Three decades of sustainable business development in tandem with the surroundings and society. To strike a balance between value and virtue, Bangchak has relied on sheer determination to run energy and downstream businesses for public interests. We are proud of our role in upgrading the living conditions for Thai society. This has been our tenet of the past three decades. Our Greenergy Excellence vision calls for us to drive business along with our employee culture of “To be virtuous, knowledgeable, and contributive to others”. These ideals produce business innovations for the sustainable growth of communities, society, and the environment into our next decades. Content 3 Vision Value Statement Mission Business Culture Employee Culture 5 Message from the Chairman 6 Financial Highlights 7 Business Description 12 Performance Review 19 Awards of 2014 23 Business Overview and Competition Outlook 30 Organization Growth and Development 33 Capital Structure 35 Management Structure 58 Board of Directors 80 Executive Management 102 Changes in the Securities Portfolios of the Board and the Executive 103 Report of the Nomination and Remuneration Committee 104 Report of the Corporate Governance Committee 106 Corporate Governance 116 Report of the Executive Committee 117 Report of the Enterprise-wide Risk Management Committee 118 Risk Management 120 Internal Control 122 Report of the Audit Committee 124 Connected Transactions 136 Management’s Discussion and Analysis for Business Operations 158 Declaration of the Directors’ Responsibility for the Financial Statements 159 Independent Auditor’s Report 160 Financial Statements 172 Notes to the Financial Statements 247 Information on Reference Persons 248 Company Information 252 Awards and Achievements 002 Annual Report 2014 The Bangchak Petroleum PLC 003 Vision Greenergy Excellence Creating an energy business that is environmentally friendly for sustainable development Value Statement B - Beyond Expectation C - Continuing Development P - Pursuing Sustainability Business Mission Stakeholder Mission • Shareholders / business partners / • Conduct business to steadily grow its customers / creditors returns in a fair manner • Society / Community / • Promote a business culture that is Environment responsible to the environment and society • Employees • Grow employees into professionals Business Culture Sustainable Business Development in Harmony with the Environment and Society Employee Culture To be virtuous, knowledgeable, and contributive to others 004 Annual Report 2014 The Bangchak Petroleum PLC 005 Message from the Chairman Established in 1984 as a secure Thai company engaged in the petroleum business for the common good, Bangchak Petroleum Pcl is determined to contribute to a higher standard of living for Thais. Today the Board, the management, and employees are as committed to this goal as ever, evident in the corporate vision and missions, as well as its business and employee cultures. Businesswise, Bangchak greatly values safety in parallel with social and environmental responsibility. Our complex refinery has seen investment in the 3E Project (Efficiency, Energy, and Environment) to supplement energy security while improving safety and environmental stewardship standards. To diversify income risks, Bangchak has constantly grown its alternative-energy businesses, whether through its biodiesel plant, Sunny Bangchak solar farm project, or ethanol project, in harmony with the Greenergy Excellence vision. Long-term investment plans have been defined, as well as a plan to accommodate the ASEAN Economic Community (AEC) in 2015 - including the expansion of the customer base and investment made to launch markets in neighboring countries’ service stations and lubricating oil markets. Concurrently, personnel capability is being honed for Bangchak’s competitiveness in the march toward ASEAN leadership. As for its contribution to improving Thais’ lives, Bangchak’s policy is to foster a Green Society through establishing an organizational model, ranging from Green Process to Green Products, and onto a Green Network that encompasses all stakeholders. A policy for sustainable business development in tandem with environmental and social development has been defined for Bangchak and its subsidiaries to continually implement as part of the “CSR in Process”. This policy underscores sustainable business conduct with due regard for society and the environment. Thanks not only to the united efforts of the Board, executives, and employees, but also to the faith and support of government agencies, the private sector, and all stakeholders-customers, business partners, the public, and investors alike—Bangchak Petroleum Pcl has achieved its business goals while striking a balance between business value and merit in a bid to remain Thais’ energy company as well as a strong corporate citizen. (Signed) Pichai Chunhavajira (Mr. Pichai Chunhavajira) Chairman Financial Highlights Consolidated Financial Statements 2014 2013 2012 Statement of Income (Million Baht) Sales and service revenue 183,016 186,490 165,246 Gross profit (loss) 4,563 9,103 7,163 EBITDA 5,162 9,463 7,770 Profit (loss) from futures crude and product contracts 499 804 869 Profit (loss) from foreign exchange and futures 758 (791) 1,092 foreign-currency trading Net profit 1/ 712 4,652 4,273 Statement of Financial Position (Million Baht) Total assets 76,966 73,537 70,853 Total liabilities 43,000 38,563 38,530 Shareholders’ equity 33,966 34,974 32,323 Share capital - Registered share capital 1,532 1,532 1,532 - Issued & fully paid-up share capital 1,377 1,377 1,377 Financial Ratios (%) EBITDA / sales and service revenue 2.82 5.07 4.70 Net profit / sales and service revenue 0.41 2.54 2.60 Rate of return on assets 2/ 2.29 9.33 8.99 Debt with interest payable to equity 3/ 0.92 0.63 0.59 Operating outcomes per share (Baht) Net earnings per share 0.52 3.38 3.10 Book value per share 24.19 25.22 23.34 Note : 1/ Net profit (loss) for the owners of the Company 2/ Change in calculation method for the rate of return on assets from those in Annual Report of 2012. Now it is based on the formula of Financial Ratios according to the SET Manual Guides. Return on Assets (%) = EBIT (Yearly) / Total Asset (Average) 3/ Only the equity of the owners of the Company 006 Annual Report 2014 The Bangchak Petroleum PLC 007 Business Description A leading Thai petroleum company that imports crude oil from the Middle East, the Far East and indigenous sources and refining it into products with a maximum crude-processing capacity of 120,000 barrels per day, Bangchak Petroleum Plc operates more than 1,000 service stations under the trademark and has grown its businesses to solar power plant and biofuel business. To grow its business base, the year 2014 saw Bangchak move into the petroleum exploration and production (E&P) business to secure national energy and grow sustainable value. Refining Business (120,000 bbls/day) Marketing Business (more than 1,000 service stations) Renewable Energy Business Production and Exploration The Company’s complex refinery produces high-value gasoline and diesel products. Gasoline, gasohol, and diesel supplied by Bangchak’s refinery all meet the EURO IV quality specifications set by the public sector. Bangchak was the first Asian company to come up with EURO 5-standard E20 gasohol with less than 10 ppm in sulphur content, a five-fold reduction from that under the Euro 4 standard. In addition, the refinery is highly energy-efficient, thanks to the purchase of power and steam from a cogeneration power plant and to the use of clean-burning natural gas to power its processes in place of low-sulfur fuel oil. More than 73% of the refined products are sold directly to consumers through the Company’s own nationwide network of service stations. This retail network consisted of 444 standard service stations and 626 community service stations (as of December 2014) with direct distribution to users in the transportation, aviation, shipping, construction, industrial and agricultural sectors. Bangchak service stations focus on selling green alternative fuels, including Gasohol 91, 95, E20, and E85 and Hi-Diesel with biodiesel meet the criteria set by Ministry of Energy, and serves customers with supplementary businesses on their compounds. These businesses include the sale of consumer products at Bai Chak and Lemon Green shops, and cooperation with Big C Supercenter Plc in launching Mini Big C convenience stores at larger service stations located close to communities, with a variety of goods. Bangchak service stations also house a service center for maintaining and changing lubricating oil and for car wash, collectively known as the Green Series, namely Green Serve, Green Wash, Green Wash the Premium, Green Wash Auto Care, and Green Tyre. Finally, they house over 320 Inthanin Coffee, which is now found at service stations and leading educational institutions, and are expanding to various key commercial locations. Today, 17 Bangchak service stations sell NGV as an option for consumers. In addition to fuel products, the Company produces and sells “Bangchak” lubricants oil and special lubricant products (transmission fluid, brake fluid, grease and others). Apart from sales to domestic markets through the network of Bangchak service stations, shops, factories and OEM (original equipment manufacturer) market, the Company exports its products under BCP LUBRICANTS brand. Recognizing the significance of alternative energy, which benefits national energy security and lowers trade imbalances resulting from fuel imports, the Company promoted alternative energy by blending ethanol with gasoline and biodiesel with diesel to obtain 91-octane and 95-octane gasohols together with E20 and E85, in addition to Hi-Diesel. And to ensure continued support to this effort, the Company set up Bangchak Biofuel Co., Ltd., to centralize biodiesel production. The 360,000-litre/day plant, worth over Baht 1,000 million, is located next to Bang Pa-in Depot in Amphoe Bang Pa-in, Ayutthaya province, and runs primarily on crude palm oil. To lower risks from uncertain supply of crude palm oil, the Company initiated a project to turn deserted orange groves into oil palm plantations.