2 ANNUAL 0 REPORT 1 6

WORKPOINT ENTERTAINMENT PCL 23 WORKPOINT 23ENTERTAINMENT PCL Financial Highlights (Unit : Thousand Baht) 2013 2014 2015 2016

Revenues

Revenue from television programs 1,726,100 1,843,211 2,124,549 2,391,690

Revenue from publication 18,466 5,307 8,000 3,562

Revenue from animation and computer graphic 59,615 14,122 5,050 12,338

Revenue from movies 28,800 20,625 20,117 -

Revenue from concerts and plays 13,594 - 167,923 119,727

Revenue from event marketing 320,813 169,533 108,063 106,220

Other income 18,539 57,138 20,376 50,620

Share of gain of investments in joint ventures* - 52,009 14,430 2,139

Total revenues 2,185,927 2,161,943 2,468,507 2,686,296

Total costs 1,340,424 1,433,824 1,375,861 1,496,157

Selling and Administrative expenses 504,257 661,153 763,681 822,313

Net Profit 256,781 (16,021) 150,341 198,631

Financial Position

Current Assets 1,089,030 1,288,336 1,760,674 1,779,803

Total assets 2,298,561 4,985,067 5,588,357 5,422,405

Liabilities 762,931 3,306,141 2,801,687 2,435,899

Equity 1,535,631 1,678,926 2,786,670 2,986,506

1 (Unit : Thousand Baht) 2013 2014 2015 2016

Financial Ratio

Current Ratio (Times) 1.6 1.4 1.6 1.9

Debt to Equity Ratio (Times) 0.5 2.0 1.0 0.8

Gross Profit (%) 38.2 30.2 43.5 43.2

Net Profit (%) 11.7 (0.7) 6.1 7.4

Return on Assets (%) 12.5 (0.4) 2.8 3.6

Return on Equity (%) 18.1 (1.0) 6.8 6.9

Earnings per Share 1.0 (0.0) 0.4 0.5

Dividend per Share - 0.44* 0.34* 0.27*

Dividend Payout Ratio to Net Income (%) - 73%* 81%* 80%*

*Notes The Board of Directors the meeting No.1/2017 on February 22, 2017. Approved the allocation of the net profit as the cash dividends payment from the company’s operation from January 1, 2016 to December 31, 2016 at the rate of Baht 0.27 per share, or not exceeding in total of Baht 113,179,576.59 or 80.6% . Income and Net Profit Assets (Unit : Million Baht) (Unit : Million Baht) 3000 6000

2,686 5000

2250 2,469 5,588.36 5,422.41

4000 4,985.07 2,162 1500 3,306.14 3000 2,801.69 750 2,435.90 2000 2,9 86.51 199 150 2,786.67 0 1000 -16 1,678.93 -750 0 2014 2015 2016 2014 2015 2016 Income Net Profit Assets Liabilities Equity 2 WORKPOINT 23ENTERTAINMENT PCL Board of Directors

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1. Mr. Phanya Nirunkul 2. Mr. Prapas Cholsaranon Position : Chairman Position : Vice Chairman Chairman of the Nomination Member of the Nomination and Remuneration Committee and Remuneration Committee Education : Education : Doctoral Degree Doctoral Degree • Doctor of Arts (Honorary Degree) • Doctor of Arts (Honorary Degree) of Communication Arts, Mahasarakham University of Communication Arts (Broadcasting), • Doctor of Arts (Honorary Degree) Sripatum University of Business Administration (Marketing), Bachelor’s Degree Rajamangala University of Technology Tawan - ok • Bachelor of Architecture, Chulalongkorn University • Doctor of Arts (Honorary Degree) Experience : of Communication Arts (Broadcasting), 1989 - Present Vice Chairman Sripatum University Member of the Nomination and Bachelor’s Degree Remuneration Committee, Workpoint • Bachelor of Architecture, Chulalongkorn University Entertainment Public Company Limited Experience : Certifications : 1989 - Present Chairman Directors Accreditation Program (DAP) No. 10/2004, Chairman of the Nomination Thai Institute of Directors Association (IOD) and Remuneration Committee, Workpoint Entertainment Public Company Limited Certifications : Directors Accreditation Program (DAP) No. 10/2004, Thai Institute of Directors Association (IOD) 3 3 4

3. Mr. Phanich Sodsee 4. Mr. Kanit Vattanapradit Position : Director, Group Chief Executive Officer Position : Director, Chief Internal Control Officer Education : Education : Bachelor’s Degree Master’s Degee • Bachelor of Fine Arts (Sculpture Division), • Master of Public Administration Program, Chiang Mai University National Institute of Development Administration Experience : Bachelor’s Degree 1991 - Present Director, Group Chief Executive Officer, • Bachelor of Business Administration, Workpoint Entertainment Public Ramkhamhaeng University Company Limited Experience : Certifications : March 2012 - Present Director , Chief Internal Control Officer, Directors Accreditation Program (DAP) No. 10/2004, Workpoint Entertainment Public Thai Institute of Directors Association (IOD) Company Limited 2004 - February 2012 Director, Chairman of Audit Committee, Workpoint Entertainment Public Company Limited 1999 - February 2012 Financial Manager, Thai Sumiden Engineering and Construction Company Limited Certifications : Directors Accreditation Program (DAP) No. 9/2004, Thai Institute of Directors Association (IOD)

4 WORKPOINT 23ENTERTAINMENT PCL

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5. Mrs. Vichanee Srisawat 6. Mr. Chalakorn Panyashom Position : Director, Chief Marketing Officer Position : Director, Chief Operating Officer Education : Education : Master’s Degree Master’s Degree • Master of Business Administration, • Master of Economics Program (Business Economics), Chulalongkorn University National Institute of Development Administration Bachelor’s Degree Bachelor’s Degree • Bachelor of Business Administration, • Bachelor of Engineering Ramkhamhaeng University (Instrumentation Engineering), Experience : King Mongkut’s Institute of Technology Ladkrabang 1994 - Present Director, Chief Marketing Officer, Experience : Workpoint Entertainment Public 2013 - Present Director, Chief Operating Officer, Company Limited Workpoint Entertainment Public Certifications : Company Limited Directors Accreditation Program (DAP) No. 89/2011, 2005 - 2012 Vice President - Satellite Television and Thai Institute of Directors Association (IOD) Special Project, Workpoint Entertainment Public Company Limited Certifications : Directors Accreditation Program (DAP) No. 133/2017, Thai Institute of Directors Association (IOD)

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7. Miss Aongorn Somprasong 8. Pol.Maj.Gen. Pratchai Jaichansukit Position : Director Position : Director, Chairman of the Audit Committee, Education : Member of the Nomination and Remuneration Master’s Degree Committee • Master of Business Administration, Education : San Diego State University USA Master’s Degree Bachelor’s Degree • Master of Public Administration, Chulalongkorn University • Bachelor of Accountancy, Chulalongkorn University • Master of Science (Environmental Science), Kasetsart University Experience : Bachelor’s Degree Present Director, Workpoint Entertainment • Bachelor of Laws, Thammasat University Public Company Limited • Bachelor of Arts (Political Science), 2002 - 2013 Vice President - Finance & Accounting, Ramkhamhaeng University Minor International Public Company Limited Experience : Director, Private Equity (Thailand) 2004 - Present Director, Chairman of the Audit Committee, Company Limited Member of the Nomination and Certifications : Remuneration Committee, Workpoint Director Certification Program (DCP) No. 164/2012, Entertainment Public Company Limited Thai Institute of Directors Association (IOD) 2015 - 2016 Commander of Samutsongkhram Provincial Police Certifications : Directors Accreditation Program (DAP) No. 9/2004, Thai Institute of Directors Association (IOD) Audit Committee Program (ACP) No. 20/2007, Thai Institute of Directors Association (IOD)

6 WORKPOINT 23ENTERTAINMENT PCL

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9. Mr. Somkiat Tiloklert 10. Miss Pornthip Moonsawat Position : Director, Member of the Audit Committee Position : Director, Member of the Audit Committee Education : Education : Master’s Degree Master of Business Administration Bachelor’s Degree (Marketing), National Institute of • Development Administration Bachelor of Architecture, Chulalongkorn University Bachelor’s Degree Bachelor of Accounting, Experience : Thammasat University 2008 - Present Director, Member of the Audit Experience : Committee, Workpoint Entertainment 2012 - Present Director, Member of the Audit Committee, Workpoint Entertainment Public Company Limited Public Company Limited 1982 - 2016 Pilot, Thai Airways International Present Managing Director, Public Company Limited North Accounting Company Limited Managing Director, Certifications : JK Consulting Company Limited Directors Accreditation Program (DAP) Accounting Director, IV Global Securities Public Company Limited No. 77/2009, Thai Institute of Directors Advisor, Association (IOD) Thepnakorn Service Korat Limited Partnership Advisor, Ratchasima Thepnakhon Company Limited Advisor, Thepnakorn Auto Service Company Limited Advisor, Thep Nakorn Car Company Limited Advisor, Thepnakorn Motor Sales Company Limited Advisor, Chrysler Nakhonratchasima Company Limited 2002 - 2003 Special Instructor, Eastern Asia University. 1989 Accounting Manager, BIR Leather (Thailand) Company Limited Certifications : Directors Accreditation Program (DAP) No. 97/2012, Thai Institute of Directors Association (IOD) 7 Executive Committee

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8 WORKPOINT 23ENTERTAINMENT PCL

1. Mr. Phanya Nirunkul Position : Chairman Education : Doctoral Degree : Doctor of Arts (Honorary Degree) of Communication Arts, Mahasarakham University Doctor of Arts (Honorary Degree) of Business Administration (Marketing), Rajamangala University of Technology Tawan - ok Doctor of Arts (Honorary Degree) of Communication Arts (Broadcasting), Sripatum University Bachelor’s Degree : Bachelor of Architecture, Chulalongkorn University Experience : 1989 - Present Chairman, Chairman of the Nomination and Remuneration Committee, Workpoint Entertainment Public Company Limited 2. Mr. Prapas Cholsaranon Position : Vice Chairman Education : Doctoral Degree : Doctor of Arts (Honorary Degree) of Communication Arts (Broadcasting), Sripatum University Bachelor’s Degree : Bachelor of Architecture, Chulalongkorn University Experience : 1989 - Present Vice Chairman, Member of the Nomination and Remuneration Committee, Workpoint Entertainment Public Company Limited 3. Mr. Phanich Sodsee Position : Group Chief Executive Officer Education : Bachelor’s Degree : Bachelor of Fine Arts (Sculpture Division), Chiang Mai University Experience : 1991 - Present Director, Group Chief Executive Officer, Workpoint Entertainment Public Company Limited 4. Mr. Kanit Vattanapradit Position : Chief Internal Control Officer Education : Master’s Degree : Master of Public Administration Program, National Institute of Development Administration Bachelor’s Degree : Bachelor of Business Administration, Ramkhamhaeng University Experience : March 2012 - Present Director, Chief Internal Control Officer, Workpoint Entertainment Public Company Limited 2004 - February 2012 Director, Chairman of Audit Committee, Workpoint Entertainment Public Company Limited 1999 - February 2012 Financial Manager, Thai Sumiden Engineering and Construction Company Limited 5. Mrs. Vichanee Srisawat Position : Chief Marketing Officer Education : Master’s Degree : Master of Business Administration, Chulalongkorn University Bachelor’s Degree : Bachelor of Business Administration, Ramkhamhaeng University Experience : 1994 - Present Director, Chief Marketing Officer, Workpoint Entertainment Public Company Limited

9 6. Mr. Chalakorn Panyashom Position : Chief Operating Officer Education : Master’s Degree : Master of Economics Program (Business Economics), National Institute of Development Administration Bachelor’s Degree : Bachelor of Engineering (Instrumentation Engineering), King Mongkut’s Institute of Technology Ladkrabang Experience : 2013 - Present Director, Chief Operating Officer, Workpoint Entertainment Public Company Limited 2005 - 2012 Vice President - Satellite Television and Special Project, Workpoint Entertainment Public Company Limited 7. Mr. Chayan Chantawongsatorn Position : Chief Production Officer Education : Master’s Degree : Global Mini MBA, Thammasat University Bachelor’s Degree : Bachelor of Communication Arts, Dhurakij Pundit University Experience : 2013 - Present Chief Production Officer, Workpoint Entertainment Public Company Limited 2001 - 2012 Vice President - Production, Workpoint Entertainment Public Company Limited 8. Dhanasak Hoonarak Position : Chief Business Development Officer Education : Master’s Degree : Master of Business Administration (Finance) Creighton University USA Bachelor’s Degree : Bachelor of Business Administration (Marketing) Assumption University Experience : 2013 - Present Chief Business Development Officer, Workpoint Entertainment Public Company Limited 9. Mr. Surakarn Sirimothya Position : Chief Financial Officer Education : Master’s Degree : Master of Business Administration (Finance), San Francisco State University Master of Management, College of Management, Mahidol University Bachelor’s Degree : Bachelor of Engineering (Telecommunications Engineering), Sirindhorn International Institute of Technology, Thammasat University Experience : 2013 - Present Chief Financial Officer, Workpoint Entertainment Public Company Limited 2012 Vice President - Investment Banking, Thanachart Securities Public Company Limited 2008 - 2011 Senior Manager - Finance and Investment, Boutique Group of Companies (A JV of LBREP and Capital Land)

10 WORKPOINT 23ENTERTAINMENT PCL Company and subsidiary company business overview

The Company main business is TV program Subsidiary company that is 96.57% invested production for broadcasting in the Company TV station, by the Company (includes both direct and indirect named “Workpoint channel”. This channel is digital shareholding) broadcasting under “Commercial digital terrestrial TV license at national level for a variety standard definition • Siam Ganesha Company Limited (“Siam channel category” or digital TV license which is held Pic - Ganesha”) is operated a theater management by subsidiary company. The Company policy focuses business, named ‘K - Bank Siam Pic - Ganesha on presenting both knowledge and entertainment TV theater’. The theater was opened in April 2015. program. Most of them are successful, indicated by In 2016, there are 4 concerts and stage plays under awards and advertisement sales volume. The Company Siam Ganesha managements itself as follows, is accepted as a leader of TV program producer and TV ‘Khun pra chuay sum dang sod 6 yok siam concert’, station in Thailand. Both of domestic and international ‘Cyril magic up close personal live in Bangkok’, awards can guarantee success of the company and ‘10 years Round finger talk show mai mee kha TV shows quality as mentioned above. Besides, the show’, and ‘Ni tan hing hoi the musical’. Besides, company also invests through subsidiary companies as Siam Ganesha also allows third party to rent the described below. theater for concerts and stage plays such as ‘Dracula “Blood is Life”’ and ‘Sua rong hai show’. Subsidiary companies that are 100% invested by Subsidiary company that is 75% invested by the Company the Company • Thai Broadcasting Company Limited (“Thai Broadcasting”) is operated as a digital TV station, • Flagship Entertainment Company Limited named “Workpoint channel”, under Commercial (“Flagship”) is operated as a TV program producer. digital terrestrial TV license at national level for Its past TV programs are as follows, ‘The Noise a variety standard definition channel category that Thailand’, ‘The angel season 1’, ‘The angel season 2’, ‘Carabao the series’, ‘Good morning nang fah’, officially broadcasted in second quarter of 2014. and ‘Goal san fan dek thai pai Leicester’. • Workpoint Pictures Company Limited (“Workpoint Pictures”) is operated a movie production business Subsidiary company that is 60% invested by and also invests though joint venture in many the Company movies and animations such as ‘Mam diaw hua • Ground Company Limited (“Ground”) is operated liam hua laem’, ‘Teng Nong Khon Maha-Hia’, ‘Sing Audio Editing and Recording business. Also plays, lek lek tee reak wa rak’, ‘Yak’ or ‘The Robot Giant’ movies, advertisements, and narration sound and ‘Cat a Wabb’. recording included. • Bangkok Exhibition Company Limited (“Krungthep Subsidiary company that is 50% invested by Exhibition”) is operated an event organizing the Company business such as exhibitions, press conferences, product - launch Event, corporate events, light • Tohgloam Television Company Limited (“Tohgloam shows, and fashion shows. Television”) is operated as a TV program producer. Its past TV programs are as follows, ‘Kon la dao deaw gun’, ‘Microphone King’, and The Voice season 1&2. 11 Subsidiary company that is 30% invested by the The Company invests in related businesses to Company support the growth of the Company and subsidiary companies. Investment in subsidiary companies is • FWR Company Limited (“FWR”) is operated an a jointly own business between the company and Theme park business, named ‘Dinosaur Planet’, skilled and widely accepted people. The Company is that was opened in March 2016. confident that subsidiaries investments would success and continuously increase income and profit of the Company.

Company Group Structure

Workpoint Entertianment Public Company Limited

Theater TV Business Audio Editing and Management Event Organising Movie Business Theme Park Recording Business Business service Business Business 3,999,994 Shares 119,996 Shares 2,704,000 Shares 299,996 Shares 2,999,997 Shares (100.00%) (60.00%) (96.57%) (100.00%) (100.00%) Thai Broadcasting Ground Siam Ganesha Bangkok Exhibition Workpoint Pictures FWR Company Company Limited Company Limited Company Limited Company Limited Company Limited Limited

30,000 Shares (75.00%) 269,911 Shares Flagship Entertainment (30.00%) Company Limited 599,998 Shares (50.00%) Tohgloam Television 96,000 Shares Company Limited (3.43%)

12 WORKPOINT 23ENTERTAINMENT PCL Business category

There are 3 business categories of The Company and knowledge for guests and audiences by adding and subsidiary companies as follows, 1) TV programs contents, ideas, and knowledge in the program via business, 2) event organizing business, and 3) concert the quiz or interviewing guests or invited experts. & stage plays business. The businesses as mentioned The audiences would get both entertainment and above are related and supported each other. These knowledge through various and amusing presentations. are the details for all of business synopses. These light entertainment local content are also divided into 2 categories as follows TV programs business 1.1.1 Local developed content such as ‘Fan pun TV programs business of The Company are divided tae Super Fan’, ‘Way tee thong way tee ter’, ‘Mic into 2 categories as follows thong kum 5’, ‘Mic thong kum mor lum fung petch’, 1. TV programs business which is broadcasting ‘Mic thong kum dek’, ‘Mic mod nee’, ‘Prissana fah lab’, on digital TV station ‘Game jarachon ku hu antaray’, ‘Super mum’, ‘Ching roi ching lan wow wow wow’, ‘Khun pra chuai’, 2. TV programs production business ‘Lek auad gum’, ‘Teng Nhong wittayakom’, ‘SME tee tak’, Product or service category and ‘Kon auad pee’ and so on. The product or service category of TV programs 1.1.2 Format content is the program that The business are divided by business types as follows Company purchases Format licenses from licenses owner. Most of them are purchased from foreign • TV programs business which is broadcasting companies to produce the program follow through their on digital TV station patterns with some changes to adjust for audiences The Company runs a business by programs in Thailand such as, Let me in Thailand, I Can See Your production and purchasing program licenses to Voice, The Mask Singer, and Hear Me Love Mee See broadcast on The Company TV channel. The income Me and so on. comes from selling advertisements and promoting 1.2) Sit Com The Company Sit Com has a unique products & services while the programs are on air. style that is comedy, presenting people lifestyles in Also, the TV station of The Company is named parody and humor by creating a situation in funny ‘WORKPOINT channel’ which is digital broadcasting way such as ‘Raberd terdtern Dancer taluang sai’, and under Commercial digital terrestrial TV licence at ‘Talok hok chak’ and so on. National level for a variety standard definition channel 1.3) News is the news that reporting various event category that holds the license by subsidiary company of crimes, economy, politic, social, entertainment, and and officially broadcast in second quarter of 2014. also sport from both in Thailand and international. Before the digital broadcasting, ‘WORKPOINT channel’ was broadcasting under the satellite TV license since 1.4) Sports is the program that represent Muay 2012 then this TV station is continuously broadcasting Thai with innovative and large-scale production which for many years. is inviting boxers around the world to fight on the such as ‘Super Muay Thai Fight talom lok’. The TV programs that broadcast in ‘WORKPOINT channel’ are divided into 3 categories as follows 2) Licensed program 1) Local content 2.1) Finished Program is the program that The Company purchases various programs including food 1.1) Light Entertainment which are variety show, quiz program, health program, cartoon, game show, and show, and reality show that focus on the entertainment series etc. 13 2.2) Licensed live program which are live sports The Company proposes and live events such as ‘Women’s and Men’s Volleyball the program Qualification for the Rio de Janeiro Olympics live’, ‘WLF World Boxing Championship live’, and ‘Kun-Lun fight’ etc. Station/client 3) Program that is air-time rented by third party considering This is the program that is air-time rented by third party on WORKPOINT channel such as ‘The Giving’, Hiring ‘Super Jew’, ‘Super 10’, ‘Make Awake’, ‘Kum ka tuen’, confirmation and ‘Mam bob job jab’ etc. • TV programs production business Production Before establishing digital broadcasting TV station processes or ‘WORKPOINT channel’, The Company runs a TV programs production business and rent the air time from Program proposals for station/client another TV channel to broadcast, sell advertisement, and promote products in the program. However, since Creative staff of The Company are brainstorming January 1, 2015, The Company has a policy to decrease for creativity of the program Concept and setting the program that produce and broadcast by renting a program format and presentation. During this process, air time on another TV station then focus on expanding there would be some discussion with the client to plan WORKPOINT channel business which is a TV station of The a TV production. Thus, the staff will present the program Company. Now, there is no more program that produce for client considering until the program is approved and broadcast by renting air time on another TV station. and the client sign a hiring contract then the program production will begin. However, The Company is still producing TV programs for hire that costs only program production Station/client considers and approves wages without selling advertisement or promoting There are many criteria of consideration for products. The TV programs with production hiring are clients that mainly focus on the program format. The broadcasting in both ‘WORKPOINT channel’ itself considerations that meet the client’s demand depend such as ‘Bao Young Blood 2’, ‘Xian nak sue’, and on the program type, broadcasting time, target ‘SME tee tak The Final 2016’ and also another TV channel , and also the rating and the audience such as ‘Kon la dao deaw gun’ feedback of the program that is already broadcasted. 1) TV programs production business Client contracts For the TV programs production business, The Company has to propose the program details to client The Company and the client are specifying the for considering, approval, and hiring confirmation contract together that depend on the program format through these steps as follows and agreements between The Company and the client.

14 WORKPOINT 23ENTERTAINMENT PCL

2) Event organizing business 3) Concert & stage plays business 2.1) Product and service 3.1) Product and service Event organizing business is a business that The Company runs a concert and stage plays provides activities organizing entirely to meet the client’s business. Concerts and stage plays are performed by demand and objective. Previously, The Company was famous singers and actors with well-decorated stage and trusted by both government and individuals to organize professional dancers. Previously, the exhibitions mainly many events such as Future for vocational students’ took place by renting third party stages. However, in 2015, project for vocational education commission, Storytelling, Siam Ganesha Company limited (Siam Pic-Ganesha) read and play with kids, festival for Ministry of social which is a subsidiary company, runs a theater business, development and human security, ‘Ratchaphruek ruam named ‘K-Bank Siam Pic-Ganesha Theater’. The theater jai pak rak por luang’ public relation for tourism authority was opened in April 2015. There are many concerts and of Thailand, Money Me Show event for Kasikornbank stage plays under Siam Ganesha managements such as Public Company Limited, and Chonburi buffalo race ‘Khun pra chuay sum dang sod 6 yok siam concert’, festival for Ministry of culture. ‘Cyril magic up close personal live in Bangkok’, ’10 years Besides of event organizing for clients, The Round Finger talk show mai mee kha show’, ‘Ni tan hing hoi Company also organizes events itself by looking for the musical’, ’Rong plaeng Chaliang stage play’, ‘Rai raak sponsorships and interested supporters such as rai pan din hom rong the musical stage play’, ‘Hom rong The Dish Foodival, Siam Street World Competition the musical Restage stage play’, ‘Khun pra chuay sum dang event, and ‘Sam Cha Carniwow’ and so on. sod 5 concert’ , ‘Plaeng baab Prapas 2 concert’. Besides, Siam Ganesha also allows third party to rent the theater for concerts and stage plays such as ‘Dracula “Blood is Life”’ and ‘Sua rong hai show’. Revenue Structure The Revenue of the Company and Subsidiaries as of December 31,2016 are as follow: Unit : Thousand Baht

% Share holding of Business Company 2014 % 2015 % 2016 % The Company

1. TV Business Workpoint Entertainment - 1.1 TV Production Public Company Limited Business Flagship Entertainment 50% 1,264,161 59.91% 370,679 15.10% 163,581 6.09% Company Limited Tohgloam Television 50% Company Limited 1.2 Digital TV Thai Broadcasting Business Company Limited 100% 420,434 19.93% 1,707,872 69.60% 2,228,109 83.09%

15 Revenue Structure The Revenue of the Company and Subsidiaries as of December 31,2016 are as follow: Unit : Thousand Baht

% Share holding Business Company 2014 % 2015 % 2016 % of The Company

Workpoint Entertainment 2. Publication Business Public Company Limited 100% 5,307 0.25% 8,000 0.33% 3,562 0.13% 3. Animation and Six Degrees Production 80% Computer Graphic Company Limited 14,122 0.67% 5,050 0.21% 12,338 0.46% Business Ground 60% Company Limited 4. Movies Business Workpoint Pictures Company Limited 100% 20,625 0.98% 20,117 0.82% - - 5. Concerts and Plays Workpoint Entertainment - Business Public Company Limited - - 167,923 6.84% 119,727 4.50% Siam Ganesha 88% Company Limited 6. Event Marketing Workpoint Entertainment - Business Public Company Limited 169,533 8.03% 108,063 4.40% 106,220 3.96 Bangkok Exhibition 100% Company Limited Other Income 57,138 2.71% 66,374 2.70% 50,620 1.89% Total Revenue 2,109,934 100.00% 2,454,077 100.00% 2,684,157 100 %

16 WORKPOINT 23ENTERTAINMENT PCL Risk factors

The Company gives priority to the policy of doing Some of high-rating TV programs on Workpoint TV are business under risk management. The policy includes ‘The Mask Singer’, ‘Mic thong kum’, Let Me In Thailand’, the management plan for potential risks and the support ‘I Can See Your Voice’, ‘Lightning Quiz Show’, and of risk management process to minimize and control risk ‘Fan pun tae Super Fan’. at appropriate level. The Company also maintains the risk management report and the monitoring process on The decline of TV programs’ popularity or the change the regular basis. of consumers’ trends Digital TV ‘s Revenue depends on the popularity of each TV program. Media buyer will consider number High competition of Digital TV Business of audiences and/or TV programs’ popularity before Nowadays, Digital TV business is considered as they decide the budget allocation to each TV program. a high competitive market. Many digital TV operators Therefore, if the popularity of TV program declines, compete to attract audiences and media buyers. it would have impacts on the income and profits of New TV contents from both the other countries and the Company. self - developed within the country have been produced However, the Company has minimized such risk and broadcasted continuously, given the audiences by creating various TV programs Each TV program will more alternatives. Given that the trends of audience on be developed with creativity and great presentation. TV contents are sensitive and shifted easily, the digital TV Moreover, the Company always keep strong TV content operators must keep adjusting and improving the screening process and always prepare the pilot test contents at all times. Revenue from the Digital TV before making the real production of any broadcasted business is depended on TV program ratings and the TV programs. Moreover, before on air, all TV programs popularity of the entire TV channel. The higher rating must be screened to ensure the quality. TV rating result will lead to the higher advertising prices and the higher and feedback from the audience of each TV program chance for media buyer to buy the advertisements. will be evaluated and analyzed for further development. To catch up with the competition and the change The entire process is the key to the long term success of audiences’ trends, the Company creates various of the Company’s TV programs. programs for every group of audiences and also keep improving of the entire TV program schedule to maintain the market share. With more - than - 27 Expansion of new and alternative advertising medias year - experience in television production business, Television business revenue is depended on the guaranteed by the popularity of many TV programs expansion of TV advertising expenditure. However, and awards from many institutions, the Company is recently, the advertisement on social media are confident that the Company can keep bringing the expanding and become the alternative for Media audience high quality TV programs that not only meet buyers. However, the Company believes that social with the taste of audiences but also, differentiate from media are advertising media for a specific group the other TV channels. In addition to broadcasting the of customers. Most of the social media audiences are contents on Workpoint channel, the Company also metropolitans and in the age between 18 - 25 years broadcasts its contents thru online channel to expand old. Therefore, TV media is still the main PR media which the audience base. AGB Nielsen Media Research can meet the right demand of Media buyers. shows that “Workpoint channel” has been the top 3 TV stations in Thailand since the first day of operation. Its TV rating is even on the upward trend constantly. 17 However, to prepare for any changes in advertisement industry in the future, the Company, with no extra costs, also broadcasts its TV programs on social media, given an alternative in the case that media buyers want to purchase the online advertisements of the Company’s TV programs. Presently, the Company’s social media platform are such as YouTube, Facebook, and Line. All social medias’ platforms of the Company are well responded as shown in statistic below. “Workpoint channel” viewing statistics via social media at January 30, 2017

18 WORKPOINT 23ENTERTAINMENT PCL

Shareholding Structure Information

Number of Registered and Paid - up Capital As of December 31, 2016. The Company’s registered capital totaled THB 452,094,295, consisting of 452,094,295 common shares at Par value of THB 1 per share. These shares represented THB 417,263,236 in paid up or. 417,263,236 common at par value of THB 1 per share.

Shareholders The top ten shareholders of the Company as of December 31, 2016 are as follow : No. List of Shareholders Number of Shares Percentage 1. Mr. Phanya Nirunkul 108,131,140 25.915 2. Mr. Prapas Cholsaranon 108,128,750 25.914 3. MINDO ASIA INVESTMENTS LIMITED 44,800,000 10.737 4. Thai NVDR Company Limited 19,817,847 4.750 5. Dentsu Media (Thailand) Limited 12,505,582 2.997 Mr.Sompong Cholkadeedamrongkul held by Asset Plus Fund 6. Management 3,800,000 0.911 7. Mr.Sombat Panichchiwa 3,390,000 0.812 8. K Flexible Equity RMF - Dividend Fund 3,333,700 0.799 Krung Thai-AXA Life insurance Public Company Limited - KTAM US 9. Growth Equity Fund by Krung Thai Asset Management Company 2,796,040 0.670 Limited 10. Krung Thai Selective Equity Fund 2,576,300 0.617 Total 309,279,359 74.122 Source : Thailand Securities Depository Company Limited

19 Warrants Warrant of Workpoint Entertainment Public Company Limited No.1 (WORK - W1) to existing shareholders of the Company according to the proposition of shareholding. Term of Warrants 4 years Issuance Date October 1, 2015 Expiry Date September 30, 2019 Exercise Ratio 1 unit of Warrant shall be entitled to purchase 1 new ordinary share Exercise Price THB 38.10 per share Number of Warrants Issued 20,861,107 units Number of shares issued to support 20,861,107 shares exercising of WORK-W1 Number of exercised Warrants (units) 22,574 units as of December 31, 2016 Number of unexercised Warrants (units) as of 20,838,533 units December 31, 2016 Number of remaining shares reserved (shares) 20,838,533 shares Dividend Payment Policy 1. The Company shall make dividend payment not less than 70 percent of net profit after corporate income tax based on the Separate Financial Statements , The dividend payment is subject to necessity and suitability of the Company and such payment must not have material impacts to the normal operation of the Company. In 2017, The Company paid out cash dividends from the Company’s normal operation from January 1, 2016 to December 31, 2016 at the rate of THB0.27 per share, or 80.6 percent of net profit based on the Separate Financial Statement, or not exceeding in total of THB 113,179,576.59. 2. Dividend History 2010 2011 2012 2013* 2014 2015 Earnings per Share 0.93 1.31 1.68 1.14 0.60 0.36 Dividend per Share 0.82 1.00 1.40 - 0.44 0.34 Dividend Payment Ratio** 88% 76% 83% - 82% 81%

Notes : * Due to the Company’s investment plan in many business , the dividend payment may have impacts on the Company’s normal operations. The Annual General Meeting of Shareholders 2014 on April 11,2014. approved the omission of dividend distribution of the year 2013. ** calculated from the dividend per share devide by earnings per share. 20 WORKPOINT 23ENTERTAINMENT PCL

Management Structure

Management Structure as of December 31, 2016.

Chairman Mr. Phanya Nirunkul

Vice Chairman Mr. Prapas Cholsaranon

Board of Directors Audit Committee

Executive Committee Internal Audit Office

GROUP Chief Executive Officer Mr. Phanich Sodsee

Accounting and TV Production Business Internal Control and Movie Development Finance Marketing Digital TV Administration

Mr. Kanit Vattanapradit Mr. Chayan Mr. Dhanasak Hoonarak Mr. Chalakorn Mr. Kanit Vattanapradit Chief Internal Control Chantawongsatorn Chief Business Mr. Surakarn Sirimothya Mrs. Vichanee Srisawat Panyashom Acting Chief Officer Chief Production Officer Development Officer Chief Financial Officer Chief Marketing Officer Chief Operating Officer Administrative Officer

21 Independent Auditor’s Report To the Shareholders of Workpoint Entertainment Public Company Limited Opinion those standards are further described in the Auditor’s I have audited the consolidated and separate Responsibilities for the Audit of the Consolidated and financial statements of Workpoint Entertainment Public Separate Financial Statements section of my report. Company Limited and its subsidiaries (the “Group”) I am independent of the Group and the Company in and of Workpoint Entertainment Public Company accordance with the Code of Ethics for Professional Limited (the “Company”), respectively, which comprise Accountants issued by the Federation of Accounting the consolidated and separate statements of financial Professions under the Royal Patronage of His Majesty position as at 31 December 2016, the consolidated the King that is relevant to my audit of the consolidated and separate statements of comprehensive income, and separate financial statements, and I have fulfilled changes in equity and cash flows for the year then my other ethical responsibilities in accordance with ended, and notes, comprising a summary of significant these requirements. I believe that the audit evidence accounting policies and other explanatory information. I have obtained is sufficient and appropriate to provide In my opinion, the accompanying consolidated a basis for my opinion. and separate financial statements present fairly, in all material respects, the financial position of the Group Key Audit Matters and the Company, respectively, as at 31 December 2016 Key audit matters are those matters that, in my and their financial performance and cash flows for professional judgment, were of most significance in the year then ended in accordance with Thai Financial my audit of the consolidated and separate financial Reporting Standards (TFRSs). statements of the current period. These matters were addressed in the context of my audit of the consolidated Basis for Opinion and separate financial statements as a whole, and I conducted my audit in accordance with Thai in forming my opinion thereon, and I do not provide Standards on Auditing (TSAs). My responsibilities under a separate opinion on these matters.

Revenue recognition from television programs Refer to note 5 (n) to the consolidated and separate financial statements. The key audit matter How the matter was addressed in the audit Revenues from television programs My audit procedures included : incurred from advertising activities are • major revenues of the Group whereby understand and assess the effectiveness of internal controls related the establishment of scope of services, to the revenue recognition from television programs; the pricing arrangements, terms and • perform testing on sampling basis to verify supporting documents conditions as stipulated in the service for revenue transactions incurred during the year and during the agreements as well as relevant business periods before and after closed to the year end; processes and respective internal controls • perform analysis on revenue from television programs by comparison are relatively complex. These factors may with historical data and industry information. affect the revenue recognition of the Group. Therefore, I have determined that this matter is a key audit matter.

22 WORKPOINT 23ENTERTAINMENT PCL

Valuation of television program licenses Refer to note 5 (h) and 17 to the consolidated and separate financial statements. The key audit matter How the matter was addressed in the audit The Group has acquired television My audit procedures included : program licenses which have finite • understand and assess the evaluation process of impairment useful lives. The Group has regularly indicator reviews and the considerations of the recoverable amount reviewed television program licenses of television program licenses; for the impairment indicators and the recoverable amounts. These television • perform analysis on the usage of television program licenses by program licenses are significant to the comparison with historical data and industry information as well consolidated financial statements of as the future business plan of the Group; the Group. Therefore, I have determined • evaluate the adequacy of the financial statements disclosures in that this matter is a key audit matter. accordance with Thai Financial Reporting Standards.

Emphasis of matter statements and my auditor’s report thereon. The annual I draw attention to note 3 to the financial report is expected to be made available to me after statements describing the effects of the retrospective the date of this auditor’s report. adjustments regarding the share - based payment My opinion on the consolidated and separate and employee benefit obligations. The corresponding financial statements does not cover the other figures presented are based on the audited financial information and I will not express any form of assurance statements as at and for the year ended 31 December conclusion thereon. 2015, which were audited by another auditor who In connection with my audit of the consolidated expressed an unmodified opinion with emphasis on and separate financial statements, my responsibility is retrospective adjustment regarding the effect of the to read the other information identified above when it Group’s adoption from 1 January 2015 of certain new becomes available and, in doing so, consider whether accounting policies and retrospective adjustment the other information is materially inconsistent with the regarding the changes in recognition of the cost of consolidated and separate financial statements or my digital television license thereon in her report dated knowledge obtained in the audit, or otherwise appears 24 February 2016, after making the adjusted regarding to be materially misstated. the share - based payment and employee benefit obligations as described in note 3 to the financial Responsibilities of Management and Those statements. I have audited these adjustments, and in Charged with Governance for the Consolidated and my opinion, such adjustments are appropriate and have Separate Financial Statements been properly applied. My opinion is not modified in Management is responsible for the preparation respect of this matter. and fair presentation of the consolidated and separate financial statements in accordance with TFRSs, and for Other Information such internal control as management determines is Management is responsible for the other necessary to enable the preparation of consolidated information. The other information comprises the and separate financial statements that are free from information included in the annual report, but does material misstatement, whether due to fraud or error. not include the consolidated and separate financial

23 In preparing the consolidated and separate • Obtain an understanding of internal control financial statements, management is responsible for relevant to the audit in order to design audit assessing the Group’s and the Company’s ability to procedures that are appropriate in the continue as a going concern, disclosing, as applicable, circumstances, but not for the purpose of matters related to going concern and using the going expressing an opinion on the effectiveness of concern basis of accounting unless management the Group’s and the Company’s internal control. either intends to liquidate the Group and the Company • Evaluate the appropriateness of accounting or to cease operations, or has no realistic alternative policies used and the reasonableness of but to do so. accounting estimates and related disclosures Those charged with governance are responsible made by management. for overseeing the Group’s and the Company’s financial • Conclude on the appropriateness of reporting process. management’s use of the going concern basis Auditor’s Responsibilities for the Audit of the of accounting and, based on the audit evidence obtained, whether a material uncertainty Consolidated and Separate Financial Statements exists related to events or conditions that may My objectives are to obtain reasonable assurance cast significant doubt on the Group’s and about whether the consolidated and separate the Company’s ability to continue as a going financial statements as a whole are free from material concern. If I conclude that a material uncertainty misstatement, whether due to fraud or error, and to issue exists, I am required to draw attention in my an auditor’s report that includes my opinion. Reasonable auditor’s report to the related disclosures in the assurance is a high level of assurance, but is not consolidated and separate financial statements a guarantee that an audit conducted in accordance or, if such disclosures are inadequate, to modify with TSAs will always detect a material misstatement my opinion. My conclusions are based on the when it exists. Misstatements can arise from fraud or audit evidence obtained up to the date of error and are considered material if, individually or in my auditor’s report. However, future events the aggregate, they could reasonably be expected or conditions may cause the Group and the to influence the economic decisions of users taken on Company to cease to continue as a going the basis of these consolidated and separate financial concern. statements. • Evaluate the overall presentation, structure As part of an audit in accordance with TSAs, and content of the consolidated and separate I exercise professional judgment and maintain financial statements, including the disclosures, professional skepticism throughout the audit. I also : and whether the consolidated and separate • Identify and assess the risks of material financial statements represent the underlying misstatement of the consolidated and separate transactions and events in a manner that financial statements, whether due to fraud or achieves fair presentation. error, design and perform audit procedures responsive to those risks, and obtain audit • Obtain sufficient appropriate audit evidence evidence that is sufficient and appropriate to regarding the financial information of the provide a basis for my opinion. The risk of not entities or business activities within the Group to detecting a material misstatement resulting express an opinion on the consolidated financial from fraud is higher than for one resulting from statements. I am responsible for the direction, error, as fraud may involve collusion, forgery, supervision and performance of the group audit. intentional omissions, misrepresentations, or the I remain solely responsible for my audit opinion. override of internal control.

24 WORKPOINT 23ENTERTAINMENT PCL

I communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that I identify during my audit. I also provide those charged with governance with a statement that I have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on my independence, and where applicable, related safeguards. From the matters communicated with those charged with governance, I determine those matters that were of most significance in the audit of the consolidated and separate financial statements of the current period and are therefore the key audit matters. I describe these matters in my auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, I determine that a matter should not be communicated in my report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

(Sukit Vongthavaravat) Certified Public Accountant Registration No. 7816 KPMG Phoomchai Audit Ltd. Bangkok 22 February 2017

25 Workpoint Entertainment Public Company Limited and its Subsidiaries

StatementWorkpoint Entertainment of financial Public Company position Limited and its Subsidiaries Statement of financial position

Consolidated financial statements 31 December 31 December 1 January Assets Note 2016 2015 2015 (Restated) (Restated) (in Baht) Current assets Cash and cash equivalents 7 834,947,923 876,258,282 760,403,342 Short-term investments 8 405,905,037 400,818,567 96,093,993 Trade and other accounts receivable 6, 9 454,183,293 436,948,144 376,022,347 Inventories 10 84,767,192 46,648,772 55,816,342 Total current assets 1,779,803,445 1,760,673,765 1,288,336,024

Non-current assets Restricted deposits at financial institutions 11 1,843,075 4,396,677 97,893,993 Investments in joint ventures 12 36,097,019 75,023,740 75,334,949 Long-term loans to and interest receivable from related parties 6 1,500,000 19,219,497 26,109,243 Property, plant and equipment 14 1,009,107,141 997,428,227 760,997,856 Right to use 15 311,630,281 327,912,092 201,603,168 Digital television license 16 1,702,501,510 1,840,731,530 1,978,961,549 Other intangible assets 17 496,899,168 457,553,804 457,425,713 Deferred tax assets 18 61,198,573 84,494,082 84,305,478 Other non-current assets 21,824,949 20,923,265 14,099,172 Total non-current assets 3,642,601,716 3,827,682,914 3,696,731,121

Total assets 5,422,405,161 5,588,356,679 4,985,067,145

The accompanying notes are an integral part of these financial statements 26

The accompanying notes are an integral part of these financial statements.

5 WORKPOINT 23ENTERTAINMENT PCL Workpoint Entertainment Public Company Limited and its Subsidiaries

StatementWorkpoint Entertainment of financial Public Company position Limited and its Subsidiaries Statement of financial position

Consolidated financial statements 31 December 31 December 1 January Liabilities and equity Note 2016 2015 2015 (Restated) (Restated) (in Baht) Current liabilities Short-term loans from financial institutions 19 - - 249,792,974 Trade and other accounts payable 6, 20 330,714,957 391,121,116 422,794,463 Current portion of digital television license payable 16 388,375,470 369,002,822 231,006,000 Current portion of long-term loans from financial institutions 19 210,112,468 309,247,142 10,140,000 Current portion of finance lease liabilities 19 26,530,272 31,324,083 28,395,829 Income tax payable 860,895 567,631 2,269,030 Total current liabilities 956,594,062 1,101,262,794 944,398,296

Non-current liabilities Deferred subsidy 32,670,807 47,784,679 62,939,959 Digital television license payable 16 758,190,921 1,146,566,391 1,515,569,213 Long-term loans from financial institutions 19 540,173,853 340,381,638 614,296,623 Finance lease liabilities 19 39,242,758 65,837,756 79,481,459 Employee benefit obligations 21 109,026,416 99,853,541 89,455,841 Total non-current liabilities 1,479,304,755 1,700,424,005 2,361,743,095

Total liabilities 2,435,898,817 2,801,686,799 3,306,141,391

Equity Share capital 22 Authorised share capital 452,094,295 452,094,295 298,040,531 Issued and paid-up share capital 417,255,236 417,255,236 266,040,531 Share premium 22 1,840,524,772 1,840,524,772 799,687,277 Retained earnings Appropriated Legal reserve 23 45,209,430 41,723,266 26,350,000 Unappropriated 585,592,768 450,847,317 533,653,985 Other components of equity 91,646,963 18,200,483 (1,734,818) Equity attributable to owners of the Company 2,980,229,169 2,768,551,074 1,623,996,975 Non-controlling interests 26 6,277,175 18,118,806 54,928,779 Total equity 2,986,506,344 2,786,669,880 1,678,925,754

Total liabilities and equity 5,422,405,161 5,588,356,679 4,985,067,145 - - - The accompanying notes are an integral part of these financial statements 27

The accompanying notes are an integral part of these financial statements.

6 Workpoint Entertainment Public Company Limited and its Subsidiaries Statement of financial position Workpoint Entertainment Public Company Limited and its Subsidiaries Statement of financial position

Separate financial statements 31 December 31 December 1 January Assets Note 2016 2015 2015 (Restated) (Restated) (in Baht) Current assets Cash and cash equivalents 7 556,155,620 575,733,868 389,206,919 Short-term investments 8 405,905,037 400,818,567 96,093,993 Trade and other accounts receivable 6, 9 256,701,715 323,396,767 485,913,288 Short-term loans to and interest receivable from related parties 6 - 2,504,734 34,389,948 Inventories 10 9,563,913 59,237,622 42,245,733 Total current assets 1,228,326,285 1,361,691,558 1,047,849,881

Non-current assets Restricted deposits at financial institutions 11 - 2,573,510 96,093,993 Investments in joint ventures 12 1,050,000 9,150,000 9,150,000 Investments in subsidiaries 13 757,465,817 484,406,503 420,934,388 Long-term loans to and interest receivable from related parties 6 992,845,789 833,068,987 479,154,476 Property, plant and equipment 14 809,801,974 956,686,104 724,317,009 Other intangible assets 17 42,884,974 19,225,204 17,059,358 Deferred tax assets 18 4,500,415 15,219,663 19,190,128 Other non-current assets 11,609,017 13,210,798 8,066,317 Total non-current assets 2,620,157,986 2,333,540,769 1,773,965,669

Total assets 3,848,484,271 3,695,232,327 2,821,815,550

The accompanying notes are an integral part of these financial statements 28

The accompanying notes are an integral part of these financial statements.

7 WORKPOINT 23ENTERTAINMENT PCL Workpoint Entertainment Public Company Limited and its Subsidiaries Statement of financial position Workpoint Entertainment Public Company Limited and its Subsidiaries Statement of financial position

Separate financial statements 31 December 31 December 1 January Liabilities and equity Note 2016 2015 2015 (Restated) (Restated) (in Baht) Current liabilities Short-term loans from financial institutions 19 - - 247,792,974 Trade and other accounts payable 6, 20 50,646,027 120,051,549 187,526,583 Current portion of long-term loans from financial institutions 19 190,550,000 98,170,000 10,140,000 Current portion of finance lease liabilities 19 21,182,905 22,536,912 20,541,229 Total current liabilities 262,378,932 240,758,461 466,000,786

Non-current liabilities Long-term loans from financial institutions 19 364,980,000 342,220,000 404,485,000 Finance lease liabilities 19 37,916,463 59,185,266 65,005,199 Employee benefit obligations 21 68,992,837 93,989,808 84,914,424 Total non-current liabilities 471,889,300 495,395,074 554,404,623

Total liabilities 734,268,232 736,153,535 1,020,405,409

Equity Share capital 22 Authorised share capital 452,094,295 452,094,295 298,040,531 Issued and paid-up share capital 417,255,236 417,255,236 266,040,531 Share premium 22 1,840,524,772 1,840,524,772 799,687,277 Surplus on business combination under common control 4 3,804,778 - - Retained earnings Appropriated Legal reserve 23 45,209,430 41,723,266 26,350,000 Unappropriated 714,040,042 639,640,217 709,332,333 Other components of equity 93,381,781 19,935,301 - Total equity 3,114,216,039 2,959,078,792 1,801,410,141

Total liabilities and equity 3,848,484,271 3,695,232,327 2,821,815,550 - - -

The accompanying notes are an integral part of these financial statements 29

The accompanying notes are an integral part of these financial statements.

8 Workpoint Entertainment Public Company Limited and its Subsidiaries Statement of comprehensive income Workpoint Entertainment Public Company Limited and its Subsidiaries Statement of comprehensive income

Consolidated Separate financial statements financial statements For the year ended 31 December For the year ended 31 December Note 2016 2015 2016 2015 (Restated) (Restated) (in Baht) Revenues Revenue from television programs 2,391,689,874 2,124,548,833 928,963,441 1,177,356,600 Revenue from publication 3,561,601 7,999,868 3,561,601 - Revenue from animation and computer graphic 12,337,888 5,049,900 - - Revenue from movies - 20,117,290 - - Revenue from concerts and plays 119,727,127 167,922,715 19,792,056 21,210,000 Revenue from event marketing 106,219,965 108,062,833 50,598,717 110,845,832 Total revenues 2,633,536,455 2,433,701,439 1,002,915,815 1,309,412,432

Costs Cost of television programs (1,318,035,691) (1,153,706,096) (544,878,049) (672,596,135) Cost of publication (1,597,145) (3,707,947) (1,597,145) - Cost of animation and computer graphic (6,773,552) (3,492,270) - - Cost of movies - (16,651,113) - - Cost of concerts and plays (81,899,615) (113,706,526) (17,827,991) (18,154,411) Cost of event marketing (87,851,177) (84,597,448) (45,073,262) (94,584,652) Total costs 30 (1,496,157,180) (1,375,861,400) (609,376,447) (785,335,198)

Gross profit 1,137,379,275 1,057,840,039 393,539,368 524,077,234

Other income 28 50,620,433 20,375,687 213,994,818 111,339,226 Dividend income 12, 13 - - 67,876,075 26,706,300 Selling expenses 30 (237,198,234) (221,445,642) (48,771,390) (52,444,196) Administrative expenses 30 (585,115,109) (542,235,371) (423,767,572) (374,072,551) Finance costs 31 (112,669,528) (132,469,532) (31,782,384) (27,854,843) Share of gain of investments in joint ventures 12 2,139,065 14,429,831 - -

Profit before income tax 255,155,902 196,495,012 171,088,915 207,751,170 Income tax expense 32 (52,118,000) (45,381,762) (30,614,641) (45,060,209) Profit for the year 203,037,902 151,113,250 140,474,274 162,690,961

The accompanying notes are an integral part of these financial statements 30

The accompanying notes are an integral part of these financial statements.

9 WORKPOINT 23ENTERTAINMENT PCL Workpoint Entertainment Public Company Limited and its Subsidiaries Statement of comprehensive income Workpoint Entertainment Public Company Limited and its Subsidiaries Statement of comprehensive income

Consolidated Separate financial statements financial statements For the year ended 31 December For the year ended 31 December Note 2016 2015 2016 2015 (Restated) (Restated) (in Baht) Profit for the year 203,037,902 151,113,250 140,474,274 162,690,961

Other comprehensive income Item that will never be reclassified to profit or loss Actuarial loss on employee benefit obligations 3, 21 - (7,745,935) - (6,625,767) Income tax on other comprehensive income 18 - 1,549,187 - 1,325,153 Other comprehensive income (loss) for the year, net of income tax - (6,196,748) - (5,300,614)

Total comprehensive income for the year 203,037,902 144,916,502 140,474,274 157,390,347

Profit attributable to: Owners of the Company 198,630,796 150,341,020 140,474,274 162,690,961 Non-controlling interests 26 4,407,106 772,230 - - Profit for the year 203,037,902 151,113,250 140,474,274 162,690,961

Total comprehensive income attributable to: Owners of the Company 198,630,796 144,275,795 140,474,274 157,390,347 Non-controlling interests 26 4,407,106 640,707 - - Total comprehensive income for the year 203,037,902 144,916,502 140,474,274 157,390,347

Earnings per share 33 Basic earnings per share (in Baht) 0.4760 0.3622 0.3367 0.3920 Diluted earnings per share (in Baht) 0.4758 0.3604 0.3365 0.3900

The accompanying notes are an integral part of these financial statements 31

The accompanying notes are an integral part of these financial statements.

10 -

(6,196,748) (6,950,680)

Total 19,935,301

equity (34,645,309) (30,500,000) (30,500,000)

151,113,250 993,327,624 962,827,624 119,192,131 144,916,502

(211,709,197)

2,786,669,880 1,072,860,069 1,713,571,063 1,678,925,754

- - - - - 772,230 640,707

(906,681) (131,523)

Non- interests (6,950,680) (6,950,680)

18,118,806 55,835,460 54,928,779

controlling (37,450,680) (30,500,000) (30,500,000)

- - - -

(6,065,225)

19,935,301

owners (33,738,628)

150,341,020 119,192,131 144,275,795

(211,709,197)

Total equity 1,000,278,304 1,000,278,304 2,768,551,074 1,072,860,069 1,657,735,603 1,623,996,975

attributable attributable to

of the Company

------

(1,734,818) (1,734,818)

of equity 19,935,301 19,935,301 19,935,301 18,200,483

Total other components

------

share- 19,935,301 19,935,301 19,935,301 19,935,301 Reserve for Reserve

based payment

------

(in Baht) Other components of Other equity components (1,734,818) (1,734,818) (1,734,818)

in subsidiaries Consolidated financial statements financial Consolidated

Discount on changes in ownership interest ------priated

(6,065,225) Unappro- (33,738,628) (15,373,266)

150,341,020 144,275,795

567,392,613 533,653,985 450,847,317

(211,709,197) (211,709,197) (211,709,197)

------

11 Retained earnings Legal reserve 15,373,266 26,350,000 26,350,000 41,723,266

------

Share 799,687,277 799,687,277 premium

1,040,837,495 1,040,837,495 1,040,837,495 1,840,524,772

------share capital paid-up 32,022,574 Issued and Issued 266,040,531 266,040,531 151,214,705 151,214,705 417,255,236 119,192,131

3 3 3 22 22 34 23 Note 3, 25 The accompanying notes are part an The of integral accompanying these financial statements. Workpoint Entertainment Public Company Limited and its Subsidiaries its and CompanyLimited Public Workpoint Entertainment Statement of changes equity in Year ended 31 December 2015 31 December Year ended 2015 - at as 1 Balance reported January prior Effects years from of adjustment 2015 - at restated 1 Balance January equity in directly recorded owners, with Transactions Contributions by and distributions to owner of the Company of ordinary Issue shares paid dividend Stock transaction (Restated) payment Share-based to owners Dividends of the Company interests to non-controlling Dividends Total contributions by and distributions to owner of the Company subsidiaries in interests ownership in Changes Capital reduction of interests non-controlling without a in change control Total changes in ownership interests in subsidiaries equity in directly recorded owners, with transactions Total year the for income Comprehensive Profit (Restated) (Restated) income Other comprehensive Total comprehensive income for the year Transfer reserve to legal 2015 at 31 Balance December Workpoint Entertainment Public Company Limited and its Subsidiaries Statement of changes in equity statements financial these of part integral an are notes accompanying The 32 WORKPOINT 23ENTERTAINMENT PCL - - - -

(3,201,438) (3,201,438)

Total 73,446,480

equity (40,890,362) (62,588,285) (14,059,633)

203,037,902 203,037,902

2,827,560,242 2,786,669,880 2,986,506,344

- - - - Non- 6,277,175 4,407,106 4,407,106

interests (1,040,562) (2,189,104) (2,189,104)

19,159,368 18,118,806

controlling (14,059,633) (16,248,737) (14,059,633)

- - -

2,189,104 2,189,104

73,446,480 10,858,195 13,047,299

owners (39,849,800)

(62,588,285)

198,630,796 198,630,796

Total equity 2,808,400,874 2,768,551,074 2,980,229,169

attributable attributable to

of the Company

------

4,920,567

of equity 13,279,916 73,446,480 73,446,480 73,446,480

18,200,483 91,646,963

Total other components

------

share- 6,655,385

13,279,916 73,446,480 73,446,480 73,446,480 19,935,301 93,381,781 Reserve for Reserve

based payment

------

(in Baht) Other components of Other equity components (1,734,818) (1,734,818) (1,734,818)

in subsidiaries Consolidated financial statements financial Consolidated

Discount on changes in ownership interest

- - - 2,189,104 2,189,104

priated (3,486,164)

Unappro- (53,129,716) (62,588,285) (62,588,285) (60,399,181)

198,630,796 198,630,796 503,977,033 450,847,317 585,592,768

------

12 Retained earnings Legal 3,486,164 reserve

41,723,266 41,723,266 45,209,430

------

Share premium 1,840,524,772 1,840,524,772 1,840,524,772

------share capital paid-up Issued and Issued 417,255,236 417,255,236 417,255,236

3 25 34 23 Note The accompanying notes are part an The of integral accompanying these financial statements. Workpoint Entertainment Public Company Limited and its Subsidiaries its and Limited Company Public Workpoint Entertainment Statement of changes equity in Year ended 31 December 2016 31 December Year ended 2016 - at as 1 Balance reported January prior Effects years from of adjustment 2016 - at restated 1 Balance January equity in directly recorded owners, with Transactions Contributions by and distributions to owner of the Company transaction payment Share-based to owners Dividends of the Company interests to non-controlling Dividends Total transactions with owners, recorded directly in equity subsidiaries in interests ownership in Changes interests of without non-controlling Acquisition a in control change Total changes in ownership interests in subsidiaries equity in directly recorded owners, with transactions Total year the for income Comprehensive Profit income Other comprehensive Total comprehensive income for the year Transfer reserve to legal 2016 at 31 Balance December Workpoint Entertainment Public Company Limited and its Subsidiaries Statement of changes in equity statements financial these of part integral an are notes accompanying The 33 - (5,300,614) 19,935,301 (31,810,833) 157,390,347 119,192,131 162,690,961 (211,709,197) 1,072,860,069 1,833,220,974 1,801,410,141 2,959,078,792 1,000,278,304 1,000,278,304 Total equity Total

------

- - -

19,935,301 19,935,301 19,935,301 19,935,301

share- ofequity Reserve for Reserve based payment

Other components Other

- - -

(5,300,614)

(31,810,833) (15,373,266)

157,390,347 162,690,961 741,143,166 709,332,333 639,640,217

(211,709,197) (211,709,197) (211,709,197) Unappropriated

------

- - - Retained earnings Retained Legal reserve

(in Baht) (in

26,350,000 26,350,000 41,723,266 15,373,266

------

------Separatefinancial statements common control common combination under combination

Surplus on business business on Surplus

------13 Share

799,687,277 799,687,277 premium

1,040,837,495 1,040,837,495 1,040,837,495 1,840,524,772

------

32,022,574 paid-up

266,040,531 266,040,531 151,214,705 151,214,705 417,255,236 119,192,131 Issued and Issued share capital share

3 3 3 22 22 34 23 Note 3, 25 3, The accompanying notes are an integral part of these financial statements. financial of these part integral an are notes accompanying The Workpoint Entertainment Public Company Limited and its Subsidiaries and Company its Public Limited Entertainment Workpoint Statement of changes in equity 2015 31 December ended Year Balanceat 12015 January asreported - years prior from ofadjustment Effects Balanceat 12015 January restated - equity in directly recorded owners, with Transactions Contributionsandby distributions to ownerofCompany the shares of ordinary Issue paid dividend Stock (Restated) transaction payment Share-based Company ofthe to owners Dividends Total contributionsandby distributions to ownerofCompany the equity in directly recorded owners, with transactions Total year the for income Comprehensive (Restated) Profit (Restated) income comprehensive Other Total comprehensiveincome year forthe reserve to legal Transfer Balance2015at 31 December The accompanying notes are an integral part of these financial statements financial these of part integral an are notes accompanying The Workpoint Entertainment Public Company Limited and its Subsidiaries Statement of changes in equity 34 WORKPOINT 23ENTERTAINMENT PCL - - 3,804,778 73,446,480 10,858,195 10,858,195 (37,111,447) (62,588,285)

140,474,274 140,474,274 2,959,078,792 3,114,216,039 2,996,190,239 Total equity Total

------

6,655,385

73,446,480 13,279,916 73,446,480 73,446,480 19,935,301 93,381,781

share- ofequity Reserve for Reserve based payment

Other components Other

- - -

(3,486,164)

(50,391,363) (62,588,285) (62,588,285) (62,588,285)

140,474,274 140,474,274 690,031,580 639,640,217 714,040,042

Unappropriated

- - - - -

- - - - Retained earnings Retained

Legal 3,486,164 reserve (in Baht) (in

41,723,266 41,723,266 45,209,430

------

- - - - - Separatefinancial statements

3,804,778 3,804,778 common control common combination under combination

Surplus on business business on Surplus

------14 Share premium

1,840,524,772 1,840,524,772 1,840,524,772

------

- - - -

paid-up

417,255,236 417,255,236 417,255,236 Issued and Issued share capital share

3 4 25 34 23 Note The accompanying notes are an integral part of these financial statements. financial of these part integral an are notes accompanying The Workpoint Entertainment Public Company Limited and its Subsidiaries and Company its Public Limited Entertainment Workpoint Statement of changes in equity 2016 31 December ended Year Balanceat 12016 January asreported - years prior from ofadjustment Effects Balanceat 12016 January restated - equity in directly recorded owners, with Transactions Contributionsandby distributions to ownerofCompany the transaction payment Share-based Company ofthe to owners Dividends Total contributionsandby distributions to ownerofCompany the equity in directly recorded owners, with transactions Total year the for income Comprehensive Profit income comprehensive Other Total comprehensiveincome year forthe reserve to legal Transfer control common under combination Business Balance2016at 31 December The accompanying notes are an integral part of these financial statements financial these of part integral an are notes accompanying The Workpoint Entertainment Public Company Limited and its Subsidiaries Statement of changes in equity 35 Workpoint Entertainment Public Company Limited and its Subsidiaries Statement of cash flows Workpoint Entertainment Public Company Limited and its Subsidiaries Statement of cash flows

Consolidated Separate financial statements financial statements For the year ended 31 December For the year ended 31 December Note 2016 2015 2016 2015 (Restated) (Restated) (in Baht) Cash flows from operating activities Profit for the year 203,037,902 151,113,250 140,474,274 162,690,961 Adjustments for (Reversal of) bad debt and doubtful accounts 9 4,377,662 698,495 1,078,906 (3,104,788) (Reversal of) loss on decline in value of inventories 10 161,481 31,180 (435,617) 314,060 Impairment loss on investments 13 - - - 4,607,312 (Gain) loss on return of capital from subsidiaries - - (709,792) 1,643,000 Depreciation and amortisation 14, 15, 16, 17 564,561,550 526,126,943 108,899,048 94,414,539 Amortisation deferred subsidy (15,155,280) (15,113,872) - - Gain on disposal of property, plant and equipment 28 (2,280,511) (4,195,550) (2,262,356) (672,896) Employee benefit expenses 21 9,687,091 3,204,303 6,730,669 2,987,692 Share-based payment 25 73,446,480 19,935,302 53,285,965 19,935,302 Share of gain of investments in joint ventures 12 (2,139,065) (14,429,831) - - Dividend income 12, 13 - - (67,876,075) (26,706,300) Unrealised gain from trading securities 8 (2,485,206) (811,931) (2,485,206) (811,931) Interest income 28 (8,914,061) (9,776,082) (55,279,318) (43,968,039) Finance costs 31 112,669,528 132,469,532 31,782,384 27,854,843 Income tax expense 32 52,118,000 45,381,762 30,614,641 45,060,209 989,085,571 834,633,501 243,817,523 284,243,964 Changes in operating assets and liabilities Trade and other accounts receivable (21,612,811) (61,624,292) 54,578,541 157,784,251 Inventories (38,279,901) 9,136,390 50,109,326 (17,305,949) Other non-current assets (901,684) (6,824,093) 1,601,781 (5,144,481) Trade and other accounts payable (37,717,307) (28,074,198) (87,767,138) (73,407,779) Cash generated from operating activities 890,573,868 747,247,308 262,340,033 346,170,006 Income tax paid (28,529,227) (47,271,765) (2,997,788) (38,553,300) Net cash from operating activities 862,044,641 699,975,543 259,342,245 307,616,706

The accompanyingaccompanying notesnotes areare an integral partpart ofof thesethese financialfinancial statements statements. 15 36 WORKPOINT 23ENTERTAINMENT PCL Workpoint Entertainment Public Company Limited and its Subsidiaries Statement of cash flows Workpoint Entertainment Public Company Limited and its Subsidiaries Statement of cash flows

Consolidated Separate financial statements financial statements For the year ended 31 December For the year ended 31 December Note 2016 2015 2016 2015 (Restated) (Restated) (in Baht) Cash flows from investing activities Net increase in short-term investments (2,601,264) (303,912,643) (2,601,264) (303,912,643) Cash received from loans to related parties 41,400,100 23,500,000 340,500,000 28,092,642 Cash paid for loans to related parties (23,700,000) (17,700,100) (496,510,000) (351,305,000) Interest received 8,933,558 10,865,928 54,517,250 45,151,100 Cash paid for purchase of property, plant and equipment, right to use and intangible assets (484,680,715) (754,610,738) (151,126,078) (316,528,191) Cash received from disposal of property, plant and equipment and intangible assets 2,725,470 5,139,109 158,128,565 724,793 Cash paid for digital television license (433,000,000) (311,500,000) - - Cash paid for investments in subsidiaries and joint ventures (26,700,000) - (252,898,800) (110,720,000) Cash paid for capital reduction of non-controlling interests - (30,500,000) - - Cash received from capital return from subsidiaries and joint ventures 13,899,294 - 8,809,792 42,451,855 Dividend received 53,866,492 15,000,000 61,516,075 26,706,300 Cash paid for investments in restricted deposits at financial institutions 2,553,602 93,497,316 2,573,510 93,520,483 Net cash used in investing activities (847,303,463) (1,270,221,128) (277,090,950) (845,818,661)

Cash flows from financing activities Interest paid (46,782,386) (46,028,098) (27,593,561) (22,918,347) Cash received from short-term loans from financial institutions - 250,000,000 - 250,000,000 Cash paid for short-term loans from financial institutions - (500,000,000) - (500,000,000) Cash received from long-term loans from financial institutions 463,310,000 363,098,605 463,310,000 363,098,605 Cash paid for long-term loans from financial institutions (359,401,000) (337,333,605) (348,170,000) (337,333,605) Cash paid for finance lease liabilities (36,530,233) (17,028,700) (26,787,697) (8,460,752) Cash paid for dividends (62,588,285) (92,517,066) (62,588,285) (92,517,066) Cash paid for dividends to non-controlling interests (14,059,633) (6,950,680) - - Cash received from share capital increase - 1,072,860,069 - 1,072,860,069 Net cash from (used in) financing activities (56,051,537) 686,100,525 (1,829,543) 724,728,904

Net increase (decrease) in cash and cash equivalents (41,310,359) 115,854,940 (19,578,248) 186,526,949 Cash and cash equivalents at 1 January 876,258,282 760,403,342 575,733,868 389,206,919 Cash and cash equivalents at 31 December 7 834,947,923 876,258,282 556,155,620 575,733,868

Supplemental disclosures of cash flow information Non-cash transactions Outstanding debts arising from investments in property, plant and equipment, right to use, other intangible assets and digital television license 1,149,411,368 1,541,575,948 1,618,918 15,008,877

The accompanyingaccompanying notesnotes areare anan integral partpart ofof these these financial financial statements statements. 37 16 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Note Contents

1 General information 2 Basis of preparation of the financial statements 3 Adjustments of prior years 4 Business restructuring 5 Significant accounting policies 6 Related parties 7 Cash and cash equivalents 8 Short-term investments 9 Trade and other accounts receivable 10 Inventories 11 Restricted deposits at financial institutions 12 Investments in joint ventures 13 Investments in subsidiaries 14 Property, plant and equipment 15 Right to use 16 Digital television license 17 Other intangible assets 18 Deferred tax 19 Interest-bearing liabilities 20 Trade and other accounts payable 21 Employee benefit obligations 22 Share capital 23 Legal reserve 24 Warrant 25 Share-based payment 26 Non-controlling interests 27 Segment information 28 Other income 29 Employee benefit expenses 30 Expenses by nature 31 Finance costs 32 Income tax 33 Earnings per share 34 Dividends 35 Financial instruments 36 Commitments with non-related parties 37 Events after the reporting period 38 Thai Financial Reporting Standards (TFRS) not yet adopted 39 Reclassification of accounts

38 WORKPOINT 23ENTERTAINMENT PCL

These notes form an integral part of the financial statements.

The financial statements issued for Thai statutory and regulatory reporting purposes are prepared in the Thai language. These English language financial statements have been prepared from the Thai language statutory financial statements, and were approved and authorised for issue by the Board of Directors on 22 February 2017.

1 General information 1 General information Workpoint Entertainment Public Company Limited, the “Company”, is incorporated in Thailand and has its registered office at 99 Moo 2, Tambon Bang Poon, Amphoe Muang Pathum Thani, Pathum Thani, Thailand.

The Company was listed on the Stock Exchange of Thailand in September 2004.

The major shareholders during the year were Mr. Phanya Nirunkul (25.91% shareholding) and Mr. Prapas Cholsaranon (25.91% shareholding).

The principal activities of the Group are digital television broadcasting and the production of television programs, publications, animation and computer graphics, movies, plays and concerts and event marketing.

Details of the Company’s subsidiaries and joint ventures as at 31 December were as follows:

Ownership interest Country of (%) Name of the entities Type of business incorporation 2016 2015

Subsidiaries Workpoint Publishing Co., Ltd. On liquidation process Thailand 99.99 99.99

Ittirit House Co., Ltd. Liquidated Thailand - 99.99

Tohgloam Television Co., Ltd. Production of Thailand 50.00 50.00 television programs

Workpoint Pictures Co., Ltd. Production of movies Thailand 99.99 99.99

Ground Co., Ltd. Editing and record Thailand 60.00 60.00 sound

Six Degrees Production Co., Ltd. Filming and rental Thailand 99.99 79.99 television cameras

Flagship Entertainment Co., Ltd. Production of Thailand 50.00 50.00 television programs

Freesize Broadcasting Co.,Ltd. On liquidation process Thailand 50.00 50.00

Thai Broadcasting Co., Ltd. Digital television Thailand 99.99 99.99 broadcast station and production of television programs

Bangkok Exhibition Co., Ltd. Event organizing Thailand 99.99 99.99 service

39

Ownership interest Country of (%) Name of the entities Type of business incorporation 2016 2015

Subsidiaries Siam Ganesha Co., Ltd. Theater service Thailand 88.00 88.00 (and 12.00% held by Tohgloam Television Co., Ltd.)

Joint ventures Joint Venture Joint invested for Thailand 50.00 50.00 “TengNongKhonmahahere”2 movie production “TengNong Khonmahahere” Joint Venture “WSS”1 Joint invested for Thailand 30.00 30.00 movie production “First love” Joint Venture “PohTak”1 Joint invested for Thailand 40.00 40.00 movie production “PohTak” Joint Venture “Work Right”1 Joint invested for Thailand 50.00 50.00 events marketing in

domestic and foreign Joint Venture “Workpoint Fresh Joint invested for Thailand 50.00 50.00 Air”1 concert, sponsor organizing, and others Joint Venture “YAK”2 Joint invested for Thailand 35.00 35.00 movie production

“Yak” Joint Venture “Tukky Diary”2 Joint invested for Thailand 50.00 50.00 movie production “Princess Tukky” Joint Venture Joint invested for Thailand 50.00 50.00 “PhraTengYomNhong”2 movie production “TengNhong Jiwon Bin” Joint Venture “MM & TK”2 Joint invested for Thailand 50.00 50.00 movie production

“Oh My Ghost” Joint Venture “PanyaRaenu ”2 Joint invested for Thailand 30.00 30.00 movie production

“PanyaRaenu” Joint Venture “Super Salaryman”2 Joint invested for Thailand 60.00 60.00 movie production “YodManut NgoenDuern”

40 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Ownership interest Country of (%) Name of the entities Type of business incorporation 2016 2015

Joint ventures

Joint Venture “TNC”2 Joint invested for Thailand 50.00 50.00 movie production “Teng Nhong Cat A Wabb”

FWR Co., Ltd.3 Invested for Thailand 30.00 30.00 amusement park and exhibition

1 Joint invested by the Company 2 Joint invested by Workpoint Pictures Co., Ltd. 3 Joint invested by Bangkok Exhibition Co., Ltd.

2 Basis of of pr preparationeparation of the of financial the financial statements statement

(a) Statement of compliance

The financial statements are prepared in accordance with Thai Financial Reporting Standards (TFRS); guidelines promulgated by the Federation of Accounting Professions (“FAP”); and applicable rules and regulations of the Thai Securities and Exchange Commission.

The FAP has issued new and revised TFRS effective for annual accounting periods beginning on or after 1 January 2016. The initial application of these new and revised TFRS has resulted in changes in certain of the Group’s/Company’s accounting policies. These changes have no material effect on the financial statements.

In addition to the above new and revised TFRS, the FAP has issued a number of other new and revised TFRS which are effective for annual financial periods beginning on or after 1 January 2017 and have not been adopted in the preparation of these financial statements. Those new and revised TFRS that are relevant to the Group’s/Company’s operations are disclosed in note 38.

(b) Basis of measurement

The financial statements have been prepared on the historical cost basis except for the following items:

Items Measurement bases Trading securities Fair value Employee benefit obligations Present value of the employee benefit obligations Share-based payment Fair value of the equity instrument granted

(c) Functional and presentation currency

The financial statements are presented in Thai Baht, which is the Company’s functional currency. All financial information presented in Thai Baht has been rounded in the notes to the financial statements to the nearest thousand unless otherwise stated.

41 20 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

(d) Use of judgements and estimates

The preparation of financial statements in conformity with TFRS requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised prospectively.

Information about significant areas of estimation uncertainty and critical judgments in applying accounting policies that have the most significant effect on the amount recognised in financial statements is included in the following notes:

Note 5 (q), 18 Current and deferred taxation Note 9 Allowance for doubtful accounts Note 10 Allowance for obsolete inventories Note 14 Utilisation of property, plant and equipment Note 15, 16, 17 Utilisation of intangible assets Note 21 Measurement of employee benefit obligations Note 25 Measurement of share-based payment

Measurement of fair values

A number of the Group’s/Company’s accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities.

The Group/Company has an established control framework with respect to the measurement of fair values. This includes a valuation team that has overall responsibility for overseeing all significant fair value measurements, including level 3 fair values, and reports directly to CFO.

The valuation team regularly reviews significant unobservable inputs and valuation adjustments. If third party information, such as broker quotes or pricing services, is used to measure fair values, then the valuation team assesses the evidence obtained from the third parties to support the conclusion that such valuations meet the requirements of TFRS, including the level in the fair value hierarchy in which such valuations should be classified.

Significant valuation issues are reported to Company Audit Committee.

When measuring the fair value of an asset or a liability, the Group/Company uses market observable data as far as possible. Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows:

Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices). Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

21 42 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

If the inputs used to measure the fair value of an asset or liability might be categorised in different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirely in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.

The Group/Company recognised transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.

Further information about the assumptions made in measuring fair values is included in the following notes:

Note 5 (f) Trading securities Note 5 (l) and 25 Share-based payment Note 35 Financial instruments

3 Adjustments of priorof prior years years

The Group has adjusted prior years which have a material effect on the Group’s financial statements as follows:

(a) Share-based payment

Share-based payment of the Company granted in September 2015 was not correctly accounted for in prior year due to inappropriate information used in the calculation of fair value of share-based payment, therefore the Company under recorded share-based payment in the consolidated and separate financial statements as of and for the year ended 31 December 2015 in the amount of Baht 13.28 million. The Company retrospectively adjusted the financial statements as of and for the year ended 31 December 2015 to correct the error.

(b) Employee benefit obligations

The Group and the Company adjusted the principle actuarial assumptions in the calculation of employee benefit obligations for the year 2015. Thus, the Group and the Company recorded additional amount of employee benefit obligations with the retrospective effect on the financial statements as of 31 December 2015 in the consolidated and separate financial statements in the amount of Baht 51.11 million and Baht 46.39 million, respectively; as of 1 January 2015 in the consolidated and separate financial statements in the amount of Baht 43.31 million and Baht 39.76 million, respectively, (net of income tax in the amount of Baht 34.65 million and Baht 31.81 million, respectively); and for the year ended 31 December 2015 in the amount of Baht 7.81 million and Baht 6.62 million, respectively.

43 22 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

The summary of adjustments regarding the share-based payment and employee benefit obligations were as follows:

Consolidated financial statements As previously reported Adjustments As restated (in thousand Baht) Consolidated statement of financial position as at 31 December 2015 Deferred tax assets 115,848 10,223 126,071 Employee benefit obligations 48,741 51,113 99,854 Other components of equity - Reserve for share-based payment 6,655 13,280 19,935 Retained earning 503,977 (53,130) 450,847 Non-controlling interests 19,159 (1,040) 18,119

Consolidated statement of financial position as at 1 January 2015 Deferred tax assets 127,721 8,661 136,382 Employee benefit obligations 46,149 43,307 89,456 Retained earning 567,393 (33,739) 533,654 Non-controlling interests 55,835 (907) 54,928

Separate financial statements As previously reported Adjustments As restated (in thousand Baht) Separate statement of financial position as at 31 December 2015 Deferred tax assets 19,433 9,278 28,711 Employee benefit obligations 47,601 46,389 93,990 Other components of equity - Reserve for share-based payment 6,655 13,280 19,935 Retained earning 690,031 (50,391) 639,640

Separate statement of financial position as at 1 January 2015 Deferred tax assets 19,129 7,953 27,082 Employee benefit obligations 45,151 39,763 84,914 Retained earning 741,143 (31,810) 709,333

23 44 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Consolidated financial statements As previously reported Adjustments As restated (in thousand Baht) Consolidated statement of comprehensive income for the year ended 31 December 2015 Administrative expenses 563,672 13,329 577,001 Income tax expense 45,392 (10) 45,382

Profit for the year 164,432 (13,319) 151,113 Other comprehensive income Actuarial loss on employee benefit obligations 11 (7,756) (7,745) Income tax on other comprehensive income (2) 1,551 1,549 Total comprehensive income for the year 164,441 (19,524) 144,917

Basic earnings per share (in Baht) 0.3943 (0.0321) 0.3622 Diluted earnings per share (in Baht) 0.3923 (0.0319) 0.3604

Separate financial statements As previously reported Adjustments As restated (in thousand Baht) Separate statement of comprehensive income for the year ended 31 December 2015 Administrative expenses 360,793 13,280 374,073

Profit for the year 175,971 (13,280) 162,691 Other comprehensive income Actuarial loss on employee benefit obligations - (6,626) (6,626) Income tax on other comprehensive income - 1,325 1,325 Total comprehensive income for the year 175,971 (18,581) 157,390

Basic earnings per share (in Baht) 0.4240 (0.0320) 0.3920 Diluted earnings per share (in Baht) 0.4218 (0.0318) 0.3900

Consolidated financial statements As previously reported Adjustments As restated (in thousand Baht) Consolidated statement of changes in equity for the year ended 31 December 2015 Balance at 1 January 2015 Retained earnings 567,393 (33,739) 533,654 Non-controlling interests 55,835 (907) 54,928

45 24 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Separate financial statements As previously reported Adjustments As restated (in thousand Baht) Separate statement of changes in equity for the year ended 31 December 2015 Balance at 1 January 2015 Retained earnings 741,143 (31,810) 709,333

4 Business restructuring 4 Business restructuring At the Board of Directors’ meeting of the Company held on 10 August 2016, the Board of Directors approved the business restructuring of Workpoint Group with the purpose to increase the flexibility of the business and business expansion of the Company by transferring partial business of the Company which related to television programme production to Thai Broadcasting Co., Ltd. (“THB”) and the business which related to event management to Bangkok Exhibition Co., Ltd. (“BEX”). The Company will continuously operate the business of studio and office space rental and services to its subsidiaries and the other third parties including back office services e.g. human resource management, procurement, legal, accounting and finance services as well as the investment return in form of dividend from shares holding in subsidiaries.

On 1 September 2016, the Company transferred assets, rights and liabilities in connection with and used for such business operation, including all personnel relevant to such business. The details of net value of assets and liabilities transferred are as follows:

THB BEX Total (in thousand Baht) Inventories 7,457 - 7,457 Property, plant and equipment 142,055 784 142,839 Intangible assets 1,895 - 1,895 Employees benefit obligations (30,652) (1,076) (31,728) Net assets (liabilities) 120,755 (292) 120,463 Total consideration 124,540 (272) 124,268 Surplus on business restructuring 3,785 20 3,805

Surplus on business restructuring

The Company incurred gain from business restructuring of Baht 3.8 million. The Company recorded such gain as “Surplus on business combination under common control” which presented in equity as at 31 December 2016.

25 46 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

5 Significant accounting accounting policies policies

The accounting policies set out below have been applied consistently to all periods presented in these financial statements.

(a) Basis of consolidation

The consolidated financial statements relate to the Company and its subsidiaries (together referred to as the “Group”) and the Group’s interests in joint ventures.

Business combinations

The Group/Company applies the acquisition method for all business combinations when control is transferred to the Group other than those with entities under common control.

The Group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The acquisition date is the date on which control is transferred to the acquirer. Judgment is applied in determining the acquisition date and determining whether control is transferred from one party to another.

Goodwill is measured as the fair value of the consideration transferred including the recognised amount of any non-controlling interest in the acquiree, less the net recognised amount (generally fair value) of the identifiable assets acquired and liabilities assumed, all measured as of the acquisition date.

Consideration transferred includes the fair values of the assets transferred, liabilities incurred by the Group/Company to the previous owners of the acquiree, and equity interests issued by the Group/Company. Consideration transferred also includes the fair value of any contingent consideration and share-based payment awards of the acquiree that are replaced mandatorily in the business combination. If a business combination results in the termination of pre-existing relationships between the Group/Company and the acquiree, then the lower of the termination amount, as contained in the agreement, and the value of the off-market element is deducted from the consideration transferred and recognised in other expenses.

When share-based payment awards exchanged (replacement awards) for awards held by the acquiree’s employees (acquiree’s awards) relate to past services, then a part of the market-based measure of the awards replaced is included in the consideration transferred. If they require future services, then the difference between the amount included in consideration transferred and the market-based measure of the replacement awards is treated as post-combination compensation cost.

A contingent liability of the acquiree is assumed in a business combination only if such a liability represents a present obligation and arises from a past event, and its fair value can be measured reliably.

Transaction costs that the Group/Company incurs in connection with a business combination, such as legal fees, and other professional and consulting fees are expensed as incurred.

Business combinations of entities or businesses under common control are accounted for using a method similar to the pooling of interest method and in accordance with the Guideline issued in 2009 by the FAP.

47 26 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Subsidiaries

Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date on which control ceases.

Non-controlling interests

At the acquisition date, the Group measures any non-controlling interest at its proportionate interest in the identifiable net assets of the acquiree.

Changes in the Group’s interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions.

Loss of control

When the Group loses control over a subsidiary, it derecognises the assets and liabilities of the subsidiary, and any related non-controlling interests and other components of equity. Any resulting gain or loss is recognised in profit or loss. Any interest retained in the former subsidiary is measured at fair value when control is lost.

Interests in equity–accounted investees

The Group’s interests in equity-accounted investees comprise interests in joint ventures.

Interests in joint ventures are accounted for using the equity method. They are recognised initially at cost, which includes transaction costs. Subsequent to initial recognition, the consolidated financial statements include the Group’s share of the profit or loss and other comprehensive income of equity– accounted investees, until the date on which significant influence or joint control ceases.

Transactions eliminated on consolidation

Intra-group balances and transactions, and any unrealised income or expenses arising from intra-group transactions, are eliminated. Unrealised gains arising from transactions with equity-accounted investees are eliminated against the investment to the extent of the Group’s interest in the investee. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.

(b) Foreign currencies

Foreign currency transactions

Transactions in foreign currencies are translated to the respective functional currency of the Group entities at the dates of the transactions.

Monetary assets and liabilities denominated in foreign currencies are translated to the functional currency at the exchange rate at the reporting date.

27 48 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Non-monetary assets and liabilities measured at cost in foreign currencies are translated to the functional currency using the foreign exchange rates ruling at the dates of the transactions.

Foreign currency differences are generally recognised in profit or loss.

Derivatives financial instruments

The Group enters into forward foreign currency exchange contracts to protect the Company from movements in exchange rates by establishing the rate at which a foreign currency liability will be settled. The forward foreign currency exchange contracts are not recognised in the financial statements on inception but only when they are settled according to the contract terms.

(c) Cash and cash equivalents

Cash and cash equivalents in the statements of cash flows comprises cash balances, call deposits and highly liquid short-term investments.

(d) Trade and other accounts receivable

Trade and other accounts receivable are stated at their invoice value less allowance for doubtful accounts.

The allowance for doubtful accounts is assessed primarily on analysis of payment histories and future expectations of customer payments. Bad debts are written off when incurred.

(e) Inventories

Inventories are stated at the lower of cost and net realisable value.

Cost is calculated using first in first out principle, and comprises all costs of purchase, costs of conversion and other costs incurred in bringing the inventories to their present location and condition.

Cost of television programs and television programs under production comprise of direct cost of production, filming cost and other production overheads.

Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs to complete and to make the sale.

An allowance is made for all deteriorated, changed, obsolete and slow-moving inventories.

(f) Investments

Investments in subsidiaries and joint ventures

Investments in subsidiaries and joint ventures in the separate financial statements of the Company are accounted for using the cost method less impairment losses. Investments in joint ventures in the consolidated financial statements are accounted using equity method.

Investments in equity securities

Fixed deposits at banks are presented as part of short-term investments with maturities over three months, not exceeding one year.

Marketable equity securities held for trading are classified as current assets and are stated at fair value, with any resultant gain or loss recognised in profit or loss. 49 28 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Equity securities which are not marketable are stated at cost less any impairment losses.

The fair value of financial instruments classified as held-for-trading is determined as the quoted bid price at the reporting date.

Disposal of investments

On disposal of an investment, the difference between net disposal proceeds and the carrying amount together with the associated cumulative gain or loss that was reported in equity is recognised in profit or loss.

If the Group/Company disposes of part of its holding of a particular investment, the deemed cost of the part sold is determined using the FIFO method applied to the carrying value of the total holding of the investment.

(g) Property, plant and equipment

Recognition and measurement

Owned assets

Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses.

Cost includes expenditure that is directly attributable to the acquisition of the asset. The cost of self- constructed assets includes the cost of materials and direct labour, any other costs directly attributable to bringing the assets to a working condition for their intended use, the costs of dismantling and removing the items and restoring the site on which they are located, and capitalised borrowing costs. Purchased software that is integral to the functionality of the related equipment is capitalised as part of that equipment.

When parts of an item of plant and equipment have different useful lives, they are accounted for as separate items (major components) of plant and equipment.

Gains and losses on disposal of an item of property, plant and equipment are determined by comparing the proceeds from disposal with the carrying amount of property, plant and equipment, and are recognised net in profit or loss.

Leased assets

Leases in terms of which the Group/Company substantially assumes all the risk and rewards of ownership are classified as finance leases. Plant and equipment acquired by way of finance leases is capitalised at the lower of its fair value and the present value of the minimum lease payments at the inception of the lease, less accumulated depreciation and impairment losses. Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged directly to profit or loss.

Subsequent costs

The cost of replacing a part of an item of property, plant and equipment is recognised in the carrying amount of the item if it is probable that the future economic benefits embodied within the part will flow to the Group/Company, and its cost can be measured reliably. The carrying amount of the replaced part is derecognised. The costs of the day-to-day servicing of property, plant and equipment are recognised in profit or loss as incurred. 29 50 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Depreciation

Depreciation is calculated based on the depreciable amount, which is the cost of an asset, or other amount substituted for cost, less its residual value.

Depreciation is charged to profit or loss on a straight-line basis over the estimated useful lives of each component of an item of property, plant and equipment. The estimated useful lives are as follows:

Land improvements 5 years Building, building improvement and utility systems 10-45 years Furniture and fixtures 5 years Tools and equipment 5-10 years Office equipment 5 years Vehicles 5 years

No depreciation is provided on freehold land or assets under construction and installation.

Depreciation methods, useful lives and residual values are reviewed at each financial year-end and adjusted if appropriate.

(h) Intangible assets

Digital television license

Digital television license represents with its value measured at the cash equivalent price based on the present value of the installments. The difference between the total payment to be made and the cash equivalent price is recognised as finance cost over the license fee payment period, with the cost being amortised starting on date of the license effective.

Other intangible assets

Other intangible assets that are acquired by the Group/Company, which have finite useful lives, are measured at cost less accumulated amortisation and accumulated impairment losses.

Subsequent expenditure

Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure, is recognised in profit or loss as incurred.

Amortisation

Amortisation is based on the cost of the asset, or other amount substituted for cost, less its residual value.

Amortisation is recognised in profit or loss on a straight-line basis over the estimated useful lives of intangible assets, from the date that they are available for use, since this most closely reflects the expected pattern of consumption of the future economic benefits embodied in the asset.

51 30 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

The estimated useful lives for the current and comparative periods are as follows:

Television programs licenses Over the period of the Agreement Book licenses Over the period of the Agreement Music licenses Over the period of the Agreement Software licenses 5 years Digital television license Over the period of the license Right to use Over the period of the Agreement

Amortisation methods, useful lives and residual values are reviewed at each financial year-end and adjusted if appropriate.

(i) Impairment

The carrying amounts of the Group’s/Company’s assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, the assets’ recoverable amounts are estimated. For intangible assets that have indefinite useful lives or are not yet available for use, the recoverable amount is estimated each year at the same time.

An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount. The impairment loss is recognised in profit or loss.

Calculation of recoverable amount

The recoverable amount of a non-financial asset is the greater of the assets’ value in use and fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate cash inflows largely independent of those from other assets, the recoverable amount is determined for the cash-generating unit to which the asset belongs.

Reversals of impairment

An impairment loss in respect of a financial asset is reversed if the subsequent increase in recoverable amount can be related objectively to an event occurring after the impairment loss was recognised in profit or loss. For financial assets carried at amortised cost and available-for-sale financial assets that are debt securities, the reversal is recognised in profit or loss. For available-for-sale financial assets that are equity securities, the reversal is recognised in other comprehensive income.

Impairment losses recognised in prior periods in respect of other non-financial assets are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

31 52 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

(j) Interest-bearing liabilities

Interest-bearing liabilities are recognised initially at fair value less attributable transaction charges. Subsequent to initial recognition, interest-bearing liabilities are stated at amortised cost with any difference between cost and redemption value being recognised in profit or loss over the period of the borrowings on an effective interest basis.

(k) Trade and other accounts payable

Trade and other accounts payable are stated at cost.

(l) Employee benefits

Provident fund

The Group/Company had provident fund which is a defined contribution plan. The fund’s asset of the provident fund is separated from the Group’s/Company’s asset and has been managed by a licensed fund manager. The provident fund receives a cash contribution from employee and the related Group/Company. The contribution expenditure of the provident fund is recognised as expense in profit or loss as accrued.

Employee benefit obligations

The obligation in respect of post-employment benefits that provide compensation according to labor law are recognised in the financial statements based on calculations by a qualified actuary using the projected unit credit method.

The Group/Company recognised all actuarial gain and loss arising from employee benefit obligations in other comprehensive income and all expenses related to employee benefit obligations in profit or loss.

Termination benefits

Termination benefits are recognised as an expense when the Group/Company is committed demonstrably, without realistic possibility of withdrawal, to a formal detailed plan to either terminate employment before the normal retirement date, or to provide termination benefits as a result of an offer made to encourage voluntary redundancy. Termination benefits for voluntary redundancies are recognised as an expense if the Group/Company has made an offer of voluntary redundancy, it is probable that the offer will be accepted, and the number of acceptances can be estimated reliably. If benefits are payable more than 12 months after the reporting period, then they are discounted to their present value.

Short-term employee benefits

Short-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided.

A liability is recognised for the amount expected to be paid under short-term cash bonus or profit sharing plans if the Group/Company has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee, and the obligation can be estimated reliably.

53 32 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Share-based payments

The grant-date fair value of equity-settled share-based payment awards granted to employees is generally recognised as an expense, with a corresponding increase in equity, over the vesting period of the awards. The amount recognised as an expense is adjusted to reflect the number of awards for which the related service and non-market performance conditions are expected to be met, such that the amount ultimately recognised is based on the number of awards that meet the related service and non- market performance conditions at the vesting date. For share-based payment awards with non-vesting conditions, the grant-date fair value of the share-based payment is measured to reflect such conditions and there is no true-up for differences between expected and actual outcomes.

(m) Provisions

A provision is recognised if, as a result of a past event, the Group/Company has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognised as finance cost.

(n) Revenue

Revenue excludes value added tax and is arrived at after deduction of trade discounts and volume rebates.

Revenue from television programs

Revenue from television programs represents the service income from advertising are recognised when services are rendered and programs broadcast, and the income from production of television programs are recognised based on the proportion of completed service.

Revenue from publication

Revenue from sales of magazines and pocket books are recognised when the significant risks and rewards of ownership have been transferred to the buyer. No revenue is recognised if there is continuing management involvement with the goods or there are significant uncertainties regarding recovery of the consideration due, associated costs or the probable return of goods.

Revenue from animation and computer graphic

Revenue from animation and computer graphic are recognised based on the proportion of completed service.

33 54 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Revenue from movies

Revenue from movies represents the income from movies production, which are recognised when the production is completed and delivered, and the income from box - office sharing between cinema’s owner and the joint ventures are recognised when the motion pictures have been exhibited, the income from sale of motion pictures copyright is recognised when the copyright is delivered, the income from granting the rights in motion pictures copyright is recognised in full when the licensee is entitled to exploit.

Revenue from concerts and plays

Revenue from concerts and plays including their promotion are recognised when the concerts and plays have been exhibited.

Revenue from event marketing

Revenues from event marketing are recognised based on the proportion of completed service.

Investments

Revenue from investments comprises dividend and interest income from investments and bank deposits.

Dividend income

Dividend income is recognised in profit or loss on the date the Group’s/Company’s right to receive payments is established.

Interest income

Interest income is recognised in profit or loss as it accrues.

(o) Finance costs

Finance costs is recognised using the effective interest method and comprises interest expense on borrowings, unwinding of the discount on provisions and contingent consideration.

Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying asset are recognised in profit or loss using the effective interest method.

(p) Lease payments

Payments made under operating leases are recognised in profit or loss on a straight line basis over the term of the lease. Lease incentives received are recognised in profit or loss as an integral part of the total lease expense, over the term of the lease.

Contingent lease payments are accounted for by revising the minimum lease payments over the remaining term of the lease when the lease adjustment is confirmed.

55 34 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Determining whether an arrangement contains a lease

At inception of an arrangement, the Group/Company determines whether such an arrangement is or contains a lease. A specific asset is the subject of a lease if fulfilment of the arrangement is dependent on the use of that specified asset. An arrangement conveys the right to use the asset if the arrangement conveys to the Group/Company the right to control the use of the underlying asset.

At inception or upon reassessment of the arrangement, the Group/Company separates payments and other consideration required by such an arrangement into those for the lease and those for other elements on the basis of their relative fair values. If the Group/Company concludes for a finance lease that it is impracticable to separate the payments reliably, an asset and a liability are recognised at an amount equal to the fair value of the underlying asset. Subsequently the liability is reduced as payments are made and an imputed finance charge on the liability is recognised using the Group’s/Company’s incremental borrowing rate.

(q) Income tax

Income tax expense for the year comprises current and deferred tax. Current and deferred tax are recognised in profit or loss except to the extent that they relate to a business combination, or items recognised directly in equity or in other comprehensive income.

Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years.

Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognised for the following temporary differences: the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss; and differences relating to investments in subsidiaries and joint ventures to the extent that it is probable that they will not reverse in the foreseeable future.

The measurement of deferred tax reflects the tax consequences that would follow the manner in which the Group/Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, using tax rates enacted or substantively enacted at the reporting date.

In determining the amount of current and deferred tax, the Group/Company takes into account the impact of uncertain tax positions and whether additional taxes and interest may be due. The Group/Company believes that its accruals for tax liabilities are adequate for all open tax years based on its assessment of many factors, including interpretations of tax law and prior experience. This assessment relies on estimates and assumptions and may involve a series of judgements about future events. New information may become available that causes the Group/Company to change its judgement regarding the adequacy of existing tax liabilities; such changes to tax liabilities will impact tax expense in the period that such a determination is made.

Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised simultaneously.

35 56 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised. Deferred tax assets are reviewed at each reporting date and reduced to the extent that it is no longer probable that the related tax benefit will be realised.

(r) Earnings per share

The Group/Company presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the period, adjusted for own shares held. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding, adjusted for own shares held, for the effects of all dilutive potential ordinary shares, which comprise convertible notes and share options granted to employees.

(s) Segment reporting

Segment results that are reported to the Group’s CEO (the chief operating decision maker) include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. Unallocated items comprise mainly.

6 Related parties parties

For the purposes of these financial statements, parties are considered to be related to the Group/Company if the Group/Company has the ability, directly or indirectly, to control or joint control the party or exercise significant influence over the party in making financial and operating decisions, or vice versa, or where the Group/Company and the party are subject to common control or common significant influence. Related parties may be individuals or other entities.

Relationships with related parties were as follows:

Name of entities Country of Nature of relationships incorporation / nationality

Subsidiaries Thailand Direct shareholding, some common shareholders and directors or being controlled Joint ventures Thailand The Group has investment in joint ventures

Other related parties Bungfire Entertainment Limited Partnership Thailand Joint director with subsidiary Barakao Development Co., Ltd. Thailand Relationship with Director GebHom Rom Rib Ordinary Partnership Thailand Relationship with Director of subsidiary Adang Entertainment Co., Ltd. Thailand Relationship with Director of subsidiary P S I Holding Co., Ltd. Thailand Relationship with Director of subsidiary P S I Broadcasting Co., Ltd. Thailand Relationship with Director of subsidiary Poly Telemedia Co., Ltd. Thailand Relationship with Director of subsidiary P S I Corporation Co., Ltd. Thailand Relationship with Director of subsidiary Fresh Air Festival Co., Ltd. Thailand Relationship with Director of joint venture Rightman Co., Ltd. Thailand Relationship with Director of joint venture Limbic Marketing Co., Ltd. Thailand Relationship with Director of subsidiary Rangsit Studio Co., Ltd. Thailand Relationship with Director of subsidiary Superjeew Co., Ltd. Thailand Relationship with Director of joint venture 57 36 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Name of entities Country of Nature of relationships incorporation / nationality

Sahamongkolfilm International Co., Ltd. Thailand Relationship with Director of joint venture Change Corporation Ltd. Thailand Relationship with Director of subsidiary Feel Corporation Ltd. Thailand Relationship with Director of subsidiary

Related persons Mr. Phanya Nirunkul Thai Shareholder and director Mr. Prapas Cholsaranon Thai Shareholder and director Mr. Phanich Sodsee Thai Director Mrs. Vichanee Srisawat Thai Director Mr. Teravat Anuvatudom Thai Director of subsidiary Mr. Chakapat Iamnoon Thai Director of subsidiary Mr. Chayan Chantawongsatorn Thai Director of subsidiaries Mr. Petchtai Wongkamlao Thai Shareholder of subsidiary Mr. Krit Sripoomseth Thai Shareholder of subsidiary Mr. Chayanun Tepwaninkorn Thai Director of subsidiary Mr. Wirat Hengkongdee Thai Director of subsidiary

The pricing policies for transactions with related parties are explained further below:

Topic Pricing policy Revenue from rendering of services At the rate agreed upon by the management Revenue from television programs Revenue from publication Revenue from animation and computer graphic Revenue from movies Revenue from concerts and plays Revenue from event marketing Revenue from advertising Revenue from equipment rental Other income At the rate agreed upon by the management Interest income MLR - 1.5% per annum and at the interest rate of 3 months fixed deposits and fixed rate 2% per annum Dividend income As the right to receive dividend Cost of rendering services At the rate agreed upon by the management Cost of television programs Cost of publication Cost of animation and computer graphic Cost of movies Cost of concerts and plays Cost of event marketing License fee At the agreed rate Other expenses Actual payment and at the rate agreed upon by the management Dividend paid As declared

58 37 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Significant transactions for the year ended 31 December with related parties were as follows:

Consolidated Separate financial statements financial statements For the year ended 31 December 2016 2015 2016 2015 (in thousand Baht) Subsidiaries Revenue from rendering of services - - 777,452 795,851 Other income - - 177,883 106,947 Dividend income - - 14,660 11,706 Cost of rendering of services - - 41,421 49,082 Selling expenses - - 48 2,624 Administrative expenses - - 380 1,180 Cost of rendering of services remaining in inventories - - 113 1,350

Joint ventures Revenue from rendering of services 17,208 34,897 - 2,890 Other income 3,002 4,700 1,289 4,680 Dividend income 53,866 15,000 53,215 15,000 Cost of rendering of services 13 - - - Administrative expenses 307 973 307 - Cost of rendering of services remaining in inventories 40 - 3 372

Other related parties Revenue from rendering of services 5,160 - - - Other income 2,583 - 1,221 - Cost of rendering of services 51,459 78,068 16,715 33,061 Selling expenses 5,193 - 31 - Administrative expenses 5,450 362 5,037 362 Cost of rendering of services remaining in inventories 10,628 12,091 - 10,783

Related persons Other income 30 30 30 30 Cost of rendering of services 7,612 17,051 6,250 8,070 Administrative expenses 562 1,004 562 1,004 Cost of rendering of services remaining in inventories 126 15 - 15 Dividend paid 45,292 89,053 31,233 82,254

Key management personnel Key management personnel compensation Short-term employee benefit 103,017 92,395 103,017 92,395 Post-employment benefit 1,552 2,148 1,552 2,148 Share-based payment 24,986 5,197 24,986 5,197 Total 129,555 99,740 129,555 99,740

59

38 Workpoint Entertainment Public Company Limited and its Subsidiaries WorkpointNotes to the financial Entertainment statements Public Company Limited and its Subsidiaries NotesFor the to year the financialended 31 statements December 2016 For the year ended 31 December 2016

Balances as at 31 December with related parties were as follows:

Balances as at 31 December with related parties were as follows: Consolidated Separate

financial statements financial statements Consolidated Separate 2016 2015 2016 2015 financial statements financial statements (in thousand Baht) 2016 2015 2016 2015 Trade accounts receivable (in thousand Baht) Subsidiaries - - 23,175 220,271 Trade accounts receivable Joint ventures 2,156 2,612 - 203 Subsidiaries - - 23,175 220,271 Other related parties 455 1,000 - - Joint ventures 2,156 2,612 - 203 Total 2,611 3,612 23,175 220,474 Other related parties 455 1,000 - - Less allowance for doubtful accounts (1,606) (2,606) - - Total 2,611 3,612 23,175 220,474 Net 1,005 1,006 23,175 220,474 Less allowance for doubtful accounts (1,606) (2,606) - - Net 1,005 1,006 23,175 220,474

Consolidated Separate

financial statements financial statements Consolidated Separate 2016 2015 2016 2015 financial statements financial statements (in thousand Baht) 2016 2015 2016 2015 Bad and doubtful debt expense for the (in thousand Baht) year ended 31 December - - - - Bad and doubtful debt expense for the year ended 31 December - - - - Consolidated Separate financial statements financial statements Consolidated Separate 2016 2015 2016 2015 financial statements financial statements (in thousand Baht) 2016 2015 2016 2015 Other accounts receivable (in thousand Baht) Subsidiaries - - 197,045 14,187 Other accounts receivable Joint ventures 8 493 8 393 Subsidiaries - - 197,045 14,187 Other related parties 1,692 - 330 - Joint ventures 8 493 8 393 Related persons 257 154 - 154 Other related parties 1,692 - 330 - Total 1,957 647 197,383 14,734 Related persons 257 154 - 154 Less allowance for doubtful accounts - - - - Total 1,957 647 197,383 14,734 Net 1,957 647 197,383 14,734 Less allowance for doubtful accounts - - - - Net 1,957 647 197,383 14,734 Consolidated Separate

financial statements financial statements Consolidated Separate 2016 2015 2016 2015 financial statements financial statements (in thousand Baht) 2016 2015 2016 2015 Bad and doubtful debt expense for the (in thousand Baht) year ended 31 December - - - - Bad and doubtful debt expense for the year ended 31 December - - - - Consolidated Separate

financial statements financial statements Consolidated Separate 2016 2015 2016 2015 financial statements financial statements (in thousand Baht) 2016 2015 2016 2015 Short-term loans to and interest receivable (in thousand Baht) from related parties Short-term loans to and interest receivable Subsidiary - - 3,148 6,153 from related parties Less allowance for doubtful accounts - - (3,148) (3,648) Subsidiary - - 3,148 6,153 Net - - - 2,505 Less allowance for doubtful accounts - - (3,148) (3,648) Net - - - 2,50560 39 39 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht) (Reversal of) bad and doubtful debt expense for the year ended 31 December - - (500) -

As at 31 December 2015, short-term loans to related parties bear interest at the rate of MLR - 1.5% per annum.

Movements during the year ended 31 December of short-term loans to and interest receivable from related parties were as follows:

Consolidated Separate financial statements financial statements For the year ended 31 December 2016 2015 2016 2015 (in thousand Baht) Short-term loans to related parties Subsidiaries At 1 January - - 6,148 9,741 Decrease - - (3,000) (3,593) At 31 December - - 3,148 6,148

Joint ventures At 1 January - 24,500 - 24,500 Decrease - (24,500) - (24,500) At 31 December - - - -

Total short-term loans to related parties At 1 January - 24,500 6,148 34,241 Decrease - (24,500) (3,000) (28,093) At 31 December - - 3,148 6,148

Interest receivable from short-term loans Subsidiaries At 1 January - - 5 40 Increase - - 21 258 Decrease - - (26) (293) At 31 December - - - 5

Joint ventures At 1 January - 109 - 109 Increase - 921 - 921 Decrease - (1,030) - (1,030) At 31 December - - - -

Total interest receivable from short-term loans At 1 January - 109 5 149 Increase - 921 21 1,179 Decrease - (1,030) (26) (1,323) At 31 December - - - 5

40 61 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht) Long-term loans to and interest receivable from related parties Subsidiaries - - 991,346 831,569 Joint ventures - 17,719 - - Related persons 1,500 1,500 1,500 1,500 Total 1,500 19,219 992,846 833,069 Less allowance for doubtful accounts - - - - Net 1,500 19,219 992,846 833,069

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht) Bad and doubtful debt expense for the year ended 31 December - - - -

As at 31 December 2016, long-term loans to related parties bear interest at the rate of MLR - 1.5% per annum (2015: MLR - 1.5% per annum).

Movements during the year ended 31 December of long-term loans to and interest receivable from related parties were as follows:

Consolidated Separate financial statements financial statements For the year ended 31 December 2016 2015 2016 2015 (in thousand Baht) Long-term loans to related parties Subsidiaries At 1 January - - 824,805 473,500 Increase - - 496,510 351,305 Decrease - - (337,500) - At 31 December - - 983,815 824,805

Joint ventures At 1 January 17,700 - - - Increase 23,700 17,700 - - Decrease (41,400) - - - At 31 December - 17,700 - -

Related persons At 1 January 1,500 1,500 1,500 1,500 At 31 December 1,500 1,500 1,500 1,500

Total long-term loans to related parties At 1 January 19,200 1,500 826,305 475,000 Increase 23,700 17,700 496,510 351,305 Decrease (41,400) - (337,500) - At 31 December 1,500 19,200 985,315 826,305

41 62 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Consolidated Separate financial statements financial statements For the year ended 31 December 2016 2015 2016 2015 (in thousand Baht) Interest receivable from long-term loans Subsidiaries At 1 January - - 6,764 4,155 Increase - - 48,270 34,318 Decrease - - (47,503) (31,709) At 31 December - - 7,531 6,764

Joint ventures At 1 January 19 - - - Increase 610 19 - - Decrease (629) - - - At 31 December - 19 - -

Related persons At 1 January - - - - Increase 30 30 30 30 Decrease (30) (30) (30) (30) At 31 December - - - -

Total interest receivable from long-term loans At 1 January 19 - 6,764 4,155 Increase 640 49 48,300 34,348 Decrease (659) (30) (47,533) (31,739) At 31 December - 19 7,531 6,764

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht) Deposits Subsidiaries - - 826 273

Trade accounts payable Subsidiaries - - 660 21,689 Other related parties 2,479 4,912 601 3,663 Related persons 1,133 861 75 540 Total 3,612 5,773 1,336 25,892

Other accounts payable Subsidiaries - - 1,929 3,739 Joint ventures - 693 - 378 Other related parties 67 718 65 95 Related persons 6,360 391 - 391 Total 6,427 1,802 1,994 4,603

63

42 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Significant agreements with related parties

1) The Company provides broadcast system to Thai Broadcasting Co., Ltd. (“THB”), a subsidiary of the Company.

2) The Company entered into an advertising management agreement with THB. The counterparty agrees to share revenue proportionate from sales of advertising time or business service in the program. The counterparty has a right to terminate the agreement by giving advance written notice not less than 3 days; the termination date must be stated in the written notice. At present, the agreement had been terminated during 2016.

3) The Company entered into an operating agreement with THB. The counterparty agrees to allocate advertising time or business service in the programs stated in the agreement in the agreed upon proportion. THB has a right to terminate the agreement by giving advance written notice not less than 30 days. At present, the agreement had been terminated during 2016.

4) The Company entered into agreements with subsidiaries to provide office services. The counterparty has a right to terminate the agreement by giving advance written notice of 60 days.

5) The Company entered into agreements with subsidiaries to provide supporting services. The counterparty has a right to terminate the agreement by giving advance written notice of 7 days.

6) The Company entered into agreements with THB to provide equipment services. The counterparty has a right to terminate the agreement by giving advance written notice of 7 days.

7) The Company entered into agreements with subsidiaries to provide automobile services. The counterparty has a right to terminate the agreement by giving advance written notice of 7 days.

8) The Company entered into agreements with subsidiaries to provide management services. The counterparty has a right to terminate the agreement by giving a written notice.

7 Cash and and cash cash equivalents equivalents

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht) Cash on hand 176 193 31 71 Cash at bank - current accounts 374 366 132 106 Cash at bank - saving accounts 834,398 813,699 555,993 525,557 Highly liquid short-term investments - 62,000 - 50,000 Total 834,948 876,258 556,156 575,734

The currencies denomination of cash and cash equivalents as at 31 December were as follows:

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht)

Thai Baht (THB) 830,112 871,388 551,320 570,864 United States Dollars (USD) 4,836 4,870 4,836 4,870 Total 834,948 876,258 556,156 575,734

43 64 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

8 Short-termShort-term investments investments

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht)

Short-term deposits at financial institutions 202,608 200,007 202,608 200,007 Trading securities Investments in open ended funds 201,832 200,000 201,832 200,000 Adjustment on fair value measurement 1,465 812 1,465 812 203,297 200,812 203,297 200,812 Total 405,905 400,819 405,905 400,819

Short-term deposits at financial institutions

As at 31 December 2016, fixed deposits at financial institutions of the Group bear interest rates at 1.00% - 1.70% per annum (2015: 1.15% - 1.63% per annum).

Trading securities

The fair value measurement of trading securities was calculated using the rates which were based on the last bid price quoted from the Stock Exchange of Thailand on as existing at the statement of financial position date.

Movements during the year ended 31 December of trading securities were as follows:

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht) Trading securities At 1 January 200,812 - 200,812 - Acquisition of investments 151,344 200,000 151,344 200,000 Disposal of investments (151,344) - (151,344) - Adjustment on fair value measurement 2,485 812 2,485 812 At 31 December 203,297 200,812 203,297 200,812

Short-term investments of the Group and the Company as at 31 December 2016 and 2015 were denominated entirely in Thai Baht.

65 44 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

99 TradeTrade and other other accounts accounts receivable receivable

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht) Trade accounts receivable Related parties: Trade accounts receivable 1,746 3,409 23,175 169,933 Accrued income 865 203 - 50,541 2,611 3,612 23,175 220,474

Other parties: Trade accounts receivable 89,855 107,431 632 19,090 Accrued income 157,876 176,934 - 34,712 247,731 284,365 632 53,802 Total trade accounts receivable 250,342 287,977 23,807 274,276 Less allowance for doubtful accounts (6,767) (3,165) (346) (352) Trade accounts receivable, net 243,575 284,812 23,461 273,924

Other accounts receivable 223,732 164,484 246,360 61,506 Less allowance for doubtful accounts (13,124) (12,348) (13,119) (12,033) Other accounts receivable, net 210,608 152,136 233,241 49,473

Total trade and other accounts receivable 454,183 436,948 256,702 323,397

(Reversal of) bad and doubtful debts expense for the year 4,378 698 1,079 (3,105)

Aging analyses for trade accounts receivable are as follows:

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht) Related parties Accrued income 865 203 - 50,541 Within credit terms 140 - - 158,171 Overdue: Less than 3 months - - 23,175 11,762 Overdue 3 - 6 months - - - - Overdue 6 - 12 months - - - - Overdue over 12 months 1,606 3,409 - - 2,611 3,612 23,175 220,474 Less allowance for doubtful accounts (1,606) (2,606) - - 1,005 1,006 23,175 220,474

66

45 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht) Other parties Accrued income 157,877 176,934 - 34,712 Within credit terms 59,209 83,574 - 17,918 Overdue: Less than 3 months 17,949 22,308 - - Overdue 3 - 6 months 3,555 64 - - Overdue 6 - 12 months 7,445 107 - - Overdue over 12 months 1,696 1,378 632 1,172 247,731 284,365 632 53,802 Less allowance for doubtful accounts (5,161) (559) (346) (352) 242,570 283,806 286 53,450 Net 243,575 284,812 23,461 273,924

The normal credit term granted by the Group ranges from 7 days to 90 days.

The currencies denomination of trade accounts receivable as at 31 December were as follows:

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht)

Thai Baht (THB) 229,664 281,467 23,461 270,579 United States Dollars (USD) 13,756 3,345 - 3,345 Japanese Yen (JPY) 155 - - - Total 243,575 284,812 23,461 273,924

10 Inventories

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht) Television programs and television programs under production 70,115 32,653 1,745 49,422 Work in process 5,498 1,942 - - Merchandise for sales 15,184 17,922 12,843 15,276 Total 90,797 52,517 14,588 64,698 Less allowance for obsolescence and decline in value (6,030) (5,868) (5,024) (5,460) Net 84,767 46,649 9,564 59,238

11 Restricted deposits at financial institutions 11 Restricted deposits at financial institutions Fixed deposits of the Group as at 31 December 2016 in the amount of Baht 1.84 million were pledged as the collateral of loans (2015: The Group and the Company in the amount of Baht 4.40 million and Baht 2.57 million, respectively).

67 46 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

12 InvestmentInvestments in in joint joint ventures ventures

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht) At 1 January 75,024 75,335 9,150 9,150 Share of gain of investments in joint ventures 2,139 14,430 - - Increase of investments 26,700 - - - Dividend income (53,866) (15,000) - - Return of investments (13,900) - (8,100) - Others - 259 - - At 31 December 36,097 75,024 1,050 9,150

Increase of investments

On 24 May 2016, FWR Co., Ltd. (“FWR”), a joint venture of the Group registered the additional paid-up share capital from Baht 1 million to Baht 90 million by issuing new 890,000 ordinary shares at par value of Baht 100 per share. Bangkok Exhibition Co., Ltd., which is a subsidiary made an additional investment in FWR in the totalling amount of Baht 26.70 million or equivalent to 30% of the total increase capital.

Return of investments

On 11 November 2016, Workpoint Pictures Co., Ltd., which is a subsidiary has received return on capital from Joint Venture “TNC” in the amount of Baht 5 million.

On 5 October 2016, the Company has received return of capital from Joint Venture “Work Right” in the amount of Baht 5.5 million and on 30 November 2016 in the amount of Baht 0.6 million.

On 31 March 2016, the Company has received return of capital from Joint Venture “Workpoint Fresh Air” in the amount of Baht 2 million.

On 16 February 2016, Workpoint Pictures Co., Ltd., which is a subsidiary has received return of capital from Joint Venture “PanyaRaenu ” and Joint Venture “Super Salaryman” in the amount of Baht 0.8 million.

47 68 WORKPOINT 23ENTERTAINMENT PCL

------

2015 15,000 15,000

------

31 December 11 Dividend income 244 432 208 for the year ended the for year 6,071 2016 46,900 53,866

- 4 3 6 5

40 70 215 9,749 2015 75,02 54,381 54,381

Equity

------7

163 783 47

1,436 3,114 1,053 2016 29,071 36,097

were as follows: were as

- - - - 0

150 609 878 600 300 (in thousand(in Baht) 7,000 2,000 8,55 6,367 2015 26,454

Cost

------

00 79 years then ended, ended, then years 150 9 609 6 ,367 8,550 1 2016 39,255 27,000 the

Consolidated financial statements financial Consolidated

48

- - - -

450 015 4,000 1,850 2,778 1,000 1,000

2 14,000 17,100 12,733

up up capital -

------0

00 14 Paid 450 5 and dividend income for income and dividend 5 ,8 1 1,850 2,1 2,733 17,10 90,000 2016 and 201

6

00 00 00 00 00 00

...... 201 2015

50.00 30.00 40 50 50.00 35 50 50 50.00 30.00 60 50.00 30.00

(%) ember

c 00 00 00 00 00 00

...... 5 De

2016 Ownership interestOwnership 50.00 30.00 40 50 50.00 3 50 50 50.00 30.00 60 50.00 30.00 31

at

as

” YomNhong”

Diary”

joint ventures ukky ohTak”

., Ltd.

Venture “TengNongKhonmahahere”

the year ended 31 December 2016 year ended 31 December the Investments in Investments Total Joint ventures Joint JointVenture “WSS” JointVenture “P Right” JointVenture “Work Air” Joint VentureFresh “Workpoint JointVenture “YAK” JointVenture “T JointVenture “PhraTeng TK Joint& Venture “MM JointVenture “PanyaRaenu JointVenture Salaryman” “Super JointVentue “TNC” Co FWR Workpoint Entertainment Public Company Limited and its Subsidiaries its and Limited Company Public Entertainment Workpoint financial to the statements Notes For

69

- - -

2015 15,000 15,000

- 5

00 1 31 December 9 244 , Dividend income 6 6,071 for the year ended the for year 2016 4 53,2

-

150

7,000 2,000 9,150 2015

net ,

-

- - At cost At 150 900 1,050 2016

- - - - -

2015

Baht)

- - - - - Impairment 2016 (in thousand (in

-

150 2015 7,000 2,000 9,150

Separate financial statementsfinancial Separate

Cost

- - 49 150 900 2016 1,050

-

450

4,000 2015 14,000 pital

up ca -

- -

00 8 450 Paid 1, 2016

2015 30.00 50.00 50.00 40.00

(%)

6

201 30.00 50.00 50.00 40.00 Ownership interestOwnership

JointVenture “PohTak” Total Joint ventures JointVenture “WSS” Right” JointVenture “Work Air” Joint VentureFresh “Workpoint the year ended 31 December 2016 year ended 31 December the Workpoint Entertainment Public Company Limited and its Subsidiaries its and Limited Company Public Entertainment Workpoint financial to the statements Notes For

70 WORKPOINT 23ENTERTAINMENT PCL

(47) (52) (47) (50) (46)

(172) (1,197) 43,405 (loss) Profit/

48 52 47 50 46 173

for for the year ended

30,785 478,580 Expense

- - - - 8 1 1

, 521,985 Revenue

-

35 37 525 966

1,754 1,641 12,585 Total iability l

)

------

- Non iability current l

in thousand baht

(

-

35 37 525 966

1,754 1,641

12,585 iability Current l

-

50 750 688 698

,182 sset 1,019 1 1,856 a Total 119,985

------

- 172 225 sset a Non current

accounted accounted investees is not adjusted for the percentage ownership held by the Group -

-

750 688 698

sset 1,019 1,182 1,684 a Current 119,760

(%) 50.00 50.00 30.00 30.00 40.00 40.00 50.00 50.00 nterest i Ownership

:

” ” 015

WSS PohTak Work Right “ “ “

ongKonmahahere

TengN “ 016 016 015 016 015 016 015 015 31 December 2016 and 2 2016 31 December The The following summarised financial information on equity the year ended 31 December 2016 year ended 31 December the JointVenture 2 2 Joint Venture 2 2 Joint Venture 2 2 Joint Venture 2 2

Workpoint Entertainment Public Company Limited and its Subsidiaries its and Limited Company Public Entertainment Workpoint financial to the statements Notes For

71

) )

203 (31) (45) (47)

(437) (484) (353) (121 (121) (loss) Profit/ (12,083

7 97 36 45 47 437 50 359 121 121

145,077 Expense

- - - - - 5 6 23 300

132,994 Revenue

- - 86 27 16 18 127 115 567 275

Total iability l

)

- -

------Non iability current l

in thousand baht

(

- - 86 27 16 18 127 115 567 275

iability Current l

- -

51 938

6,795 sset 2,899 1,380 1,412 1,100 6,623 a 19,626 Total

- -

------7

- 223 ent sset 1,22 a Non curr

- -

877 938

sset 2,899 1,380 1,412 6,795 6,623 a 18,399 Current

(%) 50.00 50.00 35.00 35.00 50.00 50.00 50.00 50.00 50.00 50.00 nterest i Ownership

” ”

MM & TK2 Workpoint YAK Tukky Diary “ “ “ “

PhraTengYomNhong Fresh Fresh Air “ 016 015 016 015 016 015 016 015 015 016 the year ended 31 December 2016 year ended 31 December the Joint Venture 2 2 Joint Venture 2 2 Joint Venture 2 2 JointVenture 2 2 Joint Venture 2 2 Workpoint Entertainment Public Company Limited and its Subsidiaries its and Limited Company Public Entertainment Workpoint financial to the statements Notes For

72 WORKPOINT 23ENTERTAINMENT PCL

(66) (47)

(136) (214) (100) 1,440 7,003 (2,017) (loss) Profit/

66 47 136 214 100

1,341 33,106 298,753 Expense

- - - - -

2,781 31,089 305,756 Revenue

- - 129 208 179

5,426 51,454 Total iability 111,950 l

)

------81,400 51,000 Non iability current l

in thousand baht

(

- - 129 208 179 454

5,426

30,550 iability Current l

- -

52 929

sset 1,440 2,285 a 16,092 52,354 Total 208,853

------1

- 3,28 sset a Non current 125,277

- -

929

sset 1,440 2,285 a 16,092 83,576 49,073 Current

0.00 0.00 (%) 30.00 30.00 6 6 50.00 50.00 30.00 30.00 nterest i Ownership

Super PanyaRaenu 2 TNC “ “ “

” Co., Ltd

Salaryman 016 015 016 015 016 015 016 015 the year ended 31 December 2016 year ended 31 December the Joint Venture 2 2 Joint Venture 2 2 Joint Venture 2 2 FWR 2 2 Workpoint Entertainment Public Company Limited and its Subsidiaries its and Limited Company Public Entertainment Workpoint financial to the statements Notes For

73 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

13 InvestmentInvestments in in subsidiari subsidiarieses

Separate financial statements 2016 2015 (in thousand Baht) At 1 January 484,407 420,934 Acquisitions of investments in subsidiaries 252,898 110,720 Share-based payment 20,161 - Return of capital (3,982) (42,451) Reversal of impairment from return of capital 3,982 - Impairment loss on investments in subsidiaries - (4,676) Reclassification to other investments - (3,870) Reclassification impairment loss to other investments - 3,750 At 31 December 757,466 484,407

Acquisitions of investments in subsidiaries

On 15 February 2016, the Company acquired an additional 20% investment of the issued and paid-up share capital of Six Degrees Production Co., Ltd. in the amount of Baht 0.4 million, increasing the Company’s interest in Six Degrees Production Co., Ltd. from 79.99% to 99.99%.

On 19 August 2016, Thai Broadcasting Co., Ltd. (“THB”), a subsidiary, registered the additional paid-up share capital from Baht 400 million to Baht 550 million by issuing new 1,500,000 ordinary shares at par value of Baht 100 per share and call for the payment of remaining share value of the existing shares to be fully paid-up. The Company made an additional investment in THB the totalling amount of Baht 237.50 million. The company’s interest remains the same at 99.99%.

On 19 August 2016, the Company made an additional investment in Bangkok Exhibition Co., Ltd. (“BEX”), a subsidiary, in the totalling amount of Baht 15 million to make the payment of remaining share value of the existing shares to be fully paid-up. The company’s interest remains the same at 99.99%.

Liquidation of a subsidiary

On 1 October 2015, Ittirit House Co., Ltd. (“BAN IT”), a subsidiary, registered the dissolution with the Ministry of Commerce. On 9 December 2016, BAN IT and completed the process of liquidation.

53 74 WORKPOINT ENTERTAINMENT PCL 23

------

1,200 6,000 4,506 2015 11,706

ar endedar

------0 0

6 6 31 December 6,3 1,800 6,500 Dividend income for the for ye 14,6 2016

- -

6,000 1,200 2,000 2,000 1,306

2015 30,000 15,001 312,500 114,400 484,407

net

-

were as follows: as were

, - -

At cost At 808 ,339 6,566 1,539 2,400 2 1,306 2016 30,408 31,314 ended 566,786 114, 757,466

then then

s ------

year 2015 (3,982) (10,000) (18,194) (32,176)

Baht)

) )

for the the for ------4

Impairment 2016 (10,000) (18,19 (28,194 (in thousand (in

3,982 6,000 1,200 2,000 2,000 2015 10,000 30,000 19,500 15,001 312,500 114,400 516,583

Separate financial statementsfinancial Separate

Cost from those investments investments those from

-

566 408 539 339 786 808 , 6, 1, 2,400 2, 54 2016 10,000 30, 19,500 66 31,314 5 114, 785,660

5,000 2,000 2,500 4,000 2015 10,000 12,000 30,000 39,000 15,001 30,000 312,500 1

and dividend income income dividend and

up up capital -

-

Paid 2,000 2,500 4,000 2016 10,000 12,000 30,000 39,000 30,000 and 2015 and 550,000 130,000

6

1

20

2015 99.99 99.99 50.00 99.99 60.00 79.99 50.00 50.00 99.99 99.99 88.00

(%)

-

December 9.99

2016 9 50.00 99.99 60.00 99.99 50.00 50.00 99.99 99.99 88.00

Ownership interestOwnership 31 at as

Ltd.

Ltd.

Ltd.

dcasting dcasting Co., Production Ltd. Co.,

s Broa

kpointPictures Co., Ltd.

the year ended 31 December 2016 year ended 31 December the Investments in subsidiaries in subsidiaries Investments Total Subsidiaries Ltd. Co., WorkpointPublishing Ittirit Ltd. Co., House Television Ltd. Co., Tohgloam Wor Ground Ltd. Co., Six Degree Co.,Flagship Ltd. Entertainment Freesize Broadcasting Co.,Thai ExhibitionBangkok Co., Co., Ltd. Ganesha Siam Workpoint Entertainment Public Company Limited and its Subsidiaries its and Limited Company Public Entertainment Workpoint financial to the statements Notes For

75

) ) - 7 0

201

(2,157) 16,053 20,71 15,485 94,245 (21,66 (15,930) ( Total 317,722 137,422 ,717,577 (522,771) (598,456) (125,499) (708,470) 1,283,769 1,595,884 1

------

2,456 8,255 and 54,335 (52,184) 228,373 178,645 (224,725) installation construction Assets under

) s - - 1 1 24 115

1,551 6,972 (6,97 29,12 14,487 (14,519) (71,070) (12,308) (76,406) (14,172) (76,091) 100,408 122,582 109,729 Vehicle

)

(29) 084 236 340 494 274 (297) (443) 2,060 (2,085) (6, (7,863) Office 48,345 10, 56,580 12,249 68,872 (31,141) (35,604) (43,636) equipment

) Baht)

342) 403 620

(966) 6,967 (7,663) (1,049) 39,356 41,628 41,592 35,317 45,425 ( (60,563) 322,683 396,004 471,947 (124,835) (164, (223,882) Tools and

equipment

(in thousand(in ) ) ) )

9 27 16

(70) 9 02 650 (652)

3,935 8,270 6,473 6, 7,419 ( (1,079) ( and 15,118 83,773 (25, (85,041) (91,499) ( Consolidated financial statements 113,492 125,045 105,532 fixtures Furniture

55

) ) )

-

,

77 (78) 054 9, 6,853 4,068 utility (4,289) 18,079 21,222 7 35,413 15,078 (23,920) ( ( 565,643 586,286 215,070 822,500 (208,788) (228,640) (2 building systems Building and mprovement

i

------

(69) (69)

2,134 2,134 2,134 (1,896) (1,965) (2,034) Land improvements

------

Land 128,608 128,608 128,608

and and

and reclassify

s Property, plant and equipment Property, Property, plant and equipment

the year ended 31 December 2016 year ended 31 December the

1 January 2016 1 January 2016 t 1 January 2015

Cost A Additions Transfers Disposal At 31 2015 December Additions Transfers and reclassify Disposals At 31 2016 December Depreciation and impairment losses 1 JanuaryAt 2015 Depreciation charge for the year Transfers and reclassify Disposals At 31 2015 December Depreciation charge for the year Transfers and reclassify Disposals At 31 2016 December Workpoint Entertainment Public Company Limited and its Subsidiaries its and Limited Company Public Entertainment Workpoint financial to the statements Notes For 14 14

76 WORKPOINT 23ENTERTAINMENT PCL

80,637 Total 111,184 760,998 891,901 105,527 997,428 928,470 649,814 1,009,107

- - -

uction 2,456 2,456 8,255 8,255 and 178,645 178,645 installation constr Assets under

s

4,428 8,389 20,949 29,338 16,213 29,963 46,176 1 19,210 33,638 Vehicle

- - -

17,204 17,204 20,976 20,976 25,236 25,236 Office equipment

Baht)

90,235 75,564 61,427 107,613 197,848 156,098 231,662 186,638 248,065 Tools and

equipment

(in thousand(in

- - -

and 28,451 28,451 33,546 33,546 21,759 21,759 Consolidated financial statements fixtures Furniture

56

- - -

,

446 3, utility 4 356,855 356,855 357,646 357,646 5 543,446 systems building Building and mprovement i

- - -

238 238 169 169 100 100

Land improvements

- - -

Land

128,608 128,608 128,608 128,608 128,608 128,608

and

5

016

ts

the year ended 31 December 2016 year ended 31 December the 1 January 2 t 31 2016 December Net book value At 1 January 201 Owned asse Assets under leases finance At 31 2015 December Owned assets Assets under leases finance A Owned assets Assets under leases finance Workpoint Entertainment Public Company Limited and its Subsidiaries its and Limited Company Public Entertainment Workpoint financial to the statements Notes For

77

-

531 208 201

8,770 (8,821) 89,300 (81,700) (93,515) Total 313,912 144, (287,401) (477,993) (550,923) (499,907) 1,202,310 1,507,609 1,309,709

------

1,920 3,244 33,159 and (51,648) 228,373 178,645 (208,560) installation construction Assets under

s - 24 115

1,510 6,972 (6,971) 95,017 28,014 14,488 (14,519) (68,768) (11,109) (72,905) (12,869) (71,286) 116,084 103,190 Vehicle

- 29

336 856

(874) 9,414 8,630 (5,629) (6,604) Office 41,858 50,427 10,147 49,998 (10,912) (27,331) (32,104) (30,078) equipment

- Baht)

916 ment

(950) 37,573 33,934 17,704 19,360 (94,658) (35,367) (33,409) (44,787) 263,152 333,709 114,765 117,731 (256,008) (129,109) Tools and

equip

(in thousand(in ) )

26

(26) 326 617

Separate financial statement 3,851 5,891 5,373 8,771 3,682 5, (5,962) (5,817) ( and 89,348 7 (19,150) (76,906) (82,697) ( 104,418 108,569 fixtures Furniture

57

) ) ) ) )

- - - -

, 4 9

105 6, 6,687 utility (8,771 17,543 20,889 7 35,191 (23,70 ( 565,203 589,433 208,100 818,422 (208,43 (232,143) (2 building systems Building and mprovement

i

) ) ------6 69

( (69)

2,134 2,134 2,134 (1,89 (1,965) (2,034) Land improvements

------

Land 128,608 128,608 128,608

and and

cember 2016cember

the year ended 31 December 2016 year ended 31 December the 1 January 2016 1 January 2016 Cost 1 JanuaryAt 2015 Additions Transfers and reclassify Disposals At 31 2015 December Additions Transfers and reclassify Disposals At 31 De Depreciation and impairment losses 1 JanuaryAt 2015 Depreciation charge for the year Disposals At 31 2015 December Depreciation charge for the year Transfers and reclassify Disposals At 31 2016 December Workpoint Entertainment Public Company Limited and its Subsidiaries its and Limited Company Public Entertainment Workpoint financial to the statements Notes For

78 WORKPOINT 23ENTERTAINMENT PCL

2

02 ,

(see (see

s 91,715 92,474 35 74,780 Total 632,602 724,317 864,212 956,686 7 809,802 5 million 5 million 3

3

- - - Baht Baht

1,920 1,920 3,244 3,244 and 178,645 178,645 installation construction Assets under

amounted amounted to

s from from financial institution

6 85 8

3, 8,019 7,377 18,872 26,249 15,517 27,662 43,179 1 1 31,904 loans Vehicle

term term

-

- - -

long

14,527 14,527 18,323 18,323 19,920 19,920 Office equipment

Baht)

95,651 72,843 64,812 13,217 56,761 69,978 168,494 139,788 204,600 Tools and equipment

(in thousand(in

- - -

Separate financial statement and 27,512 27,512 25,872 25,872 13,731 13,731 fixtures Furniture

58

- - -

9 9 ,

and, and, including structures thereon, to secure utility 356,76 356,76 357,290 357,290 542,317 542,317 systems building Building and mprovement i

- - - 8 8 3

2 23 169 169 100 100

Land improvements

- - -

Land 128,608 128,608 128,608 128,608 128,608 128,608 Company’s Company’s fully depreciated plant and equipment that was still in use as at 31 December 201

, the Group has mortgaged certain l

. ly and and 2015 Group Group and

and

16

5

, respective

s s amount of the

million

t t 31 December 2016 278 the year ended 31 December 2016 year ended 31 December the 1 January 2016 s a Net book value At 1 January 201 Owned assets Assets under leases finance At 31 2015 December Owned assets Assets under leases finance At 31 20 December Owned assets Assets under leases finance and The The gros Security A note 19). Workpoint Entertainment Public Company Limited and its Subsidiaries its and Limited Company Public Entertainment Workpoint financial to the statements Notes For

79 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

15 Right to to use use

Consolidated financial statements Leasehold improvement Equipment Total (in thousand Baht) Cost At 1 January 2015 201,603 - 201,603 Additions 141,344 15,845 157,189 Borrowing costs included to asset 2,922 - 2,922 Transfers and reclassify (1,565) (15,845) (17,410) At 31 December 2015 and 1 January 2016 344,304 - 344,304 Additions 7,626 - 7,626 Transfers and reclassify (135) - (135) At 31 December 2016 351,795 - 351,795

Amortisation At 1 January 2015 - - - Amortisation charge for the year (16,392) (2,157) (18,549) Transfers and reclassify - 2,157 2,157 At 31 December 2015 and 1 January 2016 (16,392) - (16,392) Amortisation charge for the year (23,773) - (23,773) At 31 December 2016 (40,165) - (40,165)

Net book value At 1 January 2015 201,603 - 201,603 At 31 December 2015 and 1 January 2016 327,912 - 327,912 At 31 December 2016 311,630 - 311,630

Security

As at 31 December 2016 and 2015, the Group has mortgaged right to use to secure long-term loans from financial institutions (see note 19).

80 59 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

16 DigitalDigital television televistion license license

Consolidated financial statements (in thousand Baht) Cost At 1 January 2015 2,073,450 At 31 December 2015 and 1 January 2016 2,073,450 At 31 December 2016 2,073,450

Amortisation At 1 January 2015 (94,489) Amortisation charge for the year (138,230) At 31 December 2015 and 1 January 2016 (232,719) Amortisation charge for the year (138,230) At 31 December 2016 (370,949)

Net book value At 1 January 2015 1,978,961 At 31 December 2015 and 1 January 2016 1,840,731 At 31 December 2016 1,702,501

Thai Broadcasting Co., Ltd. (“THB”), a subsidiary, was the winner of the auction for commercial digital terrestrial television licence at national level for a standard definition channel category at a bid price of Baht 2,355 million (exclusive of VAT). On 25 April 2014, the subsidiary received the commercial digital terrestrial TV license at national level for a period of 15 years, commencing from 25 April 2014 to 24 April 2029. The subsidiary was required to make payment under the following payment conditions:

1) For the minimum bid price amounting to Baht 380 million, the payment is divided into 4 instalments and has to be made within 3 years from the date of acquiring the licence as specified by Nation Broadcasting and Telecommunications Commission (“NBTC”). 2) For the exceeding amount of the minimum bid price amounting to Baht 1,975 million, the payment is divided into 6 instalments and has to be made within 5 years from the date of acquiring the licence as specified by NBTC.

The subsidiary paid the first instalment, which was 50% of minimum bid price and 10% of the exceeding of the minimum bid price, totalling Baht 349.50 million, exclusive of VAT, (net of guarantee deposit amounting to Baht 38 million, which was paid on 20 January 2014) and placed the letter of guarantee amounting to Baht 2,105 million issued by a financial institution to NBTC on 7 February 2014. Such remaining license fee will be paid annually in the amount as specified in the agreement.

As at 31 December 2016, the outstanding balance of letter of guarantee was Baht 1,308.61 million (2015: Baht 1,771.92 million).

81 60 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Digital television license payable as at 31 December were as follows:

2016 2015 Future value Present value Future value Present value of payment Interest of payment of payment Interest of payment (in thousand Baht) Within one year 433,000 44,625 388,375 433,000 63,997 369,003 After one year but within five years 790,000 31,809 758,191 1,223,000 76,434 1,146,566 Total 1,223,000 76,434 1,146 ,566 1,656,000 140,431 1,515,569

82 61 WORKPOINT ENTERTAINMENT PCL

23 ) ) ) ) - - 2 2 5

Total 832,60 275,23 951,492 336,269 329,373 958,388 156,342 309,509 457,42 457,554 496,899 (156,342) ( (375,177 (275,103 (493,938 (277,060) (461,489)

------7 9 19 81 8

2,06 1,050 4,217 1,050 4,217 (1,836) 36,165 (32,998) installation

Assets under Assets

) )

- - - -

80

ware 4,332 1,836 3,206 9,013 (4,867 (3,265) (8,132 (4,653) 13,8 20,048 32,998 56,252 11,916 43,467 (12,785) licenses Soft Baht)

------

4,090 14,496 14,496 (10,406) (10,406) (in thousand (in Music licenses

Consolidated financial statements financial Consolidated ) ) ------1)

538 230 (639 (518) (308 (826)

1,056 1,056 1,177 17,528 16,472 (16,472) (16,35 Book licenses

62

) ) ) )

- - 9)

199 288 509 050 ,

6,416 800,375 268,833 929,338 282,402 882,367 139,870 309 44 444, 444,895 (139,870) (329,373 (353,95 (271, (485, (261,693 (437,472) licenses programs Television

1 January 2016 1 January 2016 1 January

and and

6

off off off off - - - - 5

on charge for the year the for charge on

osal and write osal

posal and write posal Cost 2015 January 1 At Additions reclassify and Transfers Dis 2016 1 January and 2015 31 December At Additions reclassify and Transfers Disp 2016 31 December At losses impairment and Amortisation 2015 January 1 At Amortisati and write Disposal and 2015 31 December At year the for charge Amortisation and write Disposal 201 31 December At value Net book 201 1 January At 2015 31 December At 2016 31 December At Other intangibleOther assets Other intangible assets the year ended 31 December 2016 year ended 31 December the

Workpoint Entertainment Public Company Limited and its Subsidiaries its and Limited Company Public Entertainment Workpoint financial to the statements Notes For 17 17

83

) - - 5 8 1

,778)

32,837 14,881 33,270 48,23 55,663 14,44 16,65 17,059 19,225 42,885 Total (14,448) (25,842) (15,778) (12,715) (14,045 (15,384) (12

------819 819

1,017 2,979 2,979 (1,836) 32,157 (29,178) installation

Assets under Assets

)

- -

Baht) 1 3 8

3,913 1,836 1,98 3,17 8,865 (5,072) (4,752) (3,171) (7,923) (3,842) (8,587 13,617 19,366 29,178 45,45 11,443 36,866 licenses Software

financial statements financial

(in thousand (in

------

Seperate

6,564 (6,564) 13,861 (13,861) Music licenses

) )

- -

236

9,951 7,231 6,909 4,191 7,375 7,782 3,040 (6,909) (9,544) (6,122 (4,978) ( 18,401 13,904 14,448 (14,448) (11,026)

licenses programs Television 63

6

1 January 201 1 January

and

off off off off - - - -

r 2016

Cost 2015 January 1 At Additions reclassify and Transfers and write Disposal 2015 31 December At Additions reclassify and Transfers and write Disposal 31 Decembe At losses impairment and Amortisation 2015 January 1 At year the for charge Amortisation and write Disposal 2016 1 January and 2015 31 December At year the for charge Amortisation and write Disposal 2016 31 December At value Net book 2015 1 January At 2016 1 January and 2015 31 December At 2016 31 December At the year ended 31 December 2016 year ended 31 December the Workpoint Entertainment Public Company Limited and its Subsidiaries its and Limited Company Public Entertainment Workpoint financial to the statements Notes For

84 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

18 DeferredDeferred tax tex

Deferred tax assets and liabilities as at 31 December were as follows:

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht) Deferred tax assets 95,242 126,071 22,997 28,711 Deferred tax liabilities (34,043) (41,577) (18,497) (13,491) Net 61,199 84,494 4,500 15,220

Movements in total deferred tax assets and liabilities during the year were as follows:

Consolidated financial statements (Charged)/credited to (Charged)/ At 1 Other At 31 credited to At 31 January Profit comprehensive December profit December 2015 or loss income 2015 or loss 2016 (note 32) (note 32) (in thousand Baht) Deferred tax assets Trade and other accounts receivable (doubtful accounts) 2,930 (449) - 2,481 829 3,310 Inventories (allowance for obsolete and decline in value) 1,045 47 - 1,092 65 1,157 Digital television license (amortisation difference) 53,744 (3,754) - 49,990 (3,754) 46,236 Intangible assets (amortisation difference) 7,003 4,099 - 11,102 4,384 15,486 Employee benefit obligations 17,891 531 1,549 19,971 1,834 21,805 Loss carry forward 53,256 (12,150) - 41,106 (39,394) 1,712 Others 513 (184) - 329 5,207 5,536 Total 136,382 (11,860) 1,549 126,071 (30,829) 95,242

Deferred tax liabilities Digital television license - payable (deferred interest amortised difference) (44,185) 16,099 - (28,086) 12,799 (15,287) Equipment (depreciation difference) (7,892) (5,599) - (13,491) (5,265) (18,756) Total (52,077) 10,500 - (41,577) 7,534 (34,043)

Net 84,305 (1,360) 1,549 84,494 (23,295) 61,199

85

64 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Separate financial statements (Charged)/credited to (Charged)/ At 1 Other At 31 credited to At 31 January Profit comprehensive December profit December 2015 or loss income 2015 or loss 2016 (note 32) (note 32) (in thousand Baht) Deferred tax assets Trade and other accounts receivable (doubtful accounts) 2,804 (418) - 2,386 169 2,555 Inventories (allowance for obsolete and decline in value) 1,045 47 - 1,092 (87) 1,005 Investments in subsidiaries (allowance for impairment of investment) 6,250 185 - 6,435 (796) 5,639 Employee benefit obligations 16,983 490 1,325 18,798 (5,000) 13,798 Total 27,082 304 1,325 28,711 (5,714) 22,997

Deferred tax liabilities Equipment (depreciation difference) (7,892) (5,599) - (13,491) (5,006) (18,497) Total (7,892) (5,599) - (13,491) (5,006) (18,497)

Net 19,190 (5,295) 1,325 15,220 (10,720) 4,500

Deferred tax assets arising from significant temporary differences and unused tax losses that have not been recognised in the financial statements as at 31 December 2016 and 2015 were as follows:

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht) Tax losses 4,668 2,719 - - Total 4,668 2,719 - -

The tax losses expire in 2019-2020. Deferred tax assets have not been recognised in respect of these items because it is not probable that future taxable profit will be available against which the Group can utilise the benefits therefrom.

65 86 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

19 Interest-bearingInterest-bearing liabilities liabilities

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht) Current Current portion of long-term loans from financial institutions 210,112 309,247 190,550 98,170 Current portion of finance lease liabilities 26,530 31,324 21,183 22,537 236,642 340,571 211,733 120,707 Non-current Long-term loans from financial institutions 540,174 340,382 364,980 342,220 Finance lease liabilities 39,243 65,838 37,916 59,185 579,417 406,220 402,896 401,405 Total 816,059 746,791 614,629 522,112

The Group has long-term loans from a local financial institution which bear interest rates at minimum loan rate less fixed rate per annum as stated in the agreements. The loans shall be payable at maturity as stated in the agreements.

The loan agreements state certain terms and limitations that the Group must comply such as maintaining debt to equity ratio, Funded debt/EBITDA ratio and maintaining the proportion of the major shareholder, etc. Long-term loans from the financial institution are pledged by certain land, building and structures of the Group.

As at 31 December 2015, a subsidiary did not comply with the certain financial conditions specified in the long-term loan agreements, with the result that long-term loans were immediately due. However, on 10 May 2016, the financial institution issued the amendment of loan agreements to revoke the restriction of maintenance of such financial conditions for the year ended 31 December 2015.

As at 31 December 2016, the Company had undrawn committed loans amounting to Baht 341 million (2015: Baht 447 million).

Movement during the year ended 31 December 2016 and 2015 of interest-bearing liabilities were as follows:

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht) At 1 January 746,791 982,107 522,112 747,964 Additions 458,858 627,408 463,310 627,109 Repayments (389,590) (862,724) (370,793) (852,961) At 31 December 816,059 746,791 614,629 522,112

Interest-bearing liabilities of the Group and the Company as at 31 December 2016 and 2015 were denominated entirely in Thai Baht.

87 66 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Finance lease liabilities

Finance lease liabilities as at 31 December were payable as follows:

Consolidated financial statements 2016 2015 Present Present Future value of Future value of minimum minimum minimum minimum lease lease lease lease payments Interest payments payments Interest payments (in thousand Baht) Within one year 29,663 3,133 26,530 36,445 5,121 31,324 After one year but within five years 41,266 2,023 39,243 71,014 5,176 65,838 Total 70,929 5,156 65,773 107,459 10,297 97,162

Separate financial statements 2016 2015 Present Present Future value of Future value of minimum minimum minimum minimum lease lease lease lease payments Interest payments payments Interest payments (in thousand Baht) Within one year 24,030 2,847 21,183 26,682 4,145 22,537 After one year but within five years 39,881 1,965 37,916 64,017 4,832 59,185 Total 63,911 4,812 59,099 90,699 8,977 81,722

The effective weighted interest rates of interest-bearing liabilities as at 31 December were as follows:

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (% per annum) Long-term loans from financial institutions 4.72 4.97 4.75 5.00 Finance lease liabilities 0.55 0.58 0.51 0.51

88 67 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

20 TradeTrade and and other other accounts accounts payable payable

Consolidated Separate financial statements financial statements Note 2016 2015 2016 2015 (in thousand Baht) Trade accounts payable Related parties 6 3,612 5,773 1,336 25,892 Other parties 71,926 107,404 2,255 14,763 Total trade accounts payable 75,538 113,177 3,591 40,655 Other accounts payable Accrued expense and other payables 6 81,015 97,428 14,681 40,523 Withholding tax 18,440 19,449 9,539 13,806 Accrued commission expense 84,354 96,961 - 3,753 Current portion of deferred subsidy 23,828 23,191 - - Unearned income 30,390 15,027 12,933 10,942 Retention 7,976 22,453 7,824 7,098 Value added tax payable 2,814 3,435 2,078 3,275 Dividend payable 6,360 - - - Total other accounts payable 255,177 277,944 47,055 79,397 Total trade and other accounts payable 330,715 391,121 50,646 120,052

The currencies denomination of trade accounts payable as at 31 December were follows:

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht) Thai Baht (THB) 59,122 94,985 3,591 40,655 United States Dollars (USD) 16,416 18,192 - - Total 75,538 113,177 3,591 40,655

21 Employee benefit obligations 21 Employee benefit obligations The Group/Company had an employee benefit obligation based on the requirement of Thai Labour Protection Act B.E. 2541 (1998) to provide retirement benefits to employees based on pensionable remuneration and length of service.

The defined benefit plans expose the Company to actuarial risks, such as longevity risk, interest rate risk and market (investment) risk.

The statement of financial position obligation was determined as follow:

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (Restated) (Restated) (in thousand Baht) Present value of obligations 109,026 99,854 68,993 93,990

89 68 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Movement in the present value of the employee benefit obligations

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (Restated) (Restated) (in thousand Baht) Employee benefit obligations at 1 January (as restated) 99,854 89,456 93,990 84,914 Current service costs and interest 9,687 3,204 6,731 2,988 Benefit paid - (538) - (538) Reversal of employee benefit obligations (515) (14) - - Actuarial losses - 7,746 - 6,626 Transfer to subsidiaries - - (31,728) - Employee benefit obligations at 31 December 109,026 99,854 68,993 93,990

Expense recognised in profit or loss

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (Restated) (Restated) (in thousand Baht) Current service costs 7,956 1,883 5,437 1,718 Interest on obligation 1,731 1,321 1,294 1,270 Total 9,687 3,204 6,731 2,988

The Group/Company recognised the expense in the following line items in the statement of comprehensive income:

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (Restated) (Restated) (in thousand Baht) Cost of rendering of services 3,584 551 2,121 436 Selling expenses 1,152 69 768 69 Administrative expenses 3,398 436 2,289 335 Management benefit expenses 1,553 2,148 1,553 2,148 Total 9,687 3,204 6,731 2,988

Actuarial losses (gains) recognised in other comprehensive income arising from:

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (Restated) (Restated) (in thousand Baht) Financial assumptions - (2,661) - (2,399) Demographic assumptions - 1,274 - 1,172 Experience adjustment - 9,133 - 7,853 Total - 7,746 - 6,626

90 69 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Principal actuarial assumptions at the reporting date (expressed as weighted averages):

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (%) Discount rate 2.9 2.9 2.9 2.9 Future salary increases 8-10 8-10 8-10 8-10 Employee turnover rate 0-25 0-25 0-25 0-25

Assumptions regarding future mortality are based on published statistics and Thailand Mortality Ordinary Life table.

Sensitivity analysis

Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown below.

Consolidated Separate financial statements financial statements (in thousand Baht) Defined benefit obligation at 31 December 2016 Increase Decrease Increase Decrease Discount rate (1% movement) (7,157) 8,368 (6,593) 7,723 Future salary increases (1% movement) 8,552 (7,463) 7,878 (6,861) Employee turnover rate (20% movement) (8,081) 10,174 (7,545) 9,510 Future mortality (1% movement) 259 (290) 237 (266)

Although the analysis does not take account of the full distribution of cash flows expected under the plan, it does provide an approximation of the sensitivity of the assumptions shown.

22 Share capital capital

Par value 2016 2015 per share Number Amount Number Amount (in Baht) (thousand shares / in thousand Baht) Authorised At 1 January - ordinary shares 1 452,094 452,094 298,041 298,041 Issue of new shares 1 - - 154,077 154,077 Reduction of shares 1 - - (24) (24) At 31 December - ordinary shares 1 452,094 452,094 452,094 452,094

Issued and paid-up At 1 January - ordinary shares 1 417,255 417,255 266,041 266,041 Issue of new shares 1 - - 151,214 151,214 At 31 December - ordinary shares 1 417,255 417,255 417,255 417,255

91 70 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Issue of ordinary shares

At the Extraordinary General Meeting of shareholders of the Company held on 26 December 2014, the shareholders approved the increase in authorised shares capital of the Company from Baht 266 million to Baht 298 million by issuing new 32 million ordinary shares with par value at Baht 1 per share. The Company registered the increase in share capital with Ministry of Commerce on 29 December 2014. Presently, the Company has received share subscription in the full amount in 2015.

At the Annual General Meeting of shareholders of the Company held on 24 April 2015, the shareholders approved the payment of stock dividend of the Company not exceeding 119.22 million shares at par value of Baht 1 in proportion of 2.5 shares to 1 stock dividend, totaling not exceeding Baht 119.22 million. The Company has allocated stock dividend 119.19 million shares at par value of Baht 1 totaling Baht 119.19 million and has registered the increase in share capital with the Ministry of Commerce on 8 May 2015.

Share premium

Section 51 of the Public Companies Act B.E. 2535 requires companies to set aside share subscription monies received in excess of the par value of the shares issued to a reserve account (“share premium”). Share premium is not available for dividend distribution.

23 Legal reserve 23 Legal reserve Section 116 of the Public Companies Act B.E. 2535 Section 116 requires that a public company shall allocate not less than 5% of its annual net profit, less any accumulated losses brought forward, to a reserve account (“legal reserve”), until this account reaches an amount not less than 10% of the registered authorised capital. The legal reserve is not available for dividend distribution.

24 Warrant 24 Warrent At the Extraordinary General Meeting of shareholders of the Company held on 4 September 2015, the shareholders approved to issue warrants to purchase the ordinary shares of the Company, Grant 1 (WORK-W1. The significant information of warrants are as follows:

Issued date: 1 October 2015 Number of warrants offered: 20,861,107 Units Offered price per unit: Baht 0 (zero Baht) Term of warrants: Not exceeding 4 years from the date of initial offer of the warrants Exercise rate: 1 unit of warrant per 1 ordinary share Exercise price: 38.10 Bahtshare Number of reserved shares: 20,861,107 Shares Expired date of warrants: 30 September 2019

Movements in the number of outstanding warrants are as follows:

Transaction during the year At 1 January At 31 December 2016 Issued Exercised Forfeited 2016 (in units) WORK-W1 20,838,533 - - - 20,838,533 Total 20,838,533 - - - - 20,838,533 71 92 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

25 Share-based - based payment payment

At the Extraordinary General Meeting of shareholders of the Company held on 4 September 2015, the shareholders approved to issue warrants to purchase the ordinary shares of the Company. The warrants are offered to employees of the Company and/or its subsidiaries, including the board of directors of the Company, Grant 2 (ESOP-2). The significant information of warrants are as follows:

Grant date: 25 September 2015 Number of warrants offered: 14,000,000 Units Offered price per unit: Baht 0 (zero Baht) Term of warrants: Not exceeding 4 years from the date of initial offer of the warrants Exercise rate: 1 unit of warrant per 1 ordinary share Exercise price: 38.10 Bahtshare Number of reserved shares: 14,000,000 Shares

Movements in the number of outstanding warrants are as follows:

Transaction during the year At 1 January At 31 December 2016 Issued Exercised Forfeited 2016 (in units) ESOP-2 14,000,000 - - - 14,000,000 Total 14,000,000 - - - 14,000,000

Fair value measurement

The Group measured the value of share-based payment by reference to the fair value of the equity instrument granted at the grant date using binomial model. The major assumptions are as below:

ESOP-2

Weighted average fair value at the grant 12.9125 Baht/share 13.2699 Baht/share date 13.6315 Baht/share Share price at the grant date 42.00 Baht/share Exercise price 38.10 Baht/share Expected volatility 45% Expected dividend 2.5% per annum Risk-free interest rate 1.49% - 2.06% per annum depend on period of time

For the year ended 31 December 2016, the Group recognised share-based payment expense of Baht 73.45 million and Baht 53.29 million in the consolidated and separate financial statements (2015: Baht 19.94 million and 19.94 million).

93 72

6,277 4,407 Total

) ) 20 7 , group group 6,951 - ( 27 ( Intra eliminations

controlling controlling interest, before any

-

0 (547) 1,38 Other

immaterial immaterial subsidiaries individually individually

) ) ) )

. - % 6 046 163 077 162 m , , , ,149 8 3 8 2,692 2,692 1,132 30 89,629 30,166 Sia (56,630 (1 (1 ( 3 135,818 124,715 (227,347) Ganesha Co., Ltd Co.,

(in thousand Baht) thousand (in 31 December 2016 31 December

) ) ) )

- 9 % 10 4 05 740 (535 ( 40 3,000 1,419 5,290 7,059 7, 2,824 7, 4,330 (1,075 ( 13,416 13,225 14,741 Ground Co., Ltd. Co.,

73

) ) )

- 4) 3 2 5 % 6 81 09 720 50 1,16 7,819 7,819 3,9 5,362 (2,453 ( 34,38 18,870 32,7 16,3 70,76 19,246 (18,038 (12, Co., Ltd. Co., Tohgloam Television

) ) ) )

- % 81 232 020 020 010 2 (214 ( 50 1,652 6,845 5,594 2,797 5, 14,884 (1,318 13,000 54,704 10, 10, ( Flagship Co., Ltd. Co., ntertainment E

t

s the information relating to each of the Group’s subsidiaries that has a material non

controlling interes controlling - controlling interest controlling -

controlling interests

group eliminations: group controlling interest percentage interest controlling current assets currentliabilities - - - - - equivalents intra

Non The following table summarise Non assets Current Non liabilities Current Non Net assets of non amount Carrying income comprehensive Other income comprehensive Total to non allocated Profit activities operating from flows Cash activities investing from flows Cash activities financing from flows Cash cash and in (decrease) Net increase

Revenue Profit Non-controlling interests the year ended 31 December 2016 year ended 31 December the

26 Workpoint Entertainment Public Company Limited and its Subsidiaries its and Limited Company Public Entertainment Workpoint financial to the statements Notes For 26

94 WORKPOINT ENTERTAINMENT PCL

23

1) 2

13 77 ( 18,119 Total

) )

- group group 4,908 - ( (21,169 Intra eliminations

3 85 4,089 Other

immaterial immaterial subsidiaries individually individually

. ) -

% 3 ( 6 ,891 (122) 7,965 7,581 (2,037) (2,037) Siam Siam 14,643 (62,785) 130 346,668 132,757 169,430 Ganesha Co., Ltd Co., (282,017) (149,914) (127,690)

(in thousand Baht) thousand (in 31 December 2015 31 December

) )

) - % 51 ( (809 (277 (607) 40 9,318 1,115 9,347 3,739 5,677 5,677 2,271 4,904 2,297 (2,000) 21,117 Ground Co., Ltd. Co.,

74

) )

) - - % 85 ( (335 50 7,715 7,715 3,858 7,029 (8,844) 33,846 18,169 38,520 19,260 52,374 15,873 (13,160 Co., Ltd. Co., Tohgloam Television

) )

5 . - % (19 (24) 181 492 (823) (823) (412) (123) 50 8,470 4,235 (4,184 12, 50,140 (12,000) (12,147) Flagship Co., Ltd Co., ntertainment E

controlling interest controlling - controlling interest controlling -

controlling interest controlling (loss) -

controlling interest percentage interest controlling current assets currentliabilities cash and in (decrease) ncrease - - - non equivalents Non assets Current Non liabilities Current Non Net assets of non amount Carrying income comprehensive Other income comprehensive Total to non allocated Profit to allocated income comprehensive Other activities operating from flows Cash activities investing from flows Cash activities financing from flows Cash Net i Revenue Profit the year ended 31 December 2016 year ended 31 December the Workpoint Entertainment Public Company Limited and its Subsidiaries its and Limited Company Public Entertainment Workpoint financial to the statements Notes For

95 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

2727 SegmentSegment information information

The Group comprises the following operating segments:

Segment 1 Business of Television Programs Segment 2 Business of Publication Segment 3 Business of Animation and Computer Graphic Segment 4 Business of Movies Segment 5 Business of Concerts and Plays Segment 6 Business of Event Marketing

96

75

WORKPOINT ENTERTAINMENT PCL

23

)

861 , 2015 2015 433,701 375

5,588,356 2, 1,057,840

(1,

Total Total

)

379 405 , , 2 37 2016 2016 496,157 1,1 5,42 2,633,536 1, (

) 8 5 063 46 , 8, 2015 2015

23 33,325

(84,59 10

) 9

Marketing Marketing 6 220 851 3 , , , Business of Event Event of Business Event of Business 2016 18 2016 79,538 (87 106 ocated in, foreign countries. foreign in, ocated

) 2 6

92 70 216 , , , 2015 67 54 2015 1 477,558

(113

Plays Plays

) 7

900 , 37,827 2016 19,795 2016 (81 119,72 4 Business of Concerts and and Concerts of Business Business of Concerts and and Concerts of Business

)

7

651 , 3,466 2015 2015 41,646 20,11

(16

ousand Baht)

- - - 2 7

(in th (in Baht) thousand (in Business of Movies of Business 2016 2016 Business of Movies of Business 42,1 76

)

5,050 1,558 2015 2015 (3,492 40,344

mputer Graphic mputer )

2016 2016 5,564 (6,774 and Computer Graphic and Computer and Co Business of Animation Animation of Business Animation of Business 12,338 32,984

)

4 9 8,000 4,292 3,1 2015 2015 (3,708

)

70 2016 2016 3,562 1,965 (1,597

Business of Publication of Business Publication of Business

)

92,289 2015 2015 153,706 970,843

2,124,549 4,9

(1,

) Programs Programs

89 035 654 846 ,6 , , , 1 7 18 73 4 Business of Television Television of Business Television of Business 2016 2016 3 2,39 1,0 4,8 (1,

ended ended

31 31 December December the year ended 31 December 2016 year ended 31 December the For the year the For revenue External Costs profit Gross 31 at As assets Segment

Information about reportable segments: reportable about Information segments Geographical l or assets from, derived revenues no material There are Thailand. in principally and operates is managed Group/Company The Workpoint Entertainment Public Company Limited and its Subsidiaries its and Limited Company Public Entertainment Workpoint financial to the statements Notes For

97 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

28 Other income income

Consolidated Separate financial statements financial statements Note 2016 2015 2016 2015 (in thousand Baht) Rendering of other services 6 35,768 4,911 153,773 65,320 Interest income 6 8,914 9,776 55,279 43,968 Gain on disposal of property, 2,281 4,196 2,262 673 plant and equipment Fair value adjustments of trading securities 8 2,485 812 2,485 812 Net gain on foreign exchange 1,172 681 196 566 Total 50,620 20,376 213,995 111,339

29 Employee benefit benefit expense expansess

Consolidated Separate financial statements financial statements Note 2016 2015 2016 2015 (Restated) (Restated) (in thousand Baht) Wages and salaries 457,885 410,151 310,102 365,530 Share-based payment 25 73,446 19,935 53,286 19,935 Pension costs - defined benefit plans 21 9,687 3,204 6,731 2,988 Contribution to provident fund 12,212 10,492 9,741 10,316 Others 17,228 14,551 12,869 14,360 Total 570,458 458,333 392,729 413,129

Provident fund

The defined contribution plans comprise provident fund established by the Group/Company for its employees. Membership to the fund is on a voluntary basis. Contributions are made monthly by the employees at rates ranging from 2% to 5% of their basic salaries and by the Group/Company at rates ranging from 2% to 5% of the employees’ basic salaries. The provident fund is registered with the Ministry of Finance as juristic entities and is managed by a licensed Fund Manager.

77 98

WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

30 ExpansesExpenses by bynature nature

The statements of comprehensive income include an analysis of expenses by function. Significant expenses by nature disclosed in accordance with the requirements of various TFRS were as follows:

Consolidated Separate financial statements financial statements Note 2016 2015 2016 2015 (in thousand Baht) Employee benefit expenses 29 570,458 458,333 392,729 413,129 Depreciation and amortisation 14, 15, 16, 17 564,562 526,127 108,899 94,415 Commission and sales promotion 188,314 173,338 22,013 10,599 (Reversal of) bad and doubtful debts expenses 9 4,378 698 1,079 (3,105)

31 FinanceFinance costs costs

Consolidated Separate financial statements financial statements Note 2016 2015 2016 2015 (in thousand Baht) Financial institutions 38,373 30,890 27,617 23,218 Interest expense from digital television license payable 16 63,997 80,494 - - Total interest expense 102,370 111,384 27,617 23,218 Other finance costs 10,300 21,086 4,165 4,637 Total 112,670 132,470 31,782 27,855

32 Income tax 32 Income tax Income tax recognised in profit or loss

Consolidated Separate financial statements financial statements Note 2016 2015 2016 2015 (in thousand Baht) Current tax expense Current year 28,415 43,854 20,013 39,597 Adjustment for prior years 408 168 (118) 168

Deferred tax expense Movements in temporary differences 18 23,295 1,360 10,720 5,295 Total income tax expense 52,118 45,382 30,615 45,060

99 78

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Income tax recognised in other comprehensive income

Consolidated financial statements 2016 2015 Tax Tax Before (expense) Net of Before (expense) Net of tax benefit tax tax benefit tax (in thousand Baht) Employee benefit obligation actuarial losses - - - 7,746 (1,549) 6,197 Total - - - 7,746 (1,549) 6,197

Separate financial statements 2016 2015 Tax Tax Before (expense) Net of Before (expense) Net of tax benefit tax tax benefit tax (in thousand Baht) Employee benefit obligation actuarial losses - - - 6,626 (1,325) 5,301 Total - - - 6,626 (1,325) 5,301

Reconciliation of effective tax rate Consolidated financial statements 2016 2015 Rate (in thousand Rate (in thousand (%) Baht) (%) Baht) Profit before income tax expense 255,156 196,495 Income tax using the Thai corporation tax rate 20 51,031 20 39,299 Tax incentive (5,310) (352) Expenses not deductible for tax purposes 16,382 9,352 Adjustment for prior years 408 168 Intra-group eliminations (10,783) (4,098) Unrecognised deferred tax 390 1,013 Total 20 52,118 23 45,382

100 79

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Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Separate financial statements 2016 2015 Rate (in thousand Rate (in thousand (%) Baht) (%) Baht) Profit before income tax expense 171,089 207,751 Income tax using the Thai corporation tax rate 20 34,218 20 41,550 Tax incentive (3,629) (351) Income not subject to tax (13,575) (5,357) Expenses not deductible for tax purposes 12,958 9,050 Adjustment for prior years (118) 168 Surplus on business combination under common control 761 - Total 18 30,615 22 45,060

Income tax reduction

Revenue Code Amendment Act No. 42 B.E. 2559 dated 3 March 2016 grants a reduction of the corporate income tax rate to 20% of net taxable profit for accounting periods which begin on or after 1 January 2016.

33 Earnings per share 33 Earnings per share Basic earnings per share

The calculation of basic earnings per share for the years ended 31 December 2016 and 2015 were based on the profit for the years attributable to ordinary shareholders of the Company and the weighted average number of ordinary shares outstanding during the years as follows:

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (Restated) (Restated) (in thousand Baht / thousand shares) Profit attributable to ordinary shareholders of the Company (basic) 198,631 150,341 140,474 162,691 Number of ordinary shares outstanding at 1 January 417,255 266,041 417,255 266,041 Effect of shares issued on 26 January 2015 - 29,808 - 29,808 Effect of stock dividend - 119,192 - 119,192 Effect of shares options exercised - 2 - 2 Weighted average number of ordinary shares outstanding (basic) 417,255 415,043 417,255 415,043 Basic earnings per share (in Baht) 0.4760 0.3622 0.3367 0.3920

80 101 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Diluted earnings per share

The calculation of diluted earnings per share for the years ended 31 December 2016 and 2015 were based on the profit for the years attributable to ordinary shareholders of the Company and the weighted average number of ordinary shares outstanding during the years after adjusting for the effects of all dilutive potential ordinary shares as follows:

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (Restated) (Restated) (in thousand Baht / thousand shares) Profit attributable to ordinary shareholders of the Company (diluted) 198,631 150,341 140,474 162,691 Weighted average number of ordinary shares outstanding (basic) 417,255 415,043 417,255 415,043 Effect of issued of share options 197 2,105 197 2,105 Weighted average number of ordinary shares outstanding (diluted) 417,452 417,148 417,452 417,148 Diluted earnings per share (in Baht) 0.4758 0.3604 0.3365 0.3900

34 Dividends 34 Dividends Year 2016

At the Annual General Meeting of shareholders of the Company held on 7 April 2016, the shareholders approved to reserve additional legal reserve of Baht 2,258 from the Company’s operation from 1 July 2015 to 31 December 2015 and approved the dividend payment from the company’s operation from 1 July 2015 to 31 December 2015 at the rate of Baht 0.15 per share totaling of Baht 63 million, resulting in total dividend payment from the company’s operations from 1 January 2015 to 31 December 2015 at the rate Baht 0.34 per share totaling Baht 142 million. The dividends were paid to the shareholders in May 2016.

Year 2015

At the Meeting of Board of Directors of the Company held on 13 August 2015, the Board of Directors approved to reserve additional legal reserve of Baht 11.9 million from the Company’s operations from 1 January 2015 to 30 June 2015 and approved the dividend payment from the company’s operation from 1 January 2015 to 30 June 2015 at the rate of Baht 0.19 per share totaling of Baht 79 million. The dividends were paid to the shareholders in September 2015.

At the Annual General Meeting of shareholders of the Company held on 24 April 2015, the shareholders approved to reserve additional legal reserve of Baht 3.4 million from the Company’s operations from 1 January 2014 to 31 December 2014 and approved the dividend payment from the company’s operation from 1 January 2014 to 31 December 2014 at the rate of Baht 0.44 per share totaling of Baht 132 million. The dividends were paid to the shareholders in May 2015.

81 102 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

35 Financial instruments instrument

Financial risk management policies

Risk management is integral to the whole business of the Group/Company. The Group/Company has a system of controls in place to create an acceptable balance between the cost of risks occurring and the cost of managing the risks. The management continually monitors the Group’s/Company’s risk management process to ensure that an appropriate balance between risk and control is achieved.

Capital management

The Board of Directors’ policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The Board monitors the return on capital, which the Group defines as result from operating activities divided by total shareholders’ equity, excluding non-controlling interests and also monitors the level of dividends to ordinary shareholders.

Interest rate risk

Interest rate risk is the risk that future movements in market interest rates will affect the results of the Group’s/Company’s operations and its cash flows because debt securities and loan interest rates are mainly fixed. The Group/Company is primarily exposed to interest rate risk from its borrowings (see note 19).

Foreign currency risk

The Group/Company is exposed to foreign currency risk relating to purchase which are denominated in foreign currencies. The Group/Company primarily utilises forward contracts with maturities of less than one year to hedge such financial liabilities denominated in foreign currencies. The forward contracts entered into at the reporting date also relate to purchase, denominated in foreign currencies, for the subsequent period.

At 31 December, the Group and the Company were exposed to foreign currency risk in respect of financial assets and liabilities denominated in the following currencies:

Consolidated Separate financial statements financial statements Note 2016 2015 2016 2015 (in thousand Baht) Cash and cash equivalents 7 United States Dollars (USD) 4,836 4,870 4,836 4,870 Total 4,836 4,870 4,836 4,870

Trade accounts receivable 9 United States Dollars (USD) 13,756 3,345 - 3,345 Japanese Yen (JPY) 155 - - - Total 13,911 3,345 - 3,345

Trade accounts payable 20 United States Dollars (USD) 16,416 18,192 - - Total 16,416 18,192 - -

82 103 Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Credit risk

Credit risk is the potential financial loss resulting from the failure of a customer or a counterparty to settle its financial and contractual obligations to the Group/Company as and when they fall due.

Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. Credit evaluations are performed on all customers requiring credit over a certain amount. At the reporting date there were no significant concentrations of credit risk.

Liquidity risk

The Group/Company monitors its liquidity risk and maintains a level of cash and cash equivalents deemed adequate by management to finance the Group’s/Company’s operations and to mitigate the effects of fluctuations in cash flows.

Fair values of financial assets and liabilities

Fair values of financial assets and liabilities, together with the carrying values shown in the consolidated and separate statement of financial position at 31 December were as follows:

Financial assets and liabilities measured at fair value

Consolidated financial statements Carrying amount Fair value Level 1 Level 2 Level 3 Total (in thousand Baht) 31 December 2016 Trading securities 203,297 203,297 - - 203,297

31 December 2015 Trading securities 200,812 200,812 - - 200,812

Separate financial statements Carrying amount Fair value Level 1 Level 2 Level 3 Total (in thousand Baht) 31 December 2016 Trading securities 203,297 203,297 - - 203,297

31 December 2015 Trading securities 200,812 200,812 - - 200,812

83 104

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Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Financial assets and liabilities not measured at fair value (but with fair value disclosed)

Consolidated financial statements Carrying amount Fair value Level 1 Level 2 Level 3 Total (in thousand Baht) 31 December 2015 Forward contracts 4,799 - - 4,966 4,966

Fair value hierarchy

The table above analyses recurring fair value measurements for financial assets. These fair value measurements are categorised into different levels in the fair value hierarchy based on the inputs to valuation techniques used. The different levels are defined as follows.

Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities that the Group/Company can access at the measurement date. Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3: unobservable inputs for the asset or liability.

The Group determines Level 1 fair values for trading securities using the rates which were based on the last bid price quoted from the Stock Exchange of Thailand on as existing at the statement of financial position date.

For disclosure purposes, the Group determines Level 3 fair values for fair value of forward contracts were calculated using the rates quoted by the Company’s bankers which were based on market conditions existing at the statement of financial position date.

The fair value of accounts receivable and accounts payable - trade and others is taken to approximate the carrying value.

The fair value of loans to is taken to approximate the carrying value because most of these financial instruments bear interest at market rates.

The fair value of long-term borrowings is taken to approximate the carrying value because most of these financial instruments bear interest at market rate.

36 Commitments with with non -non-relatedrelated parties parties

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht) Capital commitments Contracted but not provided for: Property, plant and equipment 890 2,528 802 2,528 Right to use - 270 - - Other intangible assets 4,610 - 4,610 - Total 5,500 2,798 5,412 2,528

105 84

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Consolidated Separate financial statements financial statements 2016 2015 2016 2015 (in thousand Baht)

Non-cancellable operating lease commitments Within one year 10,347 13,124 - - After one year but within five years 60,772 65,621 - - After five years 105,817 105,540 - - Total 176,936 184,285 - -

Television network services agreements commitments Within one year 56,644 56,640 - - After one year but within five years 226,578 226,560 - - After five years 358,748 470,796 - - Total 641,970 753,996 - -

Other commitments Bank guarantees 1,354,850 1,818,410 - 250 Network services agreements 1,297 24,311 - - Other agreements 91,347 54,255 3,048 4,600 Total 1,447,494 1,896,976 3,048 4,850

37 Events after the reporting period 37 Evants after the reporting period Acquisitions of investments

On 20 January 2017, the Company made an additional investment in Flagship Entertainment Co., Ltd. (“FSE”), a subsidiary, from a related person by 9,999 shares of Baht 141.63 per share, totalling Baht 1.42 million, increasing the Company’s shareholding in FSE from 50% to 75%.

On 23 January 2017, the Company made an additional investment in Siam Ganesha Co., Ltd. (“SG”), a subsidiary, from Tohgloam Television Co., Ltd. (“TG”) by 240,000 shares of Baht 26.31 per share, totalling Baht 6.31 million, increasing the Company’s shareholding in SG from 88% to 96.6% and the company make the payment of remaining share value of the existing shares to be fully paid up totalling Baht 150 million.

Return of capital

On 3 February 2017, Workpoint Pictures Co., Ltd., a subsidiary, has received return on capital from joint venture “YAK” in amount of Baht 0.46 million.

On 15 February 2017, at the partnership’s meeting of Joint Venture “YAK” has approved to liquidate Joint Venture “YAK”.

85 106 WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

Dividend payment

At the Meeting of Board of Directors of the Company held on 22 February 2017, the Board of Directors passed a resolution the payment of dividends for the year 2016, at the rate of Baht 0.27 per share. The proposed dividends shall be approved by the 2017 Annual General Meeting of the Company’s Shareholders.

38 Thai FinancialFinancial Reporting Reporting Standards Standards (TFRS) (TFRS) not yet adoptednot yet adopted

A number of new and revised TFRS have been issued but are not yet effective and have not been applied in preparing these financial statements. Those new and revised TFRS that may be relevant to the Group’s/Company’s operations, which become effective for annual financial periods beginning on or after 1 January 2017, are set out below. The Group/Company does not plan to adopt these TFRS early.

TFRS Topic TAS 1 (revised 2016) Presentation of Financial Statements TAS 2 (revised 2016) Inventories TAS 7 (revised 2016) Statement of Cash Flows TAS 8 (revised 2016) Accounting Policies, Changes in Accounting Estimates and Errors TAS 10 (revised 2016) Events after the Reporting Period TAS 11 (revised 2016) Construction Contracts TAS 12 (revised 2016) Income Taxes TAS 16 (revised 2016) Property, Plant and Equipment TAS 17 (revised 2016) Leases TAS 18 (revised 2016) Revenue TAS 19 (revised 2016) Employee Benefits TAS 21 (revised 2016) The Effects of Changes in Foreign Exchange Rates TAS 23 (revised 2016) Borrowing Costs TAS 24 (revised 2016) Related Party Disclosures TAS 26 (revised 2016) Accounting and Reporting by Retirement Benefit Plans TAS 27 (revised 2016) Separate Financial Statements TAS 28 (revised 2016) Investments in Associates and Joint Ventures TAS 33 (revised 2016) Earnings per Share TAS 36 (revised 2016) Impairment of Assets TAS 37 (revised 2016) Provisions, Contingent Liabilities and Contingent Assets TAS 38 (revised 2016) Intangible Assets TAS 105 (revised 2016) Accounting for Investments in Debt and Equity Securities TAS 107 (revised 2016) Financial Instruments: Disclosure and Presentation TFRS 2 (revised 2016) Share-based Payment TFRS 8 (revised 2016) Operating Segments TFRS 10 (revised 2016) Consolidated Financial Statements TFRS 11 (revised 2016) Joint Arrangements TFRS 12 (revised 2016) Disclosure of Interests in Other Entities TSIC 27 (revised 2016) Evaluating the Substance of Transactions in the Legal Form of a Lease TSIC 29 (revised 2016) Disclosure – Service Concession Arrangements TSIC 31 (revised 2016) Revenue – Barter Transactions Involving Advertising Services TFRIC 4 (revised 2016) Determining Whether an Arrangement contains a Lease TFRIC 21 (revised 2016) Levies

The Group/Company has made a preliminary assessment of the potential initial impact on the consolidated and separate financial statements of these new and revised TFRS and expects that there will be no material impact on the financial statements in the period of initial application. 107 86

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

39 Reclassification of accounts of accounts

Certain accounts in the 2015 financial statements have been reclassified to conform to the presentation in the 2016 financial statements as follows:

2015 Consolidated financial statements Separate financial statements Before After Before After reclass. Reclass. reclass. reclass. Reclass. reclass. (in thousand Baht) Statement of financial position as at 31 December 2015 Cash and cash equivalents 1,070,910 (194,652) 876,258 770,386 (194,652) 575,734 Short-term investments 200,812 200,007 400,819 200,812 200,007 400,819 Trade and other accounts receivable 438,148 (1,200) 436,948 323,547 (150) 323,397 Inventories 63,260 (16,611) 46,649 - - - Investments in joint ventures 74,398 626 75,024 9,000 150 9,150 Property plant and equipment 983,740 13,688 997,428 - - - Right to use 341,600 (13,688) 327,912 - - - Other intangible assets 439,892 17,661 457,553 - - - Deferred tax assets* 126,071 (41,577) 84,494 28,711 (13,491) 15,220 Trade and other accounts payable (433,074) 41,953 (391,121) (114,697) (5,355) (120,052) Current portion of long-term loans from financial institutions (109,221) (200,026) (309,247) - - - Deferred subsidy - (47,784) (47,784) - - - Long-term loans from financial institutions (540,408) 200,026 (340,382) - - - Deferred tax liabilities (41,577) 41,577 - (13,491) 13,491 - - -

*Transactions before reclassification were already adjusted according to note 3. The reclassifications have been made because, in the opinion of management, the new classification is more appropriate to the Group’s business.

87 108

WORKPOINT 23ENTERTAINMENT PCL

Workpoint Entertainment Public Company Limited and its Subsidiaries Notes to the financial statements For the year ended 31 December 2016

2015 Consolidated financial statements Separate financial statements Before After Before After reclass. Reclass. reclass. reclass. Reclass. reclass. (in thousand Baht) Statement of comprehensive income for the year ended 31 December 2015 Revenue from television programs 2,078,551 45,998 2,124,549 791,200 386,157 1,177,357 Other income 66,374 (45,998) 20,376 497,496 (386,157) 111,339 Cost of television programs (1,150,124) (3,582) (1,153,706) - - - Selling expenses (190,261) (31,184) (221,445) - - - Administrative expenses** (577,001) 34,766 (542,235) - - - - -

**Transactions before reclassification were already adjusted according to note 3. The reclassifications have been made because, in the opinion of management, the new classification is more appropriate to the Group’s business.

88 109 General Information

General Information Company Name : Workpoint Entertainment Public Company Limited Nature of Business : The production of television programs for broadcasting and sale of advertising in the Company’s Digital TV channel Head Office : 99 Moo 2 Bangpoon, Muang Pathumthani, Pathumthani 12000 Registration Number : 0107547000125 Registered Capital : Registered capital totaled THB 452,094,295 (as of December 31, 2016), consisting of the Issued and Paid - Up capital of 417,263,236 common shares at par value of THB 1 per share. Website : http://www.workpoint.co.th Telephone : 02-833-2000 Fax : 02-833-2999

Reference Registrar : Thailand Securities Depository Company Limited Address : The Stock Exchange of Thailand 93 Ratchadaphisek Road, Dindaeng, Dindaeng, Bangkok 10400 Telephone : 02-009-9999, 02-009-9382 Fax : 02-009-9476

Auditor : KPMG Phoomchai Audit Ltd. Address : Empire Tower 48th Floors 1 South Sathorn Road, Yannawa, Sathorn Bangkok 10120 Telephone : 02-677-2000 Fax : 02-677-2222

110 WORKPOINT ENTERTAINMENT PCL 99 MOO 2 BANG POON, MUANG PATHUM THANI, PATHUM THANI 12000 TEL : 02 833 2000 FAX : 02 833 2998-9 WWW.WORKPOINT.CO.TH