Annual Report 2017
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1 AR CPN EN 2014 4C P1-72.Indd
AANNUALNNUAL RREPORTEPORT 22014014 TOGETHER WE ARE ONE CONTENTS 012 016 020 022 023 026 CONSOLIDATED MESSAGE FROM REPORT OF THE REPORT OF THE REPORT OF THE REPORT OF THE OPERATIONAL & THE BOARD AUDIT NOMINATION AND RISK POLICY CORPORATE FINANCIAL OF DIRECTORS COMMITTEE REMUNERATION COMMITTEE GOVERNANCE HIGHLIGHTS COMMITTEE AND SUSTAINABLE DEVELOPMENT COMMITTEE 054 062 064 065 068 073 FUTURE VISION & CORPORATE SUSTAINABILITY BUSINESS PERFORMANCES PROJECTS MISSIONS VALUES MANAGEMENT STRATEGIES ECONOMIC DIMENSION 114 132 135 138 148 149 CORPORATE NOMINATION OF REMUNERATION CONNECTED GROUP REVENUE GOVERNANCE DIRECTORS AND OF THE TRANSACTIONS STRUCTURE STRUCTURE OF MANAGEMENT DIRECTORS AND OF COMPANY COMPANY AND MANAGEMENT AND ITS ITS SUBSIDIARIES SUBSIDIARIES 263 268 269 272 273 276 GENERAL LIST OF EXISTING REFERENCE INFORMATION GRI INDEX INFORMATION OF COMMITTEE IN PROJECTS FIRMS FOR INVESTORS BUSINESS HELD SUBSIDIARIES MANAGED BY CPN BY CPN 10% UPWARD 028 030 034 040 043 047 BOARD OF 2014 YEAR IN AWARDS OF ECONOMIC NATURE OF ASSET UNDER DIRECTORS AND BRIEF GREAT PRIDE AND RETAIL BUSINESS CPN’S MANAGEMENT IN 2014 INDUSTRY MANAGEMENT TEAM OVERVIEW IN 2014 073 079 084 097 100 102 FINANCIAL ENVIRONMENTAL SOCIAL RISK FACTORS ORGANIZATION MANAGEMENT PERFORMANCE DIMENSION DIMENSION CHART STRUCTURE REVIEW 151 160 161 162 246 247 CAPITAL RESPONSIBILITY FINANCIAL INDEPENDENT AUDIT’S FEE MANAGEMENT STRUCTURE OF THE BOARD STATEMENTS & AUDITOR’S BIOGRAPHY OF DIRECTORS TO NOTES TO THE REPORT THE FINANCIAL FINANCIAL STATEMENTS STATEMENTS TOGETHER WE ARE ONE MOST ADMIRED DYNAMIC REGIONAL WORLD-CLASS TO BE THE MOST RETAIL RETAIL RETAIL REWARDING ADMIRED AND DEVELOPER DEVELOPER DEVELOPER EXPERIENCE DYNAMIC REGIONAL OF ALL RETAIL PROPERTY STAKEHOLDERS DEVELOPER WITH WORLD-CLASS REWARDING EXPERIENCE The word “ONE” conveys competency with immense power in itself. -
Central Pattana (CPN TB) Buy (Maintained) Consumer Cyclical - Leisure & Entertainment Target Price: THB57.40 Market Cap: USD5,784M Price: THB43.30
Results Review, 21 May 2015 Central Pattana (CPN TB) Buy (Maintained) Consumer Cyclical - Leisure & Entertainment Target Price: THB57.40 Market Cap: USD5,784m Price: THB43.30 Macro Risks 2 Strong And Steady Wins The Race Growth . 2 0 Value . 03 0 . 03 0 1Q15 results are at 24% of our FY15 forecast, in line. Reiterate BUY . Central Pattana (CPN TB) 0 Price Close Relative to Stock Exchange of Thailand Index (RHS) with a DCF-derived TP of THB57.40 (33% upside). 1Q15 core PATMI 0 51 111 grew 22% YoY to THB2.0bn on 9% revenue growth and a 3.4ppts rise 0 in operating margin. We continue to expect 6% same-store rental 49 106 growth for FY15, partly driven by new initiatives to increase revenue from on-site media and maximise common area utilisation for 47 101 conventions and pop-up stores. 45 96 Total revenue up 9% YoY to THB5.8bn. The increase was led by 43 91 contribution from two new malls opened in 3Q14. Same-store rental also grew healthily at 6.5% YoY in the absence of discounts given to 41 86 CentralWorld (CTW) in 1Q14 as a result of a political protest that affected tenants’ sales. Occupancy rate dipped slightly to 94% due to 39 81 18 the current renovation works at CentralPlaza Pinklao. We expect 16 14 positive returns on this asset enhancement initiative which is slated to 12 10 be completed in 4Q15. 8 6 Good cost control results in higher-than expected margins. Gross 4 2 margin increased 1.9ppts to 50.3% while EBIT margins rose 3.4ppts to Volm 43.3%. -
Central Pattana Plc. Property Development and Investment
Central Pattana Plc. Property Development and Investment Manahakorn of Isan - The Largest Mixed-Use Project of Isan Corporate Presentation 3Q17 Performance Review Contents ► Our Company ► Growth ► Financing ► Looking ahead ► Appendices 2 Our company CPN at a Glance To be the most admired and dynamic regional retail property VISION developer with world-class rewarding experience Mixed-use Project Development Malls Other related business Property funds Residential Commercial Hotel CPNRF CPNCG 7 Office Buildings 2 Hotels 1 1 Residence • Lardprao CPNRF: Central City Residence • Pinklao Tower A RM2, RM3, PKO, CMA, 24 @ Bangna • Pinklao Tower B Pinklao Tower A&B 6 • Bangna • CentralWorld Tower 1 centralmarina • Chaengwattana CPNCG: • Rama9 The Offices @ CentralWorld st 32 1.7 mn sqm 1 Rank 21% Shopping Malls NLA Retail Developer Market Share in BKK 4 consecutive years As of November 2017 3 Our company Strategic Shareholders CPN is one of the flagship businesses of the Central Group (Chirathivat Family). As a strong and supportive shareholder, the Chirathivat family brings to CPN a wealth of retail-related expertise through the family‟s long record and successful leadership in Thailand‟s dynamic and competitive landscape of shopping mall developments and department store / specialty store operations. Chirathivat Family 27% Local funds 21% Free float Foreign 53% 47% funds 71% Individuals Central 8% Group 26% Source: TSD as of 30 September 2017 4 Our company Strategic Shareholder CPN‟s strong synergy with the Central Group helps CPN to attract -
Minutes of the Annual General Meeting of the Shareholders No
Minutes of the Annual General Meeting of the Shareholders No. 1/2011 of Central Pattana Public Company Limited *************************************** Date and place The Meeting was held on Friday, April 29, 2011, at 14.15 hrs. at Lotus 1-4 rooms, 22nd floor, The Centara Grand Hotel & Bangkok Convention Centre at CentralWorld Building 999/99 Rama 1 Road, Patumwan Sub-district, Patumwan District, Bangkok, for which the Company had provided registration by the barcode system and the visual recording of the shareholders’ meeting in order to be published on the Company’s website “www.cpn.co.th” At the beginning of the meeting, there were 582 shareholders attending the Meeting in person and by proxy, being more than 25 shareholders and proxies, representing 1,779,117,826 shares, being equivalent to 81.66 percent of 2,178,816,000 total shares, which was more than one-third of the total number of shares sold, constituting a quorum as required by Article 36 of the Company’s Articles of Association. Mr. Suthichai Chirathivat, the Chairman, acted as the Chairman of the Meeting. Mr. Suthichai Chirathivat invited Mr. Vanchai Chirathivat, the Honorary Chairman, to declare the Meeting open. Mr. Suthichai Chirathivat, the Chairman, then conducted the Meeting. The Meeting started with the introduction of the directors and the executives to the Meeting as follows: Honorary Chairman Mr. Vanchai Chirathivat Directors who attended the Meeting: totaling 11 persons 1. Mr. Suthichai Chirathivat (Chairman) 2. Mr. Paitoon Taveebhol (Independent Director, Chairman of Audit Committee and Chairman of Risk Management Committee) 3. Mr. Chackchai Panichapat (Independent Director, Audit Committee Member and Chairman of Nomination and Remuneration Committee) 4. -
Minutes 2016 Annual General Meeting of Shareholders Central Pattana Public Company Limited
- Translation - Minutes 2016 Annual General Meeting of Shareholders Central Pattana Public Company Limited *************************************** The Annual General Meeting of Shareholders (AGM) took place at 2.00 p.m. on Thursday, April 21, 2016, at World Ballroom, 23rd floor, at Centara Grand & Bangkok Convention Center at CentralWorld, 999/99 Rama 1 Road, Patumwan, Bangkok. The meeting was registered with a barcode system and recorded for publicity at the www.cpn.co.th website. Before the meeting began, the master of ceremony introduced the Board of Directors, executives, the external auditor, and observer assigned to verify ballot counts as follows: Directors present at the Meeting: 1. Mr. Suthichai Chirathivat (Chairman) 2. Mr. Paitoon Taveebhol (Independent Director, Chairman of the Audit Committee, and Chairman of the Risk Policy Committee) 3. Mr. Karun Kittisataporn (Independent Director, Chairman of the Nomination and Remuneration Committee, and Member of the Audit Committee) 4. Mrs. Jotika Savanananda (Independent Director, Member of the Audit Committee, and Member of the Nomination and Remuneration Committee) 5. Mr. Suthikiati Chirathivat (Director) 6. Mr. Sudhisak Chirathivat (Director and Adviser of the Nomination and Remuneration Committee) 7. Mr. Kobchai Chirathivat (Director and Member of the Risk Policy Committee) 8. Mr. Preecha Ekkunagul (Director, Member of the Risk Policy Committee, President and Chief Executive Officer) Directors absent at the Meeting: 1. Mrs. Sunandha Tulayadhan (Independent Director, Member of the Audit Committee, and Member of the Nomination and Remuneration Committee) 2. Mr. Suthichart Chirathivat (Director) 3. Mr. Sudhitham Chirathivat (Director and Adviser of the Nomination and Remuneration Committee) 4. Mr. Prin Chirathivat (Director, Member of the Risk Policy Committee, and Adviser of the Nomination and Remuneration Committee) 1 - Translation - Executives present at the Meeting: 1. -
Central Pattana Public Company Limited Major Events
Document Quick Link Central Pattana Public Company Limited Major Events Management’s Discussion and Analysis (MD&A) Performance Consolidated Financial Results: 1Q18 Business Plan Executive Summary In 1Q18, the Thai economy continues to expand, primarily driven by a number of supporting factors, namely 1) growth in exports with a record high in March 2018. 2) Growth in the tourism sector characterized by an increase in foreign inbound tourists, especially from China due to more available direct flights to Thailand and Europe due to the Easter holidays at the end of the period. 3) Gradual expansion of private consumption as consumer confidence continues to improve and 4) Other supporting factors, namely public and private investments and proposed stimulus schemes, such as increase in minimum wages, local SME projects and agricultural business reform, to support the low-income group. Overall, the Thai economy is on course for a steady year of growth, according to the Bank of Thailand, with its GDP growth in 2018 at 4.1%, a slight increment from that of 2017 at 3.9%. Growth in both revenue The performance of Central Pattana Public Company Limited (“The Company” or and net profit “CPN”) in 1Q18 shows a net profit of THB 2,822 mn, an increase of 1.7% from the demonstrates the same period in the previous year (YoY), whilst total revenues stood at THB 8,223 effectiveness of retail mn, an increase of 6.5% YoY. The result demonstrates the growth resiliency of properties and cost CPN’s operating results despite the impact on its revenue from rent and services management from the major renovation at CentralWorld, the transfer of CentralFestival Pattaya Beach to CPN Retail Growth Leasehold REIT (“CPNREIT”) in December 2017, and the increase in utility cost due to the increase in electricity Ft rate since May 2017. -
Central Pattana Plc. Property Development and Investment
Central Pattana Plc. Property Development and Investment CentralPlaza Marina Pattaya Re-launch on 19 December 2016 Corporate Presentation: 3Q16 Performance Review Contents ► Our Company ► Growth ► Financing ► Looking ahead ► Appendices 2 Our company CPN at a Glance To be the most admired and dynamic regional retail property VISION developer with world-class rewarding experience Mixed-use Project Development Malls Other related business Property funds Residential Commercial Hotel CPNRF CPNCG 7 Office Buildings 2 Hotels 1 1 Residence • Lardprao CPNRF: Central City Residence • Pinklao Tower A RM2, RM3, PKO, CMA, 23 @ Bangna • Pinklao Tower B Pinklao Tower A&B 6 • Bangna • CentralWorld Tower • Chaengwattana CPNCG: • Rama9 The Offices @ CentralWorld st 30 1.6 mn sqm 93% 1 Rank 16% Shopping Malls NLA Occ. Rate Retail Developer 9M16 Rev. Growth 3 Our company Strategic Shareholders CPN is one of the flagship businesses of the Central Group (Chirathivat Family). As a strong and supportive shareholder, the Chirathivat family brings to CPN a wealth of retail-related expertise through the family‟s long record and successful leadership in Thailand‟s dynamic and competitive landscape of shopping mall developments and department store / specialty store operations. Chirathivat Family 26% Local funds 19% Free float Foreign 53% 47% funds 73% Individuals Central 8% Group 27% Source: TSD as of 30 September 2016. 4 Our company Strategic Shareholder CPN‟s strong synergy with the Central Group helps CPN to attract dynamic tenants, increase people traffic and -
III-4 National Development Plan and Travel Demand Forecasting III-4
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Central Pattana Plc. Property Development and Investment
Central Pattana Plc. Property Development and Investment CentralPlaza Nakhon Si Thammarat Corporate Presentation: 1Q16 Performance Review Contents ► Our Company ► Growth ► Financing ► Looking ahead ► Appendices 2 Our company CPN at a Glance Flagship business of the Central Group (Chirathivat Family) 29 1.6 mn sqm 93% 21% 15% Shopping Malls NLA Occ. Rate Market Share 5-yr top line growth Malls Other related business Residential Commercial Hotel 15 New Projects (2016-2020): 12 domestic malls and 3 overseas malls (i-City and 2 new malls) 1 Residence 7 Office Buildings 2 Hotels 1 Central City Residence @ Bangna • Lardprao Renovation projects: 21 • Pinklao Tower A 2016: Project 2016-2020 • Pinklao Tower B 6 BNA, RM3, PTC, and PKT • Bangna • CentralWorld Tower centralcenter 2017-2020: 1 • Chaengwattana CMA, CTW, CWN, and RM2 Announced: 3 Condominiums • Rama9 New Retail format and paid attraction Target: 3 Condominiums/Yr 3 Growth 5-yr target: revenue growth of 15%CAGR Overall NLA to increase by 20% between 2015 and 2018F Retail NLA and occupancy rates SQMmn % 97 98 96 96 97 2.0 95 96 96 94 94 94 94 100 1.8 90 1.6 80 36 1.4 70 33 1.2 60 30 1.0 29 50 0.8 25 40 23 0.6 20 30 18 15 0.4 15 20 10 11 0.2 projects 10 - - Existing New Unannounced RS: Occupancy rate Source: Company estimate as at 31 March 2016. Retail space: Includes leasable area of CentralPlaza Rama 2, CentralPlaza Rama 3, CentralPlaza Pinklao, and CentralPlaza Chiangmai Airport, which were 4 partially transferred to CPNRF, but still under CPN’s management. -
Minutes 2012 Annual General Meeting of Shareholders Central Pattana Public Company Limited
- Translation - Minutes 2012 Annual General Meeting of Shareholders Central Pattana Public Company Limited *************************************** The Annual General Meeting of Shareholders (AGM) took place at 2 p.m. on Friday, April 27, 2012, at the Bangkok Convention Centre, 5th floor, CentralPlaza Lardprao, located at 1693 Phaholyothin Road, Chatuchak, Bangkok. The meeting was registered with a barcode system and recorded for publicity at the www.cpn.co.th website. Before the meeting began, the master of ceremony introduced the Board of Directors, executives, the external auditor, and meeting observers as follows: Directors present at the Meeting: 1. Mr. Suthichai Chirathivat (Chairman) 2. Mr. Paitoon Taveebhol (Independent Director, Chairman of Audit Committee, and Chairman of Risk Management Committee) 3. Mr. Chackchai Panichapat (Independent Director, Audit Committee Member, and Chairman of Nomination and Remuneration Committee) 4. Mrs. Sunandha Tulayadhan (Independent Director, Audit Committee Member, and Nomination and Remuneration Committee Member) 5. Mr. Karun Kittisataporn (Independent Director, Audit Committee Member, and Nomination and Remuneration Committee Member) 6. Mr. Kanchit Bunajinda (Director, Nomination and Remuneration Committee Member, and Risk Management Committee Member) 7. Mr. Suthikiati Chirathivat (Director) 8. Mr. Sudhisak Chirathivat (Director and Nomination and Remuneration Committee Adviser) 9. Mr. Sudhitham Chirathivat (Director and Nomination and Remuneration Committee Adviser) 10. Mr. Prin Chirathivat (Director, Risk Management Committee Member, and Nomination and Remuneration Committee Adviser) 11. Mr. Kobchai Chirathivat (Director, Risk Management Committee Member, and President & Chief Executive Officer) Director absent at the Meeting: 1. Mr. Suthichart Chirathivat (Director) - Translation - Executives present at the Meeting: 1. Mr. Naris Cheyklin (Senior Executive Vice President, Finance and Accounting) 2. Ms. -
Towards Sustainable Center of Life
TOWARDS SUSTAINABLE CENTER OF LIFE CENTER OF CENTER OF HAPPINESS COMMUNITY CENTER OF ALL LIFESTYLES CENTER OF ACTIVITIES Central Pattana Public Company Limited (CPN) SET Digital Roadshow For the full-year 2018 financial results 18 March 2019 The Stock Exchange of Thailand Agenda DASHBOARD Company Overview SUMMARY RESULTS 2018 Key Highlights and Results UPDATES Business Updates APPENDICES Page 2 CPN at a Glance The most glorified property developer in Thailand DASHBOARD world-class retail and million sq.m. of net million visitors per day GLAND projects1 that leasable area (NLA) (and more) at our offer the most fulfilling under management: a shopping malls, serving 32 lifestyle experiences 1.7 domestic market leader 1.3 both locals and tourists SUMMARY LIFESTYLE DESTINATION % occupancy rate th largest company listed across our projects: a on SET with over USD 10 bn RESULTS strong and sustainable in market capitalization 93 performance 11 and continues to grow UPDATES HOLISTIC ICONIC bn THB of high-quality the only Thai property company % revenue CAGR attained retail and commercial listed on DJSI World (2018) and during the past 10 years assets monetized through DJSI Emerging Markets (2014- (2008-2017): proven track 50 CPNREIT and CPNCG 1 2018): a sustainability leader 14 record of business growth 27% ownership in CPNREIT 25% ownership in CPNCG APPENDICES DYNAMIC ENCHANTED Page 3 Strong Support from Major Shareholders Central Group’s leadership in retail and lifestyle experiences DASHBOARD Other 15% Listed entities / business units and Central Group’s ownership % 62% 65% % ownership in CPN by investor group out of Resorts Hotels & & Hotels SUMMARY Group 4,488 53% Store Dept. -
Towards Sustainable Center of Life
Event Title / Subtitle Location Analyst Briefing Analyst Meeting CPN Head Office for [QQYY] Results CEO Forum CEO Forum CPN Head TOWARDS SUSTAINABLE CENTER OF LIFE Office Strategic Direction for [Year] NDR Non-deal Roadshow City, ST, CENTER OF HAPPINESS Country CENTER OF with [Broker] COMMUNITY Conference [Name of Conference] City, ST, Country CENTER OF [not used ; use as 2nd line] ALL LIFESTYLES Opp Day Opportunity Day SET, Bangkok for [QQYY] Results Co. Visit Investor Presentation CPN Head Office [blank] Others [Title] [Location] [Subtitle / Organizer / Audience] CENTER OF ACTIVITIES Central Pattana Public Company Limited (CPN) Investor Presentation Discussion material on the company’s latest information November 2019 CPN Head Office Disclaimer Please read before you proceed! DASHBOARD . The information contained in this presentation is for information purposes only and does not constitute an offer or invitation to sell or the solicitation of an offer or invitation to purchase or subscribe for share in Central Pattana Public Company Limited (“CPN” and shares in CPN, “shares”) in any jurisdiction nor should it or any part of it form the basis of, or be relied upon in any connection with, any contract or commitment whatsoever. OVERVIEW . This presentation may include information which is forward-looking in nature. Forward-looking information involve known and unknown risks, uncertainties and other factors which may impact on the actual outcomes, including economic conditions in the markets in which CPN operates and general achievement of CPN business forecasts, which will cause the actual results, performance or achievements of CPN to differ, perhaps materially, from the results, performance or achievements expressed or implied in this presentation.