CPW ANNUAL REPORT 2020 CPW ANNUAL REPORT 2020 We aim to provide our customers with the best experiences and focus on offering quality products and the most excellent service to serve our customer's living lifestyle. Contents Financial Message from Chairman Policies and Overview of Business Highlights of the Board of Directors the Business Operations Operation and Chief Executive Officer of the Company 004 006 028 036 Risk General Information Securities and Policy on Dividend Factors and Other Significant Shareholders Payment of the Company Information and Its Subsidiaries 060 065 066 067 Management Corporate Corporate Social Internal Control Structure Governance Responsibility and Risk Management 068 083 099 104 Related Parties Report of the Board Management Financial Transactions of Directors’ Responsibilities Discussion statements for Financial Statements and Analysis 107 119 120 124 -3- Financial Highlights OPERATING RESULTS (In THB Million) 2018 2019 2020 Revenue from sale of goods and rendering of services 3,193.25 3,586.88 3,315.11 Total Revenue 3,227.62 3,607.72 3,338.15 Total Expenses 3,130.52 3,509.64 3,264.03 Net Profit 82.42 77.55 54.78 BALANCE SHEET (In THB Million) 2018 2019 2020 Total Assets 881.51 1,165.35 1,218.87 Total Liabilities 524.34 489.35 524.69 Total Shareholders’ Equity 357.17 676.00 694.18 Financial Ratio 2018 2019 2020 Net Profit Margin 2.55% 2.15% 1.64% Debt to Equity Ratio 1.47 0.72 0.76 Return on Assets 10.79% 7.58% 4.60% Return on Equity 24.61% 15.01% 8.00% Information per share 2018 2019 2020 No. of share (Million)** 412.00 456.18 600.00 Earnings per share (THB) 0.20 0.17 0.09 Par value per share (THB) 0.50 0.50 0.50 **To compare, the number of shares in 2018 has been adjusted by par values of 0.50 baht. And the number of shares in the year 2019 is weighted average since new shares are issued during the year. Total Assets (In THB Million) Total Equity (In THB Million) 1,219 1,165 1,000 882 1,000 676 694 600 600 357 200 200 2018 2019 2020 2018 2019 2020 Revenue from sale of goods (In THB Million) Net Profit (In THB Million) 3,587 82 3,193 3,315 78 3,000 75 55 1,000 25 2018 2019 2020 2018 2019 2020 Return on Assets (In THB Million) No. of Branch (In THB Million) 15 20 21 23 10.79% 16 18 15 18 7.58% 4.06% 5 10 5 6 6 2018 2019 2020 2018 2019 2020 iServe Apple Brand dotlife -5- Mr. Narong Intanate Chairman of the Board of Directors Mr. Paramate Rienjaroensuk Chief Executive Officer (CEO) -6- Message from Chairman of the Board of Directors and Chief Executive Officer The year 2020 has been a challenging year amid the Covid-19 crisis. Many organizations have adapted themselves to cope with this such as remotely working from home, social distancing, and online learning. People spend more time at home than outside. This led to changes in behavior and needs of consumers thereby creating demand for new products like those for sanitization and sterilization, and home-based work/study facilitation. In the first half of 2020, many areas were under lockdowns. The Company has accordingly refined its business plans and processes including implementation of work from home to reduce risk of infections, and human resources re-assignment of functions to expand online sales and services channels. In 2020, our online revenue grew by over 500% from 2019 despite the slight decline in the Company's total revenue by 7.47% to 3,338 million baht. The Company’s online merchandising channels provide customers with, in addition to products, new shopping experience including Shop-from-Home, technical consulting via telephone, home delivery service (customers able to pay with a credit card upon their receipt of products, similar to the store), and online product training and seminars. The introduction of 5G technology during the year has increased speed and stability of wireless communication, and has consequently fuelled the substantial increase in demand for iPhones and IoT devices. iPhone 12, new 5G-capable APPLE products, and AI/IOT-related products have been in high demand of our customers, and these are expected to be among our 2021 growth drivers. Despite the Covid-19 crisis, the Company has successfully managed to minimize its impact, and has been executing our Omni Channel strategy. We continuously improve and expand our stores, including U-Store, iStudio, dotlife, and have offered Apple products to all of our dotlife stores. Finally, on behalf of the Board of Directors, I would like to express my deep gratitude to the trusted customers, business partners, and stakeholders. We will do our utmost with due regard for interests of all parties, community and society to drive the Company forward for growth and sustainability. Mr. Narong Intanate Mr. Paramate Rienjaroensuk Chairman of the Board of Directors Chief Executive Officer (CEO) -7- Board of Directors and Executive Committee Mr. Narong Intanate Chairman of the Board of Directors / Executive Chairman / Member of the Nomination and Remuneration Committee Mr. Paramate Rienjaroensuk Mr. Sopon Punyaratabandhu Prof. Dr. Pornchai Chunhachinda Chief Executive Officer (CEO) / Member of Executive Committee / Independent Director / Member of Executive Committee Member of Risk Management Chairman of the Audit Committee Subcommittee Mr. Manus Chiaravanond Mr. Kongkiet Wangveeramit Mr. Punn Kasemsup Independent Director / Member of the Independent Director / Member of the Independent Director / Member of the Audit Committee / Chairman of the Audit Committee / Chairman of the Nomination and Remuneration Committee Nomination and Remuneration Risk Management Subcommittee Committee Management Mr. Paramate Rienjaroensuk Ms. Papavee Vitchupreec Ms. Sureeporn Intanate Product Director (Acting) Retail Director Creative Design & Marketing Director Ms. Rattanakorn Rojvatcharapibal Mr. Adiwet Khaosut Mrs. Yaowaluk Nilubol Finance and Accounting Director / Business Operations Director Human Resources and Admin Director Company Secretary -9- Board of Directors and Executive Committee Management and Company Secretary Positions in listed companies 2008 – Present Position • Chairman of the Board of Directors / Executive Chairman 2018 – Present Position • Member of the Nomination and Remuneration Committee Copperwired Public Company Limited 1992 – Present Position • Chairman of the Board of Directors / Executive Director / ( Age : 63 Years ) Member of the Nomination and Remuneration Committee Mr. Narong Intanate Vintcom Technology Public Company Limited % of shareholdings : 52.2% ** Chairman of the Board of Directors Date of appointment : 1 October 2008 Positions in non-listed companies 2016 – Present 2018 – Present Executive Director Position Position Date of appointment : 10 August 2018 • Chairman of the Board of Directors • Director vServePlus Co., Ltd. I-Secure Co., Ltd. Member of the Nomination • Chairman of the Board of Directors and Remuneration Committee VNET SEED CAPITAL (SINGAPORE) PTE. LTD. Date of appointment : 7 November 2018 Education 2009 – Present • Bachelor of Business Administration, Position California State University – USA • Chairman of the Board of Directors • Master of Business Administration, vHealth threesixty Co., Ltd. California State University – USA 1991 – Present Training Position Director Accreditation Program (DAP) 97/2012 • Chairman of the Board of Directors Thai Incubator Dot Com Co., Ltd. • Chairman of the Board of Directors **Please see more information in Vnet Capital Co., Ltd. The change of shareholding of the Directors and Executives -10- Positions in listed companies 2000 - Present Position • Chief Executive Officer (CEO) / Member of Executive Committee / Product Director (Acting) Copperwired Public Company Limited Positions in non-listed companies 2002 – Present Position • Chief Executive Officer / Product Director (Acting) Mr. Paramate Rienjaroensuk ( Age : 53 Years ) Koan Co., Ltd. % of shareholdings : 11.28% Director Date of appointment : 26 September 2000 Chief Executive Officer Date of appointment : 26 September 2000 Member of Executive Committee Date of appointment : 10 August 2018 Product Director (Acting) Date of appointment : 10 August 2018 Education Bachelor of Computer Information System California State Polytechnic University, Pomona Training Director Certification Program (DCP) 154/2011 -11- Positions in listed companies 2008 – Present Position • Member of Executive Committee 2018 – Present Position • Member of Risk Management Subcommittee Copperwired Public Company Limited 1999 – Present Position • Independent Director / Member of the Audit Committee Asia Plus Group Holdings Public Company Limited Mr. Sopon Punyaratabandhu ( Age : 58 Years ) % of shareholdings : 1.62% 2000 – Present Director Position Date of appointment : 1 October 2008 • Executive Director Vintcom Technology Public Company Limited Member of Executive Committee Date of appointment : 10 August 2018 2019 – Present Position Education • Independent Director / Member of the Audit Committee • BBA in Accounting, Thammasat University SVI Public Company Limited • M.S. in Accounting, Thammasat University • Certified Public Accountant Registration No. 3821 Training • Director Certification Program (DCP) 17/2002 • Role of the Compensation Committee (RCC) 1/2006 and 2/2007 • Corporate Governance for Capital Market Intermediaries (CGI) 5/2015 •IT Governance and Cyber Resilence Program (ITG) 15/2020 -12- Positions in non-listed companies 1999 – Present 2013 – Present Position Position • President • Director Vnet Capital Co., Ltd. Blue fish solution Co., Ltd. 2013 – Present 2003 – Present