ANNUAL REPORT 2013 รายงานประจำป 2556

บริษัท ออฟฟศเมท จำกัด (มหาชน) PAGE

Financial Highlight 002 Corporate Vision 005 Message from Board of Director 006 Directors and Management 008 Vision and Business Structure 045 Nature of Business 050 Management Discussion and Analysis CONTENT 058 Dividend Policy 064 Shareholders 065 Risk Factors 067 Management 070 Good Corporate Governance 080 Corporate Social Responsibility 099 Connected Transactions 104 Internal Control and Risk Management 110 Report of the Audit Committee 114 General Information 116 Store Location 117

ANNUAL REPORT 2013 1 FINANCIAL HIGHLIGHTS

Operating Results (unit : Bt.mil) Separated Consolidated Proforma 2011 2012 2013 2011 2012 2013 2012 Revenue from sale 1,219 1,625 2,314 5,747 6,684 8,509 8,284 Total revenues 1,273 1,694 2,601 6,113 7,177 9,120 8,844 Cost of sale of goods 954 1,258 1,850 4,434 5,157 6,560 6,396 Selling and administrative expenses 255 376 506 1,417 1,623 2,046 2,007 Total expenses 1,210 1,635 2,365 5,857 6,785 8,606 8,407 Net Profit 46 45 209 121 272 409 309

Basic Earning Per Share (Baht) 0.53 0.52 0.65 0.50 1.18 1.28

Dividen Per Share (Baht) 0.22 0.08 - - 1.21 0.50

Financial Position (unit : Bt.mil) Separated Consolidated Proforma 2011 2012 2013 2011 2012 2013 2012 Current assets 327 402 708 2,298 2,393 2,799 2,393 Non-current assets 166 9,556 9,638 583 4,012 4,162 4,012 Total assets 493 9,958 10,346 2,881 6,405 6,961 6,405 Current liabilities 235 684 946 1,545 2,078 2,311 2,078 Non-current liabilities 14 10 6 20 87 82 87 Total liabilities 249 693 952 1,565 2,166 2,394 2,166 Issued and paid-up share capital 80 320 320 1,332 320 320 320 Total Equity 244 9,263 9,394 1,316 4,239 4,803 4,239

Book Value Per Share (Baht) 3.04 28.95 29.36 0.99 13.25 14.27 13.25

2 ANNUAL REPORT 2013 Key Financial Ratios Separated Consolidated Proforma Unit 2011 2012 2013 2011 2012 2013 2012

Liquidity Ratio time 1.39 0.59 0.75 1.49 1.15 1.21 1.15 Average Collection Period days 29.50 28.80 31.48 13.82 12.87 12.40 10.38 Average Selling Period days 40.69 41.78 37.42 69.96 74.57 73.44 60.13 Average Payment Period days 69.82 65.51 71.62 96.47 100.23 97.93 80.81 Gross Profit Margin % 21.74 22.61 20.07 22.86 22.84 22.91 22.79 Net Profit Margin % 3.61 2.78 9.04 1.98 4.07 4.80 3.73 Return on Equity % 18.28 0.95 2.24 9.63 9.79 9.04 11.13 Return on Assets % 9.83 0.86 2.06 4.27 5.85 6.12 6.66 Debt to Equity Ratio time 1.02 0.07 0.10 1.19 0.51 0.50 0.51

ANNUAL REPORT 2013 3 Revenue Breakdown 2013

* Proforma Report FY2012 compared to Consolidated Report FY2013

4 ANNUAL REPORT 2013 VISION AND MISSION - Participate in social development and environment Corporate Vision protection Mission Value - To develop and integrated the new technology to the - Customer is the most valuable asset of the Company business management - To develop and enhance the staff’s learning continuously Culture - Respect and make a good relationship to the customers - Be right, transparent, and fair - Enhance the efficiency and effectiveness of procurement - Enhance the working atmostsphere with joy, happiness system to the customers and well life quality - Respect to social and environment

Business Strategies - Initiate the high technology and knowledge to the use of internal process and to service the customers - Apply e-Learning to practice the Company’s human resources - Apply the Relation Management to the customers and suppliers - Customer is the learning center for the Company’s sustainable development - Launch the modern technology to increase the potential of procurement system to the customers such as e-procurement and e-Community Commerce

ANNUAL REPORT 2013 5 MESSAGE FROM CHAIRMAN Following on from the Company’s merger with the comprising of 8 OfficeMate stores and 11 B2S Central Group – Thailand’s leading retail business stores. As a result, it has successfully fulfilled operator – in 2012 yearend, OfficeMate Public the Company’s vision and mission to better reach Company Limited has nowadays thrived to become and cater to the diverse demands of customers a true leader in stationery supplies, books, office nationwide. and recreation equipment. The Company’s full range Following the customers’ continuously evolving of product lines is made available through diverse shopping pattern which tends to look for more distribution channels ranging from online, call product alternatives and convenience, the year 2013 centre to physical shops which include as many as saw another milestone achievement for OfficeMate 134 OfficeMate and B2S stores covering strategic Public Company Limited – a launching of online locations nationwide. Plus, in order to best respond business via www.central.co.th and www.robinson. to the future rapid growth, OfficeMate’s expanded co.th. Indeed, these two brand-new online shopping warehouse, which was fully completed in mid 2013, channels are believed to better cater to the demands is currently able to better cater to market’s demand thanks to an over 15,000-sq.m. area which can comfortably accommodate over 40,000 first-rated products. Against an unpromising backdrop of economic recession, coupled with effects caused by reorganisation during an initial stage of business integration, OfficeMate Public Company Limited has managed to attain a satisfactory working performance. As of 2013 yearend, the Company was able to achieve total revenues of 9,120 million baht, an increase by 3% and net profit of 409 million of modern-day consumers and hence enabling baht, a rise by 32% from the previous annum. This them to choose and shop their desirable products resounding success is a fruitful outcome of the from Thailand’s leading department store at their Company’s implementation of Customer Relationship fingertips. During an initial stage, the Company plans Management (CRM) with both customers and to have on offer over 8,000 products ranging from alliances, on par with its continuous technology cosmetics, clothes to kitchen electrical equipment. development so as to enhance purchase order Besides, through this new online shopping channel, efficiency. As such, OfficeMate Public Company customers will also enjoy the free delivery service Limited is able to precisely respond to customers’ for 499-baht spending. In doing so, OfficeMate demand in products, prices, on par with adopting Public Company Limited strongly believes that it suitable marketing campaigns. Furthermore, the will be able to generate increasing revenues in the merger not only have solidified the Company both future. in terms of business competitiveness and financial Aside from its commitment in business excellence, status, but have also enabled a more efficient OfficeMate Public Company Limited has also placed expense management thanks to its advantageous a key emphasis on social responsibility. As such, Economies of Scale (EOS). Besides, taking a closer the year 2013 saw the Company’s implementation look at the Company’s stores expansion plan, the of numerous worthwhile campaigns in education, year6 2013ANNUAL saw an REPORTinauguration 2013 of 19 new outlets, environment, public health and community highest level of integrity, transparency and fairness development. For instance, through the “OfficeMate for all stakeholders concerned. & B2S Delivery” campaign, which has been Looking ahead in 2014, OfficeMate Public Company consecutively organised for the 7th year running, Limited also aims to continue its clear, focused the Company has presented a library for Wat Bua Roi School in Samut Prakan Province. Besides, OfficeMate Public Company Limited, in partnership with a radio station under the aegis of the Nation Group,

business expansion plan. To this end, new product introduction, along with distribution channel will be adjusted so that the Company will be able also participated in presenting audio files for to maintain its leadership position in online retail visually-impaired children. Having continuously business and digital content, on par with gearing committed to social responsibility, on par with towards becoming the electronics resource centre in encouraging members of the management team both education and entertainment. In keeping with and staff to take part in returning benefits and that, the Company also plans to constantly develop contributing to Thai society, OfficeMate Public its organisation in order to better cater to future Company Limited believes that it will help pave changes and economic expansion upon the launch way for the Company’s future sustainable growth. of ASEAN community. This is not to mention its Furthermore, OfficeMate Public Company Limited strong emphasis on service quality enhancement so has always committed to continuously pushing as to enable customers, traders and the Company forwards its business excellence strictly as per good to enjoy the maximum benefits. corporate governance. As such, in 2013, the Company Finally, on behalf of the management team, was rated at a “Very Good” level, for the second may I extend my warm thanks for shareholders, consecutive year, from the Corporate Governance esteemed customers, every business partner, along Report of Thai Listed Companies organised by with every staff for your confidence and continued the Thai Institute of Directors Association (IOD). kind supports. Thank to our efficient management, Besides, the Company also received an “Excellent” constant development and good corporate rating in the assessment of quality of the Annual governance, the Company firmly believes that it Ordinary General Meeting of Shareholders by the will be able to thrive towards becoming a firmly- Thai Investors Association. Such stellar success is established and truly sustainable organisation. indeed a great pride for OfficeMate Public Company Limited and the Company will remain steadfast in its commitment to operating business with the ANNUAL REPORT 2013 7 8 ANNUAL REPORT 2013 ANNUAL REPORT 2013 9 10 ANNUAL REPORT 2013 ANNUAL REPORT 2013 11 12 ANNUAL REPORT 2013 ANNUAL REPORT 2013 13 14 ANNUAL REPORT 2013 ANNUAL REPORT 2013 15 16 ANNUAL REPORT 2013 ANNUAL REPORT 2013 17 18 ANNUAL REPORT 2013 ANNUAL REPORT 2013 19 20 ANNUAL REPORT 2013 ANNUAL REPORT 2013 21 22 ANNUAL REPORT 2013 ANNUAL REPORT 2013 23 24 ANNUAL REPORT 2013 ANNUAL REPORT 2013 25 26 ANNUAL REPORT 2013 ANNUAL REPORT 2013 27 28 ANNUAL REPORT 2013 ANNUAL REPORT 2013 29 30 ANNUAL REPORT 2013 ANNUAL REPORT 2013 31 32 ANNUAL REPORT 2013 ANNUAL REPORT 2013 33 34 ANNUAL REPORT 2013 ANNUAL REPORT 2013 35 36 ANNUAL REPORT 2013 ANNUAL REPORT 2013 37 38 ANNUAL REPORT 2013 ANNUAL REPORT 2013 39 40 ANNUAL REPORT 2013 ANNUAL REPORT 2013 41 42 ANNUAL REPORT 2013 ANNUAL REPORT 2013 43 44 ANNUAL REPORT 2013 VISION AND BUSINESS STRUCTURE

OfficeMate Public Company Limited, the “Company”, new businesses as follows: is incorporated in Thailand and has registered office (1) To be the leader of the office stationary retailer in at 24 Soi On-Nuch 66/1, On-Nuch Road, Suanluang, the form of the Business to Business (B2B) through Bangkok. the catalog system, and e-Procurement, including The Company has listed in Stock Exchange of Thailand the Company’s website by focusing on the efficient since 2 September 2008. corporate customers. In year 2010, the Company listed in the Market for (2) To increase the market shares in the e-Procurement Alternative Investment (MAI). Later on, in year 2012 business for the government and private organizations the Company merged with Office Club (Thai) Co.,Ltd. under the service standard of delivery within the next and its subsidiary, together with B2S Co., Ltd. and official day. moved to be listed in The Stock Exchange of Thailand (3) To be the leader in the retail online business (SET) after the Company completed a process of share by focusing on the personal use customers with the capital increase. Currently, the Company’s subsidiaries plan to increase the product volume which leads to are Office Club (Thai) Co., Ltd. and its subsidiary, and variety of the products to serve the modern lifestyle B2S Co., Ltd. and to focus on providing beneficial information for The Goal of the Business making decision under the convenient and safe ordering process with fast delivery across the country. With its being ready for providing the service of the distance trade and the shop distribution systems, the (4) To be the leader in the business of book, education, Company has a goal to be the leading office stationary together with entertainment merchandise and office retailer through the distance trade business and the stationary shop with branches across the country

ANNUAL REPORT 2013 45 with expertise in product procurement process and order to access the individual customers which are in distribution and product variety to serve the demand all regions of Thailand. of the present consumers. There is a plan to increase the numbers of branches covering areas in Thailand in

Significant Developments

YEAR 1994 - Incorporated the Company with initial registered capital of Baht 5 million to sell stationery and office equipment via catalog system which first printed about 20,000 copies and order through Call Center system

YEAR 1999-2008 - Launched website named www.officemate.co.th to increase the efficiency and purchase order channel to reach customers easily. - Changed warehouse system to be flat system in area 2,000 square meters - Installed Intelligent Call Center system by bringing software system to help in management and control Call Center system more efficient. - Developed e-Procurement system called B2B to meet the specific needs of corporate organizations

YEAR 2008 - Started operation in new modern warehouse to support the stationery and office equipment up to 20,000 units on more than 7,200 square meter of storage space - Became public company on 2 June 2008 with registered capital of Baht 80 million and paid-up capital of Baht 56 million - Listed in Stock Exchange of Thailand on 2 September 2008

YEAR 2009 - Launched website named www.trendyday.com to meet the individual customers (Personal Use) by increasing the product group related to everyday life under named Trendyday - Started Redeem Center services to be redeem gift online channel by targeting on commercial’s credit card to be the target group at an early stage

YEAR 2010 - Listed the Company’s shares register in Market for Alternative Investment (MAI) registered capital of Baht 80 million and paid-up capital of Baht 80 million. The first trading day was 28 July 2010

46 ANNUAL REPORT 2013 YEAR 2011 - Installed Multi Call Center system for increasing sales’ capabilities and expanded the Call center branches and increase the manpower of Telemarketing agents. - Launched “Web-Chat” service to provide the product details and answer the questions to customers everyday.

YEAR 2012 - Opened 2 stores of trendyday.com at Mega Bangna and Ekamai Gateway. - Expanded the sales channels: Mobile Application and Internet TV Application by Samsung. - Integrated with Office Club(Thai) Ltd. and its subsidiary as well as B2S Ltd. by increased common share totaling of 240,000,000 shares to be of 320,000,000 shares. The Company’s shares register listed in The Stock Exchange of Thailand (SET) with registered capital of Baht 320 million and paid-up capital of Baht 320 million.

YEAR 2013 - Closed down www.trendy.com on 30 November 2013 - Launched new online business via www.central.co.th and www.robinson.co.th on 5 December 2013 to response retail customers. These are department store online shopping which the customer can meet many products more than 6,000 items. - Continued opening 8 new OfficeMate stores and 11 new B2S stores during the year which located nationwide.

As of 31 December 2013, the company operates retail stores under the brand of “Officemate” and “B2S” totaling of 134 stores nationwide, comprising of 49 Officemate stores and 85 B2S stores (including Panthip Plaza Chiangmai which closed on 28 December 2013)

Structure of The Company and its subsidiary

OfficeMate Plc.

99.99 % 99.99 %

Office Club (Thai) Co.,Ltd. B2S Co., Ltd.

99.99 %

Office Supply Club Co., Ltd.

ANNUAL REPORT 2013 47 As of 31 December 2013, details of Company and its subsidiaries as follow:

Registered Company Capital Type of Business (Bt.Mil) OfficeMate Plc. 320.00 It is a distributor of stationery supplies and office equipments by sales order through catalog, Call Center, e-Commerce and e-Procurement(system for corporate). Minimum order of Baht 499 is required for free of charge on delivery service. Office Club (Thai) Co., Ltd. 691.55 It is the retail and wholesale distributor of office stationary and furniture. The Company’s products are distributed through store namely “OfficeMate”. B2S Co., Ltd. 640.00 It is the distributor shop of stationary, books, media entertainment, music, movies, and office stationary. The Company’s products are distributed through stores namely “B2S” and online web base. Office Supply Club Co.,Ltd. 200.00 Currently, the company’s assets entirely were transferred (Indirect subsidiary) to Office Club (Thai) Co.,Ltd. There is only business of retail space management exists according to lease contract.

The Company is one of the businesses of the supporting retail business. This creates economy of Central Group. A policy of the Group is to promote scale and expertise as well as increase potential in competitiveness by investing in related businesses operation. including shopping center development, retail space In addition, the Company has a policy on transaction rental, and importation, production and distribution of with any person relating to the Company, details of fashionable cloth and personal items. Another related which are specified in the “connected transaction” business is management in a centralization style on section.

48 ANNUAL REPORT 2013 Relationship with Business Corporation of major shareholders

Central Group (Chirathivat family)

63 % 100 % 55 % 64 % 100 %

Central Retail Central Marketing Officemate Plc. Corporation Group Central Pattana Central Plaza group of of companies Plc. Hotel Plc. companies 62 %

Robinson Department Store Plc.

ANNUAL REPORT 2013 49 NATURE OF BUSINESS OPERATION

Revenue Structure: Ranking by distribution channels 2013 2012 Revenue Million Baht % Million Baht % Income from Stores 6,627.83 72.67 7,150.23 99.63 Income from Online 2,492.29 27.33 26.35 0.37 Total Revenue 9,120.12 100.00 7,176.57 100.00

Revenue Structure : Ranking by type of business Business Category of Products 2013 2012 OfficeMate Stationery and Office Supplies 45% 45% Office Electronics 45% 45% Furniture and Others 10% 10% B2S Book and learning Instruments 30% 31% Stationery 50% 49% Lifestyle& Entertainment 20% 20%

Product Features OfficeMate Public Company Limited, “The Company”and its subsidiaries operate two main businesses under the name of OfficeMate (Office supply) and B2S (Book and Entertainment). Each business can be described as follows:

50 ANNUAL REPORT 2013 OfficeMate Business: is a retail distributor of the office stationery and office equipment including of computer and furniture. The significant clients and prospective customers of the Company are corporate customers. Products can be classified into three groups as follow: 1. Stationary & Office Supplies Writing and Correction - Gel Pens, Ballpoint Pens, Pencil, Erasable Markers, Correction Tape, Erasers, etc … Office Stationary – Stapler, Staple Gun, Scissors, Letter Opener, Cutter, Identification chest card, Rubber Stamp, Postbox Glue, Taping and Packing Paper, Pad and Envelop- Copy Paper, Color Card Paper, Continuous Paper, Carbon Paper, Transparency Sheet, Writing pad, Certificate of Merit, Invoice, Swindle sheet, Envelope and Sticker Label. Filling and Storage – Briefcase, Box File,Ring Binder,Plastic Folder,Paper Box , Clipboard and Cabinet Canteen and Cleaning – Tea, Coffee, Instant Drinks, Teapot, Tin Opener,Pail,Jug,Dustbin,Mat,Glasses, Plates,Spoons,Teaspoons,Cooler,Glass Clean, Carwash Shampoo, Smile Dish Clean,Detergent, Air-Freshener, mosquito-repellent, Broom and Mop, vacuum cleaner

2. Office Electronics Conference and Presentation - Electronics Board&Others, Laminating Pouch Films, Punch and Binding Machine Office Electronics - Calculators, Cash Register, Telephone, Fasimile,Copy Machine, Dry Battery, Flashlight, Bill Counter, Banknote Counter, Water Cooler, Microphone and Vacuum Bottle

3. Office Furniture& Others Office Furniture – Chair, Office Desk, computer desk, Locker, Bookshelf , Counter, Kitchen Furniture, Safe , etc … Factory and Maintenance – Adjustable Wrenches, combination cutting pliers, Measurement tape, Hammer, Safety Helmet, Handgun Sealing Packaging, Stair, wheelbarrow, Handcart

The Company also provides products under officeMate brand for customer to select as an alternative. Signature Products that are well-responded from customers are kind of stationery and office supply such as copy paper, Cellophane Tape, Box Sealing Tape Moreover, the Company also offers premium services to customer upon requested such as Private label Service - Purchase/produce products under customers ‘name Space design Service - Workplace design for furniture placement that help customer create and manage work place professionally.

ANNUAL REPORT 2013 51 B2S Business: is a retail distributor of books and learning instrument as well as lifestyle and entertainment products for daily usage or personal used only. Products can be classified into three groups as follow,

1. Book and learning Instruments

Consist of All Genre of Books and Electronic Books – Science fiction, drama, mystery, Guide, Self Help, Dictionatry, Travel, Art, Comics,Encyclopedias, Cookbooks, Biographies ,Autobiographies, Fantasy etc…

2. Stationery Consist of of Stationery and learning equipment – Writing&Correction, Office Supplies , Filling& Storage, Paper, Pad, Envelop and Gift wrapping paper.

3. Lifestyle &Entertainment Consist of entertainment Media- Music, Movie, Giftshop, Gadget, Electric appliance ,Toys , Art&Craft Product as well as Trendy Gift

Market Competition There are two significant types of competitor that Indirect Competitor compete against the Company; which are Offering similar products that can satisfy same Direct Competitor customer need. Manufacturer that sell product directly Offering the same products and services as well as to customers. having the same targeted field of clients, Store Type.

Company competitor detail as follows OfficeMate Business B2S Business Direct Hyper Market such as Lotus,Big C and Makro Se-Ed Book Store, Naiin Book Store, Competitor Chulabook Store

Indirect Grocery Store and Convenient Store Such as Book Smile Store, Online Book Store Competitor 7/11 , Lawson 108, Familymart, Double A and Metro system Corporation

52 ANNUAL REPORT 2013 Retail Market Overview In 2013, overall retail markets growth is decreasing. Consumer growth index is less than 1% which correlated to economic downturn. Because the economic stimulus packets issued by the government in 2012, the consumers spent more on debt and accrued higher expense. As a result, the consumer spends less in 2013. In addition, the consumers are skeptical about economic direction due to decreasing in agricultural price, lower than expected economic growth, and volatility in politic. As shown, the consumer confidence index is Competitive Strategy decreasing over the year. As a whole, the retail market Store Expansion & Renovation in Thailand is affected by the aforementioned reasons. The Company has seen an opportunity to grow in The retail market segment has higher competition. The the new and existing market focusing on quality, retailers focus on a low price policy and service in sustainability, and high profitability by store expansion order to maintain market share and expand consumer throughout the country in order to support the needs base. The most retailers emphasis on sales facilitators of growing population. and sale push on display as a tool to attract traffic. At the end of 2013, OfficeMate Public Company Limited Furthermore, sale promotions with credit cards are used has opened 19 new stores in five regions as follows: to attract purchaser at the point of sales. In previous year, the retailers rearrange and use display 8 New stores of OfficeMate: listed by region to its maximum to boost sales. In addition, retailers Bangkok Jasmine City branch expand branches to other communities and big cities as (Sukhumvit 23) the growth of economy and city expansion is growing in such area. Central Ayutthaya Park branch, On top of that, the retailers create the better channel Robinson Saraburi branch to communicate with end users. The retailer develops online platform where end users can purchase and Eastern Harbour Mall branch(Chonburi) close transaction via a mobile phone or a personal computer. Also this channel accrues higher brand Northern Central Festival Chiangmai branch loyalty and creates 2-ways communication between and Central Airport Chiangmai sellers and buyers. branch The Company adapted to current economy and consumer behavior that changed by focusing on Northeastern Central Plaza Ubon branch consumer awareness and loyalty in 2 dimensions. 1. Quality Southern Central Festival Hatyai branch Customers must be offered quality products, newly launch, and variety with reasonable price. 2. Service Staff take care customers with mindfully and quickly.

ANNUAL REPORT 2013 53 11 New stores of B2S: listed by region to responds the rapidly shifting demand of current consumers. At the end of 2013, the Company Bangkok Sena Fest Branch, Imagine extremely proud of the fact that we have more than Village Branch,Ladkabang 180,000 product units; selected by management Branch, and Suklapiban 3 team; cover two main businesses. Branch OfficeMate business Central Robinson Saraburi Branch Differentiate the business by offering wide variety product of private brand and exclusive brand section. Northeastern Central Plaza Ubon, B2S business Robinson Sakon Nakon Differentiate the business by offering premium- and Robinson Surin quality products with fashionable designs as well as providing a wide range of specialty products during Northern Central Festival Chiangmai occasion all year round. Beside from the mentioned, branch we also offer all categories of electronic book online via Mobile Application under “B2Se-book” Southern Central Festival Hatyai branch

Moreover, the Company renovated existing stores to modernize store ambience in order to provide a more comfortable shopping experience to customers.

Service Excellence The Company strives to serve customer with excellence services by setting minimum service standard that every sales representative and cashier staff have to follow. With this standard sets, the staffs have to creating a friendly shopping atmosphere and good impression for all customers by giving customers an information about the feature, the advantages and the benefits of the products that helps them shaping their decision. Product Development The significant strategy for OfficeMate business is With an intention to be number one of lifestyle service. The Company distinguishes its business category store in Thailand, the company keeps professionally from the others by offering free delivery; creation and developing products every year in order when purchasing at 499 minimum, together with provide

54 ANNUAL REPORT 2013 fast and easy payment methods for customers which not to adjust the price of products during the help prevent insecure from online payment by allowing fiscal year. As a result, customers can manage customer to pay bills at site. The Company also provides their spending and control the budget efficiency impressive experience for customers thru Call Center throughout the year System and Live Chat System, Product quarantee and Despite the fact that digital world grow bigger Return&Change Policies as a pre/post sales support. and faster, Catalog remains key marketing With the mentioned, customers will get better customer material in business to business sale, the OfficeMate insight service in time as well as help improve customer business still use catalog as a tools to advertise retention. event marketing activity and any other promotion The significant strategy for B2S business is a multiple campaign to customer monthly as usual. distributor channel that covers every need of customers. B2S Customer are now able to purchase book, stationery Product distribution and office equipment thru online ordering and 85 stores OfficeMate Business nationwide with same condition of quarantine. The Company ‘products are distributed thru the following channels: 1. Stores : At the end of December 2013 OfficeMate has operate 49 stores (Bangkok Metropolitan Region 33 Stores, Upcountry 16 Stores) which consist of the branches in Central department store, Robinson department store, Big C, leading department stores and stand alone stores across the country 2. OfficeMate Website (www.officeMate.co.th): The website focus on the Business to Business (B2B) group for ordering of the office stationary. Marketing The customers can register and order every The Company adopt marketing strategy that focus categories of the products which are on the on building a good relationship with member catalog system. The websites are developed to by tying in sale promotion with The 1 Card. be in line with the marketing plan. The website Meanwhile, the Company continuously stimulates is modernized and user friendly. It is ready brand awareness thru traditional marketing to provide standardized services which are the communication tools as well as conducting same as ordering from the Company. campaigns over the social media. Three additional social media channels that are used to maximize brand awareness and boost sales during year 2013 are Socialcam, Instagram and Ibutterfly Beside the above mentioned, OfficeMate business also uses competitive pricing as a tool to satisfy customers and to compete against the competitors. The Company officially commits to customers

ANNUAL REPORT 2013 55 3. e-Procurement System: is the business-to- Sakhon,Samut Songkhram, Pathum Thani, Nonthaburi, business purchase of supplies, and services Ayutthaya, Nakhon Pathom, Chon Buri, Rayong, through the Internet as well as other information Saraburi, Chachoengsao and Prachin Buri and networking systems. The system particularly 2. Within 1-2 working days: 10 provinces i.e. designed as demanded of the corporate customers Chiangmai, Lamphun, Lampang,Khonkaen,Udon Thani, by completely connecting to the e-procurement Mahasarakham, Roiet,Phuket, Phangnga and Krabi system of the each company. With this system, the user can manage and control the budget on 3. Within 3-7 working days : Countrysides time. Methods of payment 4. Call Center system: There are two systems The Company provides four safe and secure method available for customer to order products via of payment for customers as follow : phone with more than 300 lines of telemarketing operate during official time. 1. Cash on delivery: A transaction in which payment for a good is made at the time of delivery. Payment OfficeMate Contact Center: 02-739-5555 can be made by cash or credit card Fax Ordering Contact Center: 02-763-5555 2. OfficeMate Payment Slip : Payment is made at Delivery Bank and Counter Service The Company offer free delivery nationwide for the 3. OfficeMate Credit Term : a company gives 30 minimum order of Baht 499. The territories to deliver day credit terms for corporate customers. can be divided into 3 areas as follows: 4. Online Payment : Online Payment thru mPay 1. Next working day: 13 provinces in Bangkok Paypal and Paysbuy system Metropolitan Region i.e. Samut Prakan, Samut

56 ANNUAL REPORT 2013 B2S Business For international sourcing, the Company seeks the The Company ‘products are distributed thru the vendor by visit the Company, surveying market following channels: and studying vendor’s competitiveness. After that, 1. Stores : At the end of December 2013 ,B2S has the Company negotiate and make the agreement. operate 85 stores (Bangkok Metropolitan Region The Company realise the importance of exclusivity 42 Stores, Upcountry 43 Stores) which consist of and focus on the diversity and difference from the the branches in Central department store, Robinson competitors. department store, Big C, leading department stores and In addition, the Company imports products under stand alone stores across the country other brands’ vendors by selecting vendors which 2. B2S Website (www.b2s.co.th): The website focus have standardized manufacturing process. In this on the Business to Customer (B2C) group for ordering category, the products are stationary and furniture. of stationery and any other products online. The The Company has two type of transactions. First is customers can access e-ordering system fast and easy payment and second is consignment. The proportion just register by e-mail and submit order online. of consignment to payment of B2S is 30%-40% to The Company provides two safe and secure method 60%-70% and of OfficeMate is 5%-10% to of payment for B2S customers which are cash and 90%-95%. credit card Sourcing Products The Company’s policy is to manage products on a value basis, modernize, fashionable, and diversity, according to consumer demand. The Company selects the products carefully from domestic and international such as Japan and China etc.

ANNUAL REPORT 2013 57 MANAGEMENT’S DISCUSSION AND ANALYSIS

The Company and its associates operate main business Overview of the business of OfficeMate concerning distributing of stationery, book and office The year 2013 is the first year that the Company had supply via catalogue. The order can be placed through complete sales channels: store, call center and online. the call center and online on the websites: During the beginning phase of merging the two systems, www.officemate.co.th, www.b2s.co.th and there are obstacles in management such as out-of-stock www.central.co.th. In addition to the abovementioned supply, insufficient employees in an operator level, sales channel, there are also stores nationwide under and out-of-space storage. These affected customer the name of “OfficeMate” and “B2S”. service, revenue growth and increasing expenses. As of 31 December 2013, the Company operated 134 This is due to decreasing in management efficiency. stores comprising of: However, the executive closely and successfully solved these obstacles. Furthermore, OfficeMate improved its OfficeMate 49 stores sales system to be clearer. It applied the E-ordering B2S 85 stores system to enhance its sales opportunity at store. At the same time, the Company expanded its warehouse In 2013 the Company launched 11 new B2S stores for increasing sales. Warehouse and logistic were and 8 new OfficeMate stores. improved. These enhanced the Company’s potential in a long term. As a result, income from sales was bounce

58 ANNUAL REPORT 2013 back in the second half of the year. However, in 2013, Analysis of the 2013 performance due to the slowdown economy, most companies are Due to the merger with the Chirathivat Group, carefully control their spending. Therefore, spending Office Club (Thai) Co., Ltd. and B2S CO., Ltd. are on office supply was under the forecast. Despite that the controlling companies. Therefore, the financial fact, OfficeMate’s growth was on a satisfactory level. statement are prepared in accordance with Thai Income from OfficeMate was 60% of the Company’s Financial Reporting Standards which has to disclose sales according to the consolidated financial statement a main controlling company’s financial statement. The of the year 2013. Company, hence, mainly presented a statement of Overview of the business of B2S comprehensive income of Office Club (Thai) Co., Ltd. The trend of book, CD and DVD business is decreasing and B2S Co., Ltd. Nevertheless, for the appropriate due to technology advancement. Some consumers performance comparison, the Company explains the change their behavior. However, the Company operating results as if OfficeMate PCL., acquired in recognized this impact and closely monitor this change December 2012, had been a subsidiary of the Company in order to adjust its business strategy. This aims to since it was established respond to any changing circumstance promptly. In According to the consolidated financial statement, the 2013, the Company invested in storefront renovation. Company had total revenues of Baht 9,120 million and Chidlom branch was the first renovated one because of net profit of Baht 409 million, increasing by 27.1% its size and popularity. The new design reflected the and 50.4% from the same period of the previous image of the store as a modern lifestyle shop. After year respectively. While, when compared with pro finishing the renovation, the Chidlom store was warmly forma financial statement, total revenues and net profit welcomed by customers. Furthermore, B2S applied new increased by 3.1% and 3.2% respectively. technology for management. For example, the ratio of online sales channel is increased, correlating with activities in the online shop. Product lines concerning entertainment were added by collaborating with its business alliance. Marketing activities were varied for more interesting. The Company was of an opinion that B2S has still been a potential business and supported the growth of the Company in a high level in the future. In addition, Remuneration from B2S was accounted for 40% of the Company’s sales revenue according to the consolidated financial statement of the year 2013. Overview of the online business Revenue In 2013, the Company prepared itself for selling As reported by the consolidated financial statement, products in everyday life and fashion products. Products total revenues were Baht 9,120 million, increasing by in department stores and specialty stores were sold on 27.1% comparing to the previous year. While, when the internet. Delivery service was included. This online compared with the pro forma financial statement, total platform was launched on December 2013, known as revenues increased by 3.1% from the same period www.central.co.th. There were around 8,000 items of the previous year. This increase was due to the during the first phase. following reasons.

ANNUAL REPORT 2013 59 Sales revenue: Cost of sales of goods(COGS): As reported by the consolidated financial statement, As reported by the consolidated financial statement, net sales was Bath 8,509 million, increasing by 27.3% COGS amounted to Baht 6,560 million, increasing by from the previous year. While, when compared with 27.2% from the previous year and 77.1% to sales. While, pro forma financial statement, net sales increased when compared with pro forma financial statement, by 2.7% from the previous year. Even, overall Thai COGS increased by 2.6% from the previous year. The economy grew at the slower pace throughout the year COGS to sales was at the similar level from the previous 2013 which did not support the private segment. Many year. The main reason was an increase in sales. Also, economic indicators demonstrated the low growth additional 50,000 copies of product directory were rates which lower than the forecast figures especially produced. Thus, the gross profit amounted to Baht domestic consumption. However, the Company 1,950 million, or increasing by 3.3% from the previous maintained its growth momentum at the decent level. year. This growth was mainly from an increase of sales Selling and administrative expenses (SG&A): from OfficeMate, while the sales revenue of B2S was As reported by the consolidated financial statement, negatively affected by economic slowdown as well as SG&A amounted to Baht 2,046 million, increasing by change in technology which diverted some customers 26.0% from the previous year. While, when compared to replaceable products. with pro forma financial statement, SG&A increased Revenue from rent and services: by 2.0% from the previous year. This was mainly This revenue is derived from rental income, service due to the increase in personnel expenses and logistic income and advertising income from the Company’s expenses at the beginning of business combination, annual product directory. As reported by the consolidated together with an increase of rent expenses regarding financial statement, this revenue was Baht170 million, to annual rate adjustment, new store (both OfficeMate increasing by 65.9% from the previous year. While, and B2S) opening expenses and depreciation of fixed when compared with pro forma financial statement, assets of new stores. However, in 2012 the Company this revenue increased by 10.5% from the previous recorded amounting Baht 25 million as expenses from year due to an increase in number of copies of product business combination. directory produced from the previous year, as well as Net profit an increase in rental rate. As reported by the consolidated financial statement, Other income: net profit totaled Baht 409 million, increasing by as reported by the consolidated financial statement, the 50.4% from the previous year. While, when compared other income was Baht 441 million, increasing by 12.9% with pro forma financial statement, net profit increased from the previous year. While, when compared with by 32.2% from the previous year. The growth was pro forma financial statement, it increased by 8.5% due to the increase in revenue from sales, advertising from the previous year. This was due to the increase income from product directory, marketing income and of revenue from advertising and trade discount income. trade discount income, as well as a benefit from the Expenses corporate income tax cut policy. As reported by the consolidated financial statement, total expenses amounted to Baht 8,606 million, increasing by 26.9% from the previous year. While, when compared with pro forma financial statement, total expenses increased by 2.4% from the previous year. This increase was the results of;

60 ANNUAL REPORT 2013 Cash and cash equivalents: It comprised of cash, and savings. At the end of 2013, the Company had cash and cash equivalents in an amount of Baht 785 million, increasing by Baht 131 million or 20.1% from the previous year. Current investment: The Company’s cash flow was invested in an equity instrument such as securities. At the end of 2013, the current investment amounted to Baht 27 million, decreased by Baht 40 million or 59.4%, compared to Financial status according to the consolidated financial the previous year. This is a result of redemption when statement the period expired. Additionally, all current investment (As of 31 December 2013 compared to 31 December 2012) were done in Baht currency. Assets Accounts receivable: As of 31 December 2013, the Company’s total assets A number of the Company’s accounts receivable amounted to Baht 6,961 million, increasing by Baht correlatively increased as the sales grew. The sales 556 million or 8.7%. The current assets increased included wholesale and sale to related businesses. in an amount of Baht 407 million compared to the In 2013, accounts receivable amounted to Baht 313 previous year while the non-current assets increased million, increasing by Baht 41 million or 15.0% from the in an amount of Baht 149 million compared to the previous year. Most of the accounts receivable were previous year. The significant change in assets can be companies, corporations, organizations or government displayed as follows. agencies. Their financial status were secured so they were able to pay on time. Notwithstanding, the Company had a policy to establish an allowance for

ANNUAL REPORT 2013 61 doubtful accounts in case of unable to collect debt. On the other hand, B2S reduced its volume of inventory The allowance for doubtful accounts was set at 50% particularly books to match with the trend of business. for an account receivable outstanding for 91-180 days As a consequence, B2S’s inventory increased in a low and at 100% for an account receivable outstanding for level. The increase was due mainly to newly opened more than 181 days. stores. Other receivable: Property, plant and equipment: It comprised of advance expenses, promotional As the Company expanded its warehouse from 7,000 account receivable and others. At the end of 2013, square meters to 15,000 square meters. Eight new the Company’s other receivable amounted to Baht OfficeMate stores and eleven new B2S stores were 262 million, increased by Baht 130 million or 97.8% opened. At the end of the year, property, plant and compared to the previous year. In addition to increasing equipment amounted to Baht 711 million, increasing by incomes correlating to growth, the main reason was Baht 148 million or 26.3% compared to the previous opening new OfficeMate and B2S stores. These stores year. were launched during the end of the year; therefore, Liabilities the accrued advertising expenses and sales promotion As of 31 December 2013, total liabilities amounted to expenses greatly increased compared to the same Baht 2,394 million, increasing by Baht 227 million or period of the previous year. Another factor was the 10.5%, compared to the previous year. The Company’s accrued supporting money for opening new stores. non-current liabilities decreased in an amount of Baht Merchandise inventory: 5.08 million, compared to the previous year. The As of 31 December 2013, the merchandise inventory significant change in liabilities of the Company can be amounted to Baht 1,411 million, increased by Baht 145 shown as follows. million or 11.4% compared to the previous year due Accounts payable: mainly to increasingly storing products in a warehouse. At the end of 2013, accounts payable amounted to This aims to respond to the demand as well as the Baht 1,850 million, increased by Baht 131 million or increase in products for newly-opened OfficeMate and 7.6% from the previous year. This was an effect of B2S stores during the year. an increase in purchasing products for OfficeMate Regarding the business of OfficeMate, the Company’s business. It intended to prepare for sales expansion. policy on purchasing is that once a product in an At the same time, accounts payable of B2S decreased inventory list or store was fewer than the specified because of decreasing in purchasing. level, the purchasing order will be placed. This develops Other payable: from the customer’s behavior in the past. Thus, the Construction debt was the main account payable. In Company is able to stock its inventory in an appropriate 2013, OfficeMate and B2S opened many new stores amount as well as manage its inventory effectively. particularly at the end of the year. In addition, accrued Normally, the merchandise inventory during the end rent increased. As a result, at the end of 2013, other of the year is more than other periods of the year payable amounted to Baht 419 million, increasing by because the Company buys products during this time in Baht 87 million or 26.2% compared to the previous order to prepare for customers’ order at the beginning year. of the year when the purchasing order is often in a high level according to the customers’ behavior. The Shareholders’ equity Company also prepares special merchandise for gifts on As of 31 December 2013, shareholders’ equity amounted new year season. to Baht 4,567 million, increasing by Baht 329 million

62 ANNUAL REPORT 2013 or 7.8%, compared to the previous year. The legal reserved fund increased in an amount of Baht 15.92 million. The due to an increase in retained earnings. The unappropriated retained earning increased by Baht 313 million, compared to the previous year Capital structure As of 31 December 2013, the Company’s capital structure comprised of total liabilities of Baht 2,394 million and total equity of Baht 4,567 million. Therefore, the Company’s financial statement was in net cash and there was no any financial debt from loan. The Company had liability to equity ratio equal to 0.5.

ANNUAL REPORT 2013 63 DIVIDEND POLICY Policy of the Company The Company has set a policy to pay a dividend payment of no less than 40% of its net profit after deduction of taxes and legal reserves. However, the dividend payment is subject to change depending on an operational result, business expansion plan, liquidity, necessity and other appropriate reasons of the Company in the future.

Dividend per Share Year Net Profit* (Baht) Payout Ratio*** (Baht) 2011 45,971,945 0.26 46.33% 2012** 45,129,669 0.45 112.72% 2013 408,792,396 0.50 40.72%

*For year 2011 and 2012, net profit came from the separate financial statements, but consolidated financial statements for year 2013 **In year 2012, Dividend payment was made 2 times, the first lot was Baht 0.20 for 80 million common shares and the second lost was Baht 0.25 for 320 million common shares. ***The payout ratio calculation bases on the net profit after deduction of taxes and legal reserve

According to the meeting of the Company’s Board of Directors No. 1/2014 held on 24 February 2014, the meeting passed the resolution of dividend payment to shareholders at the rate of Baht 0.50 per share. The resolution will be proposed to the 2014 Annual General Meeting of Shareholders on 21 April 2014 to consider the approval of dividend payment. Policy of the subsidiaries The Company has a policy to pay a dividend of its subsidiaries; however, this has to be approved by the Board of Directors or the authorized directors. Notwithstanding, dividend payment from its subsidiaries shall be subject to operation result, business expansion plan, liquidity, financial statement, any financial condition and constraint toward creditors (if any) and any other possibility.

64 ANNUAL REPORT 2013 MAJOR SHAREHOLDERS

Issued and paid-up capital The Company’s registered capital of Baht 320 million and the paid up capital of Baht 320 million with 320,000,000 common shares and par value of Baht 1. As of 27 December 2013, the Company share price was at Baht 29.50 and the market capitalization was at Baht 9,440 million. Shareholders Top 10 shareholder list as of 27 December 2013 Shareholder Name No.of Share Percentage 1. Chirathivat Family 202,505,100 63.28 Mr.Narongrit Chirathivat 31,479,000 9.84 Mr.Sudhitham Chirathivat 28,995,000 9.06 Mr.Pichai Chirathivat 28,170,000 8.80 Mr.Suthilaksh Chirathivat 27,945,000 8.73 Ms.Jariya Chirathivat 27,519,000 8.60 Mr.Tos Chirathivat 27,420,000 8.57 Others 30,977,100 9.68 2. Ounjai Family 37,959,700 11.87 Mr.Worawoot Ounjai 28,241,100 8.83 Others 9,718,600 3.04 3. Thai NVDR Co.,Ltd 6,363,601 1.99 4. GMM Grammy Public Company Limited 3,680,000 1.15 5. Mr.Monchai Leesirikul 3,350,000 1.05 6. Ms.Charaspun Panjasub 3,000,000 0.94 7. Mr.Thawatchai Tantipoj 2,070,000 0.65 8. Mr.Peeranut Tantipoj 1,784,300 0.56 9. Mr.Weerawat Chutichetpong 1,718,000 0.54 10. Bangkok Life Assurance Public Company Limited 1,500,000 0.47

ANNUAL REPORT 2013 65 Major shareholders who have significant influence on policies or operations of the Company Chirathivat family and Ounjai family hold approximately 63% and 12% of the total shares respectively, altogether approximately 75% of total shares of the Company. They are major shareholders who have significant influence on policy formulation or operations of the Company. This is because 5 out of 9 members of the Board are representatives of Chirathivat family and 1 out of 9 members of the Board is representative of Ounjai family. Foreign Limit in Shareholding The Company has set a foreign limit of 49% of the issued and paid-up capital. As of 27 December 2013, foreign shareholders altogether held 0.13%.

Shareholder No. of shares Percentage Thai shareholders 319,576,400 99.87 Foreign shareholders 423,600 0.13 Total 320,000,000 100.00

Directors and managements holding the Company shares

No.of Shares Percentage to Total Name of Director and Management As of 27 December 2013 Issued and Paid-up Shares Mr.Sahas Treetipbut - - Mrs. Angkarat Priebjrivat - - Ms.Chuleeporn Piemsomboon - - Mr. Worawoot Ounjai* 34,241,100* 10.70 Mr.Suthilaksh Chirathivat 27,945,000 8.73 Ms.Jariya Chirathivat 27,519,000 8.59 Mr.Pandit Mongkolkul - - Mr.Preecha Ekkunagul - - Mr.Nath Vongpanich - - Mr. Anop Boonthaweepat 240,500 0.075 Mrs. Pattama Wannavittayapa 30,000 0.094 *including shareholding in the Company by spouse and minor child

Total no. of shareholding by directors and managements 89,975,600 28.12

66 ANNUAL REPORT 2013 RISK FACTOR

The Board of Directors has paid attention to risk However, merger between Office Club (Thai) Co., Ltd. management continuously. The risk management and B2S Co., Ltd., retail stores with similar products, working group, including high executives in every increased sales channels through storefront and related department, was found. Its roles are to manage customer bases. Moreover, it added more variety in risk at an operational level and then directly report to terms of products which could respond to the needs of the audit committee quarterly before proposing to the private and corporate customers. There was efficiency meeting of the Board of Directors. However, in 2013, in purchasing and economy of scale. As a result, the the Board of Directors, seeing an importance of risk Company’s unit cost decreased while competitiveness management, set up the risk management committee increased. The Company determined to maintain its to set a policy, follow up and analyze risks. This also position as a leader in stationery and office supply aimed to enhance effectiveness of the Company’s risk business by selling via existing storefronts of B2S and management which, in turn, add value to shareholders OfficeMate, which was renamed from Office Depot. in a long term. Furthermore, the Company plans to expand its retail In 2013, possible risks affecting the business operation business to selling via catalog and e-commerce in order to respond to private customers. It pays high attention are as follows. to the quality of product with an affordable price. Service Risk from competition in the industry is provided transparently and professionally. Modern Stationery, office supply and everyday product business information technology and management system are is considered as a high competitive business because applied with the development of direct sales via call of low investment. As a result, it is easy to have new center and website. Free delivery and after sales service competitors. Natures of business operator are varied are offered. Due to these factors, competitiveness and such as retail stores, modern trades, direct sales, sales market share are maintained sustainably. through catalog, etc. Therefore, competition style is varied.

ANNUAL REPORT 2013 67 Operational risk Risk from interruption in online sales and call center Online sales or call center may be interrupted due to error in computer and information systems as they are other channels generating revenue to the Company. They may affect the Company’s business capacity. The Company may lose its customers to other competitors due to lack of convenient service. The Company, realizing this risk, has improved and developed its computer and information technology systems. They can bear increasing purchasing orders. The Company also has anti-virus and back-up systems. Risk from dependent upon warehouse Products sold online or via call center are stored at a Risk from obsolete and lost products warehouse. At present, the Company has one warehouse Products that OfficeMate sell nowadays are necessary at Nong Chok District, Bangkok. One warehouse is the goods in office. The trend of products is quite stable. Company’s strategy so that the Company can deliver However, there is a risk from obsoleteness because of product on time as its commitment to customers. technology change. While the trend of B2S product is Moreover, a one-warehouse policy is suitable for the more quickly changing than the trend of OfficeMate size of the Company. Effectiveness of the logistic products. B2S products which are easily obsolete management is higher while operational cost is low. arebooks and magazine. However, the Company’s Notwithstanding, the business may be affected, if the parters agree to be responsible in case of obsolete existing warehouse faces any event such as an accident products. or a natural disaster which causes the Company is Regarding product management, the Company pays high unable to operate its business. attention to supply chain including regularly controlling With the abovementioned reason, the Company and monitoring inventory in each branch. Its objective has a counterplan to buy a product in case of any is to be able to manage the quantity of its inventory extenuating circumstances. The Company also has a and products in storefront. Impairment of obsolete loss and prevention system. Furthermore, the Company products is also the Company’s accounting policy. enters into an insurance agreement to manage any loss Moreover, as of the end of 2013, the Company has 134 which may arise. stores of OffIceMate and B2S. It is common that the In addition, to prepare for online business expansion Company may face problems concerning defective and regarding everyday product, the Company plans to lost products. The Company is aware of this matter; lease a new warehouse in a new location. This will therefore, it installs security cameras in each stores. enhance competitiveness because this warehouse is Operational process has been prescribed for storefront close to the place where the product is produced. It employees to oversight and monitor customers in order reduces risk from depending on one warehouse as well. to reduce any risk from product loss. The Company, in addition, has a policy to reserve expenses in case of product loss so as to reduce any effect from expenses during stock counting period

68 ANNUAL REPORT 2013 Financial risk As of 31 December 2013, the Company’s cash and cash Concerning currency exchange risk, there are only equivalent amounted to Baht 785 million. Moreover, a few number of transaction in foreign countries at regarding the liquidity ratio, the Company’s current ratio present. Hence, there is almost no significant effect was 1.21 while the it was 1.15 in the previous year. from this risk to the Company. The Company had no financial liability. The Company’s current liabilities are mostly accounts payable. Regarding fund raising to cover with store expansion and renovation, the Company regularly estimates cash flow and it has strict discipline in spending. At present, the Company is able to invest according to its plan specified by estimated operational cash flow.

ANNUAL REPORT 2013 69 MANAGEMENT STRUCTURE The organization structure of the Company consists of The Board of Directors the Board of Directors which responsible for supervision of the Company’s governance, and 5 specific committee As of 31 December 2013, the Board of Directors which includes Audit Committee, Board of Executive consists of 9 members who are 1 Executive Director, 5 Committee, Nomination and Remuneration Committee, Non-Executive Directors and 3 Non-Executive Risk Management Committee and Corporate Governance Independent Directors, accounting for more than Committee. one-thirds of the Board of Directors. This structure exhibits an appropriate balance and diversity. Also, the Regarding the business operation management, the Chairman of the Board of Directors is Non-Executive Company has the explicit business structure consisting Independent Director. of 3 business units which are OfficeMate, B2S, and Online Shopping. Each business unit has their own Managing Director as a top executive to manage the routine operation and directly report to Chief Executive Officer. Details of Management Structure are as follow:

Meeting Name Position Attendance * Mr.Sahas Treetipbut Chairman of the Board/Independent Director 5/5 Mrs. Angkarat Priebjrivat Independent Director 4/5** Ms.Chuleeporn Piemsomboon Independent Director 4/5** Mr. Worawoot Ounjai Executive Director 5/5 Mr.Suthilaksh Chirathivat Non-Executive Director 5/5 Mr.Preecha Ekkunagul*** Non-Executive Director 5/5 Mr.Pandit Mongkolkul Non-Executive Director 5/5 Ms.Jariya Chirathivat Non-Executive Director 5/5 Mr.Nath Vongpanich Non-Executive Director 4/5**

* The Board of Directors Meeting in 2013 (Number of attending/Total number of Meeting) ** Ms.Chuleeporn Piemsomboon dismissed the Board of Directors Meeting No.2/2013 due to her business emergency leave. Mr.Nath Vongpanich dismissed the Board of Directors Meeting No.3/2013 due to his urgently business trip in abroad. Mrs.Angkarat Priebjrivat dismissed the Board of Directors Meeting No.5/2013 due to her business emergency leave. ***Mr.Preecha Ekkunagul resigned from the designation, which effective from 2 January 2014 onwards.

70 ANNUAL REPORT 2013 Authorized Directors with the Company's Seal Affixed Power and Duties of the Board of Directors Mr. Worawoot Ounjai, Mr. Suthilaksh Chirathivat, 1. To comply with laws, objectives, regulations, and the Mr. Preecha Ekkunagul, Mr. Pandit Mongkolkul, Mr. resolution of the shareholders’ Annual General Meeting Nath Vongpanich, and Miss Jariya Chirathivat, two-sixth with honesty, responsibility, carefulness, protection of the aforementioned Directors jointly sign with the of the Company’s interest on the basis of the Good Company’s seal affixed. Corporate Governance principles. The Board of Directors has a duty to perform the 2. To revise and consider providing opinion on important Company’s business in compliance with laws, details such as policy, business operation strategy, objectives, Article of Association of the Company and business plan, large project budget, administration the resolutions of the shareholder’s meetings together power, and others as stipulated by law, including the with the compliance with the rules and regulations of supervision and management of the Executive in order the Stock Exchange of Thailand and the Securities to comply with the assigned policy with efficiency and Exchange Commission. The Board also adheres to the effectiveness. business conduct and takes the interest of all sides into 3. To establish reliable accounting system, financial consideration as well as provides credible accounting report, and auditing, as well as to ensure the efficiency system, financial reports and audit. and effectiveness of the internal control system, the In performing duties, the Board of Directors may assign internal auditing, and the risk management. a director or many directors or any person to perform 4. To prepare the annual report of the Board of Director any act on behalf of the Board of Directors under the and to be responsible for the preparation and the control of the Board of Directors or authorize such disclosure of the financial statement to present the person to have the power as the Board of Directors annual financial status and the operating results which deems appropriate and within the period as the Board to be proposed to the shareholders of the Company. of Directors deems appropriate. 5. The Board of Directors may assign a Director or Directors or others to perform a task on behalf of the Board of Directors. However, the aforementioned

ANNUAL REPORT 2013 71 authorization shall not include the authorization which Thus, the scope and power of the Board of Directors facilitates the Director or the authorized person from shall conform to law and regulations of the Company the Director to approve the transaction with the and related organizations, namely, the Securities and conflicts of interest of the Director or the person, or Exchange Commission and the Stock Exchange of any other interest with the Company or its subsidiaries, Thailand. Also, the Directors or persons with possible unless the approval of the transaction is the normal conflicts of interest, or interested persons in any form business transaction which follows the general trading shall be abstained from voting right of that certain agreement as stipulated by the Board of Directors on subject. the authority and/or financial amount under the condition and procedure stated in the connected transaction, and Management the acquisition and disposal of the important assets of As of 31 December 2013, The Company’s the Executives the listed companies following the regulations of the following the definition stipulated by the SEC consist Stock Exchange of Thailand or the notifications of the of 13 members: Chief Executive Officer, 3 Managing Securities and Exchange Commission. Directors, 5 OfficeMate Vice Presidents, 3 B2S Vice Presidents, and 1 General Manager, namely:

Name Position Mr. Worawoot Ounjai Chief Executive Officer

OfficeMate Business Ms. Wilawan Rerkriengkrai Managing Director Mr. Kosit Lekanont Vice President-Operations Ms. Wiritya Maneewong Vice President-Sales Administration and CRM Mrs. Pattama Wannavittayapa Vice President-Marketing Ms. Napasorn Kochasan Vice President-Logistics and Supply Chain Mr. Thanawat Jirangkapat * Vice President-Merchandising

B2S Business Mr. Somchai Tawonrungroaj Managing Director Ms. Ruedeeporn Sirapanivong Vice President-Operations Mr. Kiengsak Pongkittipu* Vice President-Marketing Ms. Pornthip SaeTang Vice President-Merchandising

Online Business Mr. Anop Boonthaweepat Chief Information Officer

Finance Mr. Tanunchai Klumdaeng General Manager-Finance and Accounting

*Mr.Thanawat Jirangkapat resigned from the position of Vice President-Product Management which effective since 1 January 2014 onwards. Mr. Kiengsak Pongkittipu transferred from Vice President-Marketing of B2S to be Vice President-Product Management of OfficeMate which effective since 1 January 2014 onwards.

72 ANNUAL REPORT 2013 Power and Duties of the Chief Executive Officer Company Secretary 1. To stipulate the corporate structure and management procedures to cover details of selection, training, The Board of Directors appointed Ms.Jiraphan Thongtan*, employment, and disemployment of the Company’s General Manager- Investor Relations from Central Retail staff. Corporation Limited, act as the Company Secretary to arrange the meeting of the Board of Directors and 2. To have the authority to appoint and to demote the Shareholders, including filing related documents and Company’s staff under the position of the Managing supporting activities to be compliance with the good Director. corporate governance principles as well as with the 3. To prepare business plan and stipulate administration Securities and Exchange Act. authority, including preparing business operation budget Ms.Jiraphan Thongtan participated in the training courses and annual expenses budget. which are relevant to the duties, which included of Thai 4. To operate business in compliance with the business Institue of Directors; Company Secretary Program (CSP) plan and strategy to be in accordance with the policy and Effective Minute Taking (EMT), Basic Laws and and guidelines proposed to the Executive Committee Listed Company Regulations, and Company Secretary and the Board of Directors. Program by Thai Listed Companies Association (TLCA). *Ms.Jiraphan Thongtan is appointed as a new Company 5. To have the authority of approve and assign the Secretary in replacement of Ms. Wilawan Rerkriengkrai and authority of disbursement for procurement of assets, Ms.Narumon Wipacharoen, effective from 9 August 2013 services, and transactions for the Company’s interest. onwards. The said authority of approval is the approval of normal Duties of the Company Secretary trading transaction with the financial limit of no more Pursant to Section of 89/15 of the Securities and than Baht 5 million or equivalent per each transaction. Exchange Act B.E. 2535, the Board of Directors must 6. To perform other duties assigned by the Board of appoint the Company Secretary to lawfully perform Directors. the duty on behalf of the Company or the Board of Directors in the following duties: The aforementioned powers shall be performed under the law, rules, and regulations of the Company. However, 1. Prepare and keep documents, including : the assignment of the authorization shall not include a) a register of directors the authority to facility the Chief Executive Officer b) annual report of the company to approve the transaction that the Chief Executive c) a notice calling director meeting and a minute of Officer or persons with possible conflicts of interest or meeting of the board of directors interest against the Company or its subsidiaries unless d) a notice calling shareholders meeting and the transaction is the normal business transaction and a minute of shareholders’ meeting follows the general trading agreement as stipulated 2. Keep a report on interest filed by a director or an by the Board of Directors concerning the authority executive. and/or financial limit under the principles, conditions, and procedures concerning the connected transaction 3. Arrange the meeting of the board of directors, the or acquisition or disposal of the important assets of subcommittees and the shareholders meeting including the Company or its subsidiaries as stipulated by the preparing minutes of those meetings so as to be in Securities and Exchange Commission (SEC) and the compliance with relevant regulations, rules and laws. Stock Exchange of Thailand (SET). 4. Be a center of communication between directors, executives and shareholders.

ANNUAL REPORT 2013 73 5. Coordinate and follow the performance under the which has been carefully examined. The criteria are resolution of the directors and of the shareholders. also in accordance with the business profits of the 6. Make sure that there is disclosure of information Company, responsibilities of the Board as well as and information report of the responsible part to the comparing with the reference data of other companies regulatory body under the regulation and requirement in the same business or comparable business. of such authority. The remunerations in cash for 2013 was paid to 7. Perform any other duties prescribed by the Capital 9 directors totaling of Baht 2,048,000( Baht 852,000 Market Supervisory Board or assigned by the Company’s for 2012) The remuneration for the entire Board of board of directors. Directors in the year 2013 which was approved by the General Meeting of the Shareholders no. 1/2013 was in Nomination of the Directors and Executives the total amount not exceeding Baht 3,000,000 (Three million Baht net). (1) Remuneration in Cash Directors The Company has fairly and reasonably considered the policy regarding remuneration of directors

The structure of the monetary remuneration for directors comprises of 2 types of remuneration, quarterly fee and meeting fee, as follows:

Quarterly Fee (Baht) 2013

Chairman of the Board of Directors 25,000 Chairman of the Audit Committee Independence Directors 20,000 Non-Executive Directors/ Executive Directors 20,000

Meeting Allowance/Time (Baht) 2013

Board of Directors Chairman of the Board of Directors 26,000 Independence Directors / Non-Executive Directors 20,000

Audit Committee Chairman of the Audit Committee 30,000 Audit Committee 24,000

Executive Committee Chairman of the Executive Committee 17,000 Independence Directors / Non-Executive Directors 15,000

74 ANNUAL REPORT 2013 80,000 180,000 180,000 180,000 330,000 220,000 350,000 280,000 248,000 (Baht) Total Amount Total Amount 80,000 80,000 80,000 80,000 80,000 80,000 80,000 100,000 100,000 (Baht) Quarterly Fee Quarterly Fee , ------60,000 68,000 Executive Executive Committee ------120,000 120,000 150,000 Audit Audit Committee - Meeting Allowance (Baht) 80,000 80,000 80,000 130,000 100,000 100,000 100,000 100,000 Board of Board of Directors Position Chairman of the Board Directors/ Independence Director/ Chairman of Corporate Governance Committee/ Audit Committee Independence Director/ Chairman of the Audit Committee/ Chairman of the Risk Management Committee Independence Director/Audit Committee/ Nomination and Remuneration Committee Director/ Chairman of Nomination and Remuneration Committee Director/ Executive Risk Management Committee Director/ Corporate Governance Committee Director/ Risk Management Committee Director/ Chairman of Executive Committee/ Director/ Chairman of Executive Committee/ Nomination and Remuneration Committee Director/ Executive Director/ Director/ Executive Corporate Governance Committee Name Mr.Sahas Treetipbut Mr.Sahas Treetipbut Mrs. Angkarat Priebjrivat Piemsomboon Ms.Chuleeporn Mr.Suthilaksh Chirathivat Mr. Worawoot Ounjai Ms.Jariya Chirathivat Mr.Pandit Mongkolkul Mr.Preecha Ekkunagul Mr.Nath Vongpanich 2013 Company’s remuneration to the Directors

ANNUAL REPORT 2013 75 Managements The Executive Commitee will consider and review the Chief Executive Officer’s remuneration and management for appropriately fixed based on the remuneration structure of the Company and compared to the performance and consistency with the duties and responsibilities assigned including in the similar industry. Details of remuneration paid to the management are as follows:

2013 2012 Remuneration Details (Baht.Mil) (Baht.Mil) 1. Monetary Remuneration 1.1 Salary, bonus, and others 45.60 12.37 1.2 Social security fund and provident fund 1.40 0.58 Total 47.00 12.95 2. Non-monetary Remuneration none none Number of Management 13 7

(2) Others Remunerations - None- Personnel Number of Employee As of 31 December 2013, the Company and its subsidiaries had 2,978 permanent employees, including employees in the operation line at the stores, employee at the warehouse, employee at Call-center unit, and employees in the central office for those 3 core businesses (OfficeMate, B2S and Online Business) (the permanent employees in 2012 were 2,505 employees which consisting of 955 males and 1,550 females)

2013 Number of Employees Male Female Total B2S 373 815 1,188 OfficeMate 803 987 1,790 Total group of the Company 1,176 1,802 2,978

Employee’s Compensation The Company's remuneration of employees shall be as close to the industry of similar size together with the proper benefits to employees under the law. It is considered more appropriate in case by case i.e. diligent allowance, up-country allowance, uniforms, employee shuttles, year of service awards, providence fund of 3-5 percent by age for voluntary employee contribution to the Company which the Company will provide employees at the same rate.

76 ANNUAL REPORT 2013 Personnel Expenses (Baht Mil.) 2013 2012 Salary and wage 599 390 Employee’s benefits 5 3 Provident fund 7 3 Others 122 68 Total 733 464

Welfares and Employee Relations Activities The Company has placed the Employee Service Center (ESC) to be in charge compensation, welfare etc. ESC still have more duties about look after employee‘s life, working environment because the Company would like to make employee feel warm and great since the first day that they started to be our employee. Moreover, ESC services and sets relax room, media and magazines for staff to relax and feel happy during the working day, in addition, ESC still launch the activities such as games, team building etc., for staff to improve team working skills for better work as follows: Yearly Health Check Above the health insurance to employees, the Company arranges the yearly health check by coordinating with Family Day public-private hospital/medical center to provide free is the project that set the traveling program for our health check to all employees at their work places. employee and employee’s family to travel in Thailand. In 2013, Inter-Medical Center and Lab Co., Ltd. The Company will set many interesting travel places Cooperated to do health check for free to the employees. for staff to choose and can take their family to travel with. This project can help staff to get more chance to Sport Day have special time with their family and also help staff The Company concerns about the employee’s health to spend more time with their family. and support our employee to work out and exercise in order to have a good health. Furthermore, the Company Smile D Project still encourages the employee to play sports together in is the project setting for giving an advice to our staff in order that they can know each other and make friends every problem. The employee can call to get the advice during playing sports together. Playing sports can help from the professionalists of our project via Hot Line staff learn and understand to win, to lose, to forgive Call. These can support our staff to feel more relax and to be friends as well. and not get too much stress and have good attitude towards work and life. Every problem of our staff can affect work performance so that we have to help our staff to solve the problem or give an advice to make our staff feel happier and more relax.

ANNUAL REPORT 2013 77 Happy Birthday Project The Company has the policies to celebrate the staff’s General Management Group birthday by giving the presents and setting the birthday Function Development Group party to our staff. ESC will take responsibilities to be Business Acumen Group the facilitators to support this project for staff. There are more 150 courses and training road map New Year Party of each position which are covered three groups of Project is launched every year to make staff happy and subject. In the principle, selecting the course will be enjoyable the New Year party after working the whole considered that staff of each position needs to pass year and establish better relations among staff and their courses first. Our course can be used to develop know each other better. working skill and increase knowledge and ability to Human Resources Development improve customer service skill effectively and efficiently The Company concerns about how to develop and in line with the Code of Conduct such as improve staff capabilities and give more opportunities (1) Employment: 0-5 months is to apply their knowledge for staff to learn and attend classes to gain more skills. Moreover, the Company still gives an importance (2) Employement: 3-12 months is to learn the knowledge to improving staff’s skill to work more effectively by of employees who have been working to develop their supporting and developing tools, projects and courses skills to become more proficient and 1) Development in line with corporate strategy Level: Executive Level: Staff-Division Manager Individual Development (IDP) Plan is a tool to consider The Company has a tool to develop our staff which an executive level as an individual and determine is training road map. Training road map has been whether an individual will need to receive training to designed from job description according to positions of be able to enhance the work efficiency. staff as follows:

78 ANNUAL REPORT 2013 2) The development on management and leadership in various fields to framework for systematic learning development as below: For effective strategic management and decentralization - Define the need for training in line with corporate of responsibility systematically and in the same direction, strategy and professional ability to increase the the Company has a policy of encouraging employee with competitiveness and leadership in business remarkable achievements in the profession to be trained to prepare for management and leadership development - Orient for the Company's business, business structure in order to optimize the performance of management and overall business management, learning strategies in in the future to keep pace with the competition and conjunction with the development of personnel the transformation of the business. The courses - Develop and promote learning through the library, provided, will be related to management and leadership website for learning within the organization (CMS Website), development programs such as a supervisor program, e-Learning Room, and etc. professional manager program, which the course for at - Develop Self-Learning from Functional Team Learning, least 1-5-year employment, and etc. Cross Functional Team Learning, and etc. 3) The roadmap on human development and learning management To provide customers with accurate, fast and reliable is the heart of the business of distance trade, so it is important that employee at all levels must realize that the customer is the most valuable asset to our organization and to work in their duty to build the customer satisfaction. So the Company has activities

ANNUAL REPORT 2013 79 CORPORATE GOVERNANCE

Corporate Governance Policy and code of conduct for corporate governance of directors, Code of Conduct executives and employees, detail of which can be viewed at the Company’s webpage concerning investor The Company Board of Directors is firmly determined relations: www.officemate.co.th. to develop the Organization for sustainable growth; to become a transparent Organization and to have a In 2013, the Board of Directors meeting no. 4/2013 true corporate governance, responsibility and maintain resolved to appoint the corporate governance committee the benefits of the stakeholders and society in the to be responsible for corporate governance of the overall, develop personnel to become good people with Company. This can be considered as an important step righteousness, promote knowledge and quality of life on this aspect. along with the environmental development and the better environment Sub-Committee The structure of the Company’s committee included The Company Board of Directors maps out the the Board of Directors and two sub-committees, the Corporate Governance Policy as main Missions of Audit Committee and the Executive Committee. In the Organization Strategy to all levels of employees 2013, the Board of Directors set up three additional throughout the Organization to have knowledge, sub committees, the Nomination and Remuneration understanding, consciousness in performing their duties Committee, the Risk Management Committee and the with self-responsibilities and social responsibilities, Corporate Governance Committee. Names and scope of including due care with honest to themselves and work of each sub-committee are as follows. others. In order to ensure that there is good corporate governance, the Company makes the “CG Handbook” The Audit Committee (3-year term) covering corporate governance principles under the The members of Audit Committee appointed by the OECD Principle of Corporate Governance, 2004. This Board of Directors are an expert independent director, is an international standard. In addition, there is a not an executive of the Company. Their qualification are

80 ANNUAL REPORT 2013 met with the requirement set by the Stock Exchange of 5. To consider the connected transaction or possible Thailand and the Office of The Securities and Exchange conflicts of interest transaction to follow laws and Commission the regulations of the Stock Exchange, to ensure the As of 31 December, 2013, the Audit Committee consists reasonability and the utmost benefit to the Company of of 3 Directors, namely, the aforementioned transactions; 6. To prepare the Audit Committee report by disclosing 1. Mrs. Angkarat Priebjrivat in the Company’s Annual Report. The report shall be Chairman of the Audit Committee signed by the Chairman of the Audit Committee and shall consist of at least the following details: 2. Mr. Sahas Treetipbut Member of the Audit Committee a) Opinion on accuracy, completeness, and creditability of the Company’s financial statement; 3. Ms. Chuleeporn Piemsomboon Member of the Audit Committee b) Opinion on the sufficiency of the Company’s internal control system; Mrs. Angkarat Priebjrivat, Mr. Sahas Treetipbut, and c) Opinion on the compliance with the Securities and Ms. Chuleeporn Piemsomboon, members of the Audit Exchange law of the Stock Exchange or the law related Committee are equipped with knowledge and experience to the Company’s business; in auditing financial statement. Moreover, they do not have any relationship with the Company either in terms d) Opinion on the suitability of the Auditor; of business or service providing. e) Opinion on the transaction with possible conflicts Secretary to the Audit Committee: Mr. Phisoot Suksangtip of interest; Power and Duties of the Audit Committee f) Numbers of the meetings of the Audit Committee 1. To verify the accuracy and sufficiency of the and the attendance of each member of the Audit Company’s financial report; Committee; 2. To ensure the suitability and effectiveness of the g) Opinion or remark which the Audit Committee Company’s internal control system and internal auditing receives from its performance following the Charter; system and to consider the independency of the internal h) Other items which the shareholders or general auditing unit, as well as to provide an approval of investors should be acknowledged under the scope consideration of appointment, transfer, disemployment and responsibility assigned by the Board of Directors. of the head of the internal auditing unit or other units 7. Any operation assigned by the Board of Directors with the responsibility of the internal auditing; with an approval from the Audit Committee. 3. To ensure the Company’s compliance with the To comply with the aforementioned duties, the Audit Securities and Exchange law, the regulation of the Committee shall be directly responsible to the Board Stock Exchange, and laws related with the Company’s of Directors, and the Board of Directors shall have the business; responsibility of the Company’s operation toward the 4. To consider, select, and appoint candidates with third party independency to be the Company’s Auditor and to Executive Committee (3-year term) propose the remuneration of the said person, as well As of 31 December 2013, the Executive Committee, as to attend the meeting with the Auditor without the appointed by the Board of Directors, consist of the presence of the management at least once a year; following persons.

ANNUAL REPORT 2013 81 1. Mr. Preecha Ekkunakul* Securities and Exchange Commission (SEC) and the Chairman of the Executive Committee Stock Exchange of Thailand (SET) shall comply with the said principles and procedures. 2. Mr. Worawoot Ounjai Executive Director Nomination and Remuneration Committee (3-year term) In 2013, the Board of Directors resolved to appoint 3. Mr. Nath Vongpanich the Nomination and Remuneration Committee. As of Non-Executive Director 31 December 2013, the Nomination and Remuneration Committee comprised the following persons. Secretary to Executive Committee: Ms. Jiraphan Thongtan *Mr. Preecha Ekkunagul resigned from the position of the director of the Company and the chairman of the Executive 1. Mr. Suthilaksh Chirathivat Committee, effective from 2 January 2014 onwards. Chairman of the Nomination and Remuneration Committee Power and Duties of the Executive Committee 2. Ms. Chuleeporn Piemsomboon 1. To stipulate business policy, goal, operational plan, Member of the Nomination and business strategy, and annual budget to propose to the Remuneration Committee Board of Directors for further consideration of approval; 3. Mr. Preecha Ekkunagul 2. To manage the Company in order to follow the business Member of the Nomination and Remuneration Committee objectives, goal, operating plan, business strategy, and budget approved by the Board of Directors; Secretary to Nomination and Remuneration Committee: 3. To stipulate the corporate structure and the internal Ms. Jiraphan Thongtan administration authority for the utmost efficiency; *Mr. Preecha Ekkunagul resigned from the position of the 4. To consider approve the investment expenditure director of the Company and the member of the Nomination or transactions, applying for loans or credit from financial and Remuneration Committee, effective from 2 January 2014 institutions of the Company’s normal transaction within onwards. the credit line of each transaction or connected Scope of Duties and Responsibilities of the transactions with the total amount of no more than Nomination and Remuneration Committee Baht 50 million or equivalent, or as assigned by the Board of Directors; Nomination 1. Define the scope of work and policy on the selection 5. To perform any assigned duties by the Board of and recruitment of directors and sub-committee based Directors; on the size, structure, and composition of the Board The authorization to the aforementioned Executive of Directors, including determination of the qualification Committee must perform under the laws and the of the candidate for submission for the Board’s Company’s regulations, of which excludes the consideration and/or further to shareholders’ meetings authorization which facilitates the Executive Committee for approval. to approve a transaction that they or persons with 2 Nominate, select and propose qualified person for the possible conflicts of interest or interest against the position of director whose tenure have ended and/ or Company or its subsidiaries. The connected transaction unoccupied position including for newly appointed Chief or acquisition or disposal of the important assets of Executive Officer. the Company or its subsidiaries as stipulated by the

82 ANNUAL REPORT 2013 3. Prepare and regularly revise the succession plan for the position of Chief Executive Officer, and high-level executive. Compensation 1. Define a form of compensation and other benefits for directors and subcommittee for submission to the Board and further to shareholders’ meetings for approval as the case may be. 2. Define the method and practice of appropriate compensation both monetary and non-monetary compensation for directors and sub-committees for submission to the Board and further to shareholders’ meetings for approval. 3. Consider, set the objective, evaluate the outcome, present and approve the evaluation of the Chief Executive Officer’s performance to the Company’s board of directors in order to consider the suitability of 2. Follow up the performance under the risk management compensation. and ensure that the risk management is in an acceptable level as well as that risk management has been Risk Management Committee (3-year term) continuously complied with. In 2013, the Board of Directors resolved to appoint the Risk Management Committee. As of 31 December 3. Report the evaluation of risk management, measure 2013, the Risk Management Committee comprised of the and result thereof to the Audit Committee and the Board following persons. of Directors. 4. Advise about critical problems arising from risk 1. Mrs. Angkarat Priebjrivat management process and improvement. Chairman of the Risk Management Committee 5. Support appropriate risk management and internal 2. Mr. Worawoot Ounjai control culture. Member of Risk Management Committee 6. Perform duties under the scope of responsibilities 3. Mr. Pandit Mongkolkul under this Charter or other special duties as assigned Member of Risk Management Committee by the Board of Directors with an approval of the Risk Management Committee.

Secretary to Risk Management Committee: 7. Review the appropriateness of the Risk Management Mr. Tanunchai Klumdaeng Committee Charter annually. Scope of Duties and Responsibilities of the Risk Aiming for efficient and practical risk management Management Committee which covers all business units as well as for the 1. Present a policy and scope of risk management, Executives’ cooperation in risk management, the Risk submit to the Board of the Directors and assign the Management Committee, thus; appointed the risk Executives to apply such policy and scope. management working group in each business. They are the Officemate Risk Management Working Group, the

ANNUAL REPORT 2013 83 B2S Risk Management Working Group and the Online directors, management and employees, to assure that Risk Management Working Group. The executives in the Company full comply with the principle of the good each operation line, of which level is above the vice corporate governance and operate its business with president, the top executive of the human resources efficiency, transparency and be able to examine. department and the top executive of the financial and 4. Conduct self-assessment pertaining to the principle accounting department are comprised of as the working of the good corporate governance and submit the group. In addition, the top executive of the financial findings to the Board for consideration, approval, or and accounting department is also the secretary of the comments as deemed. working group. 5. Be the Company’s agent or assign any person Corporate Governance Committee (3-year term) to communicated and conduct activity concerning In 2013, the Board of Directors resolved to appoint the corporate governance with executives, employees and Corporate Governance Committee. As of 31 December other authorities. 2013, the Corporate Governance Committee comprised of the following persons. Nomination and Appointment of Directors and Chief Executives 1. Mr. Sahas Treetipbut Chairman of the Corporate Independent Director Governance Committee To be transparent and to communicate with the 2. Ms. Jariya Chirathivat stakeholders about the definition of “Independent Director Member of the Corporate and “Management”, Officemate Public Company Limited Governance Committee has determined the definitions in compliance with the minimum requirements of the Securities and Exchange 3. Mr. Nath Vongpanich Member of the Corporate Commission (the SEC) and the Stock Exchange of Governance Committee Thailand as follows: Definition: “Independent Director” Secretary to Corporate Governance Committee: Officemate Public Company Limited has determined the Ms. Jiraphan Thongtan definition of “Independent Director” that the independent Scope of Duties and Responsibilities of the Corporate director is a director who is not involved in the Governance Committee management of the Company’s business, independent 1. Define the policy and review an adequacy and from the management and the shareholders who have appropriation of the Company Good Corporate a control power. Governance Policy, including setting practices of good Qualification of Independent Director of the Company corporate governance and code of conduct to be in 1. holding shares not exceeding 1 per cent of the total accordance with the corporate governance principle and number of shares with voting rights of the Company, its submitting to the board of directors for approval. parent company, subsidiary company, affiliate company, 2. Define the policy and set the plan concerning major shareholder or controlling person, including shares corporate social responsibility activities. held by related persons of such independent director; 3. Quarterly meet up to follow up ongoing the 2. neither being nor used to be an executive director, Company’s good corporate governance plan and monitor employee, staff, advisor who receives salary, or practicing of the good corporate governance policy of controlling person of the Company, its parent company, subsidiary company, affiliate company, same-level

84 ANNUAL REPORT 2013 subsidiary company, major shareholder or controlling 9. not having any other characteristics which cause the person, unless the foregoing status has ended not less inability to express independent opinions with regard to than 2 years; the Company’s business operations. 3. not being a person related by blood or legal registration The definition of Independent Director of Officemate with the person who might be in conflict; Public Company Limited above has an equivalent meaning 4. not having a business relationship with the Company, and is in compliance with the minimum requirements its parent company, subsidiary company, affiliate of the Securities and Exchange Commission (the SEC) company, major shareholder or the person who might and the Stock Exchange of Thailand. be in conflict, in the manner which may interfere with As of 31 December 2013, there were three independent his independent judgement; directors in the Company. 5. neither being nor used to be auditor to the Company, Definition: “Management” its controlling person, parent company, subsidiary Officemate Public Company Limited has determined company, affiliate company, major shareholder, and the definition of “Management” in accordance with the never to be strategic shareholder, controlling person or Notification of the Securities and Exchange Commission, partner in the same company of auditor of the Company, No. Tor Jor 23/2551 Re: To determine the definition its controlling person, parent company, subsidiary of Management for the compliance with Module 3/1 company, affiliate company, major shareholder, unless of the Securities and Exchange Act B.E. 2535 which the foregoing relationship has ended not less than 2 additionally revised by the the Securities and Exchange years; (issue No.4) Act B.E. 2551 “Management” of the 6. neither being nor used to be any provider of any Company or the minor Company of module No.3/1 of professional services including those as legal advisor or the Securities and Exchange (issue No.4) Act B.E. financial advisor who receives service fees exceeding 2551 means “The chief or the executives who are the Baht 2 million per year from the Company, its controlling first four positions of the Company’s top management person, parent company, subsidiary company, affiliate after the chief, other the same positions and level company, major shareholder, unless the foregoing of the first four position after the chief including the relationship has ended not less than 2 years; Chief of Accounting or Finance who is higher position than the manager of the department or equal to that 7. not being the Director who appointed to be the position” representative of the Board of the Director, major shareholder or the shareholder related to major Nomination of Directors and Chief Executive Officer shareholder According to the Company’s Articles of Association, it specifies that at every annual general meeting of the 8. not undertaking any business in the same nature Company, one-third of the directors, or if their number and significantly in competition to the business of is not a multiple of three, then the number nearest to the Company or its subsidiary company or not being one-third shall retire from office. The director who has an executive director, employee, staff, advisor who been in office longest shall retire. A retiring director is receives salary or holds shares exceeding 1 per cent of eligible for re-election. the total number of shares with voting rights of other company which undertakes business in the same nature The Board of Directors intends to comply with the and significantly in competition to the business of the corporate governance principle and realizes the Company or its subsidiary company; importance of nomination and remuneration of the directors and top executives of the Company. This

ANNUAL REPORT 2013 85 should be done under the transparent, clear and compose of independent directors at least one third of efficient process. As a result, in 2013, the Board of the board size (9 persons). Directors found the Nomination and Remuneration Criteria and procedure for electing directors at the Committee, comprising of one independent director, shareholders meeting are as follows: one non-executive director. In addition to the two members, the other one non-executive director who - In vote for election of directors, majority vote shall has experience, expertise in business and works closely be regarded and each shareholder shall have one vote with the top executive, was appointed as the member per one share held by such shareholder. of the Nomination and Remuneration Committee. - Each shareholder may exercise all the votes he/she The Board of Directors was also aware of the importance to has to electing each candidate nominated as a director. set up the structure of the Nomination and Remuneration - After the vote, the candidates shall be ranked in order Committee under the corporate governance principle. descending from the highest number of votes received However, due to a limited number of independent to the lowest, and shall be appointed as directors directors as well as their increasing tasks, the suitable in that order in the amount required in the election. present structure of the Nomination and Remuneration Where there is an equality of votes cast for candidates Committee is that the ratio of independent directors is in descending order causing the number of directors not less than 50% of the Committee. The Chairman to be exceeded, the remaining appointments shall be of the Nomination and Remuneration Committee is the made by drawing lots in a manner determined by the non-executive director. chairman The nomination and remuneration committee have duties - Regarding the right of minor shareholders to appoint and responsibilities to propose, screen the qualified a director, the Company’s regulations specify that each candidate and nominate such qualified candidate for the shareholder has one vote for one share. The cumulative Board’s consideration and/or further to shareholders’ voting is not applicable. meetings for approval. The objective of this process is The nomination and remuneration committee lets the to find professional directors from diverse background directors and shareholders participate in nominating subject to the structure, size and composition of the qualified individuals as a director. directors. In addition, the Company’s shareholders were invited Appointment of the Company’s directors shall be via SET online system to have a right to propose the conducted according to the Article of Association as person(s) whose qualification comply with the Article of follows: Association, the Public Company Limited B.E.2535 Act, - The Company’s directors need not to be the Company’s and the notice of the Securities Exchange Commission shareholders. The third person who agrees to be the to the Company’s corporate secretary for consideration Company’s director and is appointed by the general as the candidate to serve as the Company director(s) shareholders meeting can be the Company’s directors. in advance for about 3 months before propose to the - The Company’s board of directors shall consist of not Nomination and Remuneration Committee’s meeting. The less than five directors and not less than half of those nomination and consideration procedure are published shall reside within the Kingdom. in the Company’s website, www.officemate.co.th. The shareholders who wish to propose the director nominee In addition, the Company has adopted the best practices must possess the following qualifications. of good corporate governance in regard to the board structure, where the Company’s board of directors shall

86 ANNUAL REPORT 2013 1. Being the shareholder of the Company which can be Monitoring the Operation of either one shareholder or combined shareholders. Subsidiaries and Affiliates 2. Holding minimum shares not less than 100,000 shares. The Company specifies a rule that nomination and vote 3. Having continuously held those shares in the amount for any director in its subsidiaries and affiliates has prescribed in the above section for not less than 1 year to be approved by the Company’s board of directors. and by the date the shareholder proposes the director A person appointed as a director in a subsidiary or nominee. affiliate has a duty to work for the optimum benefit The Company Secretary shall review the documents of such subsidiary or affiliate (not of the Company). initially prior to proposing to the Nomination and The Company prescribes that such person has to be Remuneration Committee for their consideration and approved by the Company’s board of directors prior to opinion to the Board of Directors to consider the resolve or vote in any matter which has to be approved appropriation of further submission to shareholders for by the board of directors if it is done by the Company. the approval. However, the resolution of the Board In addition, a number of directors representing the of Director shall be deemed the final decision. The Company in a subsidiary or affiliate is in accordance name of the nominated person approved by the Board with the shareholding ratio. of Director of the Company shall be included in the Furthermore, in case of a subsidiary, a person appointed agenda regarding the election of the Company’s by the Company has to monitor that such subsidiary directors, accompanied with the opinion of the Board has its complete regulation concerning connected of Director and propose to the shareholder meeting for transactions, acquisition or disposition of assets or any the approval. important transactions of such company. Such company Regarding the chief executive nomination, the board shall use the same regulation as the Company. Data of directors assigns the nomination and remuneration collection and accounting record of such subsidiary has committee to have duties and responsibilities to to be able to immediately check and compile for the screen, select and propose the qualified candidate for matter of preparing financial statements. the position of chief executive officer for the Board’s consideration and approval. Supervision of the Internal Information Usage To create transparency and to protect any seeking for the self-interest from the Company’s internal information usage which has not been disclosed to the public, as well as to avoid any scandal against the suitability of the share trading of the Company’s insiders, the Company has established the discipline of practice for Directors, Executives, and the staff of the Company to follow: Company’s Confidential Information Protection (1) Directors, Executives, employees and contractors shall keep information and documents, which are not be able to disclose and/or considered as a trade secret, confidential.

ANNUAL REPORT 2013 87 (2) Directors, Executives, and staff of the units are not (3) The Secretary of the Company is a contract person allowed to disclose the Company’s secret or information to other relevant organizations: within 2 years after their resignation. - The Securities and Exchange Commission (3) The management and the staff must understand - The Stock Exchange of Thailand the process, methods to protect the information in - The Thailand Securities Depository Co., Ltd. order to avoid the accidentally disclosure. - The Ministry of Commerce. Disclosure of News and Information In addition, the Company lets the investor relations set (1) Chief Executive Officer is responsible for the appropriate time for a silent period on the Company’s disclosure of information. operation to its shareholders, investors and securities analysts. Its objective is to comply with the corporate (2) The units related to the information such as finance governance principle so the disclosure of information department, the investor relations who are assigned by should be transparent and fair. the Chief Executive Officer are responsible for providing information. Trading hours The Company has a policy to forbid directors, executives (3) Giving any information to other joint investors must and employees, who acquire insider information, from be approved by the joint investors. trading the Company’s securities within the one-month Disclosure of Information and Contact Person period prior to the disclosure of the Company’s financial To comply with the regulations of the Stock Exchange statement. They are prohibited to ask others to of Thailand and /or related disclosure laws, the Company purchase, sell, offer to purchase or offer to sell shares assigns the following persons to coordinate with the of the Company, its subsidiaries and/or its associates Stock Exchange of Thailand as the Contact Person: which are listed on the Stock Exchange of Thailand. This includes any act either done by him/herself or an (1) Accounting’s period: Chief Executive Officer, the agency during the silent period. Company Secretary, and Chief Financial Officer act as the contact persons who are responsible for the Protection of information disclosure of the information to the Stock Exchange of The Company employs security system in its workplace Thailand and submitting the document disclosed within to protect its files and confidential documents. It limits the accounting period, namely, the quarterly and annual access to non-disclosure information to be known financial statement, the annual registration statement only to relevant people. Therefore, it is a duty of (Form 56-1) and the Annual Report (form 56-2), etc. the non-disclosure information owner or possessor to let any relevant persons to strictly comply with the (2) Event and other periods: Chief Executive Officer, security measure. Any violator will be punished under the Company Secretary, and Chief Financial Officer act an administrative punishment and/or law as the case as the contact persons who are responsible for the may be. disclosure of the information to the Stock Exchange of Thailand and submitting the document disclosed within the event and other periods/cases such as the acquisition/ disposal of assets, connected transaction, schedule of the shareholders’ meeting, the change of Directors and the Auditors, changing the location of the headquarter, report of the shareholders’ meeting, and investment projects.

88 ANNUAL REPORT 2013 Audit Fee They are from KPMG Phoomchai Audit Co., Ltd. and appointed as the Company’s auditors for the year 2013. In 2013, the Annual General Meeting no. 1/2013 One of them was responsible for auditing and opining appointed three certified auditors. on the Company’s financial statement. 1. Mr. Thanit Osathalert The Company paid the audit fee to KPMG Phoomchai Certified Public Accountant no. 5155 or Audit Co., Ltd. in an amount of Baht 2,240,000 per annum. The details are as follows. 2. Miss Bongkot Umsangiam Certified Public Accountant no. 3684 or 3. Miss Orawan Sirirattanawong Certified Public Accountant no. 3757

Reviewing quarterly consolidated financial statements 360,000 Baht B2S Co., Ltd. (quarterly) 150,000 Baht Office Club (Thai) Co., Ltd. (quarterly) 150,000 Baht Auditing financial statements for the year ended 31 December 2013 500,000 Baht B2S Co., Ltd. (for the year ended 31 December 2013) 520,000 Baht Office Club Co., Ltd. (for the year ended 31 December 2013) 550,000 Baht Office Supplies Club Co., Ltd. (for the year ended 31 December 2013) 10,000 Baht Total audit fee for 2013 2,240,000 Baht Remark There was no other service fee.

Conclusion on compliance with Company’s human resources or other resources. In the Good Corporate Governance of addition, the Company also considers the Company’s the year 2013 competitive advantage to maximize profit to shareholders and stakeholders. In 2013 the Company was rated as 4 symbols (or very good) consecutively for the 2nd year of the The development on corporate governance of the corporate governance survey of the Thai Institute of Company in 2013 is divided into 5 modules, the detail Directors (IOD), the SET and the SEC. The Company of which appears as follows was assessed by the AGM Assessment Project with Module 1 : Rights of the shareholders a 100-point (or excellent) by the Thai Investors The Company places an emphasis upon and realizes Association. the rights of the shareholders with fairness such as The Company complies with its corporate governance the rights to trade and transfer their own securities, policy, most of which are in line with the guidelines the right to receive the profit sharing and dividend concerning corporate governance laid down by the with equality, the rights at the shareholders’ meeting, Stock Exchange of Thailand. With regard to the other the rights to express their opinion, the rights to jointly non-compliant guidelines, this is due to the limit of the make decision in the Company’s important matters

ANNUAL REPORT 2013 89 such as dividend allocation, election or demotion of agenda prior to the voting in any agenda. the Directors, approval of important transaction which 4. The shareholders who cannot attend the meeting has an effect on the Company’s business operation, are allowed to assign proxies to Independent Directors amendment of the charter of the entity or regulation or any other persons to attend the meeting in place of the Company, appointment of the auditors, etc. In of them. This can be done through the proxy forms addition, the operation on the rights of the shareholders A or B or C which are sent by the Company with the for sustainability can be summarized as follows: invitation letter which includes the document and proxy 1. In addition, shareholders and minority shareholders principles. are able to address their questions, agendas of the 5. The shareholders’ meeting are arranged in the meeting and proposal of qualified candidates for the location nearby the head office of the Company where Company’s director nomination via post to the Company is convenient to access by airport link, public bus, Secretary or email to [email protected]. The Company including facilitated by the staff and technology to informs shareholders about this matter via the Stock documentary registration, vote counting, and stamp Exchange of Thailand’s news release as well as on duty to the shareholders. the Company’s website. Shareholders can submit their question or opinion prior to the meeting of the Board of 6. The Company promotes shareholders in any type, Director in order to set an agenda of the shareholders’ including institutional investors to attend the meeting. meeting, which is around three months in advance. In There is no limitation of rights to shareholders who 2013, there was no any shareholder either proposing arrive late. Regarding facilitation to shareholders any agenda in the shareholders’ meeting or nominating attending the meeting, the Company has a policy to any person to be a director of the Company in the treat every shareholder equally. annual general meeting of the year 2013. 7. In the shareholders’ meeting, the Company’s directors, 2. The invitation letter of the shareholders’ meeting executives, financial advisory, lawyer, auditor, and will be published in advance in order to provide an related parties are presented to answer the questions opportunity for the shareholders to efficiently study the and recording to the minutes. The questions and information in the form of document prior to receive opinions in the meeting will be recorded in the minutes a hard copy version. This will be of no less than 30 so shareholders can access and check. The company days prior to the meeting for the Thai version and secretary notifies agenda, date and time of the the English version through the Company’s website at shareholders’ meeting to every director in advance so www.officemate.co.th. In addition, the hard copy will every director, particularly the chairman of the board of be sent to shareholders no less than 21 days prior to directors, the chairman of each sub-committee and the the meeting. managing director, can attend the meeting. A director can be absent from the meeting in case of necessary 3. At the shareholders’ meeting, the Company’s Directors, reason. Executives, and connected persons will attend the meeting to provide answers to questions. In addition, 8. To provide convenience to the shareholders who important questions and opinions will be recorded and attend the shareholders’ Meeting, the voting method included in the minutes of the meeting of which the and counting votes will be informed to the shareholders shareholders can examine. Also, the Company shall prior to the meeting. In addition, the barcode system provide an appropriate meeting period and open an is used for the registration and vote counting. Also, the opportunity for the shareholders to independently Company manage appropriate time in the shareholders’ express their opinion, suggestion, and questions in each Meeting in order to provide an opportunity to shareholders

90 ANNUAL REPORT 2013 to give their opinions and ask the questions which were 2. The Company opens an opportunity for a shareholders recorded to the minutes of the shareholders’ meeting. or a group of shareholders whose minimum shareholding 9. The shareholders are provided an opportunity to is not less than 100,000 shares to propose meeting’s exercise their rights to appoint the Directors by one- agendas and propose a person to be appointed as by-one voting. Directors prior to the AGM through several channels such as Fax, Email, and website of the Company at 10. The shareholders are provided an opportunity to www.officemate.co.th. The shareholders shall propose consider the Company’s Directors’ remuneration every any agenda in advance from October 1, 2013 - year. January 17, 2014. 11. The Company Directors’ shareholdings are not exceeding 25% of shares issued together. 3. The shareholders receive the right to vote with one share per one vote. 12. The Company shall not add any additional agenda or change any important information without informing 4. The shareholders who cannot attend the meeting the shareholders in advance in the Annual Meeting, are allowed to assign proxies to Independent Directors and prodive an opportunity to shareholders to give their or any other persons to attend the meeting in place opinions and ask the questions which were recorded to of them. This can be done through the proxy forms the minutes of the shareholders’ meeting. A or B or C which are sent by the Company with the invitation letter which includes the document and proxy Module 2: Equality treatment toward the shareholders principles. The Company has policies to protect the right and to treat all shareholders with equality whether they 5. In 2013, the Company arranged a shareholder’s are major shareholders, minor shareholders, institutional meetings: the Annual General Meeting 2013 in April shareholders, or foreign shareholders, as follows: 22, 2013. Nine Directors in total had joined these 2 meetings, and assigned the Thailand Securities 1. The policy of equality treatment toward the Depositories Co., Ltd which was the Company’s registrar shareholders which follows regulations of which to process on delivering invitation to shareholders 21 stipulated by laws and related government agency days prior and publicized it in both Thai and English on such as the right to own by controlling the Company the Company’s website 30 days prior to the meeting through the appointment of the Board of Directors for the shareholders to study, and also published of no as representatives, the right to securities trading and less than 30 days for the Thai version and no less than transferring, the right to participation the shareholders’ 7 days for the English version through the Company meeting and voting, including the expression of opinion website at www.officemate.co.th, the “Investor and consideration the decision of important changes, the Relations” under “the information for the shareholders right to appointment of proxies to attend the meeting – the shareholders’ meeting” and vote, the right to demotion and appointment of the 6. The Company’s Directors and executives with conflicts Board of Directors, the right to vote for appointment of interest shall be refrained from the voting and leave and remuneration of the auditors, the right to perpetual the meeting when there is an agenda of which they and in-time acknowledgement of information, operating have conflict of interest. results, and management policy, the right to equal profit sharing, and the right to acknowledgement of 7. No financial aids to other companies besides the connected transaction information. subsidiaries. 8. The insider trading measure is established to prevent any misuse of the information of related persons

ANNUAL REPORT 2013 91 which includes the Directors, Executives, Staff, and Module 3: Roles of the stakeholders employees of the Company who are related to the The Company has realized the encouragement of the information (including spouse and children who have building of competitiveness and profit from operation not become their legal age) shall neither disclose the to the Company as the commencement of the long-term inside information to the outsider or others whose roles success of the Company. The Company places an are not related nor seek benefit for their own and importance upon the right of all stakeholders whether related persons from their positions and information they are in-house stakeholders such as the staff and which are credential of the Company. The insider Executives of the Company or external stakeholders trading measure is as follows: such as the shareholders, customers, trading partners, - The Directors, Executives, or staff in Departments competitors, creditors, the government, communities, who receive the inside information shall neither disclose and other related organizations. Therefore, the Company the information to the outsider or other persons whose has established the policy and good practices which aim roles are not related, nor trade the Company’s securities for transparency and fairness of corporate governance within the period of 1 month prior to the published of to all stakeholders as follows: the Company’s financial statement. The Secretary of 1. The handbook of Directors, Executives, and staff the Company will inform the schedule the period in disclose the policy and important information concerning each quarter. safety and sanitation, remuneration and fringe benefit - The Directors, Executives are required to inform their of the staff, personnel development of the Company securities transaction one day in advance before the and its training plan, and provident fund of the staff for transaction. long-term care of the staff. - The first 4 Directors and Executives after Managing 2. The handbook of “Code of Conduct and Business Director shall report securities holding changes to the Ethics” is updated and official practiced in the Securities Exchange Commission (SEC) which is in Company for strict acknowledgement and practice of all accordance with the Section 59 of the Securities and Directors, Executives, and staff. The handbook places Exchange Act B.E. 2535, and send the copy of those an importance upon the right of all stakeholders such reports to the Company Secretary within 7 days in as shareholders, trading partners, competitors, creditors, order to report to the Board of Directors. customers, and communities. 3. The good practice of the Good Corporate Governance is updated as guidelines for the Directors, Executives, and staff of the Company as appeared in the handbook of the “Corporate Governance”, including the Human Resources Management, the Internal Control, the report of the conflicts of interest, the receiving and giving of presents, assets, or any other benefits, the keeping of confidentiality, the stock trading, the utilization of information technology and communication. 4. Prescribed the rule of “Code of Conduct and Work Practice” as the Discipline with which all Board Members, Executives and employees must strictly comply. Any violation or non-compliance shall be deemed to be a

92 ANNUAL REPORT 2013 disciplinary violation against Personnel Administration any effect to the competition status of the Company. Regulation. For investor relations, the Company assigns the investor 5. The Complete communication channels with relations division along with the Chief Executive Officer to the Company via telephone, FAX, and website of be responsible for duties related to investor relations in order the Company at www.officemate.co.th, including to communicate important and beneficial information to the responsibility information for all stakeholders such institutional investors, shareholders, stock analysts, press as shareholders, customers, trading partners, and and general public and to quarterly report the activities on communities and to provide opinion, questions, or investor relations to the meeting of the Board of Directors. suggestions to the Company. Nevertheless disclosure of the Company’s performance to 6. There is a measure to protect informants who shareholders, investors, and securities analysts shall be in provide information to the Company’s Directors with compliance with the good corporate governance so there the matter concerning any illegality or immorality, the will be a period when the Company does not publish such financial report, and the internal control system. The information. This aims to be in line with transparent and informant can report the matter to the Independent equitable disclosure of information principle. In this year Directors through Office of Secretary of the Company investor relation activities were as follows: or the Company’s website at www.officemate.co.th, or 1. Company visits by investors and analysts, including e-Mail to [email protected]. conference calls 7. Provide the provident fund to Executives and 2. Local Investor Conference, e.g. Thailand Focus employees. 3. The Company quarterly participated Opportunity Day 8. No record of violating labour, consumer, business held by the Stock Exchange of Thailand. competition, and environment. Investors can contact the Company’s investor relations 9. No record of violating the Stock Exchange of Thailand section by contact person : and Securities Exchange Commission’s regulations/ contact : Ms. Jiraphan Thongtan Stock Exchange of Thailand. person General Manager - Investor Relations 10. Support to expense resources with efficiency Officer and worth by determining employees due with care Central Retail Corporation Co., Ltd. and awareness of safety and environment including Address : Officemate Public Company Limited stimulates all stakeholders to develop community 919/555 Jewelry Trade Center continuously. 17th Floor, Silom Road, Silom, Bangrak, Module 4: Disclosure of information and transparency Bangkok The Company has regularly had the disclosure of information Telephone : 02 101-7114, 02 101-7116 including financial reports and business information that is E-mail : [email protected] accurate, complete, transparent, equitable, and on a timely basis through the communication channel of the SET and the Company’s website www.officemate.co.th. In addition, there is IR website: http://ofm.listedcompany.com as another channel for shareholders, investors, analysts and interested persons to easily access to the Company’s information whereby the said information does not have

ANNUAL REPORT 2013 93 Regarding the quality of financial reports, the Company’s Limited above has an equivalent meaning and is in board of directors is responsible for consolidated compliance with the minimum requirements of the financial statements of the Company and its subsidiaries Securities and Exchange Commission (the SEC) and (approved by the Company’s auditor) as well as the Stock Exchange of Thailand (SET) financial information presented in the annual report. 5. Independent Directors are independent without the The Company’s board of directors appoints the audit authority of management and major shareholder committee which consists of an independent committee responsible for the quality of financial reports and 6. The Board of Directors is independent with the internal control system. For the year 2013 financial reasonable decision making under morality and with report, the board of directors had the opinion that the realization of the benefit of the Company. Thus, such financial statements were prepared in accordance there is a clear distinction of roles and responsibility with Thai General Accepted Accounting Principles of the Board of Directors and the management. The through the adoption of the appropriate accounting Board of Directors shall assign the management and policy and consistent practice of that policy, including the officer of the Company who work full time or the the disclosure of substantial information in the Notes Sub-Committees which are appointed by the Board of to the financial statements of the Company and its Directors to perform the matter with carefulness and subsidiaries. perpetual follow-up and examination. Module 5: Responsibility of the Board of Directors 7. The Board of Directors are neither being nor used The Board of Directors consists of the experts with to be an executive director, employee, staff, advisor knowledge, capability, and experience which benefit who receives salary, or controlling person of the to the Company whose important roles stipulate the Company, its parent company, subsidiary company, Company’s policy, business plan, target, and budget, affiliate company, same-level subsidiary company, major as well as supervise the management to perform shareholder or controlling person, unless the foregoing as assigned with efficiency and effectiveness. The status has ended not less than 2 years. followings are the responsibility of the Board of 8. The Directors shall have knowledge, capability, Directors: expertise, and experience which are beneficial to the The Board of Directors’ Structure business operation and truly possess the interest in the 1. The Board of Directors consists of 9 members Company’s business as well as integrity, fairness, and who are 3 Non-Executive Independent Directors, 5 morality which lead to lawful corporate governance and Non-Executive Directors and 1 Executive Director, the utmost benefit to the Company and all stakeholders. accounting for more than one-thirds of the Board of This is in accordance with the nomination policy which Directors, and the chairman of the Board of Directors considers board diversity and necessary skills. is Non-Executive Independent Director. The Board of 9. All of the Directors live in Thailand. Directors term is 3-year term. 10. Chairman of the Board is independent and is not 2. The Board of Directors has 2 female Independent in the executive position in the Company, and is not Directors the same person as Executive Chairman and Managing 3. 88.89% of the Board of Directors consisted are Directors as to clearly distinct the role of policy making Non-Executive Director and corporate governance. 4. The Board of Directors defined the definition of 11. No fraud or breach of ethics. Independent Director of Officemate Public Company 12. The resignation is not against on good governance.

94 ANNUAL REPORT 2013 13. No the infamous matters because of the failure of - Not exceeding 9-year term for the position of the Company Directors’ performance. Independent Director (In 2013, there was no the 14. No record of violating the Stock Exchange of Independent Director in the term of 9-year, so there Thailand and the Securities and Exchange Commission’s was no the agenda of the appointment of Independent regulations. Director who is over 9-year term to be replaced). 15. The shareholders’ meeting shall agree and approve - Chief Executive Officer and Executives are not allowed the appointment of the Board of Directors. to be Directors in other companies, except the approval of the Board of Directors. 16. The Board of Directors has appointed 5 set of the Sub-committees, namely, the Audit Committee, the Roles and Responsibilities: Executive Committee, the Nomination and Remuneration 1. To perform lawful operation, objective, regulation, Committee, the Risk Management Committee, and the and the resolution of the shareholders’ meeting with Corporate Governance Committee of which scope and integrity, responsibility, carefulness, and keeping the power of operation are clearly specified. In addition, benefit of the Company based on the good Corporate the Board specifies the operation and power of the Governance principles. Board of Directors, the Executive Committee, and 2. To revise and consider providing approval on Executives in the handbook of “power of operation” important matters such as policy, business operation of the Company which is adjusted for appropriation in strategy, business plan, budget for large investment, every year. management power and other legal transactions, including supervising and taking care of the management 17. The Board of Directors appoint and determine the to ensure its compliance to the assigned policy with responsibilities of the Audit Committee, all independent efficiency and effectiveness. directors, and disclosure the profile and qualifications of the member of Audit Committee in the annual report. 3. To establish creditable accounting system, financial report and auditing, as well as to ensure the efficiency 18. Disclosure the information of the Directors on the and effectiveness of the internal control system, internal annual report (Form 56-2). auditing system, and the risk management system. 19. In 2013, the Board of Directors resolved to appoint Ms. Jiraphan Thongtan as the company secretary. She 4. To provide the annual Board of Directors report and has knowledge and capability in this field. Moreover, be responsible for the preparation and the disclosure she has trained in courses concerning company of the financial statement which indicate the financial secretary with the Thai Institute of Directors (IOD). status and operating results in the past year in order to The Company has appointed the company secretary propose to the shareholders’ of the Company. since 2008 after being a public company limited. This 5. The Board of Directors may assign a Director or is a duty under article 89/15 of the Securities and Directors or any other persons to perform any of Exchange Act. operation on behalf of the Board of Directors. The 20. To comply with the good governance, the Board authorization shall not include the authorization or the of Directors determine the policy of the amount of the authorization in the period when the Director or the Directors to be in charge of the Director as follows: person who receives the authorization from the Director can approve the transaction of the Director or the - Not exceeding 5 companies that the Directors to be person whose conflicts of interest or benefit is against in charge of the Director. (In 2013, no director was a the Company or the Company’s subsidiaries, except for director in a listed company more than five companies.) the approval of normal business operation transaction

ANNUAL REPORT 2013 95 and in accordance with the general trading condition, department under specified internal control system. The and the stipulated method concerning the connected internal audit will report its performance to the Audit transaction and the acquisition or disposal of important Committee directly. assets of the listed companies following the regulations 11. The Board of Directors assigns the disclosure of of the Stock Exchange of Thailand or the announcement the connected transaction in the annual registration of the Securities and Exchange Commission. statement (Form 56-1) and the Annual Report (Form 6. The Company Board of Directors has taken part in 56-2). the participations with the Management in mapping 12. The Board of Directors arranges the Compliance out the Vision, Mission, Strategy, Goal, Business Plan Unit under the Company Secretary’s Office to comply and Budget of the Company by holding independent with laws and regulations. expressions on the opinions in which the Chief Executive Officer will be the person to give the explanations and 13. The Board of Directors reviews the power and the operational results to the Managing Director for the responsibilities of the Directors and its subsidiaries’ all level’s understanding. Directors at least once a year. 7. In 2013, the Board of Director resolved to appoint The Board of Directors’ Meeting: the Corporate Governance Committee to oversight the 1. The meeting shall be quarterly organized with special assessment of practice under the corporate governance meeting as necessary. The agendas are clearly specified principle and the business code of conduct. The policy in advance. Secretary of the Board of Directors has to be reviewed every year. The Committee also shall send the invitation letters indicating date, time, has to report this oversight development to the Board venue, meeting agendas, and meeting document with of Directors. information which is sufficient for the decision making 8. The Board of Director resolved to appoint the Risk and independent consideration of the Board of Directors Management Committee to check and take care of risk in advance at least 7 days. management. The Committee has to set a policy on risk 2. The Independent Directors arrange the meeting management. The Risk Management Working Group, without the management so an opinion can be comprising of high-level executives in each business rendered independently. In addition this can improve line, has been formed. the management of the Executives. 9. The Board of Directors assigns the preparation of 3. The Board of Directors and sub-committees determine the handbook of “power of operation” in written form the meeting’s calendar for the year in advance. with stipulation of responsibility and roles distinction, 4. An attendance ratio of every directors is more operation power of the performers and Executives on than 93% of this year meetings. While each director matters, assets supervision, approval of transactions, attended the meeting of the Board of Directors not less documentation of accounting and financial information, than 80% of this year meeting. This is in accordance roles distinction of performers, controller, and separation with the Company’s policy that directors have a duty to of the evaluation in order to create checking and attend a meeting every time unless there is a necessary balancing, and mutual examination with appropriateness. reason. In addition, the Company will send the minutes 10. The Board of Director appointed Central Retail of the meeting report and meeting document for the Corporation Co., Ltd. to be an internal auditor of the Company’s Directors to use as references and can be Company. It is independent from the executives and references for inspection. responsible for audit and evaluates performance of each

96 ANNUAL REPORT 2013 Details of the meeting of the Board of Directors and the sub-committees are as follows.

Nomination Board of Audit Executive Risk and Corporate Name-Last Name Directors Committee Committee Management Remuneration Governance Committee Committee Committee

Mr. Sahas Treetipbut 5/5 5/5 - - 1/1 1/1 Mrs. Angkarat Priebjrivat 4/5 5/5 - 4/4 - - Ms. Chuleeporn Piemsomboon 4/5 5/5 - - - - Mr. Worawoot Ounjai 5/5 - 4/4 4/4 - - Mr. Suthilaksh Chirathivat 5/5 - - - - - Ms. Jariya Chirathivat 5/5 - - - 1/1 1/1 Mr. Pandit Mongkolkul 5/5 - - 4/4 - - Mr. Preecha Ekkunagul 5/5 - 4/4 - - - Mr. Nath Vongpanich 4/5 - 4/4 - 1/1 1/1

5. The Board of Directors receives the meeting’s beneficial to the meeting, including directly receiving invitation letter and supporting document before the the policy from the Board in order to efficiently operate. day of the meeting. 9. The Directors who have conflicts of interest with 6. The Board of Directors determines the policy of the any agenda shall leave the meeting and have no right minimum member of Directors in the meeting that the to vote the agenda. Directors must be accounting for at least two-thirds of Self-evaluation the Board of Directors. The Company conducts self-assessment for the Board 7. Secretary of the Board of Directors shall record of Directors and Audit Committee in 2013. important information at the meeting and prepare The Company delivers self-assessment form of the meeting report which contains complete information Board of Directors to each director and the Company within 15 days starting from the day when the Secretary is the collector and presents the assessment meeting is completed. The report will be submitted to result to the Nomination and Remuneration Committee Chairman of the Board for signature and will be kept to improve and develop the performance of the Board as confidential, easy to search, and can be a reference of Directors to be more effective. The assessment for inspection. covers 7 categories: 8. In terms of the consideration of matters, Chairman 1) Director’s availability of the Board of the Company, whose role is Chairman 2) Strategy and business plan determination of the meeting, shall open an opportunity for Directors 3) Risk management and internal control to independently express their opinion. In each agenda, 4) Monitoring on conflict of interest issue senior executives who are related to the agenda shall 5) Financial report and operation follow-up attend the meeting to provide information which is 6) Board of directors meeting 7) Others

ANNUAL REPORT 2013 97 The average Board self assessment point in 2013 was The Company provides the beneficial courses to the 86% Directors for self-development and the Company’s With regard to the performance assessment of the development such as Director Accreditation Program Chief Executive Officer, the Company has revised the (DAP), etc. assessment form to be complied with the corporate governance guideline of the SET. The assessment separated into 3 categories as follow: 1) Assessment of business plan progress 2) Assessment of operation which covers 10 operating categories: 1) Leadership 2) Defining strategy 3) Complying with strategy 4) Financial plans and results 5) Relationship with Board of Directors 6) External relationship 7) Management and interpersonal skill 8) Succession planning 9) Knowledge on product and service 10)Personal characteristic 3) Chief Executive Officer development In 2013, the Chief Executive Officer assessment was considered by the Nomination and Remuneration Committee and shall be reported to the Board of directors for further acknowledgement. Development of Directors and Executives The Company continuously encourages the Board of Directors and Executives of the Company to attend courses which are benefit to the operation and self- improvement and improvement of the Company such as training courses of the Thai Institute of Directors and the Stock Exchange of Thailand, etc. Upon changing Directors, the Company holds an orientation for new Directors with the preparation of Directors’ handbook concerning good practices of the listed companies’ Directors and other information concerning the Company’s business operation to the new Directors of the Company to receive the information which is beneficial to the Directors’ operation.

98 ANNUAL REPORT 2013 CORPORATE SOCIAL RESPONSIBILITY

Policy on Corporate Social Responsibility other relevant organizations. The Company prepares its report in accordance with the corporate social The main objective of OfficeMate Public Co.,Ltd. is responsibility principles prescribed by the Stock to operate business honestly together with being Exchange of Thailand. There are eight principles which responsible for the society. This is done with the the Company is complied with. collaboration among employees, organization, partners and every stakeholder in order to develop and grow 1) Fair operation sustainably. The Company takes part in helping The Company treats every stakeholder fairly. It applies community, society and environment in particular on knowledge and management skill with this matter. education project. Decision is made prudently and strictly under the law and trade agreement. Trade competition is conducted Moreover, the Company supports expression of fairly. It does not ruin competitors’ reputation by corporate social responsibility in the organization. The alleging or slandering without any truth. Moreover, the Company, believe that good responsibility starts from Company’s employees are abided by honesty and moral inside out, raises consciousness of employees in every in their work and life. The Company treats customers, level through public relation. The Company is aware of competitors and coworkers in every level justly. They an importance of community, society and environment can give an opinion and recommendation fairly and as well as sustainable cohabitation. equally. Operation and report preparation 2) Counter corruption The Company categorizes stakeholders into two groups: The Company has a policy against corruption in its internal stakeholder and external stakeholder. The compliance policy. The policy is transferred into a internal stakeholder include employees, executives and written code of conduct approved by the Board of the Company’s directors and the external stakeholder Directors. include shareholders, customers, partners, competitors, Moreover, the Company communicates with its directors, creditors, governmental agencies, communities and executives and employees in every level about such

ANNUAL REPORT 2013 99 policy so as to prevent any participation in corruption. 1. The Company has a measure protect employees who Every operation shall be under the law. If any director, inform the government illegal action or an offense to executive or employee violates the law, he/she shall be the Security and Exchange Act and will be protected. punished with an administrative punishment. Moreover, The Company cannot treat unfairly whether to change if it is against the law, regulation or state order, the work position, work characteristics, work place, the Company shall immediately submit such issue to work suspension, threat, disturb the work operation, the government officer. If there is any violation or employment discharge (section 89/2) that is from the corruption, any person can report such matter via email: cause notifying the clue on illegal action or ethical [email protected] , which will be directly forwarded offense. to the Board of Directors. The independent directors 2. The Company has placed great importance to and the audit committee will accept such matter and treat personnel fairly such as giving opportunity, provide protection measure to a person who lodges a remuneration, recreation, work environment, safety in complaint. work place and development of the potential along Details of policy and operations concerning prevention with ethics development. measure concerning participating in corruption can be The operating guideline found in the corporate governance policy and code 1) Specify to have risk management from violating the of conduct on the Company’s website: http://ofm-th. laws on human right every year. listedcompany.com under corporate governance section. 2) Specify to have internal audit department by 3) Respect of human rights specifying as a main process in the evaluation every The Company strictly concerns with respecting human year and reporting to the Board of Directors. rights. It pays great attention to internal and external stakeholder. Therefore, they can be entitled to rights 3) Give an opportunity to employees and stakeholders concerning stakeholder and/or agreement with the to give their comments through comment channel by Company. The Company, furthermore, sets a guideline sending e-Mail to the Independent Directors or the for employees. They shall treat employees and other Company Secretary. relevant persons equally. They shall respect others as 4) Provide the notification tracking to employees or an individual with human dignity without discrimination stakeholders. of class, race, religion and culture. This includes 5) Set the provident fund to employees at all levels respecting of privacy, private information, independence since July 20, 2004. in doing anything in accordance with their rights in workplace, law and human rights. 4) Fair labour treatment The respect for human rights is fundamental to the development of human resources, which are associated with type of business and value added. Moreover, the human resource is a key factor in creating value added and increasing productivity. The Board of Directors has authorized the management to set policy and direction for the human development of the Company as follows

100 ANNUAL REPORT 2013 5)Responsibility toward Consumers - Strictly compliance with conditions to its customers. The Company is committed to customer satisfaction and If we cannot comply with the terms or conditions, this confidence to customers by delivering quality products must notify the customers in advance in order to jointly and good service at reasonable prices and maintaining find a solution together. good relationships and sustainability. The Company has - Maintain the confidentiality of our customers very set guidelines as the following: seriously and consistently. The information is not used - A commitment on customer satisfaction and confidence for the benefit of ourselves and our stakeholders. to get good quality and reasonable price including the - Prohibits the disclosure of customers’ information rising of standard of work and services steadily received from business as it is the nature of - Not discriminate against customers. It is committed confidentiality unless the disclosure obligations under to treating all customers fairly in terms of products and the responsibilities or laws. services 6) Environmental protection - Disclose information about products and services The Company stresses on an importance in completely, timely and without any distortion of facts environmental protection. It improves the Company’s including maintain good and lasting relationship with working system. For example, computer system and customers E-commerce systems such as Oracle and Core II - Give the warranty and service in the right time are installed in order to reduce paper consumption. Energy saving is done through installing energy-saving - Establish a system to allow customers to complain equipment in stores together with launching campaigns about goods and services and process the best in order on energy saving. It sets a time to switch on and off to response customers very quickly through all channels electric power in its office. such as telephone, facsimile, email and etc. 7) Community and society development - Not profiteering by comparing the quality of goods The Company has a policy to support activities beneficial or services in same type and not do the unfair trade to community. It continually takes parts in community to customers. and society development. Under the Company’s plan, store expansion nationwide partially creates local economic development in a province where a store is located. New jobs and positions are emerged. Additionally, aiming for sustainable living, the Company shall not act or support any act which is against the law and may cause negative outcome to community and society. 8) Innovation and spreading innovation on corporate social responsibility The Company develops its own E-procurement program under the concept of efficient procurement and time saving. With the E-procurement program, customers can specify the scope of products, which an employee is going to order, to be in accordance with name and price set up by each organization. The result after using

ANNUAL REPORT 2013 101 this program is that a number of paper is reduced in empower and encourage creative reading. The National the order placement process. This reduces the natural Digital Voice of Nation Group was grand opening on resource consumption. In a long term, it preserves 24 October 2013. Customers can share audio books at environment sustainably. B2S Central Lad Prao branch or contact via phone no. 02-541-13511 Activities for society and environment Sport support program In addition to corporate social responsibility which the Give a Smile and Enhance Health to Children in Rural Company has already operated, the Company does the Areas (Hai RoiYimSermSukkapabPheuNongChonnabot) following beneficial projects. The Company supported sport activities with the Education support program Football Club, King Mongkut's Institute of Technology OfficeMate& B2S Library Delivery (OfficeMate& B2S Ladkrabang under the Give a Smile and Enhance Health Hong Samut Delivery KwamRooSooNong) to Children in Rural Areas Program (Hai RoiYimSermSuk The Company pays high attention to education. It kapabPheuNongChonnabot). The Company gave school focuses on supporting and developing education supply and otherstuff to Ban Kratum Chan Samakki quality to kids in remote areas. The OfficeMate& School, Can Dong District, Buriram Province. The aim B2S Library Delivery (OfficeMate& B2S Hong Samut was to let youths spend their spare time on sport. This Delivery KwamRooSooNong) has been continuously would take them away from drugs. organized for seven years. Its objective is to lift One Nation One Family up a quality of living as well as broaden education The Company supported sports day to Nation Multimedia opportunity of youths. They shall be an important Group Public Co., Ltd. on 14 July 2013 at Bangkok workforce of the society and country in the future. International Trade & Exhibition Centre or BITEC. Its In 2013, customers can join this opportunity via the objective is to promote recreation and play sports. campaign named “1 Share 1 Give” (1 Bang Pun 1 Karn Hai). Customers can do it via www.officemate.co.th Community and society support program andwww.b2s.co.th. They can click to send a book Thammasat University Hospital Helps Sufferers on the website. This equals to donate Baht 1 to the (RongPhayabanThammasatChalermprakietRuam Jai program. This campaign was warmly welcomed by ChuaiLeauPhuPrasobPhai) customers. On 9 September 2013, the Company gave The Company has realized seriousness of health the 7th library to the WatBuaRoi School, Bang Sao problem and sickness of people. At present, a number Thong District, SamutPrakarn Province. The Company of people with chronic disease are increasing every also arranged other activities, storytelling from Pass year. The Company participated in this project in order Education and drawing lots from 96.5 FM. School to help people in an area where health service is supply, sport equipment and lunch were given by the difficultly accessible. They can receive primary health executives, employees and external agencies. service provider and dental service from dentists and doctors from Thammasat University Hospital. In 2013, Sound Library: National Digital Voice (Hong Samut the Company joined the program in Trad Province. Siang:Nation Digital Voice) The Company in collaboration with Nation Radio, Marketing Camp Sharing Kindness to Rural Area (Kai Foundation for the Blind in Thailand under the Royal KarnTalad Pun NumjaiSooChonnabot) Patronage of Her Majesty the Queen and others helped The Company supported the Faculty of Business and fulfilled the needs of persons with visual impairment Administration, Kasetsart University on the Marketing under the One Million Read Thailand program. This is to Camp Sharing Kindness to Rural Area Program (Kai

102 ANNUAL REPORT 2013 KarnTalad Pun NumjaiSooChonnabot). The program went to prevent unfairness and inequality in the business to Ban Wang Pla School, JomBueng District, Ratchaburi operation between sellers, sub-employees, each sub Province, from 28 October 2013 to 1 November 2013. contractor of the Company. Its objective was to improve environmental area and (3) The Company will always have an announcement on created instructional media. Therefore, students will be the report of the receiving of the presents, assets, or in a better school environment. This program also solve other benefits as well as inform the Company’s policy basic hygienic problem in local community. to the contractors, the sub-contractors, customers, Furthermore, the Company aims that these projects traders/vendors, joint investors, or related persons with can bring the best benefit to society, communities the Company’s business. All level of staff shall prepare and environment in a wide and sustainable way. the report of the disclosure of any possible item which The Company, hence, takes part and supports may post conflicts of interest against various campaigns, showing social and environmental (4) The trading partners who receive an unfair responsibilities, of the Central Group as follows: treatment or are threatened or receive bribery from the - “Million Gifts Million Smiles”, launched by Central Company’s offer, can file complaints to the Corporate Retail and the Royal Thai Army. The gifts include Secretary or send e-mail to [email protected] school supplies, sports equipments, clothing, snacks The operating guideline and toys donated from customers, suppliers, (1) Arrange the seminar of “Code of Conduct of employees and celebrities. These gifts are delivered Business and Ethics” to the Company’s top management to the children in 3 southern frontier provinces in to specify the transparency of business operations. New Year and Children’s Day. (2) Give an opportunity to all stakeholders to inform - “Central Retail Mini Marathon 2013”, Walk and Run any possible illegal action to the Independent Directors for Charity to raise funds for soldiers and victims of or the Company Secretary through e-Mail, and the unrests in 3 southern frontier provinces. policy of Whistle Blowing is disclosure in the handbook - “NO BAG NO BAHT”, aiming to reduce pollution of “Code of Conduct and Business Ethics”. and global warming, issued a campaign to encourage (3) Promote trading alliance/partners to accept and customers to shop without plastic bags but with apply in similar policy in a way that does not cause a tote. This will raise environmental concern by unfair competition. reducing and stopping using a plastic bag. Prevention Measure concerning Participating in Corruption The Board of Directors stipulates the handbook of “Corporate Governance”, part II , asset or any benefit “The guidelines for Good Corporate Governance” as follows: (1) Carefully consider in receiving the presents, asset, or any benefits that may be violate the transparency practice or the country’s laws. (2) Inspect the connection and relationship between employees in every level with sellers, sub-employees, sub-contractor of the Company continuously in order

ANNUAL REPORT 2013 103 CONNECTED TRANSACTIONS During 2013, the Company and its subsidiaries entered of which are disclosed in Note 4 of the Company’s into related transactions with related companies or financial statement of 2013. Details of major related persons that may cause conflict of interests. These transactions during the year ended 31 December 2013 businesses may be related by being the shareholder and 2012 can be summarized as follows: or having joint shareholder or joint director, details

List of the Company’s income

Transaction Relationship with value (Million Baht) Connected Party Joint- Associated Major Shareholder/ or Joint 2013 2012 Company Shareholders Director Rental / Service Income 1.41 1.51 Central Page One (Thailand) Co., Ltd. X X CRC Sport Co., Ltd. X Central Trading Co., Ltd. X Central Department Store Co., Ltd. X Power Buy Co., Ltd. X Sales Promotion Income 14.19 7.86 Central Retail Corporation Co., Ltd. X X Central Trading Co., Ltd. X Central Department Store Co., Ltd. X CRC Sport Co., Ltd. X Power Buy Co., Ltd. X Group of Robinson Department Store Pcl. and CR X

Co., Ltd. CRC Thai Watsadu Co., Ltd. X Utilities Income - 0.09 Central Page One (Thailand) Co., Ltd. X X Management Income 0.66 2.26 Central Retail Corporation Co., Ltd. X X

104 ANNUAL REPORT 2013 Transaction Relationship with value (Million Baht) Connected Party Joint- Associated Major Shareholder/ or Joint 2013 2012 Company Shareholders Director Central Page One (Thailand) Co., Ltd. X X CRC Sport Co., Ltd. X Rental / Service Cost 257.31 235.17 CRC Power Retail Co., Ltd. X Group of Robinson Department Store Pcl. and CR X Co., Ltd. Central Retail Corporation Co., Ltd. X Central Food Retail Co., Ltd. X Group of Central Pattana Pcl. X Tiang Chirathivat Co., Ltd. X Bangna Central Property Co., Ltd. X Big C Supercenter Plc. X Power Buy Co., Ltd. X Central Department Store Co., Ltd. X Central Marketing Group Intertrade (CMGI) X CRC Thai Watsadu Co., Ltd. X Sales Promotion Cost 20.41 18.03 Central Retail Corporation Co., Ltd. X X Central Food Retail Co., Ltd. X Group of Central Pattana Pcl. X Central Online Co., Ltd. X Central Department Store Co., Ltd. X CRC Thai Watsadu Co., Ltd. X Utilities Cost 37.42 34.53 CRC Power Retail Co., Ltd. X Group of Robinson Department Store Pcl. and CR X Co., Ltd. Central Food Retail Co., Ltd. X Group of Central Pattana Pcl. X

ANNUAL REPORT 2013 105 Transaction Relationship with value (Million Baht) Connected Party Joint- Associated Major Shareholder/ or Joint 2013 2012 Company Shareholders Director Bangna Central Property Co., Ltd. X Tiang Chirathivat Co., Ltd. X Big C Supercenter Plc. X Central Department Store Co., Ltd. X Central Marketing Group Intertrade (CMGI) X CRC Thai Watsadu Co., Ltd. X Management Cost 134.61 83.93 Central Retail Corporation Co., Ltd. X X Central Department Store Co., Ltd. X CRC Sport Co., Ltd. X CRC Power Retail Co., Ltd. X Power Buy Co., Ltd. X Group of Robinson Department Store Pcl. and CR X Co., Ltd. Pranporn Co., Ltd. X RIS Co., Ltd. X CRC Thai Watsadu Co., Ltd. Computer System Cost 28.34 30.28 Central Online Co., Ltd. X Central Retail Corporation Co., Ltd. X RIS Co., Ltd. X Terasoft Solution Development Co., Ltd X Copyright Cost 18.44 18.26 Central Retail Corporation Co., Ltd. X X

106 ANNUAL REPORT 2013 Necessity and the reasons of the transactions

Normal Business Items Expense of rental and It is the payment to the rental and services fees of the areas within the services fees department stores or lands of the connected person with condition that stipulates the price in percentage of the sales volume and at the fixed rate in referring to the market price and/ or the cost of the acquisition, including other related expenses which is fair and reasonable.

Revenue from rental and It is the revenue from the rental and services fees of the office services fees area, event service area, and sales promotion area to the connected company. The return from the service is at the fixed rate.

Expense for sales promotion It is the expense for sales promotion, as mutually agreed with the connected companies. The fee is at the agreed rate following the actual cost or expense, including other related expenses.

Revenue from sales The revenue from sales promotion fee, as mutually agreed with the promotion fee connected companies, consists of the rebate and the points redeeming of The 1 Card for the product purchasing in place of the cash. The collection fee is at the agreed rate following the actual cost or expense, including other related expenses.

Expense of utility fee It is the expense for the utility following the area rental and services contract which is the mutual agreement with the connected company. The expense is paid as occur.

Revenue from utility fee It is the revenue collected from the telephone fee from the joint company which follows the mutual agreement with the connected company in reference with the market price.

ANNUAL REPORT 2013 107 Normal Business Supporting Items

Expense of the management It is the expense of the management of warehouse, accounting and finance, human resources, business development, legal work, and tax which are operated by the connected company. The collection rate for the aforementioned management is as the mutual agreement in the contract which is the percentage of the products’ value and/or the actual cost and the profit.

Revenue from the management It is the revenue from the marketing and finance management to the connected company which follows the mutual agreement stated in the contract of which is at the fixed rate and/or the cost of the actual expense and the profit.

Expense of the computer It is the expense concerning the computer operated by the connected company which is collected at the rate following the mutual agreement in the contract and/or the actual cost and the profit.

Copyright fee It is the fee for the use of the brand seal of “B2S” collected by the connected company as the owner of the copyright. The expense is collected at the rate following the mutual agreement in the contract in proportion of the sales volume and/or the revenue.

Measures or procedures of the approval The Board of Directors and the Audit Committee approved of connected transactions in principle about entry into transactions between the After completing the merger in 2012 with Chirathivat Company and its subsidiaries and connected persons family, the Company is necessary to enter into the which are the normal business items and normal transactions which are part of the Company operation business supporting items. Other transactions which do regularly with Central Group, who operates retail not fall into the general commercial terms shall be in business in various categories, to foster the business compliance with the criteria of the Stock Exchange of competency. The Company and its subsidiaries act in Thailand and the notifications specified by the Capital compliance with regulations of the Stock Exchange Market Supervisory Board. of Thailand and the notification of the Capital Market Transaction between the Company and connected Supervision Board on criteria, procedure and disclosure persons has to pass the approval process under the of connected transactions of listed companies under Company’s order on working practice like normal the supervision of the Board of Directors and the Audit transactions. It has to pass the consideration from Committee.

108 ANNUAL REPORT 2013 authorized persons under the responsible line and board and further approval from the meeting of the relating to such affair. The responsible persons and shareholder as the case may be. In some cases, an persons relating to the transactions shall consider opinion from independent financial consultant may be whether the transaction is reasonable and in accordance required. The director who has conflict of interest shall with normal business and shall take the highest neither attend the meeting nor cast a vote so as to interest of the Company and of the shareholders into ensure that such considered connected transaction is consideration as if it were the transaction with the transparent, reasonable and in compliance with laws third party. Moreover, the Company revises transaction and regulations of the SEC and the Stock Exchange between the Company and connected persons every of Thailand year in case of additional connected persons. This is Policy or future trends of transactions to ensure that regulations prescribed by the Company The Company has realized the best practice of the are correctly adhered to. In addition, procedures and good corporate governance regarding the conflict existing regulations are updated and revised in order to of interests and attempt to limit level or size of be in compliance with regulations of the Office of the transaction that can be arise in the future. Since the Securities and Exchange Commission (SEC) and the transactions with persons relating to the Company are Stock Exchange of Thailand. a necessary part of the Company operation regularly, Furthermore, entry into the said transaction shall be the Company and its subsidiaries will continue their examined by the internal audit agency including the related transactions. Such transactions will be strictly consideration by the audit committee, which opines conducted in compliance with the Stock Exchange of that the said transaction has a reasonable and fair Thailand rules and regulations on criteria for connected price as well as has the same condition as the market transaction. All in all, the pricing policy for related price. This has to ask for approval from the board transactions has been adhered to the same principle as of directors or ask for acknowledgement from the in the previous year

ANNUAL REPORT 2013 109 INTERNAL CONTROL AND RISK MANAGEMENT

The Company has an internal control system and hires treasurer, approval, accounting and financial record Central Retail Corporation Co., Ltd. as an independent are clearly divided. This separation of function among auditor responsible for evaluate the sufficiency and operators, controller and assessor creates appropriate suitability of the Company’s internal control system based check and balance in the Company. In the meeting on the “sufficiency of the internal control evaluation of the Board of Directors no. 1/2014 on 24 February form” of the Office of the Securities and Exchange 2014, the Board of Directors considered the sufficiency Commission. In the Board of Directors meeting, the and appropriateness of the internal control system as audit committee attended the meeting and opine about proposed by the audit committee, details of which can the sufficiency and suitability of the internal control be summarized as follows. system. The audit committee had considered and reviewed the internal audit report covering topics on Part 1 Organizational Control and Environment organization, environment, risk management, operational Measure control, information & communication and monitoring - The Company pays high attention to integrity and activities. The audit committee was of an opinion that code of conduct. There is a written code of conduct”. the Company’s internal control system is sufficient and This code stipulates about ethics and conduct which suitable for the operation. The auditor and internal employees in every level should and comply with. The auditor have not found any mistake which has a code also mentions the act which may lead to conflict significant effect to the Company’s financial status. of interest. Moreover, the Company made a written guideline on - The Company clearly sets its business objective on working operation. In this guideline, responsibility and its business plan. Its budget is a reflection and control authority of each function and executive such as asset of operation.

110 ANNUAL REPORT 2013 - The Company clearly sets its operational goal which - The risk management committee follows up the is assessable. It carefully operates under such goal as outcome of the operation under the risk management well as considers the possibility of the goal. It analyzes plan and reports to the meeting of the audit committee incentive and reward to employees reasonably. The and of the Board of Directors quarterly. salary, bonus and long-termed remuneration are in - The risk management committee sets up measures accordance with the Company’s operation and each to reduce risk and monitor the compliance with risk employee’s performance under the regulation and rules management plan. The executive shall inform about of the Company. such measures their subordinates at the head level who - The Company has a written organization structure and will oversight their further subordinates. working instruction. Under its management structure, the chairman is the top executive. The responsibilities Part 3 Management Control Activities are shared among executives. This creates effective, - The Company sets a scope of duty and financial accountable and assessable environment. amount, which the executives in each level can approve, - The Company sets up a written policy, working instruction in writing on the operation authority manual. and “operation authority” manual so employees in every level can recognize their responsibilities as well as - The Company clearly and accountably separates duties prevent any fraud and illegally use of the Company’s and responsibilities in each work. There is a regulation property. on the following duties: - The Company operates its business in an ethical (1) Approval manner. It concerns about fairness to partners and any (2) Accounting and information record relevant parties. In addition, the Company manage its (3) Asset treasurer business honestly under the consumer protection law. - The Company makes the “guideline on entering into - The members of the Board of Directors are capable, a transaction between the Company and its associates creditable and independent from the executive. The and related persons” as a guideline on how to enter role on oversight, development and work on internal into a transaction with any major shareholders, directors, control are clearly mentioned in the Company’s charter. executive and persons relating to the abovementioned persons. The Company shall comply with the approval Part 2 Risk Management Measure process and step of the Company as if it were a - The Company appointed the risk management transaction with any third party. Approving of such committee and the risk management working group as transaction will be done without any person in conflict well as set up the risk management plan in order to with such transaction. take the risk management scheme seriously. - In case of the transaction being approved and binding - The risk management committee is comprised of the Company for long term including sale and purchase the managing director and the executive of each agreement, loan agreement, and insurance agreement, department who regularly assess on risk. Next, the risk the Company will follow up such transaction to confirm management working group proposes risk management that conditions and undertakings therein are fulfilled. plan to the risk management committee in order The undertakings are including but not limited to to acknowledge and analyze the problem. The risk repayment of debt and revision of contract. management committee then specify a solution to - The Company assigns the top executive of each decrease risk quarterly. department to be responsible for monitoring the compliance with relevant laws and hiring an independent

ANNUAL REPORT 2013 111 internal auditor to review the Company’s operation. fraudulent act in the Company. This is known as the Moreover, the Company has a legal consultant to whistle-blower hotline. review contracts in order to be comply with relevant Part 5 Monitoring laws and give legal advices. - The Company hold an executive meeting weekly Part 4 Information and Communication Measure in order to evaluate operation result and revise the - Regarding submission of matters to the Board of objective and policy. This aims to keep up to date with Directors, the Company provides sufficient significant the current situation and solve any problem forthwith. information which shall be sent prior to the meeting. - The Company quarterly arranged the meeting of the The significant information is details of the proposed executive committee monthly so the committee can matters, rationales, effects to the Company and options. acknowledge and approve the operation report which - The secretary of the Company is responsible for outlines operation result and follows up problems to the preparing the minutes of the meeting. Details of the board of directors. meeting are sufficiently recorded so shareholders can - In case of an operation result different from the check the performance of the directors. Company’s goal, the Company will arrange a meeting - In each meeting, the approved matters and of each executive department to investigate the reason recommendations shall be recorded in the minutes of and evaluate the situation in order to find a solution the meeting which shall be stored orderly and easily immediately. The outcome of such solution shall be accessible. reported in the next meeting of the executive committee. - The Company stores documents and accounts in a - The Company appoints an internal auditor to well-organized manner. The auditor has never informed examine operation of each department to be in line about any mistake in this matter. with the specified internal control system. The result - The Company has an organized document storage and recommendation shall be directly reported to the system. The directors, auditors, internal auditors and chairman regularly and to the audit committee once any persons authorized by law can easily access. per quarter. - The Company considers that the executives adopt - The Company lets an internal auditor directly report the accounting policy in accordance with the generally the audit result to the audit committee quarterly. recognized accounting standard. This is also in line with This is for the independence purpose. If there is any the nature of the Company’s business. The Company special situation during the quarter, a special report does not use any accounting policy which shows its shall be submitted to the audit committee in order operation inaccurately. to immediately handle with the situation. This special matter shall be followed up in the following quarter. - The Company’s financial statement is based on the accounting standard under the Accounting Profession - The Company has a policy to let the executives report Act B.E. 2547. The auditor approved by the Office the Board of Directors immediately about any fraudulent of the Securities and Exchange Commission is the act, suspicious act relating to fraud, act violating law or Company’s auditor and responsible for giving an opinion any other unusual act which may affect the Company’s on the financial statement. reputation and financial status significantly. The report can be done verbally and submitted a written one - The Company provides a safe and special or thereafter. confidential channel to communicate with any third party or internal person who wishes to inform about

112 ANNUAL REPORT 2013 External Audit KPMG Phoomchai Audit Ltd., an independent certified auditor is appointed by the annual general meeting to be responsible for auditing the quarter and annual financial statements for the year 2013 and opining on the financial statements to the Company. In the audit report, the auditor is of an opinion that the Company’s financial statement shows accurate financial status and operating result. Internal Audit and Head of the Internal Audit The Company appointed Central Retail Corporation as the Company’s internal auditor from 1 March 2014 onward in the meeting of the audit committee no.1/2014 on 18 February 2014. Central Retail Corporation assigned Mr. Phisoot Suksangtip, assistant to the managing director- internal audit, to be the internal auditor of the Company. The audit committee considered the qualification of Central Retail Corporation and Mr. Phisoot Suksangtip and found that they are qualified for the job because of their independence and experience in internal audit in the business with a similar nature to the Company for six years. The internal auditor of the Company, independent from the executives, examines and evaluates internal control system of each department. The internal auditor also communicates and coordinates with the executives about the result of the audit, remarks and recommendations. They jointly specify solutions and follow up such solution continuously. The internal auditor will directly report the operation to the audit committee. The chairman of the audit committee will report the summary report of the audit to the Board of Directors every quarter. In case of fraud, the audit committee will report immediately. Regarding consideration, approval, promotion, removal or transfer of the head of the internal audit department, it shall be approved by the audit committee. The qualification of this position is in the attachment

ANNUAL REPORT 2013 113 REPORT OF THE AUDIT COMMITTEE To: The shareholder of OfficeMate Public Company Limited The audit committee of Officemate Public Company the risk-based audit approach, and summary report of Limited is composed of three qualified members internal audit but also recommended and followed up according to the requirement of the Office of the such recommendation. Additionally, the audit committee Securities and Exchange Commission (SEC). At present, continuously supports and develops personnel in the the Company’s audit committee are three independent internal audit. members, Associate Professor Dr. Angkarat Priebjrivat Hence, the audit committee opines that the Company’s as the chairperson, Mr. Sahas Threetipiyabut and Miss internal control system is sufficient and proper. Its Chuleeporn Piemsomboon. Mr. Phisoot Suksangtip is internal audit is independent and in accordance with the the secretary of the audit committee. In 2013, the professional standard. audit committee worked in accordance with the audit 3. Compliance with securities and stock committee’s charter as approved by the Board of exchange laws, regulations of Stock Exchange Directors as shown in the “code of conduct”. There of Thailand and law relating to the Company’s were five meetings of the audit committee, details of business which are as follows: The audit committee made sure that the Company 1. Accuracy, completeness and accountability was constantly in compliance with the law concerning of financial statement securities and stock exchange, regulations of the Stock The audit committee reviewed the quarter financial Exchange of Thailand and other laws relating to the statements and annual financial statement of the Company’s business including the Company’s terms year 2013 plus jointly inspected the audit report with and undertaking which the Company agreed with other executives and certified auditors. Completeness and third parties. accountability of the disclosure of financial statements; The audit committee is of an opinion that the Company any possible risk factors; related account standards; is correctly and completely in compliance with the law changes in account standards; internal control system concerning securities and stock exchange, regulations concerning finance and accountancy; and information of the Stock Exchange of Thailand and other laws technology system are taken into consideration. relating to the Company’s business. The audit committee is of an opinion that the quarter 4. Connected transaction and disclosure of financial statements and annual financial statement information are materially correct in accordance with generally As there are a number of companies relating the recognized account standards. Important information Company, the audit committee pays high attention is publicized as well as account policy is reasonably to transactions which may be conflict of interest to chosen. the Company. The audit committee reviews connected 2. Sufficiency of internal control system transaction or transaction which may be conflict of and internal audit interest to be in line with the regulation of the Stock The audit committee monitored internal control system Exchange of Thailand on a quarterly basis. The internal to be in line with professional standard. Risk analysis auditor is responsible for primary reviewing its accuracy method and internal control system under the COSO in order to assure the transparency when entering into standard are applied. Moreover, computer program is a transaction. This is to make sure that such transaction used to enhance its audit work. The audit committee is reasonable and has the optimum benefit to the not only considered annual audit plan, prepared under

114 ANNUAL REPORT 2013 Company. In addition, information will be accurately Audit Ltd., the existing auditor of the Company for the and completely disclosed. year 2014. Its audit fee for the Company is 2,240,000 The audit committee is of an opinion that connected Baht, equaled to audit fee in 2013. In addition, this is transactions are made to support ordinary business to be approved by the annual general meeting. with normal commercial terms. They are reasonable, fair Overall opinion and remark on performing duties under and optimal benefit the Company. the charter 5. Risk management On 18 February 2014, the audit committee self- The audit committee reviewed policy and guideline on assessed its operation for the year 2013 divided into risk management as well as risk management plan six categories: role and duties of the audit committee, in 2013. Report concerning progress of an operation composition of the audit committee, training and under such plan from the risk management working resources, meeting, activities of the audit committee team is regularly acknowledged. The risk indicator index and relationship with head of internal audit, auditor and was revised and new risk management measures were executives. The audit committee has an overall opinion added. In addition the operation plan is adjusted in that the audit committee completely performed its work order to match with the situation. and its performance was excellent. The audit committee is of an opinion that the Company In sum, the audit committee completely performed has proper and adequate risk management system. its task as specified in the charter approved by the 6. Good corporate governance Board of Directors. The performance includes reviewing The audit committee continuously supports and follows financial statements, examining internal control and the progress of good corporate governance. Necessary risk management, monitoring legal compliance of the guidance and comments are given in order to improve Company particularly on law relating to the Company’ this process. Thus, the Audit Committee opines that business, selecting and nominating the auditor, the Company should ceaselessly develop and improve considering connected transactions or transactions its good corporate governance. which may cause conflict of interest and preparing the report of the audit committee. The audit committee In addition, the audit committee had one meeting opines that the Company has a correct, proper and with the auditor without the management. The auditor accountable process concerning preparation and reported that the audit could be done independently disclosure of financial statements. Its internal control, without any hassle as specified by the International internal audit and risk management is suitable and Federation of accountants (IFAC) and the Accounting efficient. They are complied with laws, regulations and Profession Act B.E. 2547. In addition it was informed any undertakings. The Company seriously considers that the executive provided full cooperation. before entering into any connected transactions. Its 7. Consideration, selection and nomination of performance is in line with good corporate governance the auditor in a proper, transparent and The audit committee has assessed performance of the certified auditor for the year 2013 which is the first year in this position. Generally, this auditor is independent and the overall performance is satisfying. Regarding the selection and nomination of the auditor 18 February 2014 in 2014, the audit committee, considering audit fee In the name of the audit committee together with readiness to comply with audit standard, (Associate Professor Dr. Angkarat Priebjrivat) audit report presentation, proposed the board of directors Chairperson of the audit committee to appoint Mr. Thanit Osathalert from KPMG Phoomchai

ANNUAL REPORT 2013 115 GENERAL INFORMATION

Name : Officemate Public Company Limited

Registration Number : 0107551000134 Sector : Commerce Type of Business : The retail operator of stationery supplies and office equipments namely “OFFICEMATE” The retail operator of stationary, books, recreation equipments, and lifestyle products namely “B2S” The retail operator of online shopping via www.central.co.th and www.robinson.co.th

Registered Capital : Baht 320,000,000 (320,000,000 common shares) Issued and Paid-up Capital : Baht 320,000,000 (320,000,000 common shares)

Par Value : Baht 1.00

Location : Head Office 24 Soi On-Nuch 66/1, On-Nuch Road, Suanluang, Bangkok 10250 Telephone (66) 2-739-5555 Fax (66) 2-763-5555 Warehouse 70 Moo2, Ruam Pattana Road, Lum Toy Ting, Nong Jok, Bangkok 10530

Company’s Auditor : Mr.Thanit Osathalert, Registration No. 4054 KPMG Phoomchai Audit Co.,Ltd. Telephone (66) 2- 677-2000 Fax (66) 2- 677-2222

Corporate Website : www.off icemate.co.th

116 ANNUAL REPORT 2013 STORE LOCATION

OfficeMate Store Location NO Store Location / Open-Close Tel. 1. Seacon Square 55 Srinakarin Road , Prawet, Bangkok 10250 02-721-8260 Mon-Fri 10.00-21.00 Hr Sat-Sun 10.00-21.00 Hr Holiday 10.00-21.00 Hr 2. RCA 31/1 Soi Sun Wichai, Rama 9, Bangkapi, Huaykwang, 02-641-5900 Bangkok 10320 Mon-Fri 08.00-21.00 Hr Sat-Sun 09.00-21.00 Hr. Holiday 09.00-21.00 Hr 3. Future Park ,Rangsit 98 Phahonyothin Road, Prachatipat, Thanyaburi , 02-958-5594 Pathum Thani 12130 Mon-Fri 08.00-20.00 Hr Sat-Sun 08.00-20.00 Hr Holiday 08.00-20.00 Hr 4. Rama 3 295 Rama 3 Road, Bangkolaem, 02-689-0920 Bangkok 10120 Mon-Fri 10.00-21.00 Hr Sat-Sun 10.00-21.00 Hr. Holiday 10.00-21.00 Hr. 5. Rama 2 160 Rama 2 Road, Samae Dam, Bangkhuntien , 02-872-4640 Bangkok 10150 Mon-Fri 11.00-21.00 Hr. Sat-Sun 10.00-21.00 Hr Holiday 10.00-21.00 Hr 6. Big c Ladprao 669. RT.9-10 ,Ladprao Road, Chatuchak Bangkok 02-983-7373 10900 Mon-Fri 09.00-21.00 Hr. Sat-Sun 09.00-21.00 Hr. Holiday 09.00-21.00 Hr..

ANNUAL REPORT 2013 117 OfficeMate Store Location NO Store Location / Open-Close Tel. 7. Tukcom Sriracha 135/99 Tuk Com, Floor B, Sukhumvit Road, 038-773-620 Sriracha, Choburi 20110 Mon-Fri 08.00-20.30 Hr. Sat-Sun 08.00-20.30 Hr. Holiday 08.00-21.00 Hr. 8. Ayutthaya Park 126 Moo 3, Sai Asia Road, Klong Suan plu, 035-229-605 Phra Nakhon Si Ayutthaya 13000 Mon-Fri 10.00-21.00 Hr.. Sat-Sun 10.00-21.00 Hr.. Holiday 10.00-21.00 Hr.. 9. Samut Prakan 498/1 Big C Super Center Building, Sukhumvit 02-395-5592 Road, Pak Nam, Samut Prakan 10270 Mon-Fri 10.00-21.00 Hr. Sat-Sun 10.00-21.00 Hr. Holiday 10.00-21.00 Hr. 10. Ramintra 59 ,1st Floor , Moo 4, Ramintra Road, Bang Khen, 02-552-7355 Bangkok 10220 Mon-Fri 09.00-22.00 Hr. Sat-Sun 09.00-22.00 Hr. Holiday 09.00-22.00 Hr. 11. Zeer Rangsit 99 Moo 8, Phaholyothin, Lumlukka, Pathum Thani 02-992-5609 12130 Mon-Fri 10.30-20.30 Hr. Sat-Sun 10.30-20.30 Hr. Holiday 10.30-20.30 Hr. 12. Central Festival Phuket 74-75 ,2nd Floor , Central Festival Phuket , 076-249-695 Vichitsongkram Road, Phuket 83000 Mon-Fri 10.00-22.00 Hr. Sat-Sun 10.00-22.00 Hr. Holiday 10.00-22.00 Hr.

118 ANNUAL REPORT 2013 OfficeMate Store Location NO Store Location / Open-Close Tel. 13. Big C Bangyai 9 / 9,2nd Floor, Moo 11, 02-961-2217 Talingchan-Suphanburi road, Nonthaburi 11110 Mon-Fri 10.00-22.00 Hr. Sat-Sun 10.00-22.00 Hr. 14. Hadyai-Songkhla 677,1stFloor, Phetchakasem Road, Hatyai, Songkhla 074-262-971 90110 Mon-Fri 10.00-22.00 Hr. Sat-Sun 10.00-22.00 Hr. Holiday 10.00-22.00 Hr. 15. Phayathai 15 Phrayathai Road, Phrayathai, Rachatewi, 02-245-7750 Bangkok 10400 Mon-Fri 10.00-21.00 Hr. Sat-Sun 10.00-21.00 Hr. Holiday 10.00-21.00 Hr. 16. Big C Ekkamai 78/2 Sukhumvit 63 Road(Ekkamai), 02-714-8260 North-Phrakhanong, Wattana, Bangkok 10110 Mon-Fri 10.00-21.00 Hr. Sat-Sun 10.00-21.00 Hr. Holiday 10.00-21.00 Hr. 17. Big C Rama 4 2929 RAMA 4 Road, Klongtan, Klongtoey, Bangkok 02-260-4380 10110 Mon-Fri 09.00-22.00 Hr. Sat-Sun 09.00-22.00 Hr. Holiday 09.00-22.00 Hr. 18. Phetkasem 611/5 Moo 10, Phetkasem, Laksong, Bangkae, 02-421-3619 Bangkok 10160 Mon-Fri 09.00-22.00 Hr. Sat-Sun 09.00-22.00 Hr. Holiday 09.00-22.00 Hr.

ANNUAL REPORT 2013 119 OfficeMate Store Location NO Store Location / Open-Close Tel. 19. Pantip Ngamwongwan 69/21 Moo 2 Ngamwongwan Road, Bngkhen, 02-953-6100 Muang, Nonthaburi 11000 Mon-Fri 10.00-21.00 Hr. Sat-Sun 10.00-21.00 Hr. Holiday 10.00-21.00 Hr. 20. South Pattaya 565/66 Moo 10 Nongprue, Banglamung, Chonburi 038-374-904 20150 Mon-Fri 09.00-21.00 Hr. Sat-Sun 09.00-21.00 Hr. Holiday 09.00-21.00 Hr. 21. Rattanathibeth 68/100 Moo 8, Rattanathibeth Road, Bangkrasor, 02-525-4870 Muang, Nonthaburi 11000 Mon-Fri 10.00-22.00 Hr. Sat-Sun 10.00-22.00 Hr. Holiday 10.00-22.00 Hr. 22. Rayong 15/11, Ground Floor, Big C Super Center, 038-624-193 Bangna–Trad Road, Chengnoen, Muang, Rayong 21000 Mon-Fri 09.00-21.00 Hr. Sat-Sun 09.00-21.0 0Hr. Holiday 09.00-21.00 Hr. 23. Changwatta 99/99, Basement Floor, Central Plaza Department 02-835-3510 Store, Moo 2, Changwattana Road, Bangtalad, Pakkred, Nonthaburi 11120 Mon-Fri 11.00-21.30 Hr. Sat-Sun 10.00-22.00 Hr. Holiday 10.00-21.30 Hr.

120 ANNUAL REPORT 2013 OfficeMate Store Location NO Store Location / Open-Close Tel. 24. Central Plaza Chonburi 55/88-55/89, Ground Floor, Central Plaza 033-003-200 Department Store, Moo 1, Samed, Muang, Chonburi 20000 Mon-Fri 09.00-21.30 Hr. Sat-Sun 10.00-22.00 Hr. Holiday 10.00-22.00 Hr. 25. Tawanna Square 3508, Tawanna Square Building, Ladprow Road, 02-704-7411 Klongchan, Bangkrapi, Bangkok 10240 Mon-Fri 08.00-21.00 Hr. Sat-Sun 08.00-21.00 Hr. Holiday 09.00-21.00 Hr. 26. Asoke 189/1, 1st Basement Floor, Sukhumvit 21 Road, 02-261-9670 North Klongtoey, Wattana, Bangkok 10110 Mon-Fri 08.00-20.00 Hr. Sat-Sun 09.00-20.00 Hr. Holiday 09.00-20.00 Hr. 27. United Center 323, Silom Road, Silom, Bangrak, Bangkok 10500 02-267-6249 Mon-Fri 08.00-20.00 Hr. Sat-Sun 09.00-19.00 Hr. Holiday 09.00-19.00 Hr. 28. Sirinthorn 122, Sirinthorn Road, Bangplad, Bangkok 10700 02-881-2570 Mon-Fri 08.00-20.00 Hr. Sat-Sun 08.00-20.00 Hr. Holiday 08.00-20.00 Hr. 29. Fashion Island 593, Ground Floor, Ram Inthra Road, Kannayaow, 02-947-6317 Bangkok 10230 Mon-Fri 10.00-21.00 Hr. Sat-Sun 10.00-21.00 Hr. Holiday 10.00-21.00 Hr.

ANNUAL REPORT 2013 121 OfficeMate Store Location NO Store Location / Open-Close Tel. 30. Tukcom Khonkaen 250/1, Basement Floor, Srichan Road, Muang, 043-271-292 Khonkaen 40000 Mon-Fri 08.30-20.30 Hr. Sat-Sun 10.00-20.30 Hr. Holiday 10.00-20.30 Hr. 31. Sena Center 1873/2 1st Floor, Phahonyothin Road, Ladyao, 02-512-6072-6 Jatujak, Bangkok 10900 Mon-Fri 10.00-20.30 Hr. Sat-Sun 10.00-20.30 Hr. Holiday 10.00-20.30 Hr. 32. Central Plaza Rama9 9/8, 9/9, RAMA 9 Road, Huaykhwang, Bangkok 02-108-3100 10310 Mon-Fri 10.00-22.00 Hr. Sat-Sun 10.00-22.00 Hr. Holiday 10.00-22.00 Hr. 33. Big C Jumbo Sumrong 1293, Moo 4, Thepharak, Muang, Samutprakarn 02-755-0578 10270 Mon-Fri 08.00-20.00 Hr. Sat-Sun 08.00-20.00 Hr. Holiday 10.00-20.00 Hr. 34. Central Plaza 277/3, Room No.G23, Ground Floor, Prachaksillapakom 042-223-818 Udonthani Road, Mhakkhang, Muang, Udornthani 41000 Mon-Fri 10.30-21.00 Hr. Sat-Sun 10.00-21.00 Hr. Holiday 10.00-21.00 Hr. 35. Mega Bangna 39, P1 Floor,Robinson Department Store Mege 02-105-1315 Bangna, Moo 6 Bangkeaw, Bangplee, Samutprakarn 10540 Mon-Fri 10.00-21.00 Hr. Sat-Sun 10.00-21.00 Hr. Holiday 10.00-21.00 Hr.

122 ANNUAL REPORT 2013 OfficeMate Store Location NO Store Location / Open-Close Tel. 36. Gateway Eakkamai 982/22, Room No.B112 Gateway Ekkamai Building, 02-108-2810 Sukhumvit Road, Prakhanong, Klongtoey, Bangkok 10110 Mon-Fri 10.00-21.00 Hr. Sat-Sun 10.00-21.00 Hr. Holiday 10.00-21.00 Hr. 37. Seacon Bangkae 607 Room B36, B Floor, Seacon Bangkae Building, 02-458-2921 Petchakasem Road, Bangwa, Pasicharoen, Bangkok 10160 Mon-Fri 10.30-21.00 Hr. Sat-Sun 10.00-21.00 Hr. Holiday 10.00-21.00 Hr. 38. Central Plaza 88/1 Moo 10, Tambon Watpradoo, Amphoe Muang, 077-489-926 Suratthani Suratthani, Suratthani 84000 Mon-Fri 09.00-21.00 Hr. Sat-Sun 09.00-21.30 Hr. Holiday 09.00-21.30 Hr. 39. Saphan kwai 670/22 Phaya Thai Road, Samsennai, Phaya Thai, 02-279-5801 Bangkok 10400 Mon-Fri 08.00-20.00 Hr. Sat-Sun 09.00-21.00 Hr. Holiday 09.00-21.00 Hr. 40. Central Plaza Lampang 319/1 Highway-Lampang-Ngao Road, Tambon 054-811-725 Suandok, Amphoe Muang Lampang, Lampang 52100 Mon-Fri 11.00-21.00 Hr. Sat-Sun 10.00-21.00 Hr. Holiday 10.00-21.00 Hr.

ANNUAL REPORT 2013 123 OfficeMate Store Location NO Store Location / Open-Close Tel. 41. Ratchada-Sutthisan 249 Ratchapisek Road, Dindang, Dindang, Bangkok 02-639-9842 10400 Mon-Fri 09.00-21.00 Hr. Sat-Sun 09.00-21.00 Hr. Holiday 09.00-21.00 Hr. 42. Central Plaza 312 Moo 7, Tambon Jaeramae, Amphoe Mueang 045-422-825 Ubon Ratchthani Ubonratchathani, Ubonratchathani 34000 Mon-Fri 08.30-21.00 Hr. Sat-Sun 08.30-21.00 Hr. Holiday 10.00-21.30 Hr. 43. Jasmin City 2 B-12 Floor, Soi Sukhumvit 23 (Prasarnmit), 02-260-0572 Sukhumvit Road, Khlong Toei Nuea, Watana, Bangkok 10110 Mon-Fri 08.00-20.00 Hr. Sat-Sun 09.00-20.00 Hr. Holiday 09.00-20.00 Hr. 44. Chiangmai Airport 201 1st Floor Moo 7, Tambon Suthep, Amphoe 052-001-624 Muang Chiang Mai, Chiang Mai 50200 Mon-Fri 09.00-21.00 Hr. Sat-Sun 09.00-21.00 Hr. Holiday 09.00-21.00 Hr. 45. Central Festival 99, 99/1, 99/2 Moo 4 Room G01, G Floor, Tambon 053-288-570 Chiangmai Faham, Amphoe Muang Chiang Mai, Chiang Mai 50000 Mon-Fri 11.00-21.30 Hr. Sat-Sun 10.00-22.00 Hr. Holiday 10.00-22.00 Hr.

124 ANNUAL REPORT 2013 OfficeMate Store Location NO Store Location / Open-Close Tel. 46. Robinson Saraburi 99 1st Floor, Moo 7, Tambon Talingchan, Amphoe 036-351-370 Muang Saraburi, Saraburi 18000 Mon-Fri 08.30-21.30 Hr. Sat-Sun 08.30-21.30 Hr. Holiday 08.30-21.30 Hr. 47. Central Festival Hatyai 1520 Kanchanawanich Road, Tambon Hatyai, 074-801-360 Amphoe Hatyai, Songkhla 90110 Mon-Fri 11.00-22.00 Hr. Sat-Sun 10.00-22.00 Hr. Holiday 10.00-22.00 Hr. 48. Harbour Mall Chonburi 4/222 2nd Floor, Room 2S19/1, 2S19/2, 2S20-2S25, 038-493-893 Moo 10, Sukhumvit Road, Tambon Toongsukla, Amphoe Sriracha, Chonburi 20230 Mon-Fri 10.30-20.30Hr. Sat-Sun10.00-21.30Hr. Holiday10.00-21.30 Hr.

ANNUAL REPORT 2013 125 B2S stores Location NO Store Location / Open-Close Tel. 1 Bangna 585 5th Floor, Bangna-Trad Road, Bangna, Bangna, 02-361-2201 Bangkok 10260 Mon - Thurs 11.00 - 21.00 Hr. Fri 11.00 - 22.00 Hr. Sat/Public holidays 10.00 - 22.00 Hr. Sun 10.00 - 21.30 Hr. 2 Fashion Island 593 B Floor, Ram Inthra Road, Kannayao, Kannayao, 02-947-5527 Bangkok 10230 Every day 10.00 - 21.00 Hr. 3 Rangsit 94 Robinson Department Store Future Park Rangsit 02-958-0800 2nd Floor, Phaholyothin Road, Tambon Phrachathipat, Amphoe Thaunyaburi, Pathumthaini 12130 Mon - Fri 10.30 - 21.00 Hr. Sat - Sun/Public holidays 10.00 - 21.00 Hr. 4 Bangrak 1522, Robinson Department Store Bangrak 3rd 02-238-0052 Floor, Charoen Krung Road, Bangrak, Bangrak, Bangkok 10500 Every day 10.30 - 22.00 Hr. 5 Sriracha 90/1, Robinson Department Store Sriracha 3rd 038-328-293 Floor, Sukhumvit Road, Tambon Sriracha, Amphoe Sriracha, Chonburi 20110 Mon - Fri 10.30 - 21.30 Hr. Sat - Sun/Public holidays1 0.00 - 21.30 Hr. 6 Pinklao 7/1, Central Department Store Pinklao 5th Floor, 02-802-9000 Borommaratchachonnani Road, Arunammarin, Bangkoknoi, Bangkok 10700 Every day 10.30 - 21.30 Hr. 7 Srinakarin 55/1 Robinson Department Store Seacon Square 02-721-9055 2nd Floor, Srinakarin Road, Nhongbon, Prawet, Bangkok 10260 Mon - Fri 10.30 - 21.00 Hr. Sat - Sun/Public holidays 10.00 - 21.00 Hr. 8 Chidlom 1027 Central Department Store Chidlom 7th Floor, 02-65- 6178 Phloen Chit Road, Lumpini, Pathumwan, Bangkok 10330 Every day 10.00 - 22.00 Hr.

126 ANNUAL REPORT 2013 B2S stores Location NO Store Location / Open-Close Tel. 9 Rama3 79/3 Central Department Store Rama 3 4th Floor, 02-67- 6077 Sathupradit Road, Chong Nonsi, Yannawa, Bangkok 10120 Mon - Thurs 11.00 - 21.00 Hr. Fri 11.00 - 21.30 Hr. Sat-Sun/Public holidays 10.00 - 21.30 Hr. 10 Hatyai 1 Central Department Store Hatyai 4th Floor, 02-910-9023 Sanaehanusorn Road, Tambon Hatyai, Amphoe Hatyai, Songkla 90110 Every day 10.30 - 21.00 Hr. 11 Wongsawang 888 B Building 1st Floor, Phibulsongkram Road, 0-2958-6042 Bang Sue, Bang Sue, Bangkok 10800 Mon - Fri 10.30 - 21.00 Hr. Sat - Sun/Public holidays 10.00 - 21.00 Hr. 12 Central Rangsit 94 Central Department Store Future Park Rangsit 02-872-1481 2F Floor, Phahonyothin Road Tambon Prachatipat, Amphoe Thanyaburi, Pathumthani 12130 Mon - Thurs 11.00 - 21.30 Hr. Fri 11.00 - 22.00 Hr. Sat/Public holidays 10.00 - 22.00 Hr. Sun 10.00 - 21.30 Hr. 13 Rama2 160 Central Plaza Rama 2 4th Floor, Rama 2 Road, 074-350-543 Samae Dam, Bang Khuntien, Bangkok 10150 Mon- Thurs 10.30 - 21.00 Hr. Fri- Sun 10.00 - 21.00 Hr. 14 Sukhumvit 259 Robinson Department Store Sukhumvit 3rd 053-895-156 Floor, zone A-D, 5-16, Sukhumvit Road, Khlong Toei Nuea, Wattana, Bangkok 10110 Mon - Fri 10.30 - 21.00 Hr. Sat - Sun/Public holidays 10.00 - 21.00 Hr. 15 Chaengwattana 96 Big C Chaengwattana 1st Floor, Unit GCR, 125- 02-651-1868 126 Moo 1, Chaengwattana Road, Thoong Song Hong, Lak Si, Bangkok 10210 Every day 10.00 - 22.00 Hr.

ANNUAL REPORT 2013 127 B2S stores Location NO Store Location / Open-Close Tel. 16 Kad Suan Kaew 21 Kad Suan Kaew 3rd Floor, Unit B-E, 31-36, 02-574-2559 Huai Kaew Road, Tambon Suthep, Amphoe Muang, Chiang Mai 50200 Mon - Fri 10.00 Hr. - 21.00 Hr. Sat - Sun 9.30 Hr. - 21.00 Hr. 17 Robinson Hatyai 9 Robinson Department Store Hatyai 3rd Floor, Unit 074-354-523 D-G, 5-9, Thammanoonwithi Road, Tambon Hatyai, Amphoe Hatyai, Songkla 90110 Every day 10.30 - 21.00 Hr. 18 Ram Inthra 109/9 Central Department Store Ram Inthra 4th 02-551-4370 Floor, Unit A-F, 1-4, Ram Inthra Road, Anusaowaree, Bangken, Bangkok 10220 Every day 10.00 - 21.00 Hr. 19 Udornthani 277/3 Central Plaza Udornthaini 4th Floor Room 042-921-383 421, Prachacksilpakom Road, Tambon makkaeng, Amphoe Muang, Udornthaini 41000 Mon - Fri 10.30 - 21.00 Hr. Sat - Sun/Public holidays 09.30 - 21.00 Hr. 20 Big C Nakornsawan 320/11 Withithep Plaza B Floor, Unit 4-9, Sawanwithi 056-233-163 Road, Tambon Paknam Pho, Amphoe Muang Nakornsawan, Nakornsawan 60000 Every day 10.00 - 21.00 Hr. 21 Robinson Chantaburi 22/107 Robinson Department Store Chantaburi 039-340-464 2nd Floor Unit 10-14, Moo 7, Tambon Chantanimit, Amphoe Muang Chantaburi, Chantaburi 22000 Mon - Fri 11.00 - 21.00 Hr. Sat - Sun/Public holidays 10.00 - 21.00 Hr. 22 Robinson Ratchaburi 265 Robinson Department Store Ratchaburi G Floor 032-310-886 Unit H-M, 1-5, Sri Suriyawong Road, Tambon Na Muang, Amphoe Muang Ratchaburi, Ratchaburi 70000 Mon - Fri 11.00 - 21.00 Hr. Sat - Sun/Public holidays 10.30 - 21.00 Hr. 23 Big C Saphan Khwai 618/1 Big C Saphan Khwai B Floor, Unit 14-16, 02-616-7422 Phahonyothin Road, Samsennai, Phayathai, Bangkok 10400 Every day 10.00 - 21.00 Hr.

128 ANNUAL REPORT 2013 B2S stores Location NO Store Location / Open-Close Tel. 24 Taweekit Saraburi 57/5 Taweekit Complex 2nd Floor Unit 1-13, 036-315-281 Sudbantad Road, Tambon pak Priew, Amphoe Muang Saraburi, Saraburi 18000 Every day 09.30 - 21.00 Hr. 25 Robinson Fashion Island 591 Robinson Department Store Fashion Island 2nd 02-947-5621 Floor Unit 7-12, Ram Inthra Road, Kannayao, Kannayao, Bangkok 10230 Every day 11.00 - 21.00 Hr. 26 Robinson Ubonratchathani 221 Robinson Department Store Ubonratchani 1st 045-262-953 Floor Unit D3, Chayangkool Road, Tambon Nai Muang, Amphoe Muang Ubonratchani, Ubonratchani 34000 Every day 10.30 - 21.00 Hr. 27 Klang Plaza Korat 24 Klang Plaza Korat Department Store 2nd Floor, 044-260-436 Unit D, Jom Surangyad Road, Tambon nai Muang, Amphoe Muang Nakornratchasrima, Nakornratchasrima 30000 Every day 10.00 - 21.00 Hr. 28 Laem Thong Rayong 554 Laem Thong Shopping Plaza Rayong 1st Floor 038-807-788 Unit PZ1-022, Sukhumvit Road, Tambon Nern Phra, Amphoe Muang Rayong, Rayong 21000 Mon - Fri 10.30 - 21.00 Hr. Sat - Sun 09.30 - 21.00 Hr. 29 Robinson Ladya 99 Robinson Department Store Ladya 3rd Floor 02-861-5152 Unit F2 Ladya Road, Somdejchaopraya, Klongsarn, Bangkok 10600 Every day 11.00 - 21.00 Hr. 30 Taweekit Burirum 274 Taweekit Burirum Department Store 1st Floor 044-602-052 Moo 8, Tambon Isan, Amphoe Muang Burirum, Burirum 31000 Every day 10.00 - 21.00 Hr. 31 Robinson Chiang Mai 2 Robinson Department Store Chiang Mai 4th Floor, 053-272-860 Mahidol Road, Tambon Hai Ya, Amphoe Muang Chiang Mai, Chiang Mai 50110 Every day 11.00 - 21.00 Hr.

ANNUAL REPORT 2013 129 B2S stores Location NO Store Location / Open-Close Tel. 32 Central Phuket 74-75 Central Department StorePhuket 3rd Floor 076-209-073 Unit A7 Moo 5, Tambon Vichit, Amphoe Muang Phuket, Phuket 83000 Every day 10.30 - 22.00 Hr. 33 Serm Thai Mahasarakam 103 Serm Thai Plaza 1st Floor,3 Rim Klong Som 043-712-389 Ta Win Road, Tambon Talad, Amphoe Muang Mahasarakarm, Mahasarakarm 44000 Mon - Fri 10.00 - 21.00 Hr. Sat - Sun/Public holidays 09.00 - 21.00 Hr. 34 Big C Pattani 301 Big C Pattani G Floor Unit N, Moo 4, Tambon 073-338-133 Roo Sa Mi Lae, Amphoe Muang Pattani, Pattani 94000 Every day 08.00 - 20.30 Hr. 35 Big C Lampang 65 Big C Supercenter Lampang 2nd Floor Unit M, 054-230-263 Highway Lampang-Ngao Road, Tambon Sob Tui, Amphoe Muang Lampang, Lampang 52100 Every day 09.00 - 21.00 Hr. 36 Robinson 89/201 Robinson Department Store 075-340-646 Nakornsrithammarat Nakornsrithammarat 3rd Floor Unit B, Patanakarn Koo Kwang Road, Tambon Klang, Amphoe Muang, Nakornsrithammarat 80000 Mon - Fri 10.30 - 21.00 Hr. Sat - Sun/Public holidays 10.00 - 21.00 Hr. 37 Big C Aom Yai 17/17 Big C Aom Yai 1st Floor Moo 8, Tambon Aom 02-420-8875 Yai, Amphoe Sam Phran, Nakornpathom 73160 Every day 10.00 - 22.00 Hr. 38 Siriban Trang 42 Siriban Trang Department Store, 3rd Floor, Jerm 075-215-328 Panya Road, Tambon Tab Tiang, Amphoe Muang Trang, Trang 92000 Sun - Thurs 09.30 - 21.00 Hr. Fri - Sat 09.30 - 21.30 Hr. 39 River Plaza 5/81 River Plaza 1st Floor Moo 4, Phiboonsongkram 02-527-0475 Road, Tambon Suan Yai, Amphoe Muang Nonthaburi, Nonthaburi 11000 Every day 10.00 - 21.30 Hr.

130 ANNUAL REPORT 2013 B2S stores Location NO Store Location / Open-Close Tel. 40 Big C Sukhapiban 3 195 Big C Sukhaphiban 3 G Floor Moo 9, 02-976-9250 Sukhaphiban 3 Road, Minburi, Minburi, Bangkok 10510 Every day 10.00 - 21.00 Hr. 41 Robinson Rattanathibeth 68/100 2nd Floor Moo 8, Ratanathibeth Road, 02-969-9765 Tambon Bang Krasor, Amphoe Muang Nonthaburi, Nonthaburi 11000 Every day 10.00 - 22.00 Hr. 42 SF Phetchkasem 611/2 SF Petchkasem 1st Floor Moo 10, Bangkae, 02-809-3871 Bangkae, Bangkok 10160 Every day 10.00 - 22.00 Hr. 43 Central World Tower 999/9 Central World Tower B1 Floor,Unit B 112, - Rama 1 Road, Pathumwan, Pathumwan, Bangkok 10330 Every day 07.00 - 20.00 Hr. 44 Big C Phrae 600 Big C Phrae G Floor Moo 9, Tambon Na Jak, 054-626-535 Amphoe Muang Phrae, Phrae 54000 Every day 10.00 - 21.00 Hr. 45 Big C Prachinburi 630/1 Big C Prachinburi G Floor, Ratsadorn 037-215-089 Damri Road, Tambon Na Muang, Amphoe Muang Prachinburi, Prachinburi 25000 Every day 09.00 - 21.00 Hr. 46 Robinson Ayutthaya 126 Robinson Department Store Ayutthaya 2nd 035-229-914 Floor Moo 3, Asia Road, Tambon Klong Suan Ploo, Amphoe Phranakorn Ayutthaya, Phranakron Ayutthaya 13000 Every day 10.00 - 21.00 Hr. 47 Esplanard 99 Esplanard 3rd Floor, Ratchadapisek Road, 02-660-9270 Dindang, Dindang, Bangkok 10400 Every day 10.00 - 22.00 Hr. 48 Crystral Park 64/98 The Crystal Building C, 1st Floor, Room 109, 02-515-0754 Moo 6, Praditmanutham Road, Lad Prao, Lad Prao, Bangkok 10230 Every day 10.30 - 21.30 Hr.

ANNUAL REPORT 2013 131 B2S stores Location NO Store Location / Open-Close Tel. 49 Central Chaengwattana 99/99 5th Floor Moo 2, Tambon Bang Talad, 02-835-3515 Amphoe Pak Kred, Nonthaburi 11120 Mon - Thurs 11.00 - 21.30 Hr. Fri 11.00 - 22.00 Hr. Sat/Public holidays 10.00 - 22.00 Hr. Sun 10.0.00 - 21.30 Hr. 50 Central Pattaya 333/102 Moo 9 4th Floor, Tambon Nong Prue, 038-043-378 Amphoe Bang Lamoong, Chonburi 20260 Every day 11.00 - 23.00 Hr. 51 Robinson Chonburi 55/90 3rd Floor Moo 1, Tambon Samed, Amphoe 033-003-425 Muang Chonburi, Chonburi 20000 Mon - Fri 10.30 Hr. - 21.30 Hr. Sat - Sun/Public holidays 10.00 Hr. - 22.00 Hr. 52 Nawamin City 291 2nd Floor Room B202, Prasert Manukit Road, 02-907-0405 Jarakae Bau, Lad Prao, Bangkok 10230 Mon - Fri 11.00-21.30 Hr. Sat-Sun 11.00 - 22.00 Hr. 53 Robinson Khonkaen 99/2 G Floor, Srichan Road, Tambon Nai Muang, 043-288-226 Amphoe Muang Khonkaen, Khonkaen 40000 Mon - Fri 10.30 - 21.00 Hr. Sat - Sun/Public holidays 10.00 - 21.00 Hr. 54 Central World Plaza 4/1-2 Central World Plaza 1st Floor-3 Unit F108, 02-646-1270 F110, F208, F309, Ratchadamri Road, Pathumwan, Pathumwan, Bangkok 10330 Every day 10.00 - 22.00 Hr. 55 Robinson Trang 138 Pataloong Road, Tambon Tab Tiang, Amphoe 075-820-388 Muang Trang, Trang 92000 Sun- Thurs 10.00 - 21.00 Hr. Fri - Sat 10.00-21.30 Hr. 56 Robinson Chiangrai 199/9 Moo 13 Robinson Department Store Chiangrai 053-179-946 2nd Floor, Tambon Rob Viang, Amphoe Muang Chiangrai, Chiangrai 57000 Mon - Fri 11.00 - 21.00 Hr. Sat - Sun 10.00 - 21.00 Hr.

132 ANNUAL REPORT 2013 B2S stores Location NO Store Location / Open-Close Tel. 57 Major Ratchyothin 1839 2nd Floor Room 216, Phahonyothin Road, 02-511-5514 Ladyao, Jatujak, Bangkok 10900 Mon - Fri 10.300 - 22.00 Hr. Sat - Sun/Public holidays 10.00 - 22.00 Hr. 58 Crystral Park 2 201 The Crystral Park Phase 2 Building E, 2nd 02-515-0963 Floor, Room 204, Praditmanutham Road, Lad Prao,L ad Prao, Bangkok10230 Every day 10.30 - 21.30 Hr. 59 Lad Prow 1691 Central Department Store Lad Prao, B Floor, 02-541-1351 Phahonyothin Road, Jatujak, Jatujak, Bangkok 10900 Every day 10.00 - 22.00 Hr. 60 CPN Phitsanulok 9/99 Moo 5 3rd Floor Central Plaza Phitsanulok, 055-338-540-1 Tambon Plai Choompol, Amphoe Muang Phitsanulok, Phitsanulok 65000 Mon - Fri 11.00 - 21.00 Hr. Sat - Sun 10.00 - 21.00 Hr. 61 CPN Rama9 9/9 Central Plaza Rama 9 Room 724, 7th Floor, 02-160-3802-5 Rama 9 Road, Huai Khwang, Huai Khwang, Bangkok 10310 Every day 10.00 - 22.00 Hr. 62 CPN Rama9B 9/9 Central Plaza Rama 9 Room B22, B Floor, 02-160-3806 Rama 9 Road, Huai Khwang, Huai Khwang, Bangkok 10310 Every day 10.00 - 22.00 Hr. 63 The Walk Ratchaphruek 189 The Walk Ratchaphruek, 2nd Floor, Room 231, 02-489-6881 Moo 2, Tambon Bang Koon Kong, Amphoe Bang Krouy, Nonthaburi 11130 Mon - Fri 10.00 - 21.00 Hr. Sat - Sun/Public holidays 10.00 - 21.30 Hr. 64 Robinson Suphanburi 449 Robinson Department Store Suphanburi, 1st 035-454-288 Floor, Moo 5, Tambon Ta Rahad, Amphoe Muang Suphanburi, Suphanburi 72000 Every day 10.00 - 21.00 Hr.

ANNUAL REPORT 2013 133 B2S stores Location NO Store Location / Open-Close Tel. 65 UD Town 88 UD Town Room N101-N104, Thong Yai Road, 042-244-434 Tambon Mak Kaeng, Amphoe Muang Udornthani, Udornthani 41000 Mon - Fri 11.00 - 22.00 Hr. Sat - Sun/Public holidays 10.30 - 22.00 Hr. 66 Mega Bangna 39 Room 2456 2nd Floor Moo 6, Bangna- 02-105-1322 Trad, Tambon Bangkeaw, Amphoe Bang Plee, Samutprakarn 10540 Every day 10.00 - 22.00 Hr. 67 Gateway Ekkamai 982/22 Room 1123, 1st Floor, Sukhumvit Road, 02-108-2725 Phra Khanong, Klong Toey, Bangkok 10110 Every day 10.00 - 22.00 Hr. 68 Assawan Nhongkai 308 Jiang Future Plaza 1st Floor Moo 10, Mittrapab 042-464-660 Road, Tambon Phochai, Amphoe Muang Nongkai, Nongkai 43000 Every day 10.00 - 22.00 Hr. 69 Silom Complex 191 Silom Complex 4th Floor, Silom Road, Silom, 02-231-3333 Bangrak, Bangkok 10500 Every day 10.30 - 21.30 Hr. 70 Robinson Suratthani 88/1 Robinson Department Store Suratthani, 2nd 077-489-938 Floor, Moo 10, Tambon Wat Pradoo, Amphoe Muang Suratthani, Suratthani 84000 Sun- Thurs 10.00 - 21.00 Hr. Fri - Sat 10.00-21.30 Hr. 71 Chang Klan 215/2 Chang Klan Road, Tambon Chang Klan, 053-818-562 Amphoe Muang Chiang Mai, Chiang Mai 50000 Mon - Fri 07.00 - 21.00 Hr. Sat - Sun 08.00 - 21.00 Hr. 72 Robinson Bangkae 615 Robinson Department Store Bangkae 2nd Floor, 02-458-2568 Petchkasem Road, Bang Wa, Pasrichareon, Bangkok 10160 Every day 11.00 - 21.00 Hr. 73 Robinson Lampang 319/1 Robinson Department Store Lampang, 2nd 054-811-735 Floor, Tambon Suan Dok, Amphoe Muang Lampang, Lampang 52100 Mon - Fri 11.00 - 21.00 Hr. Sat-Sun/Public holidays10.00 - 21.00 Hr.

134 ANNUAL REPORT 2013 B2S stores Location NO Store Location / Open-Close Tel. 74 Serm Thai Complex 76/1-7 Serm Thai Complex, 1st Floor, Room R219, 043-970-591 Nakornsawan Road, Tambon Talad, Amphoe Muang Mahasarakarm,Mahasarakarm 44000 Mon - Fri 10.00 - 21.30 Hr. Sat - Sun/Public holidays 09.30 - 21.30 Hr. 75 Robinson Kanchanaburi 110 Robinson Department Store Kanchanaburi, G 034-603-235 Floor, Moo 9, Tambon Pak Phrek, Amphoe Muang Kanchanaburi, Kanchanaburi 71000 Every day 10.00 - 21.00 Hr. 76 Sena Fest 542, 542/1-2 Sena Fest Building, 1st Floor, Room 02-108-9086 107, Chareon Nakorn, Klong Ton Sai, Klong Sarn, Bangkok 10600 Mon - Fri 11.00-21.30 Hr. Sat-Sun 10.00 - 21.30 Hr. 77 Robinson 312 Moo 7 Robinson Department Store Ubonratchani, 045-422-831 Ubonratchathani 2 2nd Floor, Tambon Jaramae, Amphoe Muang Ubonratchathani, Ubonratchathani 34000 Mon - Fri 10.30 - 21.00 Hr. Sat - Sun/Public holidays 10.00 - 21.30 Hr. 78 Imagine Village 9/1 Moo 5Imagine Village Project, Room G12, G 02-115-4951 Floor,Phahonyothin Road, Tambon Klong Nhung, Amphoe Klong Luang,, Pathumthani 12130 Every day 08.30 - 20.30 Hr. 79 Robinson Sakonnakorn 88/8 Robinson Department Store Sakonnakorn , 042-971-835 2nd Floor, Nittayo Road, Tambon Thad Cheong Shoom, Amphoe Muang Sakonnakorn,Sakonnakorn 47000 Every day 10.00 - 21.00 Hr. 80 CPN Chiang Mai 99, 99/1, 99/2 Moo 4 Central Festival Chiang Mai, 053-288-836 Room 217, 2nd Floor, Tambon Fa Ham, Amphoe Muang Chiang Mai, Chiang Mai 50000 Mon-Thurs 11.00-21.30 Hr. Fri 11.00-22.00 Hr. Sat - Sun/Public holidays 10.00-22.00 Hr. 81 Pasio Lad Kra Bang 318/5 The Pasio, 1st Floor, H104, Lad Krabang 02-171-7597 Road, Lad Krabang , Lad Krabang, Bangkok 10520 Every day 10.00 - 21.00 Hr.

ANNUAL REPORT 2013 135 B2S stores Location NO Store Location / Open-Close Tel. 82 Robinson Saraburi 99 Moo 7 Robinson Department Store Saraburi, 036-351-335 1st Floor, Tambon Taling Chan, Amphoe Muang Saraburi, Saraburi 18000 Every day 10.00 - 21.00 Hr. 83 CPN Hatyai 1518, 1518/1, 1518/2 Central Festival Hatyai, Room 074-339-677 219, 2nd Floor, Kanchanavanich Road, Tambon Hatyai, Amphoe Hatyai, Songkla 90110 Every day 11.00 - 22.00 Hr. 84 Pasio Sukhapiban 3 7/7 The Pasio Town 1st Floor, F102-103, Ramkamhang 02-111-3034 Road, Saphan Soong, Bangkok 10240 Every day 10.00 - 21.00 Hr. 85 Robinson Surin 338 Moo 16 Robinson Department Store Surin, 1st 044-042-835 Floor, Tambon Salakdai, Amphoe Muang Surin, Surin 32000 Every day 10.00 - 21.00 Hr.

136 ANNUAL REPORT 2013 บริษัท ออฟฟศเมท จำกัด (มหาชน) 24 ซ.ออนนุช 66/1 แขวงสวนหลวง เขตสวนหลวง กรุงเทพฯ 10250 officemate Contact center : 02 739 5555 fax : 02 763 5555 e-mail : [email protected]