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SC ASSET CORPORATION PLC. 1010 Shinawatra Tower III, Viphavadi Rangsit Rd., Chatuchak, Chatuchak, Bangkok 10900, Thailand TABLE of CONTENTS

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SC ASSET CORPORATION PLC. 1010 Shinawatra Tower III, Viphavadi Rangsit Rd., Chatuchak, Chatuchak, Bangkok 10900, Thailand TABLE of CONTENTS SC ASSET CORPORATION PLC. 1010 Shinawatra Tower III, Viphavadi Rangsit Rd., Chatuchak, Chatuchak, Bangkok 10900, Thailand www.scasset.com TABLE OF CONTENTS 3 FINANCIAL HIGHLIGHTS 4 MESSAGE FROM THE CHAIRMAN 18 BOARD OF DIRECTORS 20 THE BOARD OF DIRECTORS REPORT 23 REPORT OF THE EXECUTIVE COMMITTEE 24 REPORT OF THE AUDIT COMMITTEE 26 REPORT OF THE NOMINATING AND REMUNERATION COMMITTEE 27 REPORT OF THE RISK MANAGEMENT COMMITTEE 28 REPORT OF THE CORPORATE GOVERNANCE AND SOCIAL & ENVIRONMENTAL RESPONSIBILITY COMMITTEE 30 STRUCTURE OF THE COMPANY AND ITS SUBSIDIARIES 30 MILESTONE DURING THE YEAR 2012 31 GENERAL INFORMATION OF THE COMPANY AND ITS SUBSIDIARIES 33 NATURE OF BUSINESS 40 RISK FACTORS 44 STRUCTURE OF SHAREHOLDERS 47 MANAGEMENT AND CORPORATE GOVERNANCE 112 CORPORATE ACTIONS MADE IN COMPLIANCE WITH CORPORATE GOVERNANCE AND SOCIAL & ENVIRONMENTAL RESPONSIBILITY 117 SUSTAINABILITY REPORT ON THE SOCIAL AND ENVIRONMENTAL ACTIVITIES 135 DETAILS OF DIRECTORS, MANAGEMENT TEAM, ADVISOR AND CONTROLLING PERSONS 148 RELATED TRANSACTIONS 155 FINANCIAL STATUS AND RESULTS OF OPERATIONS 161 BOARD OF DIRECTORS’ RESPONSIBILITY FOR FINANCIAL REPORTING 162 FINANCIAL STATEMENTS AND NOTES TO FINANCIAL STATEMENTS SC ASSET CORPORATION PLC. 3 FINANCIAL HIGHLIGHTS (Unit : Million Baht) For the year ended 31 December 2012 2011 2010 Operating Results Total Revenues 8,427 7,375 6,666 Operating Revenues 8,358 7,354 6,652 Gross Profit 3,020 2,801 2,680 Operating Profit 1,385 1,513 1,629 Profit for the Years 1,108 1,079 1,166 Financial Position Total Assets 22,751 18,420 14,183 Total Liabilities 12,680 9,033 5,465 Total Shareholders’ Equity 10,071 9,387 8,718 Financial Ratio Current Ratio (Times) 1.94 1.95 1.82 Gross Profit Margin (%) 36.14 38.09 40.29 Operating Profit Margin (%) 16.57 20.58 24.48 Net Profit Margin (%) 13.15 14.64 17.49 Return on Equity (%) 11.39 11.92 15.69 Return on Assets (%) 5.38 6.62 9.32 Debt to Equity Ratio (Times) 1.26 0.96 0.63 Basic Earnings per Share (Baht) 1.68 1.66 1.82 Dividend per Share (Baht) 0.787 0.65 0.70 Book Value per Share (Baht) 15.30 14.29 13.54 Unit: Million Baht Unit: Million Baht Unit: Million Baht Unit: Baht 10000 25000 12000 20 22,751 8,358 10,071 10000 8000 20000 9,387 15.30 18,420 7,354 8,718 15 14.29 6,652 13.54 8000 6000 15000 14,183 6000 10 4000 10000 4000 5 2000 5000 2000 0 0 0 0 2010 2011 2012 2010 2011 2012 2010 2011 2012 2010 2011 2012 Operating Revenues Total Assets Total Shareholders’Equity Book Value per Share 4 Annual Report 2012 MESSAGE FROM THE CHAIRMAN Dear Shareholders, 2012 was a year of a unique national collaborative effort to rehabilitate and reconstruct our country in the aftermath of the near yearend 2011 mega flood that destroyed various parts of the Bangkok Metropolitan areas and its vicinity. The flood disaster caused great damage to our economy. Simultaneously, the economic problems of the global superpowers remained unsolved and required the implementation of a permanent solution. Their problems in turn become our problems, particularly affecting the export sector which is our nation’s important economic segment. The private public synergy helped strengthen and revitalize our economy to a higher-than- expected 6.4 percent economic growth for 2012 and prepared us for our big step ahead. The real estate business was largely impacted by the flood disaster that had major implications for a large segment of the population and significantly affected many residential developments. There are continuing efforts from all parties to renovate and rehabilitate the disaster-affected areas while all aspects of preventive and protective measures are being put in place. Nevertheless, during the first half of 2012, consumers remained uncertain and concerned. This caused further sluggishness in unit sales of low-rise residential developments in the Bangkok Metropolitan areas and its vicinity. High-rise development, in contrast, enjoyed much better consumer response. Growth was also evidenced in the residential development market in provincial areas. In 2012, labor shortage became a major obstacle factor for real estate developers and negatively impacted their construction plans. For SC Asset Corporation Public Company Limited, despite the fact that some of our low-rise development projects were located in the flood impacted zones, we were able to well-protect our projects and allowed no damage to occur. In the aftermath of the flood, we also redesigned our infrastructure and utility schemes to provide ultimate protection against any potential floods, while reassuring our project residents and our homeowners about the safety of their properties by installing required protective equipment, and raising land and ground levels of our new developments. Our consistent policy on attentive care and product innovation enabled us to achieve higher sales for single detached houses and townhouses than in the previous year. We also launched new high–rise condominiums in the central areas of Bangkok and in the resort town of Hua Hin. The Crest Santora Hua Hin is our first provincial project. We organized overseas road shows of our projects which received good responses. In the last quarter of the year we completed 3 condominiums for which the ownership transfer process for the units sold have begun. These sales proceeds helped strengthen our operating revenues for 2012 and pushed both sales and revenue growth to a higher level than their anticipated targets. In 2012, the Company reported total revenues of Baht 8,427 million, a 14% growth from the previous year; Baht 1,108 million in net profits or Baht 1.68 in earnings per share. As at 31 December 2012, our consolidated total assets and total liabilities were Baht 22,751 million, and Baht 12,680 million, respectively. The book value per share at yearend 2012 was Baht 15.30. In 2012, we have 30 residential projects for sales with an aggregated project value of Baht 29,100 million, comprised of single detached houses, townhouses and comdominium projects. SC ASSET CORPORATION PLC. 5 In 2012 we were awarded numerous recognitions and honors, including the Top Corporate Governance Report Awards from the Stock Exchange of Thailand, the Investors’ Choice Award from the Thai Investors Association, other outstanding design and development awards for condominiums, and single detached house projects, and the Outstanding Safety Building Management Award for Shinawatra Tower III which was selected by the Bangkok Metropolitan Administration as one of the thirteen outstanding buildings. We remain firm in our direction and policy to create continuity and stability in our business operations and stay committed to be creative and quality oriented in our business, products and services developments. We focus on human resource competency enhancement and pay attention to fostering the simultaneous creation of good society and environmental responsibility. We believe that when an organization achieves its profitable growth, it has a corporate duty to pay back its share of success to the society. Together, organizations and society must progress hand-in hand. We would like to take this opportunity to express our gratitude and appreciation to all stakeholders which are the shareholders, customers, business alliances, management, and employees who have faith in the Company and have always extended their strong support to the Company in achieving its operating objective and success targets. We also promise to bring sustainable growth, good governance, and business prosperity to our work and operations. Mr.Rath Kitivejosoth Ms. Busaba Damapong Chairman of the Board of Directors Chairman of the Executive Committee SC Asset Corporation Public Company Limited (“the Company”) operates a fully integrated real estate business with a firm commitment to provide attentive services and creative product innovation. It carries on a non-stop development of its business; from the very first step to the current tenth year of its sound and sustainable growth as at 2013. To explain about our business expansion, we have to look back at the five essential factors of work as a support to make the company sustainable for today and in the future. 2012 is the year in which SC Asset continued to launch 14 new projects with investment values exceeding Baht 17,500 million. The projects were all scattered among the promising areas of Bangkok and its vicinity. This year the company made its initial move to expand its activities to the famous beach town of Hua Hin, a favorite tourist site for Bangkokians. It presented a resort villa &condominium project called “The Crest Santora Hua Hin”. With an acute perception of business management and real estate development under good governance and transparency, in 2012, SC Asset achieved excellent customer acceptance that enabled it to reach sales target at Baht 12,250 million and total revenue at 8,427 Baht reflecting another huge step of accomplishment. With the project characteristics that cover the wide range of single detached houses, townhomes, home offices, and condominiums, as well as an endless of continued product development, SC Asset is thus distinctive in the functional and design aspects of its product creations that can be flexibly adapted to the changing lifestyles of consumers, and providing right solutions that satisfy the utilization needs of consumers a lot more than they had ever anticipated. The ability to offer more than its peer competitors therefore yields superb and continuous response. Customer Relationship Management (CRM) activities are diversified to efficiently capture the ultimate desires of its customer base, create good connections among members of the SC Family and provide friendly forums for them to continually share and exchange their experiences. Corporate Social Responsibility (CSR) activities are another aspect that SC Asset realize have an important value as a contribution channel to support community, society, and environment and offer great opportunity to provide better care and attention to their needs.
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