Central Pattana Public Company Limited Location 10th, 30th - 34th Floor, The Offices at CentralWorld, 999/9 Rama I Road, Patumwan Sub-District, Patumwan District, Bangkok 10330, Thailand Telephone +66 (0) 2667 5555 Corporate Website www.cpn.co.th Registration No. 0107537002443 Year of Establishment 1980 Business Overview Develop and invest in retail property for rent comprising large-scale shopping complexes and other related and supportive businesses, such as office buildings, hotels, residential development and food court. In addition, the Company invests in CPN Commercial Growth Leasehold Property Fund (CPNCG) and CPN Retail Growth Leasehold REIT (CPNREIT), and is the property manager and REIT manager. Securities Information Common shares of Central Pattana Plc. were listed and traded on the Stock Exchange of Thailand in 1995 under the abbreviated security name of “CPN”. Registered Capital Baht 2,244,000,000 Issued and Paid-up Baht 2,244,000,000 comprising ordinary shares of Capital 4,488,000,000 shares, par value of Baht 0.5 per share Contacts Company Secretary Telephone: + 66 (0) 2667 5555 Ext. 1665, 1684, 1685, 1686 and 1687 Email: [email protected] Investor Relations Telephone: + 66 (0) 2667 5555 Ext. 1614, 1632 and 1688 Email: [email protected] Investors can obtain further information regarding the Company from the Annual Registration Statement (Form 56-1) which has been disclosed at www.sec.or.th or www.cpn.co.th Celebrating 40 years of imagination Annual Report 2019 From its origin 40 years ago, Central Pattana pioneered the creation of the first large-scaled integrated shopping center in Thailand. Since then, we have grown to become the leader in retail and commercial property development in Thailand and a key contributor to the social and economic development for the country. The power of imagination and creativity amongst the people of Central Pattana that collectively produced countless memorable experiences is inspired by those close to us, families, friends, and customers. They have, and always will be, an integral driving force for us to create spaces of infinite possibilities to become an organization with sustainable growth. We create the “Center of Life” where everyone can live happily and enjoy a better quality of life altogether in a central space that connects people and relationships in all dimensions. We cultivate creative imaginations into changes and innovations for the betterment of people by becoming the Center of Communities, a place where people assemble to explore, idealize and collaborate on new creations beyond the fundamentals of living, working, shopping, leisure, traveling and learning. The constant changes of the world will unlock many more imaginations of success for us to build on a glorious journey of pioneering, creating and developing for a better future. Imagining ourselves in the next 40 years, we will continue to create enrichments to communities, the country and the world. Central Pattana…Imagining Better Futures for All. POSITIVITY Through 40 years of leadership in property development in Thailand, we envisage the importance of creativity and imagination and the desire to create better qualities for customers, partners, employees, communities and the environment. We are proud to serve and fulfill every lifestyle preference and foster strong bonds in all dimensions including families, relatives, colleagues and people with diverse interests, through creating the “Center of Life” exclusively tailored at our high-quality projects for everyone. We believe that the success of sustainable development stems from the basic principles of positive thinking and creativity embodied into actionable development of the organization, society, communities and the environment to unitedly progress towards a sustainable future. DYNAMISM As a leader and pioneer, we are capable of learning and embracing As a leader and pioneer, we are capable of learning and embracing changes to innovate constantly, from the inauguration of the first integrated retail and commercial properties in Thailand to the groundbreaking of world-class mixed-use development projects. We also played a key role to redefine the retail industry through introducing new products and services offered to customers, expand our platform into residential development, constantly renovate and improve the quality of shopping centers to contemporary standards, promote events and activities that mutually benefit both customers and partners, and explore new business opportunities domestically and internationally. Throughout the past four decades, we overcome the changes and challenges of past eras up to the digital age. These challenges fuel our eagerness to learn and acquire new experiences to develop new creations, as well as form alliances with all sectors to pave a better future for all, as exemplified in the strong and high potential business partnership behind the Dusit Central Park project. Amidst the changing era, we also expand our partnership horizon into new businesses that offer a wide range of superior services and secured partnerships with leaders of their respective industries, such as Grab and COMMON GROUND. These business collaborations are essential building blocks to enhance the growth potential of our business in the future. COMMUNITY To achieve better quality of lives, we believe in the existence of mutually shared values to sustainably grow and prosper. Through all our projects, we are one of the key creators of ecosystems in every community by creating jobs, careers and opportunities, as well as supporting business partners, from small to large, to grow together. We also provide public spaces for everyone to spend time and live harmoniously and act as the central figure to support public sector organizations in overseeing the well-being and safety of communities around the shopping centers. We instill our employees to apply their knowledge and experience to create shared value, as well as embrace the mindset towards resources conservation, such as saving energy and water consumption, promote the development of green buildings and cessation of plastic bags, and increase the use of solar cell as a source of renewable energy to minimize the impact to the environment. We believe that these actions and mindset are synonymous in creating shared values in the society, which becomes an unwavering bond that together innovate meaningful creations and elevate the quality of lives amongst communities, country and the world going forward. Contents 68 Chapter 15 Revenue Structure 14 34 Chapter 1 Chapter 10 Vision and Mission Milestone 69 Development in 2019 Chapter 16 28 Sustainability Chapter 6 Management Report of the Nomination 16 and Remuneration 38 Chapter 2 Committee Chapter 11 Core Values Awards of 80 Great Pride Chapter 17 20 Risk Factors Chapter 7 Report of the Risk 18 Policy Committee 42 Chapter 3 Chapter 12 Financial Economic & 86 Highlights Industry Overview Chapter 18 32 Management Chapter 8 Discussion 22 Board of Directors 48 and Analysis Chapter 4 Chapter 13 Message from Nature of Business the Board of Directors 106 Chapter 19 33 Sustainability Chapter 9 Performance Executive 26 Management 66 Chapter 5 Chapter 14 Report of the Audit Invesment Structure and Corporate Governance Committee 213 Chapter 25 Capital Structure and Dividend Policy 254 Chapter 30 218 List of Committee 166 Chapter 26 in Subsidiaries Chapter 20 Internal Control Organization Chart 256 Chapter 31 222 Summary of Associate Chapter 27 Companies with 277 168 Chapter 34 Chapter 21 Connected Ownership of 10% Transactions or More Summary of Management Specified Items per Structure Form 56-2 230 266 Chapter 28 Chapter 32 278 184 Legal Dispute List of Chapter 22 Chapter 35 Properties under External Assurance Corporate Central Pattana Governance Statement (Sustainability Index) 231 Chapter 29 272 206 Board and Chapter 33 Chapter 23 Management Profile Information for Nomination Investors and of Directors and Reference Persons Management 208 Chapter 24 Remuneration of Directors and Management Chapter 1 VISION AND MISSION “To be the most admired and dynamic regional retail property developer with world-class rewarding experience” Annual Report 2019 Vision and Mission Chapter 1 15 Mission based on the vision, the Company strives to accomplish four missions to turn its vision into reality. Most Admired Retail Developer Regional Retail 01 of All Stakeholders 03 Developer “To be the preferred mall of choice, delivering “To be a potential leader in the region and be extraordinary values that exceed all stakeholders’ considered as threat in all markets that we operate in” expectation” • To be the investor of choice by delivering competitive The Company is committed to steady, sustainable growth, and sustainable returns to shareholders, investors, and with the next step being a regional organization. To this end, strategic partners. we are committed to becoming a renowned retail property • To be the happiness experience destination of targeted developer, with rapidly successful regional projects. Our shoppers by delivering world-class rewarding experience. prospective markets are clearly identified after prudent, • To be the most preferred partner of targeted tenants and strategic deliberation, with business plans and alliance partners by delivering business success together with formation plans that can promptly address business long-term relationships. opportunities. All the time, the organization and its teams • To be the top-ranked employer of choice by offering