TRU: Thai Rung Union Car Public Company Limited | Annual Report
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Annual Report 2013 รายงานประจำาปี 2556 ONE STOP SERVICE FOR AUTOMOTIVE INDUSTRY บริษัท ไทยรุ่งยูเนี่ยนคาร์ จำากัด (มหาชน) Thai Rung Union Car Public Company Limited สารบัญ Contents ประวัติความเป็นมาของบริษัท วิสัยทัศน์องค์กร สรุปข้อมูลทางการเงิน Company Background Vision Mission Summary Financial Information 05 Message from the Chairman 06 Board of Directors 08 Corporate Social Responsibility 13 General Information 24 Nature of Business 27 Risk Factors 30 Shareholders and Management 34 Related Party Transactions 49 Corporate Governance 52 Internal Controls 61 Corporate Governance Report on Audit Committee 62 Nomination and Remuneration Committee’s Report 64 Board of Director’s Responsibility for Financial Report 66 Management’s Discussion and Analysis 67 Auditor’s Report 72 Financial Statement 74 Company Background Thai Rung Union Car Plc has long been established as a maker of auto body parts and a vehicle assembler. Originally founded as a limited partnership under the name Thai Engineering in 1967 by Mr. Vichien Phaoenchoke, its business success eventually led to its become a listed company on the Stock Exchange of 02 Thailand in 1994 under the current name, Thai Rung Thai Rung Union Car Public Company Limited Annual Report 2013 Union Car Public Company Limited. For 45 years Thai Rung Union Car Plc., a Thai-owned company, has been a fully integrated and highly flexible operatorin the automotive industry, quickly meeting customer demands that range from product design and development, through die and jig production and manu- facture of metal and plastic auto parts and seats, to contract painting and assembly and the production of modified multi-purpose and special purpose vehicles, all based on the skills and capabilities of its Thai workforce painting, and on expanding its market for parts and bodies and using advanced technology. to various regions around the world, as well as seeking At present, adapting its strategy in line with the alliances to expand its existing business and develop rapid growth of the Thai automotive industry, the Company new ones. Furthermore the Company has boosted its focuses mainly on OEM parts, contract assembly and potential, both by continuously developing production processes and by applying innovative technology to the production process in order to increase efficiency, reduce costs and increase future profits as well as developing human resources to cater to the coming into force of the AEC in 2015 and any other international trade and investment. The Company is confident that, thanks to its all-round production capabilities and flexibility in responding quickly to customer requirements, as well as its close relationships with customers at home and abroad, it will benefit from the many opportunities that lie ahead in the automotive industry. We are thus confident that the Company’s results will continue to grow rapidly in step with the Thai automotive industry. TO BE AT THE PINNACLE OF THE THAI AUTO INDUSTRY, DEVLOPING, DESIGNING AND PRODUCING A COMPREHENSIVE RANG OF PRODUCTS; WITH OUR OWN BRAND, TO BUILD OPTIMUM CUSTOMER SATISFACTION THROUGH WORLD-CLASS QUALITY AND SERVICE. MISSION 1. To be a leader in the design, development and production of innovative automotive products: multi-purpose and specialty vehicles, parts, dies, jigs and accessories. 2. To maximise customer satisfaction by providing world-class quality, price, delivery and service. 3. To focus on continuous improvement in product and service quality through the efficient use of flexible, speedy production and management processes and up-to-date engineering technology. 4. To build own brand image and loyalty. 5. To establish and expand marketing and sales networks at home and abroad. 6. To pay close attention to the development and welfare of our human resources, so as to enable them to compete at world level and to be happy and proud to work for the organisation. 7. Continuously to enhance the stability of the organisation by making profits and providing fair remuneration for shareholders, business partners and employees. 8. To ensure that products, production and work processes all take due account of our responsibilities towards environment, community and society through principles of good corporate governance. VISION TO BE AT THE PINNACLE OF THE THAI AUTO INDUSTRY, DEVLOPING, DESIGNING AND PRODUCING A COMPREHENSIVE RANG OF PRODUCTS; WITH OUR OWN BRAND, TO BUILD OPTIMUM CUSTOMER SATISFACTION THROUGH WORLD-CLASS QUALITY AND SERVICE. Significant Financial Data Summary Financial Information Unit: Million Bt. Consolidated, as at 31st December 2013 2012 2011 Operating Performance 05 Sales and Service Income 3,138.30 3,499.58 2,054.78 Total Revenues 3,374.80 3,780.84 2,263.10 Total Expenses 2,955.20 3,097.31 1,996.30 Earnings (loss) before financing cost and income tax 419.60 683.53 266.80 Net Earnings (loss) attributable to equity holders of the parent 353.70 555.80 186.22 Financial Position Annual Report 2013 Current Assets 1,088.20 1,770.44 1,083.10 Total Assets 3,632.40 3,862.20 3,004.26 Total Liabilities 479.40 772.67 362.18 Shareholders’ Equity 3,153.00 3,089.49 2,642.08 Per Share Data (Unit: Baht) Earnings (loss) per Share (EPS) 0.72 1.13 0.38 Dividend per Share * 0.40 0.60 0.25 Book Value per Share 6.20 6.11 5.20 Thai Rung Union Car Public Company Limited Financial Ratios (Unit : %) Net Earnings margin 10.48 14.70 8.23 Return on Equity (ROE) 11.70 20.01 7.32 Return on Asset (ROA) 11.20 19.91 8.91 Remark * Payment of the dividend payment is subject to approval by the 2013 Annual General Shareholders’ Meeting. (Million Bt) (Million Bt) (Million Bt) 2013 2013 2013 3,374.80 353.70 3,632.40 2012 2012 2012 3,780.84 555.80 3,862.20 2011 2011 2011 Total Revenues Total 2,263.10 Net Earnings (loss) attributable to equity holders of the parent 186.22 Assets Total 3,004.26 Message From the Chairman 06 Dr. Pranee Phaoenchoke Thai Rung Union Car Public Company Limited Annual Report 2013 Chairman With total vehicle production of 2.46 on the automotive industry, which it did research and development of new high million units in 2013, Thailand edged up by expanding its customer base to take added value products to increase its to ninth position in the world ranking. Of in other sectors such as industrial tooling, market share and generate extra revenue this total, 1.33 million units were sold in construction equipment, agricultural for the Company in the future. the domestic market, which was down by machinery and premium grade The Company was very proud and 7% on the previous year due to the end- motorcycles, a high added value niche honoured to receive the SET Best ing of the government’s “first car” excise market. Apart from this, the Company Performance Award 2013 for listed tax rebate scheme, and 1.13 million were also invested in acquiring new machines companies with market capitalisations of exported, representing an increase of 10% and modernising existing ones for parts between Bt.2 billion and Bt.10 billion, this on 2012. For 2014 we expect the domes- and die making, as well as buying land being a joint award of the SET with the tic vehicle market to fall a little further, but and a factory at Hemaraj Industrial Estate, Money & Banking Magazine recognising in the longer term the Thai automotive Bowin, Rayong Province, for future the Company’s efforts to conduct its industry is still outstanding, and the most expansion. business in accordance with policies of important production base in ASEAN. The At the beginning of 2014 the good corporate governance, attaching opening up of the ASEAN Economic Company successfully negotiated an importance to its responsibilities towards Community (AEC) free market will agreement to establish a joint venture society, community, the environment and stimulate demand for vehicles in the with Kyowa Sangyo of Japan, under the all stakeholder groups in accordance with region, so it has become a target for name Kyowa Thairung Co Ltd, with a view principles of corporate social responsibility, carmakers from all over the world, who to expanding its business base to include conducting its business in an ethical will increasingly try to enter these markets industrial, construction and agricultural manner so as to ensure the Company’s and produce here. machinery for both the domestic and sustainable success. As for the results of the Thai Rung export markets. In 2014 the Company On behalf of the Company’s Board group of companies in 2013, consolidated expects to agree on the establishment of of Directors, I should like to thank our revenues were Bt.3,375 million, and net another joint venture company, to expand customers, our shareholders, the various income Bt.354 million. The fall in its business base to take in trucks of organisations and departments both comparison with 2012 was due to the various kinds, such as dump trucks, governmental and private, our business domestic auto market’s being depressed cargo vans and trailers, the market for partners and also our executives and in the latter half of the year by the which looks set to continue growing in the employees for their constant support, economic situation and the country’s future. The Company is also in discussions which is a driving force. All the Directors political problems. The Company therefore with several groups of investors who are and I will strive wholeheartedly to lead the had to place great emphasis controlling interested in investing jointly with the Thai Company constantly forward and develop costs, boosting efficiency and reducing Rung group to expand into various areas and expand its business in a sustainable the risk associated with its dependence related to its current business, including manner.