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Annual Report 2015 Report Annual ANNUAL REPORT 2015 WE MAKE PEOPLE HAPPY AND BEAUTIFUL I.C.C. International Public Company Limited I.C.C. International Public Company Limited 530 Soi Sathupradit 58 Bangpongpang Yannawa Bangkok 10120 Tel : (662) 293-9000, (662) 293-9300 Fax : (662) 294-3024 Website : http://www.icc.co.th Email : [email protected] ANNUAL REPORT 2015 Registrar : Thailand Securities Depository Company Limited I.C.C. International Public Company Limited 93 fl.14 Ratchadaphisek Road, Dindaeng, Dindaeng, Bangkok 10400, Thailand Tel : (662) 009-9000, (662) 009-9999 Fax : (662) 009-9991 Long Live The Queen A Tribute to Her Majesty the Queen A tribute to Her Majesty the Queen, In honour of her bounty, In praise of her magnanimity, In homage to her high-mindedness. Her benevolence has been manifested inexpressibly. Social welfare has been effected without fanfare Bringing happiness to the people. Royal largesse has taken shape in her charity. Her exalted glory extends throughout the land. The people nationwide are full of joy At her in her role as consort to the greatest of kings Who has tended to those in need in the remotest of corners. Her support for art and crafts is beyond parallel In weaving, embroidery and sculpture For better rural living and happiness, Giving life to the nation’s cultural identity. Silk, exquisitely beautiful, Is promoted in splendid designs Through her insight into craftsmanship And her alluring resplendence. May the Triple Gem bestow blessings upon her For her renowned altruistic work In partnership with His Majesty the King. Their honour deserves the deepest homage. Khunying Kulasap Ketmaenkit as the composer on behalf of the I.C.C. International Public Company Limited Translated by Nopamat Veohong Annual Report 2015 Message from the Chairman 2015 was the second year in which Thailand was ruled by the Administration appointed by the National Council for Peace and Order under the leadership of Gen Prayut Chan-o-cha as Prime Minister. In taking stock of the general state of the economy in 2015, it was evident that the economic recession of 2014 had not yet shown any significant signs of improvement in 2015 despite the Government’s efforts in implementing a number of economic stimulus measures. One of the key reasons for this was the economic downturn in many economies in the global community. This economic contraction has inevitably impacted I.C.C.’s business performance. The recession has caused a decline in overall purchasing power. Competition amongst companies have become increasingly fierce, both to gain and maintain their share of the market. It is thus vital in the current economic landscape to shift greater emphasis toward strategic planning and implementation in order to identify ways and means to seize opportunities in crisis so that the company’s business can move forward and prosper, even while confronted with obstacles. I have closely followed the work of the Board of Directors and executives of the Company, and noted their attention and great efforts not to allow the state of the economy to obstruct the operation of the Company. Their perseverance and dedication is reflected in the corporate profit before taxes of 777.60 million Baht in 2015, an increase of 11.6 percent over the previous year which translates into a return on investment of 8.78 percent. This clearly shows that I.C.C.’s business operation has a higher return than investing in debt securities or depositing money with commercial banks. I would like to express my appreciation to the Board of Directors, executives and all the employees who have devoted their energy towards strengthening our business operations and achieving sustainable growth. I would like to take this opportunity to wish our shareowners, directors, executives as well as all our employees, all the very best for 2016. May it be a year of good health, happiness, prosperity and lasting success for all. Som Chatusripitak Ph.D. Chairman 2 Dr. Thiam Chokwatana's Philosophy - Man is the most valuable resource in the world. I.C.C. INTERNATIONAL PLC. I would like to take this opportunity to wish our shareowners, directors, executives as well as all our employees, all the very best for 2016. May it be a year of good health, happiness, prosperity and lasting success for all. “We make people happy and beautiful” 3 Board of Directors Annual Report 2015 Som Chatusripitak Ph.D. Chairman Boonsithi Chokwatana Boonkiet Chokwatana Vice Chairman Executive Chairman Thiraphong Vikitset Ph.D. Thamarat Chokwatana Independent Director and President and Vice Executive Chairman Audit Committee Chairman 4 Dr. Thiam Chokwatana's Philosophy - No task is so difficult that it is beyond human perseverance. I.C.C. INTERNATIONAL PLC. Amorn Asvanunt Nophorn Bhongsvej Independent Director and Independent Director and Audit Committee Member Audit Committee Member Duangphorn Sucharittanuwat Vira Ua-Arak Independent Director and Director Audit Committee Member Manu Leelanuwatana Somphol Chaisiriroj Director Director “We make people happy and beautiful” 5 Executive Committee Annual Report 2015 Boonsithi Chokwatana Advisor to the Executive Board of Directors Boonkiet Chokwatana Executive Chairman Thamarat Chokwatana Somphol Chaisiriroj Somkid Chakawannorasing President and Vice Executive Chairman Director and Vice President Division W Vice President Division J Pennapha Dhanasarnsilp, D.B.A Nuttaphat Petcharatanaporn Munchusa Terapongpipat Vice President Division V Vice President Accounting Vice President Company and Finance Division Administration Division 6 Dr. Thiam Chokwatana's Philosophy - A good leader must learn to appreciate his subordinates verbally. I.C.C. INTERNATIONAL PLC. Ramida Russell Maneesatiean Kityaporn Chaithavornsathien Vice President Division B Vice President Division D Chailert Manoonpol Surat Wongrattanapassorn, Ph.D. Vice President Division S Vice President Information Technology Division Nonglaks Techaboonanek Bussabong Mingkwanyeon Vice President Division M, O Vice President Division H “We make people happy and beautiful” 7 Company Advisor Annual Report 2015 Samrerng Manoonpol Advisor Experience 1. Chairman of Thai Hoover Industry Co.,Ltd. 2. Director of Saha Pathana Inter-Holding Plc. 3. Member of the Advisory Committee of Saha Pathanapibul Plc. 8 Dr. Thiam Chokwatana's Philosophy - A quick temper is the bane of a long friendship. CONTENT Disclosure of Infomation on Financial Position and Performance (The Securities and Exchange Commission) A Tribute to Her Majesty the Queen 1 Message from the Chairman 2 Board of Directors 4 Structure of Management Executive Committee 6 Structure of Management Company Advisor 8 The Profiles of Directors, Executives and Regulators 10 Structure of Management Details of the directors of the subsidiaries 19 Highlight of the Year 20 Financial Highlights BSC CORNSOY 21 Company Milestone 22 Customer Relations Center 26 Corporate Governance The Audit Committee’s Corporate 27 Corporate Governance Governance Activity Report His & Her 28 Company's Product 30 Nature of Business Dr. Thiam Chokwatana’s Philosophy 36 Business Policy 37 Business Policy Nature of Business 41 Nature of Business Risk Factors 51 Risk Factors The Company's General and 55 The Company's General and Other Significant Information Other Significant Information Synopsis of Operations 62 Financial Highlights Financial Statistics and Financial Ratios 2015-2009 64 Financial Highlights Shareowners 67 Shareowners Dividend Payment Policy 67 Dividend Payment Policy Management Discussion and Analysis 68 Management Discussion and Analysis Corporate Governance Committee Report 75 Corporate Governance Structure of Management 76 Structure of Management The Profile of Directors, Executives and Regulators 84 in subsidiary, associated and other related companies Corporate Governance 88 Corporate Governance Internal Control and Risk Management 117 Internal Control and Risk Management Related Transactions 119 Related Transactions Report on the Company Board of Director’s 125 Corporate Governance Responsibility on the Financial Report Independent Auditor’s Report 126 Management Discussion and Analysis Financial Statements 127 Notes to the financial statements 137 Investor can study additional information of the companies issuing assets from the Form 56-1 via www.sec.or.th, or the company website : www.icc.co.th Annual Report 2015 Profiles of Directors, Executives and Regulators *Proportion of Age Training Background shareowning at 31 Name/Position/Appointment Date (Year) Education Dec 2015 ** ***(%) *1. Som Chatusripitak 76 Ph.D. (Finance), MBA, DAP, DCP -None- Chairman and Independent Director The State University of New York, U.S.A. 21 November 1997 *2. Boonsithi Chokwatana 79 Honorary Doctorate Degrees in: DAP, DCP 2.26 Vice Chairman and Advisor to - Business Administration: the Executive Board of Directors 1. Burapha University Year 1991 2. Thammasat University 3. The National Institute of Development Administration 4. University of the Thai Chamber of Commerce - Engineering: Khon Kaen University - Laws: Waseda University, Japan - Science (Textiles and Garments): Rajamangala University of Technology Krungthep *3. Boonkiet Chokwatana 69 - Honorary Doctorate Degree in Business DAP, DCP 1.44 Executive Chairman Administration (Management) from Year 1973 Sripratum University - Honorary Doctorate Degree in Business Administration College of Commerce from Burapha University - Honorary Doctorate Degree in Business Administration from Naresuan University - B.S. Mechanical Engineering, Worcester Polytechnic Institute, Massachusetts,
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