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2010 Highlight Unit : Million Baht

Financial Status Total Assets Total Liabilities Total Shareholders’ Equity

2010

2009

2008

153,266 90,234 63,032

154,609 94,292 60,317

137,540 84,905 52,635 Unit : Million Baht

Financial Performance Sales and Service Income EBITDA EBITDA with LCM Net Profit Earnings per Share (baht)

2010 2553 2009 273,767 225,300 13,490 14,858 13,490 20,031 6,343 9,162 2.14 3.09

2552

2008

251,386 (3,833) (9,005) (8,465) (2.86) Unit : Million Baht

Financial Ratio Current Ratio (times) Net Profit Margin (%) Return on Equity (%) Total Debt to Shareholders’ Equity (times)

2010 2553 1.34 2.29 10.28 1.43

Note: EBITDA is earnings before interest, tax, depreciation and amortization. LCM is the provision for diminution in value of inventories.

2009 1.44 3.98 16.22 1.56

2552

2008

1.05 (3.35) (13.97) 1.61


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Refinery Business

Intake

Aromatics Business

Unit : Thousand Barrels/Day

174

165

116

113

131

58

2010

2009

2008

Unit : US$/Barrel

Gross Integrated Margin (GIM) 5.91

5.93

0.19

Note: - Including Hedging From Risk Management - Including Stock Gain/(Loss) - Excluding LCM

2010

2009 Operating Expenses

Operating Expenses and Financial Costs

2008 Financial Costs Unit : US$/Barrel

2.49 1.52

0.97

2010

2.28 1.37

0.91

2.55 1.98

0.57

2009

2008


PTTAR Milestones 2 January 2008: PTTAR share trading began on The Stock Exchange of Thailand (SET).

JAN

10 January 2009: Aromatics Complex II (AR3) began its commercial operation.

FEB

1 February 2009: PTTAR and SPRC ended their Operating Alliance Agreement.

MAR

27 March 2009: Construction of Clean Fuel and Upgrading Project Phase I or Condensate Residue Splitter (CRS) project was completed.

APR MAY 20 June 2008: PTTAR signed a 31 million US$ agreement for the improvement of its power-generation gas turbines with Dresser-Rand AS.

JUN JUL

31 July 2009: PTTAR signed an agreement for the design and construction of Clean Fuel and Upgrading Project Phase II or the Deep Hydrodesulfurization (DHDS) for Euro 4 diesel.

AUG SEP 1 October 2008: Mr. Chainoi Puankosoom was appointed as President & CEO.

OCT NOV DEC

27 December 2007: • PTTAR was registered. • Mr. Permsak Shevawattananon was appointed as CEO. • Mr. Chainoi Puankosoom was appointed as President.

2007

2008

2009


20 February 2010: PTTAR held a public scoping meeting for Health Impact Assessment (HIA) approaches.*

20 January 2011: PTTAR Board of Directors approved the Vapor Recovery Unit (VRU) construction project for Aromatics Complex I and II (AR2 and AR3) feedstock and aromatics tanks. 25 January 2011: PTTAR received a CSR-DIW certificate for Refinery Plant (AR1) and Aromatics Complex I (AR2). 24 Febuary 2011: Board of Directors of PTT, PTTAR, and PTTCH endorsed an amalgamation plan between PTTAR and PTTCH.

24 and 31 July 2010: PTTAR held a public reviewing meeting for Environmental and Health Impact Assessment (E/HIA) approaches.*

1 October 2010: Mr. Bowon Vongsinudom was appointed as President & CEO.

2010

* Clean Fuel and Upgrading Project Vapor Recovery Unit (VRU) Installation and Biodiesel Project Efficiency Improvement Project of Aromatics Complex I

2011


Message from the Chairman Despite the considerable volatility of the petrochemical and refining businesses over the past year caused by the partial recovery of the US economy, 2010 was a year in which PTT Aromatics and Refining Public Company Limited (PTTAR) has fulfilled many goals as planned. As a result, PTTAR derived anew profit of 6,343 million baht for the year, higher than planned. Company total intake amounted to 95.02 million barrels (2% over the previous year), which resulted in a total output of 76.38 million barrels of petroleum products (2.3% over the previous year) and 1.95 million tons of aromatics (2.4% over the previous year). Since its first year of business, the synergy derived from running a refinery together with aromatics complexes has benefited PTTAR, and in 2010 it amounted to US$136 million, reiterating our business validity. As for its financial success, the Company secured 25,700 million baht in additional long-term, revolving loans to support the refinancing of loans maturing in 2011-2012 and/or to serve as a provisional credit line for future businesses, or both, thus extending its average maturity of loans and lowering average interest rates. It also negotiated amendment of conditions under long-term loan agreements worth 9,897.5 million baht. Finally, it repurchased US$59.15 million in dollar debentures to lower its finance costs for 2010. At year-end 2010, the Clean Fuel and Upgrading Project Phase 2 registered 85.5% progress and completion is expected according to the plan to produce low-sulfur diesel of the Euro IV standard from 2012 onward. Completed environmental investment projects included combustion improvement at the Gas Turbine Unit, the Vapor Recovery Unit at the refinery, and efficiency improvement of heat exchangers and aromatics distillation column including equipment efficiency improvement projects in the plants to lower fuel consumption as well as to

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lower global warming. PTTAR’s assessment of environmental impacts and health impacts (EIA/HIA) for its construction projects was voluntarily undertaken out of a commitment to do business with responsibility to the environment and society. It is pleasing to note that during the year PTTAR achieved an Integrated Management System concurrently for 5 systems, also secured certification under the CSR-DIW corporate social responsibility standard of the Ministry of Industry and was voted by the CSR-DIW panel of experts as the most outstanding “Organizational Governance” out of 111 entries in this category as well. On 5 May 2010, in an effort to elevate its corporate governance to international practices, PTTAR joined the UN Global Compact while expressing its intention to conform to the 10 international principles covering human rights, labor, the environment, anti-corruption, and respect for intellectual properties. Further, it integrated its own business processes among good corporate governance, internal controls, and risk management. Moreover, PTTAR has fostered its personnel excellence in technical areas, leadership, development creativity, volunteering spirit, and stewardship of all communities and stakeholders in a fair and equal manner. A part from integrated production and comprehensive business management upgrading to international acceptance, PTTAR has laid down a solid foundation for risk management along with diligent identification of synergy partners while relentlessly investigating business possibilities and

opportunities for progress – all these to accommodate sustainable business expansion of current and new businesses. The variety of successes over the past year illustrated PTTAR’s conformance to its vision, goals, policies, and strategies with such clarity and precision, together with the commitment by the Board of Directors, the Managements, and all employees to do business in a way that stands up to scrutiny while being socially responsible. Therefore, on behalf of the Board of Directors, I wish to thank you our shareholders, customers, financial institutions, business partners, government agencies, and all other benefactors for consistently supporting us. There is no doubt in my mind that PTTAR’s next step is going to be both momentous and strong in the best interests of the shareholders and stakeholders.

(Dr. Norkun Sitthiphong) Chairman of the Board of Directors

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Report of the Audit Committee To the Shareholders Consisting of 3 Independent Directors chosen from experts in the auditing of financial management, accounting, management, economics, as well as petroleum and petrochemical businesses, the Audit Committee of PTT Aromatics and Refining Public Company Limited is chaired by Dr. Chokchai Aksaranan, with Dr. Witoon Simachokedee and Mr. Nakarin Virameteekul as members. In 2010, there were two changes to the Committee. First, Dr. Chokchai Aksaranan (Chairman) and Mr. Nakarin Virameteekul completed their Directors’ terms at the 2010 Annual General Meeting of Shareholders on 5 April 2010. That Annual General Meeting re-appointed Dr. Chokchai Aksaranan to the Board. Then at meeting No. 4/2010 of 21 April 2010, the Board re-appointed Dr. Chokchai Aksaranan as Chairman of the Committee and Mrs. Pannee Sathavarodom as its member in place of Mr. Nakarin Virameteekul. Second, the entire Committee completed their Audit Committee terms on 27 December 2010. So, the Board, at its meeting No. 11/2010 of 18 November 2010 and No. 12/2010 of 16 December 2010, re-appointed Dr. Chokchai Aksaranan as its Chairman, together with Dr. Witoon Simachokedee and Mrs. Pannee Sathavarodom as its members for another term. In addition, it appointed Police General Sereepisut Temeeyaves as a fourth member, effective from 28 December 2010. The Committee performed its duties under the Board-assigned scope, duties, and responsibilities and in line with an announcement of The Stock Exchange of Thailand (SET).

The Committee held 9 meetings during the year with complete attendance each time together with the Management, Internal Audit, and the external auditor on relevant agenda items. In performing its duties, it proved independent and received excellent cooperation from all departments. The Committee clarified and reported summaries of its performance for the year to the Board on 17 February 2011. Below are the highlights. • Review of financial statements: The Committee reviewed the quarterly and annual financial statements for the year 2010 with the relevant members of the Management and the external auditor to ensure proper preparation in essential details under generally accepted accounting practices. It was found that PTTAR’s information disclosure was adequate, complete, and useful to the users. Monitoring of the readiness for implementation of IFRS (the new accounting standard) in 2011 as well as its impacts on the financial statements was in place; it was also found that such implementation had no significant impact on PTTAR. In addition, the Committee also held a separate meeting with the external auditor for consultation on matters related to their audit of the financial statements. • Review of risk management: After reviewing PTTAR’s risk management practices under the Risk Management Committee’s policy and risk management approaches, the Committee was confident that the Company had commanded risk assessment encompassing key risks, as well as efficient systems and risk management plans that could control or mitigate potential impacts on the acceptable achievement of business objectives. The Management was found to have valued risk management and

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defined a policy for instituting an internal control system that linked and aligned with corporate risks. Finally, there is a mechanism to continually monitor risk management progress for plan fulfillment. • Review of internal controls: Reviewing the internal control system with the external auditor and the head of Internal Audit, the Committee monitored PTTAR’s corrective actions as recommended and concluded that the Company commanded an adequate and efficient internal control system and no significant issue or shortcoming had been identified. PTTAR also recognized the value of a good internal control system and had shown reasonable confidence that its internal controls could support its business execution to fulfill the goals and objectives, apart from conformance to applicable laws and the code of conduct. • Supervision of Internal Audit: The Committee reviewed the independence of Internal Audit and supervised its work to conform to international standards. It approved the annual internal audit plan and revised the plan in line with the corporate environment. It also endorsed Internal Audit’s strategic plans and its restructuring to accommodate the role of a skill training and expertise unit that can educate employees on internal control and internal audit, apart from providing helpful recommendations to the efficiency improvement of the internal control system. • Review of conformance to the law: The Committee monitored findings of Internal Audit’s inspection of PTTAR’s conformance to the law on Stocks and Stock Exchange, SET’s requirements, or laws applicable to its business. It was concluded that there had been no issue related to reporting of avoidance or non-conformance to the law. • Review of connected transactions: Together with the external auditor and Internal Audit, the Committee reviewed connected transactions between PTTAR’s connected people or businesses of potential conflicts of interest, and concluded that these transactions had been sensibly undertaken in the normal course of business and had disclosed connected transactions in line with SET’s announcement, SEC’s

requirements, and good corporate governance principles. PTTAR prudently and reasonably eliminated such conflicts of interest while treating all shareholders in the same way. • Self-assessment: Having assessed its own performance against SET’s manual on good practices, the Committee concluded that it had performed its duties under the Board-assigned scope, duties, and responsibilities and in line with an announcement of SET. • Selection, nomination, and proposal of fees for the 2011 external auditor: To hire an external auditor that is independent, the Committee nominates Mr. Winid Silamongkol, CPA (Thailand) Registration No. 3378, or Mr. Vairoj Jindamaneepitak, CPA (Thailand) Registration No. 3565, or Mr. Charoen Phosamritlert, CPA (Thailand) Registration No. 4068, all from KPMG Phoomchai Audit Ltd., as the external auditor for 2011. None of the nominees are connected to PTTAR, has no shareholding, and provides no other service apart from auditing. They conducted their previous auditing duties properly, in line with the auditing professional standard, and with a reasonable understanding of PTTAR’s business. Finally, their fees are considered reasonable. In summary, the Audit Committee views PTTAR as being in full conformance to the good corporate governance policy, resulting in its adequately internal control system, complete with an adequate, suitable risk management system. In addition, the financial statements as of 31 December 2010 showed no problems or transactions that affected its financial standing. The Committee considered the financial statements properly prepared, with adequate information disclosure and conformance to generally accepted accounting principles, as well as applicable laws and regulations. On behalf of the Audit Committee

(Dr. Chokchai Aksaranan) Chairman Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Internal Control System PTT Aromatics and Refining Public Company Limited (PTTAR) values the internal control system, which the Board has assigned the Audit Committee to review and assess, with a focus on ensuring its adequacy, efficiency, and suitability for business, and its stewardship of properties and prevention of harm, mistakes, or frauds. Also, the accounting system and financial reporting must be accurate and reliable while conforming to applicable laws and regulations. The Audit Committee performs its duties independently. The Audit Committee reviewed reports on internal controls, particularly to examine the aspects of strategy, finance, and operation to ensure that development of these aspects are consistently efficient and effective. It ensures monitoring and corrective actions, particularly those for key risks affecting job performance, connected transactions leading to potential conflicts of interest, and conformance to applicable laws and regulations to ensure that good corporate governance principles are adequately observed, as is suitable risk management. These practices would result as company overall benefit. The findings of the audit contained no suspected violation by PTTAR Managements of the Securities and Exchange Act and no significant defects. In short, business execution aligns with its policy of valuing internal controls. The Board’s opinions about the internal control system are identical to those of the Audit Committee, as highlighted below:

1. Organization and Environment PTTAR is committed to be Asia's leading aromatics and oil refining with integration to intermediate and downstream petrochemical and alternative energy businesses. Its vision, mission, and values are clearly stated to serve as a business framework and direction. Its organization structure is characterized by decentralization of power for the flexibility of job performance, suiting prevailing business circumstances. Strategies and goals are defined along with a 5-year business expansion plan and a clear, measurable annual plan. Processing efficiency is constantly improved. Employees are encouraged to observe corporate governance and the PTTAR code of conduct. A good corporate governance manual and corporate values are promoted among all employees, consisting of key topics like honesty, management and treatment of related parties, human resource management with a focus on skill development and competencies to ensure desired capability aligning with business needs and accommodating future business expansion. Activities are in place to promote Knowledge Management and participation in productivity activities to drive the Company toward future success.

2. Risk Management PTTAR values conformance to the risk management policy while promoting all employees’ recognition of the value of risk management, which could affect its goal achievement. The Company commands efficiency improvement in analyzing market information, industry movements, and market prices to ensure good results

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of risk management and long-term business planning. It also monitors market situations for feedstock, products, and finance every week. External and internal risk factors are identified along with their potential impacts on goal achievement. So that PTTAR’s risks may be acceptable, in place are risk management plans and a clear process to control or mitigate impacts while ensuring preparedness for proper and timely prevention and remedy.

3. Performance Control The Board appointed 4 Subcommittees (more commonly referred to as ‘Committees’): the Audit Committee, Corporate Governance Committee, Risk Management Committee, and the Nomination and Remuneration Committee. These Committees ensure that PTTAR’s business aligns with standards and good corporate governance principles alike. The Company focuses on work process management for efficiency and unity, with clear policy definition and work procedures to ensure connection to internal controls so that mechanisms may strictly follow processes and support conformance to Company policy to prevent, detect, or minimize risks. Managements review and monitor performances through indicators (at corporate and operating levels), regularly comparing performances against goals. Finally, in place is an advanced, transparent, and credible process to control information processing in support of business management to ensure accuracy and timeliness. In 2010, PTTAR attained certification of 5 management systems from MASCI: IMS (R-100 Rev. 1), ISO/TIS 9001:2008, ISO/TIS 14001:2004, TIS 18001-2542 and BS OHSAS 18001:2007. In addition, it underwent assessment by experts at the Department of Industrial Works under the Corporate Social Responsibility project (CSR-DIW) and named an outstanding company for Organizational Governance based on overall criteria of being complete, accurate, transparent, and open to scrutiny of its practices.

4. Information and Communication System PTTAR values information and communication systems by instituting internally and externally. Advanced technology is applied to information processing and management for efficient assessment of internal controls, finance & accounting reports, and conformance to assorted policies and regulations. Management data systems are managed concerning business performance and communicated to all parties for acknowledgment, understanding, and receipt of such information completely, accurately, adequately in a timely way so that decision-making may be based on accurate and up-to-the-minute information.

5. Monitoring and Assessment System The Board held 12 meetings in 2010, whereas Management meetings take place every week to consider and monitor performance against corporate and operating indicators to ensure alignment with corporate goals. The Audit Committee held 9 meetings to consider the financial standing and audit findings of the internal control system every quarter of the year and provide key recommendations that affect PTTAR to Managements. Key issues and shortcomings are strictly monitored for correction to ensure that internal control measures and systems are effective and modifiable in time as circumstances change, so as to keep the Company’s internal controls updated. The Audit Committee reviewed the internal control system, assessed by Company Managements and Internal Audit Department, and discovered no significant issues or shortcomings, as endorsed by the external auditor, which considered PTTAR’s internal control system adequate and effective.

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Corporate Governance Report To the Shareholders The Board of Directors of PTT Aromatics and Refining Public Company Limited (PTTAR) values good corporate governance as a strategic tool for sustainable growth. The Board has assigned the Corporate Governance Committee to oversee its business and ensure that the business is conducted in full and consistent compliance with the good corporate governance policy, PTTAR code of conduct, the regulations of the Stock Exchange of Thailand (SET) and the Securities and Exchange Commission (SEC), and recognized international standards. In 2010, the Corporate Governance Committee performed its duties as assigned with an emphasis on raising PTTAR’s corporate governance practices to international standards as well as promoting morality among employees. The Committee, in addition, treated all shareholders and all groups of stakeholders equally as can be seen in the summary below: 1. Development and promotion of corporate governance to international standards - This is in line with the good corporate governance principles for SET listed companies in 2006, and the rules and regulations of SEC. Moreover, OECD Principles of Corporate Governance have been adopted and used as another benchmark in this area. In this respect, the Corporate Governance Committee advised PTTAR to acquire a membership in UN Global Compact on 5 May 2010. UN Global Compact, an organization under the United Nations working for the promotion of good governance, labor, and environment, calls for corporate citizens to come into an agreement under 10 international principles. To demonstrate compliance with these 10 principles, with emphasis on human rights, labor, environment, and anti-corruption, PTTAR has integrated these principles into its strategies, corporate culture, and day-to-day operations. A document reporting Communication on Progress (COP), which follows the 10 international principles, was compiled in both Thai and English and posted on the website of UN Global Compact and that of PTTAR to make this development wider known among all stakeholders.

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In addition to the above, PTTAR arranged for the continuous promotion and communication of corporate governance principles among management and staff through various medias, such as e-mail, internal electronic newsletters, posters, management and staff meetings, and staff activities. This is to encourage compliance with its corporate governance and the international corporate governance principles and to make its communication on corporate governance more efficient and effective. In this respect, a communication process to promote the compliance with PTTAR’s corporate governance manual was established and incorporated in its ISO 9001 management system, which had already been certified by the Management System Certification Institute (Thailand) in 2010. This was regarded as an assessment on the compliance by both internal and external parties to assure all stakeholders of transparency in all processes. 2. Assurance of the compliance with corporate governance plan - An annual corporate governance plan covering 3 areas – corporate governance, environmental governance, and corporate social responsibilities – was devised to ensure compliance with PTTAR’s good corporate governance policy. The plan requires agreement by the Board, as well as follow up and assessments by the Corporate Governance Committee. The Corporate Governance Committee is scheduled to meet at least once every 2 months to closely monitor the level of compliance and to provide recommendations for improvements. In 2010, 6 meetings were held, and reports on the results of corporate governance performance were submitted to the Board quarterly to allow the Board to follow up and assess performance. In 2010, PTTAR also hosted the PTT Group CG Day on 20 September 2010 as part of the PTT Group’s annual activity to promote good corporate governance among its PTT Group staff. 7 listed companies in the PTT Group take turns hosting the event, which was initiated in 2007. Under the theme of ‘CG : The Code to Growth’, the 2010 event focused on the promotion of CG awareness among staff in the PTT Group. Staff members were encouraged to embrace the corporate governance principles in both their work and life.

On the same occasion, a number of the media and outsiders were invited to witness how corporate governance is practiced in the PTT Group. A reporter with a physical disability was well accommodated and was provided the same opportunities as other reporters to carry out interviews with Management, a clear indication of PTTAR’s respect for human rights.

Corporate Governance Policy “The Board of Directors intends to make PTTAR an effective organization in terms of business operations, corporate governance, and excellence in management, providing maximum benefit to the shareholders and stakeholders. PTTAR conducts business with responsibility and fairness to all parties involved, and is transparent and accountable to build maximum trust and confidence for all shareholders and stakeholders.” PTTAR’s corporate governance policy covers all six basic elements of good corporate governance, namely: 1. Accountability for own performances – All decisions must be explainable. 2. Responsibility for duties to the maximum capability and efficiency. 3. Equitable treatment of stakeholders – This includes equitable and fair treatment of the environment and natural resources. 4. Transparency in business operations – All operations are open for inspection. 5. Creation of long-term value for the business 6. Ethics and moral conduct in business operations. In 2010, PTTAR continued to work on the promotion and communication of the principles and practices of good corporate governance so that Management and staff would adopt these principles in their work and daily life. All employees are expected to take responsibility for communicating with all stakeholders, respecting human rights, not violating copyrights, demonstrating awareness of the need for environment protection and energy saving. This includes optimizing the use of resources and acting in compliance with international standards, which will Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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help PTTAR realize its vision of becoming a leading international organization. PTTAR reviewed and amended the ‘Corporate Governance Manual’ to update the information and to align the procedures with its continuously improved management standards designed to achieve international standards. 2 amendments were made in March 2010 and January 2011. PTTAR followed the 2006 guidelines of SET’s good corporate governance practices for listed companies, summarized below:

1. The Rights of Shareholders The Company values the rights of shareholders and, therefore, has developed and implemented a set of procedures to ensure all stakeholders that their basic rights are fully protected, as detailed below: 1) PTTAR followed the requirements of the law, combined with guidelines for good corporate governance from SEC and SET, as well as its corporate governance manual when organizing the Annual General Meeting of Shareholders 2010 on 5 April 2010. Shareholders were allowed to exercise their full rights at the meeting. PTTAR received a perfect score of 100 in the assessment of Annual General Meeting 2010, organized by SEC and Thai Investors Association. PTTAR’s operation was regarded as “Excellent”, as it had been in 2009. Before the meeting, PTTAR announced a Record Date on 18 February 2010, which was 14 days in advance of the Annual General Meeting, which fell on 5 March 2010, and announced the closing of the registry (share roster) book one working day after the Record Date, to notify shareholders of their rights to attend the meeting and receive dividends. PTTAR posted the meeting invitation and appendices, in both Thai and English, on the www.pttar.com website on 5 March 2010, 30 days before the meeting and notified the shareholders of this through SET. This provided shareholders adequate time to study the relevant information before casting their votes in the meeting in advance of receiving the actual documents, which were delivered to the shareholders starting 15 March 2010, 21 days before the meeting. The meeting invitation and its appendices posted on PTTAR’s website had the same content as those handed to shareholders for use at the meeting. The documents contained the agenda of the meeting,

complete attachments to each item of the agenda, as well as recommendations of the Board, and proxy forms. A list of Independent Directors was also enclosed so that shareholders would have sufficient information of each Independent Director’s stake in each item of the agenda in case they would opt to appoint a proxy to the meeting. The invitation letter also detailed documents all shareholders had to present on the meeting day, meeting procedures to protect each person’s rights, Annual General Meeting regulations, voting rules, and a map showing the meeting venue. On the meeting day, PTTAR provided convenience for the shareholders and their proxies equally. Staff members were on hand to examine the documents, and registration points were divided using a barcode system, organized by ordinary and juristic shareholders. Ballots were made to cast votes on each meeting agenda item. Also, shareholders were allowed to register for the meeting 2 hours in advance, making the registration process swift, convenient, and accurate. Even after the meeting had started, shareholders could still register and join the meeting to cast their votes on agenda items which had not been voted on. All members of the Board of Directors, various Committees, Management, external auditor, and legal consultants were on hand during the Annual General Meeting to address questions posed by the shareholders. The Chairman hosted the meeting and obtained approval of the voting procedure, that is, one share, one vote. The voting and counting of ballots were transparently conducted, using the barcode system to ensure speed and accuracy. Voting was carried out in compliance with PTTAR’s rules and the law. Results of each vote count for each item of the agenda were clearly presented in the meeting. A volunteer shareholder was also present and acted as a witness of the vote counting. The Chairman gave shareholders enough opportunities to ask questions and express their opinions freely so that important Company matters could be duly decided, with the assistance of relevant Directors who answered the questions clearly and in enough details. PTTAR’s legal advisors also explained relevant legal considerations to the shareholders. The legal advisors and a volunteer

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shareholder acted as referees to ensure the transparency of the balloting process throughout the meeting. PTTAR kept all the ballots of important agenda items, according to SET guidelines, and respected the rights of shareholders by not adding to or changing the order of agenda items, or altering important information during the meeting. The Chairman provided sufficient time for the meeting and conducted the meeting properly and transparently, respecting the sequence of the agenda earlier announced in the meeting invitation. PTTAR also provided opportunities for shareholders to exercise their rights in the meeting and freely express their opinions. PTTAR submitted the minutes of the Annual General Meeting 2010 to SET within 14 days after the meeting, which fell on 19 April 2010, and posted the document on its website so that all shareholders could receive the minutes quickly and other interested parties could access its information. The minutes of the meeting were, moreover, delivered to shareholders who had expressed their opinions in the meeting for verification/correction. Suggestions and recommendations made by shareholders on the questionnaire on the meeting day were also summarized in the shareholders’ newsletter as information for absentees. The dividends were paid out to shareholders on 29 April 2010. 2) PTTAR allowed shareholders to submit items which they wished to add to the meeting agenda and to nominate qualified persons for consideration for directorship. Shareholders could do so following the criteria earlier set, that is, submissions must be made 60 days in advance, between 24 November 2009 and 22 January 2010. Questions regarding items on the meeting agenda could also be submitted in advance of the Annual General Meeting through SET channels and PTTAR’s website. PTTAR compiled all questions submitted by the shareholders and addressed them in the Annual General Meeting. Minor shareholders could also ask for in-depth information about the business as well as meeting the Corporate Governance Committee and Senior Management in an exclusive meeting ahead of the Annual General Meeting. The Board meeting no. 1/2011 of 20 January 2011 has approved a modification to adjust the shareholding required to propose additional agenda

items or nominate Directors for election, or both, will now be 4% instead of 5%. 3) PTTAR’s provision of information to shareholders exceeds legal requirements. For example, PTTAR routinely provides up-to-date information and posts reports and analyses completed by the management on its website. Shareholders and debenture holders were notified of its developments and information through Shareholders’ Newsletter, sent by mail every quarter. PTTAR allows minor shareholders to directly acquire information from the Company Secretary or Investor Relations Division. 4) A Shareholders’ Company Visit, organized from 29 to 30 November 2010, allowed 500 shareholders to visit PTTAR plants, thereby increasing the confidence of the shareholders regarding the refinery and the aromatics business, and improving their understanding of the management of PTTAR’s environment and community around the refinery and aromatics plants. Based on the assessment, shareholders who participated in this project were 93.57% satisfied with the visit to the operations, compared to 92% in 2009.

2. Equitable Treatment of Shareholders PTTAR values shareholders and treats them equally through the following procedures: 1) PTTAR gives shareholders opportunities to add items to the meeting agenda and nominate qualified persons for directorships in advance, according to the criteria set by the Board and posted on its website. Shareholders are informed of such criteria through SET. This is to demonstrate that PTTAR treats all shareholders equally and justly. The proposed items to the agenda are screened under its regulations to identify only those topics with true benefits to the business. In addition, nominated persons are selected by the Nomination and Remuneration Committee before submitting the qualified names to the Board for consideration. The Chairman announces the results of the consideration together with the decision rationale at the Annual General Meeting. 2) Shareholders are allowed to submit questions ahead of the meeting through various channels such as mail, fax, or PTTAR’s website. Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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3) Proxy forms listing the names of Independent Directors who have no stake in the meeting agenda are also attached to the meeting invitation so that the shareholders can assign a proxy to attend the meeting and cast votes on their behalf. In the Annual General Meeting 2010, 772 shareholders out of 2,325 meeting participants selected this option. 4) PTTAR has an accurate, complete, and transparent code of conduct for disclosing information, which includes minutes of the Annual General Meeting, financial and general information, as well as important information which may affect the price of its shares. This information is distributed through the channels and media of the SET, PTTAR’s website, and news releases by Management. Investor Relations acts as a channel for communicating with investors by telephone at 02-140-4000 extension 4104 and E-mail address: ir@pttar.com. This office provides information and news and also answers any queries regarding PTTAR’s activities to investors, shareholders, and analysts. Corporate Compliance and Communition Department is responsible for providing accurate and up-to-date information to the media and general public. 5) PTTAR has clearly defined its organizational structure and limitations regarding the powers and authority of its Management and Executives. It has also made every effort to define relevant policies, rules, and regulations and has produced a manual which acts as a guideline to create checks and balances. Internal Audit Department is independent and has a clearly defined role (as authorized in its charter) by the Audit Committee on 26 October 2009. The department monitors work to ensure that business is conducted

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according to appropriate guidelines, is within the boundaries of the related law, and can efficiently achieve goals which PTTAR has laid out. The outcomes of audits are reported to the Audit Committee at least once every quarter. 6) Recognizing the need for equality and fairness among shareholders, PTTAR drew up a guideline, as part of Corporate Governance Manual, for the use of internal information. The Board, Management, and staff, as well as all stakeholders and related persons possessing undisclosed information significant to PTTAR’s share price are not allowed to use such information for direct or indirect personal benefit from the sale of shares. 7) PTTAR has in place measures to prevent and examine transactions which may cause conflicts of interest and abuse of inside information. Such measures, incorporated in its policy, guidelines, and working procedures, are: • The policy and guidelines prohibit Directors, managers, and staff who are responsible for the budget from buying or selling PTTAR’s shares 30 days before announcing the quarterly budget and 45 days before announcing the annual budget to ensure equal access to information, and require that Directors, managers, and staff strictly comply with this rule. • The Board set out guidelines that are in line with the Corporate Governance Manual. All personnel are required to report cases which may conflict with PTTAR’s interests and gather evidence to prevent unintentional conflicts of interest. PTTAR’s role is to gather information,

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report to the Board, and constantly update the information. In Board meetings, if there are any agenda items which may conflict with PTTAR’s interests, each Director who is a stakeholder will not attend the meeting, or will abstain from casting a vote on that agenda item. • PTTAR arranges for a complete disclosure of shareholding of the Board, Senior Management and managers or those at equivalent levels working in Finance and Accounting in the annual report, as defined by SEC and SET.

3. Roles of Stakeholders PTTAR conducts its business with responsibility for all stakeholders aiming for sustainable mutual benefits. The Board ensures that an effective management system is set up to further ensure that the rights of all stakeholders are protected as required by the law, and that these protections and procedures are clearly written in the Corporate Governance Manual and PTTAR code of conduct. PTTAR takes full responsibility for ensuring that the rights of stakeholders are protected and that all stakeholders are treated equally, including shareholders, staff, customers, business partners, creditors, competitors, the community, the society, the environment, as well as all other stakeholders. PTTAR’s business is always conducted with respect for the rights of stakeholders. In addition, PTTAR encourages participation of all employees in taking care of stakeholders by providing facilitation and information regarding the business to stakeholders and interested parties through telephone, news releases, meetings, exhibitions, and other activities. It is confident that its already-established corporate governance system will lead to sustainable growth. This will consequently create a better understanding about corporate governance among employees, thereby improving their efficiency at work. At the same time, stakeholders also play a part in PTTAR’s sustainable business growth by providing useful suggestions and recommendations, such as shareholders’ suggestions on social responsibilities or conclusions from meetings and seminars with customers and business partners. In 2010, PTTAR treated all groups of stakeholders as follows:

• Shareholders: In addition to basic shareholder rights mandated by laws, company regulations, and the corporate governance manual, including voting rights, freedom of opinion in the shareholders’ meetings, the rights to examine the number of shares, and the right to receive fair compensation, PTTAR allows shareholders to directly ask the Chairman, Corporate Governance Committee questions and provide suggestions and recommendations regarding PTTAR’s business. In this regard, channels to communicate with the Chairman, Corporate Governance Committee are provided in all issues of the Shareholders’ Newsletter. All suggestions and recommendations are later submitted to the Board. In 2010, PTTAR arranged to provide more informational content regarding corporate governance in each newsletter. In addition, PTTAR consistently seeks equitable and fair treatment of shareholders and is determined to best represent the interests of the shareholders through transparent business conduct, keeping in mind the added value to the business in the long term. For example, management successfully negotiated the rental of a condensate storage tank, resulting in a reduction of future rental costs of around 150 million baht per year, thereby creating and protecting key benefits for shareholders. PTTAR arranged a shareholders’ Company Visit at the Rayong plant on 29 and 30 November 2010 for 500 persons. Invitations were sent to shareholders who were registered at the end of the last closing of the book on 8 March 2010 and had never paid a visit to PTTAR’s plants. The activity was also announced through SET and on its website and was open for interested persons to participate by return mails. A transparent procedure was set up to draw the names of those selected at random to attend. Those selected could check their names on the website and received a notification by phone. PTTAR allowed shareholders over 65 years of age to appoint a representative to participate in the program, as suggested by shareholders. This year, 3,789 people took part in the activity. Based on the assessment among minor shareholders (holders of 1-100 shares up to one million shares), participants in this project were 93.57% satisfied and also gave useful feedback and suggestions which will be used to improve this project in the future. Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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• Employees: PTTAR values its employees and regards them as a valuable asset. It creates pride and confidence among employees and organized various projects to encourage collective creativity while developing employees’ potential to increase their capability for working and surviving amid the volatile economic situation. It is PTTAR’s policy to raise staff competency to achieve professional levels, to assign the right person to the right job, and to treat all employees equally and fairly, while providing a good and safe working environment. Employees are compensated at a competitive rate when compared to those in a similar business. Activities are constantly organized to instill an awareness and understanding of good corporate governance, and there are regular assessments to test the correct understanding and employee satisfaction on this topic, so that continuous development can occur. In addition, PTTAR promotes the communication of information about its business throughout the organization, while creating clear channels for staff to directly express their opinions to the management, including the following options: 1. Direct to Management (D2M) on the Intranet – This is a two-way communication between the staff and Management, providing an opportunity for staff to ask all sorts of questions, while creating a good understanding between the Management and staff. 2. Safety Walk – Management members take turns meeting staff in person during a weekly safety walk which provides an opportunity for the Management to hear hands-on opinions

and problems from staff, while also being able to answer questions directly. 3. “Brother meets Brothers and Sisters” – President and CEO conducts the quarterly presentation of business results which also provides an opportunity for staff to ask questions and give their recommendations. 4. President and CEO carries out monthly communication with all staff. 5. A welfare committee was established to provide staff representatives to engage in discussions with PTTAR regarding staff welfare. The committee works to assess, monitor, and recommend sufficient and suitable actions to enhance employee welfare. PTTAR management’s policy is to make it a ‘Happy Workplace’ where employees are encouraged to take leadership both in and outside their workplace, to always learn, and to continuously develop themselves. • Customers: PTTAR seeks to create the highest customer satisfaction in both quality and price. It is determined to develop and maintain sustainable relationships with all customers by setting up a working unit responsible for providing information about products and solutions to customers’ problems, while receiving complaints to ensure that PTTAR products and services achieve the highest satisfaction among customers. PTTAR honors its commitments to customers by delivering products and services that are high-quality, timely, and fairly-priced. Quarterly

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meetings and visits to customer sites are jointly organized by technical groups, procurement planning, and commercial departments to collect customer opinions and provide customers with clarification about products and services. Moreover, PTTAR does not collude with its competitors to create situations which are unfair to customers. It strictly adheres to contracts, business ethics, and legal requirements. Customer satisfaction reviews are conducted twice a year. In 2010, the assessment result achieved PTTAR’s target score of 100% satisfaction, the same as in 2009. PTTAR has a good relationship with all customers and encourages all customers and business partners to share responsibility for society. For example, it presented a social responsibility case at the 2010 CSR Awards organized by SET which received compliments for its quick assistance to customers. These customers had a technical problem with their production process which impacted the community and the environment until it was solved with PTTAR’s assistance. • Business partners: PTTAR respects fair competition in the liberalized market and holds firm to the terms and conditions of contracts as well as code of conduct. It treats its business partners equally and fairly, based on the assumption that business partners also hold similar guidelines for proper business conduct. In addition, PTTAR has, as a template in all procurement, rental, and purchasing contracts, a clause concerning conflicts of interest and audits. This exhibits PTTAR’s attempt to search for contractors who conduct business with transparency and good governance. Good corporate governance will prevent Management and staff from influencing, convincing, or giving or taking benefits dishonestly. In addition, all business partners are required to strictly comply with safety, occupational health, and environmental regulations. PTTAR issued a new procurement regulation for 2011 on 18 January 2011 which stipulates that all procurement must be done with consideration of the business partners’ ethics, fairness, transparency, and positive responsibility for society and the environment. In 2010, PTTAR joined business partners in merit-making activities on various important occasions.

• Lenders: PTTAR honors its commitments to creditors and financial institutions by doing its best in following all contracts. It does not conceal any information or facts which may be harmful to lenders. Should there be any situation that prevents it from performing as required by the contracts, PTTAR will notify and work with lenders to find a solution to the problem together. It, moreover, has a good relationship with lenders and is ready to take part in social responsibility programs organized by lenders, as appropriate. • Competitors: PTTAR honors and supports free trade. It follows the rules of fair and free competition and proper ethics, and acts within the boundaries of the law. Its business ethics forbids employees to engage in improper practices which may lead to the demise of competitors. In recent years, PTTAR has never had any disputes relating to any of its competitors. • Community, Society and the Environment: PTTAR greatly values careful business conduct, taking care not to adversely affect the community, society, and the environment. It always aims to support activities that can help upgrade the quality of people’s life while creating a quality community and environment at all operating sites. PTTAR grants particular support to develop the potential of the younger generation in education, culture, religion, sports, and the development of professional skills. Social responsibility has now been incorporated in PTTAR’s organizational core values (SPEED: S = Social Responsibility). Staff are reminded not to take actions which harm society and the environment. They are also encouraged to respect human rights, bearing in mind the fair use of labor. PTTAR supports its staff to take part in community activities around its plant and in Rayong province. Willingness to participate in community activities has now become part of staff annual performance assessment. In time of natural disasters, the recent domestic floods for example, PTTAR staff members were encouraged to lend a hand by donating relief bags in various provinces. Various groups of staff with public spirit regularly organize activities in various forms.

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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PTTAR recognizes the usefulness of building a network of stakeholders to acquire collective knowledge and experience, such as in the “Shareholders’ Company Visit” project, in which participants took part in a social responsibility program with students who served as Young Environment Ambassadors. Participants also joined news reporters in Rayong province in releasing fish into a natural water source. “Beach Cleaning” is another example of this community effort. On the International Coastal Cleanup Day, the Management and staff as well as their families completed beach-cleaning activities with their counterparts from other plants in the Map Ta Phut Industrial Estate. In the “Dream School, Map Ta Phut Pan Model” project, PTTAR arranged for media people and staff as well as other operators to jointly carry out activities to provide educational support in Rayong province. PTTAR’s practice in social responsibility corresponds to the guidelines laid out by the Department of Industrial Works on Corporate Social Responsibility toward society (CSR-DIW), which comprises 7 main elements, namely corporate governance, human rights, labor laws, environmental protection, fair business operations, consumer protection, and community development. In 2010, PTTAR participated in the Department of Industrial Works’s project designed to encourage industrial operators to take responsibility for society in their application for certification under CSR-DIW. PTTAR was not only recognized as a CSR-DIW-certified company, but was also voted an outstanding company for organizational governance for 2010 out of 111 companies included in the assessment process. The recognition was based on effective and enterprise corporate governance based on evidence of transparency and readiness for inspection, a permanent PTTAR corporate value. In addition, as a corporate citizen of Rayong, PTTAR recognizes its duty to contribute to provincial development for Rayong’s balanced growth. Therefore, its key guidelines are to pay in Rayong its building and land taxes, excise tax, local development tax, and signboard tax, and to change company vehicle registration to Rayong registration. Employees are

also encouraged to register their personal cars and pay related tax in Rayong. All these enabled PTTAR to win honorable recognition from the Provincial Administration Organization as an outstanding operator that pays local taxes to add income to local agencies and local administration organizations to improve the quality of life for Rayong residents. In compliance with Article 67, Clause 2, PTTAR carried out Environmental Impact Assessments and Health Impact Assessments (EIA/HIA) as part of the Clean Fuel Project and Upgrading Project, Vapor Recovery Unit and Biodiesel Project, and Upgrading Project in Aromatics Complex I (AR2). These projects were carried out voluntarily as they are not categorized as part of the 11 types of projects causing severe damage in Map Ta Phut Industrial Estate. To complete these projects, PTTAR conducted a survey and reviewed opinions from villagers around the plant and revealed the results of the assessment through its website in September 2010. • The Country: PTTAR’s successful effort to train, promote, and remind all its staff to honor stakeholders and corporate governance created a sense of citizenship in each individual staff with efficiency, transparency, and responsibility, which is beneficial for the country. PTTAR is committed to building an organizational culture and values that staff can adapt to their work, their family, and society in general. It also supports the dissemination of information and principles of corporate governance to the public through all internal and external channels, for instance, the Disclosure Focus publication in the July 2010 issue of SET. The Board and the Management of PTTAR recognize the need to take part in various activities to share opinions with various stakeholders. For example, the Chairman of Corporate Governance Committee participated in the annual Kathin religious ceremony, and the Corporate Governance Committee and Management met with minor shareholders who actively followed up business movements and issues that may impact PTTAR. The Board closely followed information and opinions from shareholders on various occasions so that PTTAR was able to use these opinions and suggestions in decision-making and

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action-planning. PTTAR also closely followed the issues and solutions to environment problems at Map Ta Phut. To accommodate the change in Thai accounting standards to the International Financial Reporting Standards (IFRS), enforced from 1 January 2011, PTTAR has investigated the impacts of such change to financial statements, expertise, and skills of personnel, work processes, internal control system, and efficient change management planning. These investigations will make its financial statements clear and transparent while helping financial statements users and regulatory agencies analyze the performance, assess, and compare PTTAR’s financial standing with industry peers and competitors on the same footing. Besides, they would provide PTTAR with opportunities to ease cross-border listing and fund raising.

4. Disclosure of Information and Transparency Disclosure of information is one of the indispensable principles for good corporate governance. PTTAR, therefore, highly values information that may impact the decisions of shareholders and stakeholders. It recognizes and fully complies with laws regarding information disclosure for listed companies. This includes financial and non-financial information, which is disclosed in a complete, accurate, transparent, and timely manner, and in accordance with regulations. The information is available in Thai and English and is disclosed through accessible channels such as SET and SEC channels, as well as PTTAR’s website (www.pttar.com). PTTAR strictly follows the laws and regulations of SET and SEC, as well as those of other government agencies. There are regular follow-up actions and inspections of amendments of regulations to ensure that these laws and regulations are correct. This will, at the same time, assure shareholders that PTTAR’s business is transparent and appropriate. Investor Relations Division and Corporate Compliance and Communication Department are in charge of proper and complete disclosure of PTTAR information. In 2010, Senior Managements as well as Investors Relations staff distributed information to investors on various occasions, including at three foreign investors road shows held abroad, 4 financial analysts’ meetings, 75 meetings at PTTAR, 500 conference calls, 3 local

investors’ meetings, 45 disclosures of information through SET channels and PTTAR’s website, 4 shareholders’ newsletters, and exhibitions at the SET in the City and Money Expo. In addition, PTTAR consistently disclosed information to shareholders and the public through the mass media and through the various channels of social networks, both central and local media. Shareholders, investors, and the general public were able to learn about its movements around the clock. When the President & CEO reached his retirement age, PTTAR, to ensure the correct understanding and confidence in its business, organized four integrated programs with both central and local media, two media visits to the plant, four events with media participation, and 4 CEO Meets the Press sessions to announce the quarterly results. Moreover, reporters from television stations, daily newspapers, magazines, and websites were invited to 50 interviews with the CEO and Senior Managements. 100 photo releases, press releases, scoops, and calendar news were extended to both central and local media for dissemination to the public. PTTAR also released 32 pieces of information regarding social activities and CSR initiatives on Facebook under the name Cozy PTTAR and 4 other pieces on PTTAR’s general information on Wikipedia. PTTAR also released the news about the President & CEO receiving the Second “FastestGrowing in Asia” awards, from Platts, Singapore. PTTAR has now increased social network communication channels to facilitate the more diverse internet stakeholders. Through these channels,

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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information concerning the way of life of the people residing in Map Ta Phut area is presented, and stakeholders are welcome to express their opinions or to share their information on Wikipedia PTTAR, Blog Map Ta Phut with a view: http://pttarsocial.blogspot.com and on Facebook: Cozy PTTAR. In addition to the various disclosures of information above, PTTAR provides a two-way communication channel which is convenient and fast through an e-mail address, which is included on its website under Corporate Governance. Shareholders, investors, and the general public can file a complaint or forward any news to the Board, and can make enquiries regarding PTTAR by contacting the Company Secretary and the secretary of Corporate Governance Committee at the following e-mail address: corp-governce@pttar.com under Investor Relations, PTTAR can be contacted at ir@pttar.com. In 2010, investors made use of this popular method of communication, with about 1,500 correspondences through e-mail. PTTAR’s financial report has been presented in detail under “The Board of Directors’ Report on Its Responsibility to Financial Reports”. PTTAR has a backup system to ensure the security of its information technology in case of an emergency to prevent any loss of information. It announced the application of PTTAR 2010 software to prevent the use of illegal software. PTTAR has also laid out in its corporate governance manual a set of measures for informing about any rumors of possible damage to itself and measures for protecting the informer. Shareholders and stakeholders can notify PTTAR and the Board through the Corporate Governance Committee or Independent Directors of any potential illegal actions of a person or any event that may cause damage by e-mail or regular mail. PTTAR will keep such information in strict confidence to protect the informer. Use of inside information and Company securities trading: Since a key policy of PTTAR is to treat all shareholders fairly and equally, it has defined guidelines for the use of inside information by the Directors, Management, and all employees, including their connected and related persons with access to material information that could affect PTTAR’s share

price and has not yet been publicized. Under these guidelines, such data or information must not be exploited for self-gains, whether directly or indirectly, from share trading. The SEC-defined Directors and Managements must strictly report their portfolios of shares under SEC’s rule. In addition, a Board policy requires reports of share transactions, as well as portfolios of Directors and Senior Management, for the Board meeting’s acknowledgment every month.

5. Accountability of the Board PTTAR has a set of criteria outlining the qualifications of Directors in the corporate governance manual, which has been posted on its website. It must have no less than 5 and no more than 15 Directors, and each Director cannot hold a directorship for more than 3 terms. No less than a third of the total number of Directors and no less than 3 Directors must be Independent Directors. PTTAR’s regulations against shareholding in it by Independent Directors are stricter than those required by SEC and SET, a limit of shares not to exceed 0.5%. The Chairman is not to be the same person as the President and CEO, so that they are independent of each other in order to maintain a system of checks and balances. There is a separation of roles between the Chairman, Directors, Committees, and Managements. As mentioned in the corporate governance manual, the Board is qualified and knowledgeable in various fields, and consists of at least 3 Directors with expertise in petroleum or petrochemicals, at least one in law, and at least one in finance and accounting. The election of a Directors must be transparent and must comply with the processes of the Nomination and Remuneration Committee and the Board. The Nomination and Remuneration Committee is tasked with proposing the names of qualified persons, accompanied by their profiles, for consideration at the Annual General Meeting, after carefully reviewing the possible candidates against PTTAR regulations. The nominated candidates, as put forward by minor shareholders, are also considered by the committee. As for the replacement of Directors who resign before their terms are completed, the Board will work on the appointment of their replacements at the next meeting.

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At the end of 2010, the Board was made up of 15 qualified Directors. Of these, 6 were experts in the petroleum or petrochemical industry, 5 in legal and business administration, 2 in finance and accounting, 2 in safety and security, and the other in economics. 8 of the Board are Independent Directors, over half of the total number. The Chairman is not a member of any committee, and the only management on the Board is the President and CEO. This structure enables the Board to conduct their duties with maximum efficiency, as detailed in "Management Structure".

Roles and Responsibilities of the Board The Board, in its capacity as the representatives of shareholders, is vital to providing policy and direction to the business. It also monitors PTTAR code of conduct to help the business attain its goals, an arrangement designed to maximize benefits to PTTAR and all shareholders. As a result, the Board is required to carry out more roles and responsibilities than those defined by law in order to set a good example for staff at all operational levels, while also creating confidence among shareholders and investors. Their roles and responsibilities can be summarized as follows: 1) Policy and business strategies The Board defines policy vital to the business, such as vision, mission, strategy, financial goals, risk management, business planning, and budget proposals, and is responsible for overseeing the business administration and operation to ensure that the management conforms to the approved plan and manage resources efficiently and effectively. 2) Value creation to the business The Board is responsible for drawing up a policy on enterprise risk management while ensuring that a system or procedures for risk management are in place in order to strategically add value to PTTAR. There must be measures and methods to reduce impacts on the business. The Board is also required to provide recommendations to enhance business performance. 3) Corporate governance The Board must fulfill its duties to the best of its ability and ensure that business operations conform

to the laws, objectives, regulations, and direction decided at the shareholders’ meetings. The Board also makes sure that good corporate governance and code of conduct are being practiced, as well as overseeing the smooth operation and independence of PTTAR’s internal controls. The Board makes sure that essential information about PTTAR is disclosed. At the same time, it is the responsibility of the Board to protect the rights and benefits of shareholders and treat them equally, and to oversee potential conflicts of interest. These are explained under the section “Connected Transactions” to ensure the fair treatment of all shareholders and maximum benefit to PTTAR. In addition to encouraging employees to understand, recognize, and practice good corporate governance, the Board should provide support for the integration of the internal control system and corporate governance. 4) Responsibilities for society, the environment, and human rights It is an essential requirement that the Board align all business operations with social and environmental Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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responsibility to reduce industrial pollution, as well as promoting the sustainable livelihood of Thai society. This starts with improving the livelihood of the local community around the plant, participating in problemsolving to reduce impacts on the community, respecting human rights, and using fair labor practices, so that the community and the plant can co-exist in the long term.

Subcommittees To ensure that the Directors oversee business operations most effectively, the Board has appointed Committees to study, summarize, and set standards for various business operations, as well as setting guidelines about various aspects of management. This creates checks and balances, which leads to effective management and maximum benefit for PTTAR. Critical issues are raised for the consideration or acknowledgement of the Board. PTTAR has 4 Committees: Audit Committee, Corporate Governance Committee, Nomination and Remuneration Committee, and Risk Management Committee. The Nomination and Remuneration Committee has a procedure for the selection of Committee members and implements this procedure consistently when the need arises. The name list of suitable candidates is then submitted to the Board for official approval. Information detailing the work of the Board and the Committees, as well as their compensation, is listed under "Management Structure".

Management Directors These Directors are involved in the management of PTTAR, complying with the Capital Market Supervisory Board declaration No. Thaw Chaw 28/2551, which states that Management Directors are also managers, including Directors authorized to sign binding agreements, with the exception of agreements that have already been decided by the Board and are co-signed with other Directors. In 2010, PTTAR had 3 Management Directors, namely the President and CEO, and 2 other Directors

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authorized to sign binding agreements. Further details are available under "Board of Directors".

President and Chief Executive Officer In the Board’s extraordinary meeting no.1 on 29 September 2010 and no. 2 on 1 October 2010, the meetings agreed to appoint Mr. Bowon Vongsinudom as Director, President & CEO, and Secretary to the Board with effect from 1 October 2010, replacing Mr. Chainoi Puankosoom, who retired.

Company Secretary In meeting no. 8/2553 on 19 August 2010, the Board appointed Ms. Monwipa Choopiban, VP Corporate Compliance & Communication, to be Company Secretary replacing Mrs. Puangchao Nakanart, who retired from the Company on 1 October 2010. This appointment was carried out under the provisions of Article 89/15 of the Securities and Exchange Act (1999), which was amended by the Securities and Exchange Act no.4 of 2009.

Board Meetings The Board holds meetings once a month and schedules its meetings a year in advance – more than required by PTTAR’s regulations of 1 meeting per quarter. Extraordinary meetings are scheduled as necessary. During 2010, 12 meetings were held for the Board, one for Independent Directors, and one for the Board members without Managements. Each meeting had a clearly defined agenda and contained regular reports of business operations. Board members are required to regularly attend the meetings to acknowledge PTTAR’s development and take part in business decisions. The Secretary to the Board sends meeting invitations containing the agenda and relevant appendices ahead of the meeting to give the Directors enough time to study the information before the meeting. The President & CEO and the Chairman together consider matters and organize them into the meeting agenda in order of importance and relevance. Other Directors can also propose matters to be added to the agenda. In every meeting, the Chairman allows

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all Directors to express their opinions openly, suggest discussion topics, or ask questions. Senior Managements also attend the meetings when agenda items relate to their responsibilities to answer and explain situations to the best of their ability. If any Directors have a stake in any agenda items being discussed at a specific meeting, they must not be present at the meeting or cast their votes in decisions related to that item. After the meeting, PTTAR produces written minutes of the meeting, which is certified in the next meeting. The meeting documents are stored on PTTAR’s system for filing important documents, ready for examination by the Board or other relevant organizations. The Independent Directors have provided useful recommendations to the Company and its shareholders, including preparation for the introduction of new accounting standards, knowledge of laws, as well as guidelines and communication channels with minor shareholders. Further details of the Board meetings are available under "Management Structure".

Board Assessment It is stated in PTTAR’s corporate governance manual that an assessment of the Board, collectively and individually, must be carried out under the performance assessment procedure after the completion of annual operations. The Board arranged for its performance assessment for 2010 to take place once in order to assess their achievements, problems, and obstacles, and to propose ways for PTTAR to improve its performance. The assessment covered the performance of the Board as a whole and included self-assessments of the 15 individual Directors. The criteria for the assessment are as follows: 5 (100 out of 100) = very good 4 (80 out of 100) = good 3 (60 out of 100) = meets expectations 2 (40 out of 100) = average 1 (20 out of 100) = needs improvement In summary, the overall assessment score for the Board in 2010 revealed an average score of 96.71%,

which included assessment in 4 main areas (topics) and 38 subtopics: Topic

Average Score (%)

1. Board Policy

97.60

2. Board Structure

96.67

3. Board Performance

97.23

4. Board Meeting

95.33

Performance assessment of individual Directors revealed an average score of 96.85%, which included assessment in 6 main areas (topics) and 22 subtopics: Topic

Average Score (%)

1. Accountability

98.67

2. Responsibility

96.67

3. Equitable Treatment

96.44

4. Transparency

96.67

5. Creation of Long-term Value

92.67

6. Ethics

100

Directors’ and executives’ personal development PTTAR’s policy encourages all Directors to attend training courses with the Thai Institute of Directors (IOD) and other relevant institutions, such as the Capital Market Academy, and to attend seminars on various topics to accumulate knowledge about the roles and responsibilities of a Company Director. If a new Director is selected, the President & CEO is required to explain business operations, business Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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updates, upcoming projects and business ventures, to summarize the last Board meeting, and to advise him or her regarding good corporate governance practices so that he or she can understand the business and perform his or her responsibilities more effectively. PTTAR has a procedure to prepare a new director so that the person can perform his or her duties without delay. It is also the role of the Company Secretary to coordinate the following matters: 1) Collect necessary information on Directors to facilitate the examination process to ensure compliance with the relevant laws and arrange for the deliveries of essential information on Directors’ performance, such as recommendation letters, Company regulations, corporate governance manual, Directors’ personal history, performance summary, and the annual report. 2) Arrange for meetings with the Chairman, Directors, Senior Management, and Vice President to keep them updated and to equip them with insights of PTTAR’s operations. 3) Provide support for Directors and Senior Managements to attend training sessions considered useful for enhancing their performance. This training could be organized by PTTAR, by the regulators, or by independent agencies, such as IOD, which provides courses designed for directorships. SEC requires Directors of listed companies to take at least one of these courses, as well as seminars on various topics, to enhance the Director’s knowledge of his or her roles and responsibilities. PTTAR also provides membership in IOD for all Directors, so that they can receive news and information. It also notifies all Directors of possible training courses which they can attend throughout the year. As of the end of 2010, 7 Directors attended the Director Accreditation Program (DAP), 9 attended the Director Certification Program (DCP), 2 attended the Audit Committee Program (ACP), 2 attended the Financial Statements for Directors (FSD)/ Finance for Non-Finance Directors (FN) program, 3 attended the Role of Chairman (RCP) program, 1 attended the Role

of Compensation Committee (RCC), and 12 attended programs conducted by the Capital Market Academy. As for succession planning, PTTAR has systematically laid down an employee development structure by grooming executives under a leadership competency approach, focusing on cultivating skills in business management and people management. The Company has framed the approach and execution of its succession plans by the designation of capable employees in all groups for grooming into all key positions. Succession plan development for key positions and internal transfers must follow the overall scheme. All others are developed under individual development plans, covering core competency and functional competency. Details on executive development appear under “Performance Review”.

The Board of Directors’s report The Board is responsible for proposing PTTAR’s budget. The Audit Committee is assigned to review financial reports and make sure that they are of the highest quality and comply with the generally accepted accounting standards. Company information is disclosed in a transparent and complete manner, and a quarterly report is submitted to the Board. The Board is responsible for the budget as well as financial information appearing in the Annual Report. The financial statements are audited by KPMG Phoomchai Audit Ltd., a licensed auditor. Disclosure of any information, financial or non-financial, is always complete, truthful, and accurate.

Remuneration for Directors and Managements PTTAR has a transparent policy for the remuneration for Directors and various Committees. The Nomination and Remuneration Committee is in charge of reviewing the remuneration to make sure that it is competitive with companies in the same business group and with leading listed companies. Remuneration considerations are based on the performances of both the individual and the Company, the practices of listed companies of the same scale in the same industry, the scope of

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responsibilities, as well as the overall economic situation. Remuneration for Directors follows the decisions approved by the Annual General Meeting. At the Annual General Meeting 2010, shareholders approved the 2010 remuneration for Directors as proposed by the Nomination and Remuneration Committee. Details of the remuneration for Directors and Managements have been disclosed under "Remuneration for Directors". According to the Thai IOD’s survey of Directors’ compensation in 2010, PTTAR was categorized under the natural resource group. Comparison of Directors’ compensation was made between PTTAR and the group average, with the following findings: Board of Directors: The Chairman’s compensation was 0.13% lower than the group average, Management Directors 0.03% lower, and non-management Directors on par. The Chairman’s bonus was 0.53% higher than the group average, Management Directors 1.22% higher, and non-management Directors 0.65% higher. Committee members: The compensation for the Chairman of the Audit Committee was found to be 0.31% higher than the group average, while those of the members were 0.24% higher. The compensation for the Chairman of the Nomination and Remuneration Committee was 1.41% higher than the group average, while those of non-management members were 1.92% higher. The compensation for the Chairman of the Corporate Governance Committee was 1.07% higher than the group average, while those of non-management members were 1.65% higher. The compensation for the Chairman of the Risk Management Committee was 1.67% higher than the group average, while those of executive committee members were 1.87% higher and those of non-management members were 1.50% higher. Based on the latest Directors’ compensation survey conducted by SET in 2009 and taking into account the entire annual remuneration package reported to SET, PTTAR was categorized under the energy and utilities group. The compensation for the Chairman was reportedly 1.40% higher than the group

average, those of the Directors were 0.64% higher, that of the Chairman of the Audit Committee was 0.42% higher, and those of Audit Committee members were 0.10% higher. The Nomination and Remuneration Committee evaluates the performance of the President & CEO yearly to determine fair compensation rates and to report the findings for the approval of the Board. In 2010, SET, SEC, and IOD jointly evaluated the corporate governance of listed companies and completed the annual Corporate Governance Report of Thai Listed Companies (CGR). PTTAR was rated in the ‘Excellent’ range, winning a symbolic ‘five stars’ from the National Corporate Governance Committee. Moreover, PTTAR won recognition from SET’s CSR Awards committee for 2010 as a company with satisfactory performance in various areas, including Director and Management levels through to staff level, especially in corporate governance. PTTAR was commended for possessing a vision which values all stakeholders, and highlighting transparency both inside and outside it. Its attempt to promote social responsibility among its business partners was also part of the recognition. The Corporate Governance Committee is still determined to further develop corporate governance to achieve higher efficiency and effectiveness. This is to ensure that corporate governance brings about the maximum benefit to shareholders, PTTAR, and all stakeholders. The Committee aims to upgrade PTTAR’s corporate governance to the level comparable to international standards and in wider and more diverse dimensions. It is expected that corporate governance could be integrated into other areas of the Company’s operation, such as risk management and internal auditing. General (Somjed Boontanom) Chairman of the Corporate Governance Committee Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Nature of Business Managing an integrated oil refinery and petrochemical business, PTT Aromatics and Refining Public Company Limited (PTTAR) commands a business structure grouped into the following businesses:

1. Oil Refining and Refined-product Supply Sourcing As a leader of Thailand’s oil refiners and suppliers of refined products, PTTAR owns and operates a most advanced complex refinery, one of the most energyefficient in Asia Pacific, thanks to the flexibility of refining processes and the ability to supply refined products in Refining Unit

Crude Refining Unit

Capacity (barrels/day)

quantities matching customers’ demand at low costs. Located in Map Ta Phut Industrial Estate in Rayong, the refinery has a capacity of 280,000 barrels per day of crude oil and condensate intake, with a wide range of high-quality refined products, namely: • Light products, consisting of LPG, light naphtha, and reformate • Middle distillates, consisting of jet fuel and diesel • Heavy products, consisting of fuel oil. Today, its 3 refining units handle crude oil and condensate refining: Detail

145,000

A complex refinery with hydrocracker and visbreaker units, capable of converting fuel oil into middle distillates. This unit refines crude oil into products, which may include reformate for delivery to the aromatics complex.

Condensate Splitter Unit 1

70,000

This unit produces reformate for delivery to the aromatics complex along with other petroleum products, including light naphtha, LPG, condensate residue, and heavy naphtha. Heavy naphtha is sent to the reformer unit for reformate production for further feeding to the aromatics unit.

Condensate Splitter Unit 2

65,000

This unit produces reformate for delivery to the aromatics complex along with other petroleum products, including light naphtha, LPG, condensate residue, and heavy naphtha. Heavy naphtha is sent to the reformer unit for reformate production for further feeding to the aromatics unit.

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2. Production and Distribution of Aromatics and Downstream Products PTTAR produces and distributes primary aromatics, namely paraxylene, benzene, cyclohexane, orthoxylene, mixed xylenes, toluene with raffinate and heavy aromatics as by-products.

Today the Company runs two aromatics units:

Product

Unit: Ton/Year

Aromatics Complex I

Paraxylene Benzene Cyclohexane Orthoxylene Mixed Xylenes Toluene Total

Aromatics Complex II

Total

540,000 307,000 200,000 66,000 76,000 -

655,000 355,000 60,000

1,195,000 662,000 200,000 66,000 76,000 60,000

1,189,000

1,070,000

2,259,000

Note: PTTAR’S flexible process provide outputs matching market demand

3. Joint-venture Businesses and Associated Companies To capture business opportunities, PTTAR entered into joint ventures with others operating various projects in support of its own business to generate profits while nurturing sustained growth. Company Name

PTT Phenol Co., Ltd. PTT Utility Co., Ltd. PTT ICT Solutions Co., Ltd. Business Services Alliance Co., Ltd.

As of year-end 2010, here is a summary of PTTAR’s shareholding structures in joint ventures and business affiliates:

Nature of Business

Producer and seller of phenol Producer and seller of steam/electricity IT and communication service provider to shareholders Manpower procurement and contract labor provider for PTT and PTT Group

Paid-up Registered Registered Capital Capital (Million Baht) (Million Baht)

9,252 6,859 150 2

% Equity

8,350

30% (2,505 million baht) 6,859 20% (1,372 million baht) 150 20% (30 million baht) 2

25% (500,000 baht)

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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PTTAR’s Product Value Chain Upstream

Intermediate

Ethylene Ethane

VCM

Propane PTT Gas Separation Plant

LPG NGL

PTT Chemical Plc.

Propylene Mixed C4

Naphtha

Styrene Py-gas

Light Naphtha Benzene

PTT Plc./Import

Crude Refinery Condensate and Condensate Full Range Naphtha Splitter

Cyclohexane Aromatics Plant

Paraxylene Domestic Refinery

Cumene/Phenol

LAB

PTA

Reformate Orthoxylene Heavy Aromatics LPG (Propane/Butane) Jet A1 Diesel Fuel Oil

PA

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Downstream Butene-1

PE

Food Packs, Plastic Flowers

PVC

Pipes, Floor Mat, Bottle, Door and Window Frames

PP Iso-Butene Butadiene

Bisphenol-A

Application

Bags, Toy, Carpet Fiber, Battery Case

MTBE

Octane booster in gasoline

ABS

Automobile Parts, Refrigerator Part

SAN

Electric Fan Part

SBR

Rubber Pipe, Tyre

GPPS

Toy, CD Case, Packaging

HIPS

Computer Case, Printer

EPS

Foam Container

Phenolic Resin

Electronic Appliances, Circuit Board, Heat Resistant Insulator

Polycarbonate

Compact Disc, Safety Glass, Automobile Parts

Epoxy Resin

Electronic Appliances, Plastic Sheet for Construction

Caprolactam

Nylon 6

Fiber, Stocking, Carpet

Adipic Acid

Nylon 6.6

Electronic Appliances, Automobile Parts

LAS

Detergent

Polyester

Textile, Film, Food Containers, PET

Plasticizer

Cementing Plastic Product, Dyeing Compound Solvent Fuel, Petrochemical Feedstock

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Performance Review This was another year of successful execution in various aspects of PTT Aromatics and Refining Public Company Limited (PTTAR), summarized below.

1. Organizational Structuring and Development 1.1 Organizational Structuring In 2010 PTTAR has restructured organization regarding business growth, appointed and transfered Management as appropriate to new organization structure (Detail in "Organization Structure").

1.2 Employee development The Company has laid down a framework for systematic employee development while focusing on development of all to be both smart and virtuous. • Framed the approach and execution of succession plans, with senior executives valuing the designation of people with potential among employees of various levels for further development to take up key positions • Developed executives under the PTTAR Leadership Competency framework with a focus on giving them business and personal skills, acting as a coach and an HR manager • Developed all employees under Individual Development Plans (IDP), which cover both Core Competencies and Functional

Competencies in addition to English skills, which form a policy approach for preparing all employees to master English skills to give themselves more prospects for advancement while sustaining future growth for PTTAR • Besides developing employees to become smart, PTTAR encourages them to be people with virtues, volunteering spirit, and selflessness through participating in assorted social responsibility activities organized by the Company and the Employee Volunteer Club, sponsored by the Company.

1.3 Unifying teams under the SPEED values • Organized assorted recreational activities to promote teams and unity among all employees of the same units and different units alike. Management executives together served as a core for driving all employees to join the activities to blend their cultures into one under a common set of values. The Company’s other activities also engaged employees’ families to promote good family relations. • Launched employee satisfaction surveys in various aspects. From these survey outcomes, executives pooled ideas on employees’ views for work process and action plan refinement for all executives to push and execute for the benefit of workplace and work processes.

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2. Production and Maintenance 2.1 Production Company petroleum products for the year 2010 was 76,381,000 barrels and aromatic products was 1,947,000 tons. With no planned maintenance shutdown in 2010, Refinery Plant (AR1) had a mild output reduction in the first quarter for decoking furnace cleaning at the

Visbreaker Unit (VBU), as well as heat exchanger cleaning for long-term efficiency improvement. Aromatics Complex I (AR2) faced a planned maintenance shutdown, deferred from March to June, since the refining margin for March was considered high because of market demand. Such deferral yielded about 90 million baht. Such maintenance has raised the efficiency of TAC9, resulting in about 13 million baht of benefit each month. Unit: Thousand Barrels/Day

AR1

AR2

AR3

Total

Main intake

145

46

54

246

Crude Oil

145

-

-

145

-

46

54

101

Product

168.5

53.3

58.5

280.3

Sulfur

0.3

-

-

0.3

LPG

3.0

6.0

5.7

14.7

Naphtha

19.5

15.6

17.2

52.3

Reformate

17.7

0.1

0.2

18.0

Jet Fuel

24.1

-

-

24.1

Diesel

72.8

-

-

72.8

Fuel Oil

31.1

-

-

31.1

Paraxylene

-

9.2

13.5

22.7

Benzene

-

4.6

6.7

11.3

Cyclohexane

-

3.7

-

3.7

Other Aromatics

-

3.1

0.7

3.8

Hydrogen Gas

-

-

2.9

2.9

Condensate Residue

-

11.0

11.6

22.6

Condensate

Note: Figures are inclusive of connected transactions Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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In 2010, PTTAR derived a total of about US$ 136 million in synergistic value among its 3

processing units, against US$123 million in 2009. These consisted of:

Synergy Benefit

Benefit (US$ Million)

1. Processing of naphtha derived from AR1 into aromatics in favor of domestic sale

3.7

2. Use of jetty and feedstock tank farm at AR1

2.8

3. Use of nitrogen blanket at the reformate tank to provide more aromatics output

4.5

4. Use of heavy aromatics in place of diesel as fuel oil cutter stock

9.8

5. Use of reformate to produce aromatics in favor of export

49

6. Processing of condensate residue at CRS in favor of export

60

7. Hydrogen transfer from AR2&3 to AR1

6.2

Total

PTTAR successfully swapped feedstock (heavy vacuum gas oil and hydro-wax) with Star Petroleum Refining Co., Ltd. (SPRC), starting in May for a total synergy value of about 200 million baht. Below is a summary of processing performance for the year.

2.2 Maintenance In 2010, PTTAR undertook maintenance work as summarized below: 2.1 Routine maintenance: During the year, it consistently gave top priority to preventive maintenance (PM) and delivered PM work as planned, resulting in 100% in overall PM compliance. As for corrective maintenance (CM), the Company scored 85% in CM Compliance overall. As a result, PTTAR commanded 96.6% in mechanical availability for its 3 plants. In short, the plants ran almost continuously. 2.2 Turnaround management: PTTAR valued this by defining a long-term shutdown plan and had

136

integrated turnaround teams in place, which gave the turnaround efficiency and flexibility alike amid volatile business circumstances. In June 2010, it registered turnaround success at Aromatics Complex I (AR2) and prepared for another turnaround at Refinery Plant (AR1) in February 2011. 2.3 Maintenance development: PTTAR is committed to internationalizing maintenance work while developing skills, expertise, and competency in parallel. It therefore devised a technical progression scheme to give employees opportunities to continuously develop and grow on their career paths. PTTAR took a proactive approach to maintenance by initiating a Maintenance Excellence Project to drive work to greater efficiency and effectiveness while supplementing PTT Group’s core strategies on “Zero Unplanned Shutdown” and “Operation Excellence” for maximum success and benefit.

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Configuration AR1 CDU

Reformate

PSA

Jet Fuel

HDS

DHDS

Hydrogen

Crude

REF

HVU

50 ppm Diesel

Diesel

HCU MEROX

VBU

CRS

Fuel Oil

AR2

Py-gas

AR3

PSA

PSA

Py-gas

Condensate

CS

CHX

REF

Heavy Aromatics

Hydrogen

Hydrogen

Mixed Xylenes

Condensate Residue

Orthoxylene Paraxylene Benzene Cyclohexane

ARO1

REF

Toluene

CS

Reformate

Condensate

Paraxylene Benzene

ARO2

Condensate Residue

• Intake and Products

Intake 280 KBD AR1 Crude Oil 145 KBD

AR1 = Refinery AR2 = Aromatics Complex I AR3 = Aromatics Complex II

HVU = High Vacuum Unit HDS = Hydrodesulfurization Unit DHDS = Deep Hydrodesulfurization Unit CRS = Condensate Residue Splitter

AR2 Condensate 70 KBD AR3 Condensate 65 KBD CDU HCU VBU CS

= Crude Distillation Unit = Hydro Cracking Unit = Visbreaker Unit = Condensate Splitter

Finished Products Petroleum Products 228 KBD

Aromatics Products 2,259 KTA

LPG 9% Reformate 5% Light Naphtha 23%

Other 9% Cyclohexane 9%

Jet, Diesel 53%

Benzene 29%

Paraxylene 53%

Fuel Oil 10% REF ARO PSA CHX

= Reformer = Aromatics Complex = Pressure Swing Adsorption Unit = Cyclohexane Unit Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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3. Feedstock Supply and Product Sale 3.1 Feedstock supply PTTAR secured crude oil and condensate supply through PTT Plc at market prices for a total of 91.7 million barrels for a total value of US$7,235 million. Volume (Million Barrel)

Main feedstock

Average Value price (US$ Million) (US$/Barrel)

Crude oil

53.6

79.6

4,266

Condensate

38.1

77.8

2,969

Total

91.7

78.9

7,235

In 2010, PTTAR introduced crude oil and condensate that yielded higher profits than its business plans to its refining processes: Labuan, Bunga Kekwa, Dar Blend, Songkhla, Pyrenees, Belanak, Penglai, ESPO, Pattani, Benchamas, Umm Shaif, and Qatar Marine (all crude oil), and North Arthit, Geragai, Muda, Bintulu, and Benjaia (all condensate). As a result, it derived about US$20 million in margin over the business plan. PTTAR’s synergy with other refineries through joint transportation of crude oil with Star Petroleum Refining Plc, Thai Oil Plc, and Bangchak Petroleum Plc trimmed its expenses by about US$10.4 million. A summary of benefit derived in 2010 appears below. Item

Benefit (US$ Million)

1. Crude oil processing at AR1

13.6

2. Condensate processing at AR2/AR3 3. Joint transportation of crude oil Total

6.2 10.4

3.2 Product sale In 2010, PTTAR sold a total of 57.8 million barrels, grossing US$4,884 million in revenue. PTTAR’s domestic sales of its main products (diesel and jet fuels) accounted for 72% of the refinery’s total capacity or a 19% domestic market share. PTT Plc remained its biggest product customer, with its purchase agreement for 70% of the former capacity of the refinery and at least 50% of the additional capacity from Condensate Residue Splitter (CRS) for domestic sale. In addition, PTTAR secured new customers, particularly those of fuel oil, thus giving itself greater flexibility for processing and sale. Petroleum products sold in Asia – China, Singapore, Indonesia, and Vietnam – accounted for about 35% of total petroleum sales. PTTAR sold a total of 4.04 million tons of aromatics, most of which (79%) PTTAR commanded the highest domestic market shares of 47% for benzene and 54% for paraxylene. The rest was sold to Asian countries (Singapore, Taiwan, Indonesia, Malaysia, China, India, and Korea) and other regions (including Saudi Arabia and the US). Average Price

Ratio of value

Product

Volume

Petroleum business

(Million Barrels)

Domestic

37.2

85.1

3,161

65

Export

20.6

83.6

1,723

35

Total

57.8

84.5

4,884

100

(US$Million)

(%)

Value

(US$/Barrel) (US$Million)

Aromatics (Million Tons) (US$/Ton) business

(%)

Domestic

3.24

823

2,679

79

Export

0.80

878

701

21

Total

4.04

834

3,380

100

30.2

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Commercial lnterface PTT

PTT

Condensate

IRPC Plc.

Condensate Residue

Rayong Purifier Plc.

Naphtha

Toluene

IRPC Plc.

SCG Chemicals Co., Ltd.

Aromatics Product for Export

Thai Tank Terminal Co., Ltd. (Map Ta Phut)

Cyclohexane

Ube Chemicals (Asia) Plc.

LPG, Light Naphtha

Condensate

Benzene

Steam/Power

Export

Glow Energy Plc. Glow Group

Sulfur

PTT Utility Co., Ltd.

Light Naphtha Natural Gas

PTT Gas Separation Plant

Py-gas

LPG

Condensate Crude Oil

PTT Chemical Plc.

Benzene

PTT Phenol Co., Ltd.

Fuel Oil

PTT

Fuel Oil Benzene

Siam Styrene Monomer Co., Ltd. Diesel, Jet Fuel Diesel, Jet Fuel

PTT

Paraxylene

Diesel, Jet Fuel

Siam Mitsui PTA Co., Ltd.

Light Naphtha Paraxylene

Sak Chaisidhi Co., Ltd.

Continental Petrochemicals (Thailand) Co., Ltd.

Feedstock and Energy

Pipeline

TPT Petrochemical Plc.

Orthoxylene

Paraxylene

Indorama Petrochem Co., Ltd.

Truck

Ship

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

41


5. Financial Performance

4. Process Efficiency Improvement and Expansion Project Management 4.1 Process efficiency improvement • Replaced catalysts at the TAC9 unit to enable conversion of heavy aromatics to more benzene and paraxylene. • Replaced heat exchangers at the reformer unit to add capacity. • Replaced reformate distillation tower equipment to a high-performance tray to lower energy consumption. • Replaced heat exchangers at the condensate splitter to enable more recycling of heat. • Cleaned equipment at the cyclohexane reactor furnaces to add capacity. • Reduced the extractor consumption rate at the ED Sulfolane unit to lower energy consumption. • Raise the Parex unit’s capacity by 4% without further investment.

4.2 Expansion Project Management

42

• Upgrading Complex Phase 2 (Deep Hydrodesulfurization, DHDS): This was designed to produce ultra-low sulfur diesel fuel (50 ppm, of the Euro IV standard) under a policy to improve fuel quality, due for enforcement in 2012. At year-end 2010, the project registered 85.55% progress.

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This year, PTTAR successfully managed its structural portfolio of loans for greater financial management efficiency, reduction of interest expenses, and greater confidence in its own liquidity to sustain future expansion. To rapidly conduct business under global economic conditions still with dubious recovery, the Company has taken the following steps: • Secured additional long-term loans from domestic and foreign financial institutions: These loans totaled 25,700 million baht in credit line to support refinancing in 2011-2012 or to serve as reserve fund for future business activities, or both. Most of this new credit line is on a revolving basis, which is flexible and aligns with PTTAR’s business structure. Such action has not only extended the average total loan maturity period, but also cut the average interest rates by about 0.5% per year, or an equivalent saving of about 300 million baht per year. • Negotiated existing loan agreements with bank syndicate lenders of long-term loans (Tranche C and Tranche G, totaling 9,897.5 million baht): The main conditions under negotiation dealt with the extension of agreements, adjustment of reference interest rates, and modification of part of the credit line into revolving loans. Such action has not only extended the loan maturity period, but also cut the interest rates by about 0.80% per year, or an equivalent saving of interest payment of about 20 million baht in 2010. • Buyback of USD Bonds from domestic and foreign institutional investors: This US$59.15 million trimmed financing costs, resulting in about 0.60% per year reduction in interest expenses, an equivalent of saving in 2010 of about 5 million baht.

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6. Risk Management and Investment Project Management 6.1 Risk management While the global economy had probably passed its ebb since 2009, the petrochemical and refining business still remained highly volatile because the US economy had yet to fully recover, while many European Union (EU) countries faced sovereign debts, which stunted their economic growth. In addition, the entry of speculators contributed to the highly volatile prices, potentially causing severe losses through oil stocks. As for the domestic overview in 2010, political unrest dominated the scene, as did conformance to Article 67, Clause 2 of the Constitution concerning projects with severe impacts, volatile foreign exchange rates, and the looming rise in interest rates. The Board of Directors has appointed the Risk Management Committee to help it defines a policy and approach for efficient risk management. In 2010, to ensure that PTTAR’s performance would achieve its goals, the Risk Management Committee closely monitored and supervised risk management practices in various ways apart from regularly reviewing the risk register. Below is an overview of risk management during 2010:

• Risks from refining margin and oil price volatility 1. Entered into a crack spread hedging contract to lower the risks from refining margin volatility, involving a total of 7.2 million barrels (9% of all petroleum products). 2. Entered into a forward contract for Dubai crude to nail down margins for aromatics products as planned, involving a total of 1.4 million barrels (roughly 180,000 tons) (10% of all aromatics products). 3. Entered into a forward contract for Dubai crude to manage fuel costs, losses, and LPG (whose price was governmentcontrolled), involving about 25% of the total volume. 4. Converted the costs of feedstock to align with the actual months of production to lower the volatility of each month’s performance. 5. Instituted a risk management policy to accommodate oil price volatility producing stock gains/losses. Under the policy, the management could enter into contracts for maximum on 4.6 million

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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barrels subject to risks, thus bolstering confidence that the year’s performance would suffer no stock loss. • Risks from the costs of marine transportation of crude oil PTTAR has applied novel tools to manage risks. In 2010, it began conducting partial risk management of its costs of marine transportation of crude oil for 2011, since it had found that over the past couple of years, the costs were highly volatile. PTTAR became the first company in Thailand to manage risks in this way. • Risks from the volatility of interest rates and foreign exchange rates PTTAR has in place risk management practices to ensure suitable interest-rate levels by converting a part of those floating rates into fixed ones to lower the risks of interest expenses with interest rates on the rise. As a result, today the Company commands about 42% of its loans at fixed interest rates as opposed to 38% earlier in the year. Still, when interest rates remain low, PTTAR is actually benefiting from floating interest rates. As for foreign exchange rates, the committee monitored and provided risk management guidance to ensure that they stayed at suitable levels. To achieve this, PTTAR gradually purchased dollars in advance proportionally with the Company’s expenses while managing its US dollar-denominated loans to make them compatible with its profits and thus lower the volatility of the baht. • Risks from conformance to Article 67 of the Constitution PTTAR has in place an approach for easing the risks arising from this government policy, particularly on conformance to Article 67,

Clause 2 on filing an appeal against temporary injunction of the Central Administrative Court, particularly a contingent plan for the forced shutdown of the power plant run by PTT Utility Co., Ltd. This would ensure no severe impact on the Company. Eventually, on 2 September 2010, the Administrative Court ended the temporary injunction. • Operation risks PTTAR values improvement of processing reliability by following up reliability improvement of the PTTUT CUP-2 power plant and planning water supply for its processes, which made its processing reliability in 2010 exceed the goal (99.5% versus 98%). In addition, the Company instituted preventive measures against heavy fires at its plants and accelerated a project to lower Volatile Organic Compounds (VOC) for the benefit of surrounding communities. This project is due for launching in early 2011.

6.2 Notable joint-venture projects PTT Phenol Co., Ltd. (PPCL) • PTTAR holds 30% equity (2,505 million baht) in PPCL, which buys benzene and processes it into phenol and acetone at 200,000 and 124,000 tons/year. The completed phenol plant began its commercial operation in March 2009. • Its bisphenol A (BPA) plant with its own phenol and acetone as feedstock is expected to begin commercial operation in March 2011. PTT Utility Co., Ltd. (PTTUT) • PTTAR holds 20% equity (1,372 million baht) in PTTUT, which produces and sells public utilities, including electricity, steam, and industrial water, to PTT Group and nearby industries.

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• PTTUT has 3 central utility projects (CUPs): - CUP-1: Construction of phase 6 is completed, with a test run underway since May 2010. - CUP-2: Commercial production began on 1 January 2009 for this supplier of power and steam to Aromatics Complex II (AR3). - CUP-3: Phase 1 began supplying steam in December 2009. Construction of its Boiler, Power Substation, Demineralized water unit, and control buildings was completed in the first quarter of 2010. PTT ICT Solutions Co., Ltd. (PTTICT) • PTTAR holds 20% equity in PTTICT, which has provided information technology and communication services to its PTT Group shareholders. • PTTAR hired PTTICT under a 5-year contract beginning on 1 July 2006, at the end of which the contract could be extended for 5 years at a time. Business Services Alliance Co., Ltd. (BSA) • PTTAR holds 25% equity in BSA, which provides labor and contractor labor supply services to PTT Group.

• Modified, enhanced, and expanded the scope of program applications to encompass more applications for greater management flexibility, including the SAP system, annual budget preparation, feedstock and product logistics management, plant process efficiency monitoring, plant water and air quality measurement monitoring, and efficiency improvement for off-the-shelf software. In addition, PTTAR organized drills for SAP disaster contingency plans to test the readiness of its back-up SAP system while rehearsing employees’ understanding of the management process during disasters as well as users’ roles and duties.

7. Information Technology To accommodate and support business operation and add work efficiency, PTTAR has executed IT and communications tasks as summarized below: • Modified its mobile-trunk communication radio system to accommodate communication among plants for greater management flexibility. • Modified the speed and security of its information networks for faster and safer data transmission.

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Revenue Structure 1. Revenue from Aromatics Plants 2009 Sales

2010 Sales

2010 Production

Product Million Baht

Million Baht

%

%

Domestic

Million Baht

%

KTA

Proportion of 2010 Sales Export

Million Baht

%

%

Benzene

11,897

5

16,382

6

573

14

7,106

3

9,276

12

Paraxylene

34,392

15

37,321

14

1,137

28

33,361

17

3,960

5

192

0.1

-

-

-

-

-

-

-

-

1,873

1

1,913

1

55

1

1,130

1

783

1

17

-

130

-

4

0.1

-

-

130

0.2

Cyclohexane

4,225

2

5,725

2

178

5

3,099

2

2,626

3

LPG

5,235

2

7,432

3

374

9

7,432

4

-

-

21,479

10

27,792

10

1,190

30

22,596

11

5,196

7

Heavy Naphtha

837

0.4

-

-

-

-

-

-

-

-

Heayy Aromatics

248

0.1

262

0.1

11

0.3

11

-

251

0.3

8,774

4

10,383

4

502

13

10,383

5

-

-

89,169

40

107,340

39

4,024

100

85,118

43

22,222

29

Toluene Orthoxylene Mixed Xylenes

Light Naphtha

Condensate Residue Total

Proportion of domestic sales and export volumes of Aromatics Business (%)

79

21

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2. Revenue from Refinery Plant 2009 Sales

2010 Sales

2010 Production

Product Million Baht Propylene

Million Baht

%

KBBL/ Year

%

Proportion of 2010 Sales Domestic

Million Baht

%

Export

Million Baht

%

%

124

0.1

-

-

-

-

-

-

-

-

1,407

1

1,442

1

1,097

2

1,442

1

-

-

11,488

5

14,142

5

5,885

10

14,142

7

-

-

9,793

4

9,538

4

3,044

5

-

-

9,538

12

Jet Fuel

17,738

8

25,417

9

8,794

15

20,970

10

4,447

6

Diesel

77,265

34

88,720

32

26,564

47

64,712

33

24,007

31

Fuel Oil

17,177

8

25,747

9

11,360

20

9,138

5

16,609

22

By-products

161

0.1

184

0.1

125

0.2

184

0.1

-

-

Crude Oil

978

0.4

1,237

1

-

-

1,237

1

-

-

136,131

60

166,427

61

56,870

100

111,826

57

54,601

71

LPG Light Naphtha Reformate*

Total

Proportion of domestic sales and export volumes of Refinery Business (%) Total

225,300

Proportion of domestic sales to export (%)

100

273,767

100

67 196,944

100

33 76,823

72

100 28

Note: * Including Gasoline until 31 January 2009 due to the termination of operating alliance agreement with SPRC

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Management’s Discussion and Analysis 1. Operational and Financial Results 1.1 Statements of Income

Unit: Million Baht

Quarter 3/2010

4/2010 Total Intake (Million Barrel)

Year

4/2009

2010

2009

24.70

25.28

24.00

95.02

92.78

74,982

68,910

67,425

273,767

225,300

(68,039)

(65,174)

(63,532)

(252,524)

(207,311)

Utilities Cost

(1,179)

(1,204)

(1,131)

(4,469)

(4,434)

Market GIM

5,764

2,532

2,762

16,774

13,555

(39)

62

(64)

9

3,248

Stock Gain/(Loss) net LCM2

2,226

171

2,759

1,111

7,342

Accounting GIM

7,951

2,765

5,457

17,894

24,145

Processing Cost

(958)

(738)

(800)

(2,906)

(2,933)

-

31

(1)

(196)

(25)

(476)

(369)

(508)

(1,514)

(1,434)

(1,434)

(1,076)

(1,309)

(4,616)

(4,392)

45

14

42

212

278

EBITDA

6,562

1,703

4,190

13,490

20,031

Net Interest Expense & Financial Charges

(715)

(680)

(720)

(2,930)

(2,906)

(1,306)

(1,345)

(1,319)

(5,154)

(5,035)

Share of Gain/(Loss) of associate

297

146

21

868

(99)

Gain/(Loss) from Foreign Exchange3

139

989

(221)

1,689

575

Net Sales Cost of Feedstock

Hedging Gain/(Loss)1

Turnaround Maintenance Cost Selling & Administrative Expenses OPEX Other Income

Depreciation Cost

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Unit: Million Baht

4/2010 Net Profit/(Loss) Before Tax Income Tax Net Profit/(Loss)

Quarter 3/2010

Year

4/2009

2010

2009

4,977

813

1,951

7,963

12,566

(1,170)

(118)

(453)

(1,620)

(3,404)

3,807

695

1,498

6,343

9,162

1.28

0.23

0.51

2.14

3.09

Earnings/(Loss) per Share (Baht)

Note: 1. Gain from early settlement of crack spread swap agreements and Gain/(Loss) from the difference of crack spread swap and crude oil spread swap agreements 2. Net Profit/(Loss) from stocking include allowance for decline in value of inventories/reversal allowance for decline in value of inventories 3. Exclude Gain/(Loss) from exchange rate in associated with the purchase of crude/intake, as it is included in the cost of feedstock

2. Analysis of Operational Performance Year 2010 and 2009 2.1 Production and Sales Performance

2.1.1 Feedstock Intake 4/2010

Quarter 3/2010

4/2009

16.62

16.88

15.88

(2)

5

63.34

60.32

5

181

183

173

(2)

4

174

165

5

105

105

104

0

1

103

102

2

11.00

10.95

11.08

0

(1)

42.51

41.32

3

120

119

120

0

0

116

113

3

90

86

88

5

2

85

82

4

24.70

25.28

24.00

(2)

3

95.02

92.78

2

% QoQ YoY

Year

2010

2009

%

Refinery Business Total Intake (M.BBL) (KBD) CDU Utilization Rate (%) Aromatics Business Total Intake (M.BBL) (KBD) BTX Utilization Rate (%) Total Intake (M.BBL)

The Company continued its preventive maintenance of the plants to maintain its utmost reliability, which resulted with only 2-day unplanned shutdown maintenance in 2010. The Company’s total

intake of 95.02 M.BBL or 260 KBD increased 2% from 2009. Refinery intake was 63.34 M.BBL or 174 KBD, increasing 5% from 2009 primarily from the intermediate products exchange (HVGO: Hydrowax) with SPRC Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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conditions of aromatics compared to the previous year which enabled the Company to maximize aromatics feedstock (both condensate and reformate) despite its 1-month planned turnaround maintenance of Aromatics Complex I (AR2).

which generated additional benefits of approximately 200 million baht. Since May 2009, this cooperation is still carried on throughout 2011. Aromatics intake accounted for 42.51 M.BBL or 116 KBD, increasing by 3% from 2009 with BTX utilization rate of 85%. The increase was mainly from more favorable market

2.1.2 Production and Sales Products Petroleum

Jet Fuel

Volume Year 2010

KBBL

Sales Year 2009

%

KBBL

Proportion

Year 2010

%

MBaht

%

Domestic

Export

%

%

8,794

12

7,274

10

25,417

9

83

17

Diesel

26,564

35

27,242

36

88,720

32

73

27

Fuel Oil

11,360

15

8,808

12

25,747

9

35

65

Others

29,663

39

31,349

42

72,412

26

79

21

Total

76,381

100

74,673

100

212,295

78

72

28

%

MBaht

Aromatics

Paraxylene

KTON

%

KTON

%

%

%

1,137

58

1,095

58

37,321

14

89

11

Benzene

573

29

548

29

16,382

6

43

57

Cyclohexane

178

9

149

8

5,725

2

54

46

59

3

111

6

2,043

1

55

45

1,947

100

1,902

100

61,472

22

73

27

273,767

100

72

28

Others Total Grand Total

According to additional total intake in 2010, the Company produced 76,381 KBBL of petroleum products and 1,947 KTON of aromatics products, increasing by 1,708 KBBL and 45 KTON, respectively compared to 2009. In addition, increase in product prices resulted in the Company’s total revenues of 273,767 million Baht, increasing from the previous

year by 22%. The Company attempted to maximize high-value products such as jet, diesel, paraxylene and benzene where such petroleum and aromatics products were sold 72% domestically and 28% internationally to China, Singapore and Vietnam, for instance.

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2.2 Oil and Aromatics Prices Situation

2.2.1 Oil Market

Unit: US$/BBL

4Q/ 2009

1Q/ 2010

2Q/ 2010

3Q/ 2010

4Q/ 2010

2010

2009

%ď ˛

Dubai

75

76

78

74

84

78

62

26

WTI

76

79

78

76

85

79

62

27

Dated Brent

75

76

78

77

86

79

62

27

Gasoline (95Ron)

80

88

87

83

95

88

70

26

Jet Fuel/Kerosene

83

85

90

87

99

90

70

29

Diesel (0.5%s)

82

85

89

86

97

89

69

29

Fuel Oil

71

73

71

69

76

72

57

26

Gasoline (95Ron)

5.1

12.6

9.4

8.6

10.7

10.3

8.5

21

Jet Fuel/Kerosene

7.3

9.4

11.7

12.9

14.3

12.1

8.3

45

Diesel (0.5%s)

6.2

8.9

11.3

12.4

13.0

11.4

7.3

57

Fuel Oil

(4.4)

(2.8)

(6.5)

(4.7)

(8.0)

(5.5)

(4.5)

(22)

Crude Oil Prices

Refined Products Prices

Dubai Spread

Source:

PTT Aromatics and Refining Plc

1) Crude Oil Price In 2010, Dubai crude price rose from 2009 by 26 % with yearly average of 78 US$ per barrel (US$/BBL). Dubai crude price continued to move up from the previous year due to stronger demand as reflected in

2010 energy report by International Energy Agency (IEA) that the global oil demand had risen to 87.7 million BBL per day or increased by 2.7% from 2009. The increase was mainly driven by higher demand in Emerging Markets particularly in China and India.

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Dubai crude price had been volatile in 2010. Price rose sharply in the beginning of 2Q/2010 to over 80 US$/BBL due to stronger demand in many regions worldwide coupled with anticipation of economic recovery as resulted in all positive economic indicators in 3/2010. However, the vulnerability of economic recovery was reflected in concerns that sovereign debt crisis in certain European countries like Iceland, Greece, Portugal and Spain could spread through US and Asia and become double dip recession. The concerns resulted in significantly lower commodities prices including Dubai crude price from its peak at 83.6 US$/BBL in April to 72.5 US$/BBL in July. But with the measure of European Central Bank in cooperation with IMF to establish emergency fund for countries in need of financial support of up to 1 trillion US$, which made most commodities prices higher. Dubai crude price slightly increased in 3Q/2010 to 73.9 US$/BBL. In 4Q/2010, global oil demand increased in accordance with economic recovery as well as weakening US currency following Quantitative Easing 2 program of 600,000 million US$, resulting in higher prices of all commodities including Dubai crude. In addition, extremely-cold weather in US and Europe increased diesel demand for heating oil. Dubai crude price continued to move upward to above 90 US$/BBL in late 4Q/2010 and it is expected that price sustain at high level until the beginning of 2011. 2) Petroleum Prices In 2010, prices and crack spread continuously increased from late 2009 as driven by stronger demand from growing economy. Petroleum crack spreads in 2010 constantly moved upward due to significantly lower inventories in all regions whereas demand for petroleum products increased. Details are as follows:

• Gasoline (ULG 95) and Dubai crack spread: Gasoline crack spread rose sharply in 1Q/2010 due to supply disruption in Asia as refineries in Vietnam and Indonesia had technical problems. But in 2Q/2010 and 3Q/2010 the spread moved downward as refineries resumed operations from unplanned shutdown. However, the strike in the refineries in France caused supply shortage once again in 4Q/2010. • Jet/Kerosene-Dubai and Diesel-Dubai spread: Jet and Diesel crack spread increased since the beginning of 2010 as seen in continuouslystrong demand from aviation, transportation, international traveling and industrial sectors in Asia Pacific especially in China, India, Vietnam and Indonesia. As a result, Jet crack spread increased from 9.4 US$/BBL in 1Q/2010 to 14.3 US$/BBL in 4Q/2010 and Diesel crack spread went up from 8.94 US$/BBL in 1Q/2010 to 13.03 US$/BBL in 4Q/2010. • Fuel Oil and Dubai spread: Fuel oil crack spread decreased in 4Q/2010 to -8.2 US$/ BBL from -2.8 US$/BBL in 1Q/2010 following a significant increase in Dubai crude price. As a result, users in power and industrial sectors switched to cheaper alternative energy (Natural Gas), causing fuel oil demand to move further down.

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2.2.2 Aromatics Market

Unit: US$/Ton

4Q/ 2009

1Q/ 2010

2Q/ 2010

3Q/ 2010

4Q/ 2010

2010

2009

%

1,005

1,038

969

919

1,263

1,047

982

7

Benzene

860

958

889

821

950

905

676

34

Cyclohexane

952

1,085

1,021

951

1,077

1,034

776

33

Light Naphtha

680

717

710

666

803

724

553

31

Condensate Residue

585

607

637

615

695

638

489

30

Condensate

628

620

648

624

713

651

512

27

Paraxylene

377

418

321

295

550

396

468

(15)

Benzene

232

338

242

197

236

253

164

54

Paraxylene

Condensate Spread

Source: Note:

PTT Aromatics and Refining Plc Paraxylene price quote: Spot FOB Korea, Benzene price quote: Spot CFR S/E Asia

In 2010, petrochemical market condition, especially the aromatics, improved following the economic recovery, resulted in significantly growing demand in paraxylene and benzene downstream derivatives such as electronic appliances, computer parts, automobile parts, toys, furniture including polyester fibers and resins and subsequently higher demand for paraxylene and benzene. The demand was derived mainly from China and India with high growth rate, resulting in higher prices especially for paraxylene in 4Q/2010 at 1,263 US$/Ton with yearly average at 1,047 US$/Ton or 7% increase from 2009. benzene price also moved upward to 950 US$/Ton in 4Q/2010 with yearly average of 905 US$/Ton or 34% increase from 2009. Moreover, paraxylene and benzene spreads were volatile in 2010 due to the following factors:

• Paraxylene-Condensate spread and BenzeneCondensate spread in 1Q/2010 increased to 418 US$/Ton and 338 US$/Ton, respectively, resulted from stronger demand as seen in economic recovery and re-stocking. However, the spread continuously moved down to 295 US$/Ton and 197 US$/Ton respectively in 3Q/2010 due to additional supply from Kuwait and Oman plants with total paraxylene and benzene capacity of 1.64 MTPA and 0.61 MTPA, respectively. • Aromatics spread increased in 4Q/2010 particularly paraxylene spread which increased to 550 US$/Ton, while benzene spread rose to 236 US$/Ton. The increase of paraxylene spread was from the tightening of supply as China’s Urumqi PC delayed its commercial

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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gasoline production (currently Iran has 1 MTPA of aromatics production capacity). As a result, aromatics supply from Iran reduced significantly. Apart from supply disruption factor, seasonal demand at year end also affected price as aromatics inventories were built up for new year season and continue into 1Q/2011.

operation from 3Q/2009 to mid-2011 in addition with Kuwait and Oman plants had unplanned shutdown due to technical problems. Furthermore, the impact from Iran sanction by US and certain European countries prohibited gasoline import and forced the country to redirect reformate from its petrochemical plants to the refineries for

2.3 Gross Integrated Margin (GIM) According to production, sales and market conditions as stated earlier, the Company’s gross

integrated margin is as follows: Unit: US$/BBL

Quarter

Market GIM Hedging Gain/(Loss) Stock Gain/(Loss) Net LCM Accounting GIM

% YoY QoQ

Year

3Q/10

4Q/09

7.75

3.15

3.44

146

125

5.54

4.24

31

(0.05)

0.08

(0.08)

(165)

(35)

0.00

1.02

(100)

2.99

0.21

3.43

1,260

(13)

0.37

2.30

(84)

10.69

3.44

6.79

210

57

5.91

7.56

(22)

In 2010, Market GIM amounted to 16,774 million baht or 5.54 US$/BBL, increasing from 2009 by 3,219 million baht or 1.30 US$/BBL, which was contributed from higher production of 327 million Baht, higher products spreads and operational improvement programs (Market GIM) of 4,257 million baht, and the appreciation of baht reduced the margin by 1,370 million baht.

2010

2009

%

4Q/10

As crude and products prices rose from 78 US$/ BBL at end 2009 to 89 US$/BBL at end 2010, the Company had stock gains net LCM of 1,111 million baht, decreasing 6,231 million baht compared to year 2009. Hedging gains for the year amounted to 9 million baht, decreasing 3,239 million baht or 1.02 US$/ BBL from the previous year.

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2.4 Operating Expenses (OPEX) and Financing Expenses

2.5 Share of Gain from Associates and Foreign Exchange Gain

The Company’s operating expenses amounted to 4,616 million baht or 1.52 US$/BBL (48.6 THB/BBL) increasing from year 2009 at 4,392 million baht or 1.37 US$/BBL (47.34 THB/BBL) due to Aromatics Complex I (AR2) turnaround maintenance cost of 171 million baht. Furthermore, the Company’s net financing expenses slightly increased to 2,930 million baht or 0.97 US$/BBL (30.84 THB/BBL), compared to previous year of 2,906 million baht or 0.91 US$/BBL (31.32 THB/BBL).

The Company has share of gain from associates of 868 million baht, most of which was derived from PTT Phenol Co., Ltd. amounting to 802 million baht. In addition, baht appreciation contributed to foreign exchange gains of 1,689 million baht, increasing 1,114 million baht from the previous year, out of which 523 million baht is realized gain and 1,166 million baht is unrealized gain.

3. Balance Sheets

Unit: Million Baht

Increase/ (Decrease)

31 Dec. 2010

31 Dec. 2009

48,916

49,529

(613)

Non-current assets

104,350

105,080

(730)

Total Assets

153,266

154,609

(1,343)

Current liabilities

36,449

34,349

2,100

Non-current liabilities

53,785

59,943

(6,158)

Total Liabilities

90,234

94,292

(4,058)

Paid-up capital and share premium

34,329

34,252

77

Retained earning

28,703

26,065

2,638

Total shareholders’ equity

63,032

60,317

2,715

153,266

154,609

(1,343)

Assets Current assets

Liabilities

Shareholders’ equity

Total Liabilities and Shareholders’ equity

As of December 31, 2010, the Company’s total assets of 153,266 million baht, decreased by 1,343 million baht from December 31, 2009 as resulted from; • Current assets decreased by 613 million baht or 1% due mainly to cash provided from tax

refund by issuing a bank guarantees for valueadded tax of 4,362 million baht and corporate income tax of 2,424 million baht. • Non-current assets declined by 730 million baht or 1% mainly from the decline in deferred Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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income tax assets of 1,595 million baht. Whereas, there was higher investment in associates of 978 million baht, mostly from share of gains of 868 million baht and investment in PTT Phenol Co., Ltd. of 110 million baht. In addition, the Company’s total liabilities as of December 31, 2010 of 90,234 million baht, declined from end 2009 by 4,058 million baht mainly resulted from lower interest bearing debt of 15,075 million baht due to loans repayment from operating cash flows of 6,676 million baht and cash received from Revenue Department of 6,786 million baht. Moreover, the appreciation of baht

contributed to lower US$ loan by 1,613 million baht while trade account payables and other payables increased primarily from higher feedstock cost. The Company’s total shareholder’s equity as of December 31, 2010 of 63,032 million baht, increased from December 31, 2009 by 2,715 million baht due to dividend payment to shareholders of 3,705 million baht from 2009 retained earnings. While in 2010, the Company has net profit of 6,343 million baht and cash provided from the issued and paid-up share capital and share premium from the exercised of ESOP warrant of 77 million baht.

4. Statements of Cash Flows

Unit: Million Baht

2010

2009

Profit for the period

6,343

9,162

Adjustments for non-cash items

7,219

10,819

Changes in operating assets and liabilities

11,096

(16,554)

Net cash provided by operating activities

24,658

3,427

Net cash used in investing activities

(4,748)

(5,053)

(19,907)

1,966

1,362

1,011

15

11

1,380

1,362

Net cash provided by (used in) financing activities Cash and cash equivalents at beginning of period (1 Jan. 2010) Effect of exchange rate changes on balances held in foreign currencies Cash and cash equivalents at the end of period

The Company has net cash provided by operating activities of 24,658 million baht. Net cash used in investing activities of 4,748 million baht was mainly used in the investment of Upgrading Project Phase 2 (DHDS/Euro 4 Project) of 3,617 million baht, purchasing of catalyst of 380 million baht, Vapor Recovery Unit Project at Refinery Plant (AR1) of 129 million baht, and investment used in PTT Phenol Co., Ltd. of 110 million baht.

Net cash used in financing activities of 19,907 million baht includes the cash used in the repayment of loans from financial institutions and debentures of 13,206 million baht, dividend payment of 3,705 million baht, interest expenses of 3,073 million baht, and cash proceeds of 77 million baht from issuing of ordinary shares due to the exercise ESOP warrant program. Cash and cash equivalents at the end of the period amounting to 1,380 million baht.

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5. Financial Ratios 2010

2009

Gross Profit Margin (%)

3.3

5.4

Net Profit Margin (%)

2.3

4.1

Interest Coverage Ratio (Times)

4.9

6.9

As of 31 Dec 2010

As of 31 Dec 2009

Current Ratio (Times)

1.3

1.4

Quick Ratio (Times)

0.7

0.7

Total Debt to Shareholder’s Equity (Times)

1.4

1.6

Non-current Liabilities to Equity ratio (Times)

0.9

1.0

Net Interest Bearing Debt to Equity ratio (Times)

1.0

1.2

Calculation Formulas: Gross Profit Margin Net Profit Margin Interest Coverage Ratio

= Gross Profit/Sales Revenues = Net Profit/Sales Revenues = EBITDA/Interest Expense

Current Ratio (Times) = Total Current Asset/Total Liabilities = (Cash and cash equivalents + Short Term Investment + Trade account Quick Ratio (Times) receivables)/Current Liabilities = Total Liabilities/Shareholders’ Equity Total Debt to Shareholder’s Equity (Times) Non-current Liabilities to Equity ratio (Times) = Non-current Liabilities/Shareholders’ Equity = Interest bearing debt - cash and cash equivalents - Investment) / Net Interest Bearing Debt to equity ratio (Times) Shareholders’ Equity

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Petroleum and Aromatics Overview Oil and Refined-product Prices in 2010 Crude oil In 2010, Dubai crude price surged by 26% from the previous year, averaging 78 US$ per barrel (US$/BBL) This rise was carried over from late 2009, buoyed by the rising demand. The International Energy Agency (IEA) reported a year-on-year rise in world oil demand of 87.7 million barrels per day, or 2.7% gain, due to the demand of Emerging Markets particularly China and India. Dubai crude price was extremely volatile throughout 2010, sharply rising at the beginning of the second quarter to over 80 US$/BBL in line with the global rise in demand and the healthier global economy. These resulted in huge across-the-board improvement of all economic indices. Only later did the economic recovery show its fragility, evident in massive public debts of certain European Union (EU) states, including Greece, Portugal, and Spain, which produced concerns that European countries would face an economic downturn, which would also spread to the US and Asia – dealing a double-dip recession to the global economy. Such events brought down the prices of commodities. Dubai plummeted from its peak in April of 83.6 US$/BBL to 72.5 US$/BBL in July. But once such concerns subsided with the actions of the EU’s central bank and the International Monetary Fund (IMF) – which established an emergency loan of up to 1 trillion US$ for countries facing financial problems – the prices of most commodities fared better, resulting in a slight adjustment in Dubai price to 73.9 US$/BBL in the third quarter.

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In the fourth quarter, the crude oil demand in various regions rose steadily with the improved global economy and with the US dollar’s weakening as a result of the US Federal Reserve’s second stimulus measures – the so-called Quantitative Easing 2 – with additional 600-billion US$ cash injection. All commodities, Dubai crude included, gained in price. As the extremely cold weather of the US and Europe contributed to the rise in demand for oil, Dubai gained heavily to 90 US$/BBL at the end of the fourth quarter and trend to remain high until early 2011.

Refined products In 2010, petroleum spreads continued to rise from the end of 2009, as demand expanded along with global economic growth. Considering the crack spreads of 2010, one noticed a steady rise due to the sharp reduction of refined-product volumes in all regional markets while demand rose steadily, as detailed below: • Spread between ULG 95 and Dubai: The huge rise of the first quarter resulted from tight Asian supply, with refineries in Vietnam and Indonesia, among others, facing technical hitches. The spread then narrowed in the second and third quarters, going from 12.63 US$/BBL to 9.36 US$/BBL and 8.6 US$/BBL respectively with the resumption by the refineries in those 2 countries after unplanned shutdowns. Still, the strike by refinery workers in France and the low gasoline reserves in each region contributed to the tight supply of gasoline in the fourth quarter, when the spread rose to 10.69 US$/BBL.

• Spread between jet/kerosene and Dubai: This continued its rise from the beginning of the year, thanks to the steady rise in demand of the aviation industry – cargo transport and international travel alike – in Asia, notably China, India, Vietnam, and Indonesia. As a result, the spread climbed from 9.4 US$/BBL in the first quarter to 14.3 US$/BBL in the fourth quarter. • Spread between diesel and Dubai: This continued to rise all year long in tandem with healthy rises in industrial production and recovery in international trade. The resulting rise in cargo transport widened the spread to 13.03 US$/BBL in the fourth quarter from 8.94 US$/BBL in the first quarter. • Spread between fuel oil and Dubai: The spread shrank in the fourth quarter to minus 8.22 US$/BBL from minus 2.8 US$/BBL back in the first quarter as a result of the big hike in the price of Dubai, which induced a price hike for fuel oil, thus consumers’ move to alternative energy like lower-priced natural gas, in power generation and the industrial sector.

Aromatics Price Situation in 2010 The aromatics market for the year tracked the improving global economy, giving rise to big price gains for downstream paraxylene and benzene products, including electronics products, computer and auto-parts, toys, furniture items, and polyester, fiber, and resin products. Paraxylene and benzene saw big demand rises, notably in China and India. In short, aromatics prices remained healthy through the year: paraxylene prices featured a 7% rise to 1,047

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US$ per ton, and benzene prices registered a 34% rise to 905 US$ per ton. Below are summaries of the behavior of the spreads between the prices of the two and condensate in 2010. • Spreads between paraxylene & benzene and condensate: These were remarkably high in the first quarter (418 US$ and 338 US$ per ton respectively), a result of rising demand amid growing economies and re-stocking. However, these spreads steadily eroded in the third quarter to 295 US$ and 197 US$ per ton respectively because newcomers in paraxylene and benzene production from Kuwait and Oman, with total capacities of 1,640,000 and 610,000 tons per year, successfully started up their plants, thus hiking the supply of both.

• Spreads between aromatics and condensate: These climbed during the fourth quarter, especially paraxylene, to 550 US$ per ton; and benzene, to 236 US$ per ton. This was due to the return to a very tight Asian market after China’s Urumqi PC postponed its commercial operation from the third quarter to mid-2011, coupled with the technical hitches faced by Kuwait and Oman plants (followed by unplanned shutdowns) and the sanctions of Iran by the US and Europe. As a result, Iran was unable to import gasoline, and reformate – aromatics feedstock – suddenly found use in gasoline blending for domestic consumption. In short, Iran’s aromatics supply took a nosedive. Today the country’s aromatics capacity is about 1 million tons per year. Besides tight supply, demand rose toward the year-end because of the build inventory for seasonal manufacturing – a routine occurrence.

2011 Outlook for World Prices of Crude and Refined Products Crude oil Growth in the global economy looks set to somewhat slow down in 2011. IMF expects growth of 4.2% as opposed to 4.8% in 2010. However, risks lurk in the form of unemployment in the US, public debts and inflation of European countries, and the ‘bubble’ state of the real-estate sector of China.

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Global GDP Growth Forecast (%) 2010 (F) As of October 2010

2010 (A)

2011 (P)

2012 (P)

World

4.8

5

4.4

4.5

Advanced Economics

2.7

3

2.5

2.5

Emerging And Developing

7.1

7.1

6.5

6.5

USA

2.6

2.8

3

2.7

Euro area

1.7

1.8

1.5

1.7

Japan

2.8

4.3

1.6

1.8

UK

1.7

1.7

2

2.3

Middle East and North Africa

4.1

3.9

4.6

4.7

China

10.5

10.3

9.6

9.5

India

9.7

9.7

8.4

8

Brazil

7.5

7.5

4.5

4.1

Russia

4

3.7

4.5

4.4

ASEAN-5

6.6

6.7

5.5

5.7

IMF: As of January 2011

In view of such likely economic growth this coming year, experts foresee growing crude oil demand of about 1.5 million barrels per day to 89.3 million barrels per day. Asia will remain instrumental in driving this demand upward with 0.60 million barrels per day (with 0.40 million barrels per day coming from China and

0.10 million barrels per day from India). These 2 countries will continue to command spectacular economic growth while Europe and North America will see stagnant growth or reduction in oil demand despite their growing economies, thanks to growing energy efficiency and more policies to promote alternative energy.

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Global Oil Demand Growth 2009/2010/2011 (Thousand Barrels/Day) FSU

278

Europe -90 -27

North America 618

123

-228

Asia

85 -888

Middle East 215

Latin America

-879

Africa

278 204 6

-1

1,444

45

267 238

728

619

105

Global Demand Growth (mbd) 2009 -1.16 -1.3% 2010 2.84 3.3% 2011 1.46 1.7%

Interestingly, OPEC’s capacity for natural gas liquids (NGL) is expected to rise with the climbing natural gas output. As a result, in 2011 the capacity is expected to rise to 5.8 million barrels per day, or 0.5 million barrels per day up from last year, and is around 0.3 million barrels per day below the expected rise in demand.

Modest supply growth of world crude oil looks likely in 2011, coming from Non-OPEC countries, which command an average total output of 53.5 million barrels per day, or roughly 0.7 million barrels per day more than last year. The bulk of the gain will be coming from Latin American countries, North America, Canada, and the former Soviet Union.

Global Oil Demand Growth (mbd) mbd

mbd

3.0

6.0

2.0

4.0

1.0

2.0

0.0

0.0

-1.0

-2.0

4.0

-2.0

8.0

2001

2002

2003

2004

2005

Effective OPEC Spare Capacity (RHS)

2006

2007

2008

2009

2010

World Demand Growth

2011

2012

2013

2014

2015

-4.0

World Supply Capacity Growth

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In 2010, the oil price was heavily impacted by capital migration, which is expected to repeat in 2011, since the central banks of developed countries – the US, Japan, and Europe – will still retain its policy of historic low interest rates through the year. What is more, the moderated financial policy of the US Federal Reserve will weaken the dollar, thus inducing more investment in commodity markets, which include the oil market, and contribute significantly to higher crude prices. In view of demand and supply fundamentals, capital migration, political uncertainty in the Middle East, and changes in the environment and climate, it is expected that Dubai crude price will rise to about 90 US$/BBL in 2011.

Refined products The continued growth in the global economy of 2011 will result in growth in the industrial sector and international transport, thus raising the demand for diesel and jet fuels. The year will see the spread between diesel/jet fuels and Dubai crude rising to about 14-15 US$/BBL and would continue to soar through the year with the rising demand for both products. On the other hand, supply from new production will be less significant, which contributes to this widening spread. The first half of 2011 will still see a remarkable spread between gasoline and Dubai crude of 13-14 US$/BBL because of the continued protest by refinery workers in France, thus a big drawdown in gasoline reserves. The second quarter of the year – the traditional driving season in the US – will see the spread come down to 8-10 US$/BBL in the second half of the year together with the end of the travel season of the US and the size of the spread between refined products and Dubai crude. Finally, the gross refinery margin will be higher in 2011; for a complex refinery in Singapore, this will average 5-6 US$/BBL.

2011 Outlook for World Aromatics Prices This coming year will accompany a dramatic price rise for paraxylene, a legacy of 2010, when paraxylene cost about 1,000 US$/ton and the spread between paraxylene and condensate is about 350 US$/ton. Some expect 1,400 US$/ton for paraxylene and 600 US$/ton for the above-mentioned spread in 2011. On the other hand, early in the new year, the price of benzene actually rose from 800 US$/ton with the spread between it and condensate registering 150 US$/ton, to 1,000 US$/ton and 200 US$/ton in spread. Accounting for these are seasonal rises in demand to produce festival goods coupled with the emergency maintenance shutdowns of aromatics plants in countries like China, Malaysia, and Oman and Kuwait of the Middle East, thus the high prices of paraxylene and benzene. In the second quarter, both the prices and spreads for aromatics products are likely to fall with incoming capacities in China and South Korea, to be launched at the end of the first quarter, resulting in higher supply of aromatics in Asia. Yet, in view of the continued global economic growth – notably in Asia – the demand for aromatics is seen as climbing, with the price of paraxylene expected to be 1,300 US$/ ton and the spread between paraxylene and condensate expected to be around 500 US$/ton. The corresponding values for benzene are around 1,000 US$/ton and 250 US$/ton, respectively.

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Quality, Safety, Occupational Health, and Environment (QSHE) Performance PTT Aromatics and Refining Public Company Limited (PTTAR) values the development of a management system for its quality, safety, occupational health, and environment (QSHE) as well as fair treatment of all stakeholders by defining the following policy. • Focus on Total Quality Management (TQM) for the entire corporation to make products and provide services of high standards, fitting requirements and addressing customers’ expectations • Improve work processes for continuous efficiency in line with international standards, rules, laws, and agreements related to PTTAR’s business, apart from defining suitable improvement measurement criteria • Define a corporate culture to cultivate awareness among all employees of safety consideration at work and care for one another’s safety (CARES) in tandem with QSHE management • Develop experts to effectively conduct technical safety inspection for the process and engineering lines and require executives to contribute to safety inspection through the so-called Safety Walk Around to prevent work-related accidents • Manage PTTAR with corporate social responsibility (CSR) and responsibility to all stakeholders while consistently valuing environmental stewardship to prevent problems affecting the general public and promoting the quality of life for communities and related parties, thus leading PTTAR toward sustainable development • Ensure efficient application of resources and energy to minimize process losses

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• Promote all employees’ understanding of and participation in assorted management processes, including knowledge management and productivity activities like 5S, experience and knowledge sharing, suggestions for work improvement, and QC for continuous work improvement. A summary of QSHE performance for the year 2010 appears below.

1. Quality Management PTTAR achieved MASCI’s simultaneous certification for 5 management systems, called the Integrated Management System, which merges the ISO/TIS 9001:2008 (Quality), ISO/TIS 14001:2004 (Environment), TIS 18001-2542, BS OHSAS 18001:2007 (Occupational Health and Safety) management systems into one, and provided training to employees and contract employees about the new system. In addition, PTTAR successfully passed the audit of the CSR-DIW 2010 standard conducted by the Department of Industrial Works and was named by an assessment group of the department and MASCI as the most outstanding plant for corporate governance. PTTAR consistently promoted productivity activities to bring about self-development, joint learning, and teamwork promotion. This year’s outstanding QC group (Boiler005) participated in the 24th Thailand QC Contest, hosted by the Association of QC Headquarters of Thailand and the Department of Industrial Promotion, Ministry of Industry. The group was chosen to represent Thailand for presentation at an international QC event in India, ending up with the popular vote awards. PTTAR launched a Knowledge Management (KM) and QSHE Day exhibition for its various departments to transfer expertise to fellow employees. The event proved quite a success due to active participation.

500 of shareholders were also invited to the event to view the activities and shared company knowledge management.

2. Safety Management PTTAR values the cultivation of awareness among employees to care for their own safety and colleagues under the so-called CARES safety culture, which stands for Caring, Awareness in safety, Relationship, Everyone goes home safely every day, and Stop if unsafe. CARES was coined by PTTAR to promote accidentfree and injury-free operations. Illustrating its stringent safety performance, the Aromatics Complex I (AR2) won the National Outstanding Business Operator for Safety, Occupational Health, and Work Environment for the eighth straight year (2003-2010).

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PTTAR twice volunteered to host Rayong province emergency plan drills: a level-two provincial drill and the evacuation drill for the communities around Aromatics Complex II (AR3). Its experts helped the communities form their own evacuation plans. Also critical is the ability to retrieve marine oil spills. PTTAR hosted a Rayong Oil Spill Emergency Response drill with the environmental conservation association (IESG) and relevant government agencies like the Marine Department and the Royal Thai Navy to test the preparedness for oil spill retrieval.

3. Occupational Health Management Out of PTTAR’s concern for its operators’ health associated with new processes, particularly those exposed to hazardous substances, these employees underwent a revised check-up program to proactively guard against health hazards. Besides, PTTAR launched 3 health caravans to provide health screening and take care of community health, particularly the mother and child target group. Out of the litigation on 76 Map Ta Phut projects to enforce conformance to Article 76, Clause 2, of the

2007 Constitution, PTTAR’s 3 projects underwent voluntary EIA/HIA requirements for projects with severe impacts – despite the ruling that they were not. These consisted of the Refinery Plant (AR1) Clean Fuel and Upgrading project, Refinery Plant (AR1) Vapor Recovery Unit (VRU) Installation and Biodiesel project, Aromatics Complex I (AR2) Efficiency Improvement project.

4. Environmental Management Stewardship of the environment and communities around PTTAR’s plants is the duty of all employees. PTTAR values the environment by defining environmental performance as a key performance indicator (KPI). In addition, the Company volunteers its representatives to measure the odor around Map Ta Phut Industrial Estate and nearby communities every Thursday and Saturday to keep watch of offensive odors from plants. Small groups of employees regularly meet and learn about new knowledge. Strict conformance to the law and environmental measures is PTTAR’s core mission. The Company invested in an instrument to continuously measure air

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quality and effluent quality and send the readings to the environmental monitoring station of Map Ta Phut Industrial Estate to illustrate its transparency. Such stewardship won an EIA Monitoring Awards for its tanker product loading business from the Office of Natural Resources and Environmental Policy and Planning. Strict conformance to EIA measures and undertaking of assorted projects to cut pollutants contributed to its Environmental Governance (White Flag-Green Star) awards for all 3 PTTAR plants, consistently rated very good by representatives of the communities and government agencies. On the above-mentioned litigation of 76 projects, the government appointed a 4-party joint panel to ensure conformance with Article 76, Clause 2, of the 2007 Constitution, led by former Prime Minister Anand Panyarachun. PTTAR representatives joined this panel and 2 sub-panels, which illustrated its technical and environmental law expertise, as a part of environmental handling for country. Prominent environmental projects completed by PTTAR in 2010 included the ones below. • Installation of activated carbon absorbers at the storage tanks of Aromatics Complex I and II (AR2 and AR3) to trap VOC vapor, which proved 90% effective. • Construction of a fuel Vapor Recovery Unit (VRU) and bottom loading at the lorry-loading unit at Refinery Plant (AR1) to prevent vapor from spreading, which proved 95% effective. • Preparation of a VOC inventory in processes and provision of leak detect and repair actions at Aromatics Complex II (AR3), a voluntary action before enforcement of the law • Improvement of combustion at Refinery Plant (AR1) gas turbines to cut the release of the oxides of nitrogen due to gas burning, which proved 10% effective; the first 2 units were completed in 2009, and the third in 2010.

• The Clean Fuel and Upgrading project, phase 1, was completed in 2009, which proved 30% effective for sulfur dioxide emission; a Deep Hydrodesulfurization (DHDS) unit is under construction to lower sulfur contents in jet fuels and diesel, with a projected start-up in 2012 • Efficiency improvement of Heat Exchangers and Distillation Trays at Aromatics Complex I (AR2) was designed to retrieve heat for re-use in processes, lower process fuel requirements, save engine-running expenses, and ease global warming.

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Corporate Social Responsibility Conducting its business with awareness of its responsibility to Thai society, PTT Aromatics and Refining Public Company Limited (PTTAR) values the improvement of the quality of life, social stewardship, and caring of the surroundings of its plants. As a socially responsible company, it executes all aspects of business under corporate governance principles while strictly conforming to laws and public regulations and implementing safety and environmental management systems to prevent impacts on surrounding communities. In addition, PTTAR initiated projects and activities to promote living conditions for communities and society so that they may be sustainably self-reliant, and promoted employees’ awareness of social responsibility both in their job performance and in public services. After all, PTTAR’s first corporate value is Social Responsibility and Caring. PTTAR has collaborated with public and private agencies to maximize benefit to communities and promoting Rayong social development in an efficient and sustainable way:

• Cooperation among PTT Group companies in establishing a steering committee for the execution of social responsibility and communication in Rayong. • Cooperation among the operators in Map Ta Phut Industrial Estate, known as "the Community Friend". • Cooperation among the operators in Map Ta Phut Industrial Estate and other industrial estates – Hemaraj Eastern, Padaeng, Asia, RIL – and Map Ta Phut Industrial Port Office, known as the Map Ta Phut Public Relations Club, formed to gather ideas and conduct social responsibility work. PTTAR defines communication plans together with continuing, transparent dialogues with communities to establish credibility and confidence, as well as cordial relations. These are described below:

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• Visited communities everyday to establish rapport and listen to their views. • Ensured weekly community visits by groups of operators, maintenance, and environment, health, and safety personnel to discuss PTTAR’s operations, environment, and safety. • Organized forums for the Board and Management to engage in dialogues with community chairpersons and committees to establish familiarity and exchange of views. • Invited community committees and members to witness PTTAR operations to nurture their appreciation. • Organized annual seminars of community leaders to implement their recommendations in PTTAR’s current and future action plans to suit community needs and corporate capability. • Kept communities informed through community bulletin boards to communicate PTTAR activities and lead to a healthy corporate image. • Informed communities in advance of scheduled maintenance or emergency drills. • Ensure a quick, efficient community environmental complaint-handling system. In addition, PTTAR has encouraged employee participation in social activities, including the Rom Mai Club (with its hobbies of social development in remote areas of the country), the “Three Baht a Day Project” (formed to upgrade needy, underprivileged schools in remote areas of the country), and the “One Fine Friday group” (formed to share things with underprivileged members of society). These exemplify employees’ initiatives in line with PTTAR’s social responsibility policy and values. Below are detailed social activities undertaken in 2010.

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Educational Support/Child and Youth Development • In cooperation with PTT Group, launched a scholarship project for youths and granted scholarships to schools in Map Ta Phut Municipality, Map Kha Phathana Municipality, and Ban Chang Municipality. • Launched the “PTTAR Get Ready for the University Project”, in which volunteer employees taught chemistry, physics, and mathematics to grade 12 students at Map Ta Phut Phan Phittayakhan School after school hours for one school term to prime them for the university entrance examination. • Launched an English skill development project in the form of “English For Fun” activities for community students and youths aged 10-12 under the coaching of volunteer employees. • In cooperation with PTT Group and notable tutorial schools, launched the “PTT Group Get Ready for the University Project”, under which ONET subject coaching was given to grade 12 students of 19 Rayong schools to enhance their likelihood of pursuing undergraduate studies. • In cooperation with PTT Group, launched the “Petro Camp to Petro Champ Youth Camp” for students at 7 Rayong high schools. 4 students were chosen for undergraduate scholarships at the Department of Chemical Engineering, Faculty of Engineering, King Mongkut’s University of Technology Thonburi, which has offered 4 scholarships annually. • In cooperation with PTT Group, staged an exhibition to widen the world view of petroleum and petrochemicals among Rayong students. • In cooperation with PTT Group, launched an activity called “Make Your Dreams Come True” on the National Children’s Day.

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Environment • Volunteer employees built used engine-oil storage for the small-boat fishing group at Suchada Beach to ease environmental problems arising from improper fuel dumping. • Volunteer employees planted trees with communities to add green areas and for harvesting. • Volunteer employees cleaned beaches with communities, government agencies, and industrial operators every month and on the International Coastal Cleanup (ICC) Day. • In cooperation with PTT Group, Map Ta Phut Industrial Port Office, Map Ta Phut Phan Phittayakhan School, Ta Kuan - Ao Pradu community and small fishingboat group, launched an ecology improvement project at the mouth of the Chak Mak canal by releasing aquatic species, conducting mangrove reforestation, and tree-planting to add green areas and enrich the ecology. • In cooperation with PTT Group, managed the Green Rayong Project by planting trees in Wat Krok Yai Cha area and planning future development of a public park in honor of HM the King.

Health Care • The “Sharing with Communities” clinic at Aromatics Complex II provided free medical care to community residents. • Launched a health caravan to provide free health care and advice to communities, particularly mothers, children, and the elderly. • Sponsored health check apparatus, including blood pressure monitors, to community public health volunteer groups and community health stations. • In cooperation with PTT Group, continued the “Sharing with Communities” Clinic at Rayong Gas Separation Plant. • In cooperation with PTT Group, sent out a monthly mobile doctor team to provide community residents with free medical care. Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Occupational Support • Promoted occupations in communities, trained, and organized study trips to enhance occupation opportunities, including capability and operating standards, including fishermen’s trips to fish rearing in cages and housewives’ trips to hydroponic vegetable farms. • Defined guidelines for supporting internal units in the procurement of merchandise and service purchasing to ease community members’ businesses with the Company, such as food and snacks for PTTAR activities gardening tasks, employee commuter vans, drinking water, and machinecleaning rag. • Promoted recruitment of community members’ children and employment of local labor as employees and contract employees.

Sports • Promoted community anti-drug soccer matches; “PTTAR Volunteers” soccer team took part in a community contest to foster cordial relations. • In cooperation with PTT Group, organized friendly sports activities with the surrounding communities, with participation by PTT Group executives and volunteer employees. • In cooperation with PTT Group, the PTTAR Race Club, and Wat Ta Kuan School, launched a Samathi Wisakha Buddhabucha walk-run project to commemorate a religious day and campaign for sound public health. This activity was held simultaneously across the nation on Wisakha Bucha Day. • In cooperation with PTT Group, hosted the 2010 Rayong Marathon.

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Religion/Culture/Ethics • Launched an annual Summer Mass Novice Ordination Program at Wat Nong Sanom, Tambon Noen Phra, Amphoe Mueang, Rayong, to promote wise spending of time by studying Dharma Vinaya discipline and practicing concentration to grow into smart and exemplary citizens. • In cooperation with the communities of Map Ta Phut Municipality and Map Kha Phathana Municipality, staged an annual Kathin ceremony at Wat Map Kha, Amphoe Nikhom Pathana, Rayong. • Consistently sponsored activities for the conservation and promotion of various customs among the communities, including the Khao Lam alms-giving tradition, well-wishing for the elderly on Songkran Day, alms-giving on the end of Buddhist Lent, and Loy Krathong.

Safety • Conducted emergency drills with communities for their reassurance. • In cooperation with PTT Group, supported activities of volunteer policemen to ensure their preparedness.

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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2010 Activities 16 January 2010: Signed a memorandum of understanding on business cooperation with Map Ta Phut Olefins Co., Ltd. (MOC), to use process offgas derived from Aromatics Complex II, as feedstock for MOC’s plant to add value to petrochemical products.

16 January 2010

22 January 2010: Signed a loan agreement with Krung Thai Bank Plc for reserve capital for future business expansion or current operations, or both, and for refinancing parts of current loans.

22 January 2010

20 February 2010: Organized a public scoping session on health impacts from various projects, namely Clean Fuel and Upgrading Project Phase 2, Vapor Recovery Unit and Biodiesel Project, and Efficiency Improvement Projects of Aromatics Complex I.

20 February 2010

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5 May 2010: Joined the UN Global Compact and verified conformance to the 10 international principles covering 4 main areas: human rights, labor, environment, and anti-corruption.

5 May 2010

6 May 2010: Joined the 10th Money Expo 2010 event at Queen Sirikit National Convention Center under the theme “The Road to Wealth�.

6 May 2010

2 June 2010: Participated in the signing of a memorandum of understanding and took part in a CSR-DIW workshop for industrial operators to bring their organizations up to the ISO26000 standard: Social Responsibility, at Radisson Hotel.

2 June 2010

20 July 2010: Signed a contract with Chulalongkorn University on cooperation in petroleum and petrochemical research for efficiency improvement of the distillation column and for value addition to refining process by-products, leading to maximum processing efficiency, efficient use of natural resources, energy saving, and friendship with the community.

20 July 2010 Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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7 August 2010: Joined the Economic Reporters Association in launching the ‘Dream School : Map Ta Phut Phan Model School’ project at Map Ta Phut Phan Phittayakhan School in Rayong to support learning in Communication, Art, and English while introducing knowledge of corporate governance to school children.

7 August 2010

26 August 2010: Signed a GISMO (Group Integrated Supply Chain Management & Optimization) cooperation among PTT Group’s downstream companies to add value to the Group.

26 August 2010

13 September 2010: Signed a 5-year loan worth 200 million US$ with Bank of Tokyo, Misuho Bank, OCBC Bank, and Sumitomo Bank for refinancing and working capital.

13 September 2010

13 September 2010: Signed an 8-year loan worth 2,000 million baht with Kasikorn Bank Plc for refinancing and working capital

13 September 2010

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14 September 2010: Signed a 10-year loan worth 7,000 million baht with Krung Thai Bank Plc for refinancing and working capital.

14 September 2010

14 September 2010: Signed an 8-year loan worth 3,000 million baht with Thanachart Bank Plc for refinancing and working capital.

14 September 2010

20 September 2010: Hosted the PTT CG Group Day 2010 event under the theme “CG: The Code to Growth� at Energy Complex, site of an exhibition to provide information about corporate governance and reflect opinions of PTT Group employees about corporate governance.

20 September 2010

22 September 2010: Signed a 10-year loan and a revolving loan worth 9,898 million baht with Krung Thai Bank Plc, Tisco Bank Plc, Government Savings Bank, Bangkok Bank Plc and Thai Military Bank Plc for loan refinancing.

22 September 2010 Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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14 October 2010: Participated in the 7th PTT Group P&R Technology Day at Synergy Hall, Energy Complex, where PTTAR’s 2 pieces of research were presented to illustrate the power of innovation and new technology to alert all parties about balanced development in 3 dimensions: business, society, and the environment.

14 October 2010

27 October 2010: Participated in the PTT Group KM Award 2010 event at Synergy Hall, Energy Complex, to jointly drive the creation of knowledge assets to enhance business competitiveness while forging sustainable operational excellence in line with PTT Group strategies.

27 October 2010

18 November 2010: Participated in the SET in the City 2010 event under the theme "SET Your Future", at Royal Paragon Hall, Siam Paragon.

18 November 2010

29-30 November 2010: Organized a shareholders’ Company Visit to the refinery and aromatics complexes to equip shareholders with a view about PTTAR operations. In addition, visitors participated in the release of aquatic species to the sea in honor of His Majesty the King at PMY Beach Resort, Rayong.

29-30 November 2010

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Awards and Recognition 12 February 2010: PTTAR won a "CEO with HR Orientation" awards at the World HRD Congress 2010, held in Mumbai, India, in recognition of its success in merging 2 companies without reducing the headcount. Besides reflecting excellence in expertise and management strategies, this represented a role model for corporate administrators amid a highly volatile world.

12 February 2010 Thai Listed Companies in Forbes Global 2000 in 2010 2010 196 750 767 881 1094 1153 1310 1366 1451 1555 1643 1651 1668 1744 Source:

Unit: billion US$

23 April 2010: PTTAR was ranked 1,555th worldwide in Forbes ranking of 2,000 large-capital and influential companies of 2010. 14 Thai companies made the list.

23 April 2010

8 July 2010: For the 8th straight year, PTTAR won a National Outstanding Business Operator in Safety, Occupational Health, and Workplace Environment awards for 2009. This recognition was for the I-17 and I-20 area of the Aromatics Complex I (AR2).

8 July 2010

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12 July 2010: PTTAR won an "Environmental Governance (White Flag-Green Star) Awards 2009", presented by the Industrial Estate Authority of Thailand (IEAT) to plants in Map Ta Phut that had successfully passed 4 assessments per year of environmental and safety management practices.

12 July 2010

5 August 2010: PTTAR received 100 (full) marks on a quality assessment of annual general meetings of shareholders (AGM) for 2010, sponsored by the Securities and Exchange Commission (SEC) and Thai Investors Association.

5 August 2010

18 August 2010: PTTAR won an “EIA Monitoring Awards 2009”, given by the Office of Natural Resources and Environmental Policy and Planning, Ministry of Natural Resources and Environment, for its conformity to measures spelled out in its environmental impact assessment (EIA) and excellence in environmental management in 2009, notably its jetty project.

18 August 2010

2 November 2010: PTTAR won the “#2 Fastest - Growing Asia Energy Companies” awards from Platts based on its outstanding assets, revenue, profit, and return on investment at the Platts Top 250 Global Energy Company Ranking Awards event.

2 November 2010

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10 November 2010: PTTAR was voted by experts and a project task force for the promotion of Corporate Social Responsibility, Department of Industrial Works (CSR-DIW), as an outstanding company in organizational governance. The criteria included overviews of complete and accurate corporate governance practices along with transparent supporting documents; this had consistently been PTTAR’s corporate governance guidelines.

10 November 2010

24 November 2010: PTTAR was ranked among the excellent group under the Corporate Governance Report of Thai Listed Companies 2010 Project (CGR), adorned with 5 National Corporate Governance Committee emblems, which signified a 90% score or greater (the top group), conducted by the Thai Institute of Directors (IOD).

24 November 2010

21 December 2010: PTTAR achieved certification of Integrated Management System (IMS), which covered every management system : ISO 9001 Quality Management System, ISO 14001 Environmental Management System, TIS 18001-2542 and BS OHSAS 18001 Safety and Occupational Health Management System – by Management System Certification Institute (Thailand).

21 December 2010

25 January 2011: PTTAR won the certificate of Corporate Social Responsibllity, Department of Industrial Works, also known as CSR-DIW 2010 for Refinery (AR1) and Aromatics Complex I (AR2) – signifying their thorough responsibility to stakeholders.

25 January 2011 Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Connected Transactions 1. Connected Parties with Potential Conflicts of Interest and Relationships Company Name

Business

Relationship

1. PTT Plc

Petroleum business and promotion of related businesses

• 48.60% major shareholder in PTTAR • 8 Directors are PTTAR Directors/Management: Dr. Norkun Sitthiphong Dr. Ampon Kittiampon Mr. Prasert Bunsumpun Mr. Tevin Vongvanich Mr. Prajya Phinyawat Mr. Permsak Shevawattananon Mr. Chainoi Puankosoom* Mr. Bowon Vongsinudom • Purchases of feedstock and products between each other. • Joint marine oil-spill combating service used

2. PTT Chemical Plc

Olefins petrochemical operator

• 48.68% of the shares held by PTT, which is PTTAR’s major shareholder at 48.60% • 4 Directors in common: Mr. Prasert Bunsumpun Mr. Prajya Phinyawat Mr. Tevin Vongvanich Dr. Witoon Simachokedee** • Purchases of feedstock and products between each other

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Company Name

Business

Relationship

3. Thai Tank Terminal Co., Ltd. (TTT)

Provider of storage and offloading of liquid chemicals, oil, and gas

• 51% of the shares held by PTT Chemical Plc (PTT holds 48.68% in PTT Chemical Plc and 48.60% in PTTAR) • Provides feedstock and product storage for PTTAR

4. Bangchak Petroleum Plc (BCP)

Domestic oil refinery operator

• 28.29% of the shares held by PTT, which is PTTAR’s major shareholder at 48.60% • Purchases of feedstock and products between each other

5. Dhipaya Insurance Plc

Insurer

• 13.33% of the shares held by PTT, which is PTTAR’s major shareholder at 48.60% • Insurance policies bought by PTTAR

6. Energy Complex Co., Ltd. Commercial area leaser (EnCo)

• 50% of the shares held by PTT, which is PTTAR’s major shareholder at 48.60% • PTTAR is a tenant of Energy Complex

7. IRPC Plc***

Petrochemical operator and domestic oil refinery operator

• 39.02% of the shares held by PTT, which is PTTAR’s major shareholder at 48.60% • 3 Directors in common: Dr. Norkun Sitthiphong Mr. Prasert Bunsumpun Mr. Prajya Phinyawat • Purchases of feedstock and products between each other

8. Star Petroleum Refining Co., Ltd. (SPRC)****

Oil refinery operator

• 36% of the shares held by PTT, which is PTTAR’s major shareholder at 48.60% • Operating Alliance Agreement (OAA) in effect • Purchases of feedstock and products between each other

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Company Name

Business

Relationship

9. Chevron U.S.A. Inc. (Singapore) / Chevron Singapore Pte. Ltd.

Refined oil product trader

• Joint shareholder with SPRC, 36% of whose shares are held by PTT, which holds 48.60% in PTTAR • Purchases of refined products between each other

10. Thai Oil Plc (TOP)

Oil refinery operator for domestic sale and export

• 49.10% of the shares held by PTT, which is PTTAR’s major shareholder at 48.60% • 2 Directors in common: Mr. Prajya Phinyawat Mr. Tevin Vongvanich • Mr. Prasert Bunsumpun is the Chairman and Mr. Permsak Shevawattananon is on the Board of Directors of Thaioil Power Co., Ltd., a company in which TOP holds 55% of the shares • Purchases of refined products between each other

11. PTT International Trading Pte.Ltd. (PTTT)

Refined oil product trader

• Wholly owned by PTT, which is PTTAR’s major shareholder at 48.60% • Refined-product exporter of PTTAR

12. PTT Maintenance and Engineering Co., Ltd. (PTTME)

Industrial maintenance and engineering service provider

• 40% of the shares held by PTT, which is PTTAR’s major shareholder at 48.60% • An industrial maintenance service contract is in place

13. PTT Phenol Co., Ltd. (PPCL)

Producer and seller of phenol and acetone

• An associated company in which PTTAR holds 30% of the shares • Chairman/5 Directors/Management in common: Mr. Prajya Phinyawat Mr. Kun Patumraj Mr. Chainoi Puankosoom* Mr. Bowon Vongsinudom***** Mrs. Nitima Thepvanungkul****** Mr. Vanchai Tadadoltip******* • Purchases of feedstock and products between each other

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Company Name

Business

Relationship

14. PTT Utility Co., Ltd. (PTTUT)

Producer and seller of public utilities

• PTTAR holds 20% of the shares • 2 Directors/Management in common: Mr. Bowon Vongsinudom***** Mr. Varit Namwong Mr. Kun Patumraj******** • Seller of public utilities to PTTAR for Aromatics Complex II

15. PTT ICT Solutions Co., Ltd. (PTTICT)

Information technology service provider

• An associated company in which PTTAR holds 20% of the shares • 2 Directors/Management in common: Mr. Tevin Vongvanich Ms. Duangkamol Settanung • Provides information technology and communication services to PTTAR

16. Business Services Alliances Co., Ltd. (BSA)

Employment and contractor labor service provider

• 25% of the shares are held by PTT, which is PTTAR’s major shareholder at 48.60% • 25% of the shares held by PTTAR • Provide employment and contractor labor services to PTTAR

Remarks :

*

Performed duty as Director until 30 September 2010.

**

Performed duty as Director until 10 February 2011.

***

Thai Petrochemical Industry Plc registered its name change to IRPC Plc at the Ministry of Commerce on 31 October 2006.

**** PTTAR terminated its Operating Alliance Agreement (OAA) with SPRC for its joint refinery business on 8 February 2006. This termination became effective on 1 February 2009, terminating ARC business with account liquidation completed over the course of 2010.

***** Performed duty after Mr. Chainoi Puankosoom since 1 October 2010 and resigned from PTT Utility Co., Ltd. since 1 February 2011.

****** Performed duty as Director of PTT Phenol Co., Ltd. until 31 January 2011.

******* Performed duty as Director of PTT Phenol Co., Ltd. since 1 February 2011.

******** Performed duty as Director of PTT Utility Co., Ltd. since 11 February 2011. Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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2. Information on Connected Transactions with Related Parties

two, with a product pipeline system joining them, allowed cost reduction for product transport.

For the years ended 31 December 2010 and 31 December 2009, details of connected transactions of PTTAR and connected companies appear in the notes to financial statements, item 4.

3. PTTAR and Thai Tank Terminal Co., Ltd. (TTT)

2.1 Justification and Rationale for Connected Transactions 1. PTTAR and PTT Plc PTTAR signed a condensate purchase agreement and a petrochemical sales agreement with PTT, its major shareholder, because it had been set up under the Petrochemical Industry Development Project to make use of the natural resources found in the Gulf of Thailand, mainly condensate (a by-product of natural gas production). PTT sells condensate to PTTAR for use as the main aromatics feedstock under a long-term agreement (to 2016). Both parties decided that the feedstock price would be market-based, a common petroleum-petrochemical industry practice. PTTAR is obliged by a gas sales agreement with PTT for its refining processes, as well as petroleum product agreements, and those for crude oil and other materials, under regular business pricing and with other terms and conditions acceptable to market and business practices, as well as an agreement for joint marine oil-spill combating service as part of PTT Group with Oil Spill Response Co., Ltd. (OSR), under which PTTAR pays an annual fee at a contractual rate.

2. PTTAR and PTT Chemical Plc As one company’s by-products can serve as the other’s feedstock, the two concluded an agreement for by-product exchange to add value to their by-products under regular business pricing and other terms and conditions acceptable to market and business practices. Besides, proximity between the

Since TTT provides expert jetty and tank-farm services near PTTAR, the use of TTT’s services reduced its business expenses for construction and for providing storage services for feedstock import and product export.

4. PTTAR and Bangchak Petroleum Plc (BCP) Product sales between the two served mutual interests, adding value to related products under normal pricing practices based on market prices, under regular business pricing and with other terms and conditions acceptable to market and business practices.

5. PTTAR and Dhipaya Insurance Plc To guard against business risks to plant properties and against business interruption, PTTAR joined PTT under the same insurance packages provided by Dhipaya Insurance Plc, thus lowering its insurance premium.

6. PTTAR and Energy Complex Co., Ltd.

PTTAR rented the 14th floor of the Energy Complex office building from Energy Complex Co., Ltd., for coordination convenience and agility, since this location is very close to PTT Head Office, the head offices of other PTT Group companies, and the Ministry of Energy. This benefits its own business and sustains business expansion.

7. PTTAR and IRPC Plc PTTAR has a light-naphtha sales agreement with IRPC for use as the feedstock to raise its flexibility in product selling under regular business pricing and with other terms and conditions acceptable to market and business practices.

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8. PTTAR and Star Petroleum Refining Co., Ltd. (SPRC) PTTAR and SPRC had been under Operations Alliance Agreement (OAA) since 1999 to jointly manage the operation of the Star Refinery and Rayong Refinery through Alliance Refining Co., Ltd. (ARC), set up for the purpose. The two companies each held 50% of the shares in ARC, which filed for business dissolution with the Ministry of Commerce with liquidation of accounts completed in 2010. PTTAR ended the Operating Alliance Agreement (OAA) with SPRC on 8 February 2006, effective from 1 February 2009. However, it continues to use the single-point mooring (SPM) crude-oil receiving facilities, the refined-product transport system linking to Thappline’s pipeline transport system, LPG jetty, and sulfur pelletizer jointly with SPRC. Both companies also signed a memorandum of understanding concerning pipe racks on the compound of SPRC. PTTAR and SPRC also sell and buy intermediate products between each other since intermediate products from one company complements those from the other, thus adding value to intermediate product of both parties. The sale of intermediate products is based on regular business pricing and with other terms and conditions acceptable to market and business practices. Proximity between the two, with a pipeline joining them, enables cost reduction for product transport.

9. PTTAR and Chevron group of companies PTTAR sells refined products to the group, which has 64% of the shares in SPRC. Sales are based on normal business and market practices, with common market terms and conditions acceptable to market and business practices.

10. PTTAR and Thai Oil Plc (TOP) PTTAR and TOP also sell and buy products between each other, since products from one company complement those from the other, thus adding value to products of both parties. Product sale is based on normal business and market practices, with common market terms and conditions acceptable to market and business practices.

11. PTTAR and PTT International Trading Co., Ltd. (PTTT)

PTTAR sold refined products for export by PTTT under regular business pricing and with other terms and conditions acceptable to market and business practices.

12. PTTAR and PTT Maintenance and Engineering Co., Ltd. (PTTME) PTTAR had an equipment maintenance service contract with PTTME under regular business pricing and with other terms and conditions acceptable to market and business practices.

13. PTTAR and PTT Phenol Co., Ltd. (PPCL) PTTAR had a benzene supply agreement with PPCL for the latter’s use in producing phenol and acetone under regular business pricing and with other terms and conditions acceptable to market and business practices.

14. PTTAR and PTT Utility Co., Ltd. (PTTUT) PTTUT and PTTAR entered into an agreement for PTTUT to supply public utilities for its processes at Aromatics Complex II, as this would reduce PTTAR’s construction capital associated with petrochemical production.

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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15. PTTAR and PTT ICT Solutions Co., Ltd. (PTTICT) PTTAR entered into an agreement for PTTICT Which provide information technology and communication services. This company actually provides IT services to all companies under PTT Group. PTTAR is to derive benefits on asset management, services, capability building, and efficiency investment improvement on the ICT front, apart from developing business information linkage within the Group to foster efficiency and supply chains, thus leading to business collaboration and greater competitiveness, as well as a foundation for synergistic support in other areas with other PTT Group companies.

16. PTTAR and Business Services Alliance Co., Ltd. (BSA)

PTTAR has entered into a contract with BSA for the latter to arrange manpower supply and labor services. BSA is hired to provide similar services for companies in PTT Group. The contract was made under regular business pricing and with other terms and conditions acceptable to market and business practices.

2.2 Procedure and Policy for Approval of Connected Transactions Observing business integrity, transparency, and fairness, PTTAR treats external parties equitably in reaching agreements or business commitments with them, as well as conducting transactions with parties with potential conflicts of interest. In its regulations, PTTAR has stipulated for different cases the related procedures, approval authorities, and authority levels of executives in the Manual of Delegated Authorities (MODA). All transactions must reflect prevailing market conditions. Openly conducted in the best interests of PTTAR, such stipulation is common practice in the petroleum and petrochemical industries, and these transactions are open to scrutiny.

PTTAR also commands sound internal controls and internal audit, together with regular reports of the Audit Committee, submitted to the Board for approval or information. It publicly discloses connected transactions with parties with potential conflicts of interest under the criteria and procedure defined for listed companies as announced by SET, which has constantly been observed.

2.3 Policy for Future Connected Transactions Future connected transactions will again be conducted in the course of normal business practice without exception or transfer of benefits between PTTAR, associated companies, related companies, and shareholders. The policy on product purchases between the Company and related companies will likewise rely on market prices and will be conducted on an arm’s length basis. Feedstock prices will also conform to agreements based on market prices, as was done in the past. Finally, PTTAR will disclose the types and values of connected transactions with parties as required by the Office of Securities and Exchange Commission and the Stock Exchange of Thailand. PTTAR’s connected transactions are undertaken in the best interests of PTTAR and its shareholders as its prime consideration.

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Company Information Company Name Registration No. Head Office

PTT Aromatics and Refining Public Company Limited 0107550000254 555/1 Energy Complex, Building A, 14th Floor, Vibhavadi Rangsit Road, Chatuchak, Bangkok 10900 Tel: +66(0)-2140-4000 Fax: +66(0)-2140-4111-2 Refinery (AR1) 8, I-8 Road, Map Ta Phut Industrial Estate, Map Ta Phut, Muang District, Rayong 21150 Tel: +66(0)-3897-1000 Fax: +66(0)-3897-1099 Aromatics I (AR2) 4, I-2 Road, Map Ta Phut Industrial Estate, Map Ta Phut, Muang District, Rayong 21150 Tel: +66(0)-3897-2000 Fax: +66(0)-3897-2099 Aromatics II (AR3) 98/9 Rayong Highway Road 3191, RIL Industrial Estate, Map Ta Phut, Muang District, Rayong 21150 Tel: +66(0)-3897-3000 Fax: +66(0)-3897-3099 Tank Farm 11, I-4 Road, Map Ta Phut Industrial Estate, Map Ta Phut, Muang District, Rayong 21150 Tel: +66(0)-3897-2000 Fax: +66(0)-3897-2099 Website www.pttar.com Investor Information ir@pttar.com or +66(0)-2140-4000 Nature of Business Petroleum refining and supply of refined products, manufacturing and sale of aromatics and their derivatives, and businesses of associated companies Number and Value of As at 31 January 2011, the registered share capital was Baht 29,938,149,690 Issued Shares made up of 2,993,814,969 common shares at a par value of Baht 10 per share. The registered share capital is made up of: 1. Paid-up capital of Baht 29,791,061,610 consisting of 2,979,106,161 common shares at a par value of Baht 10 per share 2. Unpaid capital of Baht 147,088,080 consisting of 14,708,808 common shares at a par value of Baht 10 per share. Securities Registrar Thailand Securities Depository Company Limited, The Stock Exchange of Thailand Building, 62 Ratchadaphisek Road, Klong Toey, Klong Toey, Bangkok 10110 Tel: +66(0)-2229-2800, 02-229-2888 Fax: +66(0)-2654-5427 Bond Registrar Siam Commercial Bank Public Company Limited 9 Ratchadaphisek Road, Chatuchak, Bangkok 10900 Tel: +66(0)-2544-1000 Bond Representative TMB Bank Public Company Limited 3000 Phaholyothin Road, Chompon, Chatuchak, Bangkok 10900 Tel: +66(0)-2299-1111

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Auditor (2010)

Audit Fees

Mr. Winid Silamongkol, CPA (Thailand) Registration No. 3378 and/or Mr. Vairoj Jindamaneepitak, CPA (Thailand) Registration No. 3565 and/or Mr. Charoen Phosamritlert, CPA (Thailand) Registration No.4068 KPMG Phoomchai Audit Ltd., 50th-51st Floor, Empire Tower, 195 South Sathon Road, Yannawa, Sathon, Bangkok 10120 PTTAR paid 2,677,000 baht in audit fees to the auditors’ company for the 2010 accounting period.

Top Ten Shareholders As of 29th October 2010, the names of the Top 10 shareholders appear below: Rank

1 2 3 4 5 6 7 8 9 10

Name

Shares

PTT Plc Chase Nominees Limited 42 Thai NVDR Co., Ltd. State Street Bank and Trust Company HSBC (Singapore) Nominees Pte. Ltd. Norbax Inc., 13 Gerlach & Co-Dimensional Emerging Markets Value Fund Somer (U.K.) Limited GPF EQ-TH Fund Energy and Petrochemical Index Fund

Shareholding Proportion Local Institutions / Corporates Local Individuals Foreign Institutions / Corporates Foreign Individuals

48.60 5.54 3.69 1.94 1.78 1.22 0.50 0.49 0.49 0.39

Dividend Policy 58% 26% 15% 1%

Personnel As of December 31, 2010, PTTAR personnel headcount was 1,117.*

Compensation Item

1,441,987,368 164,349,802 109,487,750 57,446,044 52,757,535 36,160,385 14,786,216 14,566,400 14,530,858 11,502,700

%

Amount (Baht)

Salary = 748,776,772/Year Contribution to Provident Fund = 75,735,349/Year * Included amount of Company staff, Secondment and Direct Hired

The Board of Directors’ policy is to propose to the shareholders’ meeting an annual payment of dividends, in line with Company performance, of no less than 30% of the net profit after tax and capital reserves, subject to investment plans, necessity, and other future factors. For 2010, at Meeting No. 3/2011 on 24 February 2011, the Board decided to propose to the Annual General Meeting of Shareholders for approval of the dividend payment for the operating results of the year 2010. The dividend will be paid from the retained earnings after legal reserved at the rate of 0.96 Baht per share, amounting to 2,859,941,915 Baht. 0.61 Baht per share derived from tax exemption profit portion according to Board of investment (BOI) privilege and 0.35 Baht per share derived from 25% taxable profit portion.

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Organization Structure Shareholders Board of Directors Corporate Governance Committee

Nomination & Remuneration Committee

Audit Committee

Risk Management Committee

President & CEO VP - Internal Audit

SVP - Industry & Independent Organization Management

VP - Corporate Compliance & Communication and Company Secretary VP - Quality, Safety, Health and Environment VP - Corporate Strategy

SEVP-Technology Engineering & Maintenance EVP - Finance & Accounting

EVP - Supply Planning & Business Development

EVP - Human Resources & Corporate Administration

VP - Treasury

SVP - Supply Planning & Business Development

VP - Human Resources

Project Director - A

VP - CSR & Government Affairs

Project Director - B

VP - Corporate Accounting VP - Financial Planning & Management Information

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VP - Commercial

VP - Procurement

SEVP-Operations

EVP-Aromatics Operations

EVP-Refinery Operations

VP - Reliability & Engineering

VP - Aromatics 1 Operations

VP - Refinery Operations

VP - Maintenance

VP - Aromatics 2 Operations

VP - Movement and Dispatching Operations

VP - Technology Turnaround Director

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Board of Directors

02

03

04

05

06

07

01 01 Dr. Norkun Sitthiphong Chairman 02 General Somjed

Boontanom

Independent Director and Chairman of Corporate Governance Committee 04 Dr. Chokchai Aksaranan Independent Director and Chairman of Audit Committee

03 Dr. Ampon Kittiampon Director and Chairman of Nomination and Remuneration Committee 05 Mr. Prasert Bunsumpun Director and Nomination and Remuneration Committee (Authorized Director)

06 Mrs. Pannee Sathavarodom 07 Independent Director, Audit Committee and Risk Management Committee

Mr. Prajya Phinyawat Director, Chairman of Risk Management Committee and Corporate Governance Committee (Authorized Director)


08 Dr. Wit Jeraphat Independent Director 09 Pol. Gen. Sereepisut

Tameeyaves

Independent Director, Nomination and Remuneration Committee and Audit Committee 10 Mr. Permsak

Shevawattananon Director

08

09

10

11 Mr. Tevin Vongvanich Director and Risk Management Committee 12 Mr. Nathi Premrasmi Independent Director 13 Mr. Somchai Poolsavasdi Independent Director and Corporate Governance Committee

11

12

13

14 Dr. Witoon Simachokedee Independent Director and Audit Committee (Resigned on 11 February 2011) 15 Dr. Twarath Sutabutr Independent Director (24 February 2011 - Present) 16 Mr. Bowon Vongsinudom Director, Risk Management Committee, President & CEO, Secretary to the Board of Directors (Authorized Director)

14

15

16


Dr. Norkun Sitthiphong

General Somjed Boontanom

Chairman

Independent Director and Chairman of Corporate Governance Committee

Age : 57 PTTAR Shareholding by Director : None PTTAR Shareholding by Related Person : None Education / Training • B.Eng. (Mechanical Engineering), Chulalongkorn University • M.S. (Mechanical Engineering), Oregon State University, USA • Ph.D. (Mechanical Engineering), Oregon State University, USA • National Defense Course, Class 47, National Defense College • Capital Market Academy Leadership Program, Class 4, Capital Market Academy • Role of the Chairman Program (RCP) 21/2009, Thai Institute of Directors Association (IOD) Work Experience • Dean of Faculty of Engineering, Chiang Mai University • Vice President for Research and Asset Affairs, Chiang Mai University • Vice President for Academic Affairs, Chiang Mai University • Deputy Permanent Secretary, Ministry of Energy Present Positions • Permanent Secretary, Ministry of Energy • Director, PTT Public Company Limited • Chairman, IRPC Public Company Limited • Director, Nuclear Power Program Development Office

Age : 62 PTTAR Shareholding by Director : 194,966 shares or 0.00654% PTTAR Shareholding by Related Person : None Education / Training • B.S., Chulachomklao Royal Military Academy • M.A., Army Command and General Staff College • Director Accreditation Program (DAP) 62/2007, Director Certification Program (DCP) 91/2007 and Finance for Non-Finance Director (FND) 35/2007, Thai Institute of Directors Association (IOD) • Capital Market Academy Leadership Program, Class 6, Capital Market Academy Work Experience • Staff Officer for Supreme Command Headquarters Commander • Director-General, Office of Special Development, Commanding General of Armed Forces Development Command • International Security and Project Management e.g. King Naresuan Memorial (100-acre area), Phra Nakhon Si Ayutthaya Province • Deputy Commanding General of Armed Forces Development Command, Ministry of Defense • Director-General, Office of Budget of Defense, Ministry of Defense • Member of the National Legislative Assembly • Chairman of Advisor, Ministry of Defense, Kingdom of Thailand Present Position • Retired Military Official

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Dr. Ampon Kittiampon

Dr. Chokchai Aksaranan

Director and Chairman of Nomination and Remuneration Committee

Independent Director and Chairman of Audit Committee

Age : 55 PTTAR Shareholding by Director : None PTTAR Shareholding by Related Person : None

Age : 68 PTTAR Shareholding by Director : 83,844 shares or 0.00281% PTTAR Shareholding by Related Person : None

Education / Training • Bachelor of Arts, Kasetsart University • M.S., Economics, Northeastern University, Boston, USA • Ph.D., Applied Economics, Clemson University, South Carolina, USA • National Defense Course, Class 45, National Defense College • Director Certification Program (DCP) 80/2006, Thai Institute of Directors Association (IOD)

Education / Training • B.Sc. (Hon.) in Chemical Engineering, Chulalongkorn University • M.Sc. E & Ph.D. in Chemical Engineering, University of New Brunswick, Canada • Honorary Doctorate Degree in Science, University of New Brunswick, Canada • Diploma, National Defense Course for the Joint State-Private Sector, Class 1, National Defense College • Role of the Chairman Program (RCP) 11/2005, Director Accreditation Program (DAP) 50/2006, Understanding the Financial Statement (UFS) 3/2005, Audit Committee Program (ACP) 22/2008 and DCP Refresher Course 1/2008, Thai Institute of Directors Association (IOD)

Work Experience • Secretary General, National Economic and Social Development Board • Deputy Permanent Secretary, Ministry of Agriculture and Cooperatives (MOAC) • Director-General, The National Bureau of Agricultural Commodity and Food Standards (ACFS) • Board of the Bank of Thailand • Member of the National Legislative Assembly Present Positions • Secretary General of the Cabinet • Monetary Policy Committee • Council of State • Director, PTT Public Company Limited • Chairman, Thai Airways International Public Company Limited

Work Experience • Chairman, Bangkok Commercial Asset Management Company Limited • Chairman of Executive Board, Siam City Bank Public Company Limited • Chairman of Executive Board, Vinythai Public Company Limited • Director and Chairman of Audit Committee, PTT Exploration and Production Public Company Limited • Director and Chairman of Audit Committee, The Aromatics (Thailand) Public Company Limited • Director and Audit Committee, Asset Management Company Present Positions • Chairman, Saha Patana Interholding Public Company Limited • Chairman, Bangkok Industrial Gas Company Limited • Chairman, Thai Ethoxylate Company Limited • Director and Chairman of Audit Committee, MFC Asset Management Public Company Limited

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Mr. Prasert Bunsumpun

Mrs. Pannee Sathavarodom

Director and Nomination and Remuneration Committee (Authorized Director)

Independent Director, Audit Committee and Risk Management Committee

Age : 58 PTTAR Shareholding by Director : 244,631 shares or 0.00821% PTTAR Shareholding by Related Person : None Education / Training • B.E. (Civil Engineering), Chulalongkorn University • MBA, Utah State University, USA • Honorary Doctoral in Engineering, Chulalongkorn University • Honorary Doctoral in Management, National Institute of Development Administration (NIDA) • Honorary Doctoral in Management Science, Phetchaburi Rajabhat University • Diploma, National Defense Course for the Joint State-Private Sector, Class 10, National Defense College • Certificate in Advanced Management Program, Harvard Business School, USA • Diploma in Politics and Governance in Democratic Systems for Executives Course, Class 6, King Prajadhipok’s Institute • Director Accreditation Program (DAP) 26/2004, Thai Institute of Directors Association (IOD) • Capital Market Academy Leadership Program, Class 3, Capital Market Academy Work Experience • Deputy President, Marketing, Downstream Oil Business, Petroleum Authority of Thailand • President, PTT Oil, Petroleum Authority of Thailand (Deputy Governor Level) • President, PTT Gas, Petroleum Authority of Thailand (Deputy Governor Level) • Senior Executive Vice President, Gas Business Group, PTT Public Company Limited • Director, Thai Oil Public Company Limited Present Positions • Director and President & Chief Executive Officer, PTT Public Company Limited • Chairman, PTT Exploration and Production Public Company Limited • Vice Chairman, PTT Chemical Public Company Limited • Vice Chairman, IRPC Public Company Limited • Chairman, Community Enterprise Research and Development Institute

Age : 62 PTTAR Shareholding by Director : 92,678 shares or 0.00311% PTTAR Shareholding by Related Person : None Education / Training • B.A. (Econ) in Honors, Thammasat University • M.A. (Econ), Thammasat University • Certificate of Bond Market (1996) : Fixed Interim Analysis, Economic Development Institute of The World Bank • National Defense Course, Class 44, National Defense College • Certificate of Advance Executive Program 2004, Kellogg School of Management, Northwestern University, USA • Director Accreditation Program (DAP) 42/2005, Finance for Non-finance Director (FND) 22/2005, Director Certification Program (DCP) 72/2006 and Audit Committee Program (ACP) 32/2010, Thai Institute of Directors Association (IOD) • Capital Market Academy Leadership Program, Class 5, Capital Market Academy Work Experience • Senior Expert for Finance and Tax Acting Director-General, Public Debt Management Office • Deputy Director-General, Fiscal Policy Office • Director-General, Public Debt Management Office • Director-General, Fiscal Policy Office • Board of Director, Thai Asset Management Corporation • Board of Director, Bank of Thailand • Financial Institution Policy Committee • Board of Director, Government Pension Fund • National Economic and Social Development Board • National Debt Policy Committee • Economic and Fiscal Policy Research Institution Present Positions • Retired Government Official • Executive Investment Advisory Committee, The Thai Red Cross Society • Board Member, Economics and Fiscal Policy Research Institution

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Mr. Prajya Phinyawat

Dr. Wit Jeraphat

Director, Chairman of Risk Management Committee and Corporate Governance Committee (Authorized Director)

Independent Director

Age : 59 PTTAR Shareholding by Director : 298,904 shares PTTAR Shareholding by Related Person : 25,838 shares PTTAR Shareholding : 324,742 Shares or 0.01090% Education / Training • B.E. (Civil Engineering), Chulalongkorn University • M.S. (Civil Engineering), Stanford University, USA • Ph.D. (Civil Engineering), University of Texas at Austin, USA • Diploma, National Defense Course for the Joint State-Private Sector, Class 15, National Defense College • Director Certification Program (DCP) 14/2002, Thai Institute of Directors Association (IOD) • Capital Market Academy Leadership Program, Class 7, Capital Market Academy Work Experience • President, Natural Gas Business, Petroleum Authority of Thailand • President, PTT Exploration and Production Public Company Limited • Deputy Governor, Corporate Plan and Development, Petroleum Authority of Thailand (PTT) • Deputy Governor, Corporate Strategy and Development, Petroleum Authority of Thailand (PTT) • Senior Executive Vice President, Corporate Strategy and Development, PTT Public Company Limited • Senior Executive Vice President, Corporate Support, PTT Public Company Limited • Senior Executive Vice President, Petrochemicals & Refining Business Group, PTT Public Company Limited Present Positions • Chief Operating Officer, Downstream Petroleum Business Group and Senior Executive Vice President, Oil Business Unit, PTT Public Company Limited • Director, Thai Oil Public Company Limited • Director, IRPC Public Company Limited • Director, PTT Chemical Public Company Limited • Chairman, PTT Phenol Company Limited • Chairman, HMC Polymers Company Limited

Age : 59 PTTAR Shareholding by Director : None PTTAR Shareholding by Related Person : None Education / Training • LL.B. (Hon.), Chulalongkorn University • Barrister-At-Law, 1977 • LL.M., Chulalongkorn University • Doctor of Laws, Thammasat University (Excellent Thesis Reward from The National Research Council of Thailand, 2008) • National Defense Course, Class 35, National Defense College • Diploma in Politics and Governance in Democratic Systems for Executives Course, Class 1, King Prajadhipok’s Institute • High Certificate In Judicial Processes for Senior Executive, Office of The Judiciary, Class 9 • High Certificate In Judicial Work for Senior Executive, Office of The Attorney General, Class 4 • Director Accreditation Program (DAP) 75/2008, Thai Institute of Directors Association (IOD) • Capital Market Academy Leadership Program, Class 7, Capital Market Academy Work Experience • Director-General, Department of Appellate Court Litigation, Region 3 • Director-General, Department of Bankruptcy Litigation • Director-General, Department of Peoples’ Rights Protection and Legal Aid Present Positions • Director-General, Department of Technical Affairs • Board of the National Research Council of Thailand, Law Field • Board of Scrutinizing Nationality

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Pol. Gen. Sereepisut Tameeyaves

Mr. Permsak Shevawattananon

Independent Director, Nomination and Remuneration Committee and Audit Committee

Director

Age : 62 PTTAR Shareholding by Director : None PTTAR Shareholding by Related Person : None Education / Training • Armed Forces Academic Preparatory School, Class 8 • Police Cadet Academy, Class 24 • Inspector and Commander, Class 13 • Institute of Police Administration, Class 8 • Master degree of Arts (Honorary Degree) Political Science, Ramkhamhaeng University • Top Management Program Course 1 (Class 10) and Course 2 (Class 15), Civil Service Training Institute • Doctorate (Honorary Degree) Political Science, Ramkhamhaeng University • National Defense Course, Class 38, National Defense College • Doctorate (Honorary Degree) Public Administration, Ubon Ratchathani University • Capital Market Academy Leadership Program, Class 9, Capital Market Academy • Directors Accreditation Program (DAP) 60/2006 and Role of the Compensation Committee (RCC) 9/2009, Thai Institute of Directors Association (IOD) Work Experience • Commander, Crime Suppression Division • Commander in chief, Central Investigation Bureau • Assistant Director-General, Thailand National Police Department • Assistant National Police Commander • National Police Inspector-General • Advisor (Level 10) • Acting National Police Commander • National Police Commander • Member of Council of National Security

Age : 60 PTTAR Shareholding by Director : 76,221 shares or 0.00255% PTTAR Shareholding by Related Person : None Education / Training • B.Eng., Mechanical Engineering, University of Santo Tomas Manila, The Philippines • Cert., ASEAN Executive Program (AEP), GE Management Development Institute • Cert., Senior Executive Program (SEP), Sasin Graduate Institute of Business Administration of Chulalongkorn University • Director Certification Program (DCP) 52/2004, Thai Institute of Directors Association ( IOD) Work Experience • Vice President, Gas Plant Department, Petroleum Authority of Thailand • Senior Vice President, Gas Processing Plant, Gas Business Group, Petroleum Authority of Thailand • Executive Vice President, Natural Gas Processing, Gas Business Group, Petroleum Authority of Thailand • President & Chief Executive Officer, Trans Thai - Malaysia (Thailand) Public Company Limited • Senior Executive Vice President, The Aromatics (Thailand) Public Company Limited • President, The Aromatics (Thailand) Public Company Limited • Chief Executive Officer and Director, PTT Aromatics and Refining Public Company Limited • Senior Executive Vice President, Gas Business Unit, PTT Public Company Limited Present Position • Director, Thaioil Power Company Limited

Present Position • Retired Police Officer

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Mr. Tevin Vongvanich

Mr. Nathi Premrasmi

Director and Risk Management Committee

Independent Director

Age : 52 PTTAR Shareholding by Director : None PTTAR Shareholding by Related Person : None

Age : 62 PTTAR Shareholding by Director : None PTTAR Shareholding by Related Person : None

Education / Training • B.Eng. (Chemical Eng.) - 1st Honors, Chulalongkorn University • M.S. (Petroleum Eng.), University of Houston, USA • M.S. (Chemical Eng.), Rice University, USA • Diploma in Politics and Governance in Democratic Systems for Executives Course, Class 10, King Prajadhipok’s Institute • Program for Global Leadership (PGL), Harvard Business School, USA • Senior Executive Program (Class 7), Sasin Graduate Institute of Business Administration, Kellogg School of Management of Northwestern University and Wharton School of the University of Pennsylvania • Director Certification Program (DCP) 21/2002 and Financial Statements for Directors (FSD) 6/2009, Thai Institute of Directors Association (IOD) • Capital Market Academy Leadership Program, Class 6, Capital Market Academy • Diploma, National Defense Course for the Joint State-Private Sector, Class 22, National Defense College

Education / Training • Bachelor of Arts in Political Science (Honors), Thammasat University • National Defense Course, Class 45, National Defense College • Certificate, Senior Executive Development Program, Class 36, Office of the Civil Service Commission • Certificate, Senior Governing Officers Course, Class 26, Ministry of Interior • Diploma in Politics and Governance in Democratic Systems for Executives Course, Class 4, King Prajadhipok’s Institute • Corporate Governance for Directors and Senior Executives of State Enterprises and Public Organizations, Class 3/2009, King Prajadhipok’s Institute • Director Certification Program (DCP) 105 /2008 and Role of the Chairman Program (RCP) 19/2008, Thai Institute of Directors Association (IOD)

Work Experience • Senior Vice President, Regional Assets Division, PTT Exploration and Production Public Company Limited • Executive Vice President, Corporate Business Development, PTT Public Company Limited • Senior Executive Vice President, Corporate Strategy & Development, PTT Public Company Limited Present Positions • Chief Financial Officer, PTT Public Company Limited • Director, PTT International Company Limited • Chairman, PTT ICT Solutions Company Limited • Director, PTT Chemical Public Company Limited • Director, PTT Exploration and Production Public Company Limited • Director, Thai Oil Public Company Limited • Chairman of Thailand Management Association

Work Experience • Assistant Secretary-General to the Cabinet • Advisor of the Secretariat of the Cabinet • Inspector-General, Office of the Permanent Secretary • Deputy Permanent Secretary, Office of the Prime Minister • Permanent Secretary, Office of the Prime Minister Present Positions • Independent Director/Chairman of Nomination and Remuneration Committee, MCOT Public Company Limited • Independent Director/Audit Committee, Ratchaburi Electricity Generating Holding Public Company Limited • Vice Chairman, Subcommittee on the Selection and Dissemination of National Outstanding Work, Office of the Permanent Secretary, The Prime Minister's Office • Subcommittee on Ethics of the House of Representatives, The Secretariat of the House of Representatives • Subcommittee (No.12) on Objection and Controversy Adjudication, Office of the Election Commission

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Mr. Somchai Poolsavasdi

Dr. Witoon Simachokedee

Independent Director and Corporate Governance Committee

Independent Director and Audit Committee (Resigned on 11 February 2011)

Age : 54 PTTAR Shareholding by Director : None PTTAR Shareholding by Related Person : None

Age : 56 PTTAR Shareholding by Director : None PTTAR Shareholding by Related Person : None

Education / Training • Bachelor of Law, Thammasat University • Master of Law, Thammasat University • National Defense Course for the Joint State-Private Sector, Class 19, National Defense College • The Customs International Executive Management Program (CIEMP) • Mini MM Program • Directors Certification Program (DCP) 136/2010, Thai Institute of Directors Association (IOD)

Education / Training • B.Eng (Electrical Engineering), Kasetsart University • L.L.B., Thammasat University • MBA, Thammasat University • Ph.D. in Public Administration (Public and Private Management), Ramkhamhaeng University • Diploma, National Defense Course for the Joint State-Private Sector, Class 46, National Defense College • Diploma in Politics and Governance in Democratic Systems for Executives Course, Class 11, King Prajadhipok’s Institute • Capital Market Academy Leadership Program, Class 7, Capital Market Academy • Director Certification Program (DCP) 115/2009 and Financial Statements for Directors (FSD) 4/2009, Thai Institute of Directors Association (IOD)

Work Experience • Director of Post-Clearance Audit Bureau, The Customs Department • Director of Regional Customs Bureau 3, The Customs Department • Director of Airport Cargo Clearance Customs Bureau, The Customs Department • Director of Investigation and Suppression Bureau, The Customs Department • Deputy Director-General for Enforcement, The Customs Department • Inspector General, Ministry of Finance Present Positions • Deputy Permanent Secretary, Ministry of Finance • Director, Provincial Electricity Authority • Chairman, The Government Lottery Office

Work Experience • Deputy Director-General, Department of Primary Industries and Mines, Ministry of Industry • Deputy Director-General, Department of Industrial Works, Ministry of Industry • Director-General, The Bangkok City Project, Ministry of Industry • Inspector-General, Ministry of Industry • Deputy Permanent Secretary, Ministry of Industry • Director-General, Department of Primary Industries and Mines, Ministry of Industry • Director-General, Department of Industrial Works, Ministry of Industry Present Positions • Permanent Secretary, Ministry of Industry • Director, PTT Chemical Public Company Limited • Chairman, Thai Oleochemicals Company Limited • Chairman, Thai Fatty Alcohols Company Limited • Chairman, Ratchaburi Electricity Generating Holding Public Company Limited • Chairman, EGAT International Company Limited • Director, The Electricity Generating Authority of Thailand

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Dr. Twarath Sutabutr

Mr. Bowon Vongsinudom

Independent Director (24 February 2011 - Present)

Director, Risk Management Committee, President & CEO, Secretary to the Board of Directors (Authorized Director)

Age : 42 PTTAR Shareholding by Director : None PTTAR Shareholding by Related Person : None Education / Training • Bachelor of Civil Engineering, Chulalongkorn University • Master of Geotechnical Engineering, Asian Institute of Technology (AIT) • Doctor of Science in Civil and Environmental Engineering, Massachusetts Institute of Technology, USA • Certificate for Senior Executive Program, Class 61, Office of The Civil Service Commission (OCSC) • Infrastructure in a Market Economics, Harvard University, Cambridge, USA • Understanding Liberalized Gas Business, College for Petroleum Studies, Oxford, UK • Director Certification Program (DCP) 115/2009, Thai Institute of Directors Association (IOD) Work Experience • Director, Office of the Permanent Secretary Policy and Strategy Coordination Office, Ministry of Energy • Director of Public Communication Division, Nuclear Power Program Development Office (NPPDO) • Spokesperson, Ministry of Energy Present Position • Deputy Director-General, Department of Alternative Energy Development and Efficiency (DEDE), Ministry of Energy

Age : 56 PTTAR Shareholding by Director : 165,361 shares or 0.00555% PTTAR Shareholding by Related Person : None Education / Training • B.Eng. in Chemical Engineering, Chulalongkorn University • M.Eng. in Chemical Engineering, Chulalongkorn University • Master of Management, Sasin Graduate Institute of Business Administration of Chulalongkorn University • Diploma, National Defense Course for the Joint State-Private Sector, Class 17, National Defense College • Director Accreditation Program (DAP) 76/2008, Thai Institute of Directors Association (IOD) Work Experience • Commercial Manager, Thai Oil Public Company Limited • Product and Quality Manager, Thai Oil Public Company Limited • (Co) Chief Executive Officer, Alliance Refining Company Limited • Senior Executive Vice President - Operations Acting Executive Vice President - Supply Planning & Business Development, PTT Aromatics and Refining Public Company Limited • Director, PTT Utility Company Limited Present Positions • President & CEO, PTT Aromatics and Refining Public Company Limited • Acting Senior Executive Vice President - Operations PTT Aromatics and Refining Public Company Limited • Acting Senior Executive Vice President, Downstream Petroleum Business Group, PTT Public Company Limited • Director, PTT Phenol Company Limited

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Directors who retired and resigned during the year 2010

01

01 Mr. Nakarin Virameteekul Independent Director, Audit Committee and Risk Management Committee (Completed the term on 5 April 2010)

03 Mr. Chainoi Puankosoom Director, President & CEO, Secretary to the Board of Directors (Authorized Director) (Resigned on 30 September 2010 since retirement age reached)

104

02

03

02 Mr. Apai Chandanachulaka Vice Chairman, Independent Director and Corporate Governance Committee (Resigned on 20 May 2010)


Senior Management

01 Mr. Bowon Vongsinudom President & CEO (1 October 2010 - Present)

01

Acting Senior Executive Vice President - Operations (1 October 2010 - Present)

02 Mr. Kun Patumraj Senior Executive Vice President Technology Engineering & Maintenance (1 May 2010 - Present)

04 Mr. Vanchai Tadadoltip Executive Vice President Supply Planning & Business Development (1 October 2010 - Present)

02

106

03


04 Mr. Porntep Butniphant Executive Vice President Refinery Operations 05 Mr. Prachurn Oneiam Executive Vice President Aromatics Operations (1 October 2010 - Present)

06 Mr. Varit Namwong Executive Vice President Human Resources & Corporate Administration

04

05

07 Miss Duangkamol Settanung Executive Vice President Finance and Accounting (1 February 2011 - Present)

06

07

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

107


01 Mr. Athavuth Vikitsreth Senior Vice President Industry & Independent Organization Management (1 October 2010 - Present)

02 Mr. Siridech Kumvongdee Senior Vice President Supply Planning and Business Development (1 October 2010 - Present)

01

02

03 Mr. Dumrong Pinpuvadol Vice President Corporate Strategy (1 October 2010 - Present)

04 Mr. Saroj

Putthathammawong

Vice President - Commercial 05 Mr. Khomson

Piyawattanaviroj Project Director - A

03

04

06 Mr. Manop

Saeng-Ngern

Project Director - B

05

108

06


01 Mr. Suwat Suratchaikarn Vice President Reliability & Engineering 02 Mr. Anutin Chuarypen Vice President - Maintenance 03 Mr. Sopon

Siriratchatapong Turnaround Director

04 Mr. Pukpong

Wungrattanasopon

01

02

03

Vice President - Technology (1 March 2011 - Present)

05 Mr. Supasit

Tongsupachok

Vice President Aromatics 1 Operations 06 Mr. Sawat Trongdilokrat Vice President Aromatics 2 Operations 07 Mr. Ratchada

Sawasdirak

04

05

06

Vice President Refinery Operations 08 Mr. Suthep Grinchan Vice President - Movement and Dispatching Operations 09 Mr. Sakesiri Piyavej Vice President Quality, Safety, Health and Environment

07

08

09

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

109


01 Miss Araya Buraskarn Vice President - Internal Audit 02 Mr. Paupan

Srirongmuang

Vice President Human Resources 03 Mr. Surapong

Harn-amorn

Vice President - Procurement 04 Mrs. Natchalee

01

02

03

Phadungsidh

Vice President - Treasury 05 Mr. Somboon

Setsuntipong

Vice President Financial Planning and Management Information 06 Mrs. Siriluck Phonorthong Vice President Corporate Accounting

04

05

06

07 Miss Monwipa Choopiban Vice President - Corporate Compliance & Communication (1 May 2010 - Present)

Company Secretary

(1 October 2010 - Present)

08 Miss Brinda Klasnimi Vice President CSR & Government Affairs (1 May 2010 - Present)

07

110

08


Mr. Bowon Vongsinudom

Mr. Kun Patumraj

President & CEO Acting Senior Executive Vice President - Operations (1 October 2010 - Present) Senior Executive Vice President - Operations and Acting Executive Vice President - Supply Planning & Business Development (1 January 2010 - 30 September 2010)

Senior Executive Vice President - Technology Engineering & Maintenance (1 May 2010 - Present) Executive Vice President - Asset Management (1 January 2010 - 30 April 2010)

Education • B.Eng. in Chemical Engineering, Chulalongkorn University • M.Eng. in Chemical Engineering, Chulalongkorn University • Master of Management, Sasin Graduate Institute of Business Administration of Chulalongkorn University • Diploma, National Defense Course for the Joint State-Private Sector, Class 17, National Defense College Former Positions • Commercial Manager, Thai Oil Public Company Limited • MQ, Thai Oil Public Company Limited • (Co) Chief Executive Officer, Alliance Refining Company Limited • Senior Executive Vice President - Operations Acting Executive Vice President - Supply Planning & Business Development, PTT Aromatics and Refining Public Company Limited • Director, PTT Utility Company Limited Present • President & CEO and Acting Senior Executive Vice President - Operations, PTT Aromatics and Refining Public Company Limited • Acting Senior Executive Vice President, Downstream Petroleum Business Group, PTT Public Company Limited • Director, PTT Phenol Company Limited

Education • B.Sc. in Chemical Engineers, New Jersey Institute of Technology, USA • M.Eng. in Chemical Engineers, Manhattan College, New York, USA • Certificate of Senior Executive Program (SEP), Sasin Graduate Institute of Business Administration of Chulalongkorn University • Advance Management Program (AMP), Harvard Business School, USA Former Positions • Assistant Project Director, Technical, The Aromatics (Thailand) Public Company Limited • Vice President, Production, The Aromatics (Thailand) Public Company Limited • Plant Manager, The Aromatics (Thailand) Public Company Limited • Assistant President, Operations, The Aromatics (Thailand) Public Company Limited • Senior Vice President, Operations, The Aromatics (Thailand) Public Company Limited • Executive Vice President - Operations, PTT Aromatics and Refining Public Company Limited • Executive Vice President - Asset Management PTT Aromatics and Refining Public Company Limited Present • Senior Executive Vice President Technology Engineering & Maintenance, PTT Aromatics and Refining Public Company Limited • Director, PTT Phenol Company Limited • Director, PTT Utility Company Limited

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Mr. Vanchai Tadadoltip Executive Vice President - Supply Planning & Business Development (1 October 2010 - Present) Executive Vice President - Aromatics Operations (1 January 2010 - 30 September 2010) Education • Bachelor of Science, Chemical Technology, Chulalongkorn University Former Positions • Refinery Operation Manager, Star Petroleum Refining Company Limited • Refinery Operation Manager, Alliance Refining Company Limited • Manager, Major Projects, Alliance Refining Company Limited • Executive Vice President - Refinery Operations, PTT Aromatics and Refining Public Company Limited • Executive Vice President - Aromatics Operations, PTT Aromatics and Refining Public Company Limited Present • Executive Vice President - Supply Planning & Business Development, PTT Aromatics and Refining Public Company Limited • Director, PTT Phenol Company Limited

Mr. Porntep Butniphant Executive Vice President - Refinery Operations Education • B.Sc. in Chemistry, Chiang Mai University • M.S.E.C. (Process Technology), Department of Chemistry and Chemical Engineering, University of Detroit, Michigan, USA Former Positions • Lecturer, Chemistry Department, Faculty of Science, Khon Kaen University • Engineer, Policy and Planning Department, Petroleum Authority of Thailand • Senior Engineer, The Aromatics (Thailand) Public Company Limited • Deputy Project Director, The Aromatics (Thailand) Public Company Limited • Vice President, Technical, The Aromatics (Thailand) Public Company Limited • Plant Manager, The Aromatics (Thailand) Public Company Limited • Senior Vice President, Operations, The Aromatics (Thailand) Public Company Limited • Senior Vice President, Administration, The Aromatics (Thailand) Public Company Limited • Executive Vice President - Corporate Support and Acting Vice President - Public Relations, PTT Aromatics and Refining Public Company Limited • Executive Vice President - Aromatics Operations, PTT Aromatics and Refining Public Company Limited Present • Executive Vice President - Refinery Operations, PTT Aromatics and Refining Public Company Limited

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Mr. Prachurn Oneiam

Miss Duangkamol Settanung

Executive Vice President - Aromatics Operations (1 October 2010 - Present) Executive Vice President - Project Management (1 January 2010 - 30 September 2010)

Executive Vice President - Finance and Accounting (1 February 2011 - Present) Senior Vice President - Finance and Accounting (1 October 2010 - 31 January 2011) Vice President - Corporate Strategy (1 January 2010 - 30 September 2010)

Education • B.Eng. in Mechanical Engineering, Kasetsart University Former Positions • Director, Machinery Operation Department, Petroleum Authority of Thailand • Senior Assistant Director, Production and Engineering, Bangkok Polyethylene Company Limited • Vice President, Maintenance, The Aromatics (Thailand) Public Company Limited • Vice President, Production, The Aromatics (Thailand) Public Company Limited • Project Director, ATC Reformer and Aromatics Complex II, The Aromatics (Thailand) Public Company Limited • Executive Vice President - Project Management, PTT Aromatics and Refining Public Company Limited Present • Executive Vice President - Aromatics Operations, PTT Aromatics and Refining Public Company Limited

Mr. Varit Namwong Executive Vice President - Human Resources & Corporate Administration Education • Bachelor of Business Administration, Marketing, Assumption Business Administration College • Master of Business Administration, Business Administration (International Program), Ramkhamhaeng University • Certificate of Senior Executive Program (SEP), Sasin Graduate Institute of Business Administration of Chulalongkorn University

Education • B.Sc. (1st Class Honor) in Statistics, Kasetsart University • Master of Business Administration, Thammasat University Former Positions • Analyst, Petroleum Authority of Thailand • Financial Economics Section Manager, The Bangchak Petroleum Public Company Limited • Supply Planning Section Manager, The Bangchak Petroleum Public Company Limited • Manager, Feedstock and Product Management Division, The Aromatics (Thailand) Public Company Limited • Manager, Feedstock and Production Planning Division, The Aromatics (Thailand) Public Company Limited • Vice President, Finance & Accounting, The Aromatics (Thailand) Public Company Limited • Vice President - Corporate Strategy, PTT Aromatics and Refining Public Company Limited • Senior Vice President - Internal Control System, PTT Aromatics and Refining Public Company Limited Present • Executive Vice President - Finance and Accounting, PTT Aromatics and Refining Public Company Limited • Acting Executive Vice President, Petrochemicals and Refining Business Unit, PTT Public Company Limited • Director, PTT ICT Solutions Company Limited

Former Positions • Material and Logistics Manager, Rayong Refining Company Limited • Contract & Purchasing Manager, Alliance Refining Company Limited • Manager Human Resources, Alliance Refining Company Limited Present • Executive Vice President- Human Resources & Corporate Administration, PTT Aromatics and Refining Public Company Limited • Director, PTT Utility Company Limited

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Mr. Athavuth Vikitsreth

Mr. Dumrong Pinpuvadol

Senior Vice President - Industry & Independent Organization Management (1 October 2010 - Present)

Vice President - Corporate Strategy (1 October 2010 - Present) Vice President - Business Development (1 January 2010 - 30 September 2010)

Education • Bachelor of Business Administration, Abilene Christian University, Texas, USA Former Positions • Expert, Business Relations, National Petrochemical Public Company Limited • Operations Support Manager, Thai Oil Public Company Limited • Manager, Special Work, Thai Oil Public Company Limited Present • Senior Vice President - Industry & Independent Organization Management, PTT Aromatics and Refining Public Company Limited

Mr. Siridech Kumvongdee Senior Vice President - Supply Planning and Business Development (1 October 2010 - Present) Vice President – Supply and Planning (1 January 2010 - 30 September 2010) Education • B.Sc., Chemistry, Ramkhamhaeng University • M.Sc., Chemical Engineering, Washington University, USA

Education • B.Eng. in Civil Engineering, Kasetsart University • M.Eng. in Civil Engineering, Chulalongkorn University • M.B.A. (General Management), National Institute of Development Administration (NIDA) Former Positions • Assistant Chief Division, Petroleum Authority of Thailand • Engineer, The Aromatics (Thailand) Public Company Limited • Manager, Planning and Control Division, The Aromatics (Thailand) Public Company Limited • Vice President, Plant Administration, The Aromatics (Thailand) Public Company Limited • Vice President, Human Resources & Administration, The Aromatics (Thailand) Public Company Limited • Vice President, Human Resources, The Aromatics (Thailand) Public Company Limited • Vice President, Planning & Commercial, The Aromatics (Thailand) Public Company Limited • Vice President, Strategic Planning & Business Development, The Aromatics (Thailand) Public Company Limited • Vice President - Business Development, PTT Aromatics and Refining Public Company Limited Present • Vice President - Corporate Strategy, PTT Aromatics and Refining Public Company Limited

Former Positions • Economics Petroleum Section Manager, Petroleum Authority of Thailand • Scheduling Manager, Rayong Refinery Company Limited • Scheduling Manager, Alliance Refining Company Limited • Business Development Manager, Alliance Refining Company Limited • Commercial Manager, Alliance Refining Company Limited • Vice President - Supply and Planning, PTT Aromatics and Refining Public Company Limited Present • Senior Vice President - Supply Planning and Business Development, PTT Aromatics and Refining Public Company Limited

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Mr. Saroj Putthathammawong

Mr. Manop Saeng-Ngern

Vice President - Commercial

Project Director - B

Education • B.Eng. in Chemical Engineering, Chulalongkorn University • Master of Business Administration, Thammasat University

Education • B.Eng., Prince of Songkhla University

Former Positions • Process Engineer, The Aromatics (Thailand) Public Company Limited • Manager, Aromatics Operations, The Aromatics (Thailand) Public Company Limited • Manager, Production Planning, The Aromatics (Thailand) Public Company Limited • Manager, Commercial, The Aromatics (Thailand) Public Company Limited • Manager, Feedstock and Production Planning, The Aromatics (Thailand) Public Company Limited • Assistant Vice President, Planning and Commercial, The Aromatics (Thailand) Public Company Limited • Vice President, Commercial, The Aromatics (Thailand) Public Company Limited • Vice President - Supply and Marketing, PTT Aromatics and Refining Public Company Limited Present • Vice President - Commercial, PTT Aromatics and Refining Public Company Limited

Former Positions • Piping Engineer, CTCI Company Limited • Trainee Engineer, Unocal Company Limited • Piping Engineer, Electricity Generating Authority of Thailand • Engineer, Mechanical Division, Seatec Engineering Company Limited • Piping Engineer, UHDE (Thailand) Company Limited • Engineer, The Aromatics (Thailand) Public Company Limited • Manager, Storage Division, The Aromatics (Thailand) Public Company Limited • Manager, Project Division, The Aromatics (Thailand) Public Company Limited • Manager, Project Management Division, The Aromatics (Thailand) Public Company Limited • Assistance Manager, Project Department, The Aromatics (Thailand) Public Company Limited • Vice President, Quality and Safety, The Aromatics (Thailand) Public Company Limited • Vice President - Quality and Safety, PTT Aromatics and Refining Public Company Limited Present • Project Director - B, PTT Aromatics and Refining Public Company Limited

Mr. Khomson Piyawattanaviroj Project Director - A Education • B.Eng. in Mechanical Engineering, Chulalongkorn University Former Positions • Manager, Engineering Division, The Aromatics (Thailand) Public Company Limited • Vice President, Technical, The Aromatics (Thailand) Public Company Limited • Vice President, Project, The Aromatics (Thailand) Public Company Limited • Deputy Project Director (Construction), Aromatics and Reformer Complex II Project, The Aromatics (Thailand) Public Company Limited • Project Director - Clean Fuel Project, PTT Aromatics and Refining Public Company Limited Present • Project Director - A, PTT Aromatics and Refining Public Company Limited Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Mr. Suwat Suratchaikarn

Mr. Sopon Siriratchatapong

Vice President - Reliability & Engineering

Turnaround Director

Education • B.Eng. in Electrical Engineering, Chulalongkorn University • M.B.A in General Management, Sukhothai Thammathirat University

Education • B.Eng. in Production King Mongkut’s Institute of Technology Thonburi • M.P.A. in Management for Executive, National Institute of Development Administration (NIDA)

Former Positions • Instrument & Electrical Engineering Manager, Star Petroleum Refining Company Limited • Project Engineering Division Manager, Alliance Refining Company Limited • Asset Management Manager, Alliance Refining Company Limited Present • Vice President - Reliability & Engineering, PTT Aromatics and Refining Public Company Limited

Mr. Anutin Chuarypen Vice President - Maintenance Education • B.Sc. in Chemical Engineering, Chulalongkorn University • Master of Science in Computer & Engineering Management, Assumption University Former Positions • Process Engineer, National Petrochemical Public Company Limited • Process Engineer, The Aromatics (Thailand) Public Company Limited • Shift Manager, The Aromatics (Thailand) Public Company Limited • Manager, Reformer Division, The Aromatics (Thailand) Public Company Limited • Assistant Vice President, Production, The Aromatics (Thailand) Public Company Limited • Vice President, Technical, The Aromatics (Thailand) Public Company Limited • Deputy Project Director (Project Support), Aromatics and Reformer Complex II Project, The Aromatics (Thailand) Public Company Limited • Vice President - Aromatics 2 Production, PTT Aromatics and Refining Public Company Limited • Vice President - Aromatics 2 Operations, PTT Aromatics and Refining Public Company Limited Present • Vice President - Maintenance, PTT Aromatics and Refining Public Company Limited

Former Positions • Engineer, Thai Pipe Fitting Company Limited • Engineer, Niti Pattana Company Limited • Engineer, Thai Special Steel Company Limited • Engineer, Mechem Supply Company Limited • Engineer, Euro Engineering Company Limited • Engineer, The Aromatics (Thailand) Public Company Limited • Workshop Division Manager, The Aromatics (Thailand) Public Company Limited • Storage and Utility Maintenance Division Manager, The Aromatics (Thailand) Public Company Limited • Assistant Vice President, Maintenance, The Aromatics (Thailand) Public Company Limited • Vice President, Maintenance, The Aromatics (Thailand) Public Company Limited • Vice President - Maintenance, PTT Aromatics and Refining Public Company Limited Present • Turnaround Director, PTT Aromatics and Refining Public Company Limited

Mr. Pukpong Wungrattanasopon Vice President - Technology (1 March 2011 - Present) Education • Bachelor Degree of Science (2nd Class Honor), Chemical Technology Department, Chulalongkorn University • Master Degree of Science, Petroleum and Petrochemical College, Chulalongkorn University Former Positions • Process Technology Division Manager, The Aromatics (Thailand) Public Company Limited • Process Development Division Manager, The Aromatics (Thailand) Public Company Limited • Process and Commissioning Manager, Reformer and Aromatics Complex II Project, The Aromatics (Thailand) Public Company Limited • Aromatics Process Technology Manager, PTT Aromatics and Refining Public Company Limited Present • Vice President - Technology, PTT Aromatics and Refining Public Company Limited

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Mr. Supasit Tongsupachok

Mr. Ratchada Sawasdirak

Vice President - Aromatics 1 Operations

Vice President - Refinery Operations

Education • B.Eng. in Electronic Engineering Department, Rajamangala University of Technology • M.B.A., Burapha University

Education • B.Eng. in Mechanical Engineering, Mahanakorn University of Technology • Master of Public Administration, Chulalongkorn University

Former Positions • Instrument Engineer, The Aromatics (Thailand) Public Company Limited • Senior Engineer, The Aromatics (Thailand) Public Company Limited • Manager, Instrument Maintenance Division, The Aromatics (Thailand) Public Company Limited • Manager, Storage Division, The Aromatics (Thailand) Public Company Limited • Vice President, Storage, The Aromatics (Thailand) Public Company Limited • Vice President - Movement, PTT Aromatics and Refining Public Company Limited • Vice President - Aromatics Movement, PTT Aromatics and Refining Public Company Limited Present • Vice President - Aromatics 1 Operations, PTT Aromatics and Refining Public Company Limited

Mr. Sawat Trongdilokrat Vice President - Aromatics 2 Operations Education • B.Sc. in Chemical Engineering, Chulalongkorn University Former Positions • Assistant Shift Supervisor, Thai Petrochemical Industry Public Company Limited • Process Engineer, The Aromatics (Thailand) Public Company Limited • Shift Manager, The Aromatics (Thailand) Public Company Limited • Manager, Aromatics Division, The Aromatics (Thailand) Public Company Limited • Assistant Vice President, Production, The Aromatics (Thailand) Public Company Limited • Vice President, Production, The Aromatics (Thailand) Public Company Limited • Vice President - Aromatics 1 Production, PTT Aromatics and Refining Public Company Limited • Vice President - Aromatics 1 Operations, PTT Aromatics and Refining Public Company Limited

Former Positions • Shift Operations Manager, Rayong Refinery Company Limited • Shift Operations Coordinator, Alliance Refining Company Limited • Operations Specialist, Alliance Refining Company Limited Present • Vice President - Refinery Operations, PTT Aromatics and Refining Public Company Limited

Mr. Suthep Grinchan Vice President - Movement and Dispatching Operations Education • Master of Business Administration, Ramkamhaeng University Former Positions • Shift Manager in Operation, Rayong Refinery Company Limited • Shift Coordinator in Supply and Planning, Alliance Refining Company Limited • Operations Coordinator in Production Unit Movement and Dispatches, Alliance Refining Company Limited • PD Project Manager in Production Unit Movement and Dispatches, Alliance Refining Company Limited • Vice President - Refinery Movement, PTT Aromatics and Refining Public Company Limited Present • Vice President - Movement and Dispatching Operations, PTT Aromatics and Refining Public Company Limited

Present • Vice President - Aromatics 2 Operations, PTT Aromatics and Refining Public Company Limited Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Mr. Sakesiri Piyavej Vice President - Quality, Safety, Health and Environment Education • B.Eng. in Electrical Engineering, Chulalongkorn University • M.P.A. (Honor) in Management for Executive, National Institute of Development Administration (NIDA) Former Positions • Electrical Engineer, Metropolitan Electricity Authority • Purchasing Engineer, Siam Fiber Cement Company Limited, Siam Cement Group • Electrical Engineer, Thai Oil Company Limited • Plant Operator, Thai Olefins Company Limited • Process Control Engineer, Star Petroleum Refining Company Limited • Lead Process Control Engineer, Alliance Refining Company Limited • Instrument and Electrical Engineering Manager, Alliance Refining Company Limited • Unwinding Manager, Alliance Refining Company Limited Present • Vice President - Quality, Safety, Health and Environment, PTT Aromatics and Refining Public Company Limited

Miss Araya Buraskarn

Mr. Paupan Srirongmuang

Vice President - Human Resources Education • B.Sc., Economics, Kasetsart University • MBA, Rangsit University Former Positions • MIS Manager, Seafood City Company Limited (Unicord Group) • Manager, Management Information System Division, The Aromatics (Thailand) Public Company Limited • Vice President, Information Technology, The Aromatics (Thailand) Public Company Limited • Vice President, Office of Internal Audit and Risk Management, The Aromatics (Thailand) Public Company Limited • Vice President - Office of Internal Audit, PTT Aromatics and Refining Public Company Limited • Vice President - Internal Audit, PTT Aromatics and Refining Public Company Limited Present • Vice President - Human Resources, PTT Aromatics and Refining Public Company Limited

Mr. Surapong Harn-amorn Vice President - Procurement

Education • B.Eng. in Civil Engineering, Chulalongkorn University

Former Positions • Manager, Office Administration Division, The Aromatics (Thailand) Public Company Limited • Manager, Human Resources Division, The Aromatics (Thailand) Public Company Limited • Vice President - Administration and Procurement, The Aromatics (Thailand) Public Company Limited • Vice President - Administration and Procurement, PTT Aromatics and Refining Public Company Limited • Vice President - Procurement, PTT Aromatics and Refining Public Company Limited

Former Positions • Engineer, VES. Group Engineering Company Limited • Engineer, TDCI Company Limited • Engineer, NK-TDCI Company Limited • Engineer, Ch. Karnchang Public Company Limited • Engineer, The Aromatics (Thailand) Public Company Limited • Assistant Division Manager, Planning & Control, The Aromatics (Thailand) Public Company Limited • Manager, Plant Training and Personnel Division, The Aromatics (Thailand) Public Company Limited • Manager, Quality Assurance Division, The Aromatics (Thailand) Public Company Limited • Manager, Quality Division, The Aromatics (Thailand) Public Company Limited • Manager, Human Resources Administration Division, The Aromatics (Thailand) Public Company Limited. • Vice President, Human Resources, The Aromatics (Thailand) Public Company Limited • Vice President - Human Resources, PTT Aromatics and Refining Public Company Limited

Present • Vice President - Internal Audit, PTT Aromatics and Refining Public Company Limited

Present • Vice President - Procurement, PTT Aromatics and Refining Public Company Limited

Vice President - Internal Audit Education • Bachelor of Arts in English Linguistics, Ramkhamhaeng University • Master Degree in Public Administration, Tarleton State University, Texas, USA

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Mrs. Natchalee Phadungsidh

Mr. Somboon Setsuntipong

Vice President - Treasury

Vice President - Financial Planning and Management Information

Education • Bachelor of Economics, Monetary Economics and Public Finance, Chulalongkorn University • Master of Science (Economics), Kasetsart University Former Positions • Analyst, National Finance and Securities Company Limited • Equities Sales, Cathay Trust Finance and Securities Company Limited • Planning and Analysis Officer, The Aromatics (Thailand) Public Company Limited • Section Head, Planning and Analysis, The Aromatics (Thailand) Public Company Limited • Section Head, Financial Planning and Liquidity Management, The Aromatics (Thailand) Public Company Limited • Manager, Finance, The Aromatics (Thailand) Public Company Limited • Finance Officer, PTT Public Company Limited • Financial Analyst and MIS Officer, Rayong Refinery Public Company Limited • Treasurer Division Manager, Rayong Refinery Public Company Limited Present • Vice President - Treasury, PTT Aromatics and Refining Public Company Limited

Education • B.A., Faculty of Commerce & Accountancy, Banking & Finance, Chulalongkorn University Former Positions • Internal Auditor, Siam Tyre Company Limited • Manager, Finance Division, Plan Estate Company Limited • Manager, Financial Planning Department, Siam Sinthorn Company Limited • Vice President, Finance and Planning Department, Yoonsila Chiangmai Company Limited • Treasury Manager, Thai Industrial Gases Public Company Limited • Manager, Financial Administration Section, The Aromatics (Thailand) Public Company Limited • Manager, Finance Division, The Aromatics (Thailand) Public Company Limited • Manager, Accounting Division, The Aromatics (Thailand) Public Company Limited • Acting Vice President - Aromatics Accounting, PTT Aromatics and Refining Public Company Limited • Manager, Cost Accounting Division, PTT Aromatics and Refining Public Company Limited Present • Vice President - Financial Planning and Management Information, PTT Aromatics and Refining Public Company Limited

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Mrs. Siriluck Phonorthong

Miss Brinda Klasnimi

Vice President - Corporate Accounting

Vice President - CSR & Government Affairs (1 May 2010 - Present) Vice President - Public & Government Affairs (1 February 2009 - 30 April 2010)

Education • B.A. in Accounting, Thammasat University Former Positions • Verification Accountant, National Petrochemical Company Limited • Head of Financial Accountant, Oriental Silica Company Limited • Senior Oil Accountant, Rayong Refinery Public Company Limited • Oil Accounting Supervisor, Rayong Refinery Public Company Limited • Financial Accounting Manager, PTT Aromatics and Refining Public Company Limited

Present • Vice President - Corporate Accounting, PTT Aromatics and Refining Public Company Limited

Miss Monwipa Choopiban Vice President - Corporate Compliance & Communication (1 May 2010 - Present) Company Secretary (1 October 2010 - Present) Education • B.Ed. in English and Business, Chulalongkorn University • M.A. in English, Chulalongkorn University • M.Sc. in Political Communication, Political Communication College • Company Secretary Program (CSP), Thai Institute of Directors Association (IOD)

Education • B.A., International Affairs, Faculty of Political Science, Thammasat University Former Positions • TV News Editor, Thai TV Channel 9, MCOT Radio, Thai News Agency, The Mass Communication Organization of Thailand (MCOT) • Program Producer & News Editor, Thai Language Service, BBC World Service, British Broadcasting Corporation • Media Coordinator, Communications Division, Corporate Public Affairs Department, Shell Companies in Thailand • Head Public Relations Division, Rayong Refinery Company Limited • Public Affairs Manager, Alliance Refining Company Limited • Manager, Public Government Affairs, Alliance Refining Company Limited • Vice President - Public Government Affairs, PTT Aromatics and Refining Public & Company Limited Present • Vice President - CSR & Government Affairs, PTT Aromatics and Refining Public Company Limited

Former Positions • Administative Officer, Construction Department Petroleum Authority of Thailand • Secretary to The Chairman of Petroleum Authority of Thailand • Secretary to The Governor of Petroleum Authority of Thailand • Foreign Relations Officer, Office of Governor, Petroleum Authority of Thailand • Public Relations Manager, The Aromatics (Thailand) Public Company Limited • Corporate Governance Manager, PTT Aromatics and Refining Public Company Limited Present • Vice President – Corporate Compliance & Communication and Corporate Secretary, PTT Aromatics and Refining Public Company Limited

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Senior Management who retired during the year 2010

01

01 Mr. Chainoi Puankosoom

Senior Management who moved to other companies in PTT Group

02

03

03 Mrs. Nitima Thepvanangkul

President & CEO (1 January 2010 - 30 September 2010)

02 Mrs. Puangchao Nakanart Vice President - Office of CEO & Company Secretary (1 January 2010 - 30 September 2010)

04

Executive Vice President Finance and Accounting (1 January 2010 - 31 January 2011)

(1 February 2011 - Present) • Deputy Managing Director - Finance, Thai Oil Public Company Limited

04 Mrs. Jeeranee Pimthanothai Vice President - Technology (1 January 2010 - 28 February 2011)

(1 March 2011 - Present) • Secondment to PTT Public Company Limited As Vice President - Refining Subsidiary Planning & Management

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

121


Management Structure PTT Aromatics and Refining Public Company Limited (PTTAR) is managed by the Board of Directors and four subcommittees (‘Committees’), namely the Audit Committee, Nomination and Remuneration Committee, Corporate Governance Committee, and Risk Management Committee.

1. Board of Directors The Board consists of at least 5 and up to 15 Directors, who can be up to 70 years old. The maximum terms for each Director are 3 consecutive ones. Independent Directors must have number at least a third of the Board’s composition or at least 3; for his or her Company shareholding not more than 0.5%, each Independent Director must qualify against a stricter criterion that of Capital Market Supervisory Board. The Board is empowered to define business policy, strategies, and direction, supervise corporate governance and proper conduct to enable the Company to achieve its goals in line with Company objectives, laws, company's restrictions and resolutions of shareholders’ meetings with integrity, prudence, care, ethics, proper conduct, social responsibility and environment. The key is to safeguard the interests of the Company and all its shareholders. The matters listed below, however, require the prior approval of the shareholders: 1.1 Selling or transferring significant parts or all of PTTAR’s business to other parties 1.2 Purchasing or taking over other public companies or companies 1.3 Signing, amending, or annulling contracts on the leasing of significant parts of all of its operations. 1.4 Assigning other parties to manage Company business or merging business with others to share profits or losses 1.5 Amending or making additions to the memorandum of association or Company regulations 1.6 Increasing or decreasing capital, issuing debentures, merging, or dissolving Company business.

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The Board must have the consent of the shareholders’ meeting through at least three-quarters of the total votes of the eligible shareholders in attendance. As of 31 December 2010, the Board of Directors consisted of 15 people as follows: 1. Dr. Norkun Sitthiphong Chairman 2. Gen. Somjed Boontanom Independent Director Chairman of Corporate Governance Committee 3. Dr. Ampon Kittiampon Director Chairman of Nomination and Remuneration Committee 4. Dr. Chokchai Aksaranan Independent Director Chairman of Audit Committee 5. Mr. Prasert Bunsumpun Director Nomination and Remuneration Committee 6. Mrs. Pannee Sathavarodom Independent Director Audit Committee Risk Management Committee 7. Mr. Prajya Phinyawat Director Chairman of Risk Management Committee Corporate Governance Committee 8. Dr. Wit Jeraphat Independent Director 9. Dr. Witoon Simachokedee Independent Director Audit Committee 10. Pol. Gen. Sereepisut Tameeyaves Independent Director Nomination and Remuneration Committee Audit Committee 11. Mr. Permsak Shevawattananon D irector 12. Mr. Tevin Vongvanich Director Risk Management Committee

13. Mr. Nathi Premrasmi Independent Director 14. Mr. Somchai Poolsavasdi Independent Director Corporate Governance Committee 15. Mr. Bowon Vongsinudom D irector Risk Management Committee President & CEO Secretary to the Board Directors’ profiles and experience related to PTTAR’s business appear under "The Board of Directors".

2. Independent Directors Independent Directors must have the following qualifications: 1. Holds no more than 0.5% of all voting shares in PTTAR, its parent company, subsidiary, associated company, major shareholder, or controller. The percentage of shares held includes shares held by related persons. 2. Has never been a Director, staff, employee, adviser with regular salary, controller of PTTAR, its parent company, subsidiary, associated company, equivalent subsidiary, major shareholder, or controller over the past 2 years. This exclude Independent Directors who were former government officials or advisers to government agencies that are PTTAR’s major shareholder or controller. 3. Is not related by blood or by law as a parent, spouse, sibling, an offspring, or a parent-in-law of a Management, major shareholder, controller, or a person who will be nominated as a Management or a controller of PTTAR or its subsidiary. 4. Has not had business interests with PTTAR, its parent company, subsidiary, associated company, major shareholder, or controller that may prevent unbiased judgment; has never been a significant shareholder, a controller of those with business relations with PTTAR, its parent company, subsidiary, associated company, major shareholder, or controller over the past 2 years. Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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(This business connection is in line with the requirements for connected transactions under an announcement of the Capital Market Supervisory Board.) 5. Is not appointed to represent PTTAR’s Directors, major shareholder, or shareholder who is related to a major shareholder in PTTAR. 6. Has not been an external auditor of PTTAR, its parent company, subsidiary, associated company, major shareholder, controller, and must not be a significant shareholder, a controller, or partner of an account auditor employing the external auditor of PTTAR, its parent company, subsidiary, associated company, major shareholder, or its controller over the last two years. 7. Has not served as a professional service provider, including legal or financial consultant that commanded over 2 million baht per year in fees from PTTAR, its parent company, subsidiary, associated company, major shareholder, or controller; is not a significant shareholder, controller, or partner of such service provider over the past 2 years. 8. Is not engaged in a similar business in competition with PTTAR or its subsidiary, or is a significant shareholder in a partnership, a Director, staff, employee, adviser with regular salary, or holds more than 1% of the total voting shares of other companies in a similar business in competition with PTTAR or its subsidiary. 9. Does not have any other quality that may prevent him or her from making independent and impartial decisions.

3. Subcommittees There are currently 4 subcommittees as described below.

3.1. The Audit Committee This committee consists of at least 3 Directors, at least 1 of whom must command enough expertise and experience to review the credibility of financial statements. The term of each member is up to 3 years. The Committee’s Board-assigned duties are as follows:

1. Ensure accurate and adequate financial reports 2. Ensure suitable, efficient, and effective internal control and internal audit system, and deliberate the independence of the internal audit unit, including approval of the appointment, transfer, and employment termination of the head of the unit or any other unit charged with conducting internal audits 3. Ensure compliance with securities and exchange laws of Stock Exchange of Thailand (SET) regulations, or other relevant laws 4. Consider, select, and nominate an independent person as the external auditor together with its fees, and attend at least 1 meeting per year with the external auditor without the presence of the management 5. Consider the disclosure of Company information where connected transactions or potential conflicts of interest are concerned, to ensure compliance with laws and the regulations of SET; it is critical to ensure that such transactions are logical and conducted in the best interests of the Company 6. Prepare a report from the Committee, signed by its Chairman, for publishing in the annual report, with the following contents as a minimum: 6.1 Opinion about the accuracy, completeness, and reliability of financial reports 6.2 Opinion about the adequacy of internal control 6.3 Opinion about compliance with securities and exchange laws, regulations of SET, or laws related to Company business 6.4 Opinion about the suitability of the external auditor 6.5 Opinion about potentially connected transactions 6.6 The number of its meetings and individual attendance records 6.7 Overall opinion or remarks by the Committee on performing duties under the charter 6.8 Other items considered good to know for shareholders and investors under the scope of duties and responsibility assigned by the Board.

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7. Review major risk management items to establish a link with internal control 8. Review and propose amendments to the scope, roles, and responsibility of the Committee in line with prevailing circumstances 9. Conduct other duties assigned by the Board with the concurrence of the Committee. In performing such duties, the Committee is directly responsible to the Board. 10. If the Committee detects or wonders whether the following transactions or actions could impact the Company’s financial status and performance significantly, it must report them to the Board for rectification within reasonable time in its opinion: 10.1 Transactions with conflicts of interest 10.2 Frauds, irregularities, or significant defects in internal control 10.3 Violations of the securities and exchange laws, regulations of SET, or laws related to Company business. Name

1. Dr. Chokchai Aksaranan

Position

Chairman of Audit Committee

2. Dr. Witoon Simachokedee*

Audit Committee

3. Mrs. Pannee Sathavarodom

Audit Committee

The Audit Committee is experienced in reviewing financial statements and in serving on audit committees. Dr. Chokchai Aksaranan was a Chairman of Audit Committee of the Aromatics (Thailand) Plc and served as an Audit Committee member of Thai Asset Management Corporation. He is currently the Chairman of the Audit Committee of MFC Asset Management Plc. Pol. Gen. Sereepisut Tameeyaves was Chairman of the Audit Committee of IRPC Plc. Dr. Witoon Simachokedee has undergone the Financial Statements for Directors (FSD), class 4/2009, and Mrs. Pannee Sathavarodom, the finance and accounting expert, has undergone the Audit Committee Program (ACP), class 32/2010, training with the Thai Institute of Directors (IOD).

3.2 The Corporate Governance Committee The Corporate Governance Committee appointed by the Board, has the following duties: 1. Consider and propose good corporate governance practices to the Board. 2. Formulate a good corporate governance policy and a code of conduct for employees and for PTTAR’s business, and upgrade corporate governance practices to international standards. Name

Position

1. Gen. Somjed Boontanom Chairman of Corporate Governance Committee 2. Mr. Prajya Phinyawat

4. Pol. Gen. Sereepisut Tameeyaves Audit Committee Ms. Araya Buraskarn, Vice President, Internal Audit, serves as secretary to the Committee. * Resigned on 11 February 2011.

Corporate Governance Committee

3. Mr. Somchai Poolsavasdi Corporate Governance Committee Mrs. Puangchao Nakanart, Vice President, Office of the CEO, and Company Secretary, served as secretary to the Committee from 1 January 2010 to 30 September 2010. Ms. Monwipa Choopiban, Vice President, Corporate Compliance and Communication and Company Secretary, has served as secretary to the Committee since 1 October 2010. Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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3.3 The Nomination and Remuneration Committee

3.4 The Risk Management Committee

The Nomination and Remuneration Committee appointed by the Board, has the following duties: 1. Devise transparent criteria and selection procedures for Directors and the President & CEO 2. Recruit and select potentially qualified Directors and the President & CEO 3. Recommend the recruitment of qualified people to serve as Directors for the Board to consider and table for the consideration of shareholders’ meetings 4. Define criteria or procedures for the fair and logical compensation of Directors, Subcommittees, and the Management rank of Executive Vice Presidents upward 5. Submit Directors’ and Subcommittees’ compensation to the shareholders for their approval 6. Appraise the performance and propose compensation for the management rank of Executive Vice Presidents upward for the Board’s approval.

The Risk Management Committee has the following duties: 1. Formulate a policy and recommend approaches for risk management concerning Company business in a suitable and efficient way 2. Ensure compliance with the corporate-level risk management framework 3. Recommend practices for significant risk management, particularly financial risks and fluctuation in product prices so that they may be reasonably acceptable 4. Review risk management reporting and track significant risks to ensure that such management is adequate and suitable.

Name

1. Dr. Ampon Kittiampon 2. Mr. Prasert Bunsumpun 3. Pol. Gen. Sereepisut Tameeyaves

Position

Chairman of Nomination and Remuneration Committee Nomination and Remuneration Committee Nomination and Remuneration Committee

Name

Position

1. Mr. Prajya Phinyawat

Chairman of Risk Management Committee

2. Mr. Tevin Vongvanich

Risk Management Committee

3. Mrs. Pannee Sathavarodom

Risk Management Committee

4. Mr. Bowon Vongsinudom

Risk Management Committee

Ms. Duangkamol Settanung, Executive Vice President, Finance & Accounting, serves as secretary to the Committee.

Mrs. Puangchao Nakanart, Vice President, Office of the CEO, and Company Secretary, served as secretary to the Committee from 1 January 2010 to 30 September 2010. Ms. Monwipa Choopiban, Vice President, Corporate Compliance and Communication and Company Secretary, has served as secretary to the Committee since 1 October 2010.

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Meeting attendance of the Board of Directors for 2010 In 2010, the Board held 12 regular meetings and one meeting in the absence of the management, with another meeting exclusively among Independent

Directors. Below are the details of these meetings as well as those of the subcommittees.

Board of Directors Name

1. Dr. Norkun Sitthiphong

NonIndependent Regular management Directors’ Meetings Meeting Meeting (12 times) (1 time) (1 time)

Audit Committee (9 times)

Corporate Nomination and Risk Governance Remuneration Management Committee Committee Committee (6 times) (7 times) (9 times)

12/12

1/1

4/4

3/3

3. Gen. Somjed Boontanom

12/12

1/1

1/1

6/6

4. Dr. Ampon Kittiampon

12/12

1/1

7/7

5. Dr. Chokchai Aksaranan

11/12

1/1

1/1

9/9

6. Mr. Prasert Bunsumpun

12/12

1/1

6/7

7. Mrs. Pannee Sathavarodom

12/12

1/1

1/1

6/6

7/7

8. Dr. Wit Jeraphat

12/12

1/1

1/1

3/3

3/3

2/2

10. Mr. Prajya Phinyawat

12/12

1/1

6/6

9/9

11. Dr. Witoon Simachokedee

11/12

1/1

1/1

4/9

12. Pol. Gen. Sereepisut Tameeyaves

12/12

1/1

1/1

7/7

13. Mr. Permsak Shevawattananon

11/12

1/1

14. Mr. Tevin Vongvanich

12/12

1/1

8/9

15. Mr. Nathi Premrasmi *

7/8

0/1

1/1

16. Mr. Somchai Poolsavasdi ***

6/6

1/1

3/3

17. Mr. Chainoi Puankosoom **

9/9

4/4

18. Mr. Bowon Vongsinudom ***

3/3

3/3

2. Mr. Apai Chandanachulaka **

9. Mr. Nakarin Virameteekul

* 1 new Director appointment at the 2010 AGM of 5 April 2010: Mr. Nathi Premrasmi 1 Director completed his term: Mr. Nakarin Virametheekul 4 Directors were re-appointed after completing their terms: 1. Dr. Norkun Sitthiphong 2. Dr. Chokchai Aksaranan 3. Mr. Prasert Bunsumpun 4. Mr. Prajya Phinyawat Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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** 2 Directors resigned during the year: 1. Mr. Apai Chandanachulaka (20 May 2010) 2. Mr. Chainoi Puankosoom (retirement age reached, on 30 September 2010) *** 2 new Directors appointed during the year: 1. Mr. Somchai Poolsavasdi (appointed on 17 June 2010 in place of Mr. Apai Chandanachulaka) 2. Mr. Bowon Vongsinudom (appointed on 29 September 2010 in place of Mr. Chainoi Puankosoom) Note: Dr. Norkun Sitthiphong Dr. Chokchai Aksaranan Mrs. Pannee Sathavarodom Mr. Prajya Phinyawat Mr. Chainoi Puankosoom Mr. Prasert Bunsumpun Mr. Somchai Poolsavasdi Mr. Bowon Vongsinudom

was appointed as Chairman of the Board of Directors on 21 April 2010 was appointed as Chairman, Audit Committee on 21 April 2010 was appointed as Audit Committee and Risk Management Committee on 21 April 2010 was appointed as Chairman, Risk Management Committee on 21 April 2010 was appointed as Risk Management Committee on 21 April 2010 was appointed as Nomination and Remuneration Committee on 21 April 2010 was appointed as Corporate Governance Committee on 17 June 2010 was appointed as Risk Management Committee on 29 September 2010 and was appointed as President & CEO on 1 October 2010

4. Senior Management

128

The 2 extraordinary Board of Directors meetings on 29 September 2010 and 1 October 2010 appointed Mr. Bowon Vongsinudom as a Director of the Board and Risk Management Committee in place of Mr. Chainoi Puankosoom, who had resigned. The Board then appointed Mr. Bowon Vongsinudom as President & CEO, as well as Secretary to the Board, as recommended by the Nomination and Remuneration Committee. The President and CEO is empowered with the management of Company tasks. The Board provides in writing the scope of authority on significant matters in assorted Company regulations, including those on personnel administration, supply procurement, finance and accounting, budget, and the supply and distribution of petroleum and petrochemical products. In addition, the President and CEO must manage tasks assigned by the Board strictly according to approved work plans or budgets with integrity and safeguards the best interests of the Company and its shareholders. In 2010, for greater efficiency in administration and in support of business execution under PTTAR’s strategic plan, the Company restructured itself by appointing Senior Vice Presidents and Vice Presidents, while rotating Executive Vice Presidents, with effect from 1 October 2010. Moreover, since 1 October 2010

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the Board has approved Mr. Bowon Vongsinudom to be Director in PTT Phenol Co., Ltd., a joint-venture company with PTTAR. Details about the Company’s structure and management profiles appear under "Organization Structure" and "Senior Management".

5. Recruitment of Directors and Management

PTTAR has implemented a recruitment and selection procedure to identify potential Directors and the President & CEO – according to Company's restriction and corporate governance manual (revealed in www.ptttar.com). In addition, the Nomination and Remuneration Committee has scrutinized qualifications for becoming experts in assorted areas so that the Board’s composition is diversely qualified. The Committee verified these nominees’ qualifications to ensure that they bear no forbidden characteristics for Directors under the Public Company Limited Act and an announcement of the Capital Market Supervisory Board. It has no commitment or pledge concerning the number of Directors representing the major shareholder and, as a rule, will consider the proportion of shares, suitability, and necessity for Company business. It welcomes advance nomination of candidates from all shareholders for election to the Board. In 2010, the Company provided an opportunity

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for shareholders to nominate Directors in advance from 24 November 2009 to 22 January 2010. Appointment of each Director requires approval votes exceeding half of the votes of eligible shareholders in attendance. The criteria and election procedure, spelled out in Company regulations with the consent of the shareholders, are as follows: 1. The number of votes equals the number of shares held by a person 2. Each shareholder must vote by using the entire voting right under (1) to elect one or several Directors but cannot divide up his/her votes 3. Those candidates with the highest votes fill the Director positions open in a given election. Should more than one candidate get the same number of votes, the Chairman of the meeting is to cast the deciding ballot. 4. At every Annual General Meeting (AGM), onethird of the Directors - or if the number is not a multiple of 3, then the number nearest to one-third – is to retire from office. Nevertheless, a Director whose term in the office expires may be re-elected. The names of those to retire during the first and the second year after the Company was registered are to be drawn by lots. For subsequent years, those with the longest terms are to retire. 5. Any director may resign by submitting a resignation letter to PTTAR, and such resignation will take effect on the date it receives the letter. He/she may also inform the registrar about the resignation. 6. Apart from term expiration, the Board may choose qualified persons to assume directorship to fill a void, except when the remaining term is less than two months. Such a fill-in Director may serve only as long as the remaining term of the replaced one. The Board resolution required in this case must be at least three-quarters of the remaining directors. 7. At a shareholders’ meeting, shareholders may vote for the removal of any Director from office before his/her term expires, in which case a three-quarter vote of eligible shareholders present at the meeting

is required, provided that the number of shares represented by the three-quarter vote is no less than half of the total number of shares represented by the total number of eligible shareholders present at the meeting. As of 31 December 2010, the Board consisted of 15 Directors, with 8 being independent ones, more than half of its composition: 6 of the Directors are knowledgeable in petroleum or petrochemical matters, 5 in law/administration, 2 in accounting and finance, 2 in security matters, and 1 in economic matters. Details and profiles of Directors appear under "Board of Directors". One Independent Director is concurrently an Independent Director of a related listed company with the same major shareholder (PTT Plc) as PTTAR: Dr. Witoon Simachokedee serves as an Independent Director and a Corporate Governance Committee of PTT Chemical Plc. No Independent Director has business relationship or provides professional service with the Company, its parent company, subsidiaries, associated companies, or juristic persons with potential conflicts of interest with PTTAR.

6. Management Compensation 6.1 Cash Compensation 6.1.1 Directors: For the period of 1 January 2010 - 31 December 2010, the PTTAR Board met 12 times. The Company compensated Directors for performing their duties as approved by the 2010 Annual General Meeting, held on 5 April 2010, as follows: Retainer fee: Chairman, 50,000 baht Director, 40,000 baht Meeting fee (only if in attendance): Chairman, 40,000 baht Member, 30,000 baht

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Below are the details of Directors’ compensation for 2010. Unit: Baht

Name

2009 Bonus

2010 Nomination & Corporate Risk 2010 Audit Governance Remuneration Management Total Compensation Committee Committee Committee Committee Compensation

1. Dr. Norkun Sitthiphong

2,106,164

600,000

2. Gen. Somjed Boontanom

1,817,376

480,000

3. Dr. Ampon Kittiampon

1,817,376

480,000

4. Dr. Chokchai Aksaranan

1,817,376

480,000

5. Mr. Prasert Bunsumpun 6. Mrs. Pannee Sathavarodom

1,817,376

480,000

1,817,376

480,000

7. Mr. Prajya Phinyawat

1,817,376

480,000

8. Dr. Wit Jeraphat

1,817,376

480,000

9. Dr. Witoon Simachokedee

1,817,376

480,000

10. Pol. Gen. Sereepisut Tameeyaves

1,339,381

480,000

11. Mr. Permsak Shevawattananon

1,339,381

480,000

841,470

12. Mr. Tevin Vongvanich 13. Mr. Nathi Premrasmi 14. Mr. Somchai Poolsavasdi 15. Mr. Bowon Vongsinudom 16. Mr. Nakarin Virameteekul 17. Mr. Apai Chandanachulaka 18. Mr. Chainoi Puankosoom

– – – 1,817,376 1,817,376 1,817,376

280,000 – 180,000

– 360,000 – 180,000

2,706,164

2,537,376

2,577,376

2,657,376

2,477,376

240,000

– 180,000

210,000

2,687,376

360,000

2,837,376

2,297,376

2,417,376

2,029,381

1,819,381

480,000

353,333.33

258,666.66 120,000 126,666.67 200,000 360,000

– – – – –

– – 90,000 – –

90,000 – – 90,000 –

210,000

120,000

240,000 – – 90,000 60,000 – 120,000

1,561,470 353,333.33 348,666.66 210,000 2,094,042.67 2,107,376 2,297,376

19. Mr. Pichai Chunhavajira

901,219

901,219

20. Mr. Somphot Kanchanaporn

482,974

482,974

21. Dr. Chitrapongse Kwangsukstith

482,974

482,974

Total

27,484,699 7,298,666.66

670,000

750,000

600,000

1,080,000 37,883,365.66

Note: 1. No. 16 completed his term at the 2010 AGM on 5 April 2010 2. No. 1, 4, 5, and 7 were re-appointed at the 2010 AGM on 5 April 2010 3. No. 13 was appointed at the 2010 AGM on 5 April 2010 4. No. 14 and 15 were appointed during the year on 17 June 2010 and 29 September 2010, respectively 5. No. 17 resigned on 20 May 2010 6. No. 18 resigned as of his retirement, on 30 September 2010 7. No. 19 resigned on 30 June 2009 8. No. 20 and 21 completed their terms on 7 April 2009

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6.1.2 8 senior executives derived other benefits during the year in salaries, bonuses, accommodation, Name*

and plant service fees totaling 56,739,754 baht.

Position**

1. Mr. Chainoi Puankosoom***

President & CEO (1 January 2010 – 30 September 2010)

2. Mr. Bowon Vongsinudom

Acting Executive Vice President, Supply Planning and Business Development (1 January 2010-30 September 2010) Senior Executive Vice President, Operations (Since 1 January 2010) President & CEO (Since 1 October 2010)

3. Mr. Kun Patumraj

Executive Vice President, Asset Management (1 January 2010 – 30 April 2010) Senior Executive Vice President, Technology Engineering & Maintenance (Since 1 May 2010)

4. Mrs. Nitima Thepvanangkul**** Executive Vice President, Finance and Accounting (1 January 2010 – 31 January 2011) 5. Mr. Vanchai Tadadoltip

Executive Vice President, Aromatics Operations (1 January 2010 – 30 September 2010) Executive Vice President, Supply Planning and Business Development (Since 1 October 2010)

6. Mr. Varit Namwong

Executive Vice President, Human Resources and Corporate Administration

7. Mr. Prachurn Oneiam

Executive Vice President, Project Management (1 January 2010 – 30 September 2010) Executive Vice President, Aromatics Operations (Since 1 October 2010)

8. Mr. Porntep Butniphant

Executive Vice President, Refinery Operations

Note: * Management, defined by SEC, whose compensation must be disclosed ** Management positions in 2010 as defined by SEC *** Reached retirement age and retired on 30 September 2010 **** Currently Executive Vice President reporting to Senior Executive Vice President (Petrochemicals & Refining Business Unit), PTT Plc, seconded to Deputy MD - Finance of Thai Oil Plc since 1 February 2011 • Mr. Atikom Terbsiri, Executive Vice President, served PTT Aromatics and Refining Plc until 30 May 2009 and currently seconded to IRPC Plc as Senior Executive Vice President, Corporate Strategy & Planning

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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6.2 Other compensation PTTAR contributes 10-15% of the monthly salary to the Provident Fund for each management employee provided that they are entitled to such contribution when they are released from employment after at least 5 years of service. In addition, PTTAR issued ESOP warrants transferred from Rayong Refinery Plc (RRC) to allocate to former Directors, Management, and employees,

including PTT Plc’s employees who worked full-time at RRC (secondees), approved by SEC on 15 October 2007 and by the Joint EGM of ATC-RRC on 26 December 2007, totaling 57,999,996 units. At present (31 January 2011), Directors and employees exercised their rights to buy a total of 15,477,639 common stocks according to ESOP warrants, raising the paid-up capital of the Company from 29,670,721,480 baht to 29,791,061,610 baht.

Directors’ Shareholding as of 31 December 2010 Position

Connection in PTTAR Deals

PTTAR Shares

ESOP Warrant (Unit)

% Share Holding

Shares as of 31 December 2009

Change (Shares)

1. Dr. Norkun Sitthiphong

Chairman

2. Gen. Somjed Boontanom

Director

194,966

69 (0.0001%)

0.00654

30,335

164,631

3. Dr. Ampon Kittiampon

Director

473,469 (0.82%)

4. Dr. Chokchai Aksaranan

Director

83,844

0.00281

83,844

5. Mr. Prasert Bunsumpun

Director

244,631

69 (0.0001%)

0.00821

244,631

6. Mrs. Pannee Sathavarodom

Director

92,678

274,769 (0.47%)

0.00311

92,678

7. Mr. Prajya Phinyawat

Director

324,742

69 (0.0001%)

0.01090

80,111

244,631

8. Dr. Wit Jeraphat

Director

9. Dr. Witoon Simachokedee

Director

10. Pol. Gen. Sereepisut Tameeyaves

Director

11. Mr. Permsak Shevawattananon

Director

76,221

0.00255

76,221

12. Mr. Tevin Vongvanich

Director

13. Mr. Nathi Premrasmi

Director

14. Mr. Somchai Poolsavasdi

Director

15. Mr. Bowon Vongsinudom

Director

165,361

0.00555

10,335

155,026

Name

Note: Details about Directors appear under "Board of Directors"

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Management Shareholding as of 31 December 2010

Name

Position

1. Mr. Bowon Vongsinudom*

President & CEO Acting Senior Executive Vice President, Operations

2. Mr. Kun Patumraj

Senior Executive Vice President, Technology Engineering & Maintenance

PTTAR Shares

ESOP Warrant (Unit)

***

486,889 (0.83%)

228,664

Shares % as of Change Share 31 (Shares) Holding December 2010

0.00767 228,664

3. Mrs. Nitima Thepvanangkul ** Executive Vice President, Finance and Accounting

103,351 397,307 (0.68%)

0.00346 103,351

4. Mr. Vanchai Tadadoltip

Executive Vice President, Supply Planning and Business Development

118,685 419,694 (0.72%)

0.00398

46,340

72,345

5. Mr. Varit Namwong

Executive Vice President, Human Resources and Corporate Administration

84,732 256,572 (0.44%)

0.00284

16,000

68,732

6. Mr. Prachurn Oneiam

Executive Vice President, Aromatics Operations

11,885

0.00039

11,885

7. Mr. Porntep Butniphant

Executive Vice President, Refinery Operations

228,664

0.00767 228,664

Details about the Management appear under "Senior Management" Note: * The President & CEO was appointed on 1 October 2010 ** Currently Executive Vice President reporting to Senior Executive Vice President (Petrochemicals & Refining Business Unit, PTT Plc), seconded to Deputy Managing Director - Finance, Thai Oil Plc since 1 February 2011 *** See the Directors' Shareholding table for his shareholding in PTTAR • Mr. Atikom Terbsiri, Executive Vice President, served PTT Aromatics and Refining Plc until 30 May 2009 and currently seconded to IRPC Plc as Senior Executive Vice President, Corporate Strategy & Planning

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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134

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Director

Chairman Director Director Director Director Director Director

Director Director Director Director Director Director Director

1. Dr. Norkun Sitthiphong

2. Gen. Somjed Boontanom

3. Dr. Ampon Kittiampon

4. Dr. Chokchai Aksaranan

5. Mr. Prasert Bunsumpun

6. Mrs. Pannee Sathavarodom

7. Mr. Prajya Phinyawat

8. Dr. Wit Jeraphat

9. Dr. Witoon Simachokedee

10. Pol. Gen. Sereepisut Tameeyaves

11. Mr. Permsak Shevawattananon

12. Mr. Tevin Vongvanich

13. Mr. Nathi Premrasmi

14. Mr. Somchai Poolsavasdi

Chief Financial Officer

Chief Operating Officer, Downstream Petroleum Business Group & Senior Executive Vice President, Oil Business Unit

Director, President & CEO

Director

PTT Plc

Name

PTT Aromatics and Refining Plc

Director

Director

Director

Director

Vice Chairman Chairman

PTT Chemical PTTEP Plc Plc

Director

Director

Thai Oil Plc

Director

Chairman

Thaioil Power Co., Ltd.

Director

Vice Chairman

Chairman

IRPC Plc

Chairman

PTT ICT Solutions Co., Ltd.

Chairman

Chairman

PTT HMC Utility Polymers Phenol PTT Co., Ltd. Co., Ltd. Co., Ltd.

7. Directors and Management who are concurrently Directors/Management of major shareholders, associated companies and related companies


Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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SEVP, Technology Engineering & Maintenance EVP, Finance & Accounting

EVP, HR & Corp. Admin. EVP, Supply Planning and Business Development EVP, Finance & Accounting

16. Mr. Kun Patumraj

17. Mrs. Nitima Thepvanangkul

18. Mr. Varit Namwong

19. Mr. Vanchai Tadadoltip

20. Ms. Duangkamol Settanung Acting Executive Vice President, Petrochemicals and Refining Business Unit

Executive Vice President, Petrochemicals and Refining Business Unit

Acting Senior Executive Vice President, Downstream Petroleum Business Group

PTT Plc

PTT Chemical PTTEP Plc Plc Thai Oil Plc

Thaioil Power Co., Ltd. IRPC Plc

Director

PTT ICT Solutions Co., Ltd.

Director

Director

Director

Director

Director

PTT HMC Utility Polymers Phenol PTT Co., Ltd. Co., Ltd. Co., Ltd.

Note: 1. No. 1 resigned from the Chairman of the Board of Directors of PTT Plc on 24 December 2010 2. No. 15 was appointed as Director on 29 September 2010 and President & CEO on 1 October 2010, and resigned from the Board of Directors of PTT Utility Co., Ltd., on 1 February 2011 3. No. 16 had his line of responsibility renamed with company restructuring and Executive Vice President rotation on 1 May 2010, and was appointed to the Board of Directors of PTT Utility Co., Ltd., in place of Mr. Bowon Vongsinudom on 11 February 2011 4. No. 17 currently positioned as to Deputy Managing Director – Finance, Thai Oil Plc on 1 February 2011 and resigned from the Board of Directors of PTT Phenol Co., Ltd., on the same day 5. No. 19 was appointed to the Board of Directors of PTT Phenol Co., Ltd., on 1 February 2011 in place of Mrs. Nitima Thepvanangkul 6. No. 20 was appointed as Executive Vice President - Finance and Accounting, on 1 February 2011 and acting Executive Vice President, Petrochemicals and Refining Business Unit, PTT Plc, on 1 March 2011

Director, President & CEO

15. Mr. Bowon Vongsinudom

Name

PTT Aromatics and Refining Plc


The Board of Directors’ Report on Its Responsibility to Financial Reports

The financial statements of PTT Aromatics and Refining Public Company Limited (PTTAR) were prepared in conformance to an announcement of the Department of Business Development, issued under Article 11 (3) of the Accounting Act, B.E. 2543 (2000), the accounting standard of the Federation of Accounting Professions, and the requirements of the Securities and Exchange Commission concerning the preparation and presentation of financial statements under the Securities and Exchange Act, B.E. 2535 (1992). The Board is responsible for the financial statements to ensure that its financial standing, revenue, expenses, and consolidated cash flows are factual and sensible by requiring accurate, complete, and adequate account entries to retain its properties while preventing frauds and irregularities. The Board has also required PTTAR to consistently adopt and conform to suitable accounting policies in line with the general accepted accounting principles. PTTAR also adequately disclosed material information in the Notes to the Financial Statements together with related comments by the external auditor, as seen in its report.

(Dr. Norkun Sitthiphong) Chairman

(Mr. Bowon Vongsinudom) President & CEO

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Audit Report of Certified Public Accountant and Annual Financial Statements PTT Aromatics and Refining Public Company Limited and its Joint Venture Company For the years ended 31 December 2010 and 2009

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Audit Report of Certified Public Accountant To the Shareholders of PTT Aromatics and Refining Public Company Limited I have audited the accompanying balance sheets in which the equity method is applied and separate balance sheets of PTT Aromatics and Refining Public Company Limited as at 31 December 2010 and 2009, and the related statements of income, changes in equity and cash flows for the years then ended. The Company’s management is responsible for the correctness and completeness of information presented in these financial statements. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audits 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. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial positions of PTT Aromatics and Refining Public Company Limited as at 31 December 2010 and 2009 and the results of its operations and its cash flows for the years then ended in accordance with generally accepted accounting principles.

(Winid Silamongkol) Certified Public Accountant Registration No. 3378 KPMG Phoomchai Audit Ltd. Bangkok 24 February 2011

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eng_p139_14-03-11.pdf

1

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Balance sheets PTT Aromatics andPublic Refining PublicLimited Company Limited PTT Aromatics and Refining Company at 31 December 2010 and 2009 BalanceAssheets As at 31 December 2010 and 2009

Assets

Note

Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in Baht) Current assets Cash and cash equivalents Trade accounts receivable Other receivables from related parties Inventories Receivables from Oil Fuel Fund Value-added tax receivable Revenue Department receivable Other current assets Total current assets

5 4, 6 4 7 8

4, 9

1,379,733,016 23,515,233,749 59,332,656 22,448,194,152 44,238,211 1,147,830,129 321,182,210 48,915,744,123

1,362,220,367 21,357,485,747 94,748,047 19,879,601,652 32,533,677 3,934,286,848 2,424,487,427 444,151,556 49,529,515,321

1,379,733,016 23,515,233,749 59,332,656 22,448,194,152 44,238,211 1,147,830,129 321,182,210 48,915,744,123

1,362,220,367 21,357,485,747 94,748,047 19,879,601,652 32,533,677 3,934,286,848 2,424,487,427 444,151,556 49,529,515,321

4,328,694,087 96,300,599,147 855,454,167 786,705,976 1,758,206,575 321,048,286 104,350,708,238 153,266,452,361

3,350,886,976 96,264,805,521 883,098,760 740,345,907 3,353,626,113 486,863,170 105,079,626,447 154,609,141,768

3,907,160,000 96,300,599,147 855,454,167 786,705,976 1,758,206,575 321,048,286 103,929,174,151 152,844,918,274

3,797,375,000 96,264,805,521 883,098,760 740,345,907 3,353,626,113 485,241,697 105,524,492,998 155,054,008,319

Non-current assets Investments in associates Property, plant and equipment Leasehold prepayment Intangible assets Deferred tax assets Other non-current assets Total non-current assets Total assets

11 12 13 14 4, 15

The accompanying notes are an integral part of these financial statements. Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Balance sheets 13.pdf

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Balance sheets PTT Aromatics andPublic Refining PublicLimited Company Limited PTT Aromatics and Refining Company at 31 December 2010 and 2009 BalanceAs sheets As at 31 December 2010 and 2009

Liabilities and equity

Current liabilities Short-term loans from financial institutions Trade accounts payable Current portion of debentures Current portion of long-term loans from financial institutions Current portion of subordinated loans Other payables Construction payables Accrued finance costs Accrued excise tax Other current liabilities Total current liabilities

Non-current liabilities Long-term loans from financial institutions Debentures Subordinated loans Deferred tax liabilities Other non-current liabilities Total non-current liabilities Total liabilities

Note

Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in Baht)

16 4, 17 16

1,855,600,000 23,875,114,772 -

13,576,491,816 13,291,596,206 307,692,160

1,855,600,000 23,875,114,772 -

13,576,491,816 13,291,596,206 307,692,160

16 16 4, 18

7,160,061,000 876,413,106 1,264,864,923 361,112,078 386,654,696 668,972,041 36,448,792,616

2,027,752,000 2,144,328,073 934,654,302 838,916,620 450,142,438 156,227,296 621,603,660 34,349,404,571

7,160,061,000 876,413,106 1,264,864,923 361,112,078 386,654,696 668,972,041 36,448,792,616

2,027,752,000 2,144,328,073 934,654,302 838,916,620 450,142,438 156,227,296 621,603,660 34,349,404,571

22,844,477,000 22,294,360,321 6,928,043,669 1,598,322,333 120,074,844 53,785,278,167 90,234,070,783

26,349,368,000 25,049,365,410 6,703,281,720 1,573,573,715 266,913,415 59,942,502,260 94,291,906,831

22,844,477,000 22,294,360,321 6,928,043,669 1,598,322,333 120,074,844 53,785,278,167 90,234,070,783

26,349,368,000 25,049,365,410 6,703,281,720 1,573,573,715 266,913,415 59,942,502,260 94,291,906,831

29,938,149,690 29,637,261,860

29,938,149,690 29,670,721,480

29,938,149,690 29,637,261,860

4,614,534,045

4,658,767,663

4,614,534,045

2,319,681,419 6,514,000,000 17,231,757,613 60,317,234,937 154,609,141,768

2,593,505,614 6,514,000,000 19,173,852,734 62,610,847,491 152,844,918,274

2,319,681,419 6,514,000,000 17,676,624,164 60,762,101,488 155,054,008,319

19

16 16 4, 16 14

Equity

20 Share capital Authorised share capital 29,938,149,690 Issued and paid-up share capital 29,670,721,480 Additional paid-in capital Share premium 21 4,658,767,663 Retained earnings Appropriated Legal reserve 21 2,593,505,614 The accompanying notes are anreserve integral part of these financial statements. Business expansion 6,514,000,000 Unappropriated 19,595,386,821 Total equity 63,032,381,578 Total liabilities and equity 153,266,452,361

140

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Other payables 1 Construction payables Accrued finance costs Accrued excise tax Other current liabilities Total current liabilities

Balance sheets 13.pdf

3/14/11

10:53 PM

4, 18

19

876,413,106 1,264,864,923 361,112,078 386,654,696 668,972,041 36,448,792,616

Balance sheets

934,654,302 838,916,620 450,142,438 156,227,296 621,603,660 34,349,404,571

876,413,106 1,264,864,923 361,112,078 386,654,696 668,972,041 36,448,792,616

934,654,302 838,916,620 450,142,438 156,227,296 621,603,660 34,349,404,571

Non-current liabilities

PTT Aromatics and Refining Public Company22,844,477,000 Limited

16 Long-term loans fromRefining financial institutions Limited PTT Aromatics Public As at 31andDecember 2010 Company and 2009 Debentures 16 Balance sheets Subordinated loans 2010 and 2009 4, 16 at 31 December As Deferred tax liabilities 14 Other non-current liabilities Total non-current liabilities Note Liabilities and equity Total liabilities Current Equity liabilities Short-term Share capitalloans from financial institutions Authorised capital Trade accountsshare payable Current of debentures Issuedportion and paid-up share capital Current long-term loans Additionalportion paid-inof capital from Sharefinancial premiuminstitutions Current of subordinated loans Retainedportion earnings Other payables Appropriated ConsLegal tructioreserve n payables AccruBusiness ed financexpansion e costs reserve AcUcrnuaepdpreoxpcriisaetetdax Other equity current liabilities Total Total liabilities current liabilities Total and equity

Non-current liabilities Long-term loans from financial institutions Debentures Subordinated loans Deferred tax liabilities Other non-current liabilities Total non-current liabilities Total liabilities

26,349,368,000 22,294,360,321 25,049,365,410 6,928,043,669 6,703,281,720 1,598,322,333 1,573,573,715 Financial in 2which 120,074,statements 844 66,913,415 the equity method is applied 53,785,278,167 59,942,502,260 2010 2009 90,234,070,783 94,291,906,831

22,844,477,000 26,349,368,000 22,294,360,321 25,049,365,410 6,928,043,669 6,703,281,720 1,598,322,333 1,573,573,715 120,074,8Separate 44 266,913,415 financial statements 53,785,278,167 59,942,502,260 2010 2009 90,234,070,783 94,291,906,831

16 20 4, 17 16

1,855,600,000 29,938,149,690 23,875,114,772 29,670,721,480

13,576,491,816 29,938,149,690 13,291,596,206 307,692,160 29,637,261,860

1,855,600,000 29,938,149,690 23,875,114,772 29,670,721,480

13,576,491,816 29,938,149,690 13,291,596,206 307,692,160 29,637,261,860

16 21 16 4, 18 21

7,160,061,000 4,658,767,663 876,413,106 1,264,864,923 2,593,505,614 361,112,078 6,514,000,000 19,358965,635846,689261 668,972,041 63,032,381,578 36,448,792,616 153,266,452,361

2,027,752,000 4,614,534,045 2,144,328,073 934,654,302 838,916,620 2,319,681,419 450,142,438 6,514,000,000 17,156,227,296 231,757,613 621,603,660 60,317,234,937 34,349,404,571 154,609,141,768

7,160,061,000 4,658,767,663 876,413,106 1,264,864,923 2,593,505,614 361,112,078 6,514,000,000 19,1386,654,696 73,852,734 668,972,041 62,610,847,491 36,448,792,616 152,844,918,274

2,027,752,000 4,614,534,045 2,144,328,073 934,654,302 838,916,620 2,319,681,419 450,142,438 6,514,000,000 17,156,227,296 676,624,164 621,603,660 60,762,101,488 34,349,404,571 155,054,008,319

22,844,477,000 22,294,360,321 6,928,043,669 1,598,322,333 120,074,844 53,785,278,167 90,234,070,783

26,349,368,000 25,049,365,410 6,703,281,720 1,573,573,715 266,913,415 59,942,502,260 94,291,906,831

22,844,477,000 22,294,360,321 6,928,043,669 1,598,322,333 120,074,844 53,785,278,167 90,234,070,783

26,349,368,000 25,049,365,410 6,703,281,720 1,573,573,715 266,913,415 59,942,502,260 94,291,906,831

29,938,149,690 29,637,261,860

29,938,149,690 29,670,721,480

29,938,149,690 29,637,261,860

4,614,534,045

4,658,767,663

4,614,534,045

19

16 16 4, 16 14

(in Baht)

Equity

20 Share capital Authorised share capital 29,938,149,690 Issued and paid-up share capital 29,670,721,480 Additional paid-in capital Share premium 21 4,658,767,663 Retained earnings Appropriated Legal reserve 21 2,593,505,614 The accompanying notes are anreserve integral part of these financial statements. Business expansion 6,514,000,000 Unappropriated 19,595,386,821 Total equity 63,032,381,578 Total liabilities and equity 153,266,452,361 54-02-107_136-200(E)_Y new15.indd 141

2,319,681,419 2,593,505,614 2,319,681,419 6,514,000,000 6,514,000,000 6,514,000,000 17,231,757,613 19,173,852,734 17,676,624,164 Annual Report 2010 60,317,234,937 60,762,101,488 PTT Aromatics62,610,847,491 and Refining Public Company Limited 154,609,141,768 152,844,918,274 155,054,008,319

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Statements of income

PTT Aromatics and Refining Public Company Limited Statements income and Refining Public Company Limited PTT ofAromatics years31ended 31 December 2010 and 2009 For theFor yearstheended December 2010 and 2009

Note

Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in Baht) Income 4, 22, 30 Revenue from sale of goods Interest income Gain from early settlement of crack spread swap agreements 4 Difference of crack spread swap and crude oil spread swap 4 Net foreign exchange gain Other income Total income

273,767,276,791 600,207 -

225,299,541,983 3,598,192 1,573,416,329

273,767,276,791 600,207 -

225,299,541,983 3,598,192 1,573,416,329

23 4

9,321,309 2,454,705,167 211,883,818 276,443,787,292

1,675,248,268 1,368,457,181 278,189,639 230,198,451,592

9,321,309 2,454,705,167 213,505,291 276,445,408,765

1,675,248,268 1,368,457,181 278,189,639 230,198,451,592

4, 7 4, 24 4, 25 26 27

264,817,667,813 365,845,880 1,293,452,582 140,104,449 266,617,070,724

213,099,794,927 335,067,577 1,113,240,354 92,561,868 214,640,664,726

264,817,667,813 365,845,880 1,293,452,582 140,104,449 266,617,070,724

213,099,794,927 335,067,577 1,113,240,354 92,561,868 214,640,664,726

868,022,111

(99,391,903)

10,694,738,679 (2,731,685,972) 7,963,052,707 (1,620,168,156) 6,342,884,551

15,458,394,963 (2,892,364,756) 12,566,030,207 (3,404,465,765) 9,161,564,442

9,828,338,041 (2,731,685,972) 7,096,652,069 (1,620,168,156) 5,476,483,913

15,557,786,866 (2,892,364,756) 12,665,422,110 (3,404,465,765) 9,260,956,345

2.14 2.14

3.09 3.09

1.85 1.84

3.12 3.12

Expenses Cost of sale of goods Selling expenses Administrative expenses Management benefit expenses Total expenses Share of profit (loss) of associates, net of income tax Profit before finance costs and income tax expense Finance costs Profit before income tax expense Income tax expense Profit for the year Earnings per share Basic Diluted

4, 28 29

-

-

31

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

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Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Balance at 1 January 2009 Profit for the year Total recognised income Appropriated to legal reserve Dividends Shares options exercised Balance at 31 December 2009

32 20

Note 29,636,285,220 976,640 29,637,261,860

Issued and paid-up share capital

PTT Aromatics and Refining Company Limited Limited PTT Aromatics and Refining PublicPublic Company For theofyears ended 31 December 2010 and 2009 Statements changes in equity For the years ended 31 December 2010 and 2009

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

4,613,242,927 1,291,118 4,614,534,045

Additional paid-in capital Share premium

5

(in Baht) 1,856,633,603 463,047,816 2,319,681,419

Legal reserve

6,514,000,000 6,514,000,000

Retained earnings Business expansion reserve

Financial statements in which the equity method is applied

Statements of changes in equity

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

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10,015,055,248 9,161,564,442 9,161,564,442 (463,047,816) (1,481,814,261) 17,231,757,613

Unappropriated

52,635,216,998 9,161,564,442 9,161,564,442 (1,481,814,261) 2,267,758 60,317,234,937

Total equity


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Balance at 1 January 2010 Profit for the year Total recognised income Appropriated to legal reserve Dividends Shares options exercised Balance at 31 December 2010

32 20

Note 29,637,261,860 33,459,620 29,670,721,480

Issued and paid-up share capital

PTT Aromatics and Refining Public Company Limited Limited PTT Aromatics and Refining Public Company For theofyears endedin 31 December 2010 and 2009 Statements changes equity For the years ended 31 December 2010 and 2009

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

4,614,534,045 44,233,618 4,658,767,663

Additional paid-in capital Share premium

6

(in Baht)

2,593,505,614

2,319,681,419 273,824,195 -

Legal reserve

6,514,000,000 6,514,000,000

Retained earnings Business expansion reserve

Financial statements in which the equity method is applied

Statements of changes in equity

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

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17,231,757,613 6,342,884,551 6,342,884,551 (273,824,195) (3,705,431,148) 19,595,386,821

Unappropriated

60,317,234,937 6,342,884,551 6,342,884,551 (3,705,431,148) 77,693,238 63,032,381,578

Total equity


Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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32 20

29,636,285,220 976,640 29,637,261,860

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

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

Balance at 1 January 2009 Profit for the year Total recognised income Appropriated to legal reserve Dividends Shares options exercised Balance at 31 December 2009

Note

Issued and paid-up share capital 4,613,242,927 1,291,118 4,614,534,045

Additional paid-in capital Share premium

7

(in Baht) 1,856,633,603 463,047,816 2,319,681,419

Legal reserve

6,514,000,000 6,514,000,000

Retained earnings Business expansion reserve

Separate financial statements

Statements of changes in equity

PTT Aromatics and Refining Company Limited Limited PTT Aromatics and Refining PublicPublic Company For theofyears ended 31 December 2010 and 2009 Statements changes in equity For the years ended 31 December 2010 and 2009

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10,360,529,896 9,260,956,345 9,260,956,345 (463,047,816) (1,481,814,261) 17,676,624,164

Unappropriated

52,980,691,646 9,260,956,345 9,260,956,345 (1,481,814,261) 2,267,758 60,762,101,488

Total equity


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Balance at 1 January 2010 Profit for the year Total recognised income Appropriated to legal reserve Dividends Shares options exercised Balance at 31 December 2010

32 20

Note 29,637,261,860 33,459,620 29,670,721,480

Issued and paid-up share capital

Limited PTT Aromatics and and Refining Public Company PTT Aromatics Refining Public Company Limited For the years ended 31 December 2010 and 2009 Statements of changes in equity For the years ended 31 December 2010 and 2009

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

4,614,534,045 44,233,618 4,658,767,663

Additional paid-in capital Share premium

8

(in Baht) 2,319,681,419 273,824,195 2,593,505,614

Legal reserve

6,514,000,000 6,514,000,000

Retained earnings Business expansion reserve

Separate financial statements

Statements of changes in equity

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

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17,676,624,164 5,476,483,913 5,476,483,913 (273,824,195) (3,705,431,148) 19,173,852,734

Unappropriated

60,762,101,488 5,476,483,913 5,476,483,913 (3,705,431,148) 77,693,238 62,610,847,491

Total equity


Statements of cash flows

PTT Aromatics and Refining Public Company Limited Statements of cash flows PTT Aromatics and Refining Public Company Limited For the years ended 31 December 2010 and 2009 For the years ended 31 December 2010 and 2009

Financial statements in which the equity method is applied

Note

2010

Separate financial statements

2009

2010

2009

(in Baht) Cash flows from operating activities Profit for the year

6,342,884,551

9,161,564,442

5,476,483,913

9,260,956,345

5,322,066,904 (600,207) 2,731,685,972 41,582,777 (1,628,522,599) 1,617,895

5,320,822,739 (3,598,192) 2,892,364,756 82,994,017 (992,001,660) 3,322,610

5,322,066,904 (600,207) 2,731,685,972 41,582,777 (1,628,522,599) 1,617,895

5,320,822,739 (3,598,192) 2,892,364,756 82,994,017 (992,001,660) 3,322,610

(558,995) (166,843)

11,008,878 -

(558,995) (1,788,316)

11,008,878 -

(868,022,111) 1,620,168,156 13,562,135,500

99,391,903 3,404,465,765 19,980,335,258

1,620,168,156 13,562,135,500

3,404,465,765 19,980,335,258

(2,172,974,947) 35,415,391 (2,610,175,277) (11,704,534) 2,786,456,719 2,424,487,427 2,556,596 5,718,734 10,582,662,065 (223,811,140) 230,427,400 48,136,675 (1,807,224) 24,657,523,385

(15,178,946,352) 153,733,449 (5,103,707,368) 248,109,859 (776,703,390) 284,831,495 21,742,748 4,681,841,071 (401,515,513) 106,769,566 76,029,628 (665,798,045) 3,426,722,406

(2,172,974,947) 35,415,391 (2,610,175,277) (11,704,534) 2,786,456,719 2,424,487,427 2,556,596 5,718,734 10,582,662,065 (223,811,140) 230,427,400 48,136,675 (1,807,224) 24,657,523,385

(15,178,946,352) 153,733,449 (5,103,707,368) 248,109,859 (776,703,390) 284,831,495 21,240,907 4,681,841,071 (401,515,513) 106,769,566 76,029,628 (665,798,045) 3,426,220,565

Adjustments for Depreciation and amortisation Interest income Finance costs Allowance for obsolete inventories Unrealised gain on exchange rate Reserve for retirement benefits (G i ) lloss on di t plant l t andd (Gain) disposall off property, equipment Gain from liquidation of joint venture company Share of (gain) loss of associates, net of income tax Income tax expense

28 7

29

Changes in operating assets and liabilities Trade accounts receivable Other receivables from related parties Inventories Receivable from Oil Fuel Fund Value-added tax receivable Revenue Department receivable Other current assets Other non-current assets Trade accounts payable Other payables Accrued excise tax Other current liabilities Other non-current liabilities Net cash provided by operating activities

The accompanying notes are an integral part of these financial statements. Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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p148_eng_13-03-11.pdf

1

3/14/11

11:37 PM

Statements of cash flows

PTT Aromatics and Refining Public Company Limited Statements cash flows and Refining Public Company Limited PTTofAromatics For the years ended 31 December and 20092010 and 2009 For the years ended 312010 December

Note

Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in Baht)

Cash flows from investing activities Interest received Purchase of investments in shares of associate Purchase of property, plant and equipment Sale of property, plant and equipment Purchase of intangible assets Leasehold prepayment Proceeds from liquidation of joint venture company Other non-current assets Net cash used in investing activities

638,347 (109,785,000) (4,400,382,674) 22,954,741 (15,175,559) (40,696,037) 4,913,316 (210,558,252) (4,748,091,118)

6,024,893 (327,975,000) (4,531,246,410) 329,444,584 (56,255,949) (23,186,860) (449,590,349) (5,052,785,091)

638,347 (109,785,000) (4,400,382,674) 22,954,741 (15,175,559) (40,696,037) 4,913,316 (210,558,252) (4,748,091,118)

6,024,893 (327,975,000) (4,531,246,410) 329,444,584 (56,255,949) (23,186,860) (449,590,349) (5,052,785,091)

(3,073,515,688) (3,705,518,816)

(2,333,475,262) (1,481,535,895)

(3,073,515,688) (3,705,518,816)

(2,333,475,262) (1,481,535,895)

205,073,256,800

172,838,411,921

205,073,256,800

172,838,411,921

(216,838,000,000)

(173,673,000,000)

(216,838,000,000)

(173,673,000,000)

35,552,500,000

6,000,000,000

35,552,500,000

6,000,000,000

(33,087,752,000) (2,290,210,880) (1,615,472,982) 77,693,238 (19,907,020,328)

(13,770,824,000) 15,000,000,000 (615,384,640) 2,267,758 1,966,459,882

(33,087,752,000) (2,290,210,880) (1,615,472,982) 77,693,238 (19,907,020,328)

(13,770,824,000) 15,000,000,000 (615,384,640) 2,267,758 1,966,459,882

2,411,939 1,362,220,367

340,397,197 1,010,538,505

2,411,939 1,362,220,367

339,895,356 1,011,040,346

15,100,710 1,379,733,016

11,284,665 1,362,220,367

15,100,710 1,379,733,016

11,284,665 1,362,220,367

Cash flows from financing activities Interest expense and financial charges paid Dividends paid to equity holders Proceeds from short-term loans from financial institutions Repayment of short-term loans from financial institutions Proceeds from long-term loans from financial institutions Repayment of long-term loans from financial institutions Proceeds from bonds Repayment of bonds Repayment of subordinated loans Proceeds from ESOP Warrant Net cash provided by (used in) financing activities Net increase in cash and cash equivalents Cash and cash equivalents at beginning of year Effect of exchange rate changes on balances held in foreign currencies Cash and cash equivalents at end of year

5

Non-cash transactions As of 31 December 2010 and 2009, the Company acquired machinery and equipment totalling Baht 1,265 million and Baht 839 million which have not yet been paid for.

148 54-02-107_136-200(E)_Y new15.indd 148

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

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Notes to the financial statements PTT Aromatics and Refining Public Company Limited to theand financial PTTNotes Aromatics Refiningstatements Public Company Limited ForFor thethe years ended 31 December 2010 2010 and 2009 years ended 31 December and 2009 Note

Contents

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39

General information Basis of preparation of the financial statements Significant accounting policies Related party transactions and balances Cash and cash equivalents Trade accounts receivable Inventories Receivables from Oil Fuel Fund Other current assets Investment in joint venture company Investments in associates Property, plant and equipment Intangible assets Deferred tax Other non-current assets Interest-bearing liabilities Trade accounts payable Other payables Other current liabilities Share capital Additional paid-in capital and reserve Segment information Net foreign exchange gain Selling expenses Administrative expenses Employee benefit expenses Expenses by nature Finance costs Income tax expense Promotional privileges Earnings per share Dividends Significant contractual agreements Financial instruments Commitments with non-related parties Litigation case Events after the reporting date Thai Financial Reporting Standards (TFRS) not yet adopted Reclassification of accounts Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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These notes form an integral part of the financial statements. The financial statements were authorised for issue by the Board of Directors on 24 February 2011. 1

General information PTT Aromatics and Refining Public Company Limited, the “Company”, was formed on 27 December 2007 from the amalgamation of The Aromatics (Thailand) Public Co.,Ltd., “ATC”, and Rayong Refinery Public Co.,Ltd., “RRC”, in accordance with the Public Company Limited Act, B.E. 2535 (1992). The Company is incorporated in Thailand and has its registered office at 555/1 Energy Complex, Building A, 14th floor, Vibhavadi Road, Chatuchak, Bangkok, 10900, Thailand. The Board of Governors of the SET approved the listing of the Company on the day that the Registrar accepted the registration of the amalgamation, 27 December 2007. The Company’s major shareholder during the year was PTT Public Company Limited (48.60% shareholding) which is incorporated in Thailand. The principal business of the Company is the refining and provision of integrated petroleum products and production and distribution of aromatics products with plans to proceed with the production of aromatics products.

2

Basis of preparation of the financial statements The financial statements issued for Thai reporting purposes are prepared in the Thai language. This English translation of the financial statements has been prepared for the convenience of readers not conversant with the Thai language. The financial statements are prepared and presented in Thai Baht. All financial information presented in Thai Baht has been rounded in the notes to the financial statements to the nearest million. They are prepared on the historical cost basis except as stated in the accounting policies. The financial statements are prepared in accordance with Thai Financial Reporting Standards (“TFRS”); guidelines promulgated by the Federation of Accounting Professions (“FAP”); applicable rules and regulations of the Thai Securities and Exchange Commission; and with generally accepted accounting principles in Thailand. During 2010, the FAP announced the re-numbering of the following TFRS. Former no. TAS 11 TAS 40 TAS 48

Revised no. TAS 101 TAS 105 TAS 107

Topic Doubtful Account and Bad Debts Accounting for Investment in Debt and Equity Securities Financial Instruments Disclosure and Presentation

The Company has adopted the revised Framework for the Preparation and Presentation of Financial Statements (revised 2009), which was issued by the FAP during 2010 and effective on 26 May 2010. The adoption of the revised framework does not have any material impact on the financial statements in which the equity method is applied or separate financial statements. The FAP has issued during 2010 a number of new and revised TFRS which are not currently effective and have not been adopted in the preparation of these financial statements. These new and revised TFRS are disclosed in note 38. The preparation of financial statements in conformity with TFRS requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, income and expenses. Actual results may differ from estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which estimates are revised and in any future periods affected.

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Information about significant areas of estimation uncertainty and critical judgements in applying accounting policies that have the most significant effect on the amounts recognised in the financial statements is included in the following notes: Note 14 Note 36

Utilisation of tax losses Litigation case

3

Significant accounting policies

(a)

Foreign currency Foreign currency transactions Transactions in foreign currencies are translated to Thai Baht at the foreign exchange rates ruling at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are translated to Thai Baht at the foreign exchange rates ruling at that date. Foreign exchange differences arising on translation are recognised in the statement of income. Non-monetary assets and liabilities measured at cost in foreign currencies are translated to Thai Baht using the foreign exchange rates ruling at the dates of the transactions.

(b)

Derivative financial instruments Derivative financial instruments are used to manage exposure to foreign exchange, interest rate and commodity price risks arising from operational, financing and investment activities. Derivative financial instruments are not used for trading purposes. Derivative financial instruments comprise interest rate swaps, forward exchange contracts and oil refining margin hedge. Initially the Company records the derivative financial instruments at cost. Subsequent to initial recognition, at each settlement date or due date the Company records the payment or receipt, made under the terms of the contract for derivative financial instruments, as expense or income in the statement of income.

(c)

Cash and cash equivalents Cash and cash equivalents comprise cash balances, call deposits and highly liquid short-term investments. Bank overdrafts that are repayable on demand are a component of financing activities for the purpose of the statement of cash flows.

(d)

Trade and other accounts receivable Trade and other accounts receivable are stated at their invoice value less allowance for doubtful accounts. The allowance for doubtful accounts is assessed primarily on analysis of payment histories and future expectations of customer payments. Bad debts are written off when incurred.

(e)

Inventories Inventories are stated at the lower of cost and net realisable value, by the following methods: Finished goods, by products, goods in process and raw materials Stores, supplies and others

: Average cost method : Average cost method

Cost comprises all costs of purchase, costs of conversion and other costs incurred in bringing the inventories to their present location and condition. In the case of manufactured inventories and work-in-progress, cost includes an appropriate share of production overheads based on normal operating capacity. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs to complete and to make the sale. 13 54-02-107_136-200(E)_Y new15.indd 151

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Allowance is made for all inventories declining, obsolete, slow-moving or deteriorated inventories.

(f)

Investments Investments in associates Investments in associates in the separate financial statements of the Company are accounted for using the cost method. Investments in associates in the financial statements in which the equity method is applied are accounted for using the equity method.

Disposal of investments On disposal of an investment, the difference between net disposal proceeds and the carrying amount is recognised in the statement of income. If the Company disposes of part of its holding of a particular investments, the deemed cost of the part sold is determined using the weighted average method.

(g)

Property, plant and equipment Owned assets Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses. The cost of selfconstructed assets includes the cost of materials, direct labor, the initial estimate, where relevant, of the costs of dismantling and removing the items and restoring the site on which they are located, and an appropriate proportion of production overheads. Where parts of an item of property, plant and equipment have different useful lives, the Company accounts for these as separate items of property, plant and equipment.

Capitalisation of interest cost Interest cost generally is expensed as incurred. Interest costs are capitalised if they are directly attributable to the acquisition, construction or production of a qualifying asset. Capitalisation of interest costs commences when the activities to prepare the asset are in progress and expenditures and interest costs are being incurred. Interest costs are capitalised until the assets are ready for their intended use.

Depreciation Depreciation is charged to the statement of income on a straight line basis over the estimated useful lives of each part of an item of property, plant and equipment. The estimated useful lives are as follows: Buildings and leasehold improvements Plant, machinery and equipment (except catalysts which are amortised over their useful lives of 2-10 years) Furniture, fixtures and office equipment Transportation equipment

20-30 years 5-30 years 5-7 years 5-10 years

No depreciation is provided on freehold land or assets under construction.

(h)

Intangible assets Intangible assets that are acquired by the Company, which have finite useful lives, are stated at cost less accumulated amortisation and impairment losses. Other intangible assets are amortised in the statement of income on a straight-line basis over their estimated useful lives from the date that they are available for use. The estimated useful lives are as follows:

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Deferred loan arrangement fees Deferred technical process royalties Computer system development and software

(i)

5-7 years 22-30 years 5-10 years

Impairment The carrying amounts of the Company’s assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, the assets’ recoverable amounts are estimated. An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount. The impairment loss is recognised in the statement of income unless it reverses a previous revaluation credited to equity, in which case it is charged to equity.

Calculation of recoverable amount The recoverable amount of a non-financial asset is the greater of the asset’s value in use and fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate cash inflows largely independent of those from other assets, the recoverable amount is determined for the cash-generating unit to which the asset belongs.

Reversals of impairment An impairment loss in respect of a financial asset is reversed if the subsequent increase in recoverable amount can be related objectively to an event occurring after the impairment loss was recognised. For financial assets carried at amortised cost and available-for-sale financial assets that are debt securities, the reversal is recognised in the statement of income. For available-for-sale financial assets that are equity securities, the reversal is recognised directly in equity. Impairment losses recognised in prior periods in respect of non-financial assets are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

(j)

Interest-bearing liabilities Interest-bearing liabilities are recognised initially at fair value less attributable transaction charges.

(k)

Trade and other accounts payable Trade and other accounts payable are stated at cost.

(l)

Employee benefits Defined contribution plans Obligations for contributions to defined contribution pension plans are recognised as an expense in the statement of income as incurred.

Employee share options No compensation cost or obligation is recognised when share options are issued under employee incentive programmes. When options are exercised, equity is increased by the amount of the proceeds received.

(m)

Provisions A provision is recognised when the Company has a present legal or constructive obligation as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. If the effect is material, provisions are determined by discounting the 15

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expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability.

(n)

Revenue Revenue excludes value added taxes and other sales taxes and is arrived at after deduction of trade discounts.

Sales of goods Revenue is recognised in the statement of income when the significant risks and rewards of ownership have been transferred to the buyer. No revenue is recognised if there is continuing management involvement with the goods or there are significant uncertainties regarding recovery of the consideration due, associated costs or the probable return of goods.

Interest and dividend income Interest income is recognised in the statement of income as it accrues. Dividend income is recognised in the statement of income on the date the Company’s right to receive payments is established. Other income is recognised on an accrual basis.

(o)

Expenses Expenses are recognised on an accrual basis.

Lease payments Payments made under operating leases are recognised in the statement of income on a straight line basis over the term of the lease. Contingent rentals are charged to the statement of income for the accounting period in which they are incurred.

Finance costs Interest expenses and similar costs are charged to the statement of income for the period in which they are incurred, except to the extent that they are capitalised as being directly attributable to the acquisition, construction or production of an asset which necessarily takes a substantial period of time to be prepared for its intended use or sale.

Maintenance Expenditures on repairs and maintenance are charged to the statement of income for the period in which the expenditures are incurred. Expenditures of a capital nature are added to the cost of the related plant and equipment.

(p)

Income tax Income tax on the profit or loss for the year comprises current and deferred tax. Income tax is recognised in the statement of income except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.

Current tax Current tax is the expected tax payable on the taxable income for the year, using tax enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years.

Deferred tax

154

Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes and benefit of tax losses recognised. Deferred tax is not recognised for the following temporary differences: the initial recognition of goodwill; the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit; and differences relating to investments in subsidiaries and joint venture to the extent that it is probable that they will not reverse in the foreseeable future. Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the 16

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reporting date. A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences and benefit of tax losses recognised can be utilised. Deferred tax assets are reviewed at each reporting date and reduced to the extent that it is no longer probable that the related tax benefit will be realised.

4

Related party transactions and balances Related parties are those parties linked to the Company as shareholders or by common shareholders or directors. Transactions with related parties are conducted at prices based on market prices or, where no market price exists, at contractually agreed prices. Relationships with related parties that control or jointly control the Company or are being controlled or jointly controlled by the Company or have transactions with the Company were as follows : Country of incorporation Name of entities /nationality Nature of relationship PTT Public Company Limited Thailand Major shareholder, 48.60% shareholding, some common directors Thai Oil Public Company Limited Thailand 49.10% holding by major shareholders, some common directors PTT Chemical Public Thailand 48.68% holding by major shareholders, Company Limited some common directors HMC Polymers Co., Ltd. Thailand 41.44% holding by major shareholders, IRPC Public Company Limited Thailand 39.02% holding by major shareholders, some common directors Star Petroleum Refining Thailand 36% holding by major shareholders, Company Limited some common directors Bangchak Petroleum Public Company Thailand 28.29% holding by major shareholders, Limited some common directors Dhipaya Insurance Public Company Thailand 13.33% holding by major shareholders, Limited some common directors PTT International Trading Pte., Ltd. Singapore 100.00% holding by major shareholders Energy Complex Company Limited Thailand 50.00% holding by major shareholders PTT Maintenance and Engineering Thailand 40.00% holding by major shareholders Company Limited Business Services Alliance Thailand 25.00% holding by major shareholders Company Limited PTT Phenol Company Limited Thailand Associate, 30% shareholding PTT Utilities Company Limited Thailand Associate, 20% shareholding PTT ICT Solution Company Limited Thailand Associate, 20% shareholding Thai Tank Terminal Co., Ltd. Thailand 51% holding by PTT Chemical Public Company Limited. Chevron U.S.A. Inc. (Singapore) Singapore Common shareholdings Chevron Singapore Pte., Ltd. Singapore Common shareholdings Other companies in the Chevron Group USA Common shareholdings

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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The pricing policies for particular types of transactions are explained further below: Transactions Revenue from sale of goods Other income Purchases of raw materials and utilities Cost of sale of goods Selling and administrative expenses Finance costs Directors’ remuneration

Pricing policies Market prices Contract price Market price Contract price Market prices /Contract price Contract price Determined by the Board of Directors and approved by Shareholders

Significant transactions for the years ended 31 December 2010 and 2009 with related parties were as follows: Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht)

Major shareholder Revenue from sale of goods Purchases of goods Other income Selling expenses Administrative expenses Gain from early settlement of crack spread Net gain on crack spread swap and crude oil spread swap agreements Finance costs

175,749 239,713 54 11 50 -

168,770 195,097 51 68 1,573

175,749 239,713 54 11 50 -

168,770 195,097 51 68 1,573

9 225

1,675 287

9 225

1,675 287

-

7

-

7

Associates Revenue from sale of goods Purchases of goods Other income Administrative expenses

5,186 1,404 10 37

3,871 1,478 13 71

5,186 1,404 10 37

3,871 1,478 13 71

Other related parties Revenue from sale of goods Purchases of goods Other income Selling expenses Administrative expenses Directors’ remuneration

14,573 8,105 75 287 182 38

10,327 6,925 30 291 177 10

14,569 8,102 77 287 182 38

10,327 6,925 30 291 177 10

Joint venture company Administrative expenses

156

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Amendment to crack spread swap agreements On 26 March 2009, the Company and PTT Public Company Limited (“PTT�), a major shareholder, agreed to amend certain terms and conditions of their crack spread swap agreements. Under the amendment, the crack spread swap agreements for 3.2 million Barrels of oil were early settled. As a result, the latter had to make payment to the Company for this early settlement of such agreements amounting to Baht 1,573 million. The Company presented such transaction in the statement of income. Balances as at 31 December 2010 and 2009 with related parties were as follows:

Trade accounts receivable - related parties

Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht)

Major shareholder PTT Public Company Limited

12,196

14,690

12,196

14,690

Associate PTT Phenol Company Limited

578

477

578

477

1,825 979 122

168 -

1,825 979 122

168 -

97 15,797

537 15,872

97 15,797

537 15,872

Other related parties Star Petroleum Refining Company Limited PTT Chemical Public Company Limited IRPC Public Company Limited Bangchak Petroleum Public Company Limited Total

Other receivables from related parties

Major shareholder PTT Public Company Limited Associates PTT ICT Solution Company Limited PTT Phenol Company Limited Other related parties Other companies in the Chevron Group Star Petroleum Refining Company Limited Total

Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht)

56

86

56

86

2 -

7 1

2 -

7 1

1 59

1 95

1 59

1 95

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Other current assets

Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht)

Major shareholder PTT Public Company Limited

-

Other related parties Dhipaya Insurance Public Company Limited PTT Chemical Public Company Limited Total

124 2 126

Other non-current assets

1

-

140 2 143

Financial statements in which the equity method is applied 2010 2009

124 2 126

1 140 2 143

Separate financial statements 2010 2009

(in million Baht)

Other related parties PTT Chemical Public Company Limited

Trade accounts payable – related parties

-

2

-

2

Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

Major shareholder PTT Public Company Limited

22,341

12,301

22,341

12,301

Associate PTT Utility Company Limited

116

126

116

126

800 330 66 9 23,662

377 309 13,113

800 330 66 9 23,662

377 309 13,113

(in million Baht)

Other related parties Star Petroleum Refining Company Limited PTT Chemical Public Company Limited Thai Tank Terminal Co.,Ltd IRPC Public Company Limited Total

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Other payables to related parties

Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) Major shareholder PTT Public Company Limited Associate PTT ICT Solutions Company Limited Other related parties PTT Maintenance and Engineering Company Limited Business Services Alliance Company Limited Star Petroleum Refining Company Limited Other companies in Chevron Group Dhipaya Insurance Public Company Limited Total

Subordinated loans from shareholders

167

93

167

93

8

30

8

30

13

1

13

1

10 8 5 211

169 1 294

10 8 5 211

169 1 294

Financial statements in which the equity method is applied 2010 2009

Interest rate 2010 2009

(% per annum) Major shareholder PTT Public Company Limited

4.45

Separate financial statements 2010 2009

(in million Baht)

4.02

6,928

6,703

6,928

6,703

Movements during the years ended 31 December 2010 and 2009 of subordinated loans from shareholders were as follows:

Subordinated loans from shareholders

Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) Major shareholder At 1 January Increase At 31 December

6,703 225 6,928 21

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6,500 203 6,703

6,703 225 6,928

6,500 203 6,703

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Subordinated loans (Thai Baht) were granted by the Company’s principal shareholders under the Shareholders Support Agreement. The loans bear interest at the rate agreed under the Shareholders Support Agreement. Currently, the interest rate is MLR minus 2% per annum. These loans and related interest will not be repaid unless all the terms and conditions stipulated for such repayment in the debenture deed are met. On 13 November 2009, the Company and major shareholder in the shareholder loan agreements had agreed to amend certain terms and conditions of the shareholder loan agreements. Under the amendment agreements, the Company shall make the repayment of principal and interest if the conditions as specified in the amendment agreements can be satisfied especially certain covenants under any loan agreements of the Company in present. The amendments include changing the payment term prior to 30 December 2010 and changing the interest rate of remaining principal from MLR minus 1% per annum to MLR per annum which is to take effect since 31 December 2010 onwards.

Significant agreements with related parties Operating Alliance Termination Agreement On 8 February 2006, the Company entered into an Operating Alliance Termination Agreement with SPRC to terminate the refinery segment. The Operating Alliance Termination Agreement with effect from 1 February 2009 and to liquidate ARC as described in Note 10. However, The Company has agreed to maintain the usage of jointly owned assets with SPRC including single point mooring (SPM), piping system for refined products supplies, the LPG Jetty, and the Sulfur Palletizer. These assets are managed by SPRC.

Gas purchase and sales agreement The Company has entered into two natural gas purchase and sales agreements with PTT for 10 years starting from 23 May 2008 and 1 January 2009, whereby it is committed to purchase natural gas from PTT. The purchase price is based on gas price as specified in the agreement and on the Thailand Producer Price Index (PPI).

Product Offtake Agreement The Company entered into a purchase and sale agreement with PTT and The Shell Company of Thailand (“SCOT”). According to this agreement, the Company is committed to sell a portion of its refined petroleum products produced to PTT and SCOT. For domestic sales, the product price reflects prices prevailing in Thailand for products of a similar quality that are sold in or imported to Thailand. For export sales, the product price reflects the prevailing international spot price for that product. This agreement will expire on 9 February 2024.

New Complex Product Offtake Agreement On 9 February 2006, the Company has entered into a new complex product offtake agreement with PTT under which PTT has agreed to purchase 100% of the volume of refined petroleum products actually produced by the proposed reforming and upgrading complexes and declared by the Company up to the production capacity of the proposed reforming and upgrading complexes on the same terms and conditions as apply to the sale of refined petroleum products from the Company’s existing refinery under the terms of the product offtake agreement, provided that at least 50% of such volume will be sold at a competitive domestic market price and the remainder sold at a competitive export market price or other mutually agreed price. Other than as described above, the New Complex Product Offtake Agreement incorporates the provisions of the Product Offtake Agreement with PTT.

Long-term Feedstock Supply Agreement The Company entered into crude and other feedstocks supply agreement with PTT, under which PTT agreed to supply the Company with crude oil and other feedstocks for the Company’s refinery operations at prices that are based on competitive market prices for the relevant feedstocks. As at 31 December 2010, the Company entered into crude oil purchase agreement for the year 2010 in USD currency with PTT. Under this agreement, PTT has agreed to sell crude oil to the Company in various volumes in each month as specified in the agreement totalling 54 million Barrels amounting to approximately USD 4,312 million (2009: 51.7 million Barrels, approximately USD 3,229 million).

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Crack Spread Swap Agreements The Company has entered into crack spread swap agreements with PTT to hedge the Company’s oil refinery margin. Under the agreements the floating amount of the basket refinery margin, (calculated based on the Singapore price of refined petroleum products, Diesel, Gasoil, Kerosene and Fuel Oil and against the price of Dubai crude oil), is swapped for a fixed amount of the basket refinery margin for a fixed quantity per month for various periods. Under the agreement, the Company shall make payment or receive of the crack spread difference according to terms and conditions stipulated in the agreements with PTT. As at 31 December 2010, the 4.8 million barrels of oil were subject to the provisions of the agreement.

Crude Oil Time Spread Agreement The Company has entered into crude oil time spread agreements with PTT to hedge the Company’s crude oil price, calculated based on the difference of the average price for Dubai crude oil of the current month and the following month for specified quantities. The Company shall make payment or receive of the difference according to terms and conditions stipulated in the agreements with PTT. As at 31 December 2010, the 0.85 million barrels of crude were subject to the provisions of the agreement.

Oil Spill Response Joint Service Agreement On 1 January 2006, the Company has entered into an Oil Spill Response Joint Service Agreement with PTT. The agreement allows the Company to utilise the OSR services as a company of PTT Group by paying an annual service fee to PTT at the rate specified in the Agreement.

Memorandum of Understanding on the Construction of Pipe Racks on SPRC’s Area On 21 December 2007, the Company has entered into negotiations for a Memorandum of Understanding on the Construction of Pipe Racks on SPRC’s Area to interconnect its refinery and upgrading complex. The Company agreed to invest in the construction of the pipe racks and has the right to make use of the assets.

Raw material purchase and sale aromatics product agreements The Company and various local companies, including related companies, have entered into raw material and finished product purchase and sale agreements. The purchase and sale prices of raw materials and finished products are based on the prices specified in the agreements. These agreements are in effect for periods from 2 years to 15 years from the agreement date.

Shareholders Support Agreement The Company entered into a Shareholders Support Agreement on 30 March 2001 with its principal shareholders. The parties have agreed, among other things: a)

to extend cooperation in such a way to ensure that all reasonable assistance is given to the Company to enhance its liquidity and continuation of operations;

b)

to make available financial support upon request from the Company up to an aggregate amount of USD 210 million. The Company fully obtained financial support from the principal shareholders under this arrangement in 2001.

c)

a principal shareholder is committed to provide additional support of USD 90 million if changes in circumstances indicate that the shareholders support under b) may not be adequate.

On 18 June 2004, the Company and the Company’s principal shareholders under the Shareholders Support Agreement entered into shareholder loan agreement to amend the terms of the Shareholders Support Agreement especially the conditions to payment loan under the said Shareholders Support Agreement back to the Company’s principal shareholders. On 13 November 2009, the Company and each of former shareholders in the shareholder loan agreements had agreed to amend certain terms and conditions of the shareholder loan agreements. Under the amendment agreements, the 23

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Company shall make the repayment of principal and interest if the conditions as specified in the amendment agreements can be satisfied especially certain covenants under any loan agreements of the Company in present. On 30 December 2010, the Company made the repayment of principal to the former shareholders which resulted in remaining principal to a major shareholder only.

Shareholders Support Agreement to Associated Company The Company, two principal shareholders and an associated company concluded negotiations with a financial institution regarding loan facilities granted to the associated company in an amount of Baht 8,320 million for a period of 13 years. A condition of the loan facilities requires the parties to enter into the following Shareholders Support Agreement, which was approved by the Board of Directors of the Company on 7 September 2006. On 26 September 2006, the Company as a shareholder, two principal shareholders and the associated company entered into Shareholders Support Agreement for the associated company in relation to the financing of the development, construction and operation of a Phenol and Acetone project. The parties agreed, among other matters, on the following: a)

Each shareholder under the agreement will subscribe and pay for in cash in addition to the shares held by it so that the long-term debt-to-equity ratio will be maintained as stipulated in the agreement.

b)

The share capital of the associated company on the Project Completion Date shall not be less than Baht 4,000 million.

c)

The shareholders under the agreement will have to collectively hold not less than 51% of the shares in the associated company until the maturity of the loan.

d)

If the associated company does not have sufficient cash to pay its project creditor during construction prior to the project completion date, each shareholder under the agreement has to provide monetary support, according to their percentage shareholding, providing the Project Completion Date occurs no later than 31 December 2008. However, the Lenders have extended the Project Completion Date to 31 March 2009. On 30 April 2009, the associated company received the letter of acceptance from the financial institution to confirm that the Project Completion Date was 31 March 2009.

In connection with this, all shareholders must comply with terms and conditions stipulated in the agreement.

Office Lease Agreements On 1 October 2009, the Company entered into lease agreements with related parties for office space. Under the terms of the lease agreements, the Company is committed to pay monthly rental and service charges. The agreement will be terminated in November 2012.

5

Cash and cash equivalents Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) Cash at banks - current accounts Cash at banks - savings accounts Total

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12 1,368 1,380

8 1,354 1,362

12 1,368 1,380

8 1,354 1,362

24 15/3/2011 18:04


The currency denomination of cash and cash equivalents as at 31 December 2010 and 2009 was as follows: Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht)

Thai Baht (THB) United States Dollars (USD) Total

6

247 1,133 1,380

690 672 1,362

247 1,133 1,380

690 672 1,362

Trade accounts receivable Financial statements in which the equity method is applied 2010 2009

Note Related parties Other parties Total

Separate financial statements 2010 2009

(in million Baht)

4

15,797 7,718 23,515

15,872 5,485 21,357

15,797 7,718 23,515

15,872 5,485 21,357

The Company had no bad debt and doubtful debts expenses for years ended 31 December 2010 and 2009. Aging analyses for trade accounts receivable were as follows: Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht)

Related parties Within credit terms Over due: 3-6 months Net Other parties Within credit terms Overdue Net Total

15,797

15,720

15,797

15,720

15,797

152 15,872

15,797

152 15,872

7,718 7,718

5,485 5,485

7,718 7,718

5,485 5,485

23,515

21,357

23,515

21,357

The normal credit term granted by the Company ranges from 19 days to 30 days. 25 54-02-107_136-200(E)_Y new15.indd 163

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The currency denomination of trade accounts receivable as at 31 December was as follows: Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) Thai Baht (THB) United States Dollars (USD) Total

7

21,550 1,965 23,515

20,309 1,048 21,357

21,550 1,965 23,515

20,309 1,048 21,357

Inventories Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) Raw materials Petroleum products Petrochemical products By products Crude oil in transit Other supplies

11,207 3,104 908 524 5,566 1,475 22,784 (336) 22,448

Less allowance for obsolete inventories Net

10,357 3,870 1,026 603 2,941 1,377 20,174 (294) 19,880

11,207 3,104 908 524 5,566 1,475 22,784 (336) 22,448

10,357 3,870 1,026 603 2,941 1,377 20,174 (294) 19,880

Under the regulations of the Ministry of Energy, the Company is required to maintain a minimum level of inventory of crude oil and Liquefied Petroleum Gas (LPG) at all times based on the production planned for the year. As at 31 December 2010, the value of this minimum level of inventory amounted to Baht 2,750 million (2009: Baht 2,604 million). Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) Inventories recognised as an expense in ‘cost of sales of goods’: - Cost - Reversal of write-down Net

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264,818 264,818

218,273 (5,173) 213,100

264,818 264,818

218,273 (5,173) 213,100

26

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8

Receivables from Oil Fuel Fund Compensation under the price control plan

Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht)

From Gasohal and Biodiesel From Liquefied Petroleum Gas (LPG) Total

44 44

32 1 33

44 44

32 1 33

Under the price control plan of the Ministry of Energy, the Company is required to sell LPG at controlled prices (the “Government’s controlled price”) as determined by the Ministry of Energy. The Ministry of Energy is then required to compensate the Company for the difference between a separate controlled wholesale price, also set by the Ministry of Energy, and the Government’s controlled price, through the Oil Fuel Fund. Equally, if the controlled wholesale price is less than the Government’s controlled price, the Company is required to compensate the Oil Fuel Fund for the difference.

9

Other current assets

Note Prepaid insurance premium - Dhipaya Insurance Public Company Limited Other receivables Revenue Department receivable Prepaid expenses Others Total

10

4

Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht)

124 18 13 138 28 321

140 31 196 49 28 444

124 18 13 138 28 321

140 31 196 49 28 444

Investment in joint venture company The Company had an investment in a joint venture company in the refinery segment with Star Petroleum Refining Company Limited “SPRC” which was managed by Alliance Refining Company Limited, “ARC”. The Operating Alliance Termination Agreement was effective from 1 February 2009 where management of both companies agreed to liquidate ARC. On 18 February 2009, ARC registered for liquidation with the Ministry of Commerce and the liquidation process was completed during 2010. The Company transferred the investment to be disclosed in non-current assets as at 31 December 2009 and consequently stopped preparing consolidated financial statements from the period ended 31 March 2010 onwards.

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The following summarised financial information relates to the interests in the joint venture company which had been included in the consolidated financial statements for the year ended 31 December 2009. Owner ship

Current assets

(%)

Current liabilities

Total revenues

Net Profit

(in million Baht)

2009 Alliance Refining Company Limited

11

49.99

10

5

-

-

Investments in associates Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) At 1 January Share of net gain (loss) of investments equity method Acquisitions At 31 December

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3,351

3,122

3,797

3,469

868 110 4,329

(99) 328 3,351

110 3,907

328 3,797

28

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167

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30 20 20

30 20 20

PTT Phenol Company Limited PTT Utilities Company Limited PTT ICT Solutions Company Limited Total

Associates

PTT Phenol Company Limited PTT Utilities Company Limited PTT ICT Solutions Company Limited Total

Associates

(%)

Ownership interest 2010 2009

150 14,994

6,859

7,985

30 20 20

(%) 30 20 20

Ownership interest 2010 2009

150 15,360

6,859

8,351

30 3,797

1,372

2,395

40 4,329

1,310

2,979

40 3,351

1,243

2,068

-

-

-

-

-

-

29

8,351 6,859 150 15,360

7,985 6,859 150 14,994

2,505 1,372 30 3,907

2,395 1,372 30 3,797

(in million Baht) -

-

Separate financial statements Paid-up capital Cost method Impairment 2010 2009 2010 2009 2010 2009

30 3,907

1,372

2,505

(in million Baht)

Financial statements in which the equity method is applied Paid-up capital Cost method Equity method Impairment 2010 2009 2010 2009 2010 2009 2010 2009

Investments in associates as at 31 December 2010 and 2009 were as follows:

40 3,351

1,243

2,068

2,505 1,372 30 3,907

2,395 1,372 30 3,797

At cost - net 2010 2009

40 4,329

1,310

2,979

At equity - net 2010 2009


The following summarised financial information on associated companies which have been accounted for using the equity method is not adjusted for the percentage of ownership held by the Company:

Ownership

Total assets

(%)

Total liabilities

Total revenues

Net profit/ (loss)

(in million Baht)

2010 PTT Phenol Company Limited PTT Utilities Company Limited PTT ICT Solutions Company Limited Total

30

20,046

10,115

13,420

2,674

20

23,593

17,046

8,845

331

20

1,322 44,961

1,124 28,285

1,181 23,446

(48) 2,957

30

19,039

12,147

7,297

(323)

20

20,995

14,778

6,149

22

20

882 40,916

682 27,607

854 14,300

(32) (333)

2009 PTT Phenol Company Limited PTT Utilities Company Limited PTT ICT Solutions Company Limited Total

As at 31 December 2010 and 2009, the Company had invested in 3 joint projects with associates comprising; a)

The Phenol Project, which uses product of the Company as its feedstock.

b)

The Central Utilities Project, the main objective of which is to produce and distribute electricity and steam to the Company and other shareholders and other nearby plants.

c)

The ICT Project, which provides ICT services to the Company, other shareholders and related parties.

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2,566 1,816 4,382 1 (24) 4,359

1,418 4 35 1,457

Buildings and leasehold improvements

1,200 182 36 -

Land and improvements

Property, plant and equipment

At 1 January 2009 Additions Transfers Disposals At 31 December 2009 and 1 January 2010 Additions Transfers Disposals At 31 December 2010

Cost

12

31

121,513 852 1,080 (23) 123,422

73,287 681 47,910 (365) 1,179 11 22 1,212

1,071 10 183 (85)

(in million Baht)

85 2 (3) 84

85 -

Financial statements in which the equity method is applied and Separate financial statements Plant, Furniture, machinery fixtures and and office Transportation equipment equipment equipment

3,312 4,360 (1,113) 6,559

49,203 4,054 (49,945) -

Assets under construction

131,889 5,230 (26) 137,093

127,412 4,927 (450)

Total


170

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At 1 January 2009 At 31 December 2009 and 1 January 2010 At 31 December 2010

Net book value

At 1 January 2009 Depreciation charge for the year Disposals At 31 December 2009 and 1 January 2010 Depreciation charge for the year Disposals At 31 December 2010

Depreciation

1,820 3,487 3,316

1,413 1,447

895 148 1,043

5 5 10 1,197

746 149 -

Buildings and leasehold improvements

3 2 -

Land and improvements

87,674 84,665

44,179

33,839 4,918 38,757

29,108 4,782 (51)

377 310

317

802 100 902

754 107 (59)

(in million Baht)

2 3

3

83 1 (3) 81

82 1 -

Financial statements in which the equity method is applied and Separate financial statements Plant, Furniture, machinery fixtures and and office Transportation equipment equipment equipment

3,312 6,559

49,203

-

-

Assets under construction

96,265 96,300

96,719

35,624 5,172 (3) 40,793

30,693 5,041 (110)

Total


Depreciation for years ended 31 December 2010 and 2009 was charged to: Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) Cost of sale of goods Administrative expenses Total

5,103 69 5,172

4,967 74 5,041

5,103 69 5,172

4,967 74 5,041

Some properties were pledged or mortgaged as collaterals for the Company’s debt (see note 16).

Assets under construction As at 31 December 2010, the Company is in process of constructing the Deep Hydrodesulfurization (DHDS) project which has an estimated cost of approximately Baht 7,535 million. The cost incurred up to 31 December 2010 amounted to approximately Baht 5,092 million. Capitalised borrowing costs relating to the acquisition of the construction of assets amounted to Baht 71 million (2009: Baht 77 million), with a capitalization rate of 2.33% (2009: 3.30%-3.40%) (see note 28). The gross amount of the Company’s fully depreciated property, plant and equipment that was still in use as at 31 December 2010 amounted to Baht 5,105 million (2009: Baht 4,579 million).

13

Intangible assets

Financial statements in which the equity method is applied and Separate financial statements Deferred Computer Deferred loan technical system arrangement process development fees royalties and software Total

(in million Baht) Cost At 1 January 2009 Additions Disposals At 31 December 2009 and 1 January 2010 Additions Disposals At 31 December 2010

142 -

614 -

342 103 (6)

1,098 103 (6)

142 115 257

614 614

439 15 (3) 451

1,195 130 (3) 1,322

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Financial statements in which the equity method is applied and Separate financial statements Deferred Computer Deferred loan technical system arrangement process development fees royalties and software Total

(in million Baht) Amortisation At 1 January 2009 Amortisation charge for the year Disposals At 31 December 2009 and 1 January 2010 Amortisation charge for the year Disposals At 31 December 2010

100 9 -

130 29 -

151 41 (6)

381 79 (6)

109 16 125

159 28 187

186 40 (3) 223

454 84 (3) 535

42

484

191

717

33 132

455 427

253 228

741 787

Net book value At 1 January 2009 At 31 December 2009 and 1 January 2010 At 31 December 2010

14

Deferred tax Deferred tax assets and liabilities determined after appropriate offsetting are included in the balance sheets as follows: Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) Deferred tax assets Deferred tax liabilities Net

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1,758 (1,598) 160

3,354 (1,574) 1,780

1,758 (1,598) 160

3,354 (1,574) 1,780

34 15/3/2011 18:05


Movements in deferred tax assets and liabilities during the year were as follows: Financial statements in which the equity method is applied and Separate financial statements (Charged) / credited to: At At 1 January Statement of 31 December income (note 29) 2010 2010

Deferred tax assets Inventories (allowance for decline in value) Others (general)

(in million Baht) 88 15 3,251 3,354

12 (1) (1,607) (1,596)

100 14 1,644 1,758

Total

(1,574) (1,574)

2 (26) (24)

(1,572) (26) (1,598)

Net

1,780

(1,620)

160

Loss carry forward Total

Deferred tax liabilities Property, plant and equipment

(depreciation gap) Others (general)

Financial statements in which the equity method is applied and Separate financial statements (Charged) / credited to: At At 1 January Statement of 31 December 2009 income (note 29) 2009

Deferred tax assets Inventories (allowance for decline in value) Others (general) Loss carry forward Total

(in million Baht) 63 15 6,859 6,937

25 (3,608) (3,583)

88 15 3,251 3,354

(1,505) (248) (1,753) 5,184

(69) 248 179 (3,404)

(1,574) (1,574) 1,780

Deferred tax liabilities Property, plant and equipment

(depreciation) Inventories (allowance for decline in value) Total Net

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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15

Other non-current assets

Financial statements in which the equity method is applied 2010 2009

(in million Baht)

Advance payment for purchase of property, plant and equipment Others Total

16

Separate financial statements 2010 2009

299 22 321

Interest-bearing liabilities

Note

455 32 487

Financial statements in which the equity method is applied 2010 2009

Current portion of debentures Secured Current portion of long-term loans from financial institutions unsecured Subordinated loans from other parties unsecured ( including related accrued interest expenses totaling Baht 529 million in 2009)

455 30 485

Separate financial statements 2010 2009

(in million Baht)

Current

Short-term loans from financial institutions unsecured Bill of exchange unsecured

299 22 321

1,856

8,383

1,856

8,383

1,856

5,193 13,576

1,856

5,193 13,576

-

308

-

308

7,160

2,028

7,160

2,028

9,016

2,144 18,056

9,016

2,144 18,056

22,844

26,349

22,844

26,349

22,294

25,050

22,294

25,050

6,928 52,066 61,082

6,703 58,102 76,158

6,928 52,066 61,082

6,703 58,102 76,158

Non-current

Long-term loans from financial institutions Unsecured Debentures Unsecured Subordinated loans from shareholders unsecured (including related accrued interest expenses totalling Baht 1,878 million in 2010 and Baht 1,653 million in 2009)

4

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The periods to maturity of interest-bearing liabilities as at 31 December were as follows: Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) 9,016 40,628 11,438 61,082

Within one year After one year but within five years After five years Total

18,056 51,177 6,925 76,158

9,016 40,628 11,438 61,082

18,056 51,177 6,925 76,158

Secured interest-bearing liabilities as at 31 December were secured on the following assets: Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) Buildings and improvements Plant, machinery and equipment Total

-

327 10,718 11,045

-

327 10,718 11,045

The currency denomination of interest-bearing liabilities as at 31 December was as follows: Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) Thai Baht (THB) United States Dollars (USD) Total

45,911 15,171 61,082

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56,892 19,266 76,158

45,911 15,171 61,082

56,892 19,266 76,158

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

175 15/3/2011 18:05


Long-term loans of the Company as at 31 December were as follows: Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) Long-term loans from a syndicate of financial institutions Tranche A Tranche B Tranche C Tranche F and G Local financial institutions

Long-term loans from local financial institutions Less Current portion of long-term loans from financial institutions

1,818 6,059 9,897 17,774

2,732 6,485 4,960 5,700 19,877

1,818 6,059 9,897 17,774

2,732 6,485 4,960 5,700 19,877

12,230

8,500

12,230

8,500

30,004

28,377

30,004

28,377

(7,160) 22,844

(2,028) 26,349

(7,160) 22,844

(2,028) 26,349

22,294 22,294 22,294

308 25,050 25,358 (308) 25,050

22,294 22,294 22,294

308 25,050 25,358 (308) 25,050

6,928 6,928 6,928

6,703 2,144 8,847 (2,144) 6,703

6,928 6,928 6,928

6,703 2,144 8,847 (2,144) 6,703

52,066

58,102

52,066

58,102

Debentures Secured Senior unsecured

Less Current portion of debentures

Subordinated loans Shareholder Other parties

Less Current portion of subordinated loans

Total

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Short-term loans from financial institutions As at 31 December 2010, the Company had unsecured short-term credit facility agreements with financial institutions and the group financial institutions (“the Lenders�) totalling Baht 15,400 million. These agreements bear different interest rates as specified in the agreements. As at 31 December 2010, the Company had unutilised credit facilities totalling Baht 13,544 million.

Bills of exchange On 8 May 2008, the meeting of the Board of Directors resolved to approve the issuance of a Bills of Exchange line on a revolving basis of Baht 10,000 million with a period of no more than 270 days. Consequently, on 13 November 2008, the meeting of the Board of Directors resolved to increase the Bills of Exchange line from Baht 10,000 million to Baht 20,000 million. The Bills of Exchange will be sold to investors as appropriate. The issuance of the Bills of Exchange was approved by the Stock Exchange of Thailand.

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178

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United States Dollars

United States Dollars

Baht

Baht

A

B

C

D

4,800

6,200

200

Average 6-month fixed deposit interest rate of the Lenders plus margin

Average 6-month fixed deposit interest rate of the Lenders plus margin which is equal to interest rate at 3.30% 3.54% per annum

LIBOR plus margin which is equal to interest rate at 0.66% - 0.79% per annum

LIBOR plus margin which is equal to interest rate at 0.72% - 0.84% per annum

(% per annum)

(in million) 100

Interest rate

Facilities

None

Repayment in full amount commencing from the end of the seventh year after the initial utilisation (26 December 2005)

12 semi-annual installments commencing from the eighteenth month after the initial utilisation (26 December 2005)

None

26 December 2012

26 December 2012

Commencing from the end of fifth year after the initial utilisation (20 January 2006)

12 semi-annual installments commencing from the eighteenth month after the initial utilisation (20 January 2006)

Payment term

None

None

Security

20 January 2011

20 January 2013

Terminate date

Currency

Baht

Tranche

G

(% per annum)

(in million)

7,000 MLR minus margin which is equal to interest rate at 4.61% - 4.75% per annum

Interest rate

Facilities

28 March 2015

Terminate date

None

Security

11 semi-annual installments commencing from the thirty-six month after the agreement date (28 March 2007)

Payment term

On 28 March 2007, the Company entered into revolving long term syndicated loans with the group financial institutions (the “Lenders”) which were divided as follows:

Currency

Tranche

On 20 December 2005, the Company entered into revolving long term syndicated loans with the group financial institutions (the “Lenders”) which were divided as follows:

Long-term loans from financial institutions Long-term loans from a syndicate of Lenders


Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Baht

Local financial institutions

Average 6-month fixed deposit interest rate of the Lenders plus margin which is equal to interest rate at 3.41% 3.46% per annum

(% per annum)

(in million) 9,897

Interest rate

Facilities 30 September 2020

Terminate date None

Security

20 semi-annual installments commencing at 31 March 2011

Payment term

Currency

USD

Tranche

Foreign financial institutions

LIBOR plus margin

(% per annum)

(in million) 200

Interest rate

Facilities

13 September 2015

Terminate date

None

Security

Commencing from the end of fifth year after the initial utilisation.

Payment term

On 13 September 2010, the Company entered into revolving long term syndicated loans with the group financial institutions (the “Lenders�) as follows:

Under the aforementioned loan facility agreements, the Company changed the conditions of interest rate, term of credit facility agreements as well as changing one of lenders of the group financial institutions and making available to the Company a revolving long-term credit facility from the amount repaid during 2011 to 2016 as specified in the agreement totalling Baht 3,959 million. The Company is also required to comply with certain covenants pertaining to maintenance of certain financial ratios, percentage of shares held by the major shareholder and others as specified in the agreement.

Currency

Tranche

On 22 September 2010, the Company revised the existing Tranche C and G syndicated credit facility agreements according to long-term and revolving long-term syndicated credit facility agreements with local financial institution as follows:


Long-term loans from local financial institutions As at 31 December 2010, the Company had long-term and revolving long-term credit facility agreements with financial institutions totalling Baht 35,930 million. These credit facilities will be used to invest in the expansion projects and improvements in efficiency of synergy projects of the refinery and aromatics business and/or to refinance the debt and/or to repay the debentures and/or to reserve as working capital for general purposes. These agreements are in effect for periods of 3 years to 10 years and bear different interest rates as specified in the agreements. As at 31 December 2010, the utilised credit facilities which amounted to Baht 12,230 million bore interest rates ranging from 1.86% to 4.50% per annum. These agreements had different repayment schedules as stipulated in the agreements. The Company is also required to comply with certain covenants pertaining to maintenance of certain financial ratios, percentage of share held by the major shareholder and other conditions as specified in the agreements. As at 31 December 2010, the Company had unutilised long-term credit facilities totalling Baht 23,700 million.

Debentures Secured debentures On 24 June 2003, the Company issued amortised secured debentures to institutional investors for repayment of all principal and accrued interest under a Loan and Credit Facility Agreement and loans under Credit Agreements before maturity of the agreement. The principal (in equal installments) and interest are payable twice a year, on 24 June and 24 December through the terms of each series of debentures. The first interest payment commenced on 24 December 2003 and the principal repayment commenced on 24 June 2004. The debenture series 1 is a five-year-term, maturing on 24 June 2008, at the interest rate of 3.15% per annum, consisting of 8,000,000 debentures at Baht 1,000 face value totalling Baht 8,000 million and the debenture series 2 is a seven-year-term, maturing on 24 June 2010, at the interest rate of 3.40% per annum consisting of 4,000,000 debentures at Baht 1,000 face value totalling Baht 4,000 million. The placement agreement for debentures has certain restrictive covenants pertaining to disposal or transfer of assets, maintenance of certain financial ratios and percentage of shares held by the major shareholder. On 19 January 2009, the Bondholders’ meeting passed resolutions to amend the terms and conditions of the debentures. The amendments include change in the financial ratio to reflect the Company’s business structure after the merger and change in the interest rate from 3.40% per annum to 4.00% per annum, which has effect from 24 December 2008 onwards. The above debentures are secured by the mortgage of machinery installed in the plant, plant building and the assignment of the land lease agreements entered into with The Industrial Estate Authority of Thailand. On 24 June 2010, the Company repaid the final instalment and redeemed the mortgaged assets under the debentures.

Senior unsecured debentures US Dollars debentures On 20 July 2005, the Company completed the issuance and the offering of senior unsecured debentures in the amount of USD 300 million, with a 7-year-term, at the interest rate of 5.50% per annum. The debentures were issued at 99.845% of the principal amount and will be redeemed on 20 July 2012. The interest payments on the debentures are payable semi-annually with the first interest payment to be made on 20 January 2006. The Offering Circular of these debentures has certain covenants pertaining to negative pledge on assets or revenues of the Company and the relevant principal subsidiaries to secure for the benefit of the holders of any International Investment Securities and maintenance of shareholders’ loan. The net proceeds of the debentures will be used to finance the construction of Aromatics II plant as per shareholders’ approval. During 2010, the Company partially purchased the debentures totalling USD 59.15 million. D

Thai Baht debentures On 30 April 2009, the Company issued five-year Thai Baht unsubordinated, unsecured debentures with the name registered and having bond holders’ representative with an amount of Baht 15,000 million which bear interest rate at 5.50% per annum. The proceeds from the debentures will be used for refinancing the existing debts and/or working capital. The principal will be repaid in full on 30 April 2014 (the maturity date) and interest is payable every three months.

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The placement agreement for debentures has restrictive covenants pertaining to maintenance of the percentage of shares held by the major shareholder.

Subordinated loans from other parties These loans were formerly subordinated loans in Thai Baht which were granted by the Company’s principal shareholders under the Shareholders Support Agreement. However, some shareholders under this agreement subsequently sold their shares in the Company. The loans bear interest at the rate agreed under the Shareholders Support Agreement. Currently, the interest rate is MLR minus 2% per annum. On 13 November 2009, the Company and each of former shareholders in the shareholder loan agreements had agreed to amend certain terms and conditions of the shareholder loan agreements. Under the amendment agreements, the Company shall make the repayment of principal and interest if the conditions as specify in the amendment agreements can be satisfied especially certain covenants under any loan agreements of the Company in present. The amendments include changing the payment term prior to 30 December 2010 and changing the interest rate from MLR minus 2% per annum to MLR minus 1% per annum which is to take effect from the period from 30 June 2010 to 30 December 2010. On 30 December 2010, the Company repaid subordinated loans to the former shareholders which resulted in remaining principal to a major shareholder only.

17

Trade accounts payable Financial statements

Note

in which the equity

Separate

method is applied

financial statements

2010

2009

2010

2009

(in million Baht) Related parties

4

23,662

13,113

23,662

13,113

213

179

213

179

23,875

13,292

23,875

13,292

Other parties Total

The currency denomination of trade accounts payable as at 31 December was as follows: Financial statements in which the equity

Separate

method is applied

financial statements

2010

2009

2010

2009

(in million Baht) Thai Baht (THB) United States Dollars (USD) Total

14,062

8,628

14,062

8,628

9,813

4,664

9,813

4,664

23,875

13,292

23,875

13,292

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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18

Other payables

Note

Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) Related parties Other parties Total

4

211 665 876

294 641 935

211 665 876

294 641 935

The currency denomination of other payables as at 31 December was as follows: Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) Thai Baht (THB) United States Dollars (USD) Other currencies Total

19

360 486 30 876

360 486 30 876

333 589 13 935

333 589 13 935

Other current liabilities Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) Accrued bonus Revenue Department payable : - Withholding tax payable - Value added tax payable Account payable to consultant Accrued expenses Others Total

232

198

232

198

54 2 85 296 669

46 173 1 119 85 622

54 2 85 296 669

46 173 1 119 85 622

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20

Share capital Par value per share

2010 Number

(in Baht)

2009 Baht

Number

Baht

(million shares/million Baht)

Authorised At 1 January - Ordinary shares At 31 December - Ordinary shares

10

2,994

29,938

2,994

29,938

10

2,994

29,938

2,994

29,938

10

2,964 3

29,637 34

2,964 -

29,636 1

10

2,967

29,671

2,964

29,637

Issued and paid-up At 1 January - Ordinary shares Issue of new shares At 31 December - Ordinary shares

On 15 October 2007, the Company, under the refinery segment, issued and offered 58 million units of warrants to purchase common shares of the Company (“ESOP Warrants Project”) as approved by the Securities and Exchange Commission. The details of the warrants are as follows: Type of warrant Number of units Maturity Offering Offering price Exercise price Exercise right per unit Exercise period

: Named and non-transferable warrant to buy ordinary shares of the Company, under the refinery segment : 58 million units : 5 years : Offer to the Company’s directors, under the refinery segment management and employees : Baht 0 per unit : Baht 12 per share : Warrant 1 unit to 1 ordinary share One year after the Securities and Exchange Commission approved

On 11 January 2008, the Company revised the exercise price and share swap ratios, with the approval of the SEC, as follows: Exercise price Share swap ration

: Baht 23.22 per share : Original warrant 1 unit to 0.5167553 new ordinary share of the Company

As at 31 December 2010, the holders of 6.5 million units of the warrants had exercised their rights to buy the Company’s ordinary shares. The number of unexercised warrant is 51.3 million units. (2009: 57.8 million units).

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21

Additional paid-in capital and reserve Share premium Section 51 of the Public Companies Act B.E. 2535 requires companies to set aside share subscription monies received in excess of the par value of the shares issued to a reserve account (“share premium”). Share premium is not available for dividend distribution.

Legal reserve Section 116 of the Public Companies Act B.E. 2535 requires that a company shall allocate not less than 5% of its annual net profit, less any accumulated losses brought forward, to a reserve account (“legal reserve”), until this account reaches an amount not less than 10% of the registered authorised capital. The legal reserve is not available for dividend distribution.

22

Segment information Segment information is presented in respect of the Company’s business and geographical segments. The primary format, business segments, is based on the Company’s management and internal reporting structure. Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. Unallocated items mainly comprise interest or dividend-earning assets and revenue, interest-bearing loans, borrowings and expenses, and corporate assets and expenses.

Business segments The Company comprises the following main business segments: Segment 1 Segment 2

Petrochemical Refinery

Geographic segments Management considers that the Company operates in a single geographic area, namely in Thailand, and has, therefore, only one major geographic segment.

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Annual Report 2010 PTT Aromatics and Refining Public Company Limited

185

Profit

ear

sts

Share of profit (loss) from investments accounted for using the equity method, net of income tax

Cost of sale of goods Selling expenses Administrative expenses Management benefit expenses

Revenue from sale of goods Interest income Gain from early settlement of crack spread swap agreements Difference of crack spread swap and crude oil spread swap agreements Net foreign exchange gain Other income

Business segments results

868

(2,025)

11

5,124 (1,839) (620) 2,665

(99)

95,857 335 598 42 32

95 624 202 55

(5) 1,139 76 12 118,506 327 594

101,132 2 -

2009

122,052 -

2010

-

175,312 39 699

14 1,316 136

180,724 1 -

2010

Ref

y

10 (1,053) (2,824) 6

-

141,151 515 51 141,717

1,581 744 76 152

148,206 2 1,573

(9) (9)

-

(29,000) )

)

(29,009) -

(in million Baht)

2009

g 2010

(2

(131) 40 (91)

-

(23,908) -

(2

-

(24,039) -

f p t 2009

95 (2,732) (1,620) 43

(868)

264,818 366 1,293 140 7

9 2,455 212 44

273,767 1 -

2010

2 99

213,100 335 1,113

2

1,676 1,368 278

225,299 4 1,573

2009


186 7,798 53,096 19,136 0 55,646 55,646 3,002 82 1

Other liabilities Total liabilities

Depreciation Amortisation Gain (loss) on disposal of property, plant and equipment

Petr 2010

Inventories Property, plant and equipment Other assets

ns

2,935 214 -

53,800 53,800

5,999 55,316 19,310 8

al 2009

2,170 68 -

34,588 34,588

14,752 43,204 15,382 38

2010

2,106 66 (11)

40,492 40,492

13,973 40,949 19,088

(in million Baht)

2009

-

-

(102) (102)

-

-

(93) 67

Elimination of se ofit 2010 2009

5,172 150 1

90,234 90,234

22,448 96,300 34,518 66

2010

5,041 280 (11)

94,292

19,879 96,265 38,465

2009


23

Net foreign exchange gain Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) From purchase and sale of raw materials and product Others Total

24

766 1,689 2,455

793 575 1,368

766 1,689 2,455

793 575 1,368

Selling expenses Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) Tank rental Transportation expenses Customs duty and import expenses Product inspection Others Total

25

272 49 14 4 27 366

291 32 4 3 5 335

272 49 14 4 27 366

291 32 4 3 5 335

Administrative expenses Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) Employee benefit expenses Rental expenses Consultant fee Others Total

429 103 53 708 1,293

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398 134 27 554 1,113

429 103 53 708 1,293

398 134 27 554 1,113

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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26

Employee benefit expenses Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) Management Salaries Others

97 77 174

88 63 151

97 77 174

88 63 151

Salaries Others

915 607 1,522

898 569 1,467

915 607 1,522

898 569 1,467

Total

1,696

1,618

1,696

1,618

Other employees

Management benefit expenses are included in the statement of income as follows: Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht) Cost of sale of goods Management benefit expenses Total

34 140 174

58 93 151

34 140 174

58 93 151

Registered provident fund The defined contribution plans comprise provident funds established by the Company for its employees. Membership to the fund is on a voluntary basis. Under the plan, employees in the refinery segment must contribute into the fund between 3% to 15% of the employees’’ monthly salaries depending on their years of accredited service. The Company shall make contributions equal to the employees. Employees in the petrochemical segment must contribute into the fund at 5% or 10% of the employees’’ monthly salaries. The Company shall make contributions at 10% of the employees’’ monthly salaries. The provident fund is registered with the Ministry of Finance as a juristic entity and is managed by a licensed Fund Manager.

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27

Expenses by nature

Note Changes in inventories of finished goods and work in progress Raw materials and consumables used Employee benefits expense Depreciation and amortisation Others Total cost of sales of goods, selling expenses and administrative expenses

28

7 7 26

Separate financial statements 2010 2009

963 239,535 1,696 5,308 19,115

443 191,937 1,618 5,172 15,471

963 239,535 1,696 5,308 19,115

443 191,937 1,618 5,172 15,471

266,617

214,641

266,617

214,641

(in million Baht)

Finance costs

Note Finance costs paid and payable to: - Related parties - Financial institutions - Other parties

under construction Net

Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht)

4

225 2,507 71 2,803

287 2,617 65 2,969

225 2,507 71 2,803

287 2,617 65 2,969

12

(71) 2,732

(77) 2,892

(71) 2,732

(77) 2,892

Less capitalised as cost of assets

29

Financial statements in which the equity method is applied 2010 2009

Income tax expense

Note Deferred tax expense Movements in temporary differences Benefit of tax losses recognised Total

Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht)

14 13 1,607 1,620

(204) 3,608 3,404

13 1,607 1,620

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

(204) 3,608 3,404

189


Reconciliation of effective tax rate Financial statements in which the equity method is applied 2010

Rate (%) Profit before income tax expense Income tax using the Thai corporation tax rate Income tax reduction Expenses not deductible for tax purposes (income not subject to tax) Additional tax deductible expenses Total

2009

(in million Baht)

Rate (%)

(in million Baht)

30 (5)

7,963 2,389 (373)

30 (2)

12,566 3,770 (252)

(3) (2) 20

(260) (136) 1,620

(1) 27

30 (144) 3,404

Reconciliation of effective tax rate Separate financial statements 2010

Rate (%) Profit before income tax expense Income tax using the Thai corporation tax rate Income tax reduction Additional tax deductible expenses Total

30

2009

(in million Baht) 30 (5) (2) 23

7,097 2,129 (373) (136) 1,620

Rate (%)

(in million Baht) 30 (2) (1) 27

12,665 3,800 (252) (144) 3,404

Promotional privileges By virtue of the provisions of the Industrial Investment Promotion Act of B.E. 2520, the Company has been granted privileges by the Board of Investment relating to manufacturing and distributing Aromatics and Cyclohexane, manufacturing and distributing products from Reformer and Aromatics Complex II, Construction Project of Thappline, Upgrading project, Clean fuel project and GT-Nox Reduction project. The privileges granted include:

190

(a)

exemption from payment of import duty on machinery approved by the Board;

(b)

exemption from payment of income tax for certain operations for a period of eight years from the date on which the income is first derived from such operations;

(c)

a 50% reduction in the normal income tax rate on the net profit derived from certain operations for a period of five years, commencing from the expiry date in (b) above.

As a promoted company, the Company must comply with certain terms and conditions prescribed in the promotional certificates.

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Summary of revenue from promoted and non-promoted businesses: Financial statements in which the equity method is applied Promoted businesses Export sales Local sales Eliminations Total Revenue

15,371 33,418 48,789

2010 Nonpromoted businesses 61,453 192,534 (29,009) 224,978

Promoted businesses Total

(in million Baht)

76,824 225,952 (29,009) 273,767

14,292 26,255 40,547

2009 Nonpromoted businesses 48,745 160,046 (24,039) 184,752

Total 63,037 186,301 (24,039) 225,299

Separate financial statements Promoted businesses Export sales Local sales Eliminations Total Revenue

31

15,371 33,418 48,789

2010 Nonpromoted businesses 61,453 192,534 (29,009) 224,978

Promoted businesses Total

(in million Baht)

76,824 225,952 (29,009) 273,767

14,292 26,255 40,547

2009 Nonpromoted businesses 48,745 160,046 (24,039) 184,752

Total 63,037 186,301 (24,039) 225,299

Earnings per share Basic earnings per share The calculations of basic earnings per share for the years ended 31 December 2010 and 2009 were based on the profit for the years attributable to equity holders of the Company and the weighted average number of ordinary shares outstanding during the years as follows: Financial statements in which the equity method is applied 2010 2009 Profit attributable to equity holders of the Company (basic) Number of ordinary shares outstanding at 1 January Effect of shares issued on 30 April Weighted average number of ordinary shares outstanding (basic) Earnings per share (basic)

(in Baht)

Separate financial statements 2010 2009

(in million Baht / million shares)

6,343

9,162

5,476

9,261

2,964 1

2,964 -

2,964 1

2,964 -

2,965

2,964

2,965

2,964

2.14

3.09

1.85

3.12

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Diluted earnings per share The calculations of diluted earnings per share for the years ended 31 December 2010 and 2009 were based on the profit for the years attributable to equity holders of the Company and the weighted average number of ordinary shares outstanding during the years after adjusting for the effects of all dilutive potential ordinary shares as follows: Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht / million shares) Profit attributable to equity holders of the Company (basic and diluted) Weighted average number of ordinary shares outstanding (basic) Effect of exercise of shares options Weighted average number of ordinary shares outstanding (diluted) Earnings per share (diluted)

(in Baht)

32

6,343

9,162

5,476

9,261

2,965 5

2,964 -

2,965 5

2,964 -

2,970

2,964

2,970

2,964

2.14

3.09

1.84

3.12

Dividends At the Annual General Meeting of the shareholders of the Company held on 5 April 2010, the shareholders approved the appropriation of dividends of Baht 1.25 per share, amounting to Baht 3,705.4 million which was distributed from unappropriated retained earnings and appropriation of legal reserve amounted to Baht 463 million. The dividend was paid to the shareholders on 29 April 2010. At the Annual General Meeting of the shareholders of the Company held on 7 April 2009, the shareholders approved the appropriation of dividends of Baht 0.50 per share, amounting to Baht 1,481.8 million which was distributed from unappropriated retained earnings. The dividend was paid to the shareholders on 24 April 2009.

33

Significant contractual agreements As at 31 December 2010, the Company had the following significant contractual agreements:

33.1 Land lease agreement The Company entered into three lease agreements with The Industrial Estate Authority of Thailand (IEAT) for two leases of land for a period of 30 years and the lease of land for 27 years and 10 months. Under the terms of the agreements, the Company is committed to pay rental annually.

33.2 Construction operation of the Petroleum Refinery Agreement On 20 November 1992, the Company assumed from The Shell Company of Thailand (“SCOT”) all the rights and obligations related to the construction and operation of a petroleum refinery that had previously accrued to SCOT in accordance with an agreement between SCOT and the Ministry of Industry (“MOI”) dated 30 October 1991 (the “MOI Agreement”). According to the terms of the MOI Agreement, as amended, the Company has to comply with stipulated conditions including the sale of its shares to the public through the Stock Exchange of Thailand (“SET”).

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33.3 Technical Services Agreement On 18 October 2006, the Company entered into a Technical Services Agreement with Shell Global Solution (Thailand) Limited (“SGS”). Under the contract, the Company agreed to obtain certain technical advice and service from SGS, limited to 1,040 service hours in each year. The agreement duration is 5 years and the initial service fee amounts to EUR 2.53 million, which will be adjusted in line with the increase in labor cost index. The agreement can be automatically renewed for 5 years.

33.4 Deep Hydrodesulfurization Unit On 31 July 2009, the Company entered into the supply and construction contract of Deep Hydrodesulfurization (DHDS) Unit to produce diesel, in compliance with Euro 4 standard, with SK Engineering and Construction Company Limited from South Korea and Thai Woo Ree Engineering Company Limited. The Company has commitments to pay for this project approximately USD 221 Million. The project has been approved by the National Environment Board since 2008 and will require 31 months for construction and targeting to complete by the end of 2011.

34

Financial instruments Financial risk management policies The Company is exposed to normal business risks from changes in market interest rates and currency exchange rates and from non-performance of contractual obligations by counterparties. The Company does not hold or issue derivative financial instruments for speculative or trading purposes. Risk management is integral to the whole business of the Company. The Company has a system of controls in place to create an acceptable balance between the cost of risks occurring and the cost of managing the risks. The management continually monitors the Company’s risk management process to ensure that an appropriate balance between risk and control is achieved.

Capital management The Board’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The Board monitors the return on capital, which the Company defines as result from operating activities divided by total shareholders’ equity, excluding non-controlling interests and also monitors the level of dividends to ordinary shareholders.

Interest rate risk

Interest rate risk is the risk that future movements in market interest rates will affect the results of the Company’s operations and its cash flows because loan interest rates are mainly floating. The Company is primarily exposed to interest rate risk from certain loans at floating interest rates which may be adjusted in the future. The Company mitigates this risk by swapping floating interest rates to fixed interest rates. The effective interest rates of interest-bearing financial liabilities as at 31 December and the periods in which those liabilities mature or re-price were as follows:

Annual Report 2010 PTT Aromatics and Refining Public Company Limited

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Financial statements in which the equity method is applied and Separate financial statements Effective After 1 year interest Within 1 but within 5 After 5 rates Year years Years

(% per annum)

Total

(in million Baht)

2010 Current Short-term loans from financial institutions Current portion of longterm loans from financial institutions Non-current Long-term loans from financial institutions Debentures Subordinated loans Total

1.30 - 2.95

1,856

-

-

1,856

0.66 - 4.75

7,160

-

-

7,160

0.66 - 4.75 4.00 and 5.50 3.85 - 5.13

9,016

11,406 22,294 6,928 40,628

11,438 11,438

22,844 22,294 6,928 61,082

1.30 - 4.30

13,576

-

-

13,576

0.72 - 4.38 4.00 and 5.50 3.85 - 4.75

2,028 308 2,144

-

-

2,028 308 2,144

0.66 - 5.28 4.00 and 5.50 3.85 - 4.75

18,056

19,424 25,050 6,703 51,177

6,925 6,925

26,349 25,050 6,703 76,158

2009 Current Short-term loans from financial institutions Current portion of longterm loans from financial institutions Debentures Subordinated loans Non-current Long-term loans from financial institutions Debentures Subordinated loans Total

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Foreign currency risk The Company is exposed to foreign currency risk relating to purchases and sales which are denominated in foreign currencies. The Company primarily utilizes forward exchange contracts with maturities of less than one year to hedge such financial assets and liabilities denominated in foreign currencies. At 31 December, the Company was exposed to foreign currency risk in respect of financial assets and liabilities denominated in the following currencies:

Note

Financial statements in which the equity method is applied 2010 2009

United States Dollars Cash and cash equivalents Trade accounts receivable Trade accounts payable Other payables and other liabilities Long-term loans

Separate financial statements 2010 2009

(in million Baht) 5 6 17 18 16

1,133 1,965 (9,813) (486) (15,171) (22,372)

672 1,048 (4,664) (589) (19,266) (22,799)

1,133 1,965 (9,813) (486) (15,171) (22,372)

672 1,048 (4,664) (589) (19,266) (22,799)

18

(30) (22,402) 5,961 (16,441)

(13) (22,812) 526 (22,286)

(30) (22,402) 5,961 (16,441)

(13) (22,812) 526 (22,286)

Other currencies Other payables and other liabilities Gross balance sheet exposure Currency forwards Net exposure

Credit risk Credit risk is the potential financial loss resulting from the failure of a customer or counterparty to settle its financial and contractual obligations to the Company as and when they fall due. Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. Credit evaluations are performed on all customers requiring credit over a certain amount. At the reporting date there were no significant concentrations of credit risk. The maximum exposure to credit risk is represented by the carrying amount of each financial asset in the balance sheet.

Liquidity risk The Company monitors its liquidity risk and maintains a level of cash and cash equivalents and financial ratios according to loan agreements deemed adequate by management to finance the Company’s operations and to mitigate the effects of fluctuations in cash flows.

Determination of fair values A number of the Company’s accounting policies and disclosures require the determination of fair value, for both financial and non-financial assets and liabilities. The fair value is the amount for which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm’s length transaction. Fair values have been determined for measurement and/or disclosure purposes based on the following methods. When applicable, further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability. 57

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Cash and cash equivalents and short-term investments in fixed deposits - the carrying values are approximate to their fair values due to the relatively short-term maturity of these financial instruments. The fair value of trade and other short-term receivables is taken to approximate the carrying value. Trade accounts payable and other payables - the carrying amounts of these financial liabilities are approximate to their fair values due to the relatively short-term maturity of these financial instruments. Debentures with a fixed rate of interest - the fair value of these liabilities is estimated using the discounted cash flow model based on the average interest rates currently being offered for loans with similar terms to borrowers of similar credit quality, which are presented below: Financial statements in which the equity method is applied Carrying Fair value value

Separate financial statements Carrying Fair value value

(in million Baht )

2010 THB Debentures USD Debentures Total

15,235 7,868 23,103

15,000 7,294 22,294

15,235 7,868 23,103

15,000 7,294 22,294

15,452 10,952 26,404

15,308 10,050 25,358

15,452 10,952 26,404

15,308 10,050 25,358

2009 THB Debentures USD Debentures Total

35

Commitments with non-related parties Financial statements in which the equity method is applied 2010 2009

Separate financial statements 2010 2009

(in million Baht)

Capital commitments Contracted but not provided for: Buildings and other constructions Machinery and equipment Total

1,244 1,244

2 4,824 4,826

1,244 1,244

2 4,824 4,826

17 42 55 114

40 78 66 184

17 42 55 114

40 78 66 184

Non-cancellable operating lease commitments Within one year After one year but within five years After five years Total

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Other commitments Bank guarantee As at 31 December 2010, the Company was contingently liable for letters of guarantee issued by certain local financial institutions and a branch of a foreign financial institution for guarantee of income tax and value added tax receivable refund, using of land, and using electricity totalling Baht 6,855 million (2009: Baht 69 million)

Interest rate swap agreements As at 31 December 2010, the Company had various interest rate swap agreements with various financial institutions to reduce the risk of fluctuation in interest rates as follows: 1. Covering U.S. Dollar in an amount of USD 45 million, which is terminating every six months for a period of 4.5 years ending January 2013. 2. Covering Thai Baht in the total amount of Baht 11,400 million divided as follows : -

in an amount of Baht 4,000 million for 1.5 years, terminate in January 2011 in an amount of Baht 2,000 million for 3 years, terminate in December 2011 in an amount of Baht 1,500 million for 5 years, terminate in December 2013 in an amount of Baht 600 million for 8 years, terminate in December 2016 in an amount of Baht 1,000 million for 7 years, terminate in December 2017 in an amount of Baht 300 million for 9 years, terminate in December 2017 in an amount of Baht 1,000 million for 8 years, terminate in December 2018 in an amount of Baht 1,000 million for 10 years, terminate in December 2018

For the duration of the agreements, the Company is committed to receive payments from or make payments to the other party whenever the interest rates vary from the agreed rates based on the terms and conditions stipulated in the agreements.

Foreign forward contract As at 31 December 2010, the Company had forward contracts covering USD currency with three local financial institutions and branches of two foreign financial institutions for an amount of USD 196.77 million which are used for project investment and repayment USD currency loan. The settlement terms of the forward exchange contracts are commencing in different months and ending within the year 2012.

36

Litigation case On 3 December 2009, a listed company filed for arbitration against PTT and the Company as a producer to perform according to sale and purchase of raw materials agreement, of which the said company has been committed by PTT, or to compensate for damages of approximately Baht 13,805 million. On 8 March 2010, the dispute was thrown out of the case-list by the arbitration ruling that the Company was not a party to the contract. Subsequently, on 27 August 2010, the said listed company filed a civil suit against PTT and the Company as a producer to perform according to sale and purchase of raw materials agreement, of which the said company has been committed by PTT, or to compensate for damages of approximately Baht 9,380 million. In this regards, the Company filed objections against the indictment with the civil court on the basis that the Company was not a party to the contract. The Company believes that the outcome of the lawsuit will not result in any liability to the Company, and therefore, has not provided against any loss that may result from this matter in the financial statements.

59

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37

Events after the reporting period

Dividends At the Board of Directors’ meeting held on 24 February 2011, the Board approved to propose in the Shareholders’ meeting to consider the approval of the appropriation of dividends of Baht 0.96 per share, amounting to Baht 2,860 million.

The amalgamation between the Company and PTT Chemical Public Company Limited At the Board of Directors’ meeting held on 24 February 2011, the Board approved the amalgamation between the Company and PTT Chemical Public Company Limited and will propose this to be approved in the Shareholders' meeting. 38

Thai Financial Reporting Standards (TFRS) not yet adopted The Company has not adopted the following new and revised TFRS that has been issued as of the reporting date but are not yet effective. The new and revised TFRS are anticipated to become effective for annual financial periods beginning on or after 1 January in the year indicated in the following table. TFRS TAS 1 (revised 2009) TAS 2 (revised 2009) TAS 7 (revised 2009) TAS 8 (revised 2009) TAS 10 (revised 2009) TAS 16 (revised 2009) TAS 17 (revised 2009) TAS 18 (revised 2009) TAS 19 TAS 21 (revised 2009) TAS 23 (revised 2009) TAS 24 (revised 2009) TAS 27 (revised 2009) TAS 28 (revised 2009) TAS 33 (revised 2009) TAS 34 (revised 2009) TAS 36 (revised 2009) TAS 37 (revised 2009) TAS 38 (revised 2009) TAS 40 (revised 2009)

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Topic Presentation of Financial Statements Inventories Statement of Cash Flows Accounting Policies, Changes in Accounting Estimates and Errors Events after the Reporting Period Property, Plant and Equipment Leases Revenue Employee Benefits The Effects of Changes in Foreign Exchange Rates Borrowing Costs Related Party Disclosures Consolidated and Separate Financial Statements Investments in Associates Earnings per Share Interim Financial Reporting Impairment of Assets Provisions, Contingent Liabilities and Contingent Assets Intangible Assets Investment Property

Year effective 2011 2011 2011 2011 2011 2011 2011 2011 2011 2013 2011 2011 2011 2011 2011 2011 2011 2011 2011 2011

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Management expects to adopt and apply these new and revised TFRS in accordance with the FAP’s announcement and has made a preliminary assessment of the potential initial impact on the financial statements in which the equity method is applied and separate financial statements. Management has presently determined those new standards assessed to have the potential impact on the Company’s financial statements in the period of initial application. These standards are as follows:

TAS 16 (revised 2009) – Property, plant and equipment The principal changes introduced by the revised TAS 16 and affecting the Company are that (i) costs of asset dismantlement, removal and restoration have to be included as asset costs and subject to annual depreciation; (ii) the depreciation charge has to be determined separately for each significant part of an asset; and (iii) in determining the depreciable amount, the residual value of an item of property, plant and equipment has to be measured at the amount estimated receivable currently for the asset if the asset were already of the age and in the condition expected at the end of its useful life. Furthermore, the residual value and useful life of an asset have to be reviewed at least at each financial year-end. TAS 16 (revised 2009) permits as a transitional provision that these changes may be introduced prospectively from the year of introduction. The Company intends to adopt this transitional provision which the management has already determined that this will not have any material impact on the 2010 financial statements or prior years.

TAS 19 – Employee benefits TAS 19 Employee Benefits will be effective for annual financial periods beginning on or after 1 January 2011. The Company therefore has not presently accounted for the costs of post-employment benefits under defined benefit plan, other long-term employee benefits, and termination benefits until such costs are incurred. The accounting standard includes the requirements to recognise expenses and provision for employee benefits in the period in which the service is performed. The standard requires actuarial assumptions to measure the obligations and expenses of long-term benefits and to measure on a discounted basis due to the settlement of these benefits would incur in the subsequent years of services. The transitional provisions of TAS 19 permit the transaction liability computed from period of service years of employees prior to its effective date, to be recognised and accounted for in four options. The Company has selected to adjust retrospectively. Management has determined that the Company’s transitional liability as at 1 January 2011 for employee benefit would be increased by approximately Baht 358 million and retained earnings would be decreased by an equivalent amount.

39

Reclassification of accounts

Certain accounts in the 2009 financial statements have been reclassified to conform to the presentation in the 2010 financial statements as follows: 2009 Financial statements in which the equity method is applied Before After Reclass. Reclass. Reclass.

Separate financial statements Before After Reclass. Reclass. Reclass.

(in million Baht) Balance sheet Value-added tax receivable Other current assets

3,563 815

371 3,934 3,563 371 3,934 (371) 444 815 (371) 444 The reclassifications have been made because, in the opinion of management, the new classification is more appropriate to the Company’s business. 2

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Abbreviations and Technical Terms Abbreviation

Technical Terms

Complex Refinery

A refinery that has manufacturing processes (conversion units or upgrading units) to upgrade lower value hydrocarbon products to higher value products. The type of processing facilities indicates the degree of complexity of the refinery.

Hydro-Skimming

One-step crude oil process yielding clear petroleum products, including gasoline and diesel, at lower proportions than the yields of a complex process.

Condensate

Liquefied petroleum (lighter than crude oil).

High Vacuum Unit (HVU)

A refinery unit that further fractionates the black fuel oil fraction produced by the CDU, which is also known as long residue, to produce a light fuel oil fraction (light vacuum gasoil and heavy vacuum gasoil) and a heavy fuel oil fraction (short residue). In the HVU, separation occurs in the fractionation column at a high temperature and under vacuum conditions to prevent a cracking reaction.

Light Distillates

Lower-gravity petroleum products, including gasoline and LPG.

General Purpose Polystyrene

Middle Distillates

Medium-gravity petroleum products, including diesel, jet fuel, and kerosene.

HIPS

High Impact Polystyrene

Heavy Distillates

Higher-gravity petroleum products, including fuel oil and asphalt.

LAS

Linear Alkyl Benzenesulfonate

Naphtha Hydrotreating Unit

A refinery unit that removes sulfur from naphtha in the presence of catalysts and hydrogen.

LAB

Linear Alkyl Benzene

Total Intake

Total volume of processed feedstock/crude oil.

LPG

Liquefied Petroleum Gas

Utilization Rate

Comparison of the actual to the total capacity in a given period.

MTBE

Methyl Tertiary Butyl Ether

Hydrocracking Unit (HCU)

Diesel processing unit.

Hydrodesulfurizer Unit

Sulfur-removing unit.

NGL

Natural Gas Liquid

Measurement units

PC

Polycarbonate

KBD (Kilo Barrel per Day) : Thousand barrels per day KMT (Kilo Metric Tons) : Thousand metric tons M.BBL (Million Barrels) : Million barrels

PET

Poly Ethylene Terephthalate

GRM (Gross Refining Margin)

Difference between the price of a given refined product and that of crude oil.

Py-gas

Pyrolysis Gasoline

P2F (Product to Feed Margin) Difference between the price of a given petrochemical product and that of its feedstock.

PP

Polypropylene

GIM (Gross Integrated Margin) Difference between the prices of refined/petrochemical products and those of crude oil/feedstock.

PA

Phathalic Anhydride

Stock Gain/(Loss)

PVC

Poly Vinyl Chloride

Difference between the accounting sales cost and the market cost arising from the time lag between the sale of a given petroleum product and the period in which the crude oil feed is imported from the Middle East for refining/processing and sale.

PTA

Purified Terephthalic Acid

OPEX (Operating Expense)

Expense incurred in business execution (exclusive of capital expenses).

PE

Polyethylene

SBR

Styrene-Butadiene Rubber

EBITDA Income before deduction of interest, taxes, depreciation, and amortization. (Earnings Before Interest, Tax, Depreciation and Amortization)

SAN

Styrene-Acrylonitrile

SM VCM

BZ

Benzene

TOL

Toluene

PX

Paraxylene

OX

Orthoxylene

MX

Mixed Xylenes

ABS

Acrylonitrile-Butadiene-Styrene

BPA

Bisphenol A

EPS

Expandable Polystyrene

GPPS

Adjusted EBITDA

EBITDA exclusive of stock gain/(loss) and LCM.

Styrene Monomer

LCM (Lower of Cost or Market Inventory Method)

Expense arising from the comparison of the expected value and the cost of stock/inventory, whichever is lower, to reflect a sensible value of stock/ inventory at the end of a given accounting period.

Vinyl Chloride Monomer

ROIC (Return on Invested Capital)

Interest derived from investing money in a business.

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PTTAR: Annual Report 2010 EN  

Annual Report 2010 EN

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