AnnualAnnual Report Report 2016 2016 TaokaenoiTaokaenoi Food Food& Marketing & Marketing Public Public Company Company Limited Limited Annual Report 2016 Taokaenoi Food & Marketing Public Company Limited Food & Marketing Annual Report 2016 Taokaenoi Annual Report 2016 Taokaenoi Food & Marketing Public Company Limited Food & Marketing Annual Report 2016 Taokaenoi HappinessHappiness only only real real when when shared shared “ความสุขจะมีความหมายก็ตอเมื่อไดแบงปน“ความสุขจะมีความหมายก็ตอเมื่อไดแบงปน” ” - Christopher- Christopher McCandless McCandless - - TaokaenoiTaokaenoi Food Food & Marketing & Marketing Public Public Company Company Limited Limited 337 337Bond Bond Street Street Road, Road, Bang Bang Phut, Phut, Pak PakKret, Kret,Nonthaburi Nonthaburi 11120 11120 Tel. Tel.0 2984 0 2984 0666 0666 Fax Fax0 2984 0 2984 0118 0118 www.taokaenoi.co.thwww.taokaenoi.co.th In Remembrance of His Majesty the Late King Bhumibol Adulyadej The Board of Directors, Management and staff of Taokaenoi Food & Marketing Public Company Limited Contents Part 1 Business Operation 1 Vision Mission and Business Overview 3 2 General information for investors 6 3 Message from the Board of Directors 8 4 Financial Results 9 5 Operating Overview 11 6 Business Highlight 13 Part 2 Management and Corporate Governance 7 Securities and Shareholders 17 8 Management Structure 20 9 Corporate Governance 42 10 Internal Control and Audit 56 11 Risk Management 57 12 Corporate Social Responsibilities 61 Part 3 Financial Position and Operating Performance 13 Report on the Board of Director’s Responsibilities for Financial Statements 67 14 The Audit Committee’s Report 68 15 Related Transactions 70 16 Operating Results and Financial Status 76 17 Financial Statements 92 2 Annual Report 2016 Vision Mission and 1 Business Overview Business Operation 1.1 Vision Mission and Company’s goal Management and Corporate Governance Vision The Company iscommitted to developing tasty, convenient and healthy products and building the brand recognition and awareness in the global market Mission - The Company would like to see the culture of nutritious, tasty, convenient and healthy food consumption all over the world. The Company delivers such value to millions of people around the world by fulfilling this gap to the seaweed business first. - The Company commits to develop to innovative products and use the innovation and Operating Results Financial Positions technologies into the production process. - The Company commits to create the brand awareness for capturing consumers’ attention. - The Company commits to treat our employees, business partners and consumers as same as family. Mission The Company determines to develop “Taokaenoi” brand to become Asian Leader Brand in Asian snacks industries with sales volume 5,000 million Baht in 2017 and become the Global Brand with 10,000 million Baht in 2024. Taokaenoi Food & Marketing Public Company Limited 3 1.2 Business Overview The Company operates the manufacturing and convenient store, supermarket, distributors, Taokaenoi distributing seaweed snack under the “Taokaenoi” brand”. Land shop including exportation in Asia countries and the There are 4 main products such as crispy seaweed, grilled other Continents to achieve and become the Global Brand. seaweed, tempura seaweed, androasted seaweed. In Currently, the Company has 2 processed seaweed addition, the Company also remains to develop the products factories, one is located at Namai Sub-District, Ladlumkaew in various flavors such as classic flavor, spicy flavor, sea- District, Pathum thani and the other is under construction food flavor, tomato sauce flavor, wasabi flavor, japanese located at Rojana Industrial Park in Ayutthaya for enhancing sauce flavor and BBQ sauce flavor etc. to meet all customer the sale growth, increasing efficiency of production and target groups in the internal market which distributes via increasing net profit. The Company has investmentin 3subsidiaries; 100 % 100 % 100 % Taokaenoi Restaurant & Franchise Company Limited Business Type : Distribution under branding Taokaenoi Restaurant & Franchise Company Limited “Taokaenoi Land” operates under branding “Taokaenoi Land” which Register number : 0125552015842 distributing to both the Company’s snack products and the Head Office : 469 Bond Street, Bangpood, other brands which having 8 branches as of December 31, Pakkred, Nonthaburi 2016 and located around the tourist area as follows; Phone: 0 2960 1477 - 3 branches in Bangkok such as Terminal21 Fax: 0 2960 1486 Department Store (Asoke), Platinum Mall (Water Registered Capital : 35,000,000 Baht Gate), Asiatique the river front (Charoenkrung) Paid-up Capital : 35,000,000 Baht - 3 branches in Chiang Mai such as Maya Lifestyle Ownership: 100% Shopping Center, Chiang Mai Central Festival, and Think Park - 2 branches in Pattaya such as 4 region floating market phase 1 and 2 of project 4 Annual Report 2016 The Company planned to use “Taokaenoi Land” Currently, the Company planned to issue the new products to be sales channel and public relation channel for tourist other than processed seaweed and planned to open the group and encouraging consumers to be aware of the new branch in the tourist provinces for consistent growing Taokaenoi brand broadly. tourism business. This is the number of Taokaenoi Restaurant & Franchise Company Limited’s branches from 2014 to 2016. The number of Taokaenoi Land 2014 2015 2016 The beginning period (1stJanuary) 21 17 5 Increasing new branch 1 3 3 Closing (5) (15) - The end of period(31stDecember) 17 5 8 Business Operation NCP Trading and Supply Company Limited Want More Industry Company Limited Business Type: Manufacture and Distribution Business Type: Trading / Distribution of baked seasoning powders bread Register number: 0125549009489 Register number: 0125551000787 Head Office : 469 Bond Street Road, Bang Pood, Head Office : 469 Bond Street Road, Bang Pood, Pakkred, Nonthaburi Pakkred, Nonthaburi Management and Corporate Governance Phone: 0 2960 1999 Phone: 0 2960 1999 Fax: 0 2960 1501 Fax: 0 2960 1501 Registered Capital: 1,000,000 Baht Registered Capital: 5,000,000 Baht Paid-up Capital: 1,000,000 Baht Paid-up Capital : 5,000,000 Baht Ownership: 100 % Ownership : 100 % NCP Trading and Supply Co., Ltd operates the Want More Industry Co., Ltd planned to operate as production and distribute seasoning powders for holding trading business for increasing revenue for the Company company group. The Secret recipes seasoning powders in the future. has been distributed for producing seaweed snacks which the Company is able to control the all production process from up stream process and can develop the new products continuously. and Operating Results Financial Positions Taokaenoi Food & Marketing Public Company Limited 5 Investors 2 Information Company Name: Taokaenoi Food & Marketing Public Company Limited Abbreviation : TKN Type of business : Manufacturing and distribution of seaweed snack Registered Number : 0107556000337 Factory/Head Office : Noppawong Factory / Head Office Address 12/1 Moo 4, Namai, Ladlumkaew, Patumthani 12140 Rojana Factory Address 55/5 Moo 5, Sam Bandit, Uthai, Phra Nakhon Si Ayutthaya 13210 Muangthong Thani Office Address 337 Bond Street Road, Bangpood, Pakkred, Nontaburi 11120 Website: www.taokaenoi.co.th Phone : 0 2984 0666 Fax : 0 2984 0118 Registered Capital : 345,000,000 Baht Issued and Paid-up Capital : 345,000,000 Baht Stock Value : Common stock, 0.25 Baht per stock Preferred Share : -None- Major Shareholders : On December 30, 2016 Peeradechapan group holds 63.41% of shares while the remaining shares are held by other institutional and individual shareholders Other Related Important Information : -None- 6 Annual Report 2016 Reference Securities Registrar : Thailand Securities Depository Company Limited Address 93 Ratchadaphisek Road, Dindaeng, Dindaeng, Bangkok 10400 Phone : 0 2009 9999 Fax : 0 2009 9991 Business Operation Registrar of Debentures : -None- Auditor: EY Office Limited Miss Vissuta Jariyathanakorn Certified Public Accountant ID 3853 or Mrs. Poonnard Paocharoen Certified Public Accountant ID 5238 or Management and Corporate Governance Ms. Manee Rattanabunnakit Certified Public Accountant ID 5313 Address 33rd floor, Lake Ratchada Building, 193/136-7,New Ratchadapisek Road, Klongtoey, Bangkok 10110 Phone : 0 2264 9090 Fax : 0 2264 0789-90 Legal Advisor: Kudun and Partners Company Limited Address 973 President Tower, 14th floor, Ploenchit Road, Lumpini, Patumwan, Bangkok 10330 Phone : 0 2656 0818 and Operating Results Financial Positions Fax : 0 2656 0819 Investor Relations: Mr. Koosoon Rattanaporn Address 337 Bond Street Road, Bangpood, Pakkred, Nontaburi 11120 Email : [email protected] Phone : 0 2984 0666 #315 Fax : 0 2094 0118 Taokaenoi Food & Marketing Public Company Limited 7 Message from 3 the Board of Directors In 2017,Taokaenoi has begun production at a new factory at Rojana industrial park in the first quarter of 2017 and there are 2 factories to support the sales more than 8,000 million baht a year when completed as Company’s vision to become the global brand in 2024. The Company continues to grow in both domestic and overseas markets with the target growth 15% from the previous year and the Company also remains ethical business practices and good corporate governance for increasing value and growth to be profitable and to pay dividends to shareholders according to the Company policies. Additionally, on behalf of Board of Director and Management,we would like to thank shareholders, business partners,