-

5.00

-

10.00

-

-

-

10.00

-

-

-

1.38

-

22.00

-

-

-

-

-

-

1.50

1.50

0.75

0.75

-

-

0.75

0.75

-

-

10.00

10.00

53.00

53.00

-

-

53.00

53.00

1.43

-

16.75

-

-

-

16.75

-

(22.00)

-

-

-

(3.00)

(3.00)

-

-

-

113.30

104.55

-

-

4.94

4.94

21.00

21.00

246.96

3. Fixed Deposits

5,000.00

5,300.00

Grand Total

5,132.30

5,425.55

Airport Duty Free Co., Ltd. Phuket Air Catering Co., Ltd. Airport Associated Co., Ltd. Don Mueang International Airport Hotel Co., Ltd. King Power Duty Free Co., Ltd. Fuel Pipeline Transportation Ltd. Trade Siam Co., Ltd. Thai Aviation Refuelling Co., Ltd. Thai Airport Ground Services Co., Ltd. Less : Allowance for impairment in value of investments Fuel Pipeline Transportation Ltd. Airport Associated Co., Ltd. Total 2 . Availableâ&#x20AC;&#x201C;for-sale equity securities Bangkok Aviation Fuel Service Public Company Limited (BAFS)

Unit : Million Baht Unit : Million Baht

160

Annual Report 2010 I Airports of Thailand Public Company Limited

-

246.96

-

-

-

15.19

-

3.78

14.73

-

-

-

111.30

104.55

194.04

246.96

194.04

12.10

9.58

5,000.00

5,300.00

5,358.26

5,598.59

-

194.04


The Company

Unit : Million Baht Unit : Million Baht

Percentage of Name of Company

2010 1. General investments Airport Duty Free Co., Ltd. Phuket Air Catering Co., Ltd. Airport Associated Co., Ltd. Don Mueang International Airport Hotel Co., Ltd. King Power Duty Free Co., Ltd. Fuel Pipeline Transportation Ltd. Trade Siam Co., Ltd. Thai Aviation Refuelling Co., Ltd. Thai Airport Ground Services Co., Ltd. Less : Allowance for impairment in value of investments Fuel Pipeline Transportation Ltd. Airport Associated Co., Ltd. Total 2. Available–for-sale equity securities Bangkok Aviation Fuel Service Public Company Limited (BAFS) 3. Fixed Deposits Grand Total

At Cost

Shareholding (%) 2009

2010

Fair Value

2009

2010

Book Value

2009

2010

Dividends

2009

2010

2009

10.00

10.00

20.00

20.00

-

-

20.00

20.00

-

-

10.00

10.00

10.00

10.00

-

-

10.00

10.00

3.00

3.00

10.00

10.00

3.00

3.00

-

-

-

-

9.00

9.00

10.80

10.80

-

-

10.80

7.56

3.78

-

5.00

-

10.00

-

-

-

10.00

-

-

-

1.38

-

22.00

-

-

-

-

-

-

1.50

1.50

0.75

0.75

-

-

0.75

0.75

-

-

10.00

10.00

53.00

53.00

-

-

53.00

53.00

-

-

-

14.25

-

(22.00)

-

-

-

-

(3.00)

(3.00)

-

-

-

-

108.80

104.55

-

-

21.00

21.00

246.96

5,000.00

5,300.00

5,129.80

5,425.55

1.43

4.94

-

4.94

14.25

-

10.80

-

-

108.80

104.55

194.04

246.96

194.04

-

-

5,000.00

5,300.00

246.96

194.04

5,355.76

5,598.59

15.19

-

12.10

14.73

-

9.58

AOT has a policy to sell shares in 5 associates which are Airport Associated Co., Ltd., Airport Duty Free Co., Ltd., Thai Airport Ground Services Co., Ltd., King Power Duty Free Co., Ltd. and Fuel Pipeline Transportation Ltd. In this accounting period, AOT operated as follows: - AOT sold all 100,000 shares of the King Power Duty Free Co., Ltd., historical cost amounting to Baht 10 million, to original shareholder at book value as at December 31, 2009, totaling of Baht 195.51 million in compliance with the AOT’s board of directors’ resolution No. 14/2009 dated December 8, 2009. As a result, there was gain on sale of investment amounting to Baht 185.51 million - AOT sold all 220,000 shares of Fuel Pipeline Transportation Ltd., which had no book value (historical cost Baht 22.00 million less allowance for impairment in value of investments Baht 22.00 million), to original shareholders at Baht 0.10 per share. As a result, there was gain on sale of investment amounting to Baht 0.02 million.

Annual Report 2010 I Airports of Thailand Public Company Limited

161


6.9 Related party transactions The related party transactions are included in the financial statements based on normal business as follows:

Unit : Million Baht Unit : Million Baht

Consolidated

6.9.1 Trade accounts receivable Thai Airport Ground Services Co., Ltd.

2010

2009

11.98

21.08

11.98

0.99

0.80

0.99

0.80

6.50

6.47

-

King Power Duty Free Co., Ltd.

-

Thai Aviation Refuelling Co., Ltd.

632.79

-

632.79

0.63

0.03

0.63

0.03

80.94

19.34

80.94

19.34

103.64

664.94

110.14

671.41

0.16

0.21

0.16

0.21

103.48

664.73

109.98

671.20

9.17

8.71

18.30

6.74

27.47

15.45

0.02

0.01

Less : Allowance for doubtful accounts Trade accounts receivable - net

2010

21.08

Suvarnabhumi Airport Hotel Co., Ltd.

Total

2009

Phuket Air Catering Co., Ltd.

Bangkok Aviation Fuel Service Plc.

The Company

6.9.2 Accrued income Thai Aviation Refuelling Co., Ltd. Suvarnabhumi Airport Hotel Co., Ltd.

8.71

9.17 -

Total

9.17

8.71

6.9.3 Trade accounts payable Suvarnabhumi Airport Hotel Co., Ltd.

-

Thai Airport Ground Services Co., Ltd.

18.77

0.21

18.77

0.21

Total

18.77

0.21

18.79

0.22

0.16

0.09

-

6.9.4 Accrued expenses Suvarnabhumi Airport Hotel Co., Ltd.

-

-

Thai Airport Ground Services Co., Ltd.

83.64

85.93

83.64

85.93

Total

83.64

85.93

83.80

86.02

-

-

1.89

1.89

6.9.5 Revenue received in advance Suvarnabhumi Airport Hotel Co., Ltd.

162

Annual Report 2010 I Airports of Thailand Public Company Limited


6.9 Related party transactions (Continued) Unit : Million Baht

Consolidated

2010

The Company

2009

2010

2009

6.9.6 Revenues and expenses

Operating revenues

Thai Airport Ground Services Co., Ltd.

20.23

35.80

20.23

35.80

Phuket Air Catering Co., Ltd.

25.39

21.20

25.39

21.20

King Power Duty Free Co., Ltd.

-

2,441.44

-

2,441.44

Bangkok Aviation Fuel Service Plc.

245.45

244.81

245.45

244.81

Don Mueang International Airport Hotel Co., Ltd.

4.88

5.25

4.88

5.25

14.22

13.07

14.22

13.07

59.68

63.07

Thai Aviation Refuelling Co., Ltd. Suvarnabhumi Airport Hotel Co., Ltd. Total

-

-

310.17

2,761.57

369.85

2,824.64

71.40

315.91

71.40

315.91

1.05

0.85

72.45

316.76

Operating expenses Thai Airport Ground Services Co., Ltd. Suvarnabhumi Airport Hotel Co., Ltd.

-

Total

71.40

315.91

Other expenses Thai Airport Ground Services Co., L td.

-

3.35

-

3.35

Total

-

3.35

-

3.35

Annual Report 2010 I Airports of Thailand Public Company Limited

163


6.10 Plant and equipment - net

Cost As at September 30, 2009 Additions Reclassification Disposals As at September 30, 2010 Accumulated Depreciation As at September 30, 2009 Depreciation for the Period Reclassification Disposals As at September 30, 2010 Book Value - net As at September 30, 2009 As at September 30, 2010

Unit : Million Baht

Consolidated Building & Equipment Total Construction

The Company

Building & Equipment Total Construction

101,010.53

39,918.11

140,928.64

98,885.88

39,385.00

138,270.88

698.63

2,455.40

3,154.03

698.63

2,453.37

3,152.00

(92.88)

(15.33)

(108.21)

(92.88)

(15.14)

(108.02)

(4.35)

(121.95)

(126.30)

(4.26)

(118.30)

(122.56)

101,611.93

42,236.23

143,848.16

99,487.37

41,704.93

141,192.30

17,869.89

21,217.25

39,087.14

17,500.84

20,901.89

38,402.73

2,670.62

5,464.24

8,134.86

2,554.58

5,369.71

7,924.29

-

-

-

-

-

-

(0.63)

(118.72)

(119.35)

(0.58)

(116.24)

(116.82)

20,539.88

26,562.77

47,102.65

20,054.84

26,155.36

46,210.20

83,140.64

18,700.86

101,841.50

81,385.04

18,483.11

99,868.15

81,072.05

15,673.46

96,745.51

79,432.53

15,549.57

94,982.10

As at September 30, 2010, net plant and equipment of AOT in the consolidated and the company financial statements are Baht 96,745.51 million and Baht 94,982.10 million, respectively. The material items are as follows: 6.10.1 Finance leased assets As at September 30, 2010, finance leased assets which included in equipment are as follows: Unit : Million Baht

Cost Less Depreciation

Consolidated 2010

The Company

2009

2010

2009

1,287.50

-

1,286.45

-

244.28

-

244.28

-

1,043.22 - 1,042.17 - Book Value 6.10.2 Plant and equipment of Don Mueang Airport As at September 30, 2010 and 2009, the book value of plant and equipment at Don Mueang Airport amounted to Baht 4,378.70 million and Baht 4,960.22 million, respectively. Subsequent to the commencement of operations at Suvarnabhumi Airport, there are indications that assets at Don Mueang Airport may be impaired. At present, AOT cannot reliably estimate the recoverable amount of Don Mueang Airportâ&#x20AC;&#x2122;s assets in order to determine whether and to what extent the assets are imparied due to circumstances surrounding the plan for utilization of such assets. The Office of National Economic and Social Development Board and the Ministry of Transport, by resolution of the Council of Economic ministers, jointly conducted a feasibility study on the development concept for Suvarnabhumi Airport and Don Mueang Airport, and in this regard the Ministry of Transport delegated AOT to employ the International Air Transport Association (IATA) to conduct the study under 3 options summarized as follows:

164

Annual Report 2010 I Airports of Thailand Public Company Limited


(1) Don Mueang Airport continues its present operations, while Suvarnabhumi Airport accelerates its development projects to accommodate future traffic demand. (2) Don Mueang Airport accommodates domestic non-connecting flights, low-cost carriers or international flights in the region with the capacity of 10 million passengers/year in order to delay additional investments at Suvarnabhumi Airport. (3) Don Mueang stops serving all scheduled flights and redirects its business to the development of other commercial activities, while Suvarnabhumi Airport accelerates its additional investments to cope with an increase in passenger number which is expected to be at 60-65 million passengers/year. AOT has made preliminary estimates of the recoverable amounts of assets at Don Mueang Airport under the 3 options based on the asset’s value in use. The results of the preliminary estimates are as follows: Option (1) The book values of assets at Don Mueang Airport as at September 30, 2010 and 2009 are higher than their recoverable amounts. If option 1 is selected, assets at Don Mueang Airport will be impaired by approximately Baht 3,600 million Option (2) The book values of assets at Don Mueang Airport as at September 30, 2010 and 2009 are less than their recoverable amounts. If option 2 is selected, assets at Don Mueang Airport will not be impaired. Option (3) The book values of assets at Don Mueang Airport as at September 30, 2010 and 2009 are higher than their recoverable amounts. If option 3 is selected, assets at Don Mueang Airport will be impaired by approximately Baht 2,200 million under the assumption that personnel expenses related to aviation activities are excluded as a result of the transfer of personnel to other airports operated by AOT. However, the management has no authority to make a decision on the selection of such options as this authority rests with the Cabinet. Therefore, the management has to wait for the Cabinet’s resolution before conducting a detailed estimate of the recoverable amount of assets at Don Mueang Airport in accordance with the Cabinet’s resolution on the option in order to conclude whether assets at Don Mueang Airport are impaired and if so, the extent of impairment. 6.11 Assets under construction Consolidated and The Company Unit : Million Baht Suvarnabhumi Regional Don Mueang Total Airport Airports Airport 6,267.69 273.56 6.37 6,547.62 As at October 1, 2009 Addition

3,131.33

280.71

Write off to expenses

-

(24.00)

Transfer to plant and equipment

(504.57)

25.70

(2,500.33)

As at September 30, 2010 6.12 Intangible Assets - net Consolidated and The Company

6,898.69

Computer Software

Cost

17.02

3,429.06

(24.00)

(21.99)

(3,026.89)

1.40

6,925.79

-

Unit : Million Baht

Noise Compensation

As at September 30, 2009

Total

1,149.95

367.37

1,517.32

158.34

213.27

371.61

1,308.29

580.64

1,888.93

As at September 30, 2009

408.71

25.36

434.07

Amortization for the Period

127.48

16.95

144.43

As at September 30, 2010

536.19

42.31

578.50

Additions As at September 30, 2010 Amortization

Book Value - net

As at September 30, 2009

741.24

342.01

1,083.25

As at September 30, 2010

772.10

538.33

1,310.43

Annual Report 2010 I Airports of Thailand Public Company Limited

165


6.13 Other non-current assets

Unit : Million Baht

Consolidated

2010

Unused land and Construction

The Company

2009

2010

2009

2,162.72

1,989.23

2,162.72

1,989.23

24.44

3.65

24.44

3.65

3.02

2.36

3.01

2.36

Cross Currency and Interest Rate Swap

5,012.80

6,694.92

5,012.80

6,694.92

Total

7,202.98

8,690.16

7,202.97

8,690.16

Advance payment Guaranteed money

Net unused land and construction amounting to Baht 2,162.72 million are as follows: - There is 692 Rai, 2 Ngan, and 22 Square Wah of unused land at Suvarnabhumi Airport amounting to Baht 1,730.68 million. At present, it is under the analysis to set land management guidelines for the efficiency and the ultimate benefits. The land management plan is not yet concrete. - AOT repurchased land and construction amounting to Baht 432.04 million from people who are affected by noise impact. AOT has a policy to give rights to AOT’s employees and employees of other entities who work at Suvarnabhumi Airport to purchase those assets at a reasonable price which may be lower than the acquired cost. Moreover, AOT will permit an assets management company to manage all assets or assets left from those provided for AOT’s employees. 6.14 Promissory Notes Consolidated SAH has issued 3 promissory notes amounting to Baht 30 million (Baht 10 million each), at the deposit saving interest rate plus 1.55% paid each month. As at September 30, 2010, SAH fully paid the promissory notes. The Company AOT has issued promissory note to NBIA amounting to Baht 38,483.81 million on January 1, 2006 for discrepancy between the assets and liabilities transferred from NBIA, 0.5 % of interest rate per annum. AOT has not to pay interest since the dissolution date of NBIA. The maturity date of this note will be the last working day prior to the date that the remaining of share value will be returned to AOT, (if any).

6.15 Other current liabilities

Consolidated

2010

2009

Unit : Million Baht

The Company 2010

2009

Employees’ bonus payable

822.97

632.94

822.97

632.94

Accrued output tax

226.10

457.96

222.34

454.15

2,312.73

2,258.14

2,312.73

2,258.14

26.15

75.33

26.15

75.33

386.97

244.41

388.86

246.30

31.50

30.44

30.81

29.60

412.03

120.71

392.95

112.21

12.88

7.18

12.88

7.18

4,231.33

3,827.11

4,209.69

3,815.85

Accrued property tax Value added tax payable Revenue received in advance Withholding tax payable Other liabilities Pension payable (AAT Staff Pension Fund) Total

166

Annual Report 2010 I Airports of Thailand Public Company Limited


6.16 Long – term loans Consolidated

Foreign Loans Less : Current portion of Long – term loan

2010 Million Million Yen Baht

2009 Million Million Yen Baht

2010 Million Million Yen Baht

2009 Million Million Yen Baht

162,163.61

59,595.61

173,681.62

65,444.80

162,163.61

59,595.61

173,681.62

65,444.80

12,239.60

4,498.09

12,614.02

4,753.08

12,239.60

4,498.09

12,614.02

4,753.08

149,924.01

55,097.52

161,067.60

60,691.72

149,924.01

55,097.52

161,067.60

60,691.72

Domestic Loans Less : Current portion of Long – term loan Total

The Company

-

1,247.37

-

1,371.06

-

-

-

-

-

148.44

-

148.40

-

-

-

-

-

1,098.93

-

1,222.66

-

-

-

-

149,924.01

56,196.45

161,067.60

61,914.38

149,924.01

55,097.52

161,067.60

60,691.72

6.16.1 Foreign Loans AOT foreign loans were borrowed in Japanese yen from oversea financial institutes, guaranteed by the Ministry of Finance with fixed annual interest rate at 0.75-2.70 % and 2003-2042 payment due. AOT entered into cross currency and interest rate swap for 77.30 % of the remaining balance of loan (as at September 30, 2010, exchange rate was Yen 100 = Baht 36.7503). 6.16.2 Domestic Loans Domestic loans were borrowed from local financial institutes for the construction of Suvarnabhumi Airport Hotel amounting to Baht 1,630.76 million with interest rate as follows: - Contract signed date-September 30, 2007 annual interest rate is MLR-2.0% - From October 1, 2007 onwards annual interest rate is MLR-1.0% The payment is due quarterly for 44 installments, amounting to Baht 37.10 million for each installment. The first payment will be due in February, 2008 and the last payment will be paid within November 30, 2018. There is a postponed principal repayment during the period amounting to Baht 37.10 million. On March 29, 2010, Suvarnabhumi Airport Hotel changed loans repayment criteria. The annual interest rate from February 26, 2010 to February 27, 2011 will be MLR-2.25%. The principal repayment will be paid monthly from March 2010 to November 2016 at Baht 12.37 million. Moreover, the monthly repayment from December 2016 to November 2018 will be Baht 13.92 million. 6.17 AAT Staff Pension Fund AOT has set up a pension fund of Airports Authority of Thailand by contributing 10 % of the employees’ salaries to the fund. As at September 30, 2010, AOT had obligation to pay its employees amounting to Baht 26.07 million. 6.18 Other non-current liabilities Unit : Million Baht

Retentions

Consolidated 2010

The Company

2009

2010

2009

90.00

194.53

90.00

193.81

397.14

233.97

397.14

233.97

Deferred revenue

46.37

47.69

46.37

47.69

Other non-current liabilities

19.93

20.03

19.93

20.03

553.44

496.22

553.44

495.50

Provisions

Total

Annual Report 2010 I Airports of Thailand Public Company Limited

167


Provisions amounting to Baht 397.14 million consist of Baht 135.38 million of expense incurred from investment, Baht 33.29 million of expense from lawsuit, and Baht 228.47 million of expense from property tax penalties. In this accounting period, AOT recorded additional provisions in an amount of Baht 163.17 million. 6.19 Finance leased liabilities Unit : Million Baht

Consolidated

Finance leased liabilities

2010

The Company

2009

2010

2009

- Not later than 1 year

388.55

-

388.24

-

- Later than 1 year but not later than 5 years

839.43

-

838.50

-

Future finance charges on finance leases

(86.99)

-

(86.80)

-

Present value of finance leased liabilities

1,140.99

-

1,139.94

-

Present value of finance leased liabilities

- current liabilities (Not later than 1 year)

350.48

-

350.25

-

- non-current liabilities (Later than 1 year but not later than 5 years)

790.51

-

789.69

-

1,140.99

-

1,139.94

-

Total

6.20 Share Capital AOT had authorized share capital of 1,428,570,000 ordinary shares with a par value of Baht 10 per share. The shares were issued and fully paid-up totally Baht 14,285.70 million. 6.21 Legal reserve According to Article 116 of the Public Limited Companies Act B.E.2535 AOT is required to appropriate not less than 5 percent of its annual net income as a reserve until the reserve fund reaches 10 percent of the authorized share capital. The AOT reserve fund was already appropriated to 10% of the issued and fully paid-up share capital. 6.22 Dividend On January 22, 2010, the Annual Shareholdersâ&#x20AC;&#x2122; meeting of AOT approved the dividend payment for the year 2009 of Baht 0.42 per share, amounting to Baht 600.00 million. AOT paid the dividends on February 10, 2010. 6.23 State property rental The Treasury Department collected the compensation for using the state property from AOT at the rate of 5 percent of the operating income of Don Mueang Airport and Suvarnabhumi Airport and 2 percent for the other 4 Regional International Airports without any expense deduction. After the opening of Suvarnabhumi Airport, the compensation rates for Don Mueang Airport and Regional International Airports will be adjusted according to the study of the consultant provided by the Treasury Department. In this accounting period, AOT and the Treasury Department are negotiating for the new compensation rates, therefore, state property rental amounting to Baht 1,031.42 million has been recorded at the former rates since the opening of Suvarnabhumi Airport. The rental fees of state property amounting to Baht 2.63 million which AOT received from Don Mueang International Airport Hotel Co., Ltd. has been remitted to the Treasury Department, Ministry of Finance at the rate of 50 percent without any expense deduction. The total amount of fees was Baht 1,034.05 million.

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Annual Report 2010 I Airports of Thailand Public Company Limited


6.24 Managements’ Remuneration Managements comprise the Company’s Board of Directors, chief executive, persons in the next four executive levels below the chief executive and persons whose titles equivalent to the forth executive including persons in accounting or finance whose titles higher or equivalent to department manager in accordance with the Securities and Exchange Act. Unit : Million Baht

Consolidated 2010

The Company

2009

2010

2009

Board of Directors’ Remuneration

9.27

8.66

7.94

7.60

Board of Directors’ Bonus

4.19

4.23

4.19

4.23

Chief executive’s Remuneration

11.93

6.44

8.57

5.05

Executives’ Remuneration

41.93

38.48

41.93

38.48

Total

67.32

57.81

62.63

55.36

6.25 Remuneration to Auditors

Unit : Million Baht

Consolidated 2010

The Company

2009

2010

2009

Audit fee

2.65

2.65

2.25

2.25

Other expenses

0.40

0.36

0.40

0.36

3.05

3.01

2.65

2.61

Total 6.26 Finance Costs

Interest expense of loans from financial institutions Interest expense from finance leased liabilities Total

Unit : Million Baht

Consolidated 2010 2,343.49 46.22 2,389.71

The Company

2009 2,493.81 - 2,493.81

2010 2,284.58 46.22 2,330.80

6.27 Gain (loss) on foreign exchange

Realized Gain Unrealized Gain (Loss) Total

2009 2,414.72 - 2,414.72

Unit : Million Baht

Consolidated 2010

The Company

2009

2010

2009

56.04

2.75

55.92

2.72

253.34

(1,851.57)

253.34

(1,851.57)

309.38

(1,848.82)

309.26

(1,848.85)

Annual Report 2010 I Airports of Thailand Public Company Limited

169


6.28

Financial Instruments Interest rate risk Interest rate risk arises from changes in market interest rate which may have and effects on AOT operating results and cash flow in the present and the future. AOT has short term and long term deposits in the financial institutes. The AOT has liabilities from loans with floating interest rate and AOT’s subsidiary has liabilities from loans with fixed interest rate. Exchange rate risk AOT had risk from the variance of currency exchange rate that affects liabilities, operating expenses and interest payment in foreign currency. AOT risk management policy is to set up the risk management subcommittee on foreign debt. AOT entered into cross currency swap for Japanese Yen loans to Thai Baht which was 77.30 % of the remaining amount of loans by applying financial derivative of Cross Currency Swap, Participating Swap and Cross Currency Swap which referring to the Kingdom of Thailand solvency in proportion of 42:33:25 with Thai and foreign financial institutes. Credit risk Credit risk is arisen from the delayed payment of debt of the client. Setting the clear service payment, continually trace the client of outstanding debt, and ask for the guarantee from the client schedule, are the ways to hedge the said matter. The client’s fair value stated in the balance sheet is the net value of the debtor after deducting doubtful account. Liquidity risk AOT and its subsidiaries manage liquidity risk by sufficiently maintaining the level of cash and cash equivalents to support the company’s operations and decrease risk from the effects of cash flow fluctuation. Effective interest rate analysis The effective interest rates of the financial assets and liabilities with interest as at September 30, 2010, were as follows: Consolidated Unit : Million Baht 2010 Cash and current account Cash equivalents Current investments Long-term investments Total Loans (Baht) Loans (Japanese Yen) Total Cash and current account Cash equivalents Current investments Long-term investments Total Loans (Baht) Loans (Japanese Yen) Total

170

Effective interest rate (%)

Within 1 Year

More than 1 Year

More than 2 Years

More than 5 Years

(7.45)

-

-

-

(7.45)

1.31

3,526.36

-

-

-

3,526.36

2.03

18,547.57

-

-

-

18,547.57

5,000.00

-

-

5,000.00

5,000.00

-

-

27,066.48

-

3.22

-

22,066.48

Total

4.12

148.44

148.44

296.88

653.61

1,247.37

1.67

4,498.09

4,505.58

13,539.01

37,052.93

59,595.61

4,646.53

4,654.02

13,835.89

37,706.54

60,842.98

Effective interest rate (%)

Unit : Million Baht

2009 More than 1 Year

More than 2 Years

More than 5 Years

265.08

-

-

-

265.08

1.02

3,081.92

-

-

-

3,081.92

2.05

12,094.84

12,094.84

5,300.00

-

-

5,300.00

15,441.84

5,300.00

-

-

20,741.84

4.95

148.40

148.40

1.67

4,753.08

4,789.33

14,406.22

41,496.17

65,444.80

4,901.48

4,937.73

14,703.02

42,273.63

66,815.86

-

2.62

Within 1 Year

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Annual Report 2010 I Airports of Thailand Public Company Limited

296.80

777.46

Total

1,371.06


The Company

Cash and current account Cash equivalents Current investments Long-term investments Total Loans (Japanese Yen)

Unit : Million Baht Effective interest rate(%) -

2010 Within 1 Year (8.68)

More than 1 Year

More than 2 Years

More than 5 Years

-

-

-

Total (8.68)

1.32

3,502.74

-

-

-

3,502.74

2.03

18,547.57

-

-

-

18,547.57

5,000.00

-

-

5,000.00

22,041.63

5,000.00

-

-

27,041.63

4,498.09

4,505.58

3.22 1.67

-

13,539.01

37,052.93

59,595.61

Unit : Million Baht Effective interest rate(%)

2009 Within 1 Year

More than 1 Year

More than 2 Years

More than 5 Years

Total

Cash and current - 263.83 - - - 263.83 account 1.02 3,079.63 - - - 3,079.63 Cash equivalents 2.05 12,094.84 12,094.84 Current investments 2.62 - 5,300.00 - - 5,300.00 Long-term investments 15,438.30 5,300.00 - - 20,738.30 Total 1.67 4,753.08 4,789.33 14,406.22 41,496.17 65,444.80 Loans (Japanese Yen) Fair value of Financial Instrument Most of the financial assets and liabilities were in short-term category including the loan which its interest rate close to the rate applied in the market. The management believed that the fair value of financial assets and liabilities did not have significant difference from the book value. The fair value of Cross Currency and Interest Rate Swap was the liability. As at September 30, 2010, if the contract is terminated, AOT will pay Baht 351.79 million for compensation that was calculated by decreasing rate fixed by the contractor. 6.29 Commitment Consolidated and The Company AOT’s legal commitments, which are not considered as expenses in the accounting period, are as follows: - Capital expense commitment, as at September 30, 2010 comprises: Unit : Million Baht 62.48 Contracts for regional airports development projects 739.20 Suvarnabhumi Airport’s construction contracts 4,787.19 Noise Impact 5,588.87 Total - Operating expense commitment (VAT included), as at September 30, 2010 comprises: Unit : Million Baht 5,196.43 Contracts with private sector 1,103.17 Repair and maintenance contracts 278.10 Properties leasing contracts 6,577.70 Total The Suvarnabhumi Airport Hotel has entered into 20 – year - contract of hotel management (February 1, 2005January 31, 2025). SAH has obligation for the logo fee amounting to Baht 21.40 million (VAT included) which was recorded as expense for Baht 6.42 million. The remaining obligation was Baht 14.98 million. SAH also has an obligation for hotel management fee (wages and personnel expenses) amounting to Baht 1,995.24 million. The amount of Baht 366.83 million was recorded as expense and Baht 1,628.41 million was remained. Total remaining obligations were Baht 1,643.39 million. Annual Report 2010 I Airports of Thailand Public Company Limited

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6.30 Contingent liabilities 6.30.1 Assessment of property tax AOT property tax has been assessed by Bangkok Metropolitan Administration (BMA) since 1995 by using remunerations for the space that AOT granted to operators as a calculation base. AOT appealed to BMA and submitted the matter to Office of the Attorney General on July 29, 1999 for the determination of the committee on the assessment of property tax. As a result, the board of directors (meeting No. 6/1999 dated June 29, 1999) resolved that AOT would pay property tax at the reasonable rate. BMA has informed the Treasury Department, the owner of property, about the assessment of property tax every year by using the same criteria since 1995 AOT has disagreed and appealed every year as since 1995. Later, AOT was informed by the Office of the Attorney General (letter No. 0015/5219 dated March 24, 2005) for the final determination of the committee on the assessment of property tax. If BMA accepts the final determination of the committee, AOT will get the property tax (1995-2003) of Baht 570.69 million from BMA (the letter requesting for the repayment of the said tax amount has already been sent to BMA). The Office of the Attorney General informed the Treasury Department that, in 2004, the committee had the same determination as in 2003. Referring to BMA letter dated September 11, 2006, BMA informed the Treasury Department that BMA disagreed with the determination of the committee on the assessment of property tax. AOT was informed by the Treasury Department on October 2, 2006 that the Office of the Attorney General will submit the matter to the cabinet for ordering BMA to act in accordance with the determination of the committee. On January 8 and 19, 2010, AOT was informed by the Office of the Attorney General for the final determination of the committee on the assessment of property tax that the criteria for property tax assessment for 2005 and 2006 will be the same as 2004 and 2005, respectively. In this accounting period, AOT was informed by BMA on the additional assessment of property tax for the spaces that AOT granted to operators at Don Mueang International Airport for the year 2009 and 2008 amounting to Baht 79.12 million by adhering to the previous criteria since 1995. AOT, therefore, paid the tax of Baht 66.81 million according to the tax assessment criteria specified by the committee on the assessment of property tax. For the remaining amount of Baht 12.31 million, AOT appealed to BMA according to the determination of the committee. At the end of the period, AOT has Baht 2,373.05 million of appealing tax payable (BMA has assessed the property tax amounted to Baht 3,922.49 million, less the paid tax of Baht 1,549.44 million). Moreover, AOT recorded provision for penalties of Baht 228.47 million according to Section 43(4) of the Property Tax Act, B.E.2475 (1932), amended by the Property Tax Act (No.4), B.E.2534 (1991) in case the result of the appeal complied with the assessment of BMA. 6.30.2 Lawsuits AOT was prosecuted with 45 cases and the plaintiff filed a lawsuit against AOT to compensate for the damage in an approximate amount of Baht 5,817.86 million (excluding interest). The cases are under consideration of the court and insurance company and not settled. The attorney-at-law of the Office of the Attorney General represents AOT. In addition, AOT was prosecuted with 15 cases of impact from the noise pollution. The plaintiff filed a lawsuit against AOT to compensate for the damage in an approximate amount of Baht 612.14 million. Presently, the cases are under the consideration of the Administrative Court. The attorney-at-law of the Office of the Attorney General represents AOT. At the end of the period, AOT recorded provision for liabilities incurred from 13 cases of lawsuits amounting to Baht 33.29 million. 6.30.3 Noise Impact AOTâ&#x20AC;&#x2122;s Board of Directors passed a resolution on May 15, 2008, to pay compensation to people who are affected by noise pollution arisen from the operations of Suvarnabhumi Airport in accordance with the cabinet resolution on May 29, 2007. The compensation payments base on actual air traffic and are for buildings that were constructed before 2001 as follows: - Areas with NEF over 40: To negotiate and purchase buildings and constructions by comparing with the compensation guideline for expropriated immovable property as stated in the Act on Expropriation of Immovable Property B.E.2530 (1987). If owners do not want to sell the property, they will receive money for building improvement. - Areas with NEF 30-40: To support building and construction improvement by evaluating noise level. If the noise level is over 10 decibel (a), an owner will receive money for buildings and constructions improvement according to the criteria of the study of National Institute of Development Administration (NIDA). Complying with the cabinet resolution may have an impact on AOT performance. However, AOT established compensation fund for the impact of Suvarnabhumi Airport. The objective of the fund is to set criteria and methods to mitigate and help people who are affected from the operations of Suvarnabhumi Airport. It is in compliance with the resolution of the National Environment Board meeting No. 2/2009 dated May 4, 2009.

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6.30.4 Compensation for Termination of All Employees With reference to the Announcement of the State Enterprise Labour Relations Committee (Minimum Standards of Conditions of Employment) dated June 28, 2006, if state enterprise terminates all employees without any guilty, employees are entitles to receive compensation at the rate stated in the law. As at September 30, 2010, the compensation was Baht 1,410.12 million which AOT did not recorded in the financial statements. 6.31 Acquisition and dissolution of NBIA According to the cabinet’s resolution dated September 10, 2002, the cabinet agreed to transfer all activities, rights, liabilities, commitment, assets, as well as employees of NBIA to AOT when Suvarnabhumi Airport has completely been constructed. This would take place before the airport start its operation. Besides, NBIA should be dissolved and all its activities transfer to AOT as a business unit. This arrangement has already occurred on January 1, 2006 and acknowledged by the cabinet’s resolution dated February 28, 2006 in accordance with the resolutions of the Ministry of Finance and the Ministry of Social Development and Human Security. On December 8, 2004, all personnel from NBIA have already been transferred to AOT. After that, business, assets, rights, and commitment of that have also been transferred to AOT on January 1, 2006. All properties and liabilities have been transferred from NBIA under book value recorded in NBIA account as at December 31, 2005 at the amount of Baht 100,913.28 million (including Baht 91,820.25 million of assets under construction, Baht 149.35 million of land, plant and equipment and Baht 8,943.68 million of other items) and Baht 62,429.47 million, respectively. Thus, the amount of the promissory note that AOT issued to NBIA was Baht 38,483.81 million with interest rate of 0.5% per annum. The maturity date of this note will be the last working day prior to the date that the remaining of share value, (if any), will be returned to AOT. NBIA was registered for dissolution on July 31, 2006 in accordance with the resolutions of the AOT Extraordinary Shareholders’ Meeting No.1 on July 12, 2006 and No.2 on July 28, 2006. At present, it is under the liquidation process. AOT has not to pay interest since the dissolution date of NBIA. 6.32 Dispute 6.32.1 AOT received the letter from the Thai Arbitration Institute acknowledging the receipt of the Statement of Claim as follows: - A joint venture submitted the Statement of Claim, arising in respect of the construction contract of the passenger terminal complex for Suvarnabhumi Airport, to the Thai Arbitration Institute in accordance with the cases No.(Black) 103/2009 and No. (Black) 104/2009 dated October 30, 2009. A joint venture request AOT to pay for damages amounting to Baht 7,070.69 million and Yen 568.77 million including interest. At present, it is under the process to appoint the arbitrator. - A joint venture submitted the Statement of Claim, arising in respect of the construction contract of the elevated frontage roads for Suvarnabhumi Airport, to the Thai Arbitration Institute in accordance with the cases No. (Black) 33/2010 dated May 4, 2009. A joint venture request AOT to pay for damages amounting to Baht 1206.17 million and Yen 99.22 million including interest. The attorney-at-law is currently submitting the defense statement to the Thai Arbitration Institute. Therefore, AOT could not estimate damages incurred according to the claimants (if any). 6.32.2 AOT and the Airport Duty Free Co., Ltd., a contract party in duty free shop at Bangkok and Regional Airports, had a dispute over AOT demand that the Airport Duty Free Co., Ltd. made the minimum guarantee payment according to the contract in 1998-2001 in an amount of Baht 442.17 million, but the matter was unsuccessful. Later on, AOT had reviewed the collection of minimum guarantee payment for the year 1998-2001 by taken into account the cabinet’s resolution on January 27, 1998, cancelling minimum payment collection of Customs Department. As a result, the company fully paid the minimum payment to AOT which was complied with the AOT’s letter No. 3355/1998 dated June 22, 1998. The dispute between AOT and the company was settled. 6.33 Events during the period With reference to the termination of trolleys service contract with a private company, a private company as a plaintiff filed a lawsuit to the Administrative Court with the case No. (Black) 698/2552 dated May 18, 2009, against AOT, a defendant, to pay compensation of approximately Baht 2,509.48 million. On November 19, 2009, the Administrative Court ordered a private company to withdraw the case and striked the case from the case-list. 6.34 Subsequent Events AOT entered into a contract with private company and granted the private company to manage buildings and car park in front of the terminal at Suvarnabhumi Airport. The contract has term from April 1, 2010 to March 31, 2015. During the operation, the private company had breached many significant conditions of contract and AOT issued a letter informing the private company to operate in compliance with the contract but the private company did not take any action. Moreover, the private company also had internal management conflict which caused a lot of damages to the service and image of AOT. Therefore, AOT issued the letter No. 8396/2010 dated October 6,2010, informing the termination of contract which came into effect on October 7, 2010, onward. Annual Report 2010 I Airports of Thailand Public Company Limited

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Later, the private company filed a lawsuit against AOT with the case No. (Black) 1628/2010 dated October 21, 2010, at the Central Administrative Court. The private company wanted AOT to pay compensation of Baht 128.98 million and Baht 1.3 million per day for not having incomes until the company can occupy the space together with filed a court motion. The private company also asked the court to order AOT or employees not to obstruct the company’s operation and allow the company to continue its operation. The court inquired a court motion on October 28, 2010 and ordered to dismiss the motion on November 4, 2010. Presently, the cases are under the consideration of the Administrative Court and not yet settled. The attorney-at-law of the Office of the Attorney General represents AOT. 6.35 Reclassification AOT has reclassified certain items in the consolidated financial statements and the company financial statements for the year ended September 30, 2009 to ensure conformity and comparative purpose with the presentation in the consolidated financial statements and the company financial statements for the year ended September 30, 2010. The reclassification does not affect the net income or shareholders’ equity previously reported. The details are as follows: Unit : Million Baht

Consolidated

Before Before After After reclassified Reclassified reclassified reclassified Reclassified reclassified

Statements of Income for the year ended September 30, 2009 Personnel expenses Managements’ remuneration Operating expenses Loss on impairment of asset

The Company

3,226.58

(42.94)

3,223.64

3,260.53

(41.55)

3,218.98

57.81

57.81

55.36

55.36

(14.86)

5,201.80

(13.80)

4,780.63

3.00

3.00

3.00

3.00

- 5,216.66 -

- 4,794.43 -

388.00 (3.00) 385.00 388.00 (3.00) 385.00 Other expenses 6.36 Approval of Financial Statements The Audit committee, who was delegated authority by the AOT’s Board of Directors, has approved for issuance these financial statements on November 25, 2010.

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Annual Report 2010 I Airports of Thailand Public Company Limited

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AOT: Annual Report 2010