Aeon Thana Sinsap (Thailand) Public Company Limited

56-1 ONE REPORT 2022/2023
For the year ended February 28, 2023

CONTENTS

Pages

FY2022 Highlights
Milestone over the Year
Message from the Management123Part I Business Operation and Operating Results
Organizational structure and operation of the group of companies
Risk management
Business sustainability development
Management discussion and analysis (MD&A)
General information and other material facts

6
52
62
82
96

Part II Corporate GovernanceCorporate governance policy
Corporate governance structure and material facts
related to the board, sub-committees, executives, employees and others
Report on key operating results related to corporate governanceInternal control and related party transactions

101
116
137
150

Part III Financial Statements
Financial statements and notes

158

Attachments
Attachment 1: Details of directors, executives, controlling persons,the person assigned to take the highest responsibility in Accounting
and Finance, the person assigned to take direct responsibility
for accounting supervision and the Company’s secretary266

Attachment 2: Details of the directors of subsidiaries

284

Attachment 3: Details of the Heads of the Internal Audit
and Compliance Units

285

Attachment 4: Assets for business undertaking
and details of asset appraisal

286

Attachment 5: Unabridged policy and guidelines on
corporate governance and unabridged code of business conduct
prepared by the Company

287

Attachment 6: Report of the Audit Committee

288

Attachment 7: Report of the Board of Director’s Responsibilities
for the Financial Statements

289

Attachment 8: Internal Control Assessment Questionnaire290

1
FY2022 Highlights
Credit Card
Member Card
Total Card

Customer Base
2.96 million cards
6.51 million cards
9.47 million cards

Fiscal Year

Member and Branch Network
104 branches nationwide
146 ATMs
More than 5,846 dealer shops

2022

2021

2020

As of February
28, 2023

As of February
28, 2022

As of February
28, 2021

95,207
93,937
10,12571,85966,05523,34890,46991,028
10,95170,20565,41820,26487,38987,433
11,59370,00962,71017,38022,332
7,962

20,791
7,671

21,302
8,144

155

161

159

7,263
1,904
98
4,950
3,815
139

6,629
1,745
11
4,574
3,553
21

6,210
2,096
46
4,647
3,690
(10)

91.3
15.26
4.1%
17.9%
36.0%

79.6
14.21
4.0%
19.2%
36.2%

68.2
14.76
4.0%
19.5%
30.5%

Financial Status (Million Baht)
Total assets
Account receivables
Allowance for doubtful accounts
Total liabilities
Borrowings and debentures
Total shareholders’ equity
Financial Results (Million Baht)
Total revenues
Operating and administrative expense
Directors and managements’
remuneration
Expected credit loss
Finance cost
Other expenses
Operating income
Net income
Non-controlling interest
Financial Ratios
Book value per share (Baht)
Earnings per share (Baht)
Return on assets
Return on equity
Dividend Payout Ratio

2
Milestone over the Year
February 2022
• The Company was granted permission from Bank of Thailand to expand scope of testing biometrictechnology under BOT’s regulatory sandbox to mobile application platform (e-Service) to enable customer
on apply credit cards and loans through customers’ device. Customer can process e-KYC with NDID
(National Digital ID) by using Public IDP service through the commercial bank which customer already had
their e-KYC. Moreover, customers also can provide additional supporting document through e-Service
application by More-Document feature to shorten process.
March-December 2022
• The Company launched the biggest lucky draw promotional campaign during March 1, 2022 – December
31, 2022 in celebration of Aeon’s 30th Anniversary with total 300 prizes, consisting of ORA Good Cat 400
PRO EV car valued 1,059,000 baht, 3 prizes per month, totaled 30 prizes, Yamaha Grand Filano Hybrid(ABS) energy-saving motorcycles valued 63,100 baht, 5 prizes per month, totaled 50 prizes and 1-baht gold
bar valued 29,500 baht, 22 prizes per month, totaled 220 prizes. Total 300 prizes valued 41 million baht.
The prizes are drawn every month, throughout the campaign period by simply use AEON services such as
applying for AEON Credit Card or digital loans, payment for goods or services, cash withdrawal, monthly
installment payment, transfer credit line/Your Cash credit line to PromptPay account via AEON Credit Cardor Your Cash digital loan, apply AEON Auto Loan, Motorcycle Hire Purchase, Personal Loan, insurance,
according to specified conditions.
March-December 2022
• The Company offered happiness to AEON credit card holders to shop with pleasures under the campaign“AEON 365 days, happiness in all dimensions for a digital life". It selects great promotions and great benefits
for customers to enjoy and worth every expense including discount codes with leading partner stores such
as Lazada, Shopee, FoodPanda, GrabFood, or special discounts at Max Value supermarket and Max Value
Tanjai according to specified conditions. The benefits that are including eating, shopping, traveling with a
discount code worth 100 baht when shopping for products / services at Lazada or shopee with 15,000
privileges per month per brand or a discount code worth 100 baht at Foodpanda or GrabFood, 10,000
privileges per month per brand by clicking to get privileges via AEON THAI MOBILE App.
May 2022• The Company collaborates with Big C Supercenter Public Company Limited, a retail store in the Berli Jucker
Public Company Limited (BJC) Group to launch financial and insurance services with more than 150 new"Big Care" counters nationwide. The services include credit cards, Big C Exclusive Card application, alongwith a variety of insurance products for Big C customers such as car insurance, accident insurance and life
insurance in order to meet customer’s need for the financial flexibility and looking for life and asset protectionplans.
May 2022• The Company has upgraded its personal loan service in response to advances in digital technology and to
reduce environmental pollution by transforming Your Cash loan from using a plastic card to digital Your Cashaccount via AEON THAI MOBILE since May 1, 2022. The customers still can make cash withdrawals,
installment payments for goods and services via PromptPay and the company’s ATMs or partner commercial
banks’ ATMs.
August 2022
• The Company established a subsidiary of AEON Thana Sinsap (Thailand) Public Company Limited namely
AEON Asset Management (Thailand) Co., Ltd. The objective is to invest in managed non-performing asset
and expand to new source of income.
August 2022
• August 9, 2022, The Board of Directors' Meeting of AEON Thana Sinsap (Thailand) Public Company Limited
has approved the Employee Joint Investment Program (EJIP). The objective of the project is to maintainemployee retention with the company in long term with management of employee benefits through EJIP as
well as to promote employee participating in terms of being a stakeholder. Program period: 5 years(September 1, 2022 to August 31, 2027) Program contribution period: 3 years (September 1, 2022 to August
31, 2025)
February 2023
• The company was successful in offering unsubordinated debentures No. 1/2023, unsecured type and withdebenture holder representative, offering to institutional investors and high net worth investors (II/HNW).
There are 2 types of debentures offered at this time, consisting of 2-year debentures with an interest rate of
2.99% per annum in the amount of 1,000 million baht and 3-year debentures with an interest rate of 3.18%
per annum in the amount of 1,700 million baht, total amount of 2,700 million baht. The bonds were offered
for sale on February 20-23, 2023 and the bonds were issued on February 24, 2023, which was the first fundraising by issuing bond in the last three years and received a warm response from investors, with the excess
demand of over 8,400 million baht, or 3 times of the bond issuing amount.

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Message from the Management
The year 2022 is still a challenging year for the domestic lending industry arising from several economic
pressures such as accelerating inflation and interest rate, which inevitably lead to global economic recession.
However, the economy continued to grow and recover after the Covid-19 pandemic. Thailand started to reopen in
July 2022 and had removed all Covid-19 measures by October 2022 to fully welcome foreign tourists and resumed
economic activities in all sectors, driving GDP to grow 2.6% from previous year. This was slightly lower than
expected, due to the export industry’s performance not meeting the expectations of the fourth quarter resulting
from the lower purchasing power of trading partner countries and the appreciation of the Baht, compared with thesame quarter of the previous year until the first quarter of 2023. Domestic private consumption, instead, has beenstimulated by recovery of the service sector and the lower unemployment rate, although it has not yet returned to
the normal level prior to COVID-19, has positively affected domestic credit growth. At the same time, we continue
to lay great emphasis on risk management in order to balance credit growth at an appropriate risk level. Moreover,Thailand has adopted Monetary Policy Normalization to smoothen the increasing policy rate which was graduallyraised from 0.50% to 1.50% in February 2023. Although, the ratio of household debt to gross domestic product isstill at a high level, 86.8% in the 4Q/2022, it will gradually reduce as GDP expands in the coming year. Hence, we
see opportunities to continue expanding our business to meet our goal of being a financial service provider thatdelivers daily life-convenience and happiness in consumption to our customers, in spite of the innovations intechnology or changes in consumer behavior.
In this regard, therefore, we have started to actively develop a plan for Digitalization (Digitalization
Roadmap) in all dimensions since 2021, including the development of digital products and services, online
distribution and repayment channels and online stakeholders to replace the use of paper and branches, such as
BTS Holdings Group, and the leaders of E-commerce platforms such as Shopee, Lazada, etc. In addition, we havealso enhanced the efficiency of judgement process with the adoption of AI innovations and the use of other data in
addition to customer income data to enhance convenience, speed and judgement accuracy, resulting in the better
effectiveness of the company’s operation and a better risk level for customers. Moreover, for the debt collection
process, we have also developed a model to improve the effectiveness of debt collection, to reduce administrativeand credit costs.
In 2022, despite its being another year in which the economy and various factors were not conducive tobusiness operations, especially in the financial credit industry, with our commitment to implementation of thedigitalization roadmap, we were still able to deliver results for the fiscal year showing performance growth. We
succeeded in resuming marketing activities such as AEON 30th Years Anniversary Celebration campaign, the
AEON ROP World Mastercard credit card campaign and credit extension for good customers in the latter half ofthe year, all of which enabled the company to achieve a turnover of 100,145 million baht, an increase of 23.4% on
the previous year, especially in the credit card business. As a result, the account receivables reached 93,937 million
baht, growing by 3.2% on the previous year, in this regard, the company having a revenue of 22,332 million baht
for the year, increase of 7.4%.
Although, it is only the second year of the Digitalization Roadmap we have witnessed progress and someachievements as follows;
•

•
•
•

In the effort towards digitalization, there has been a migration of plastic cards to digital and virtual cards(Your Cash=Card Loan) in the AEON THAI MOBILE Application to real-time transfer of money from
customers’ credit lines through PromptPay and the withdrawal of cash via mobile app by scanning a QR
Code at the ATM.
The proportion of Cardless Personal Loans via PromptPay channel increased to 77.4% in January 2023,
rising by 12.3% on last year.
The proportion of active customers using E-statement services on AEON THAI MOBILE increased to
69.1% in January 2023, rising by 21.1% on last year.
The proportion of automatic credit judgement increased to 20% in December 2022 from last year.
Moreover, the cost of acquiring customers (CAC) decreased due to the BOT enabling e-KYC use to verify
customer identity since September 2022.

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As customers and business partners, not only are our stakeholders being included in our Digitalization
Roadmap, we are also valuing our employees by developing technology to allow some of them to work-at-homeand work-from-home, while maintaining operational efficiency and successfully reducing the operational expenses
with the measurement of a cost-to-income ratio that dropped from 37.7% in the previous year to 36.3% this year
and it is likely to continue reducing. As a result, the net profit of the company this year is 3,815 million baht, agrowth of 7.4% from last year, with the EPS being 15.26 Baht per share.
Also, for shareholders, we have developed communication channels, including organizing an online Annual
General Meeting and issuing online Annual Report to improve the information accessibility of shareholders and toenhance our corporate governance. In addition, we have still maintained our commitment to investors by paying a
total dividend of 5.50 Baht per share or a ratio of Dividend Payout 36%.
For the year 2023, we will continue to focus on the Digitalization roadmap in every dimension to further
efficiency and performance sustainably.
On behalf of AEON Thana Sinsap (Thailand) Public Limited Company, we are grateful to all our valued
stakeholders for their confidence and support for our sustainable growth. We have to play a crucial part in shaping
up the credit card and lending industry to become Thailand’s and the wider region’s sustainable business.

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1
Business operation and operating results

6

1. Organizational structure and operation of the group of companies
1.1 Policy and business overview
Company Background
On September 18, 1992, the Company was established by AEON Financial Service Co. Ltd.
(formerly AEON Credit Service Co. Ltd.) under the name of the Thai Credit Service Company Limited withan initial registered capital of 1 Million Baht and a paid-up capital of 250,000 Baht. In December 1992, theCompany started a hire purchase business by first joining with Japanese department stores operating in
Thailand and changing its name to Siam NCS Company Limited with its registered capital increased to
10 Million Baht and paid-up capital of 5 Million Baht. In October 1994, The Company changed its nameagain to AEON Thana Sinsap (Thailand) Company Limited.
AEON Financial Service Co. Ltd. , (AEON Financial Service), the major shareholder of theCompany, was listed in the 1st section on the Tokyo Stock Exchange, which is a holding company.
Currently provides financial services including credit cards, personal loans and other services. On April 1,
2019, AEON Financial Service has completed its group restructuring in order to allow its financial service
business to be carried out in full scale and with greater efficiency by establishing AFS Corporation tosepately manage the bank and non-bank businesses.
AEON Financial Service has also expanded its business to other Asia countries including Hong
Kong, Thailand, Malaysia, Philippines, Indonesia, China, Vietnam, Cambodia, India, Laos and Myanmar
respectively.
The financial services business in each region will focus on consumers in that area. Hence, thesebusinesses will have no conflict of interest.

Business Policy
The corporate mission of the company all along is to constantly benefit our cardholders througha variety of financial services. The company have operated business under a philosophy of management
groups of Japan and across Asia by giving cardholders financial opportunities for spending in everyday
life through financial services that provide the most benefits, focus on customer needs as well as raise
the standard of financial service.

VisionThe Company supports customer’s daily living in Thailand and Mekong region by providing
finance service which is necessary for their life

MissionWe have defined our mission to earn customers trust in the financial services and adhering to astrict code of corporate ethics and engaging in activities that conserve the environment and contributeto the society.

Goal
The Company aims to provide financial services with greater convenience and satisfaction to ourcustomers and member stores. This will lead to the Company s becoming a leading retail financecompany in Thailand as well as in neighboring countries in the future. Moreover, in order to achieve thisgoal, the Company plans to expand its customer base and its service network in all areas in order toachieve the goal.
Regarding to the life and non-life insurance businesses, the Company aims to provide insurance
advice offering the best advantage to our customers with various types of insurance services.
In terms of the debt collection service, we aim to provide our customers with the best satisfaction
through our standardized and efficient services together with the expansion of our customer base, which
will result in our becoming the leading debt collection service business in the future.

7
Procedures for the Company’s vision, mission and strategies specification.
The Company’ s board of directors reviews and approves the vision, mission and the strategiesof the Company with the affiliated companies annually (Policy Meeting). The meeting’s purpose is todrive the Company’s business in the same direction based on the stakeholders’ expectations.
Afterward, the board will specify the procedure of the Company’s management strategies accordant
with the current situation of the business. In order to achieve the Company’s mission, the Middle- level
Managers will then plan for the work plan, budget plan, and KPIs plan to propose to the Company’sboard of directors. Ultimately, the employees will build the same comprehension and work in line with
the Company’s Vision, Mission, and strategic plans through the internal communication. The following
results will be proposed to the board of directors to consider rectifying the strategic plans with the parent
company in Japan quarterly.

Major changes and developments
Major changes and developments over the past 3 years
After the Company became a Public Company Limited it changed its par value from 10 Baht to 5
Baht and increased its registered capital from 200 Million Baht to 250 Million Baht by issuing 10,000,000
ordinary shares designated for the public and its employees in the amount of 9,800,000 shares and 200,000
shares respectively, and additionally, it became a listed company on the Stock Exchange of Thailand in
December 2001. Also, in 2004, the company cut its par value from 5 Baht to 1 Baht per share.

2020

January

February
March

July

August

The Company opened a new branch platform as the first flagship store at Central
World shopping center. This raised our services to a digital platform that has
facilitated our customers by performing their own transactions through our virtual teller
machine (VTM).
The Company expanded more service channels for our dealers by developing the IDealer System to facilitate the credit approval process of installment loans.
The Company has cooperated with new business partners, Shopee and Grab Food
which are the leader in online platform with high potential, together with many otherleading brands such as Café Amazon, McDonald’ s, Maxvalu Supermarket, Maxvalu
Tanjai and AEON Pet Shop through the “AEON 365 Days of Happiness Every Time
You Spend” campaign, the customers able to get privileges through AEON Thai
Mobile Application during March 1, 2020 – February 28, 2021, in order to increase
online business opportunities and also increase the convenience for customers.
The Company cooperated with Big C Supercenter Public Company Limited andlaunched the Big C World Mastercard Credit Card, under the slogan "The best credit
card @ Big C " which benefits include up to 10% discount for Big C shopping online
and 7% discount including the electrical appliances department at Big C stores. Fromthe issuance of this new card will expand the customer base for the company andprovide the best privileges for shopping at Big C.
The Bank of Thailand changed the ceiling interest and fee rates for credit card from
18% per annum to 16% per annum and personal loans under supervision from 28%
per annum to 25% per annum for new loans and existing loans with outstandingbalance as of August 1, 2020 onwards ( except for existing installment loans, to holdthe same interest rate until the end of the contract.)

September

The company has added the acquiring service for accepting payments by Local
Scheme (Contact & Contactless) credit cards through EDC machines to support JCB
credit card payments issued by banks in various countries also in Japan.

October••

The Company cooperated with Bangkok Smartcard System Company Limited(BSS) and launched the AEON Rabbit Platinum Credit Card, under the slogan “
The Credit Card for Digital Life ”, the card solution for new normal lifestyle toprovide 2 privileges from AEON and Rabbit especially travel by BTS by provide
5% cash back when top up to rabbit wallet (Auto Top-Up) or payment via Rabbit
Line Pay channel and give 3% cash back when shopping online from 1,000 Baht
and up/receipt
The company added Cardless Installment and Full payment for credit card aswell as Cardless Installment for member cards. Customers can use AEON THAIMOBILE Application to scan QR code on EDCs at AEON member merchants and8enable installment payment upto 48 months with major department stores and6,000 partners.
November••

December

2021

March

June

AugustSeptember

November

December

The company added Cardless Cash Advance to increase customer convenience
whereby they can use AEON THAI MOBILE Application to scan QR code at
AEON ATMs or KBank ATMs to withdraw cash.
The company launched a premium virtual member card called “Digital Yourcash
A” for customers who earn Baht 30,000 per month or higher. Customers can use
AEON THAI MOBILE Application to cash out at AEON ATMs or KBank ATMs orpurchase with an installment plan at AEON merchants by scanning QR code.

The company, in collaboration with UnionPay International Company Limited,launched a new credit card called “AEON-UnionPay Platinum”. Card benefits include
3% cashback when spending in China, Hong Kong, Macau and Taiwan as well as
1% cashback when spending in Thailand. Customers can also do Cardless cash
advance at AEON ATMs in addition to making purchases at merchants that carry theUnionPay symbol.

• The company operates non-life & life insurance brokerage business of Face-toFace Insurance at AEON Branches and Tele-Sales that was transferred fromAEON Insurance Service (Thailand) since 1 March 2021 onwards.
Co-partner with new partner (Lazada and foodpanda) for 365 days privileges,
customer get 100 THB discount when purchasing through AEON Credit Card* by
download discount code via AEON THAI MOBILE application during Mar 01, 2021 –Feb 28, 2022.
• The Company changed the form of AEON member whereby all new customers
will receive Digital YourCash instead of plastic cards. The virtual account can beused to withdraw cash via AEON Thai Mobile Application by scanning QR Codeat AEON ATM and KBank ATM.
• The company expanded e-Service for acquisition process to verify customers(eKYC) by using biometric technology under BOT’s regulatory sandbox for apply
credit and loans via Tablet at 20 AEON Branches nationwide (Bangkok and vicinity
16 Branches and Upcountry 4 Branches). The approval process gathering
information from National Credit Bureaus (NCB), Identity verification andauthentication through Customers Biometrics to match with photos by using Facialrecognition technology to offer convenience, shorten operation process andprovide the secure for the customers.
• The company introduced a new cardless cash withdrawal channel called “CardlessTransfer via PromptPay” to increase convenience for credit cardholders as well as
Digital YourCash and Digital YourCash-A members. Customers simply login to
AEON THAI MOBILE Application, select their national ID number or phone numberthat linked to a PromptPay account, and instantly transfer from their credit line tothe designated account.”• The company got permission from Bank of Thailand to expand scope of test
biometric technology under BOT’s regulatory sandbox from Bank of Thailand from
20 Branches to 50 Branches (Bangkok and Vicinity 29 Branches and Upcountry
21 Branches).
• The company operates non-life & life insurance brokerage business of Motor
Insurance and Corporate Insurance that was transferred from AEON Insurance
Service (Thailand) since 1 September 2021 onwards.
The Company launched Happy Loan, a digital loan with fixed installments.
Customers can provide alternative data such as utility bills (water/electricity), monthly
phone bills, monthly internet bills, insurance bills, etc. as part of their loan application.
Customers can withdraw cash via “ AEON THAI MOBILE Application” by scanning
QR Code at AEON ATM and KBank ATM.
The company migrated plastic member cards to Digital YourCash for customers who
have been using AEON Thai Mobile Application. Customers can withdraw cash via
AEON Thai Mobile Application by scanning QR Code at AEON ATM and KBank ATM
or transfer funds from their credit lines to a PromptPay account.

9

2022

January

February

March

May

June

July
August

The company got permission from Bank of Thailand to expand scope of test
biometric technology under BOT’s regulatory sandbox from Bank of Thailand from50 Branches to 85 Branches (Bangkok and Vicinity 30 Branches and Upcountry 55
Branches).
• The company got permission from Bank of Thailand to expand scope of testing
biometric technology under BOT’s regulatory sandbox to mobile application
platform (e-Service) for customer apply credit cards and loans throughcustomers’ device and customer can process e-KYC with NDID (National DigitalID) by using Public IDP service through the commercial bank which customer
already eKYC. And customer also provide additional supporting document
through e-Service application by More-Document feature to shorten process forcustomer.
• The Company launched new segmentation Credit Card “AEON Wellness
Platinum Credit Card”, which aim for customer who are health conscious andlooking for their wellbeing. This credit card offers various of privileges:
5% cashback when spending at hospital, 3% cashback at pharmacy, 1%
cashback for insurance premiums, discount up to 15% or exclusively privileges
at participated hospitals, pharmacy, wellness center and spa*, discount 10% forambulance service* and every 0.1% of spending amount will be donated to “TheThai Red Cross Society”.
The Company launched the biggest lucky draw promotional campaign during Mar,
2022 – December, 2022 in celebration of Aeon’s 30th Anniversary by giving prizes
to the lucky wines who are Aeon’s customers with total prize valued at 41 million
baht which consisted of; Monthly Lucky Draw Prizes:
In addition, in collaboration with new e-commerce business partners namely
Shopee and Lazada, as well as food delivery service providers, namely Grabfoodand Foodpanda, the Company launched promotional activities offering privileges tocredit card customers in the "Aeon" promotion 365 Days of Happiness with Every
Spending” where customers receive a 100 baht discount when spending via
participating credit cards by receiving rights through AEON THAI MOBILE
Application between 1 Mar 22 - 28 Feb 23.
The Company collaborates with Big C Supercenter Public Company Limited, aretail store in the BJC group. To launch financial and insurance services at morethan 150 new "Big Care" counters nationwide. Including Big C credit card Big-C
Exclusive Card application. Along with a variety of insurance products such as
car insurance, accident insurance and life insurance. To meet customer need forthe financial flexibility. and looking for life and property protection plans.
The Company collaborate with Shopee, the leading e-commerce platform inSoutheast Asia and Taiwan, providing installment payment via online shopping.
With an online installment program at Shopee 0% for up to 10 months, which isanother option that increases convenience and safety in spending using "AEON
Happy Pay" and "AEON Happy Plan", AEON credit card holders and AEON
member card will receive many benefits and receive instant discounts whenspending according to participating conditions.
The Company added new channels for purchasing online insurance through AEON
MOBILE application and customer can pay by 0% installments for up to 10 months.
-

September

OctoberCompany terminated 300 units of NCR ATMs for cost saving due to thePromptpay service taking the majority of cash out volume from our customers.
Board of Directors resolved to approve the Employee Joint Investment Program(EJIP) in accordance with the announcement of the SEC, which is theCompany's periodically share purchase investment program as a form of
remuneration for employees, to retain talent employees to work with theCompany in the long term by managing employee benefits through the joint
stock accumulation program with the Company as well as promoting ideas andparticipation of employees in joint ownership of the business with othershareholders of the Company.

The Company have successfully passed the experiment in a BOT regulatory
sandbox of using biometric technology for electronic Know your Customer (e-KYC)
to apply Credit card, Personal loan under supervision and digital lending by
expansion service to 102 Branches.
The Company collaborates with Bangkok Bank launch the “Cardless CashWithdrawal” service via the AEON MOBILE app at every Bangkok Bank ATM toincrease convenience for credit card holders and AEON member cards.

10

December

2023

January

February

The Company have launched “Aeon Gift Y2023” which was the biggest spending
campaign of company by offer Iphone 14 Pro Max, Iphone 14 Pro, Iphone 14 andBig C gift voucher up to 20,000 baht for credit card customers who spend reach up
to certain amount.
Company merged eService Mobile application for applying credit card, loan under
supervision and digital of using biometric technology for e-KYC to AEON MOBILE
APP to achieve a better customer experience.
We adjust the interest ceiling of Hire-Purchase (UHP, MHP, BHP) according to the
OCPB announcement.
• The Company expands collaboration with Siam Commercial Bank with service"Cardless Cash Withdrawal" via the AEON MOBILE app at over 10,000 Siam
Commercial Bank ATMs nationwide in order to increase convenience for credit
card holders and AEON member cards.
• The company succeeded in offering unsubordinated debentures No. 1/2023,
unsecured and with debenture holder representative, offering to institutional
investors and high net worth investors (II/HNW). There are 2 tranches, consistingof 2-year debentures with an interest rate of 2.99% per annum in the amount of
1,000 million baht and 3-year debentures with an interest rate of 3.18% perannum in the amount of 1,700 million baht, total issuing amount of 2,700 million
baht. The bond issuance date was on February 24, 2023.

As of February 28, 2023, the Company has a total of 104 branches, of which 31 branches are in
Bangkok and the vicinity while the remaining 73 branches are distributed nationwide (Please see detailsof the branches in Properties to be used for business operation). Moreover, the Company has 5,846
Electronic Data Capture machines at hypermarkets and dealers to facilitate the clients. There are also
146 ATMs which is located 51 ATMS in Bangkok and 95 ATMs in provincial areas.
Regulatory changes that impact business operation.
Bank of Thailand notification No. SorNorSor.13/2560 and No. SorNorSor. 15/2560 were issued
to improve regulations, procedures, and conditions for conducting credit card and personal loan under
supervision business on July 17, 2017, and became effective on September 1, 2017 and announcementof measures to help small debtors affected by covid-19 phase 2 on June 19, 2020, and became effectiveon August 1, 2020. The changes are as follows:
1. Credit card loan
1.1) Establish credit limits based on their monthly income as deemed appropriate for their debt
repayment capability for credit card applicant.
- Credit limit must not exceed 1.5 times of monthly income for applicants earning less than
30,000 Baht.
- Credit limit must not exceed 3.0 times of monthly income for applicants earning more than
30,000 Baht but less than 50,000 Baht.
- Credit limit must not exceed 5.0 times of monthly income for applicants earning 50,000 Baht
or more.
1.2) Credit card interest rate reduced from 18% to 16% per annum.
2. Personal loan under supervision
2.1) Establish credit limits based on their monthly income as deemed appropriate for their debt
repayment capability for personal loan applicants.
- Credit limit must not exceed 1. 5 times of monthly income and shall not obtain personal loan
from more than three providers for applicants earning less than 30,000 baht per month.
- Credit limit must not exceed 5.0 times of monthly income with no limitation on number of loan
providers for applicants earning more than 30,000 baht per month.
2.2) Personal loan interest rate reduced from 28% to 25% per annum.

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3. Car and Motorcycle Hire Purchase
Car and motorcycle hire purchase business is a form of credit financial service. The Cabinet has
approved a draft royal decree regulating car hire purchase and leasing businesses under the Financial
Institutions Act by authorizing the Bank of Thailand to supervise and inspect to prevent the car andmotorcycle hire-purchase business from charging interest rates that are too high for customers' ability
to repay. This will result in the hire purchase business being a business under the supervision of the
Bank of Thailand upon the announcement of the Royal Decree. In addition, the committee on contractsannounced that the car and motorcycle hire-purchase business are contract-controlled businesses andthe interest rate charging must be in effective rate in which;- The effective interest rate for new car must not exceed 10% per annum- The effective interest rate for used car must not exceed 15% per annum- The effective interest rate for motorcycle must not exceed 23% per annum
However, the mentioned regulations have been announced in the Royal Gazette and effective fromJanuary 10, 2023.
Credit Relief Measures to affected customer from the impact of COVID-19.
A coronavirus (COVID-19) pandemic started in early 2020 in Thailand and countries of the Group
companies operate. It clearly affects overall Thailand and global economy, including the Company and
the Group’s employees, customers, business partners and business operations.
In order to mitigate the impacts, the Company provides supports to customers as the relief
measurement for loan to affected customer from the impact of COVID-19, following to the Bank ofThailand’s the relief measurement to help debtors from the Thai economic situation, by reducing
minimum payment rates for credit card and personal loan and providing grace period for principal andinterest according to conditions and terms specified by the Company.
Credit relief measures to relieve impacts of the COVID-19 in Y2021
At the end of February 2 0 2 1, the Company had extended the financial relief measures to assist
customers impacted by the COVID-19 as the following key principle:
1) Extending the period of moratorium program to credit card and personal loan customers affectedby Covid-19 by adjusting the revolving credit to term loans, including maintaining a minimum
installment payment measure and a temporary suspension of principal and interest payment. etc.
2) Reduction of installment payments for auto and motorcycle hire purchase loans.
3) Extending the period for credit card limit increase and personal loans under the type of revolving
credit line or installment payments for customers having average monthly income less than 30,000
baht, the credit limit has been extended from 1.5 times to 2 times of the average monthly income.
temporarily until December 31, 2022.
The measures that the Company provided to help the affected customers were suspension ofprincipal and interest payments, changing the revolving debt to a term loan and reduction in installments
for hire-purchase loans which representing approximately 1,200 million baht in outstanding debt, or 2%of total debt.
Credit relief measures to relieve impacts of the COVID-19 in Y2022
In 2022, the company has continuously extended Relief Measured to support customer impacted
Covid-19 pandemic as following
1)
2)

3)

Keep continue for lower minimum payment ratio of credit card and loans under supervision
Extended period of the relief program to support customer impacted on Covid19 pandemic for
Credit Card and Loans under supervision products which is revolving loan by changing to be Term
Loan.
Continue the Restructure Loan Program to support customer by considering the customer payment
capability (Extended period, changing revolving loan to term loan, reduce interest etc)

In 2022, the company has continuously supported the customer impacted on Covid19 pandemic
by relief measured program of changing revolving loan to be term loan, reduced interest and restructure
program approx. 1,200 Million Baht or 2% of total outstanding balance

12
1.2 Nature of Business
Income Structure
Overview of the company’s business
The Company’s business activity mainly is the provider of a variety of retail finance services,
including credit card, personal loan, hire purchase, Life insurance broker business, Non-Life insurance
business, debt collection and others.
The core business, which generated most revenues for the Company in the past year, is credit
card and personal loan business, representing 34% and 46% of total revenues, respectively, while thehire purchase business represented 5% of total revenues.
For branch development network, the Company has 104 branches nationwide and AEON Lounge
totally 10 locations to enhanced convenience for the customer who holds AEON Gold and/or platinumcard. In addition, the Company has 5,846 active dealers. Also, the Company has 146 ATMs located in
Bangkok and provincial areas. In addition, the company also has digital service channels such as
website www.aeon.co.th and AEON Thai Mobile Application.
As of February 28, 2023, the Company provides credit services through a variety of financial
services such as credit card loans, personal loan and hire purchase loan. The Company has 2.96
million ready-to-use credit cards and 6.51 million membership cards for personal loans.

Income Structure (Consolidated)
Fiscal YearBusiness

2020
Amount
(MB)

2021

%

Growth%Amount
(MB)

2022

%

Growth%Amount(MB)%

Growth%1.Credit Card

6,451

30

(14)

6,462

31

0.2

7,642

34

18

2.Loan3.Hire Purchase
4.Commission income
5.Collection service income
6.Others
Total

11,121
1,014
510
246
1,960
21,302

52
5
3
1
9
100

(8)
35
(4)
(8)
(9)
(9)

10,367
1,073
682
210
1,997
20,791

50
5
3
1
10
100

(7)
6
34
(15)
2
(2)

10,385
1,029
689
225
2,362
22,332

46
5
3
1
11
100

0.2
-4
1
7
18
7

Notes: - For the fiscal year ended on the end of February of each year.

13
Product information
Product information of each business line
Retail Finance Business
Nature of Service
1) Credit Card
The Company provides two types of services as follows:(a)

Credit Purchase

Customer who uses the Company’s credit card to purchase goods or services at merchant that
accepts the payment by VISA, MasterCard, and JCB and UnionPay card.
The picture show servicing of buying products via credit card.
1

3
Merchant

Cardholders
2

10

Acquiring Bank
48

96Company
7

5

VISA/MasterCard/
JCB/UnionPay system( 1 ) Cardholder request payment by credit card for goods and services( 2 ) Goods or services received( 3 ) Sending the sales slip or sales data to Acquiring Bank( 4 ) Acquiring Bank pay amount of goods and services to merchant( 5 ) Acquiring Bank settlement amount through VISA / MasterCard / JCB / UnionPay system( 6 ) VISA / MasterCard / JCB / UnionPay system settlement amount through the Company( 7 ) The Company pay settlement amount( 8 ) VISA / MasterCard / JCB/ UnionPay system pay amount to Acquiring Bank( 9 ) The Company send payment advice to the cardholder( 10 ) Payment made by the cardholder

14
(b)

Cash Advance

Besides credit purchase, the Company’s credit card member can also make cash advance atbranches or through the Company’s cash dispensing machine. The Company has ATMs located in
Bangkok, its vicinity, and provincial area. In addition, AEON credit card holders are able to withdraw
cash
advancefromATMmachines
of
other
banks
under
the
network
VISA/MASTERCARD/PLUS/CIRRUS/JCB and UnionPay from both domestic and international ATMs.
The diagram below depicts Cash Advance2

1
Cardholders
4
10

VISA/MASTERCARD/
PLUS/CIRRUS/JCB/
UnionPay

Acquiring Bank
3
2

9

3

5

8

2
3
Company

6
7(1)

VISA/MasterCard/
JCB/ UnionPaysystemCardholder insert card into cash dispensing machine with sign
VISA/MASTERCARD/PLUS/CIRRUS/JCB/ UnionPay( 2 ) Transaction has been sent through Acquiring,
VISA/MASTERCARD/PLUS/CIRRUS/JCB/ UnionPay system to the Company, checking
the cardholder’s credit limit available( 3 ) The Company sending the approval( 4 ) Cash has been dispense to cardholder( 5 ) Acquiring Bank settlement amount through VISA/MASTERCARD/PLUS/CIRRUS/JCB/
UnionPay( 6 ) VISA/MASTERCARD/PLUS/CIRRUS/JCB/ UnionPay -system settlement amountthrough the Company( 7 ) The Company pay settlement amount( 8 ) VISA/MASTERCARD/PLUS/CIRRUS/JCB/ UnionPay system pay amount to AcquiringBank( 9 ) The Company sent payment advice to the cardholder( 10 ) Payment made by the cardholder

15
(c)

Cardless Cash AdvanceIn addition to normal cash advance transactions, customers can do Cardless withdrawal by using“AEON THAI MOBILE Application” to scan QR code at AEON ATMs or Partner Bank ATMs
The diagram below depicts Cardless Cash Advance1
Cardholders

489Company

(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)

2
AEON THAIMOBILE App

Acquiring Bank

3
2

2
3
6
7

3

5

Non-Bank
Switching System

Cardholder logs in and selects “Cardless Cashing” via AEON THAI MOBILE App.
The company checks the remaining balance of the cardholder.
The non-bank switching system sends a transaction approval.
The cardholder receives cash through the ATMs.
The acquiring bank sends a payment transaction through the non-bank switching system
The non-bank switching system sends transactions through the payment system to the card
issuer.
The company makes a payment based on the collection transaction to the card acquiring bank.
The company sends a bill to the cardholder.
The cardholder makes payment to the company.

(d)Cardless Cash Advance @Counter Service via the IVR system

The Company expanded the cash withdrawal service by adding “Cardless Cash Advance via
Counter Service at 7-Eleven. To increase convenience for credit cardholders, they can make atransaction via the IVR system and receive an OTP via SMS to present at Counter Service at 7-Eleven.
The diagram depicts Cardless Cash Advance at Counter Service via the IVR system

Customer calls for a
Referral Code (OTP)
for cash withdrawal
from IVR system.

The systemsends an OTP
to the customer
mobile phone.

Insert ID card, press
OTP and the amount ofmoney to complete thetransaction.

The customer receives
cash from the cashier anda slip as well as aconfirmation SMS.

16
Credit cards issued by the Company are categorized into two types as follows:
1. AEON International Card
The Company issues the AEON MasterCard, the AEON VISA Card, the AEON JCB Card, AEONUnionPay Platinum Card co-branded with MasterCard Worldwide, VISA Worldwide JCB International
Company Limited and UnionPay International respectively. MasterCard credit cards, VISA credit cards,
JCB credit cards and UnionPay Credit Card can be used at member stores located worldwide. In
addition to the Company’s cash dispensing machines, cardholders can use the AEON MasterCard, the
AEON VISA Card, the AEON JCB Card and AEON UnionPay Card for cash advances via the
VISA/MASTERCARD/PLUS/CIRRUS and JCB networks worldwide.
2. International Co-branded Cards
The co-branded credit cards which the Company issues with other companies in several
businesses, which are the AEON Royal Orchid Plus World Mastercard, the AEON Royal Orchid Plus
Platinum Card, the AEON Club Thailand Card, the B-Quik Card, the AEON M Gen Visa Card, the AEON
J-Premier Platinum Card, the Big C World Mastercard, the BigC platinum Visa, the AEON Rabbit
Platinum, the Big C Exclusive Card Co-branded cards provide additional exclusive privileges for
cardholders.
As at February 28, 2023, AEON Co-branded Cards are as follows:
Card Name

Co-Branded Company

Sector

AEON Royal Orchid Plus World
Mastercard

Thai Airways International PCL
Mastercard (Thailand) Co., Ltd
Thai Airways International PCL
VISA International (Thailand) Co., Ltd
JCB International (Thailand) Co., Ltd
Big C Supercenter PCL
Mastercard (Thailand) Co., Ltd
VISA International (Thailand) Co., Ltd
JCB International (Thailand) Co., Ltd
Major Cineplex Group PLC.
VISA International (Thailand) Co., Ltd
B-Quik Co, Ltd
VISA International (Thailand) Co., Ltd
Atlas Trading and Properties(Thailand) Co, Ltd
Mastercard (Thailand) Co., Ltd
VISA International (Thailand) Co., Ltd
JCB International (Thailand) Co., Ltd
Bangkok Smartcard System Company
Limited (BSS)
Mastercard (Thailand) Co., Ltd
UnionPay International Co., Ltd.

National Carrier
Business Credit Card
National Carrier
Business Credit Card
Business Credit Card
Retail businessBusiness Credit Card
Business Credit Card
Business Credit Card
Cinema and Entertainment
Business Credit Card
Auto parts Service provider
Business Credit Card
Card Servicing business

AEON Royal Orchid Plus
Platinum Card
Big C World Mastercard Card
Big C Platinum payWave Card
AEON J-Premier Platinum Card
AEON M Gen Visa Card
B-Quik VISA CardClub Thailand
VISA/MasterCard/JCB

AEON Rabbit Platinum Card
AEON-UnionPay Platinum Card

Business Credit Card
Business Credit Card
Business Credit Card
E-Money
Business Credit Card
Business Credit Card

The Company offer special privilege to AEON cardholders under the campaign “365 Days
Privilege of AEON Credit card” with potential online partners such as; Lazada and Shopee, get 100
baht discount when spending 500 baht (exclude delivery cost) while Foodpanda and GrabFood, get
100 baht discount when spending 300 baht (exclude delivery cost). Furthermore, the Company also
co-operate with other potential partners e.g. McDonald’s, Maxvalu Supermarket and Maxvalu Tanjai as
well as organizing campaigns cash back and privilege when spending via Aeon credit card as specified
by the Company.
In the fiscal year of 2022, the Company launched new segmentation Credit Card “AEON
Wellness Platinum Credit Card”, which aim for customer who are health conscious and looking for theirwellbeing. This credit card offers various of privileges: 5% cashback when spending at hospital, 3%
cashback at pharmacy, 1% cashback for insurance premiums, discount up to 15% or exclusively
privileges at participated hospitals, pharmacy, wellness center and spa*, discount 10% for ambulanceservice* and every 0.1% of spending amount will be donated to “The Thai Red Cross Society”.

17
Also, The Company has launched Corporate Card which issued to the organizations to manage
employee expenses. The most of the expenses are travel expenses and entertainment expenses toreduce spending in the wrong way, preventing corruption and also helps organizations manage
expenses more efficiently. The main corporate customers are the Company’s Co-Branded partners andjapanese companies operating in Thailand.
Income from credit cards consists of interest, revolving fees, collection fees and other fees e.g.
the annual fee, cash advance fees, merchant discount fees from participating stores and etc.
2) Personal Loan
The Company has provided “Your Cash” or a revolving loan service to customers in which the customer
can withdraw cash or installment payment/service following their credit line.

(1) The Company offers cash withdrawal service at AEON and major bank ATM machines, Counter
service at all branches of 7-Eleven stores nationwide.

(2) The Company also offers installment service or AEON Happy Pay service at AEON dealer’s
shops.
The picture shows the procedures of Personal Loan business

Customers

1

2

3

4

5

6

The Company(1) Application from the customer in demand for cash.
(2) Data screening and judgment from the customer’s credit status.
(3) Approval notification.
(4) The Company hands over loans to the customer who gets credit approval which the customers
gain credit line through the credit cards. Also, the customer is also able to withdraw the moneyfrom the Company’s Automated Teller Machines or another bank’s Automated Teller Machines.
(5) Payment advice sent to the customer.
(6) Payment made by the customer.

18
Personal Loan is a form of finance for lending cash to customers. The amount will be approved andavailable to the customers in the form of revolving credit (“Your Cash”) through AEON Member Cards. The
customers can apply member card at the Company’s office, Card Recruit Booth or AEON online. The
Company’s revenues generated from Personal Loan product comprise of the interest received, the minimum
payment fee, the handling fees and the penalty fees. The Company also offers AEON Happy Pay service.
The customers can buy electrical appliances, gold, home decorative items, office equipment, mobile phones,
IT products, etc. and pay for such products by using revolving credit limit through AEON Member Cards.
Transactions are processed via EDC machines at over 6,325 AEON dealers’ shops nationwide.
Happy Pay service is installment products and services with revolving loan (“Your Cash”) through
AEON Member Card in which the transactions are processed via EDC machines and I-Dealer System at
AEON dealer’s shops. The customers can choose to pay for products or services by installments based on
the available balance on their cards without having to wait for approval in the form of loan agreements.
Moreover, this service offers more convenience to dealers’ shops as they will receive payments on thefollowing day. Our dealers no longer need to prepare billing documents the way they did previously for
payment by installments.
The picture shows the procedures of Installment Loan business (AEON Happy Pay)
Customer
1
4

7
EDC and I-Dealer

3

MemberMemberStoreStore

System5

3

6

2

The Company(1) Credit/Member Card swiping card via EDC or inform customer’s information to
do transaction via i-Dealer System at member store to buy goods.
(2) Customer’s data sent to the Company for credit judgment.
(3) Approval notified via EDC or i-Dealer.
(4) Deliver the goods.
(5) The Company pay settlement amount.
(6) Payment advice sent to the customer.
(7) Payment made by the customer.

19
Personal Loan without the Plastic card (Digital Yourcash) and (Digital Yourcash -A)
The Company provides “Digital YourCash” service, a new type of “Your Cash” revolving loan
service that does not require a plastic card for cash withdrawal. The criteria and conditions forapproval are the same as those applied to applications for AEON membership cards. Upon the loan
approval, the loan will be available for customers to withdraw in cash amount equivalent to approved
credit line. The customers can also activate their Digital YourCash via AEON Thai MOBILE
Application in order to facilitate our customers; this service offers more convenience and faster
service.
The picture shows the procedures of servicing for AEON member without plastic cards. “Digital
YourCash”

1

2

The customer fills
out an applicationand submit
application
documents via allchannels of Aeon

Credit judgment

3

4

Approval
notification andsend activation
code to customer

Activation for
Aeon member
without plastic
card via AEON
THAI MOBILE
Application

The picture shows the procedures of application for AEON member without plastic card via AEON
Thai MOBILE Application

1

2

3

Download AEON THAIMOBILE Application andchoose menu “Enable
Digital YourCash”

Fill out Activate Code, ID,
Phone number
and credit line

Confirmation for AEON
member without plastic
card via AEON THAIMOBILE Application

3) Motorcycle Hire Purchase
Hire purchase is a form of finance whereby ownership of the merchandise is vested in the
Company and the Company hires the merchandise to the borrower for a fixed term which the Company
offers from 36, 42, 48 months term-loan for motorcycle price less than 150,000 Baht and from 6 months
to 72 months term-loan for motorcycle price more than 150,000 Baht. The ownership of merchandise
belongs to the Company during the period of hire and when the payment conditions of the contract
already are completely met, the ownership of the merchandise would be transferred to the customer.
The income generated from this service (hire purchase) includes interest received frominstallment and collection fees. Once the merchandise is delivered to the customer, the member store
will submit the sales slip to the Company and the Company will pay the sales amount to the member
store.

20
The picture shows the procedures of hire purchase business.
Customer
10
9

1
5

3
2

4
Member Store

(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
(10)

6
8

The Company

7

Department of Land Transport

Application from the customer to buy goods from the member store.
Member store / AEON Staff sent request for credit judgment to the Company.
Data screening and judgment from customers’ credit status.
Approval notification.
Deliver the goods
Sending the settlement form and invoice
The Company submit registration documents to register at Department of Land
Transport
Product payment from the company to member store
Payment advice sent to the customer
Payment made by the customer

4) Used Car Hire Purchase
Hire purchase is a form of used car finance whereby ownership of the merchandise is vested in
the Company and the Company hires the merchandise to the borrower for a fixed term at the fixed rateinterest which the Company offers from 48 months to 84 months term-loan. The ownership ofmerchandise belongs to the Company during the period of hire and when the payment conditions of thecontract are met, the ownership of the merchandise would be transferred to the customer.
The picture shows the procedures of used car hire purchase for Bangkok and its vicinity.
Customer

5
2
1

3

4

9
10

4

Dealers

6

8

The Company

Department of Land
Transport

7(1)

Used car dealer contacting the company to introduce customers who are interested in hire purchase a carwith the company

(2)
(3)
(4)
(5)
(6)
(7)
(8)

The customers submit an application for hire purchase and a hire purchase contract for credit approval.
The Company examines the qualifications of the customers for credit consideration.
The Company notifies the results of the credit approval/rejection to the customers and dealers.
Car dealerships deliver cars to customers who have been approved for credit.
The dealer sends the car invoice to the company.
The company pays for the car to dealer.
The company takes the transfer the ownership at the Department of Land Transport / the local transport
office.
The Company sends an invoice for installment payment to the customer.
Customers pay installments to the Company.

(9)
(10)

21
The picture shows the procedures of used car hire purchase in Up-country areas.

Customer

1

23

Dealer10Company$
Department of Land Transport
(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
(10)
(11)

Used car dealer contacting the company to introduce customers who are interested in hire purchase acar with the company
The customers submit an application for hire purchase and a hire purchase contract for credit approval.
The Company examines the qualifications of the customers for credit consideration.
The Company notifies the results of the credit approval/rejection to the customers and dealers.
Car dealerships deliver cars to customers who have been approved for credit.
The company provides documents supporting the transfer of ownership to the dealer.
The dealer brings the ownership transfer document to transfer the ownership at the Department of Land
Transport / Transport office in the area
The dealer sending invoices along with the registration book with the company
The company pays for the car to the dealer shop.
The Company sends an invoice for installment payment to the customer.
Customers pay installments to the Company.

5) Web Business Service
The company provides a variety of online services for AEON card customers to fulfill their online
activities through the AEON website (www.aeon.co.th). Customers can browse the Company’s
information, products & services as well as transact the application for credit cards via online channels.
Type of Service
1.)

Online services through internet

The Company provides online services for customer through the Internet via our website,www.aeon.co.th. The online services can be separated into 2 parts:
A.
Online card application service
Customer can apply for AEON cards online through the Internet in easy 5 steps:
Diagrams of the system and details of servicing.

1. Apply card

2. Waiting forcontact fromAEON callcenter

3. Customers
send
documents to
AEON

4. Review the
documents
and approve
the results oftheapplication

5. AEON
issue credit
card to thecustomers

22
B.

Online services for AEON members.
- Balance Inquiry

This service provides card spending information, includeing total credit limit, spending amount,and remaining credit, as well as loan contract details with full and minimum payment amount. To beeasier for customers, all information will be displayed in table format in which customers can monitor
their monthly spending.
-Unbilled Transaction

This service is to enable customers to view latest transactions that are not yet included in monthly
statement so they can plan their own spendings.
-

Happy Plan

“ AEON Happy Plan” is an installment program, which enable customers to select installment
program up to 10 months.
-

E-Statement

Customers can view or download their statements online through our AEON online services inthe same format and information as the statement sent by post, in which containing the in formation of
the past six months and can be downloaded for recording and the future use. E- Statement can be
printed out with bar codes to pay at every payment channel. Customers can choose to receive Estatement via AEON Online Services instead of the payment advice from post mail. It has automatic
notifications to the registered e-mail before payment due date cycle.
-

AEON Happy Rewards

AEON Happy Rewards allows customers to view their outstanding point balance and redeem forpremium products and services online. Further, they are able to check Point expiration date or donate
to AEON Thailand Foundation by transfer point via AEON Online Services and can check theredemption history for the reference.
-

Card Cancellation Service

Card cancellation service is available online for customer, who for any reason, lost their card or
got stolen. They can access this service by logging on to AEON online services and provide cardholder
identity information to seize and cancel the card.
-

Changing Profile Service

This service is available for customers who would like to change their personal information bythemselves such as password, Email, Address for payment advice ( 2 options between sending toworkplace address or home address). This feature allows them to adjust their profile by themselves by
logging on to AEON online service.
-

E-Coupon Service

E- Coupon is electronic coupon providing through AEON THAI MOBILE Application to redeem
product and service with participated merchants without printing physical coupon.

23
2.)

AEON MOBILE Application Service

The Company provides online services for customers through mobile application on smart phonename “AEON THAI MOBILE” which can be break down into two types as follows:A.
Credit card and member card application service
Customers can apply for AEON cards through the AEON THAI MOBILE Application in easy
steps.
Diagrams of system and details of servicing

The Company expands the channels for Credit card, Personal loan under supervision and digital lending
application through eService Mobile Application by using biometric technology for electronic Know your
Customer (e-KYC) with following process:Diagrams of system and details of servicing (e-KYC)

24
B.

AEON THAI MOBILE Service for AEON Members-

Balance Inquiry

This service provides card spending information including credit line, spending amount,and remaining balance along with payment history and agreement numbers with minimum payment
amount and full payment amount. To facilitate the customers, all information will be displayed by card
type so that customers can easily read the information and manage their monthly expenses.
-

Pay Now

The customers can view payment statement in “Pay Now” feature by selecting thetransaction and payment method either by deducting from Kasikorn Bank account, Bangkok Bank or
PayAlert via PromptPay account linked to any bank. After successful payment, customers will receive
payment notification message and referral code and will receive a revolved available credit limit which
can be used instantly.
-

Unbilled Transaction

This service serves customers who would like to view latest transactions that are not yet
included in monthly statement. Customers may check details of the expenses and plan their monthly
spending through this “Unbilled Activity” service menu.
-

Happy Plan (Monthly installment)

AEON Happy Plan” is an installment program, which can help customers control theirspending easily. With this method, customers can select installment program up to 10 months.
-

E-Statement

Customers can view or download their statements on their smart phones through AEON
mobile app service. They are able to check statement history for the past six months. E-Statement canbe viewed with bar codes to pay at every payment channel. Customers can choose to receive Estatement via AEON THAI MOBILE Application instead of the payment advice from post mail. It has
automatic notifications to the registered e-mail before payment due date cycle.
-

AEON Happy Rewards

AEON Credit Card customers can enjoy special privilege of earning points called Happy
Point Rewards. They can view their outstanding point balance and redeem for premium products andservices online. Not only instantly redeemed for discount or privileges at participating merchants withinstant AEON Happy Reward, but customers can also enjoy the redemption for products and services
24 hours at AEON THAI MOBILE Application. Further, they are able to check Point expiration date or
donate those reward points to AEON Thailand Foundation via AEON’s mobile application and can verify
the redemption history for the reference.
-

News Alert“ News Alert” is an additional channel that communicates promotions that AEON
collaborates with merchants to the cardholders. It also provides news and notifications regarding Aeon.
-

Cardless Cashing“ Cardless Cashing” is a cardless withdrawal services that allow AEON member card and
AEON credit card (except corporate card)holders to withdraw cash from their credit limit via AEON THAIMOBILE Application before scanning a QR code that appears on the Company’s and bank partners’
ATMs.
Diagrams of Cardless Cashing

Cardholders selectthe cardless cashingfeature.

Scan the QR code
@AEON
ATMs/Partner Bank
ATMs

Confirm thetransactions

Cardholders receive the cash,
receipt. The system will send
notification via AEON THAI MOBILE
App.

25
-

E-Coupon Service

E- Coupon is electronic coupon providing through AEON THAI MOBILE Application toredeem product and service with participated merchants without printing physical coupon.
- Cardless Installment/Shopping" Cardless Installment/Shopping " is a cardless payment service for installment plan or full
payment without physical cards. All types of AEON credits (except corporate credit cards) are eligible.
The Your Cash card holder could make transactions through AEON THAI MOBILE Application to scan
QR Code on EDCs at AEON merchants.
Diagrams of Cardless Installment

Cardholders selectthe cardlessinstallment feature.

Scan the QR code
@EDC

Cardholders receive receipt.
The system will send
notification via AEON THAIMOBILE App.

Confirm thetransactions

Diagrams of Cardless Shopping

Cardholders selectthe cardless
Shopping feature.

Scan the QR code
@EDC

Confirm thetransactions

Cardholders receive receipt.
The system will send
notification via AEON THAIMOBILE App.

- Cardless Transfer via PromptPay" Cardless Transfer via PromptPay" is a cardless cash withdrawal channel for credit cards
and member cards whereby funds are transferred from credit lines to PromptPay accounts that arelinked to customers’ national ID numbers or phone numbers.
Diagrams of Cardless Transfer via PromptPay

SelecteCardless
PromptPay

Select a member
card or credit
card for thetransaction

Select National
ID or Mobile
Phone Number
linked toPromptPay
Account

Verifytransaction
informationand press
confirm

When the transaction
is completed, anotification will besent via AEON THAIMOBILE Application

26
3.)

Online service via AEON LINE OA for AEON Customers- Online Queue Reservation (Digital Q-Matic) instead of Queue Stand“Digital Q-Matic System” is provided for support online queue service by separated into two channels:
QR-Code Scan for on-site service and LINE OA for support queue reservation in advance. Customers
can choose preferable location, transaction, date and time in advance from 3 hours to 7 days.
Diagrams of Digital Q-Matic via LINE OAAEON LINE OA:
Tab “Menu”,
choose “Other”

Rich Menu“Other” tab“Reserve Queue”“Reserve Queue”:
tab URL tocontinue
reservation

Choose“Language” and“Location”

Recheck all
information, tab“confirm”

Tab “request
OTP” andverification

Choose “Service”
then fill in
information forverification

Choose preferable“Date” and “Time”

6) Debt Collection Service Business
ACS Servicing (Thailand) Co., Ltd (ACSS) provides debt collection service under the Debt
Collection Act B.E. 2015, Regulations of the Bank of Thailand, “Debt Collection Supervisory Committee”
which were enforced since November 21, 2019 as well as Personal Data Protection Act B.E. 2562 as
well as the collection policy required by clients. The collection service of ACSS includes phonecollection, field service, and legal service.
Currently, ACSS has more than 900 experienced collection staffs in head office located in
Bangkok and 2 collection centers located in Konkean and Hatyai in order to operate debt collection
activity to clients. The compensations include collection fee from collected amount and legal fee fromlegal activities.
ACSS focuses on quality of service by using recording system to all call units, automatednotification letter, collection workflow and procedure to ensure each collection activity comply with ourpolicies and image of clients. Moreover, the company is committed to an information security policy
and environmental policy. Our information security policy is complied with a principle of ISMS and
ISO/IEC27001 whereas our quality management system is certified by ISO 9001 as well as theenvironmental management policy which is certified by ISO14001 from Bureau Veritas Certification(Thailand). These policies are applied to all operation sites including head office and collection center
nationwide.

277) Insurance Brokerage Services Business
The Company operates insurance brokerage service business by offering non-life insurance
product and life insurance product and as well provides a consulting service, gives advice to all kindsof customer both individuals customer and corporate customer i.e. corporative, government bodies
through various sales channels e.g. Telemarketing, Face to Face and Online which in line withcustomer’s lifestyle and following digitalization planning.
Various insurance products are as follows:
Type of Insurance
1. Motor Insurance
2. Compulsory - Delivery
3. Golf Insurance
4. Health Insurance
5. Travel Insurance
6. Personal Accident Insurance
7. Fire Insurance
8. SME Insurance
9. Group Insurance (Employee
Benefits)
10. Individual Life Insurance
11. Marine Cargo Insurance
12. Miscellaneous Insurance

Protection
Cover loss and damage of the insured vehicle, personal injury, death,property of third parties (parties) as well as other coverage as specified in
the policy.
Car insurance is mandatory insurance law required all cars to be insured,to protect and assist victims of the car.
This is insurance provide in coverage for loss or damage resulting from
accident playing golf.
Health insurance provides coverage for medical expenses generally,
including benefits of medical expenses.
Insurance provide in coverage for travel accident.
Provide coverage for loss or damage from an accident over 24 hours.
Protect insured properties such as dwelling, furniture, and other assets
caused by disasters.
Cover damage to buildings and property of the SME such as restaurant,
hotel restaurant, coffee shop, internet cafe, beauty salon and spa.
Cover Group Life & Health Insurance to corporate s employees which isadditional from Compensation Fund and Social Security.
Cover death and pay to throw the switch to the beneficiaries as specified
in the policy.
Provide coverage for loss or damage from accident and capacity forexporters and importers of goods between countries.
Such as all risks to direct physical or damage to property insured arisingfrom an external causes, public liability insurance, professional indemnity
insurance and etc.

The revenues of this business are mainly from commission income calculated as a percentage of total
sales and other income such as service income, advertising and marketing support and other incomessuch as income from issuing a policy, car tax and advertising and marketing support.

288) Overseas Business
The Company places great emphasis on overseas investments, especially in the CLM countries,
Cambodia, Laos, Myanmar which a group of economic with growth potential, an average economic
growth rate in 2023 is expected at 2.5- 6% per year, the most are working population at the age of 2030 years who have a relatively high demand for financial loans. Therefore, the Company sees it as
great opportunities in expansion to the CLM countries, thus the affiliates' business is likely to continue
growing in the future.
In the midst of economic volatility from several pressues in 2022, such as financial market
volatility and the global economic slowdown from rising interest rates, inflation and energy price crises,challenges in the business operations due to the COVID-19 pandemic situation and political tensions
within the country affecting the growth of the global economy and the economy of the CLM countries.
Details of the performance of each country are as follows;(1) Business in Cambodia
AEON Specialized Bank (Cambodia) Plc. (“ASB Cambodia”) established in 2011, which isa specialized bank providing credit card, personal loan, hire purchase, and car & motorcycle hire
purchase. The Company holds 50% of its share and AEON Financial Service Co., Ltd. holds another
50%. At present, ASB Cambodia has 14 branches located in Phnom Penh, Stueng meanchey, Siem
Reap, Battambang, AEON Mall Phnom Phen, Kampong Cham, Takeo, Banteay Meanchey,
Pochentong, Sihanoukville, AEON Mall Sen Sok, Chbar Ampov, Kampong Speu and AEON Mall Mean
Chey. Aeon Mall Mean Chey is a large shopping mall and being the third Aeon Mall in Cambodia in
which ready to serve more than 250 tenants and ready to provide full entertainment services tocustomers under the concept of “Edutainment Mall”. AEON Mall Mean Chey was officially opened since
December 2022.
For fiscal year 2022, ASB Cambodia generated revenues of 1,175 million baht, increased
by 4% y-y and net profit of 124 million baht, increased over 41 times of net profit last year.
(2) Business in Myanmar
AEON Microfinance (Myanmar) Co., Ltd. (“AEON Myanmar”) started to operate in 2013
with 100% of its shares held by the Company. Its head office located in Yangon City, which is acommercial hub and logistics in Myanmar.
For fiscal year 2022, AEON Myanmar was impacted by COVID-19 situation remaining from2021 and the political tension in the country, resulting in cessation of lending for new loans, but theCompany continues the debt collection of outstanding debts as usual.
In 2022, AEON Myanmar generated revenue of 17 million baht, decreased by 50% fromthe previous year. Net loss of 80 million baht.
(3) Business in Laos
AEON Leasing Service (Lao) Co., Ltd. (“ALSL”) has operated hire purchase business since2013 with 100% of its shares held by the Company. ALSL provides diversified hire purchase products
eg. car, motorcycle, gold, electric appliance, etc. At present, ALSL has 2 service branches in Vientiane
and Pakse.
For fiscal year 2022, ALSL generated revenues of 112 million baht, decreased by 1% y-y
and net profit of 13 million baht, increased 3 times of last year’s net profit.

29
Marketing and Competitive Condition
1) Customer characteristics
The Company has operated retail credit business as a non- bank institution, undersupervision of
the Bank of Thailand, which providing customers a wide range of financial services. The basic
qualifications required for our retail finance customers are to be aged 2 0 years old and over and to haveregular income and possess of a secure job and etc. However, according to the Labor Force Survey inthe fourth quarter of 2022 by the National Statistical Office of Thailand (NSO) at the Ministry of Information
and Communication Technology of Thailand, it was found that population aged 15 and over were 5 8.73
million people, 40.14 million were in the total labor force (ready to work) or accounted for the 68.34%( 3 9.59 million people who were employed; 0 . 09 million people were the seasonally inactive labor force;and 0.46 million people were unemployed or represented 1.2% of labor force). Mostly, the employed werein the service sector, agricultural sector and production sector at 47%, 31% and 22% of employed people
respectively.
In 2022, the Coronavirus outbreak (COVID-19) situation began to subside and the country has beenreopened to travelers since July 1, 2022 and fully resumed without any Covid-19 document measures from
October 1, 2022, which stimulates the tourism sector. In 2022, there were 11.2 million foreign tourists, which
is an important factor in increasing business and household income. Despite, the growth of economy or thecountry's gross domestic product index figure indicates growth of 2.6%, it was below expectation due to thedecline in the export sector and industrial production which has been pressured by inflation and the economic
recession in Thailand’s important trading partner such as the United States and Europe, as well as thegeopolitical conflict situation. The NESDB estimates that the overall Thai economy will continue to grow at
a rate of 3.2-3.6% in 2023, which will stimulate private consumption. However, in the past year 2022, due
to the Covid-19 pandemic has just begun to relax and economic growth has not been fully resumed. In
addition, increasing in the inflation rate, and the ending of moratorium program for customers who were
impacted by the pandemic. Moreover, the household debt to gross domestic product rose to 86.9% in the
fourth quarter, which subsequently affected the overall asset quality of the financial sector, which causing
the financial operators and the Bank of Thailand to be cautious. However, in 2023, inflation rate andhousehold debt likely to decrease due to continuously expanding on GDP.

302) Competitive Conditions
Credit Card Competitive Condition
The credit card business is having several service providers in the industry, in which can be categorized
into bank players and non-bank players and being undersupervision of the BOT.
Credit Card Industry Overview
Since the outbreak of COVID-19, consumer behavior has changed abruptly towards purchasing ofgoods and services through online channels. There is an expansion and emergence of various online
platforms including technology development for spending and making payments via cards being moreconvenient for consumers, causing the total amount of spending on cards via online channels continues togrow steadily.
At the end of 2022, the total number of credit card accounts of commercial banks and non-bank credit
card companies grew by 3.6% from the end of the previous year, representing an increase of approximately
0.89 million accounts from the previous year. At the end of 2022, there were 25.74 million credit card accounts,
divided into 15.95 million credit cards issued by non-bank credit card companies, a growth of 25.1% from theprevious year, and 9.79 million credit cards of commercial banks or a decrease of 19.1% from the previous
year. The outstanding balance of credit cards from non-bank companies amounted to 240.80 billion baht, an
increase of 34.2% from the previous year. In the same period, the outstanding balance of commercial banks'
credit card outstanding amounted to 242.17 billion baht, or decreased. 13.1% from the previous year. The
non-bank credit card accounted for 62% by number of cards, the proportion significant increased from 51% oflast year and accounted for 50% by outstanding loans, increased from 39% of last year. The incident is due toa large commercial bank’s credit card business and unsecured personal loan business have been transferred
to non-bank company which was established to support the restructuring of the bank.
Table of the number of Credit Card and Credit Outstanding in Thailand
Number of Account(million accounts)
Commercial Banks
Non-Bank
Total
Credit Card Outstanding(billion baht)
Commercial Banks
Non-Bank
Total

2018

2019

2020

2021

2022

10.59
11.51
22.10

11.62
12.00
23.62

11.73
12.43
24.16

12.10
12.75
24.85

9.79
15.95
25.74

2018

2019

2020

2021

2022

253.43
165.31418.74279.43177.66457.09272.92176.81449.73278.74179.44458.18242.17240.80482.97

Credit Card Account Receivable(Billion Baht)

Number of Credit Cards (Million Cards)
15.95
11.51
10.59

11.62 12

2018

2019

11.73 12.43

2020
Bank

12.75
12.1

2021

Non-Bank

9.79

2022

253.43
165.31

2018279.43272.92278.74242.17 240.8

177.662019

176.81

2020
Bank

179.44

2021

2022

Non-Bank

Source: Bank of Thailand
Note: - ‘Total number of accounts means the number of credit card service accounts with outstanding credit balances at the endof the reporting month.’- ‘Credit Outstanding’ refers to the outstanding balance as a result of purchases, accrued interest, fees, and cash advances
as at end of the reference month.

31
Credit card industry competition
According to BOT source, at the end of February 2023, the credit card industry has total cards of
25.82 million cards, increased 3.5% from February 2022, and outstanding account receivable of 462.43
billion baht, while the Company’s credit card receivable outstanding was 43.47 billion baht, increasingfrom 39.32 billion baht or 11% from last year, representing by 9.4% of industry credit card outstanding,increasing from that of 9.1% in the previous year.
Personal Loan Competitive Condition
The Personal Loan business is having several service providers in the industry, in which can be
categorized into bank players and non-bank players and being undersupervision of the BOT.
Personal Loan Business Overview
In 2022, the personal loan accounts (not inclusive of vehicle title loan) increased by 20.3% from
14.45 million accounts in previous year to 17.39 million accounts; 4.23 million accounts were fromcommercial banks registered in Thailand, increased by 16.9% y-y and 13.16 million accounts were fromnon-banks sector, increased by 21.5% y-y. In addition, total personal loans outstanding of industry at
the end of 2022 increased by 14.25% from the end of the previous year to 601.63 billion baht which canbe attributed to commercial banks registered in Thailand constantly at the amount of 285. 9 billion baht,
increased by 2.6% y-y and non-banks in the amount of 315.74 billion baht, or increase of 27.3% y-y.
The non-bank shares segmentation in number of loan account and outstanding of 76% and 52%,
respectively.
Table of the Number of Account and Outstanding of Personal Loan (not inclusive of Vehicle Title
Loan) under supervision in Thailand
No. of Account(million accounts)
Commercial Banks
Non-Bank
Total
Personal loan Outstanding(billion baht)
Commercial Banks
Non-Bank
Total

2019

2020

2021

2022

3.45
10.08
13.53

3.11
10.10
13.21

3.62
10.83
14.45

4.23
13.16
17.39

2019

2020

2021

2022

220.74235.00455.74193.04236.86429.90278.59248.00526.59285.89315.74601.63

Number of Personal Loan Account (exclusiveof Vehicle Title Loan) (Million)

Personal Loan Receivable (exclusive of Vehicle
Title Loan) (Billion Baht)

13.16
10.08

3.45

2021

10.10

3.11

10.83

3.62

2022

2021

Bank

Non-Bank

278.59248.00220.74 235.00

236.86
193.04

2019

2020

2021

Bank

Non-Bank

315.74285.89

4.23

2022

2022

Source: Bank of Thailand

Personal loan industry competition
According to BOT source, at the end of February 2023, the personal loan industry reported thetotal outstanding of personal loan (not inclusive of vehicle title loan) under supervision amounted to602.22 billion baht, increased by 14% from the previous year, while the Company has total personalloan outstanding at February 28, 2023 amounted 44.88 billion baht, decreased from 45.70 billion baht
or 1.8% from the previous fiscal year and shared 7.5% of the industry’s personal loan (not inclusive of
vehicle title loan).

32
Hire Purchase Competitive Condition
Car and Motorcycle Hire Purchase business is a form of financial service. At present, the Cabinet
has approved a draft Royal Decree governing car hire-purchase and leasing businesses to be under
the Financial Institutions Act and authorizing the Bank of Thailand for their supervision and inspection
power, which the main objective is to prevent the car hire-purchase business from overcharging interest
rates than customers' ability to repay debt. This will result in the hire purchase business being abusiness under the supervision of the Bank of Thailand upon the announcement of the Royal Decree.
In addition, the contract committee announced the car hire-purchase business and motorcycles arecontract-controlled businesses by controlling the effective interest rate not over 10% for new car hirepurchase, not over 15% for second-hand car hire-purchase and not over 23% for motorcycles hirepurchase contracts. However, the new regulation has been announced in the Royal Gazette andeffective from January 10, 2023.
In regards to regulatory developments, the Company was not affected as its effective interest
rates was lower than the new interest ceiling. Such legislative changes, on the other hand, have apositive impact on the industry as a whole in terms of reducing legal risks as well as the developmentof market conduct and asset quality in the long run.
Currently, the Company has focused on providing motorcycle hire purchase loans. The target
customers are general individuals with low to medium income levels using motorcycles as a vehicle byemphasizing on hire-purchase loans for motorcycles that are popular in the market such as Honda,
Yamaha, Suzuki and Kawasaki. The company also extended the hire-purchase business by adding Big
Bike motocycles in the mentioned brands, Triumpsh and Royal Endfield brands.
According to the statistics from the Land Transportation Department, the number of newly
registered motorcycles was 1.97 million in 2022 increased 12% from 1.76 million in the previous year.
In 2022, the motorcycle market was stable with slow growth amid the higher inflation rate, the lower
than expected performance of manufacturer industries and export sector which affected consumers’purchasing power especially the target of motorcycles market. Still, competitive pricing among business
operators continued, as well as new models launching. The big-bike market continued a steady growth,in comparison to typical motorcycle market. The remaining issue needed to be monitored is thebusiness supervision by regulators which controlling the effective rate and effective since January 10,
2023.
Used Car Hire Purchase Competitive Condition
Used car hire purchase business it is classified as a form of financial service, in which the contract
committee announced the car hire-purchase business and motorcycles are contract-controlled
businesses by controlling the effective interest rate not over 15% for second-hand car hire-purchaseand announced in the Royal Gazette, effective from January 10, 2023. The target customers are
ordinary individuals with a middle-income level who use a car as a vehicle.
For the year 2023, Thailand economic situation is expected to continue recovering amid theeconomic risk factors that may cause a global recession in which must be closely monitored. The
Company continues to develop digital transaction channels to enhance convenience for customers. In
addition, AI system will be adopted in the process to investigate the car’s condition for loan approval toensure customer’s confidence. It is expected that in 2023, however, the second-hand car hire-purchasebusiness will gradually continue to improve.
Debt Collection Service Business Competitive Condition
Debt collection business is highly competitive both from large collection company and local
collection company. However, ACSS can its competency in terms of quality of service, data security,
expertized collector, coverage of collection center in strategic location, and credential of clients which
all of them are key factor for clients to select outsource collection partner. Moreover, ACSS also haveeconomy of scale advantage from the number of clients in the collection service.

33
Insurance Brokerage Services Business Competitive Condition
The insurance business has grown steadily over the years. The non-life insurance sales grew by
3.5 - 4.5 percent compared to the year 2021, due to the economic recovery, the outbreak of Covid-19
has begun to unfold, resulting in the increase of domestic and international tourism. On the other hand,
the life insurance sale grew in decelerate rate by 0.45% in comparison to 2021. The most popular
insurance product in the year 2022 is the rider insurance, especially for healthcare and critical illness
coverage, as well as pension life insurance products because people have higher awareness healthcare and preparation for the health issues.
In addition, the market behavior has changed towards online channels. The turnover of online
channels in insurance is growing rapidly. The Company has adjusted a strategy to align with the market
change, which is to implement the online insurance sales strategy via AEON THAI MOBILE to serve
AEON card customers. Moreover, it has focused on various technologies development, which may
increase efficiency and effectiveness in sales to maintain its competitiveness. For corporate customers,
the Company also has significant growth. The Company has been trusted by leading corporates,
including government organizations which select the Company’s services. The Company also provide
consultations and advices on the warranty and claim services to customers.

Overseas Business Competitive Condition
The Company has focused on expanding business overseas, especially to neighbor countries in
ASEAN such as Cambodia, Laos and Myanmar Laos which has economic growth potential, average
economic growth rate 2.5-6% per year in 2023. Besides, most of population has average age only 2030 years old, which is working age and has high demand of financial credit service. In addition, theconsumers’ currently changing lifestyles as well as the integration of ASEAN causing important financial
collaboration such as encouraging the use of local currency in payment of goods and services andinvestment, retail payment link and electronic money transfers across the country are good
opportonities for expanding business to these countries and this company group is likely to constantly
grow. However, it also attracts more international competitors.

Web Business Service Competitive Condition
Nowadays, the number of Internet users using online services is growing rapidly. As a result,many business sectors have started to focus on online service channel development for their customers
on both PC and Smartphone platforms. The development of Smartphone applications has also become
a popular trend, where customers can conveniently download and install applications for themselveson their Smartphone. There are numerous online services currently available for customers, such as
online member registration, credit card registration, online inquiries and member profile editors. In
addition, there is an online payment service where customers can make many types of payment online
conveniently and securely.
Regarding the market situation mentioned above, our company aims to become “ the financial
credit service company with complete digital online solutions” . We are focusing on enhancing andimproving an online card acquisition channel and document collection. We will use the campaign
management to offer special privileges and services to fit customer needs. Furthermore, we plan toenhance online payment options and adapt cutting-edge technology to create new opportunities serving
the online e-commerce market.

343) Competitive Strategies
The Company’s competitive strategies consist of:
1. Utilization of Customers’ databases
The Company has established a customer database which classifies their characteristics suchas age, gender, occupation etc. The Company uses this information in developing and preparing
marketing plans to provide beneficial services and information to increase customer satisfaction.
2. Speedy Service
The Company has focused on providing speedy financial services to its customers through theuse of up-to-date technology. Currently, the Company has implemented Electronic Data Capture (EDC)
to enhance speedy credit approval process. The Company also provides a cash advance and cash
revolving card service through our ATMs and offers personal loans. Moreover, the customer can apply
for credit approval and ask for payment information on the Internet at www.aeon.co.th and AEON THAIMOBILE Application
3. Variety of Products
Increasing the range of new products or services is aimed at maximizing its ability to meetcustomer needs. The Company’s credit card offers 2 of credit types. The first one is credit card which
the customers can receive a credit service at any stores with symbols of master card, VISA and JCB
and UnionPay which located inside or outside the country including making an installments paymentloan transaction via the company website channel, member stores, IVR system and AEON THAIMOBILE Application. Secondly, the customers can use member card make a installments payment loantransaction at any member stores including withdraw cash via Aeon ATMs, participating commercial
banks. The company focus on adding benefits for card holder to be more usable especially conveniencein use of card in customers daily life.

4. Expansion of Member Stores
The Company mainly focuses on large retail stores such as supermarkets and department stores.
These stores provide consumer goods needed on a daily basis. Also, with respect to member store
expansion for credit cards, the Company has issued more international credit cards for the worldwide
network spending.

5. Centralization and Nationwide Networks
The Company has branches and service counters throughout the country. To ensure the same
standard of services, the Company has a full centralization center in all regions including the North,
Northeast, Central, and South. This not only reduce the operation time and operating costs, but also toincrease efficiency in providing a full range of services. Aiming to provide more convenience for cardholders,the Company has installed ATMs nationwide.
4) Pricing Policy
Policy to set interest rates and other fees for all Company’s services depends on the competitive
condition in the market in which interest rates and other fees of major competitors are considered aswell as in line with the regulations of the Bank of Thailand for credit cards and personal loans under its
supervision. In addition, the Company also considers the funding cost and operating costs so that it will
not set interest rate and other fees lower than its funding and operating costs, while in compliance withthe supervised regulations. In addition, the Company does not have a pricing policy to dispute market
price for maximum benefit of customers.
5) Distribution Channel
The distribution channels of the Company consist of,
1. Credit Cards’ Recruitment Campaign
The company launches a daily campaign to recruit the customers at several populous areas suchas office complexes, shopping centers and department stores. Furthermore, Customers are able toapply for credit card and member card via AEON THAI MOBILE Application in order to facilitatecustomers.
2. Member Stores and Merchants
Besides the member stores and merchant partners of the Company, the Company’s international
cardholders can use their credit cards at MasterCard, VISA, and JCB merchants and member storesworldwide.

35
3. Service Network
As of February 28, 2023, the Company has provided refined services at 104 branches; 31
branches in Bangkok and 73 branches in the provinces, with more than 5,846 EDC machines installed
in several department stores and member dealers for enhancing the speedy processing of hire
purchase transactions. In addition, the Company has located 146 ATMs in Bangkok and provincial area.
4. Advertising
The company has the strategy to advertise our product and service such as credit card, personalloan in various media channels on online and to reduce the use of some traditional media. In current
situation, the media that are highly active are, for instance, Social Media (Facebook, Google, Youtube),leaflet and other media such as BTS, MRT as well as AEON THAI MOBILE Application.
5. Promotional Activities
The Company regularly arranges promotion campaigns through its own activities and also joins withpartnership such as Trade Show, Event & Exhibition to support the promotional activities and direct to thetarget customer.

36
Supply of Products and Services
1. Source of Funds
The Company’s source of funds as of February 28, 2023 can be summarized as follows:
Type of credit

Overdraft and Short-term loans

Current portion of long-term loan
and debentureLong-term loans and debenture(see risk factors section)
Shareholders’ equity

Currency

Amount (Million)

USD
THB
LAK
MMK
JPY
USD
THB
JPY
USD
THB

18
3,440
140,827
8,248

THB

23,348

11,242230
1,800
28,903493
23,873

Note: The amounts shown for short-term and long-terms loan represented loan outstanding amount, and not net settled
by loan issuance cost of 53 million baht and debenture issuance cost of 39 million baht.

Securitization
In order to build a strengthen financial structure by reducing debt leverage, enhancing return on
equity, reducing funding cost and diversify a new source of long term fund.
The company started the securitization contract under the Receivables Sale and Purchase
Agreement since 2004 to 2015. On March 20, 2015, ATS Rabbit Special Purpose Vehicle Company
Limited, has registered as a special purpose company for securitization project under the Civil andCommercial Code of Thailand with a registered capital of Baht 40,000, consisting of 2 preferred shares witha par value of Baht 100 per share and 398 ordinary shares with a par value of Baht 100 per share. The
Company invested in ordinary shares and preferred share of ATS Rabbit Special Purpose Vehicle Company
Limited in the amount of Baht 19,500. Such company got an approval for the securitization project fromthe SEC on October 2, 2015
On October 22, 2015, the Company entered into the Receivables Sale and Purchase Agreementwith ATS Rabbit Special Purpose Vehicle Company Limited which was registered as a special purpose
vehicle company under the Civil and Commercial Code of Thailand for the purpose of implementing or
facilitating the securitization in accordance with the securitization projects approved by the Office of the
Securities and Exchange Commission of Thailand (“the SEC”) on October 2, 2015 for transferred rights,
title, interest and benefits in respect of the Initial Receivables, the Future Receivables and the Additional
Receivables on the term of the Agreement.
Under the agreement, the purchase price of the Initial Receivables equal to the net book valueof receivables as of October 29, 2015 of Baht 456.08 million. As at October 29, 2015, the Company
received cash proceeds of Baht 433.27 million and the remaining balance of Baht 22.81 million were
paid by entering into a subordinated loan agreement of Baht 25.04 million. The revolving sale and purchaseperiod of Future Receivables and Additional Receivables commenced from October 30, 2015 and will beterminated in October 2025, approximately.
In addition, ATS Rabbit also appointed the Company to act as the service provider, which is
responsible for collection payments from the customers under the Receivable Sale Agreement andServicing Agreement.

37
The key financial information of Special Purpose Vehicle Companies for the year ended
February 28, 2023 and 2022 are summarized as follows:
ATS Rabbit

2023
000 Baht

2022
000 Baht

Statements of Financial Position
As at February 28

Total assets
Total liabilities
Total shareholders equity
Statement of Income

2,020,410
2,020,366
44

2,011,344
2,011,300
44348,025
152,567
92,634
95,9591,373
5,492

368,573
144,060
98,94982,0408,729

For the years ended February 28

Total income
Bad debts and doubtful accounts
Other operating expenses
Interest expenses
Income tax expense
Net profit

34,795

2. Credit Limit Approval
The Company has a credit process which covers credit policy, policy disclosure to the operations
officer, credit scoring, setting credit criteria, and reviewing credit approval and authorized person for
credit approval for enhancing the credit approval standard continually.

A. Policy of credit limit approval
For the initial qualification of the applicant, they must be at least 20 years old with monthly fixedincome, working status and also have contact phone number etc. For credit approval process, theCompany focuses on the point whether the customers have the capabilities to go on making repayment
in the future.
In addition, to avoid the Company’ s risk caused by many credit approvals for one customer, theCompany grants credit limit amount up to customer’ s categories based on the qualification of eachcustomer. Those credit granting is controlled by Credit Scoring System. Then, customers’ information
will be recorded in customer base via on-line computer system linking data with all branches nationwide.
Credit Scoring System is used to evaluate the creditability of the applicants by analyzing theirbasic information. The information obtained from Credit Scoring will be used as a benchmark for credit
control staff to be able to judge the applicants more quickly and appropriately in line with the Company’s
credit policy. Information such as customer information, payment history etc. , will be proved by credit
control staff before processing by the system. The system will score each applicant by his or her
information. This score grading will be used to calculate the credit limit for each applicant. Subsequently,
the credit control staff will compare the credit limit recommended by the system with the credit requestedby the applicant in order to conclude whether to approve or refuse that credit applicant.
Currently, the Company has started to adopt AI technology to develop the Credit Scoring modelto accurately assess the risks before credit approval and can adjust variables in accordance witheconomic conditions and current market situation quickly.

B. The main process for approving credit limit
1. Application process for credit services
Our staff or our dealers will initially verify the data in the application and documents to comply
with the company policy and the related regulations, and also pre-check the fulfillment and credibility of
documents.
2. Data and supporting documents investigating process
The Credit Control staffs start their credit investigating process by firstly checking the correctnessof the data on the application, and also check the sufficiency of supporting documents The Credit
Control staffs will check the customers’ information from database in company’s computer system andalso verify the customer information via appropriate channel. If such information is not clear, staffs will

38
verify their address at home and workplace additionally. Then, the staffs will analyze for the credit limit
according to the terms and conditions specifying in the policy of credit approval process including
checking credit bureau.

3. Credit limit approval process
On this step, processing system plays a role in analyzing data based on the analysis of the staff
and then the said system will summarize the maximum credit limit for each applicant in the form ofscores or Credit Scoring System, which is an efficient system that can standardize facilitate the staff inapproving the limit.
Normally, the Company’s approval period depends on types of credit, channel for applying for
credit and also types of customers. The Company’s members approval period has shorten comparedto ew customers as the Company has their information in the database and credit control staff will check
only their credit request history, payment history and outstanding and credit available balance.
For credit card, the criterion of cardholder has to comply with Rules, Procedures andConditions to Undertake Credit Card Business. And for Hire Purchase and Personal Loan approval, thecompany has to comply with Prescription of Rules, Procedures, and Conditions for Undertaking of
Personal Loan Business under Supervision for non-bank following Bank of Thailand’s notification.
Process after credit approval.

4. Process after the credit approval
After the credit approval, the staff will notify the result to the applicant. Also, the method of
notification depends on the type of credit services that the applicant applies for.

39
The scope of credit approval process

Credit control Department receives all types of credit request application
and also other supporting documents.

Applications are distributed to responsible staffs according to credit types.

Credit control staff investigates the application according to the following details:
1. The completeness of information in the application
2. The sufficiency and the clearness of all evidences
3. The database files from Company’s computer system
4. Verification and confirmation by telephone call (in some cases)

Application passed

No

Unable toCompany’s criteria

considerYes

Credit rating with checking
data provided by Credit
scoring system

No

Yes
Approve the credit limit according to the condition andcriteria of the Company, BOT and check Credit Bureau

Notify applicant or dealer for the Judgment result
according to each credit type

Reject theapplication withspecifying
reason40
C. Debt Collection Business
Regarding to pre-write off account receivable managed under the team which consists ofmanagement and staff for totally 1,300 persons, the key component in Retail financial service businessis debt management that has effective procedure and system in order to manage the debt which canbe categorized into 3 main functions as follows:

1. Technology
The Company has implemented one of the most advanced technologies both Hardware and Softwarewith auto dial to manage its customer database as online with Data Centralized concept in relation tocustomer risk level. Then, the assignment case to staff as POOLING strategy.

2. Monitoring and Managing
The Company has the philosophy of close monitoring and managing the debt by daily and monthly
strategy. It examines the collection performance as real time. Bangkok Center is centralized for all
databases of collection performance from each branch and regional center. This information is
examined and evaluated by the management who has authorized for making decisions to improve andsolve problems immediately. In addition, four centralized centers could support the business continuity
by each center and act as backup recovery sites among other things.

3. Collection Procedure
The Company has several collection activities. Once a debtor starts being default, the collection staffs
separated by type of loan and delinquent status, will promptly perform their job. The principal way is tomake phone calls to the debtor and the company also do automated collection activity of SMS or IVR.
All activities will be recorded in customer database. If the staff is unable to contact the debtor, company
will send a survey staff to investigate or check more information of the debtor. The collection activity
will be performed until closing period.
In addition, the Company’ s collection procedure is carefully implemented under Debt Collection Act,
B. E. 2558 ( 2015) , which were enforced on 2nd September, 2015 and “ Debt Collection Supervisory
Committee” , no.of time to contact customer for collection activities , which were enforced on 21st,
November 2019 and the Company has changed the expenses of Collection fees that under the Debt
Collection Supervisory committee regarding the determination of fees or any expenses in debt collection
which were enforced on 12th September, 2021.

4. Customers’ payment
The customer’s statements, calculated by the Company and require to pay within Date 2nd by AEON
THAI MOBILE application, Mobile Banking application, cash at Company ATMs, Counter Services,mPAY STATIONs, Lotus and Pay at Post. In addition, the payment can be made by bank account autopayment.
For Happy Loan, customer has to pay a monthly installment and the installment period varies from 3 to48 months depending on the value of the purchased goods or services. The average installment period
is 12 months. Monthly installments for Motorcycle hire purchase are 6 to 48 months and Auto Loan
maximum installments are 84 months. For personal loans and credit card, the customer may either pay
the full balance at one time or make a partial payment, the amount of which will be at least equivalent
to the minimum amount fixed by the Company and in line with BOT regulations.

3. Liquidity Management Policy
As the Company’ s core business is to provide credits to customers, therefore, the Company needs tofind sufficient source of funds to be in line with the growth of its loan portfolio. Annually, the Company
has to accommodate source of fund in advance according to the Company’ s forecast prepared by its
management. The Company’ s major source of fund is bank loan in both THB and other currencies,
including bond issuing, in which the Company has policy to keep appropriate ratio between short- term
and long- term loans and efficiency in management of funding cost. The Company will more diversify
on its source of fund in order to manage its fund more efficiently and strengthen working capital.
Moreover, the Company has a policy to seek fore variety sources of funding in consideration of minimum
cost of fund.

41
Properties to be used for business operation
OfficeThe Company leases the working areas for all business operation including head office, locatedon 388 Exchange Tower, Sukhumvit Road, Khwaeng Klongtoey, Khet Klongtoey, Bangkok 10110, and7 operation centers in Bangkok, Chiangmai, Khonkaen, Hat Yai and Sriracha. The details of the officerental location can be summarized as follows:
OfficeHead Office
Bangkok Center
Hatyai Center
Chiangmai Center
Khonkaen Center
Sriracha Center
Sermmit Center

Location
388 Exchange Tower, 26th-27th floor, Sukhumvit Road, Khwaeng
Klongtoey, Khet Klongtoey, Bangkok, 10110
699 Modernform Tower, 12th, 14th, 16th, 18th-21st Floor, Srinakarin
Road, Khwaeng Pattanakarn, Khet Suanluang, Bangkok, 10250
599 Moo 1 CP Tower, 1nd-6rd, 5thFloor, Airport-Lopburiramet
Road, Kuanglung, Hatyai, Songkhla, 90110
90 Airport Business Park (Tower A) 3rd - 4th Floor, and 92/1 Airport
Business Park (Tower B) 3rd Floor, Mahidol Road, Haiya, Muang,
Chiangmai, 50100
356/1 Moo 12 CP Tower Khon Kaen, 4th-6th and 8th-10th Floor,
Mittraphap Road, Muang Kao, Muang, Khon Kaen, 40000
15/79 Moo 4 Natchaya Building, 1st-6th Floor, Sukhumvit Road,
Surasak, Sriracha, Chonburi, 20110
159/8, 159/11, 159/16, 159/18 sermmitr Tower, 2nd 11th 14th floor,
Road (Asok) ,Khwaeng Khlong Toei Nuea, Khet Watthana,Bangkok
10110

In addition, as of February 28, 2023, the Company has a total of 104 branches: 31 branches arein Bangkok and the vicinity, and 73 branches are in provincial area. The details are as follows:
Bangkok and Vicinity Branches (31)
1. Huamark Town Center
2.The Mall Lifestore Thapra
3. The Mall Bangkapi
4. Future Park Rangsit
5. Fashion Island
6. Lotus's Rangsit
7. Lotus's Laksi
8. Big C Saphankwai
9. The Mall Ngamwongwan
10. Lotus's Pathumthani

17. Central Pinklao
18. Market Village Suvarnabhumi
19. The Mall Bangkhae
20. Mega Bangna
21. Centralworld
22. Maxvalu Laksi
23. Central Westgate
24. Big C Suksawat
25. Big C Bang Phli

11. Lotus's Navanakorn

27. Robinson Lat Krabang

12. Central Rama 2

28. Big C Ratchadaphisek

13. Robinson Samutprakan

29. Lotus's Srinakarin

14. Seacon Square

30. Central Rattanathibet

15. Imperial Samrong

31. Central Ladprao

26. Big C Rama 4

16. Big C Ratchadamri

Provincial Branches (73)32. Airport Business Park (Operation Center)
33. Central Chiangmai Airport
34. Big C Lamphun

69. Central Si Racha
70. Lotus's Ang Thong
71. Tops Plaza Sing Buri

35. Lotus’s Khamthieng

72. Big C Kalasin

42

36. Central Chiangrai

73. Central Khonkaen

37. Big C Lampang

74. Big C Roi Et

38. V-Square Plaza Nakhonsawan

75. Big C Nakhonphanom

39. Lotus's Tak

76. Sunee Tower Ubonratchathani

40. Big C Phetchaboon

77. The Mall Nakhonratchasima

41. Big C Phrae

78. Big C Surin

42. Big C Chiangmai

79. Big C Chaiyaphum

43. Big C Phitsanulok

80. Big C Buriram

44. Big C Kamphaengphet

81. Big C Si Sa Ket

45. Big C Sukhothai
46. Lotus's Uttaradit

82. Asawann Shopping Complex 1 Nongkhai
83. Sermthai Complex Mahasarakham

47. Tops Plaza Phayao

84.Central Udon

48. Tops Plaza Phichit

85. Robinson Mukdahan

49. Big C Nan

86. Big C Loei

50. Big C Lopburi

87. Robinson Sakonnakhon

51. Central Rayong

88. Central Hatyai

52. Robinson Chachoengsao

89. Lotus's Samui

53. Lotus's North Pattaya

90. Big C Hatyai 2

54. Lotus's Amata Nakhon

91. Lotus's Suratthani

55. Big C Chonburi

92. Central Nakhon Si

56. Central Chanthaburi

93. Central Phuket Festival

57. Robinson Prachinburi

94. Robinson Trang

58. Ayutthaya City Park

95. Ocean Complex Chumphon

59. Homepro Nakhonpathom

96. Lotus's Krabi

60. Lotus's Ratchaburi
61. Big C Mahachai

97. Central Suratthani
98. Big C Satun

62. Big C Phetchaburi

99. Big C Hatyai (Khlonghae)

63. Lotus's Suphanburi

100. P.C.Tower Suratthani (Regional Office)

64. Hua Hin Market Village

101. Lotus's Songkhla

65. Robinson Kanchanaburi

102. Lotus's Ranong

66. Big C Samutsongkhram

103. Big C Sa Kaeo

67. Central Salaya

104. Robinson Thalang

68. Robinson Saraburi

43
Other Assets
Apart from the Company s office which is used for business operation, the Company also has
other operating assets including office renovation, computers, cash dispensing machines, and officeequipment. The net book values of those assets as of February 28, 2023 were summarized as follows:
Accumulated
Depreciation

Cost

Items

(Unit:MB)

Office Renovation- Head Office

Net Book Value(Unit:MB)(Unit:MB)

399
671

347
582

52
89

1,917

1,636

281

Cash Dispensing Machines

66

57

9

Other Office Equipment

799

707

92

Total

3,852

3,329

523

-

Branch Offices

Computers

Account Receivables
Account receivables are considered as core assets of the Company since the Company’sbusiness is to provide various types of loans to the customers. As of February 28, 2023, the Company
and subsidiaries had the proportion of net account receivables of 88% of the total assets. Net accountreceivables are stated at the outstanding contract price deducted by unearned financing income andallowance for doubtful accounts.
Details of the net account receivables
Unit: MBFY2020

FY2021

FY2022

Amount%Amount%Amount%Loan receivable

38,661.51

50.98

39,416.62

49.22

38,877.93

46.39

Credit card receivable

32,037.87

42.24

35,443.55

44.26

39,849.60

47.55

4,975.30

6.56

5,099.28

6.37

5,011.21

5.98

8.96

0.01

15.20

0.02

4.35

0.01

155.700.21

101.75

0.13

68.63

0.07

75,839.34

100.0080,076.40

100

83,811.72

100

Hire purchasereceivable
Receivable fromrendering thecollection service
Receivable frominsurance broker
business
Total

Revenue Recognition Policy- Interest income and fee income from purposed loan, hire-purchase receivable, and credit card
receivable and personal loan are recognized on an accrual basis using the effective interest method.
- Commission income is recognized on the issue date of the policy.
- Collection service income is recognized on an accrual basis when service has been provided or uponsatisfaction of performance obligations.
- Dividend income is recognized on the date the Company’s right to receive payments is established.
- Other income is recognized on an accrual basis.

44
Policy for measurement and recognition of expected credit loss
The measurement of expected credit loss is a function of the probability of default, loss given
default and the exposure at default. The assessment of the probability of default and loss given default
is based on historical data adjusted by forward-looking information as described above.
For financial assets, exposure at default is represented by the asset’s gross carrying amount at
the reporting date.
For loan commitments, the exposure includes the amount drawn down as at the reporting date,
together with any additional amounts expected to be drawn down in the future by default date
determined based on historical trend, the Group’s and the Company’s understanding of the specificfuture financing needs of the debtors, and other relevant forward-looking information.
If the Group and the Company have measured the loss allowance for a financial instrument at an
amount equal to lifetime ECL in the previous reporting period, but determines at the current reporting
date that the conditions for lifetime ECL are no longer met, the Group and the Company measure theloss allowance at an amount equal to 12-month ECL at the current reporting date.
Policy for Allowance of Doubtful Accounts
The Company calculated allowance for doubtful accounts on trade receivables based on acollective approach by classifying a group of loans having similar credit risk characteristics and using
the historical loss experience including considering macroeconomic factors which might have an effecton the ability to repay the debt of the loan groups, for estimation of allowance for doubtful accounts ofeach loan group. The Company’s allowance for doubtful accounts shall not be less than allowance for
doubtful accounts fully provided for all receivables over 3 installments contractually past due in order tocomply with the notification of the Office of the Securities and Exchange Commission (the “SEC”).
• The Company and subsidiaries have written-off debts that are determined to be irrecoverable.
• Bad debt recovery is recorded as income in the statement of profit or loss when received. (SeeNote 3.2.2 and 5.4 in the Company Financial Statements).

45
Table for allowance for doubtful accounts/allowance for expected credit loss categorized bytypes of credits
FY2022

FY2021

FY2020(Unit: Million Baht)(Unit: Million Baht)(Unit: Million Baht)

3,880.17
701.07(956.49)3,624.75

4,050.36
680.82(851.02)

1,421.53
2,324.08
911.86(607.11)3,880.17

4,050.36

792.11
1,829.56(2,121.78)
499.89872.381,914.44(1,994.71)
792.11

196.09314.091,793.63(1,431.43)
872.386,278.79
5,230.94(5,509.39)
6,000.34

6,670.38
4,397.27(4,788.87)
6,278.79

2,343.75
4,427.26
3,923.69(4,024.32)
6,670.38

0.39
-

0.10
-

0.33
-

-

-

-

(0.11)

0.29-(0.23)
-

0.28

0.39

0.10

10,125.26

10,951,46

11,593.22

Credit Card
Balance brought forward
Impact of adoption of TFRS 9
Add Bad debts and doubtful accounts
Add Expected credit loss
Less Written-off bad debts
Balance carried forward
Hire-Purchase
Balance brought forward
Impact of adoption of TFRS 9
Add Bad debts and doubtful accounts
Add Expected credit loss
Less Written-off bad debts
Balance carried forward
Loans
Balance brought forward
Impact of adoption of TFRS 9
Add Bad debts and doubtful accounts
Add Expected credit loss
Less Written-off bad debts
Balance carried forward
Collection Service
Balance brought forward
Impact of adoption of TFRS 9
Add Bad debts and doubtful accounts(reversal)
Add Expected credit loss
Less Written-off bad debts
Balance carried forward
Total

46
Policy for investments in subsidiary and affiliated companies
As of February 28, 2023, the Company has investments in subsidiaries, associate and related companies, as
follows:
Proportion of
Investment(%)

Amount ofInvestment(Baht)

Special Purpose
Vehicles Co.

48.75

19,500SubsidiaryNon-life and life
insurance broker

100.00149,224,316

3. ACS Servicing (Thailand)
Co.,Ltd.

Subsidiary

Collection servicer

100.00175,349,088

4. AEON Specialized Bank
(Cambodia) Plc. **Subsidiary

Retail financebusiness inCambodia

50.00

323,580,000

5. AEON Microfinance(Myanmar) Co.,Ltd.

Subsidiary

Retail financebusiness in Myanmar

100.00455,403,307

6. AEON Leasing Service(Lao) Co.,Ltd.***Subsidiary

Retail financebusiness in Laos

96.29

107,333,108

Department Store

3.82

8,500,000

Companies

Relationship

1. ATS Rabbit Special
Purpose Vehicle Company
Limited.*Subsidiary

2. ACSI (Thailand) Co., Ltd.
(formerly AEON Insurance
Service (Thailand)Company Limited)

Types of Business

Related7. AEON (Thailand) Co., Ltd.

Holding shares and2 common directors

8. PT. AEON Credit Service
Indonesia

Related
Holding shares andsame group of major
shareholders

Consumer finance inIndonesia

2.59

19,071,550

9. AEON Asset Management(Thailand) Co., Ltd. ****

SubsidiaryNon-performing
assets management

98.00

24,499,700*The Company has the power to control over ATS Rabbit Special Purpose Vehicle Company Limited because the Company has power to appoint
the board of directors and rights to provide certain service which is significantly impacted by the performance of underlying assets and has rights
to get variable return from such company under securitization project.
** The Company has the power to control over AEON Specialized (Cambodia) Plc. in accordance with the requirement of TFRS No. 10 “Consolidated
Financial Statements”* * * The Company holds shares indirectly through ACS Servicing (Thailand) Company Limited and AEON Insurance Service (Thailand) Company
Limited with 3. 71%. On September 28, 2021, the meeting of the Board of Directors of AEON Insurance Service (Thailand) Company Limited, asubsidiary of the Company, approved the transfer of 104,000 shares of AEON Leasing Service (Laos) at a par value of 41 baht per share, totaling
4.26 million baht, to the Company. On December 3, 2021, such shares have been transferred. As a result, the investment proportion of AEON
Leasing Service (Laos) held by the company increased from 92.58% to 96.29% and cost increased from 103.07 million baht to 107.33 million baht.
**** On January 4, 2022, AEON Insurance Service (Thailand) Company Limited, a subsidiary had returned the insurance brokerage license to the
Office of Insurance Commission and had registered the change of company name at the Department of Business Development, Ministry ofCommerce as ACSI (Thailand) Company Limited, effective from January 4, 2022 onwards. On April 11, 2022, the meeting of the Board of Directorsof ACSI (Thailand) Company Limited (“Subsidiary”) passed a special resolution approving the dissolution of the subsidiary. On April 28, 2022, theannual general meeting of shareholders of the subsidiary resolved to approve the dissolution of the subsidiary company. The subsidiary hasregistered its dissolution with the Department of Business Development, Ministry of Commerce on June 30, 2022 and as of February 28, 2023, thesubsidiary is in the process of liquidation.
***** On August 2, 2022, the Company established a new subsidiary under the name "AEON Asset Management (Thailand) Company Limited"("Subsidiary") in which the Company holds 98% of shares with the initial registered capital of 25 million. baht, which has been fully paid. The
objective of the subsidiary is to purchase and manage non-performing assets and the Company holds shares indirectly in AEON Asset Management(Thailand) Co., Ltd. through ACS Servicing (Thailand) Co., Ltd. in the proportion of 1.00%.

47
1.3 Shareholding Structure
Shareholders
A) List of the top 10 major shareholders from total shareholders (6,050 shareholders) as the share registeredbook closing date on February 28, 2023, are as follow:
Name of Shareholders

No. of Shares%

1
2

AEON Financial Service Co., Ltd. / Japan

87,800,000

35.12

ACS Capital Corporation Limited

48,000,000

19.20

3

AEON Holdings (Thailand) Co., Ltd.

22,000,000

8.80

4

Thai NVDR Co., Ltd.

19,354,963

7.74

5

Mr. Chatchaval Jiaravanon1

7,700,000

3.08

6

MORGAN STANLEY & CO. INTERNATIONAL PLC15,500,000

2.20

7STATE STREET EUROPE LIMITED

5,064,117

2.02

8

SOUTH EAST ASIA UK (TYPE C) NOMINEES LIMITED

4,906,400

1.96

9SE ASIA (TYPE B) NOMINEES LLC

2,585,020

1.03

10

THAI LIFE INSURANCE PUBLIC COMPANY LIMITED

2,441,600

0.97

1Note: Morgan Stanley custodians 5,500,000 shares and UBS AG Singapore branch custodians 1,500,000 shares on behalf of
Mr. Chatchaval Jiaravanon.
Source: Thailand Securities Depository Co., Ltd.

B) The ultimate shareholders of AEONTS’s major controlling shareholders are as follows:
Shareholder/ Location

RelationshipNo. of Shares%

1. AEON Financial Service Co., Ltd.
/ Japan

AEON Co., Ltd. (Japan) is the
major shareholder.

87,800,000

35.12

2. ACS Capital Corporation Ltd.
/ Thailand

AEON Financial Service Co., Ltd.
is the major shareholder.

48,000,000

19.20

3. AEON Holdings (Thailand) Co., Ltd /Thailand.

AEON Co., Ltd. (Japan) is the
major shareholder.

22,000,000

8.80

157,800,000

63.12

Total ultimate shareholders of the Company

48
Shareholding Structure in Subsidiaries and Affiliated Companies
The Company has investment in subsidiaries and other affiliated companies as of February 28, 2023 as follows;
Company

Business Type

Ownership (%)

Subsidiaries - Domestic
1. ATS Rabbit Special Purpose Vehicle Company
Limited1

Special purpose vehicles (SPV)

48.75

2. ACSI (Thailand) Co., Ltd. (formerly AEON
Insurance Service (Thailand) Company
Limited)2

Life / Non-life Insurance brokerage services

100.003. ACS Servicing (Thailand) Co., Ltd

Debt Collection services

100.004. AEON Asset Management (Thailand) Co.,Ltd6

Non-performing assets management

98.00

5. AEON Specialized Bank (Cambodia) PLC

Specialized Bank in Cambodia

50.00

6. AEON Microfinance (Myanmar) Co., Ltd

Microfinance business in Myanmar

100.007. AEON Leasing Service (Lao) Co., Ltd3

Leasing business in Laos

96.29

Retail Department Store

3.82

9. PT. AEON Credit Service Indonesia

Microfinance business in Indonesia

2.59

10. ACS Trading Vietnam Co., Ltd4

Installments service in Vietnam

1.59

11. Rabbit Cash Co., Ltd5

Provide lending services through digitalplatform

18.00

Subsidiaries - Overseas

Other Affiliated Companies
8.

AEON (Thailand) Co., Ltd.

Note - 1The Company has the power to control over ATS Rabbit Special Purpose Vehicle Company Limited because the Company
has power to appoint the board of directors and rights to provide certain service which is significantly impacted by theperformance of underlying assets and has rights to get variable return from such company under securitization project.
2

ACSI (Thailand) Co., Ltd. (formerly AEON Insurance Service (Thailand) Company Limited), the Company’s subsidiary
has returned its insurance broker license to the Office of Insurance Commission on January 4, 2022 and on April 11,2022, the Board of Directors’ Meeting of ACSI (Thailand) Co., Ltd. had a special resolution to approve the Subsidiary’s
dissolution. The Subsidiary will register the dissolution with the Department of Business Development, Ministry ofCommerce on June 30, 2022. As at February 28, 2023, the Subsidiary is in process of liquidation.
3

The Company holds shares indirectly through ACS Servicing (Thailand) Company Limited and AEON Insurance Service(Thailand) Company Limited with 3.71% and On September 28, 2021, the Board of Directors’ Meeting of ACSI (Thailand)Co., Ltd. (formerly Aeon Insurance Service (Thailand) Co., Ltd.), a subsidiary, had a resolution to approve the transfer of
104,000 shares of AEON Leasing Service (Lao) at par value of Baht 41 totaling Baht 4.26 million to the Company.
Subsequently, on December 3, 2021, there was a transfer of shares, causing the percentage of ownership of AEON
Leasing Service (Lao) held by the Company to increase from 92.58% to 96.29%, and cost from Baht 103.07 million to
Baht 107.33 million.
4
On March 30, 2021, the Board of Directors’ Meeting of ACS Trading Vietnam Co., Ltd. (“ACS Trading Vietnam”) had aresolution to approve the increase of authorized share capital from VND 50,000 million to VND 330,000 million. ACS
Trading Vietnam registered its increased share capital on November 29, 2021. However, the Company waived the rights
to purchase the increased share capital. As a result, the Company’s proportion of shareholding in ACSTV decreased
from 20% to 3.03%. The Company has accounted for the retained interest as an investment in equity securities measured
at fair value through profit or loss whose fair value on the initial recognition was zero.
On December 27, 2022, the Board of Directors’ Meeting of ACS Trading Vietnam Co., Ltd. (“ACS Trading Vietnam”) had
a resolution to approve the increase of authorized share capital from VND 330,000 million to VND 630,000 million. ACS
Trading Vietnam registered its increased share capital on March 3, 2023. However, the Company waived the rights topurchase the increased share capital. As a result, the Company’s proportion of shareholding in ACS Trading Vietnam
decreased from 3.03% to 1.59%.

5
On March 29, 2021, the Company has entered into a Joint Venture Agreement with BSS Holdings Company Limited(“BSS Holdings”) and Humanica Public Company Limited (“HUMAN”) to incorporate a Joint Venture Company under thename of “Rabbit Cash Company Limited”, whereas BSS Holdings, the Company and HUMAN holds 77%, 18% and 5%,
respectively, of the shares. The initial registered capital is Baht 800 million.
6
On August 2, 2022, the Company has established a new subsidiary under the name “AEON Asset Management(Thailand) Company Limited” (the “Subsidiary”), whereas the Company holds 98% of the shares. The initial registeredcapital is Baht 25 million, which were fully paid. The objective of the Subsidiary is to purchase and manage non-performing
assets and the Company holds shares indirectly in AEON Asset Management (Thailand) Co., Ltd. through ACS Servicing (Thailand) Co.,

Ltd. in the proportion of 1.00%.

49
Shareholding Structure chart

AEON Thana Sinsap (Thailand)
Public Company Limited

Domestic

Oversea100%

100%
ACSI (Thailand) Co., Ltd*AEON Microfinance(Myanmar) Company Limited

100%
ACS Servicing (Thailand)Co., Ltd.

3.71%
AEON
LeasingService(Lao)96.29%
Company Limited

48.75%

50%

ATS Rabbit Special Purpose
Vehicle Company Limited

AEON Specialized Bank
(Cambodia) Plc.
1.59%

18.00%ACS Trading Vietnam
Co.,Ltd.

Rabbit Cash Co., Ltd

2.59%

3.82%

PT. AEON Credit Service
Indonesia Company

AEON (Thailand) Co., Ltd.

98.00%AEON Asset Management(Thailand) Co.,Ltd

1.00%

Note: *ACSI (Thailand) Co., Ltd. (formerly AEON Insurance Service (Thailand) Company Limited)50
1.4 Amounts of registered capital and paid-up capital
Registered Capital
250
million baht, Paid-up Capital
250
million bahtcommon stock
250 million shares, Preferred stock- shares Par value
1baht

1.5 Issuance of the securities
The Company issued debentures on February 28, 2023, details are as follows:
Informationof Debenture

Debenture
THB

Debenture
JPY

Debenture
JPY

Debenture
THB

Debenture
THB

1,000

7,000

10,000

1,000

1,700

Million THB

Million JPY

Million JPY

Million THB

Million THB

Type

NonGuaranteed
Debenture
Nonconvertible

Guaranteed
Debenture
Nonconvertible

Guaranteed
Debenture
Nonconvertible

NonGuaranteed
Debenture
Nonconvertible

NonGuaranteed
Debenture
Nonconvertible

Total unit

1,000,000 units

70 units

100 units

1,000,000 units

1,700,000 units

Par Value
Per Unit

1,000

100,000,000

100,000,000

1,000

1,000

THB

JPY

JPY

THB

THB

1,000

7,000

10,000

1,000

1,700

Million THB

Million JPY

Million JPY

Million THB

Million THB

5 years

5 years

3 years

2 years

3 years

Issue date

Nov 15, 2019

Dec 29, 2021

Nov 29, 2022

Feb 24, 2023

Feb 24, 2023

Maturity date

Nov 15, 2024

Dec 29, 2026

Nov 28, 2025

Feb 24, 2025

Feb 24, 2026

Redeemableoption(Put/Call)-None--None--None--None--None-

Collateral-None--None--None--None--None-

Guarantor-None-

Sumitomo
Mitsui Banking
Corporation,
Tokyo

Sumitomo
Mitsui Banking
Corporation,
Tokyo-None--None-

Credit rating

A(FitchRating)-None--None-

A(FitchRating)

A(FitchRating)Total Value

Remaining
value
as at
February 28,
2023
Tenor

Note: Details of Long Term Debentures are shown in Note to the Financial Statements No. 25

51
1.6 Dividend Policy
The policy for dividend payment of the Company is at the rate of not less than 30% of theCompany’s consolidated net profit. The Board of Directors’ resolution of dividend payment has to beapproved at the Shareholders’ Meeting unless it is an interim dividend distribution. The Board of
Directors authorized to approve the interim dividend payment before reporting it at the next
Shareholders’ Meeting.
The Company pays dividends to shareholders twice a year. The first dividend payment is paidout as an interim dividend, which will be distributed from the first half year operating results and thesecond dividend payment is paid out as an annual dividend, which will be distributed from the operating
results of the second half year.
For the Fiscal Year 2022, the Board of Directors’ meeting on October 4, 2022, resolved to pay
interim dividend payment at 2.55 baht per share and paid the dividend to shareholders on November
2, 2022. In addition, the Board of Directors’ meeting approved the final dividend payment for the Fiscal
Year ended February 28, 2023, at the rate of 2.95 baht per share, which will be paid after being
approved from AGM on June 20, 2023. The total dividend for FY2022 will be 5.50 baht per share or
36.0% payout ratio, totally 1,375.0 million baht. The Company has set the record date on April 26, 2023,
to determine the shareholders entitled to receive dividends.
The dividend payments of the Company compared to the previous year are as follow:
FY2022

FY2021

FY2020(Baht per share)(Baht per share)(Baht per share)

Interim Dividend

2.55

2.50

1.85

Final Dividend

2.95

2.65

2.65

Special Dividend

-

-

-

Total

5.50

5.15

4.50

Payout ratio

36.04%

36.24%

30.49%

52

2
Risk management

53
2. Risk Management
2.1 Risk management policy and plan
The Board of Director and all of the Management are well-aware about the importance of effective
risk management. Therefore, the Company had established the “Policy of Risk Management” as a
guideline for managing risk and improving methods and tools employed for quantifying risks to ensure
efficiency and effectiveness, and availability to support relevant risks that may occur in the future, plus,
to make sure that it aligns with the international standard of risk management, including identify risk,
risk analysis, risk assessment, and risk management which conduct under the Compliance Committee.
By this, the Government Committee has duties to control, monitor, evaluate and manage the company
operation to be in accordance with policies and official risk management guidelines.
In the year 2022, there were several of risk management related activities. The key points are
summarized as follows:
1. Review the result of the Company's annual Risk Control Self-Assessment (RCSA)
2. Monitor and control risks by using the Key Risk Indicator (KRI) on a monthly basis.
3. Follow up and control incidents (Incident Report).
4. Report risk assessment results and relevant information to the Compliance Committee andthe Board of Directors regularly.
5. Promote the awareness and knowledge about risk management to employee in thecompany, and create a shared organizational culture over risk management.
2.2 Financial risk management objectives
The Group’s and the Company’s Treasury function provides services to the Group and theCompany in coordinating access to domestic and international financial markets, monitoring andmanaging the financial risks relating to the operations of the Group and the Company through internalrisk reports which analyses exposures by degree and magnitude of risks. These risks include market
risk (including foreign currency risk and interest rate risk), credit risk and liquidity risk.
The Group and the Company seek to minimize the effects of these risks by using derivative
financial instruments to hedge these risk exposures. The use of financial derivatives is governed by theGroup’s and the Company’s policies approved by the Board of Directors of the Group and the Company,
which provide written principles on foreign currency risk, interest rate risk, credit risk and the use offinancial derivatives and non-derivative financial instruments. Compliance with policies and exposure
limits is reviewed by the internal auditors on a continuous basis. The Group and the Company do notenter into or trade financial instruments, including derivative financial instruments, for speculative
purposes.
The Group’s and the Company’s Treasury function reports quarterly to the Group’s and theCompany’s risk management committee, an independent agency that monitors risks and policies
implemented to mitigate risk exposures.
2.3 Risk factors on business operation
Market risk
The Group’s and the Company’s activities expose it primarily to the financial risks of changes inforeign currency exchange rates and interest rates. The Group and the Company enter into a variety ofderivative financial instruments to manage its exposure to foreign currency and interest rate risk,
including:• Cross currency swap to hedge the fluctuation exchange rate arising on translation of theGroup’s and the Company’s borrowings and debentures; and• Interest rate swaps to mitigate the risk of rising interest rates.
Interest rate risk management
The Group and the Company are exposed to interest rate risk because borrowings anddebentures carry floating interest rates. The Group and the Company, therefore, manage interest raterisk by the use of interest rate swap contracts to ensure that the Group and the Company do not expose
risks from the fluctuation of interest rate.

54
The Group’s and the Company’s exposures to interest rates on financial assets and financial
liabilities are detailed in the liquidity risk management section of Note 40.2.2.
Interest rate sensitivity analysis
The Group and the Company enter into interest rate swap contracts for all borrowings anddebentures carrying floating interest rate, hence, the Group and the Company do not expose torisks from the sensitivity of interest rate.
Interest rate swap contracts
Under interest rate swap contracts, the Group and the Company agree to exchange thedifference between fixed and floating rate interest amounts calculated on agreed notional
principal amounts. Such contracts enable the Group and the Company to mitigate the risk ofchanging interest rates. The fair value of interest rate swaps at the reporting date is determinedby discounting the future cash flows at the reporting date and the credit risk inherent in thecontract.
See Note 40.2 for the information regarding cross currency and interest rate swap contracts
and interest rate swap contracts as at February 28, 2023 and their related hedged items.
Foreign currency risk management
The Group and the Company have liabilities in foreign currencies, which are different from theirfunctional currencies. Foreign exchange rate exposures are managed within approved policy utilizing
cross currency swap contracts.
Foreign currency sensitivity analysis
The Group and the Company enter into cross currency swap contracts for all borrowings anddebentures denominated in different currencies from functional currencies. Consequently, theGroup and the Company do not expose risks from the sensitivity of foreign currency.
Cross currency swap contracts
It is the policy of the Group and the Company to enter into cross currency swap contracts tomanage the foreign exchange rate risk associated with borrowings and debentures.
In the current year, the Group and the Company have designated all cross currency swap
contracts as a hedge of their foreign currency borrowings and debentures. Regarding the review on theGroup’s and the Company’s policy and due to the increased volatility in foreign exchange rate, it was
decided that 100% of foreign currency borrowings and debentures be hedged.
The information of cross currency swap contracts outstanding at the end of the reporting period,
as well as information regarding their related hedged items, are presented together with the informationof interest rate swap contracts (see Note 40.2.2). Cross currency swap contracts assets and liabilities
are presented in “Derivative assets” and “Derivative liabilities” within the statement of financial position(see Note 26 for further details).
Liquidity risk
Ultimate responsibility for liquidity risk management rests with the Board of Directors of the Groupand the Company, which have established an appropriate liquidity risk management framework for
management of the short, medium and long-term funding and liquidity management requirements. The
Group and the Company manage liquidity risk by maintaining adequate reserves, banking facilities andreserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching
the maturity profiles of financial assets and liabilities. Details of additional undrawn facilities that theGroup and the Company have to further reduce liquidity risk are disclosed in Note 40.
See Note 40.4.1 for detail the Group’s and the Company’s remaining contractual maturity for their
non-derivative financial assets and financial liabilities with agreed repayment periods.

55
Credit risk
Note 5.4 and Note 3.2.2 detail the Group’s and the Company’s maximum exposure to credit risk
and the measurement bases used to determine expected credit loss, respectively.
Before accepting any new customer, dedicated teams of the Group and the Company responsible
for the determination of credit limits use an external credit scoring system to assess the potential
customer’s credit quality and defines credit limits by customer. Limits and scoring attributed tocustomers are reviewed and approved twice a year by the risk management committee.
Credit approvals and other monitoring procedures are also in place to ensure that follow-up action
is taken to recover overdue debts. Furthermore, the Group and the Company review the recoverable
amount of each trade receivables on an individual basis at the end of the reporting period to ensurethat adequate loss allowance is made for irrecoverable amounts. In this regard, the directors of theGroup and the Company consider that the Group’s and the Company’s credit risk are significantly
reduced. Trade receivables consist of a large number of customers, spread across diverse industries
and geographical areas. Ongoing credit evaluation is performed on the financial condition of tradereceivables.
Overview of the Group’s and the Company’s exposure to credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting
in financial loss to the Group and the Company. As at February 28, 2023, the Group’s and theCompany’s maximum exposure to credit risk without taking into account any collateral held or othercredit enhancements, which will cause a financial loss to the Group and the Company due to failure todischarge an obligation by the counterparties and financial guarantees provided by the Group and theCompany arise from the carrying amount of the respective recognized financial assets as stated in the
consolidated and separate statement of financial position.
The Group’s and the Company’s current credit risk grading framework comprises thefollowing categories:
Basis for recognizing
expected credit losses

Category

Description

Low credit risk
receivables(Stage 1)

The counterparty has a low risk ofdefault and does not have any pastdue amounts
Amount is > 30 days past due or
there has been a significant
increase in credit risk since initialrecognition
Amount is > 90 days past due or
there is evidence indicating theasset is credit-impaired

Lifetime ECL not credit-impaired

There is evidence indicating that the
debtor is in severe financial difficulty
and the Group has no realistic
prospect of recovery

Amount is written-off

Significant increase in credit risk
receivables(Stage 2)
Default receivables in credit risk
(Stage 3)

Write-off

12-month ECL

Lifetime ECL credit-impaired

See note 40.3 for detail the credit quality of the Group’s and the Company’s financial assets, as wellas the Group’s and the Company’s maximum exposure to credit risk by credit risk rating grades.

56
Capital risk
The Group and the Company manage their capital to ensure that the Group and the Company
will be able to continue as going concerns while maximizing the return to shareholders through the
optimization of the debt and equity balance.
The capital structure of the Group and the Company consists of short-term and long-termborrowings in Note 20, Note 23 and Note 24, long-term debentures in Note 25, lease liabilities in Note
22 and shareholders’ equity of the Group and the Company consist of issued share capital, reserves,
unappropriated retained earnings and non-controlling interests disclosed in Note 29.
The Group’s and the Company’s risk management committee review the capital structure on aquarterly basis. As part of this review, the committee of the Group and the Company consider the costof capital and the risks associated with each class of capital. The Group and the Company are notsubject to any externally imposed capital requirements.
See Note 40.5 for gearing ratio as at February 28, 2023
Fraudulent Risk
The Company is well aware of the risk from false statement provided by loan requestors(customers or contracted merchants) that could eventually lead to the company’s loss, since theCompany is not able to collect the debt from mentioned subjects. As a result, the Company might haveto written off the debt. In addition, the Company might be faced with the potential fraud risk from themisconduct activity of the credit officer who will intentionally misjudge or approve credit line and/or credit
limit to underqualified loan requestors.
To avoid the risk, the company has set up a standard procedure of data verification using in thecredit approval process; by doing a data screening in compare with in-house databases, checking
customer’s credit records from National Credit Bureau (NCB), and going through other given information
appeared on customer’s application. In case, if there found of any suspicious information, company will
have that information circulate to National Anti-Corruption Commission (NACC) to inspect further
relevant information and to gather additional evidence (as appropriate).
Moreover, the Company has also set up risk management plan, giving the role for Quality Control
Division of the Credit Control Department, an independent unit, to conduct a random inspection of credit
approval to ensure that it is in accordance with the Company’s criteria. Furthermore, the Credit Control
Department has to analyze the quality and the detail of the delinquent customer to review and seek forthe root cause so as to further improve our credit criteria.
Operational Risk
Operational risk refers to the risk of loss arising from inadequate or failed internal processes,
people, systems, information technology, and external events/factors. The operational risk usuallyarises from business activities and operation.
In order to manage the risk, the company has standard of procedure for each work flow/process.
Employees shall be able to understand the process and operate effectively to meet with the company’s
standard. Moreover, the company establishes a Policy of Operational Risk Management, and the Policyof Emergency or Immediately Incident Reports on particular accident/event to handle with therisk/incident occurring. This is in order to govern, monitor, and manage the risk and/or incident with its
loss to be within acceptable level.
The Compliance Committee has been appointed to governance and supervise on risk
management across the company and subsidiary company that in Thailand and oversea. The
Compliance Committee will be received monthly risk management reports for acknowledgement,
discussion, and review on the risk management report to ensure the effectiveness of company operationand manage the risk to be within low or acceptable level.
The Company developed many tools that support operational risk activities for identifying,assessing, monitoring, reporting and mitigating the operational risk issue of all internal process andactivities. Therefore, all departments are required to conduct the Risk and Control Self-Assessment(RCSA) and reviewed annually. The risk assessment is to consider inherent risk, existing control, andresidual risk of each risk. The results of risk assessment are prioritized to retrieved company top risk
before providing the annual risk management action plans to mitigate the risk and to ensure residual

57
risk is within acceptable level. Moreover, all top risk of company is monitored by the set of Key Risk
Indicators (KRI) on monthly basis.
Incident Management
The Company has set up Risk Management Department to monitor on incident happening. All
incident must be recorded in detailed. From the overview of events, impacts, financial and non-financial
losses incurred, including corrective actions and preventive actions to prevent recurring. The incident
information will be used for enhancement and improvement the existing control and risk mitigation, tobe more effective risk management and risk remedy in the future.
Business Continuity Plan
The Company also has Business Continuity Plan (BCP) to ensure continuity of key businessactivities during an event of crisis/disaster. In case of crisis and natural disasters that may occur, thecompany, then, can be able to provide continuously service to customer. The plan has been annuallyrevised and tested with all departments involved. The core system and key company’s operation
activities/process are rehearsed annually to ensure the Company’s efficiency to perform daily operation
during crisis (if any).
Outsourcing management
The Company has established a policy for managing outsourcing services including third parties.
This policy regulates external service providers, especially who operates on behalf of the Company, toguarantee that their processes are aligned with operating standards of the Company, the Group ofCompany and other relevant regulations. In this regard, the Risk Management department also hasregistration’s list of the Company's external service providers including third parties, which are classified
according to the scope of services/products provide by the external service providers, to be able tocontrol as appropriate. The main categories are as follows: 1) Outsourcing service providers who work
on behalf of the Company 2) Credit agents 3) Sellers of goods and services to the Company 4) Partnercompanies 5) Government agency or service provider that is the main accredited government agency
etc. Company embeds control in all aspects related to external service providers, such as, process ofchoosing an external service provider, Master Contracts (include subcontractors of external service
providers), Management of the Company's customer information. Protecting customer data must bealigned with operational standards to ensure the accuracy and security. The Company also considers
the risk management of external service providers as well as annual audit of third-party services toreduce risks and ensure the quality of service from outsource as well.
Risk of Data loss or information leakage
The Company is well-aware that business operation relies on huge confidential information which
also include with the customer information and customer transaction. Hence, the risk might arise frominformation loss, including data leakage. Should there be any incident, error of operation, report on
action that is not align with the procedure manual or manual is not update, or there are intentionallydestroy, copy, or leak of the information that may also cause significant adverse effects to theCompany’s reputation and operation.
Therefore, the Company is more concern on securing information, such that information must be
store in secure place and disclose to only authorized person (as appropriate) to their responsibility. An
inappropriate access might cause significant adverse effects to the Company. The Company has
determined authorized person to access the information as appropriate to their position andresponsibility. User & password and access ID being used to control access Information system ofCompany. In 2015, the Company implemented “Finger Vein Scanner” as a method of biometricauthentication that uses pattern-recognition techniques based on human finger vein patterns beneaththe skin's surface to identify individuals and verify their identity to protect unauthorized information
access. So, the Company can reduce the risk and likelihood of information leakage more efficiently.
The Company had upgraded existing applications into the computer network so called “THIN
CLIENT NETWORK” to share necessary information and applications. Furthermore, the Company also
provides confidential data backup by backing up with tape recordings (Magnetic Tape), for which it hasdetermined the period of recording as appropriate in enhancing the security of the data. The Company
has delivered the tapes outside the Company to be stored in a secure place according to international
standards. And the company has also reviewed various restoring methods so that the key processesor the Company's core processes can be operated continuously, even if there are any event that
impacted to the Company.

58
In addition, the Company also implemented Information Security Management System (ISMS) to
all operational centers, including Chiang Mai, Khon Kaen, Hat Yai, Sriracha, Bangkok and all branches.
All centers and branches were certified ISO 27001:2022 and that create more confidence on efficient
protection from information leakage and ensure the adequate security controls protect the information
assets of the Company and give the assurance at satisfaction level of knowing that the Company isprotecting all information with controls which are the best practice and are commonly used by worldclass organizations.
Cyber risk
1. Objective
At present, Information Technology (IT) plays an important role in the business operation andservices of AEON Thana Sinsap (Thailand) Public Company Limited, which operates business under
the law on payment systems. The objectives of the requirements to consider the significance of
information technology risk governance are as follows:
1.1 To ensure there is a security of information technology systems to handle with cyber threats
and to monitor and manage information technology risks
1.2 To help optimize various information technology systems, reduce operating costs including
more convenient and faster
1.3 To ensure that the company has good information technology governance and security.
1.4 Reduces IT Risk and Cyber threats that affect trust of service users including payment
systems.
2. Scope
Executives, heads of departments and employees of various departments of AEON Thana
Sinsap (Thailand) Public Company Limited, which is an important payment system provider and is abusiness operator of payment systems under the law governing payment systems that are not financial
institutions or specialized financial institutions under the law governing financial institutions business.
3. Requirement
3.1 Requirements in consider significance to operation
3.1.1 The requirements shall be passed through a joint consideration of the significance ofthe relevant agencies, in particular, the agency operating in the field of information
technology (1st line of defense) and the agency responsible for managing information
technology risks and Supervise compliance with laws and regulations related to
information technology (2nd line of defense), including requiring approval from theassigned committee.
3.1.2 Requirements for considering materiality It must be considered under a framework thatconsiders the risks and impacts on the service or business of service providers andbusiness operators on a large scale (enterprise wide impact) or impact on the payment
system on a large scale (payment) system wide impact.
3.1.3 Must communicate and disseminate the rules to relevant agencies for
acknowledgment and implementation.
3.1.4 The implementation of the requirements must be reviewed at least once a year.
3.1.5 The requirements must be reviewed at least once a year and when there are significant
changes to ensure they are consistent with the level of risk and impact on service
providers and business operators or payment system
3.2 Risk identification
Potential IT risk events should be identified or actual including cyber threats and vulnerabilities
that affect Company business by information technology risk events. The impact that covers risks at the“High” level should be identified in the document “Operational Risk Management Standard ofProcedure” as follows
3.2.1
3.2.2

Financial Impact means the operation and/or events that affect the organization andcause financial damage.
Compliance and Regulatory Impact means the operation and/or incidents that violate
regulations, requirements, or violate important regulations and which have received a

59

3.2.3

written warning or any other equivalent or greater sanction from an agency governingcompliance with laws and regulations relating to information technology.
Customer Impact means the operation and/or events that affect, number of customers
as a percentage (%) of all active customers, number of customers contacting forcomplaints per year and significant customer loss or card cancellation.

Risk of Non-Compliance from the Government’s Control
The Ministry of Finance has issued a notification on Permission to Operate Credit Cards underarticle 5 of Section of the Announcement of National Executive Council No. 58 that delegate’s authority
to The Bank of Thailand to control the credit card business. In this regard, the Bank of Thailand also
issues BOT notifications with regard to the requirements and criteria in operating such a business aswell as determining interest rates and fees chargeable to customers, the qualifications of credit
cardholders and personal loan customers. The Company is authorized to operate a credit card businessand personal loans under supervision including electronic payment services in accordance with the
Bank of Thailand Notification No. SorNorChor. 9/2018 " Regulations on Undertaking Service Businessof Receiving Electronic Payment” of Section 24 of the Payment Systems Act B.E. 2560 (2017), theBank of Thailand, as the supervisory authority, has issued a notification regarding the requirements andrules for undertaking such business.
The Anti-Money Laundering Office has defined various measures to prevent and suppress
money laundering that includes the financing of terrorism in order to protect the country, people,
financial institutions, economic system and world society from money laundering, terrorism, fraud andcrimes. It has therefore enacted the Anti-Money Laundering Act B.E. 2542 (1999), The Counter
Terrorism and Proliferation of Weapon of Mass Destruction Financing Act B.E. 2559 (2016), Ordinanceof the Anti-Money Laundering for Financial Institution and non-financial institution following juristic
persons article 16 Anti-Money Laundering Act, including Ministerial Regulation prescribing rules andprocedures for customers’ due diligence B.E. 2563 enforceable in financial institutions and professions
who are non-financial institutions as prescribed in Section 16 of the Anti-Money Laundering Act. The
Company, as one of the professions under Section 16 has established a policy and procedure of antimoney laundering and combating the financing of terrorism (AML/CFT) and announced it for internal
enforcement. It regulates rules and procedures for customer identification (KYC), Customer Due
Diligence, risk assessment and management and suspicious transaction reports as required by law.
The Office of The Consumer Protection Board has issued the Announcement of the Committee
on Contracts and that the credit card business is to be a controlled business with respect to contracts
B.E. 2556 (2013) (and amended). This notification stipulates procedures and conditions for execution
contracts between companies as business operators and consumers having essence, for instance, thata contract shall contain Thai language which is clear, visible and readable, change of credit cardconditions, interest rates, penalty rates, fees, service fees including procedures in using the credit cardor any provision regarding the credit card shall be notified to consumers in writing not less than 30 days
prior to the effective date; in case of urgency, notification can be made by mail or posted in daily
newspapers not less than 7 days prior to the effective date and, if by mean of posting in a newspaper,
followed by the written notification of change, etc.
In addition, the Personal Data Protection Act 2019 (Personal Data Protection Act: PDPA), which
has extended its enforcement until June 1, 2022, the Company has prepared itself along with theemployee to be able to comply with the law, such as having a Privacy Policy, Consent management(collection, use or disclosure of personal information), Appoint Data Protection Officer (DPO) to monitor
and verify compliance with the PDPA for internal and external data (Customer information) andcoordinate with the Office of the Personal Data Protection Commission.
The Company has strictly adhered to respective laws, notifications and regulations. All process
and procedure had been timely updated and enforce in honestly comply with such regulations.
Corporate Compliance Department regularly performs independent review should any incompliancedirectly reported to the Compliance Committee with lesson learn and corrective action. In 2022, there
is none significance violation of regulation occurring.
The Company has set up a Corporate Compliance Department to act in coordination withregulators, follow up on legal regulations to supervise internal operations under the relevant regulations.

60
Risk from natural disasterTo ensure that the company can provide continuity of key activities, constantly service tocustomer and minimize operating disruption period during natural disaster. The Company has a backup plan to transfer some key operations such as collection, credit approval and customer service fromthe Bangkok Center to upcountry Centers. In addition, company’s property insurance against natural
disaster had covered all assets in both Head Office and branch in nationwide to insure all theseunforeseen risks.
Risk from Geopolitical
Due to the Company having a joint venture outside the country. Therefore, it is important to takethis risk into account. Because it can occur in a variety of forms, such as political, economic, social
problems, terrorism, threat of war, including the relationship between countries or regions, such as thewar between the Ukraine and Russia, etc. These factors may affect the contraction of the global
economy.
The company has held meetings with affiliated companies located in foreign countries regularly.
To provide a platform for the risk management team to have a presentation, exchange information aboutsituations related to the risks of each country.
Risk of an option to buy back Excess Defaulted Receivables from Special Purpose Vehicle
Company Limited (SPV) under the Securitization plan
The Company sold an amount of revolving 456 million baht non-recourse loan receivables to the
ATS Rabbit Special Purpose Vehicle Company Limited (ATS Rabbit) on October 29, 2015. The Special
Purpose Vehicle Companies were incorporated under the Civil and Commercial Code of Thailand to be
special purpose vehicles (SPV) under the Royal Enactment on Special Purpose Juristic Persons for
Securitization B.E. 2540 (1997) and under the securitization plan which was approved by the Office of
the Securities and Exchange Commission.
The Company has the option to buy back those excess defaulted receivables from the SPVs.
However, if the Company does not exercise the option or having exercised the option fails to repurchaseall such excess defaulted receivables from the Eternal 6 Special Purpose Vehicle Company Limited(Eternal 6) and ATS Rabbit Special Purpose Vehicle Company Limited, this non-exercise of failure shallconstitute a trigger event. This situation will not occur as long as the Company has performed gooddebt management. (For details of agreements relating to securitization transaction see Note to Financial
Statements No.42.2)
Risk from controlling of the major shareholder more than 50%
Currently, AEON group is a major shareholder of the Company holding 157,800,000 shares orthe equivalent to 63.12% of paid-up capital. This has resulted in the fact that the major shareholder cancontrol almost all shareholders’ resolutions which require more than 50% of the votes except for theagenda stipulated by the Laws or Articles of Association that must have a vote of not less than threequarters of the total number of votes. Consequently, other shareholders of the Company may not beable to assemble their voting rights in order to provide a check and balance to the agenda proposed by
the major shareholder
However, the Company has regularly monitored and assessed risk in all aspects. In order toevaluate the business environmental change and its effect, the Company holds a monthly risk
management meeting and department meeting which the executive directors and related executive
management join to consider how to improve strategy and reach targets. In addition, the Company hasmonitored risks by assessing other risk factors that might affect the Company’s achievement.

61
Risk of the Covid-19 epidemic
The Covid-19 pandemic has impacted on the world, including Thailand, particularly in terms of
the health and safety of employees. Although the situation is showing signs of improvement in the year
2022, the company continues to closely monitor the spread of the pandemic. The company reviewed
control measures and safety protocol related to Covid-19 to ensure that employees can work safely andefficiently.
In addition to health and safety of employees, the Company has also implemented BusinessContinuity Plan (BCP) that enable continuous operations and customer service under the Covid-19
pandemic situation.
Key solutions that the company has implemented during the COVID-19 epidemic are:
1. Working at the office: The Company provides staffs a strict control measures to comply such as
limiting the number of employees in working area by assigning Team A and Team B for work shift
to reduce risk of travelling during rush hour, checking body temperature before entering the office.
Staff requires to wear a face mask all the time while working at the office. The company provides
alcohol gel, hand sanitizers for employees, by placing them at various points. The company also
require staff to keep social distancing during working/meetings. Company allows employee to havefood at their own desks, to reduce the risk of infection etc.
2. Work from Home: The company also provides laptop for employees and allows them to work fromhome to reduce the risk of spreading of COVID-19, Company also takes user access right and IT
security into account, including using the chat program “Jabber” and setting up the forwarding of
office IP phone calls to employee’s phone to be a channel of communication within the company
during which employees work from different locations.
3. Stay at Home: In the event of a severe situation, or the top highly risky area declared by thegovernment including an announcement of any lock down in some areas. The Company
cooperates with the government by considering to close branches in such the announced area andto allow local employees to stay at home for staff safety. In the spread of this epidemic, thecompany starting this measure since March 2020.
In addition, the company regularly arranges the Crisis Management Meeting to monitor the COVID-19
situation, announcements from the government sector including human risk and impact to operationand service to customer. Moreover, this meeting is to solve problem in time (if any) and to ensurecompany business continuity and performance of operation management.
Emerging Risks
Risk of the Economic Situation
The Covid-19 pandemic has a direct impact on the economy, such as fluctuating product prices
and increasing inflation rates. Consumer behavior has also changed, leading to some groups of debtors
having reduce ability to repay their debts. As a result, there have been more delayed payments andincreased default rate.
However, the company has found that some customers are not directly affected by the
aforementioned changes. Furthermore, some customers have become more able to pay off their debts
due to the relaxation of government Covid-19 prevention measures (such as measures related tointernational tourist arrivals) and their ability to adjust changing consumer behavior.
Therefore, the company has reviewed its criteria for granting credit to align with the ability of eachcustomer group to repay their debts. In addition, the company has also improved its strategies andprocesses for debt collection to make them more effective, in order to reduce problem of late or missed
payments. Furthermore, the company has also taken steps to monitor changes in the behavior ofcustomers and adjust its approach accordingly.

62

3
Business sustainability development

63
3. Business Sustainability Development
The Company operates business with regard to the environment, society and good governance(ESG; Environmental, Social and Governance) and adopts the Sustainable Development Goals (SDGs)of the United Nations as a part of driving and developing the organization continuously in order to meetthe needs of customers and all groups of stakeholders and to be able to operate continuously underchallenging circumstances.
3.1 Sustainability Development Policy
With the concept of sustainability development, The Company operates businesses withawareness of social and environmental responsibility and seriously complies with the principles of good
governance. The company is a member of sustainability committee with companies in the group of
AEON Financial Service Co., Ltd., Japan. Which aim to achieve both the "realization of a sustainable
society" and "growth of the Group” based on AEON’s Basic Principles of "Pursuing peace, respecting
humanity, and contributing to local communities, always with the customer's point of view as its core”
Moreover, the company always review and develop products, services and operation process forcontinuity of business operations in challenging situation by taking into consideration of the expectationsof all stakeholders. The Company places great importance on the Sustainable Development Goals(SDGs) of the United Nations by adopting it as part of the operational guidelines for 14 goals.
Sustainability Goal
The company emphasizes on the United Nations Sustainable Development Goals (SDGs) as
the concept of our operations for 14 Sustainable Development Goals as follows;

Environment

SocialGovernance

The Company realizes theimportance of a sustainable
relationship between society andbeing a good corporate citizen by
supporting to set up AEON
Thailand Foundation since 2007
as well as sharing profits tocontribute to CSR activities with
the Foundation every year. The
Company gives an opportunity for
all employees to engage and topromote social and environmental
dimension with CSR activities.

The Company has been
maintaining importance in good
governance based on AEON Basic
Principles including, respects
human rights and AEON people,
promises to our customers, coworking with the community for its
growth and improvement of thequality of life , and deals fairly withour business partners as long as
respects the shareholders
resolutions.

To offer an innovation financial
services, supports customer’s
daily living that everyone isaccessible following the Company
philosophy “Customer-first”

64
3.2 Management of impacts on stakeholders in the business value chain
3.2.1 Company’s Value Chain
The Company realizes the efficiency of business operation as well as focusing on products andservices development to satisfy all stakeholders. The Company has analyzed the expectations ofstakeholders, activities/work processes in the business value chain in order to manage and meet the
expectations of stakeholders as follows:

The Company's core business is providing retail financial services to customers to meet theirlifestyles and satisfaction by taking into account of the need of financial services and the ability to repay
which resulting in providing the appropriate credit line to the customers. The financial products are
consisting of (1) credit card including AEON Classic Credit Card, Aeon Gold Credit Card, AEON Royal
Orchid Plus Credit Card, AEON Wellness Credit Card, AEON Big C Credit Card, AEON Rabbit Credit
Card, AEON M Gen Credit Card, AEON B-Quik Credit Card, AEON Club Thailand Credit Card, AEON
- UnionPay Credit Card, AEON J-Premier Credit Card and Corporate Credit Card (2) personal loan
which is a ready-to-use cash loan that facilitates customers with cash withdrawals anytime, anywhere
through ATM, cash withdrawal via AEON THAI Mobile Application with and without a card (3) hirepurchase loan which consisting of installment loans for the purchase of IT products, mobile phones,
gold purchases, motorcycle and used cars, etc.
The Company highly focuses on continuous development to enhance inclusion of financial
services to everyone. Therefore, products and services have been developed regularly with adoptionof digital technology into products and work processes, from the collection of information for analysis
and processing process to development of appropriate financial services and marketing to each groupof customers in order to meet various needs and fulfil their confidence and happiness.
The company regularly reviews and improves its work processes to increase efficiency, safety
and work environment. The company encourages all employees to participate in improvement
processes by consideratng suggestions from other employees and feedbacks from all stakeholders.
The company gives the utmost importance to the information security of customers, employees
and all groups of stakeholders. Therefore, the data security management system (ISO27001), thePersonal Data Protection Act (PDPA), as well as other relevant rules and regulations have been applied
as a framework for data security operations.
For employees, the Company always encourages employees to develop their knowledge andabilities and fully utilize their potential according to their roles and responsibilities and respect thediversity of colleagues without discrimination and finally, to build confidence among all groups ofstakeholders. The Company has a policy to operate its business with honesty, integrity, transparency
and ethics in accordance to the Company’s code of conduct.

65
3.2.2

Stakeholder Analysis and Action in the Business Value Chain

Stakeholders
Shareholders
AnalystInvestor

•

•

•

•

•

Forms andCommunication
Channels
Annual General
Meeting of
Shareholders.
Extraordinary
General Meeting(upon the occurrenceof an event).
Disclosure of
Quarterly
Performance
Providing Information
to analysts andinvestors.
Providing channel
inquiry to contact theCompany

Interest andExpectation
•

•

•

•

•

•

Stakeholders
Employees

•

•

•

•

•

Forms andCommunication
Channels
Organizing
orientation for new
employees.
Communicating
Information toemployees.
Prepare appropriate
learning courses for
employees at alllevels.
Providing channels
for suggestions,
reports orcomplaints.
Organizing employee
engagement andsatisfaction activities.

Receiving positive
returns andsustainable growth.
Receiving high andsustainable growth
in return on
investment.
Good corporate
governance,transparent andsustainable
management.
Effective riskmanagement
system.
Receiving correctand information
completed within
the specified
deadline.
Receiving clear
answers toquestions posed.

Company’s Action
Operating the businesswith positive andsustainable results under
corporate governance,transparency andverifiability.
Providing prudent risk
management.
Disclosing correct andInformation completed
and providing
convenience channels toaccess information.
Providing direct
responses to questions
posed and holding themeeting of Shareholders.
Also, giving responses totheir views in meetings.

•

•
•

•

Interest andExpectation
•

•

•

•

•
•

•

Recognizing andunderstanding theCompany’s business
operations.
Being acknowledged
the correct,
completed
information andproviding accessible
information channels.
Regularly developing
knowledge,
Capabilities andessential skills.
Able to convey theopinions, needs andcomplaints.
Providing a safe andhealthy workplace.
Facilitate theappropriate work
devices.
Gives the importanceof work life andpersonal life.

Company’s Action
•

•

•

•

•

Describe the history of
the company, business
operations including
rules and regulations onorientation day.
Providing appropriate
and various
communication channels
Prepare the appropriate
learning courses for all
employees’ level.
Listening to suggestions
and reports from
employees andprotecting
whistleblowers.
Providing and improving
occupational health andsafety workplace.

66

Stakeholders
Customers

•

•

•

•

Stakeholders
Competitors

Forms andCommunication
Channels
Meeting for exchange
point of view andcooperate on various
agendas.

Stakeholders
Business
Partners

Forms andCommunication
Channels
Satisfaction’s survey
conducted atbranches.
Satisfaction’s survey
after contact to theCustomer Service.
Listening tocustomer’s
suggestion via
company website.
Having online
platforms to make it
more convenienceand fast forcustomers.

••

Forms andCommunication
Channels
Selection andAssessment ofbusiness partners
operation.
Meeting, training,
visiting and exchange
opinions. And also
discussion for finding
new ideas andopinions.

Interest andExpectation
•

•

•

•

Providing products
and financial
services that matchcustomer’s lifestyle.
Providing services tocustomer withresponsibility andfair treatment.
Listen and takeaction toward
customer’s
feedback.
Always developing
quality of products
and services.

Company’s Action
•

•

•

•

Interest andExpectation
Operate the businessand compete withtransparency and fairtreatment.

Company’s Action
Creating fair competitive
conditions.

Interest andExpectation••

Fair Procurement
process andverifiable.
Fair trade

Develop products andservices to meet eachcustomer’s lifestyle.
Providing service tocustomers following
AEON Basic Principle
and “Customer-First”
philosophy.
Accepting customers
complaints and processes
within the time constraintof Service Level
Agreement (SLA)
Applying ISO27001;
Information Security
Management System(ISMS) and other related
laws and regulations toensure information
security for customers.

Company’s Action•••

Providing guidelines andprocedures ofprocurement process.
Disclosure of Anticorruption policy andcorporate complianceregarding no gift andentertainment policy.
Building good relationshipwith business partners.

67

Stakeholders
Creditors••

Stakeholders
Society andEnvironment

Forms andCommunication
Channels
Disclosure of financial
statement and related
information. Also,
preparing the report
within the specified
period.
Organizing activities
to strengthen
relationships.

Forms andCommunication
Channels
Organizing community
activity through the CSR
project.

Interest andExpectation
•

•

•

•

•

•

Interest andExpectation
•

•

3.3

Receiving Interest
and principal
completion within
due date.
Receiving correctand completed
information andoperating results.
Participating in
activities and always
communicating.

Company’s Action

Promoting andsupport CSR
activities in variety
kinds.
Providing helps
when thecommunity isdamaged from thedisasters.

Pay interest and principal
completed within thespecified period.
Disclosure correct andcompleted financial
statement and related
operating results.
Arranging activities thatstrengthen and maintain
good relations. And keep
communication.

Company’s Action•

Establishing AEON
Thailand Foundation andcontinuously support thebudget for society andenvironment development.

Management of Environmental Sustainability

3.3.1 Environmental Policy and Guidelines
The Company focuses not only stable business operation and sustainable growth but we also
realizes the operating under good corporate governance which has responsibility to all
stakeholders. The business would grow sustainably in the long term as long as aware of socialand environment responsibility.
The Company emphasizes conducting business with environmental responsibilities, although
it slightly impacts on the environment from operation processes compared with other industries.
The Company applied and certified the Environmental Management System (ISO1 4 0 0 1 )covering a whole company. Since 2010, Head office and all operation centers have acommitment to be a part of reducing environmental problems continuously. The Company
states its Environmental Policy as follows:
The Company strives to continually improve our Environmental Management Systemapplied to all business activities with respect to environmental impacts, environmental
pollution prevention, and natural resources conservation.
The Company ensures that all business activities complied with applicable environmental
laws and other requirements.
The Company establishes and determines our environmental goals and objectives tosupport the Environmental Management System reviewed periodically in order to improveenergy efficiency and environmental protection.
The Company builds up environmental awareness among employees in order to ensure that
the Environmental Management System is effectively implemented.
The Company promotes and supports various activities for environment and social
responsibilities, creates a culture of environmental responsibility by encouraging employees to be a partof its, such as employees can propose ideas to improve operation processes and reduce wasteful

68
resources through Kaizen Project, waste separation campaign; a basic concept for all to become awareof environment responsibilities continuously and be able to apply in daily life.
The Company has attended the meeting to prepare the action plan for Task Force on ClimateRelated Financial Disclosures (TCFD) with AEON Financial Service Co., Ltd., Japan. The Company
has initiated to study and prepare information to proceed in accordance with the action plan of AEON
Financial Service Co., Ltd. appropriately.
Carbon Footprint Policy
Although, the Company does not yet have data on greenhouse gas emissions. However, theCompany is on progress to develop data collection.
The Company joins as a member in Aeon Financial Services Co., Ltd., Japan’s mission to
reduce greenhouse gas emissions. The Company has started to explore information to assess thecause greenhouse gas emissions and to determine goals and action plans in short-term and longterm to reduce greenhouse gas emissions, along with requiring periodic follow-ups to ensure
achievements.
Aeon Co., Ltd., Japan, has set goals to become a Zero CO2 Society as follows;• 35% reduction within the year 2030
• Zero CO2 by the year 2050
In this regard, at the board meeting of Aeon Financial Services Co., Ltd., Japan, on November
30, 2021, a policy and guidelines for sustainability have been established for all companies in thegroup to work together. The Company will proceed according to the guidelines of the group ofcompanies.

3.3.2 Environment Operating Results
The Company has realized our responsibility towards environmental problems from our activities
and also the external service providers. Therefore, The Environmental Management System (ISO
14001:2015) has been applied throughout the organization that we have certified at the head office andall centers. Moreover, the Company has set up a waste sorting project within the organization toenhance awareness of environmental protection among employees and to bring up our commitment to
reduce environmental problems continuously.
For sustainable environment, the Company also has the campaign to encourage about the paper
usage reducing in company through Kaizen activities to be further continuously improve the operation
work processes as well as to increases efficiency and effectiveness. It is also a cost-effective use ofexisting resources and obtaining of quality results that meet the customers need including. Moreover,to decrease consumption of natural resources, pollution and waste.
The company discloses information about the policy which covers issues related to the use andmanagement of resources in the company's business operations. The policies are as follows:
1. Reducing the use of paper and plastic
2. Garbage and Waste Management
3. Energy management for electricity, water, and fuel69
Reducing the Use of Paper and Plastic Cards
The company encourages employees and customers to switch from paper to electronic payment
invoices (e-Statement) in order to reduce the use of printing resources, delivery, and storage of
documents; it also reduces the problem of lost documents during delivery, allowing customers to checktheir expenses more quickly. The company has continuously promoted this project since the beginning,
the activities are as follows:
Payment advice data
Amount of Payment Advice (sheet)

Fiscal Year

Paper

Electronic Paper

Total Amount2020

33,770,685-

33,770,685

2021

44,913,945-

44,913,945

2022

25,318,399

44,171,001

69,489,000

From above table, the company has reduced amount of paper invoice more than 44,171,001 sheetsor 64% of total amount in 2022 by change to electronic invoice.
The Use of Paper in the Office
Fiscal Year

Amount of Paper (sheet)

2020
2021
2022

21,133,500
21,077,070
20,812,000

From year 2020 - 2022, the company has been reducing paper in operation for 321,500 sheets or 1.5%.
The company advocates the use of technology to reduce the usage of paper. It is to conserve natural
resources and reduce pollution and waste by, for example, switching from printing documents tooperating through the E-Memo system, switching from printing forms to making requests through the
System-I system, switching from registering for employee knowledge testing with documents that must
be printed out to registering through the system, and so on.
Reducing Plastic Card Production in Business Operations
Fiscal Year

Member card

Credit card

Total

2563

280,000

646,500

926,500

2564

190,000

398,700

588,700

2565

141,000

570,000

711,000

The company develops technology and innovation to serve customers by developing functions in the
AEON THAI MOBILE application to enable financial transactions on the application instead of using
plastic. In addition, the company encourages customers to utilize digital payment cards which is anotheroption that increases customer convenience while also protecting the environment.

70
Garbage and Waste Management
The company segregates waste into 3 categories as office’s general waste, electronic waste andrecycled waste. We selected valuable waste and sell them to the company or factory which requestingused-appliances. Some usable electronic waste, such as computer equipment or mobile phones, will
be donated to organizations in need, such as schools and government agencies.

Fiscal Year

Office’s general waste

Waste consumption (kg)Electronic
Recycled waste
waste
259.2000.00

Total Amount

2020

00.00

2021

4,610.95

00.00

00.00

4,610.95

2022

14,844.05

31,258.25

3,000.00

49,102.30

Total

19,455.00

31,517.45

3,000.00

53,972.45

259.20Making the Most of the Materials in Event by Reusing"AEON MOTORCYCLE ROADSHOW" is organized by the Company more than 0 times every year.
There will be motorcycle sale booths, public relations, sale promotions through LCD displays, and loans
for hire-purchase of motorcycles during the event, which the company has been organizing since 2019.
Because the Company concerns about using resources sustainably, we reuse the materials to build thebooth by using thick plywood and covering the front surface with laminate, which is a strong material
that can be reused many times. This material can be used to prepare a booth for up to three years ormore than 150 times.
Energy Management for Electricity and Water
Energy Management for Electricity
The company encourages reducing electricity use by arranging an activity, creating public relations
media, and educating employees about electrical energy and global warming. There are also projects
to reduce electrical consumption, such as the following:•••

Earth Hour project "turn off the lights for an hour to prevent global warming,” this project
collaborates with Bangkok City to save energy. In addition, the corporation encourages
employees to switch off lights while not in use, such as during a break.
The Happy Workplace project encourages employees to offer project ideas for lowering
electricity consumption and awards them. It is an activity that encourages employees toparticipate in the company's energy management as well.
Creating Hot Seat space for all employees to use, employees will not have their own regulardesks. It is to assist employees in hybrid working, to reduce energy consumption in officebuildings, to reduce travel that can cause pollution, and to lessen the density of employees who
had to come to work during the previous COVID-19 situation.
Fiscal Year
2020
2021
2022

Electricity Consumption
Amount of Usage (KW)
9,802,856.00
9,138,020.39
7,813,311.33

Expense including VAT7% (THB)
43,345,288.38
50,324,727.74
46,682,194.94

From year 2020-2022, we have been decreasing amount of electricity units about 1,989,544.67 units
or 20.30%. However, the expenses in year 2022 are higher than year 2020 from increasing price ofthe electricity unit even though the consumption were decreased.

71
Energy Management for Water
Fiscal Year

Water Consumption
Unit Usage (cubic meter)

Expense including VAT7% (THB)

2020

2,899.01

600,352.10

2021

2,335.64

583,260.65

2022

1,133.13

543,136.68

The company encourages employees to become more conscious of the importance of utilizing water
responsibly. It considerably reduces the amount of water utilized in the company in the past.
Furthermore, the AEON THAILAND FOUNDATION is a support of the 4th Water Seminar at Thai Water
Expo 2022, an international technology exhibition and conference on water and wastewater
management technology from the public and private sectors. The goal is to integrate water management
technologies into sustainable development objectives in the face of the global warming problem. It isan action that will assist Thailand in approaching sustainable water management, and companies will
be able to apply the recommendations to their own usage.
Energy Management for FuelWith a policy to normalize working from home, the Company has been adaptive to this new normal
method with online meetings being used to reduce travel and energy use.

Diesel Petrol
Benzine Petrol

Fuel Energy Expense

2020
77,181.63
914,394.88

Fuel Energy Consumption (Litres)
2021
2022
71,343.59
61,171.43
848,897.06
782,519.26

2020

Fuel Energy Expenditure (Baht)
2021

2022

21,526,181.26

27,218,004.33

32,309,987.41

In 2020-2022, the amount of gasoline consumed in the company's business operations has gradually
decreased. Furthermore, the company has the following activities to promote fuel consumption
reduction:
In addition, we have implemented several policies to reduce oil consumption as follows:
Hybrid Working Policy helps employees travel less. This can reduce energy consumption.
Online meetings with customers/partners instead of face-to-face meetings
Via the AEON THAI MOBILE application has been replacing the use actual plastic credit card withditigal digital credit card to completely eliminate the use of a plastic card. It can not only reduce theuse of plastic cards, but it can also cut fuel use from delivering cards to customers.
3.4 Social Sustainability Management
3.4.1 Social Policy and Guidelines
The Company operates our business based on AEONTS's basic philosophy guiding to value on
peace, humanity and society including the implementation of the word "Customer come First". The
company realizes and values the security of customers’ information as well as consistently develops
products and services to increase the financial accessible opportunities. AEONTS respects humanrights and each other.

72
3.4.2 Social Operating Results
Business and Human Rights
The Company has been maintaining importance in human rights as a basic principles coveringstakeholders from the company's business value chain. The guidelines and important operations are
as follows.
1) Personal Right and Data Protection
Since the operation of the Company are related to personal data, it is therefore highly aware of
the problem of personal data abuse and adhere to the protection of privacy rights security of personal
information Including the use of personal data to meet the purpose of collection under the legal
framework.
The Company has policies and practices to protect personal information of all stakeholders.
The Company has improved processes and practices following the Personal Data Protection Act inorder to develop potential and create awareness among personnel in the organization. Therefore, wehave provided company’s personnel the training about guidelines of the personal data protection to be
informed and prevent damage that may occur in the collection, usage and disclosure of personal
information as well as the information is kept safe, confidential and will not be disclosed except requiredby law or with the consent of the service recipient.
For personal data collection, the Company has provided a Privacy Policy Statement or a
Privacy Notice for customers, shareholders, third parties and employees on the Company's website to
notify the data owner of the purpose, duration, legal basis for data collection where information may bedisclosed to third parties, including other details as required by law.
The Company also devotes attention to the legal rights of the data owner. Therefore, theappropriate channels for right exercising and receiving complaints are provided. The Company has apolicy to investigate and deal with within a reasonable time.
In 2022, the company provided employees whose roles and responsibility are relating topersonal data to participate in mandatory training on how to handle personal data in accordance withlaws and international standards and they are required to pass the test;

Year
2021
2022

Number of Employees
Participated in PDPA Training
4,854
4,821

2) Fair treatment of workers/employees
The Company has complied with the AEON code of conduct “we respect human rights and do
not discriminate for any reason, from nationality or race to gender, educational background, religion, or
mental or physical disability, and all employees must listen to their colleagues and give the most value
on human”.
Regarding human resource management, the Company treats employees equally in matters
including salary and benefits, training, performance evaluation, promotion, penalty as well as
termination and retirement regardless of nationality, race, gender, religion or disabilities. In addition, we
also treat our staffs with respect and hornor under a workplace environment free from harassment andother improper behaviors. More details for fair treatment of employee are as follows.
• Support and encourage employees to learn and constantly improve themselves in order toincrease career opportunities and drive the Company forward.
• Respecting to human rights and for the individual are important in create a livable workplace.
As Company understands and recognizes the impact of HR processes on hiring women,
disabilities or those who have difficulties reentering the job market, during the past year, the Company
provided employment opportunities in all regions in Thailand. The Company employed 23 disabilities
staff in all regions which are 0.6 percent of all employees 4,030 persons and contributed to the Fundfor the Promotion and Development of the Quality of Life of Persons with Disabilities In the amount of
2,035,240 baht, complete and on schedule.

733) Employees and Stakeholders with Corporate Transparency
The Company provides hotline number, website and email for employees to report corporate
non-transparency issue with undisclosed name, position, age, gender, etc. for their safety. However,there was no any complaints or reports regarding this issue in the past year.
4) Anti-Corruption Regulation and Policy
The Company has established a policy on anti-corruption and determined measures to prevent
potential corruptions as well as disciplinary action for wrongdoings. The company has clearly andregularty communicated policies and procedures to executives and employees at all levels with clear
policy and scope approved by the Board of Directors.
The company has reiterated the policy that prohibits employees in all positions including family
members to accept assets, money, gifts or any other benefits from suppliers, partners, joint ventures or
those involved in the business of the Company. The policy has been reminded to employees throughinternal communication channels of the company regularty. In the past year, no reported case of bribery
and corruption have been found.
5) Occupational Safety, Health and Work Place Environment
Occupational safety, health and working environment policy was established in regards to theCompany’s adhering to the philosophy and business ethics and belief in the value of personnel whichis to take care of employees to have a good quality of life, have safe and healthy working conditions.
Moreover, the Company adheres to social responsibility and safety environment, occupational healthand working environment which are important for business operation in order to achieve the Company’s
objectives, hence, following policies have been established;
1. The Company will encourage employees to have good hygiene and awareness of occupationalsafety, health and working environment for employees at all levels.
2. The Company will improve and prevent accidents, incidences, illnesses arising from the work of
employees and those involved.
3. The Company will adhere to and comply with the law and other related regulations to occupationalsafety, health and working environment as the Company's standard.
4. The Company will arrange workplace to be clean and suitable for work.
5. The Company will allocate relevant resources sufficiently and appropriately to operate according to
the policy on occupational safety, occupational and working environment.
6. The Company will review the policy as well as periodically monitor, inspect and manage thesystem to ensure that such policies are appropriate for the Company.

74
The Company has policies and practices that support safety, good health and hygiene at workin order to comply with the principles of the Occupational safety, Health and Working environment Act
B.E. 2554 that have been established for the Company as a private organization.
Goal

Guidelines and outcome

To support a corporate safety
culture and raise awareness of
the importance of safety as wellas good occupational health in
the performance of duties.

Provide training courses for occupational safety under the workplacesafety related laws and the Company’s emergency plan:
1. Basic Fire Fighting & Fire Drill
2. Team Emergency respond
3. First Aid and CPR
4. Safety officer on management level
5. Safety officer on leader level
6. Chemical spill Control
7. Behavior based safety
8. Emergency Server room
This project invited qualified speakers to give lectures creating
collaborative learning. Besides, we set a goal that all employees must
understand and be able to practically apply them regarding safetymeasures and good occupational health in their duties and roles.
Provide hand sanitizer/alcohol with at least 70% alcohol content.
Provide social distancing, such as installing acrylic barriers between
employees' desks. Arrange seats at a distance in the meeting room andcustomer service areas, etc.
Measures for employees to wear masks and distribute masks toemployees.
Arrange for cleaning work areas, meeting rooms, various touch
surfaces, office equipment that are shared regularly.
Arrange work from home, shifts and online meetings to reduce thedensity of the number of employees.
Educate employees to take precautions against the COVID-19.
Strictly follow the preventive and vigilant measures prescribed by the
Department of Disease Control, Ministry of Public Health.
Organize random ATK check for risky employees before starting work.
If employees are at risk of being in close contact with people infectedwith COVID-19, quarantine for symptom observation and ATK testing
before returning to work.
For outsiders, it is required to check ATK and submit the results before
entering the area.
Provide 4 strains of influenza vaccination for employees.
Provide necessary and sufficient medicines and medical supplies for
employees to reduce the severity of COVID-19 infection and to treat
symptoms of Long Covid.
Provide annual health check-up program for employees.

To reduce the risk of COVID-19
virus spread for safety and good
occupational health in theorganization.

To ensure safety, occupational
health and a good working
environment for employees tothe utmost.

Provide a lactation room for female employees to have a comfortableand quiet space to pump in the office.
Provide a medical room with nurses stationed every day.
Provide measurement and assessment of working environment. These
include air quality measurements (dust, chemicals), noise and lightintensity in the work area. The results of the measurement in 2022
were in accordance with the related laws (the ministerial regulations
setting standards for management and management of occupationalsafety, health and working environment related to heat, light and noise,
B.E. 2559: Ministerial Regulation on Prescribing of Standard for
Administration and Management of Occupational Safety, Health, andEnvironment in Relation to Heat, Light, and Noise B.E. 2016).
Explore the safety area to ensure that employees working under proper
environment and not harmful to health, including third parties who comein contact.
The statistics of fatal accidents during work was 1 case in 2022 (Slip)

75
3.5 Economic Sustainability Management
3.5.1 Economic Policy and Guidelines
The Company's main goal in operating the business is to provide convenient services tocustomers through the use of Company’s credit products and services that create maximum satisfaction
for customers and partners. In order to achieve the goal, the company is therefore dedicated toinvesting in creating and developing technology to enhance the service level as well as developing new
financial products to meet customer needs on the customer’s fairness. Therefore, there are guidelines
for obtaining important issues in business development. The sustainability assessment andperformances in economic dimensions are as follows:
3.5.2 Economic Operating Results
1) Customer Satisfactions
The company values opinions, requests, criticisms and customer satisfaction and utilize themas a guideline for improving and upgrading financial services to maximize the quality and safety. The
survey was conducted by collecting customer’s feedbacks and needs through branch channels, the IVR
system and the Company's website. The collected information will be analyzed and studied in order toimprove the service in a timely manner and meet the needs of customers.
Branch Channel

Contact Center Channel

76
Customer’s Satisfaction on Contact Center Results

2020

2022

2021

During the COVID-19 crisis in the year 2020, the Company has been contacted about measures
to help customers affected by the COVID-19 crisis. As a result, the number of calls to the Contact Center
increased and did not correspond with the number of employees who were able to work during thecrisis. Consequently, the initial satisfaction score was lower than the assessment criteria set by theCompany at 96%. From 2022 onwards, employees returned to operate in full, resulting in the level ofsatisfaction from the service provided through the Contact Center was back to 96% consistently. This
enables employees to serve more customers with specific inquiries.
The Propotion of Contact Channel Using (%)

83%

75%

17%

5%
20%

FY2020

FY2021

64%

18%
18%
FY2022The Company has developed AEON Contact Center channels through social media tools
comprising Line and Facebook to communicate with customers. It is considered an influential option tochange the customer behavior to the use of digital channels. In addition, the Chatbot tool, which uses
AI Technology are incorporated to quicken basic communication to customers. The popularity of using
Chatbots is growing, especially through the AEON THAI MOBILE application channel which has been
receiving better responses.
2) Innovations for Product and Service Development
Digital Channels
The Company focuses on developing innovations to increase the ability to provide conveniencefor customers in accordance to the Company's sustainability goals. Since the year 2017, the Company
has initiated digital service channels to enable customers accessing to the Company’s services throughthe website and mobile application ("AEON THAI MOBILE"), which is a planned development incompliance with the Digitalization Roadmap in responding to changes in customer behavior abruptly
driven by digitalization.

77

Accumulated Downloads of AEON THAI MOBILE
Application(Miilion Accounts)

1.0

1.1

1.1

1.3

0.7

0.2

2560

2561

2562

2563

2564

2565

In 2022, the Company has accumulated 1.3 million accounts downloading AEON THAI MOBILE
application. The active usage rate is as high as 70%, especially for PayNow and PayAlert features,
which are currently accounting of 26% of all repayment transactions. Moreover, the number ofcustomers applying for non-paper invoice is accounting 70% of the total amount of invoice issuing.
At present, the Company has developed more than 15 service functions on AEON THAI Mobile
application, such as checking account balance, checking payment balances, electronic invoices,making repayment via credit cards and membership cards via PayNow and PayAlert (no fee),
withdrawal via QR Code and/or CardLess PromptPay, amendment of address change, redemption ofHappy Point points and checking benefits and e-Vouchers with the Company's partner stores.
In September 2022, the Bank of Thailand has approved the Company to enable e-KYC for
Credit card and Your Cash digital card application through a secure EcoSystem network certified by
National Digital ID Company Limited on the e-Service function on AEON’s mobile application. Later,
the Company’s integration of the e-Service application on AEON THAI MOBILE was completed in
December 2022.
Eventhough, this is the 2nd year of implementing the Digitalization Roadmap, but the Company
has accomplishments as follows;As efforts towards to the digitalization, it had been migrated plastic cards to digital andvirtual card (Your Cash=Card Loan) in AEON THAI MOBILE Application to real-timetransfer money from customer’s credit lines through Prompt Pay and withdraw cash via
mobile app by scanning QR Code at ATM.
Proportion of repayment transactions via Prompt Pay channel increased to 77.4% inJanuary 2023, increased by 12.3% from the same period of last year.
Proportion of active customers using AEON THAI MOBILE APP and E-statement service
increased to 69.1% in January 2023, or increased by 21.1% from the same period of lastyear.
Development of Credit Approval Process with Technology, AI and Alternative
Data
To shorten credit approval process and enhance financial inclusion for wider range
group of customers, the Company focuses on developing technology, AI, as well as
using alternative information in addition to traditional information for the credit
judgement and approval processes. In the past year, proportion of automatic credit
judgement increased to 20% in December 2022. Moreover, the cost of acquiring
customers (CAC) has decreased due to the BOT enabling E-KYC used to verify
customer identity since September 2022.
3) Policies to Develop Sustainable and Fair Financial Services
Fair and Complied Interest Rates
The Company operates under the supervision of the Bank of Thailand and has a policy
to govern interest rates to be fair, transparent and comply to regulations and relevantlaws in each country strictly. In the past year, the Company did not have any dispute or
unlawful practices.

78
Pricing Policy
The Company does not have a price policy that discourages or takes advantage ofcompetition against competitors for the greatest benefit to customers. In the past year,
the Company did not have any disputes in relation to trade competitors.
Selling and Marketing Policy
In order to provide financial services to customers with responsibility and fairness, theCompany has a policy to govern the sales process, marketing and advertising to not
disturb customer privacy, to fully disclose all important information, to not exaggerated
and distorted, and to be sufficient for decision-making with correct understanding
regarding the Company’s financial products and services, so that customers receive
products and services that suit their needs and their financial ability in accordance withthe announcement of the Bank of Thailand.
3.6 Corporate Social Responsibility Program (CSR Programs)
The Company and affiliates in the AEON Group, together with AEON foundation, has organizeda variety of activities that are beneficial to society (community) and the environment continuously. The
Company has a policy to promote engagement with the community (Community Engagement) for social
development and conserve the environment such as a program to support forest conservation, aprogram to promote education, a program to promoting financial literacy in the community and otherprogram to promote social development in Thailand in collaboration with other charitable organizations.
The detail of CSR activities and performances in the 2022 are fully disclosed in Sustainability Report
2022 on the Investor Relations website.

82

4Management Discussion and Analysis (MD&A)

83
4. Management Discussion and Analysis (MD&A)
Financial Position and Operating Result
The Auditor and Auditor Report for the fiscal year 2020 - 2022
The consolidated and the separate financial statements of the Company of the fiscal years 2020, 2021
and 2022 ended February 28, 2021, February 28, 2022, and February 28, 2023 have been audited by
Deloitte Touche Tohmatsu Jaiyos Audit Company Limited. The auditors of the Company are as follows:
Year/Quarter

The Auditor

Registration No.

FY2020 - 2022

Mrs. Nisakorn Songmanee

5035

The auditors gave an unqualified opinion that the consolidated and the separate financial
statements of the fiscal years 2020, 2021, and 2022, present fairly, in all material respects, the financial
position as of February 28, 2021, February 28, 2022, and February 28, 2023, financial performance andcash flows for the year then ended in accordance with Thai Financial Reporting Standards.

84
Financial Statements
The financial statements of the Company for the past three fiscal years and the latest period aresummarized as follows:
STATEMENTS OF FINANCIAL POSITION
Cash
Fixed deposits at banks under obligation
Account receivables
Other receivables
Derivative assets
Receivables per currency swap contracts
Loans from purchase of accounts receivable
Other current assets
Investment in associate
Investment in equity securities designated at fair valuethrough profit
or loss
Investment in equity securities designated at fair value throughother comprehensive income
Other long-term investments - related companies
Leasehold improvement and equipment
Right-of-use assets
Intangible assets
Deferred tax assets
Other non-current assets
TOTAL ASSETS
Short-term loans (included current portion of loans and debentures)
Accounts payable
Other payables
Accrued income tax
Long-term loans and debentures
Derivative liabilities
Lease liabilities
Payables per currency swap contracts
Liabilities under financial lease agreements
Provisions for employee benefits
Other liabilities
TOTAL LIABILITIESIssued and paid-up share capital
Premium on ordinary share capital
SURPLUS ON SHARE-BASED PAYMENT TRANSACTION
Retained earnings
Appropriated retained earnings
Legal reserve
Reserve for business expansion
Unappropriated retained earnings
Other components of shareholders’ equity
Exchange differences on translating financial statements offoreign operations
Cumulative loss on cash flow hedges
Non-controlling interest
TOTAL SHAREHOLDERS’ EQUITYTOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

FY2020(Million Baht)
5,105.17
38.97
75,839.34
826.61103.075.06

FY2021(Million Baht)
4,235.60
44.33
80,076.40
518.10376.18101.355.06

FY2022(Million Baht
3,816.36
144.22
83,811.72
592.44
1,732.09
12.62
102.64
5.06

144

144

793.45665.75696.56
3,122.54
191.9887,388.50

622.93611.07920.392,632.29
181.6990,469.39

523.15892.56923.412,340.92
165.5095,206.69

17,374.53
556.15
1,384.26
629.1845,335.63
3,145.51
689.63478.35415.6070,008.84

30,061.00
269.601,628.02
379.5235,441.20
867.73624.98463.34470.0470,205.43

17,321.98
220.73
1,629.46
643.42
48,817.15
1,438.90
917.67444.38424.92
71,858.61

250.00478.00250.00478.00250.00478.009.26

25.00
4,850.00
12,471.58

25.00
4,850.00
14,808.86

25.00
4,850.00
17,382.22(121.23)(95.81)(83.45)(895.57)
321.8817,379.66
87,388.50(427.34)375.25
20,263.96
90,469.39(89.55)526.6023,348.08
95,206.69-

85
STATEMENTS OF INCOME
Credit card income
Loan income
Hire purchase income
Other income
Share of profit from investment in associate
Operating and administrative expenses
Directors and managements’ remuneration
Loss on revaluation of investment
Loss on impairment of investment
Loss on sale of investment
Loss on impairment of assets
Loss on sale and write-off of leasehold improvement andequipment and intangible assets
Finance cost
Expected credit loss
Bad debts and doubtful accounts
Share of loss from investment in associate
Income before income tax expenses
Income tax expense
NET PROFITNET PROFIT ATTRIBUTABLE TO
Owners of the parent
Non-controlling interests
NET PROFITSTATEMENT OF COMPREHENSIVE INCOME
Net profit for the year
Other comprehensive income (loss)
Exchange differences on translating financial statements of
a foreign operations
Gain on cash flow hedges
Gain (loss) on remeasurements of defined benefit plans
TOTAL COMPREHENSIVE INCOME FOR THE YEARTOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO:
Owners of the parent
Non-controlling interests

FY2020(Million Baht)
6,451.39
11,121.33
1,014.31
2,714.88
8,143.65
159.0514.01
6.80

FY2021(Million Baht)
6,462.21
10,367.57
1,073.18
2,888.47
7,671.37
161.1211.10

FY2022(Million Baht)
7,641.76
10,384.55
1,028.53
3,276.83

2,096.25
6,209.61
25.43
4,647.11
967.083,680.03

1,744.67
6,629.40
4,573.77
999.883,573.89

1,903.84
7,262.73
4,949.96
995.81
3,954.15

3,689.64(9.61)
3,680.03

3,553.04
20.85
3,573.89

3,815.15
139.003,954.15

FY2020(Million Baht)
3,680.03

FY2021(Million Baht)
3,573.89

FY2022(Million Baht)
3,954.15

57.96

75.33

27.20

451.28(21.86)4,167.41

468.2471.72
4,189.18

337.7958.20
4,377.34

4,175.63(8.22)
4,167.41

4,118.41
70.77
4,189.18

4,223.50
153.84
4,377.34

7,962.45
154.56
95.50
2.63

86
FY2020(Million Baht)

FY2021(Million Baht)

FY2022(Million Baht)

3,680.03(3,013.82)
666.21

3,573.89(3,023.28)
550.61

3,954.15(2,843.46)
1,110.69(2,485.63)(8.12)(9,988.24)
12.94(10,962.74)
1.21

38.29
139.66
13,162.83(2,240.67)(1,320.02)(55.94)
7,896.61(202.52)59.21
12,962.30(1,719.68)(881.46)(37.26)755.90(86.09)(39.24)
13,928.14(1,906.75)(544.66)(22.71)(5.16)
1,472.69(0.01)(2.32)(317.91)(198.25)1.36(220.33)18.21(291.55)(211.78)2.17(442.33)

1.17
-

1.64
-

-

-

144

-

(535.72)(616.27)(754.09)

3,011.07(1,172.11)(1,277.28)(7,627.70)(565.39)317.14(1,121.62)(7,263.78)

3,003.43(1,339.60)(564.34)
416.87(1,306.84)(962.59)(4,564.08)
3,619.47
1,445.00(558.10)231.810.25(1,304.09)(1,129.74)

Net increase in cash and cash equivalents

97.11(822.95)(411.14)

Increase (decrease) in exchange differences on translating
financial statements of foreign operations

14.50(46.61)(8.10)

4,993.56
5,105.17

5,105.17
4,235.60

4,235.60
3,816.36

STATEMENTS OF CASH FLOWSCASH FLOW FROM OPERATING ACTIVITIESProfit for the year
Adjustments for:
Operating assets (increase) decrease
Accounts receivable and other receivables
Other current assets and other non-current assets
Operating liabilities increase (decrease)
Accounts payables and other payables
Other current liabilities and other non-current liabilities
Proceeds from interest income
Finance cost paid
Income tax paid
Retirement benefits paid
Cash paid for employee joint investment program
Net cash used in (provided by) operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Proceed from (paid for) temporary investments and fixeddeposits at banks under obligations
Cash paid for purchases of leasehold improvement andequipment
Proceeds from sale of leasehold improvement and equipment
Cash paid for purchases of intangible assets
Proceeds from sale of intangible assets
Proceeds from sales of investment in subsidiary
Cash paid for investment in equity securities designated at fairvalue through other comprehensive income
Net cash provided by (used in) investing activities
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from (repayments for) bank overdrafts and shortterm loans from financial institutions
Cash payments for finance lease agreements
Proceeds from (repayments for) long-term borrowings
Proceeds from (repayments for) long-term debentures
Cash paid for lease liabilities
Proceeds from (repayments for) subordinated lending
Proceeds from sale of written-off accounts receivable
Proceeds from ordinary shares issued of subsidiary
Cash paid for dividend and interim dividend
Net cash provided by (used in) financing activities

Cash and cash equivalents at beginning of the years
Cash and cash equivalents at the end of the years(102.15)

87
Ratio
Profitability Ratio
Gross Profit Margin*
Net Profit Margin
Return on Equity
Average Yield
Average Cost of Funds
Net Interest Spread
Efficiency Ratio
Net Interest Income to Total Assets
Return on Assets
Asset Turnover
Financial Policy Ratio
Debt to Equity (times)
Loans to Borrowings
Loans to Deposits
Deposits to Total Liabilities
Dividend Payout
Asset Quality Ratio
Allowance for Doubtful Accounts to Total Loans
Allowance for expected credit loss to Total Loans
Bad Debt to Total Loans
Non-Performing Loans to Total Loans
Accrued Interest to Total Loans

FY2020(%)

FY2021(%)

FY2022
(%)

39.84
17.32
19.53
27.05
3.18
23.88

38.99
17.09
19.23
27.54
2.73
24.81

37.00
17.08
17.87
28.76
2.90
25.87

21.01
4.04
23.31

21.42
4.00
23.38

22.37
4.18
24.46

4.10
121.10
N/A
N/A
30.49

3.53
122.41
N/A
N/A
36.24

3.15
121.23
N/A
N/A
36.04

N/A
13.26
6.92
5.77
2.76

N/A
12.03
8.40
4.86
2.74

N/A
10.78
9.14
5.69
2.53

Note: The Company has adjusted Gross Profit Margin by including the bad debts and doubtful accounts in calculation.

88
Factors influencing the Company’s operating result and financial position in the future.
The effects of Interest rate fluctuation
Since core business of the Company is to provide several kinds of loans to the customers byusing main source of fund from bank loan, issuing bonds and securitization. Therefore, direction ofmarket interest rate and the government’s policy, that factors may affect the Company’s operating resultand financial position in the future. These factors may influence the Company’s revenues; expenses aswell as operating result.
The effects of economic condition
The overall economic condition of the country is another factor that affects population’s
expenditure. If purchasing power of the country’s population including the Company’s customers has
significantly diminished, this may affect the repayment capability of both principal and interest and finallyaffect the Company’s operating result.
The effects of changes in Accounting Standards
1. Thai Financial Reporting Standards affecting the presentation and disclosure in the current
year financial statements
During the year, the Group and the Company have adopted the revised financial reporting
standards issued by the Federation of Accounting Professions which are effective for fiscal years
beginning on or after January 1, 2022. These financial reporting standards were aimed at alignment withthe corresponding International Financial Reporting Standards, with most of the changes directed
towards revision of wording and terminology and accounting requirements for interest rate reform Phase 2. The adoption of these financial reporting standards does not have any significant impact on
the Group’s and the Company’s interim financial statements.
2. Thai Financial Reporting Standards announced in the Royal Gazette but not yet effective
The Federation of Accounting Professions has issued the Notification regarding Thai
Accounting Standards, Thai Financial Reporting Standards, Thai Accounting Standards Interpretation
and Thai Financial Reporting Standard Interpretation, which have been announced in the Royal Gazetteand will be effective for the financial statements for the period beginning on or after January 1, 2025
onwards. These financial reporting standards were aimed at alignment with the corresponding
International Financial Reporting Standards, with most of the changes directed towards revision ofwording and terminology, and provision of interpretations and accounting guidance to users ofstandards.
The Group’s and the Company’s management will adopt such TFRSs in the preparation of theGroup’s and the Company’s financial statements when it becomes effective. The Group’s and theCompany’s management has assessed the impact of these TFRSs and considered that the adoption ofthese financial reporting standards does not have any material impact on the financial statements of theGroup and the Company in the period of initial application.
Credit Rating
Pursuant to annual credit rating review for corporate by Japan Credit Rating Agency and Fitch
Ratings, detail as follows;
Credit Rating Agency

ReportCredit Rating

Fitch Ratings

February 27, 2023

A-/ Stable

Japan Credit Rating Agency

February 28, 2023

A/ Stable

89
Details of overdue accounts receivable classified by business types
Consolidated Financial Statements (Information as of February 28, 2023)
Credit Card

Hire Purchase

Loan

Debt Collection

Insurance

Total

Amount(MB)%

Amount(MB)%

Amount(MB)%

Amount(MB)%

Amount(MB)%

Amount(MB)%

41,727.13

95.98

5,060.08

91.82

41,883.53

93.44

59.17

100.0068.62

100.0088,798.53

94.53

1,747.22

4.02

451.038.18

2,940.20

6.56

-

-

-

-

5,138.45

5.47

43,474.35

100.005,511.11

100.0044,823.73

100.0059.17

100.0068.62

100.0093,936.98

100.00Less than
3 months
3 months
and upTotal

Bad debt categorized by business type
FY2020(MB)

FY2021(MB)

FY2022Credit Card

607.11851.02956.49Hire Purchase

1,431.43

1,994.71

2,121.78

Personal Loan
Total

4,024.32

4,788.87

5,509.40

6,062.86

7,634.60

8,587.67(MB)

Financial Liquidity
As at February 28, 2023, the Company and subsidiaries recorded cash balance of 3,816 million baht, decrease by 419 million baht from previous year,
which can be categorized as follows:• Net cash provided by operating activities of 1,473 million baht mainly resulted from an increase of accounts receivable.
• Net cash used in investing activities of 754 million baht mainly resulted from investment in fixed assets and software, and intangible assets.
• Net cash used in financing activities of 1,130 million baht mainly from long-term loans and short-term loans from financial institutions.
Combined the net decrease in cash and cash equivalents of 411 million baht and decrease in exchange differences on transactions financial statement offoreign operations of 9 million baht with beginning cash balance of 4,236 million baht, the Company had ending cash balance at the end of the fiscal year 2022
in the amount of 3,816 million baht accordingly.

90Management Discussion and Analysis
Fiscal year ended February 28, 2023

AEON Thana Sinsap (Thailand) Public Company Limited (“the Company”) has already submitted theaudited financial statements for the year ended February 28, 2023 which were audited by Deloitte Touche
Tohmatsu Jaiyos Audit Company Limited. The operating performance is summarized are as follows.
Overview
According to the Bank of Thailand and Office of the National Economic and Social Development
Board data, the Thai economy in the 4Q/2022 expanded by 1.4%y-y, slower than the expansion of 4.6% yy in the previous quarter from the contraction of the industrial sector that reduced the production of industrial
products due to higher production costs, a lower domestic demand and lower demands from trading
partners in relevant to their economic slowdown, despite the acceleration in agricultural production andservice and tourism industries, resulting in GDP in 2022 being 2.6%, lower than expectation. However, theeconomic expansion is still subjected to the rising cost of living, in which the inflation rate in 4Q/2022
reached 5.8%, the household debt ratio is considered high amid the increasing trend of interest burden but
having tendency to decline as the GDP is expanding. Moreover, the number of unemployed in the 4Q/2022
amounted 4.62 hundred thousand people, or an unemployment rate of 1.2%, remained stable from theprevious quarter. Although the numbers indicated a better direction comparing to the previous year, but
the current unemployment rate has not yet returned to the pre-Covid-19 level.
The company performance of the fiscal year of 2022, the Company has total sales (turnover) increaseby 23.4% y-y, with the focus on credit card business, as a result of new product launching in accordance tothe Digitalization roadmap and marketing strategies such as AEON 30th Years Anniversary campaign,
AEON ROP World Mastercard campaign and acquisition of new customers, driving the loan portfolio toreach 93,937 million baht, 3.2% growth y-y.
As of February 28, 2023, the Company had total cards and distribution networks as below;
Number of AEONTS Cards
and Networks
Number of Credit Cards (million cards)

February 28, 2022

February 28, 2023

3.07

2.96

Number of Member Cards (million cards)

6.34

6.51

Branches

101

104

30%
70%
389
6,328

30%
70%
146
5,846

Bangkok
Province
ATMs (machine)
Affiliated Dealers

91
Summary of Consolidated Financial Results
1. Operating Results

Profit and Loss Statement
Unit : Million Baht
Credit card income
Loan income
Hire-purchase income
Other income
Total Revenues
Operating and administrative
expenses
Expected credit loss
Finance costs
Other expenses
Total Expenses
Profit before tax income

Consolidated

Separated

FY21
6,462
10,3681,073
2,888
20,791
7,832

FY22
7,642
10,385
1,029
3,277
22,332
8,117

%YoY
18.2%
0.2%
-4.1%
13.5%
7.4%
3.6%

FY21
6,370
10,209309
2,829
19,717
7,029

FY22
7,488
10,274
246
3,108
21,116
7,387

%YoY
17.6%
0.6%
-20.4%
9.9%
7.1%
5.1%

6,629
1,745
11
16,218
4,573

7,263
1,904
98
17,382
4,950

9.6%
9.1%
784%
7.2%
8.2%

5,771
1,826
10
14,636
5,081

7,070
1,970
96
16,524
4,591

22.5%
7.9%
860%
12.9%
-9.6%

Income tax expenses

1,000

996

-0.4%

947

881

-7.0%

Net profit for the period
Earnings Per Share (Baht per
share)

3,553

3,815

7.4%

4,133

3,711

-10.2%

14.21

15.26

7.4%

16.53

14.84

-10.2%

Revenues
In the fiscal year ended February 28, 2023, the total consolidated revenues were 22,332 million baht,
increasing of 1,541 million baht or 7.4% y-y. The increased in revenues was a result of growth in revenueof the Company's core businesses, especially the credit card income which having 18.2% growth y-y.
Hence, the growth of revenue, especially credit cards, was mainly derived from marketing activities tostimulate credit card spending and acquisition of new credit card customers.
In addition, our consolidated revenue from Personal Loan were 10,385 million baht, stable fromprevious year and consolidated hire-purchase income were 1,029 million baht, reduced by 44 million baht
or decreasing 4.1% y-y due to selective approach in credit judgement amid remaining high risky economic
factors in this year.
However, the Company has other income for fiscal year 2022 amounted 3,277 million baht, 13.5%
growth y-y. Details of each business can be described as follows:

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Sales and Revenues Structure for the fiscal year of 2022

Revenues

Turnovers

15%

2%5%

22%
5%

Turnovers

Total Revenues

100,145

22,332Million Baht

Million Baht

46%

34%
70%

Personal Loan

Credit Card

Hire Purchase

Others

Personal Loan

Credit Card

Hire Purchase

Others- Credit Card
For the fiscal year 2022, credit card sales accounted for 70% of total turnovers with revenue of 7,642
million baht, an increase of 1,180 million baht or 18.2% y-y. For overseas business, AEON Specialized
Bank (Cambodia) Plc had credit card revenue in the fiscal year of 2022 of 154 million baht, grew by 27.9%
y-y.
- Loans
For the fiscal year 2022, loans shared 22% of total turnovers with the revenue of 10,385 million baht,
accounting of 46% of total revenues, stable from previous year. Moreover, loan income from AEON
Specialized Bank (Cambodia) PLC of 217 million baht, dropped by 17.2% y-y.
- Hire Purchase
For the fiscal year of 2022, motorcycle and used car hire purchase in Thailand and electricalappliances, mobile phones in overseas business, with the revenues of 1,029 million baht, decreasing by 44
million baht or 4.1% y-y. In addition, hire purchase income from AEON Specialized Bank (Cambodia) Plc
was 681 million baht, increasing by 4.4% y-y and AEON Leasing Service (Lao) Company Limited of 102
million baht, and decreased 9.6% y-y.
- Other Incomes
For the fiscal year of 2022, other incomes were 3,277 million baht, accounting of 14.7% of total
revenue, showing an increase of 389 million baht or 13.5% y-y. Other revenues consist of bad debt
recovery, which was 1,696 million baht, 19.2% growth y-y, gain on sales of written-off receivables was 405
million baht, 26.5% growth y-y, collection service income was 226 million baht, 7.7% growth y-y, insurance
brokerage commission income was 689 million baht, stable from the previous year, and others of 262 million
baht respectively. The growth of other incomes revenue was contributed mainly from the continued growthof bad debt recovery and gain on sale of written-off receivables.

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Expenses
The Company’s expenses mainly consist of operating and administrative expenses, expected credit
loss and finance cost. For the fiscal year of 2022, the Company had total consolidated expenses of 17,382
million baht, an increase of 1,164 million baht or 7.2% y-y. Details of expenses are shown as follows:- Operating and Administrative Expenses and other expenses
For the fiscal year of 2022, the consolidated operating and administrative expense and otherexpenses were 8,117 million baht, increasing by 285 million baht or 3.6% y-y. The increase in operating
and administrative expense was mainly from the increasing of marketing expense compared with the lastyear. However, the Company still maintained effective operating cost control with cost to income ratio at
36.3% of total revenues, reduced from 37.7% of previous year significantly. Considering the Company’s
separate financial statement, the operating and administrative expenses as a percentage of revenues was
35.0% in the fiscal year of 2022.
- Expected Credit
The consolidated expected credit loss in the fiscal year of 2022 amounted to 7,263 million baht,
increasing by 9.6% y-y.
- Finance Cost
In 2022, the results of the Monetary Policy Committee (MPC) meeting resolved to raise the policy
interest rate by 0.25% per, total 4 times in roll, resulting in the increment of policy rate of 1.00%, to 1.50%
per year as at the end of fiscal year 2022. Despite the gradual increase in the policy interest rate to copewith the pressure from the high inflation rate in the country, the Company was still able to effectively manage
its financial costs. The Company recorded consolidated finance cost in the fiscal year of 2022 of 1,904
million baht, increasing by 9.1% y-y, the average funding cost is 2.64%.
- Net Profit
For the fiscal year of 2022, consolidated operating income was reported at 3,815 million baht, an
increase 262 million baht or 7.4% y-y or earning per share of 15.26 baht due to the growth of loan portfolio
specially the credit card business. Moreover, the operating cost has been managed with higher efficiency.

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2. Financial Status

Statement of Financial Position

28 February
2021

28 February
2022

%YoY

Accounts Receivable

91,02893,937

3.2

Total Assets

90,46995,207

5.2

Total Borrowing

65,41866,055

1.0

Total Liabilities

70,20571,8592.4

Equity Attributed to Owners of the
Parent19,88922,821

14.7

ROE

19.2%

17.9%

-

ROA

4.0%

4.1%

-

D/E Ratio

3.5

3.1

-

Unit : Million Baht

Remark: ROE = Profit (Loss) Attributable to Owners of the Parent/Equity Attributed to Owners of the Parent
ROA = Profit (Loss) Attributable to Owners of the Parent/Total Assets

Total Assets
As of February 28, 2023, consolidated total assets were 95,207 million baht, an increase of 4,738
million baht or 5.2% from last year. The majority of assets is loan portfolio account receivable, which
accounting of 88.0% of total assets.

- Account Receivable
As of 28 February, 2023, the Company has accounts receivable of 93,937 million baht, increased by
3.2% from last year, in which consisting of domestic loan book amounted 88,861 million baht, 4.0% growthy-y, which can be classified by loan types as; number of credit cards receivable 43,474 million baht, 10.6%
y-y; loans receivable of 44,878 million baht, decreased by 1.8% y-y; hire purchase receivable of 5,511
million baht, decreasing by 6.5% y-y and others receivable of 73 million baht decreased by 37.6% from lastyear respectively.

- Allowance for expected credit loss
As of February 28, 2023, the Company provided allowance for doubtful accounts of 10,125 million
baht or 10.8% of total accounts receivable, decreasing from 10,951 million baht or 12.0% of total accounts
receivable at the end of previous fiscal year due to the business is returning to normal situation. The
consolidated delinquent account receivables for 3 months and up was 5.5%. For default receivables incredit risk (NPL Stage 3) was 5.7%. The separated delinquent account receivables for 3 months and up
was 5.2% and the default receivables in credit risk (NPL Stage 3) was 5.4%. As at 28 February, 2023, theconsolidated coverage ratio of allowance for expected credit loss to NPL (NPL Coverage ratio) was at
190%.

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Liabilities
The consolidated liabilities of the Company as of February 28, 2023 totaling 71,859 million baht, an
increase of 1,654 million baht or 2.4% y-y from 70,205 million baht at the end of previous fiscal year. There
were both short-term and long-term borrowings totally 66,055 million baht, increasing by 1.0% from the endof last year. The portion of long-term borrowings was 48,733 million baht or represented 74% of totalborrowings, increased/decreased from the previous year to manage risk that might occur from thefluctuation in interest rate. However, for the risk of currency, the Company has entered cross currencyinterest rate swap contracts to hedge its debt. In addition, the Company has unused unsecured revolving
credit facilities 12,370 million baht and 3,000 million baht unused committed facilities with various financial
institutions which is sufficient to support the Company’s operation and business expansion. The Company
also does not have the debentures that will mature within 12 months. The company's credit rating by Fitch
Rating remains at A-(tha)/Stable Outlook.
Shareholders’ Equity
As of February 28, 2023, total shareholders’ equity attributed to owners of the parent amounted to
22,821 million baht, an increase of 2,932 million baht or 14.7% y-y, Book value as of February 28, 2023
was 91.3 baht per share, increased from 79.6 baht per share as of February 28, 2022.
Debt to Equity ratio as of February 28, 2023 was at 3.1 times, continued decreasing from 3.5 times
of previous year. Return on Equity (ROE) and Return on Asset (ROA) for the fiscal year of 2022 are 17.9%
and 4.1%, respectively.

Key Financial Ratio

FY2021

FY2022

17.1%

17.1%

3.5

3.1

Cost to Income (%)

37.7%

36.4%

EPS (Baht)

14.21

15.26

Net Profit Margin (%)
Interest Coverage Ratio (Times)96

5
General information and other material facts

97
5. General information and other material facts
Issuer of Securities
AEON Thana Sinsap (Thailand) Public Company Limited
Business
Credit Card, Personal Loan and Hire Purchase
Head Office
388 Exchange Tower, 27th Floor, Sukhumvit Road
Khwaeng Klongtoey, Khet Klongtoey, Bangkok
10110
Registration Number
0107544000078
Websitehttp://www.aeon.co.thTel.
0-2302-4400 (Call Center 0-2665-0123)
Authorized share capital
Ordinary shares 250,000,000 baht
Issued and paid up share capital
Ordinary shares 250,000,000 baht
Par Value of share
1 bahtJuristic person which the Company has more than 10% of ownership
ACSI (Thailand) Co., Ltd. (100% of ownership)
Business
Life and Non-life Insurance Brokerage Services
Head Office159/ 22 Sermmitr Tower Building, 14th Floor, Sukhumvit
21 ( Asok) Road, Khlong Toey Nua, Watthana, Bangkok
10110
Tel.
0-2689-7111
Fax.
0-2689-7141-2
Websitehttps://www.aeoninsurance.co.th
Authorized share capital
Ordinary shares 100,000,000 baht
Issued and paid up share capital
Ordinary shares 100,000,000 baht
Par Value of share
10 baht
Note: AEON Insurance Service (Thailand) Co., Ltd. (“AIST”) has returned the insurance broker license to Office of InsuranceCommission (OIC) and AIST has changed its name with the Department to Business Development, Ministry of Commerce, to be
ACSI (Thailand) Co., Ltd. which effective January 4, 2022 onward.

ACS Servicing (Thailand) Co., Ltd. (100% of ownership)
Business
Debt Collection Service and Legal Service
Head Office
699 Modernform Tower Building, 11th Floor,
Si Nakharin Road, Khwaeng Pattanakarn,
Khet Suan Luang, Bangkok 10250
Tel.
0-2769-1700
Fax.
0-2722-8262
Authorized share capital
Ordinary shares 148,000,000 baht
Issued and paid up share capital
Ordinary shares 148,000,000 baht
Par Value of share
10 baht

98
AEON Leasing Service (Lao) Company Limited (96.29% of ownership)
Business
Leasing Business
Head Office
ASEAN Road, 1st & 3rd Floors, Building S 16,
Sky City Project, Unit 10, Sibounheuang Village,
Chanthabouly District, Vientiane Capital, Lao PDR
Tel.
856 (0) 21-225333
Fax.
Authorized share capital
LAK 28,000,000,000
Issued and paid up share capital
LAK 28,000,000,000
Par Value of share
LAK 10,000
Note: The Company holds shares indirectly through ACS Servicing (Thailand) Company Limited with 3.71%

AEON Microfinance (Myanmar) Company Limited (100% of ownership)
Business
Microfinance Business
Head Office
Room No. (210-212), Building (D), 2nd Floor,
Pearl Condo, Kabaraye Pagoda Road,
Bahan Township, Yangon, Myanmar
Tel.
95-9-969712111
Fax.
95-1-430653
Issued and paid up share capital
MMK 17,021,811,000
Par Value of share
MMK 1,000
AEON Specialized Bank (Cambodia) PLC (50% of ownership)
Business
Specialized Bank Business
Head Office
6th Floor (S603) of Diamond Twin Tower,
Street Sopheak Monkul, Corner of Koh Pich,
Sangkat Tonle Basak, Khan Chamkar Mon,
Phnom Penh, Cambodia.
Tel.
855-23-988-555
Authorized share capital
USD 20,000,000
Issued and paid up share capital
USD 20,000,000
Par Value of share
USD 1
Note: The Board of Director approved to waive the pre-emptive rights to subscribe the additional issuance of AEON
Specialized Bank (Cambodia) PLC. The proportion of shareholding of the Company decreased from 80% to 50%.
This transaction was approved by the National Bank of Cambodia and registered the increase of authorized shares
capital since April 24, 2018, accordingly.

99
ATS Rabbit Special Purpose Vehicle Company Limited (48.75% of ownership)
Business
Special Purpose Vehicles (SPV) under the Royal
Enactment on Special Purpose Juristic Persons for
Securitization
Head Office
388 Exchange Tower, 27th Floor, Sukhumvit Road
Khwaeng Klongtoey, Khet Klongtoey, Bangkok 10110
Tel.
0-2302-4780
Authorized share capital
Ordinary shares 39,800 baht,
Preferred shares 200 baht
Issued and paid up share capital
Ordinary shares 39,800 baht,
Preferred shares 200 baht
Par Value of share
100 baht
Note: The Company has the power to control over ATS Rabbit Special Purpose Vehicle Company Limited because the Company
has power to appoint the board of directors and rights to provide certain service which is significantly impacted by the performanceof underlying assets and has rights to get variable return from such company under securitization project.

Rabbit Cash Company Limited (18% of ownership)
Business
Provide lending services through digital platform underthe brand of “Rabbit Cash”
Head Office
1 Q HOUSE LUMPINI Room No. 2701, 2704 27th Floor,
South Sathorn Road, Thungmahamek, Sathorn, Bangkok
Authorized share capital
Ordinary shares 800,000,000 baht,
Issued and paid up share capital
Ordinary shares 800,000,000 baht,
Par Value of share
100 baht
Note: On 29 March 2021, AEON Thana Sinsap (Thailand) Public Company Limited has entered into a Joint Venture Agreementwith BSS Holdings Company Limited and Humanica Public Company Limited (the “JVA”) to incorporate a joint venture company
under the name of “Rabbit Cash Company Limited”

AEON Asset Management (Thailand) Co.,Ltd (99% of ownership)
Business
Non-performing assets management
Head Office159/22 Sermmit Tower 14th Floor, Sukhumvit21 Road
Khwaeng Klongtoey, Khet Klongtoey, Bangkok 10110
Authorized share capital
Ordinary shares 25,000,000 baht,
Issued and paid up share capital
Ordinary shares 6,250,000 baht,
Par Value of share
100 baht
Note: The Company indirectly holds shares of AEON Asset Management (Thailand) Co., Ltd through ACS Servicing (Thailand)Company Limited with 1.00% shareholdings.

Reference
Securities Registar
LocatedThailand Securities Depository Company Limited
The Stock Exchange of Thailand Building
93 Ratchadaphisek Road, Dindaeng,
Bangkok 10400, Thailand
Tel. 0-2009-9000 Fax. 0-2009-9991

Auditor
Located

Deloitte Touche Tohmatsu Jaiyos Audit Company Limited
AIA Sathorn Tower, 23rd – 27th Floor, 11/1 South Sathon Road,
Yannawa, Sathon, Bangkok 10120
Tel. 0-2034-0000 Fax. 0-2034-0100

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Other material facts
Legal Disputes
The Company has no legal dispute, which
1) may materially affect its business operation,2) may have a negative affect on the Company’s assets amounting to more than 5% ofshareholders’ equity as of February 28, 2023, or3) Any legal disputes beyond those occurring in the normal course of business of the Company.

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6
Corporate Governance Policy

102
6. Corporate governance policy
6.1 Overview of the Policy and Guidelines
The Company has been taking of the importance of maintaining in good governance into
consideration, which are generally accepted that it’ s a key factor in making fairness to the stakeholders,maximizing benefits to the shareholders and strengthening effectiveness of the organizations. Thus, theCompany aims to encourage the Company’ s operations to comply with the Corporate Governance Code:“ CG Code” for listed company 2017 by Securities and Exchange Commission Thailand, which arecomprises five sections as follows:
Section 1: Right of Shareholders
The Company realizes and places importance on equality of all shareholders’ rights by keeping
equitably with support and facilitation all shareholders to exercise their right as both investors and ownersof the Company. Shareholders are entitled to access to the information accurately, completely, timely, andtransparently via the Stock Exchange of Thailand’ s disclosure channel and the Company’ s website.
Furthermore, the Company encourages shareholders to exercise their rights legally such as the right tobuy, sell or transfer the shares, the right to receive dividends, the right to participate in the annual general
meeting, vote and make a question at the meetings of shareholders. Apart from above mentioned about
the right of shareholders, the company has made additional efforts to encourage and facilitate shareholders
to exercise their rights as follows:
1.1)

The Company regularly disseminates important and necessary information to shareholders via the
Stock Exchange of Thailand ( SET) channel, media, publications, and also the Company’ s website.
Moreover, the Company also set up information request channel through the E- mail addresses ofInvestor Relations section.

1.2)

The Company conducted shareholders’ meetings within 4 months after the end of each fiscal year.
• In 2022, The Company held a total of 1 shareholders’ meeting (no extraordinary meeting during
the year) on June 24, 2022 at 10:00 am. The Company held the Annual General Meeting 2022 inform of electronic meeting (E-AGM) at the meeting room, 388 Exchange Tower, Sukhumvit Road,
Khwaeng Klongtoey, Khet Klongtoey, Bangkok 10110. The Company published a guideline anda manual via SET’s disclosure channel and company website. The Company sent Thai andEnglish versions of the invitation letter for the shareholders’ meeting to facilitate both Thai andforeign investors, containing agenda details and related appendices together with opinion of theBoard of Directors, Articles of Association relating to shareholder’s meeting, proxy forms, a namelist of all Independent Directors, and the criteria and procedures governing shareholders’ meeting
to shareholders for their consideration 15 days prior to the meeting.
• The notice of shareholders’ meeting both Thai and English language was disclosed on the
Company’s website at least 25 days before the meeting date. To comply with Public Limited
Companies Act, B.E. 2535 (1992), the shareholders’ notice was announced in the newspaper
both Thai and English for 3 consecutive days.
• For the convenience of shareholders unable to attend a Meeting, the Company provides anopportunity for them to appoint a representative, e.g., an independent director or any other person toact as proxy, using one of the proxy forms attached with the notice of the Meeting. The proxy forms
prepared in compliance with the specifications defined by the Department of Business Development,
Ministry of Commerce, allow shareholders to exercise their voting rights as they wish. Additional
attachment is a profile of independent directors proposed by the Company to serve as proxies forshareholders. For institutional or foreign investors who authorize custodians in Thailand to keep andsafeguard their shares, the Company will arrange for the documents and evidence required prior toattending the Meeting well in advance to facilitate registration on the date of the Meeting.

103
1.3)

The Company allowed shareholders who had pre-registered for the electronic meeting to log in asystem 2 hour before the meeting time according to AGM attending manual which was previously
published and sent to shareholders. Shareholders are free to send their meeting-related questions
to the Company at least 15 days before of the meeting date to following channels;
E-mail: ir@aeon.co.th
Posting : Corporate Planning Office (Investor Relations)
388 Exchange Tower, Sukhumvit Road, Klongtoey, Klongtoey, Bangkok 10110

1.4)

Before start the meeting, Company Secretary clearly informed all shareholders of voting and votecounting procedures with one share being equal to one vote. The Company will provide an
independent legal advisor to be observer voting counts for greater transparency to protect the rights
of shareholders. The Company conducts balloting for each matter separately. In addition, approvalof each resolution was based on the majority votes, except for special resolutions which required
approval of no less than three-fourths of total votes of eligible voters present at the meeting.

1.5)

For the shareholders’ meeting on June 24, 2022, the Chairman of the company attended the meeting by
online and assigned Executive Director to act as a Chairman of the meeting. There were 12 directors inattendance such meeting together with auditor and legal advisers of the Company. The Chairman of themeeting had allocated appropriate time and encouraged equal opportunities for shareholders to express
their opinions and raise any questions at the meeting. Those issues and questions are also included in
the minute of the meeting.
The Company invited representatives from Baker & McKenzie Co., Ltd. to be observers to ensure
the transparency and comply with the laws and regulations of the company.

1.6)

On the same day as the E-AGM, the Company conveyed a summary of the meeting resolutions and thevoting results of each agenda to the shareholders and the public via the Stock Exchange of Thailand’ s
disclosure channels and disclosed such minutes on the Company’s website within 14 days.

Section 2: Equitable Treatment of Shareholders
The company places importance on the interests for every shareholder, major or minor, individual or
institutional as well as Thai or foreign investors equitably. To ensure equality and fair treatment for every
shareholder, all shareholders regarded as the owners of the Company and entitled to be equitably treatedon fair basis, regardless of gender, age, nationality. The Company disclosed important and necessary
information to shareholders, arranged shareholders’ meeting annually for shareholders to exercise theirrights and participate in managing the Company fairly through the following actions:
2.1)

The Chairman of the meeting conducts the meeting in sequence of agenda items as specified in thenotice and not adding agenda items without notifying shareholders in advance, so that they may haveenough time for investigation before making their decisions.

2.2)

Shareholders have an option to appoint any Independent Directors as their proxies, and a choiceover which Independent Director( s) to entrust their views by providing shareholders with a list of all
Independent Directors on proxy forms that allow balloting direction, to encourage them to decide
their own voting direction.

2.3)

The Company allowed shareholders to submit questions relevant to the shareholders’ meeting
agenda in advance.

2.4)

The Company has encouraged shareholders to use ballots in every agenda item by using voting
tickets provided for each agenda separately. The voting tickets are collected at the meeting and thensummed with the pre-cast votes as prescribed in the proxy forms before announcing the resolution
to the meeting. In 2022, the Company held the Annual General Meeting in form of electronic meeting(E-AGM). Shareholders were able to vote through electronic system for each voting agenda allowedby the Chairman of the meeting. The voting results were accordingly combined with the pre-voted in
the proxy form before the announcement of the resolution of the votes in the meeting. However,electronic traffic data was collected in accordance with the requirements attached to the notificationof the Ministry of Information and Communication Technology.

104
2.5)

The Company duly submits the minutes, with voting records to SET within 1 day after the meeting.
Also, the Company records the minutes accurately and completely for sending to The Stock
Exchanged Thailand (SET) and the Securities and Exchange Commission (SEC) within 14 days after
the meeting. The minutes are also posted on the Company’ s website within 14 days after the
meeting.

2.6)

The Company sets up the following policies to protect directors and executive officers to exploit theCompany’s inside information for their own benefit.
• Measure to control the purchase, sale, transfer or acceptance of transfer of the Company's securities
The directors or executive officers, including his/her spouse and minor child, shall not use any
inside information for the buying, selling, transferring or acceptance of transfer of the Company’ ssecurities before the disclosure of such information to the public or before the disclosure of financial
statement of the company to the public. The period in which the purchase, sale, transfer or acceptanceof transfer of the Company's securities is controlled, i.e. the period in which the Company's securities
price may be affected by activities such as the disposing of assets, opening a new business or new
product, etc., and the period from closing the financial statements to submitting financial statements to
the SET and the SEC, which is not more than 45 days for quarterly financial statements and not morethan 60 days for annual financial statements. In addition, after the disclosure of the information, theabove-mentioned person should not buy or sell (not less than 24 hrs.) securities until the public hasreceived such information and had an opportunity to evaluate it thoroughly.
• Measure to educate directors, executives, employees and connected persons on the use of inside
information
The Company shall educate the directors and executive officers who have responsibilities toreport the possession of the securities by himself/herself, his/her spouse and his/her minor child thatwhen the directors or executive officers including their spouse or their minor child buy, sell, transfer or
accept transfer of the securities of the Company, they have duties to submit the reports of securities
holding in accordance with the rules, conditions and procedures specified in the notification of theCapital Market Supervisory Board.
• Measure to report securities holdings and changes in securities holdings
The Board of directors set up the policies to protect directors and executives to exploit thecompany’s inside information for their own benefit. The directors and executive officers must report
the buy and sell of the Company Securities to the company secretary at least 1 day in advance.
Moreover, the directors and executives including of their spouses and minor children, must report theholding of the change to Company Securities to the Exchange Commission, Thailand, in pursuant with
Section 59 of the Securities and Exchange Act B.E. 2535 within 3 days of such buy, sell and transfer
transaction.
• Measure to restrict employee to access to information (Need-to-know Basis)
The company restricts employee’s access rights to the data layer to prevent access to
information that may be sensitive and affect the price of the Company's securities.
• Measure to establish information technology and data security
The Company has established IT Steering Committee (ITSC) to promote, supervise andmanage the use of information technology system and the IT security system to prevent the leakage
of inside information or damage that may occur to the data. The Company also implements andcomplies the standard system ISO27001:2022 (Information Security, cybersecurity and privacy
protection – Information security management system) that the International Organization forStandardization (International Organization for Standardization, abbreviated as ISO) officially in
October 2022, which was modified from ISO27001:2013.
• Measures to preserve and prevent the use of inside information.
Public disclosure of inside information, including any internal communications or any potentiallysensitive information, Management approval is required. In addition, the Company has set a Blackout
Period during the period from the closing of the financial statements until the announcement of thefinancial statements.

105

2.7)

• Legal measures to prevent the use of insider information.
The Company has set prohibitions on the use of inside information for personal benefits andcommunicated to all employees including clear legal penalties.
The Company sets up the following policies to prevent conflict of interest;• Measure to report directors and executives’ interests and related persons.
The Company establishes directors and executives to report on their interests and related
persons’ interests to the Corporate Secretary, providing a copy of such reports to the Chairman of theBoard and the Chairman of Audit Committee as specified by the Securities and Exchange Act, andreport on changes in such reports.
• Measures to prevent structural conflicts of interest.
The company has arranged a transparent and clear management structure in the shareholding
structure and investment in subsidiaries or associated companies.
• Measure to inspect and report connected transactions
The Company has established measures for related transactions between the Company andpersons who may have conflict of interest that the executives or related persons will not be able totake part in approving such transactions. In addition, the Company has arranged for the Audit
Committee to consider and give opinions on the transactions between the Company and related
persons which is disclosed in the connected transactions.
• Measure to prevent the conflict of interest by rules and regulations of the company.
The Company has established “Rules and regulations of entertainment and gift exchanging”
for employees at all levels to be aware of the principles, terms of accepting gifts and hospitality forcustomers. Such rules and regulations shall be regarded as part of this anti-corruption policy as welland disclosed in the Anti-Corruption Policy.

However, the Company is now studying a process which allows each shareholder to propose agenda
items for consideration at a shareholders’ meeting as well as allows each shareholder to nominate Directors
who must meet the qualifications of Company directorship ahead of the actual meeting date.

106
Section 3 Roles of Stakeholders
The Company recognizes importance of rights of all stakeholders including shareholders,
employees, customers, competitors, business partners, creditors and society and environment. It’ s acommon duty of the Company to equally take care of every type of stakeholders, by taking actions legallywith fairness as follows:
The Company’s guidelines for treatment of stakeholders● Shareholder
The Company respects shareholders’ rights and responsible to the shareholders by emphasizing onsustaining business growth in order to create long- term returns to maximize shareholder value. After
became listed company in 2001, the Company has continually generated dividend payment every year.
The Company’ s key information is disclosed to the shareholders in a correct, complete, transparent andaccountable manner. In addition, the Company facilitates shareholders to fully exercise their rights.

● Employee
The company has recognized that the employees at all levels are valuable resources and key driversof business success. The Company therefore recruits and hires qualified and experienced persons as well as
supports good quality of life and good environment in the workplace, regularly educates the employees toensure their standards of professional service to customers including receive a fairly benefits and reward fortheir dedication to the Company on yearly basis.

● Customer
The company is committed to conducting business with customer satisfaction as the top priority,
therefore it has continuously developed products and services along with its Digitalization Roadmap in which
adopting digital technology into best services to meet the needs of customers. In addition, the Company also
places importance on conducting business with fairness and transparency, supporting free competition for theutmost benefit of customers.

● Competitor
The Company executes the business under a fair competition, integrity approaches, strictly comply
with laws, rules and related regulations and does not seek competitors’ confidential information bydishonest means and do not take advantage of competitors by unlawful means or try to damage thereputation of competitors by making malicious accusations without real information and no attempts toinfringe others’ copyrights or their intellectual properties. In addition, the Company does not have a pricepolicy that discourages or takes competitive advantages against competitors. During the past year, theCompany does not have any legal issues with its competitors for unfair business.

● Business partner
The company has always been realized of the importance and determine to go forward together withthe business partner by doing business with fairness. The success of the business group partly from the
support of partners. The company strictly treats any agreements and conditions with honorably for a longterm relationship with all partners.
-

Strictly to follow guidelines and procedures of procure, selecting and evaluating the business partners.
Require business partners to comply with international standards.
Strictly to follow the Company’s policy about the acceptance of gifts, money, or special favors frombusiness partners
Strengthen a good relationship with business partners.

● Creditor
The Company abides by lending terms and conditions, and all legitimate duties to creditors anddebenture holders. In addition, the Company values compliance with all obligations under Securitization
Law 1997, as the Company raised fund through securitization by establishing Special Purpose Vehicle
Company. The debentures will begin gradually redemption in 2023 and the final redemption date will beon October 28, 2025 with the condition of early redemption on February 28, 2023. The subsidiary is
considering the debenture redemption plan.

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As of February 28, 2023, the Company was able to maintain financial ratios and other terms as
specified in the contract. The Company has been assessed by an internationally recognized credit rating
agencies. In 2022, the Company was able to maintain its credibility. The assessment results are as follows:
Credit Rating Agency
Fitch Rating
Japan Credit Rating

Credit Rating
A-(tha)/Outlook Stable
A/Stable● Society and Environment
The Company is aware of the responsibility towards the public and environment by supporting
activities that conserve the environment and contribute to society. It creates a corporate culture toencourage all employees to participate in environmental stewardship including training all level of
employees to realize the importance of society and environment responsibility. For more details on ESG
part or Sustainability report 2022 of the company, disclosed in the Company’s Investor Relation website.
Section 4 Information Disclosure and Transparency
1) Disclosure of Information
Information disclosure is a crucial principle for Good Corporate Governance. The Company has set up
policy, approved by the Board of Directors, relating to information disclosure for external parties in order to ensurethat such disclosure information; financial and non- financial information, is accurate, adequate, timely, andequally accessible by all related recipients and also complies with related laws and regulations. Apart fromannual disclosure 56- 1 One report most of the information is posted on the Company website in Thai andEnglish with regular updates, thus helping shareholders, customers and interested persons to access theinformation with ease, equality and reliability.
The Company also disclosed other financial transactions and press release to analysts and investors
through the Company’ s website (www. aeon.co. th). The Investor Relations also communicated withinvestors through conference calls and email on regular basis.
The financial information, particularly the financial statements have been reviewed/audited by theexternal auditor in accordance with generally accepted auditing standards. These financial statements havebeen reviewed by the Audit Committee and endorsed by the Board of Directors before disclosure to the
public. The Board also reports its responsibility to financial reports in the 56-1 One Report. For non-financial
information such as connected transactions, management discussions, analysis, risk management
information, and the Company’ s corporate governance, The Company has published such information in
the 56- 1 One Report for the benefit of shareholders, investors, and analysts. All disclosed information isdisseminated in both Thai and English version on the Company’ s website, and its accuracy has been
regularly maintained and reviewed.
In addition, the Company also discloses other information such as background of the directors, theduties of the Board of Directors, number of meeting and attendance of each director, the remuneration of
directors and managements, change in shareholding of Board of Directors and Management, and etc. , in
56-1 One Report annually.
The Company discloses information on shareholding of director and executives, both directly andindirectly (including spouses and their minor children), in the 56-1 One Report under the topic, “Change inShareholding of Board of Directors and Management”.

1082) Investor Relations
The Investor Relations section has been assigned to take the responsibility of providing anddisseminating information and activities of the Company of the benefits with institutional and individual
investors, stock analysts, shareholders, and other people. Investors and interested parties can contact
Investor Relations section directly for the Company’s information, including financial statements, 56-1 One
Report, and notifications to SET/SEC, etc.
Investor Relations contact information
Address: AEON Thana Sinsap (Thailand) Public Company Limited
388 Exchange Tower, 27th Floor, Sukhumvit Road
Khwaeng Klongtoey, Khet Klongtoey, Bangkok 10110
Website: http://www.aeon.co.th (select “Investor Relations”)

Telephone: 0-2302-4721-3

Fax: 0-2302-4470

E-mail: ir@aeon.co.th

The Company has regularly conducted company visit for both domestic and international analysts
and investors and according to Covid- 19 situation the company mainly joined/hold the meeting via online
platform. Fiscal Year 2022, the Company shows details as below:
Forms of activities

Number of times

Number of Company

Conference call + Online meeting

23

86

Roadshow2

9Analyst meeting

2

23

26

118

Total

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Section 5 Responsibilities of the Board
Term of Office
In terms of office, the Board of Directors has established directorship term in the Articles of
Association of the Company which states that at each annual ordinary meeting of shareholders, one- third(1/3) of the directors shall retire. If the number of directors is not a multiple of three, the number of directors
closest to one-third (1/3), but not in excess of one-third (1/3), of the total number of directors shall retire. In
addition, a director who vacates his office may be re-elected.
Directorship of Executive Directors in Other Companies
The Company imposed the guideline that the Company’ s Executive Directors are able to holddirectorship in not more than 5 other companies in order to ensure that the executive directors havesufficient time to perform their duties and work efficiency in conformity with the principle of good corporate
governance for listed companies that imposed by the Securities and Exchange Commission. The details of
directorship held by the Company’s Executive Directors in other companies reported in attachment1.
The Board of Directors’ Authorization
The Board of Director is empowered to authorize various matters in accordance with the scope of
authority stipulated by laws, the Company’s Articles of Association, the Board Charter, and the Shareholder
Meeting resolutions. Such matters include defining and reviewing corporate vision, mission, operating
strategies, operating plans, risk management policy, annual budget and business plans, defining of thetarget operating results and also material connected transactions.
The Board of Directors’ Meetings
The meeting of the Board of Directors shall be held at least once every three (3) months. However,additional meetings may be scheduled as required. To facilitate the Directors to allocate the time and attend
the meeting, the Company has the Board of Directors’ meeting schedule in advance. Related document
will be sent to all member of the Board of Directors at least 7 days prior to the date of meeting. Especially,
for the important agendas the relevant documents shall be submitted to directors prior to the meeting foran adequate time to consider. The Board of Directors can invite any involved executive or relevant persons
for inquiry during the meeting.
In addition, according to the Company's Articles of Association, at a meeting of the board of directors,
at least one half (1/2) of the total number of directors present shall form a quorum. However, in practice,
the Company has maintained at least two- thirds of the directors attending the meeting to determine thequorum in every meeting. For FY2022, the summarized of the Board of Directors’ average attendance was
not less than 75% which was shown on Summary of the Board of Directors’ and Sub-Committees’ Meeting
Attendance in FY2022.
In each meeting, the Chairman allows each director to express his opinion extensively and freely.
Thus, each decision is made rationally and thoroughly. Each meeting agenda item is made under the proper
time. The Company provides an online meeting system to facilitate directors who cannot attend the meetingin person. Each agenda items and its resolution are recorded in writing, and the minutes of the meeting
which have been affirmed by the Board. In the fiscal year 2022, the Board held a total of 13 board meetings.
( Detail of the meeting and number of attendance of each director in Report on key operating results on
corporate governance).
Succession Planning
The Company actively primes its management for internal rotation. As regards succession planningfor Managing Director position complies with the major shareholder’s policy prevails.

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6.2 Business Ethics and Corporate Governance Policies
Business Ethics● Aeon group has provided “ AEON Code of Conduct” for the Board of Directors, the Management, andthe employees of the Aeon group to use as a guideline in performing their duties to accomplish theCompany’s goal with ethics for business conduct and practice towards related stakeholders. To review
AEON Code of Conduct, the Company with the cooperation with AEON Financial Service (Japan) always
provides training for management on yearly basis. In addition, the Company also provides
communication channel regarding AEON Code of Conduct through intranet system in order to facilitate
staff and encourage them to follow practice in the Code of Conduct.
AEON – Commitment- Aeon people are always grateful to the many other individuals who provide support and help, neverforgetting to act with humility.
- Aeon people values the trust of others more than anything else, always acting with integrity andsincerity in all situations.
- AEON people actively seek out ways to exceed customer expectations.
- AEON people continually challenge themselves to find new ways to accomplish the AEON ideals.
- AEON people support local community growth, acting as good corporate citizens in serving society.

● The Company has clear procedures to monitor transaction that may have conflict of interest. All
Directors, management, and employees strictly comply with laws and the rules, conditions andprocedures specified by the Capital Market Supervisory Board and SET, particularly concerning
connected transactions.
● The Board of Directors has specified the risk management policy, covering the overall organization.
Risk management section has been established to be responsible for risk management and reportingto the Management on monthly basis by arranging electronic meeting (Online Meeting) with companies
affiliated and parent company in Japan. Moreover, the Company has Internal Audit section to evaluate
the efficiency of the Company’s internal control system which includes auditing, evaluating,recommending, and supporting the effectiveness improvement in risk management, control, andcorporate governance.
In addition, the Company established Internal Control Office, aiming to develop internal control
system throughout the Company. This is to comply with Japanese version of Sarbanes Oxley (J-SOX)
Act enacted by Japanese Financial Service Agency (FSA) to be applied to all the listed companies inJapan. Their major missions are to set up the enterprise level internal control, analyzing and visualizing
the major business processes, etc., in order to achieve reliability of financial reporting, effective
operation and compliance with applicable laws. The Board of Directors’ meeting approved the policies
of Board of Directors, Appointment of Directors, and Audit Committee in order to comply with rules andregulations of SET, SEC, and related laws and also in line with J-SOX policy since 2008.

● Intellectual Property Policy
The Company values and respects all related rights of intellectual property of others without doing
any acts which infringe the intellectual property and will only utilize them after obtaining permission to
do so.

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Corporate Goverance Policies
1) Policy of anti-corruption and bribery prohibition
The Company is against and does not accept corruption in any form. The Company has prescribedanti-corruption procedures for its activities to comply with this policy and will regularly review that theseprocedures comply with the relevant laws and maintain the Company’s reputation. All the employees,
affiliates and parties involved with the Company must strictly comply with this policy.
Executive Committee is responsible for determining the policies, monitoring and forming an effective
system supporting anti-corruption in order to ensure that the senior executives intensively concern andemphasize on anti-corruption, and cultivate anti-corruption mindset as the Company’s culture.
1. The Company has a policy to conduct business in good faith with honesty, transparency and ethicalprinciples by focusing on fostering the attitude among its employees to oppose, correct and be
responsible for corruption issues, including communicating the knowledge, understanding to all
employees and performing tasks honestly and in accordance with the policy.
2. The Company does not accept any corruption activity which may be an offence under the law and iscommitted to conduct business with integrity, honesty, and fairness according to the Company's
commitment to prescribe and enforce effective anti-corruption measures.
3. The Company will cooperate and support anti-corruption activities by promoting and participating inmonitoring, auditing and having mechanism to monitor and control the exercise of power to beappropriate, transparent and efficient as well as to act in compliance with the anti-corruption laws.
4. The Company shall set the standard for the investigation procedure for trials to be effective and incompliance with the operation of the appointment of the Disciplinary Working Team (ISMS-PC-04-13),
and operation for appointment of the Disciplinary Working Team for Fraud Case (ISMS-PC-04-14) which
are considered part of this policy.
Scope of Policy
1. This policy applies to employees of the Company and employees of the affiliated company operating at
all levels, including employees of the Company’s or affiliates’ branches and/or other related parties.
2. The policy regarding the Company’s employment contracts states that all employees must comply withthe rules, regulations and policies of the Company. Compliance with this policy is in accordance withthe terms of the relevant employment contract or any agreement between the Company and theemployees.
3. If this policy conflicts with or differs from other policies of the Company, the affiliates or the relevant
regulations and laws, the stricter policies, regulations, and laws must be adhered to.
4. The Company determines that its affiliates shall implement the anti-corruption policy of each company
in accordance with this policy.
Corruption Risk Assessment Measures
The Company shall implement risk assessment to determine which cases are considered to have a highrisk of corruption as follows;
1. Planning
2. Gathering and analyzing data
3. Risk identification
4. Risk level assessment
5. Gathering information on the existing risk control measures and remaining risk assessments
6. Use the risk assessment data to implement appropriate anti-bribery measures, and reporting theresults. The corruption risk assessment form is deemed as the part of this policy.

112Internal Communication
The Company has established channels for communicating the policy and procedures regarding anticorruption policy including the approval process, the practice for avoiding or denying corrupt behavior. The
Company provides various channels for reporting corruption information, complaints or suggestions within
the Company; for example, via the intranet within the organization, email, new employee orientation
program in order to give employees a better understanding of the anti-corruption policy.
Whistleblower Protection
1. The Company encourages and is open to employees to report actual offenses under this policy, even if
it is found later that such report is based on a misunderstanding. The company has no policy to demote,punish or cause negative effect on employee who refuses to commit corruption, even if such action willcause the Company to lose a business opportunity.
2. The company promises that no employee shall be adversely affected by the denial of participation incorruption, including well-intention reporting of suspicious behavior of briberty, or other fraud that occurs
or may occur in the future.
3. If an employee is subject to unfavorable treatment due to whistle blowing. He/She must report suchtreatment immediately to the supervisor, senior management of the department /or supervisor in the lineof work.
2) Anti-Money Laundering and Combating the Financing of Terrorism and Proliferation of Weaponsof Mass Destruction: AML/CFT/WMD
AEONTS and subsidiaries are committed to combating money-laundering and financing of terrorism andthe proliferation of weapons of mass destruction to be complied with the applicable laws and regulation oflegal entity and also to be complied with AFS Group’s AML/CFT policy.
We are taking into the account its social responsibility as a financial institution, company and corporategroup, considers the prevention of money laundering and terrorist financing to be one of its most importantmanagement issues.
In order to prevent of money laundering and terrorist financing, the company wholly or majority-owned orcontrolled legal entities as a source of money laundering and supporting financial to terrorist andproliferation of weapon of mass destruction implements the AML/CFT/WMD policy as followings:
1. The Company supports and strictly complies with the applicable Anti-Money Laundering, Combating the
Financing of Terrorism and the Proliferation of Weapons of Mass Destruction’s law and regulations
which includes but not limit to the customer acceptance, customer due diligence, risk assessment andrisk mitigation, transaction monitoring and reporting and record keeping.
2. The Company shall appoint senior management to oversight AML/CFT/WMD laws and regulations andconsiders the prevention of money laundering and terrorist financing to be one of its most importantmanagement issues and the management shall establish organizational control of Group Policy.
3. The Company will prescribe the control measure relates to Anti-Money Laundering, Combating the
Financing of Terrorism and the Proliferation of Weapons of Mass Destruction which covers the following
topics: customer acceptance, customer identification, customer due diligence, risk assessment andmanagement, transaction record and report, customer rejection or customers’ relationshipdiscontinuation in case customer has their risks concerning Anti-Money Laundering, Combating the
Financing of Terrorism and the Proliferation of Weapons of Mass Destruction. Such subordinate policies
and guidelines shall be regularly reviewed and kept the information are up-to-date.
4. The Company shall perform the internal AML/CTPF risk assessment and management in order todetermine, evaluate and mitigate AML/CTPF risks as annually basis. The assessment covers all
customers, products/services and channel and also perform the assessment prior to introduction of new
products or services or implementation of new technology or electronics network as required by theapplicable laws and regulations.
5. The Company shall report the cash transaction report as required by law and regulations includes thesuspicious transaction with accurate and complete information as well as within the specified timeframeto the law enforcement authority.

113
6. The Company shall prescribe the independent internal control which suitable for the organization andcomplied with regulatory requirement.
7. The Company shall prescribe the information’s sharing procedure among intra-group the groups ofcompany and mutual cooperation.
8. All officers and employees in AFS Group and Company shall not engage in money laundering or terrorist
financing, nor shall they provide any assistance, including involvement, support or inaction, to those who
engage in such activities. Directors, officers, employees, agents and offices acting on their behalf areprohibited from disclosing information, facts or doing any acts that may cause customers or third parties
to know about the investigation, transaction reporting to the AMLO office, except for compliance withthe law or by court order or disclosure of information between the head office and branches.
9. The Company requires that all information and evidence of identity verification, as well as Customer
Due Diligence and transactions shall be kept entirely within the period specified by law.
10. The Company shall arrange and provide the AML/CFT/WMD training to all staffs in accordance with theapplicable laws and regulations. Also responsible for the enhancement of the staff’s knowledge to meetthe regulatory requirement and efficiency of AML/CFT related duties.
11. The Company will arrange the independent audit program on AML/CFT/WMD regarding to thecompliance with the internal policies and regulations.
12. The Company shall prescribe the internal policy and procedures for sharing information required for the
purposes of AML/CFT/WMD risk management applicable to all branches and majority-owned
subsidiaries both local and oversea jurisdiction. Adequate safeguards on the confidentiality and use of
information exchanged should be in place. In the case of their foreign operations, where the minimum
AML/CFT requirements of the host country are less strict than those of the home country, the Company
shall be required to ensure that the branches and majority-owned subsidiaries in host countries
implement the requirements of the home country, to the extent that host country laws and regulations
permit. If the host country does not permit the proper implementation of the measures above, theCompany should apply appropriate additional measures to manage the money laundering and terrorist
financing risks, and inform their home supervisors. The Company shall prescribe the internal policy anddesign the program to supervise a third party’s activities in accordance with the applicable AML/CFT
laws and regulations.
13. The Company has appointed Managing Director, to be the Chairman of AML/CFT Committee.

1143) Channels for Complaints and Whistleblower Protection Policy
The Company place great importance on good governance by prescribing a policy for all levels of
employees to focus on transparent and verifiable operations. The Company continuously provides training
and knowledge for employees in those matters.
The Company has provided channels for complaints or whistleblowing for various groups ofstakeholders, which can be reported through several channels, such as;-

All 104 branches nationwide
Call Center phone number 02-665-0123
Electronic mail (E-Mail): csd@aeon.co.th
Investor Relations: ir@aeon.co.th

The Company has established a clear process for receiving complaints, whereby the complaint
information, including the name of the complainant will be kept confidential. Employees are not involved
and have no access to such information. In case of receiving complaint, the recipient will record theinformation and take corrective action as appropriate without delay, including reporting the results to the
executives or the Board of Directors for acknowledgment in some cases.
In addition, the Company has established channels for complaints in case of unfair treatment of
employees, whether caused by the operations of the Company, supervisors or employees. When receivingsuch cases, the departments and responsible persons appointed by the Company will be responsible forinspecting, investigating and considering the results without delay, and directly reporting the results tosenior management. In this regard, the complainant will be kept confidential as well. The Company has avariety of complaint channels, consisting of E-mail channel and other channels such as telephone, etc.
4) Personal Right and Personal Data Protection Policy (PDPA)As the Company’s operation is related with the personal information, we are well aware of thepersonal information breach issue, and strongly value the importance of privacy rights’ protection, securityof processed personal information and using personal information within the defined purpose(s) underenforced legislations, Personal Data Protection Act 2019 (PDPA).
The Company has policies and practices to protect personal information of all stakeholders. The
Company has improved internal processes and practices following the Personal Data Protection Act in orderto develop potential and create awareness among personnel in the organization. Therefore, we haveprovided company’s personnel the training about rules and guidelines on the personal data protection to
be acknowledged and prevent damage that may occur from the collection, usage and disclosure of Personal
Information as well as the information is kept safe, confidential and will not be disclosed without the data
subject’s consent or any lawful basis. We also set up system to control safety of personal information ofcustomer and follow the related regulations.
To collect personal information, the Company has published Privacy Policy Statement (or the privacy
notice) for customer, third parties, external AEON business and employee, on our website, to notify thedata subject about purposes, retention period, lawful basis, disclosure and other details required by laws.
The Company also values data subject rights and provides proper channels to receive a request andcomplaint. Besides we have policies to investigate and handle issues within reasonable timeline.

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6.3 Significant changes and developments in policies, practices and corporate governance systems
in the past year
Implementation of the Corporate Governance Code for Listed Companies 2021
According to the Corporate Governance Report of Thai Listed Companies also known as “CGR”
survey 2022, the Company survey result was “very good”. Nevertheless, the Company’s Corporate
Compliance Committee held the meeting to reconsider and rectify the Company’s policies to be inaccordance with the CGR’s criteria including disclosed the responsibilities of the board which demonstrates
transparency of the Company’s operations and build trust in stakeholders.
However, there were some cases that may not follow the CGR’s criteria which the explanations andthe guidelines for amendment are as follow;
1. The Board of Directors should consider and approve the establishment of the nominating andremuneration committee
The Board of Directors has already acknowledged the suggestion and the current on-going process
to consider appointing the director to be a member of the nomination and remuneration committee. In themeantime, the processes to nominate new director and determine appropriate monetary and non-monetary
remuneration are defined by the resolution of the Board of Directors with the suggestion from the executiveof Human Resource Department.
2. The Board of Directors should set the term for the Independent Director to hold the position fora maximum of 9 consecutive years since the date of appointment
Due to the Board of Directors prioritized on the independence and freedom of expression, also, theIndependent Director was not considered only by competence and knowledge, but also by the definition of
the Independent Director by Securities and Exchange Commission (SEC). However, in 2022, there’s the
only 1 Independent Directors out of 4 that serves as the Independent Director for more than 9 consecutive
years and still able to independently provide opinions pursuant to the relevant rules and regulations andconsistently maintain the qualification of the Independent Director. Therefore, the Board of Directors has
the resolution that the current Independent Director is suitable for the position.
3. The Company’s free float portion should be larger than 40 percent of the registered shares.
In 2022, the Company free float portion is 30-40 percent of the registered shares. Although theCompany’s free float portion is incompletely meeting the CGR criteria, the Company’s Board of Directors
still take an important on liquidity of the Company’s shares. Therefore, the Board of Directors consideredsetting the Company’s free float to not less than 15 percent, which is in accordance with the Distribution of
Minority Shareholdings regulation from the Stock Exchange of Thailand (SET) and meeting the criteria for
SET100 index.
4. The Board of Directors should consider setting the limitation of the directorship in other
Company not to be over than 5 companies.
The Company has 1 director holding the other Company’s directorship more than 5 companies which
is non-executive director. However, each director still outstandingly performs his/her duties and effectively
gives an opinion or suggestions for the Board of Directors meeting. Furthermore, every director has theattendance portion more than 98 percent which comply with the CGR criteria.

116

7
Corporate governance structure and material facts
related to the board, sub-committees, executives,
employees and others

117

7. Corporate governance structure and material facts related to the board, sub-committees, executives, employees and others
7.1 Corporate Governance Structure
Shareholders

Board of Directors

Company Secretary
Audit Committee
Managing Director
Executive Committee
Internal Audit Dept.

Compliance Committee

Risk Management Committee

IT Steering Committee

Collection
Dept.

System Development
Dept.

Credit Control
Dept.

Customer Service
Dept.

I.T.
Dept.

Marketing
Dept.

Customer
Behavior
Analysis Dept.

Corporate
Planning Dept.

System Planning andInfrastructure
Dept.

Legal officeBusiness Development
and Transformation
Dept.

Corporate Strategy
Dept.

Finance and Accounting
Shared Service Center
Dept.

HR and Admin Shared
Service Center
Dept.

Corporate
Governance andControl Dept.

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7.2 Information of the Board of Directors
Board Structure
The Company places importance on the board structuring to create the most efficient board;
making the best decision to take the Company to the expected direction. The composition of the board
is considered by the board diversity which consisting of 6 executive directors, 2 non-executive directors,
4 independent directors, totaling 12 directors, in compliance to requirements and regulations of theSEC. Moreover, the board comprises directors with diversity of gender, education, and professional
expertise in which considered relevant and necessary for the Company’s business management suchas marketing, legal, information technology, finance and accounting, corporate governance,
environment, investment in foreign countries and Asia region, etc.
The average age of the Board of Directors is 57 years is considered appropriate and sufficient toformulate policies and direction of the company. Details of individual directors appear in Attachment 1(skill table).
As at February 28, 2023, the Board of Directors structure is as follows:

Board of Director's Structure Classified by Type
Independent
Director 17%

Executive
Director
50%
Classified by Gender

Non-Executive
Director 33%

FemaleImportant Skill Matrix for Board of Directors

Marketing

Legal

10

Male

IT

Accounting
and FinanceCorporate
Governance

Investments
Environment
in Offshore

2

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The Board of Directors of the Company
As of February 28, 2023, the Board of Directors comprises 12 directors: 6 executive directors;
4 independent directors and 2 non-executive directors. The details of each director are listed below:
Members of the Board Directors

Position

1. Mr. Mitsugu Tamai

Chairman of the Board of Directors

2. Mr. Tsutomu Omodera

Vice Chairman of the Board and Managing Director (Executive director)(Non-Executive director)

3. Mrs. Suporn WattanavekinDirector

4. Mr. Nuntawat Chotvijit

Director(Executive director)

5. Ms. Suriporn Thammawatid

Director(Executive director)

6. Mr. Kazumasa Oshima

Director(Executive director)

7. Mr. Junichi Iwakami

Director(Executive director)

8. Mr. Chatchaval Jiaravanon

Director(Non-Executive director)(Executive director)

9. Dr. Sucharit Koontanakulvong

Independent Director and Chairman of Audit Committee

10. Dr. Mongkon Laoworapong

Independent Director and Audit Committee Member

11. Mr. Ittinant Suwanjutha

Independent Director and Audit Committee Member

12. Mr. Ryuichi Hasuo

Independent Director

Authorized Signatory Directors
The authorized signatory of the Company is Mr. Mitsugu Tamai or Mr. Tsutomu Omodera andaffixed with the Company's seal.
Role of the Board to control, governance, follow up operation with transparency andeffectiveness
Scope of powers and duties of the Board of Directors of the Company
The Board of Directors of the Company gained stakeholders’ trust to operate and manage theCompany’ s assets. Therefore, the Board of Directors has to perform his/ her duty to maximize
shareholder wealth and stakeholder sustainable value in keeping the business direction with theCompany’s vision. Furthermore, the Board of Directors of the Company must always align the operationof the Company with regard to all stakeholders, good governance, and laws. Scope of powers andduties of the Board of Directors of the Company as below:
1. A director shall perform his/ her duties in compliance with the law, good governance, theCompany’ s objectives, and articles of association of the Company as well as the resolutionsof the shareholders’ meeting.
2. A director shall consider and make decisions on the business strategies, plans, and any othercritical operations that have an effect to the Company.
3. A director shall not operate any business which has the same nature as and is in competition
with that of the Company, nor be a partner in an ordinary partnership or unlimited partner in alimited partnership, nor be a director in other limited or public limited company having abusiness of a similar nature competing against the business of the Company, unless they
have informed the shareholders’ meeting before the resolution appointing them as directors
has been passed.
4. A director shall, without delay, inform the Company in case where he/ she has a direct orindirect interest in any contract, which is made by the Company, or he/ she holds shares ordebentures of the Company or an affiliated company increasingly or decreasingly.
5. The Board of Directors shall hold a meeting at least once every three months.
6. A Director who has an interest in any resolution shall have no right to vote on such resolution.
7. At any meeting, in case of equality of votes, the chairman of the meeting shall be entitled to a
casting vote.

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Roles, Duties and Responsibilities of Chairman of the Board
The Chairman of the Board of Directors is from AEON Financial Service Co. , Ltd. ( Japan) , themajor shareholder, and not the same person as Managing Director. The Chairman of the Board of
Directors has main duties and responsibilities, as follows:
1. To Convene Board of Director’s meeting or authorized person to take action instead.
2. To act as the Chairman of the Board of Directors meeting and the Shareholders meeting.
3. To promote good corporate governance standard of the Board of Director.
4. To control and conduct meetings with efficiency and in compliance with the Company’s Articles
of Association and following the sequence of the agenda.
5. To have a casting vote in case of tied votes in the Board of Directors meetings.
Roles, Duties and Responsibilities of Managing Director
The Managing Director shall have the authority and duty to manage the Company as delegatedby the Board of Directors and shall perform in accordance with the corporate plan including conducting
and/ or managing the Company’ s routine tasks, and conducting activities pursuant to the policies,
business plans and budget as approved by the Board of Directors. In this regard, the Managing Director
can delegate the other person(s) the authority to perform his duties.
The Managing Director or the person( s) delegated by him shall not approve, involve in ortransact business, or deal in which he or any person who is likely to have a conflict of interest, has aninterest or is likely to have a conflict of interest of any kind with the Company or the Company’ s
subsidiaries.
Roles, Duties and Responsibilities of the Board of Directors
The Board of Directors considers and approves the important issues regarding the Company’ s
operation such as strategies, financial goal, budget, etc. , supervises the Management’ s performance
to comply with the specified policies and plans, effectively and efficiently, and also provides the system
to monitor, improve, and evaluate the Company’ s operation in order to achieve the Company’ s
maximum value.
After the Company became a public limited company and the listed company in 2001, the board
prepared and determined the code of best practices in accordance with the rules and regulations of
the Stock Exchange of Thailand to provide the maximum benefit to the shareholders. The board has
initially approved the principle of corporate governance policy of the Company.
The Executive Committee and the Audit Committee reviewed and approved the new principles ofgood corporate governance for the Company as follows:
1. Facilitate all shareholders with fair and equal treatments
2. Operate business with transparency and scrutiny, and disclose adequate information to all
stakeholders and related parties
3. The responsibilities of executive committee and management must be clear and concise withcheck and balance control system
4. Must follow all the related rules and regulations
5. Determine to create long- term value- added to the corporate for the maximum benefit of theshareholders, mitigate conflict of interest
6. Strict to the code of corporate ethics and engage in activities that conserve the environmentand contribute to society
7. Must have meeting regularly, all information must be given before the meeting according to therule and regulations and must have a well prepared minutes and completely.
Roles, Duties and Responsibilities of Independent Directors
1. Act as an unbiased advisor to the Board of Directors to make a decision on the deliberate issue;
performance, strategy, risk management, and the related regulation.
2. Safeguard the interests of all stakeholders and the minority shareholders.
3. Scrutinize the financial information and the performance of management as well as ensure risk
management to be well-prepared for any possibilities.
4. Engage in any duties as assigned by the Board of Directors, without interfere with theindependent nature of the Independent Director.

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7.3 Information on sub-committees
Sub-Committee
The Board has further appointed the Sub-Committee. The Sub- Committee takes
responsibilities for each specific area and also reports the results to the Board of Directors forconsideration and decision making. The Company disclosed detail of purposes, numbers and list ofmembers, and Scope of power and duties of Sub-Committee as following;
1. The Audit Committee
The Company’s Audit Committee comprises 3 independent directors which the scope of authority
and duties has considered and approved by the board, in accordance with the preliminary rules for the
Audit Committee; details are according to the announcement (Qualifications and Scope of Work of the
Audit Committee B.E. 2558) from the Stock Exchange of Thailand.
1. Review the Company’s financial reporting process to ensure accuracy and adequacy.
2. Ensuring the Company has suitable and efficient internal control system and internal audit. The
Committee shall consider the independence of the Internal Audit Office as well as approve theappointment, transfer and termination of Chief Internal Audit.
3. Review the performance of the Company to ensure compliance with the securities and exchange
law, regulations of the Stock Exchange of Thailand or laws relating to business of the Company.
4. Consider select, nominate and terminate the Company’s external auditor and recommend its
remuneration. The Committee shall meet privately with the external auditor once a year, without the
management team being present.
5. Review the disclosure of the Company in case where there is any connected transaction that may
lead to conflict of interest so as to ensure the reasonable transaction and benefit to the Company.
6. Prepare a report on monitoring activities of the Committee to be disclosed in the annual report (561 One report) of the Company, which shall be signed by the Chairman of the Committee andcontained at least the following information:
6.1

An opinion on the accuracy, completeness and creditability of the Company's financial report.

6.2

An opinion on the adequacy of the Company's internal control system,

6.3

An opinion on the compliance with the law on securities and exchange, the Stock Exchange's
regulations, or the laws relating to the Company's business.

6.4

An opinion on the suitability of an auditor.

6.5

An opinion on the transactions that may lead to conflicts of interests.

6.6

The number of the audit committee’s meetings, and the attendance of such meetings by eachcommittee members.

6.7

An opinion or overview comment received by the audit committee from its performance of
duties in accordance with the charter.

6.8

Other transactions which, according to the audit committee's opinion, should be known to theshareholders and general investors, subject to the scope of duties and responsibilities
assigned by the Company's board of directors.

7. Perform anything else which was assigned by the Board of Directors of the Company together with
an approval and under the scope of duties and responsibilities of the Committee.

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List of Members of Audit Committee
As of February 28, 2023, the lists of members of the Audit Committee and the number of theaudit committee member s attendance are listed below:
Name

Position

Number of Meetings
Attended

Dr. Sucharit Koontanakulvong

Independent Director and Chairmanof Audit Committee

10/10

Dr. Mongkon Laoworapong

Independent Director and Audit
Committee Member

10/10

Mr. Ittinant Suwanjutha

Independent Director and Audit
Committee Member

10/10

2. The Compliance Committee
The Compliance Committee is the management association of elected members of 1) Risk
Management Committee and 2) Compliance Committee, which also known as the “Risk Management
and Compliance Committee”. The policy of Compliance committee had been latest reviewed on May 5,2022 by the board of Director who reviews and determines roles and responsibilities of the Compliance
Committee to ensure and build the trust in Company’s efficiency in risk management and regulatorycompliance as well as company internal standard, in order to provide certainty to all shareholders andstakeholders of the Company.
The Compliance Committee was formed to report, deliberate and approve on acts of 1) Risk
Management, 2) Regulatory Compliance and 3) Corporate Internal Control. The role and responsibilityof the Committee are to identify risk associated with company business activities, monitor and control
risks within acceptable level and to ensure that the company is comply with the government regulations,
ISO standards, and J-SOX audit by monitoring the result. Moreover, any other responsibilities may berequired as necessary for the benefit of the company as well as to ensure that Company’s operation to
be fair, transparent, respected to all the stakeholders together with the Company’s risk management
and achievement of business goals under changing conditions in the industry, economic fluctuations,political instability, as well as other various risk factors potentially affect the Company’s operations.
Scope of power and duties of Compliance Committee
1. Conduct policies and plans that related to the Company’s guidelines to propose to the Board of
Directors for approval, together with provide an approval for respective departments’ action plans.
2. Acknowledge the process and follow up the result for reconsidering and enhancing each plan
to make reports and propose to the board to be acknowledged and approved afterward.
3. Make decisions to approve any operations added by the board, for maintenance andestablishment of compliance framework of the Company.
4. Analyze and identify risk factors that may impact any activities associated with the Company’s
revenues, to improve the business operating practices, and to monitor and control risk factors to be in
the acceptable risk level
The meeting of Compliance Committee is mainly arranged on monthly basis, and shall be heldin time of necessary, in accordance with urgent agenda potentially significant impact to the Company(if any). The meeting has been consciously held as a monthly practice to monitor and to ensure
effectiveness of the corporate governance in conducting the company to be in line with government
regulations and internal standards, as well as to generate trust in the Company’s risk management in
subsidiary companies in both Thailand and oversea. In 2022, the Compliance Committee had beenarranged totally 12 times.

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List of the Compliance Committee
The Compliance Committee member is latest reviewed on April 26, 2022, which comprises of 20
active members as the name list following;
Name
1. Mr. Tsutomu Omodera
2. Mrs. Suporn Wattanavekin
3. Mr. Nuntawat Chotvijit
4. Ms. Suriporn Thammavatid
5. Mr. Kazumasa Oshima
6. Mr. Junichi Iwakami
7. Ms. Supannee Asawasuwan
8. Mr. Witchasorn Suwannakindra
9. Mr. Manavudhi Mingvanich
10. Mr. Somsak Hempiam
11. Mr. Tawatchai Peechapat
12. Mrs. Chittiporn Inoue
13. Ms. Nadanong Chompong
14. Mr. Alongkorn Sattabusaya
15. Mr. Amorn Jirachaiprasitti
16. Ms. Gritsla Kommongkol
17. Mr. Kosei Yahiro
18. Ms. Ariya Lertsatira
19. Mr. Jakkapan Kittananun
20. Mr. Taveesak Phrusukarn

Position
Vice Chairman of the Board and Managing Director
Executive Director
Executive Director
Executive Director
Executive Director and Chief of Financial Officer
Executive Director
Company Secretary and Senior Executive Vice
President
Senior Executive Vice President
Senior Executive Vice President
Senior Executive Vice President
Senior Executive Vice President
Senior Executive Vice President
Senior Executive Vice President
Senior Executive Vice President
Senior Executive Vice President
Executive Vice President
Executive Vice President
Executive Vice President
Vice President
Vice President

3. Executive Committee
The Company must establish the Executive Committee to make the decision in any operation as
assigned by the Board of Directors for the continuity of business planning propulsion and supporting
the business operation according to the Company’ s operational plan. Furthermore, the Executive
Committee also takes responsibilities in screening the strategic plan of each department to conform to
the set vision, mission, and the regulation of the Company. This practice will help to build confidence insystematic and ethical operation and management of the Company for the Board of Directors andshareholders.
Scope of power and duties of Executive Committee
1) Assist and recommend the Board of Directors in forming policies, setting goals and business plans,
and the annual budget in addition to generating the operational report to update and provide
important information to the Board of Directors to making the best decisions for the Company.
2) Consider and approve general activities relating to the Company s main business within theapproved budget and resources, and afterward, report the investment and operating results to theBoard of Directors.
3) Follow up the results of the business process and support any department's operations in order toalign with the Company s business plans, mission, and vision, make sure the Company s operationis conforming to the company s code of conduct, the company s regulation, and also the laws.
4) Manage general activities regarding business of the company in order to reach company s goal andplan.
5) Consider new projects and study the feasibilities for improving the Company s operation to support
the Company s missions.
The Company places importance on systematic business propulsion, which has to be monthly
considered and approved by the Board of Directors. Therefore, the Company regularly held the
Executive Committee meeting. In FY2022, the Company held the meetings for the Executive Committee
at totally 23 times.

124
List of the Executive Committee
As of February 28, 2023, the Company has totaled 6 executive directors, whose names are as
listed below;
Name
Position
1. Mr. Tsutomu Omodera
Vice Chairman of the Board and Managing Director
2. Ms. Suporn Wattanavekin
Executive Director
3. Mr. Nuntawat Chotvijit
Executive Director
4. Ms. Suriporn Thammavatid
Executive Director
5. Mr. Kazumasa Oshima
Executive Director
6. Mr. Junichi Iwakami
Executive Director
4. PDPA Steering Committee
The Company also decided to establish PDPA Steering Committee to foster due compliancewith PDPA. The members and their roles and responsibilities of PDPA Steering Committee are as
below.

Name list of PDPA Steering Committee
Name-Surname
Ms. Nadanong Chompong
Mr. Takashi Hisae (DPO)

Position
Senior Executive Vice President, Legal OfficeVice President, Corporate Compliance

In performing the following tasks, DPO shall follow the direction and recommendation as
concluded by the PDPA Steering Committee.
Scope of power and duties of PDPA Steering Committee
1) Give advice and recommendation to the Company and internal departments about theinterpretation or application of PDPA;
2) Handle query or complain on request by PDPC, data subject, regulatory body and any otherpersons;3) Coordinate with the PDPC where there is data leakage, data breach, breach of PDPA or suchother issues with respect to processing of personal data undertaken by the Company, data
controller, data processor and service provider; and
4) Make any report or response, including issue official letter to PDPC, data subject, otherregulatory bodies and such other persons in respect of PDPA.

125
5. Kaizen Committee
AEON has been developing “Kaizen” to be a part of business management which is able to enhance
the quality, productivity and also increase the competitiveness of the business. The Company hereby
appoints the Kaizen Committee for FY 2022 as of February 28, 2023 as listed below.

Name
1. Mr. Tsutomu Omodera
2. Ms. Suporn Wattanavekin
3. Mr. Nuntawat Chotvijit
4. Ms. Suriporn Thammawatid
5. Mr. Kazumasa Oshima
6. Mr. Junichi Iwakami
7. Ms. Supannee Asawasuwan
8. Mr. Witchasorn Suwannakindra
9. Mr. Manavudhi Mingvanich
10. Mr. Somsak Hempiam
11. Mr. Tawatchai Peechapat
12. Ms. Chittiporn Inoue
13. Ms. Nadanong Chompong
14. Mr. Amorn Jirachaiprasitti
15. Mr. Alongkorn Sattabusaya
16. Ms. Gritsla Kommongkol
17. Mr. Kosei Yahiro
18. Ms. Kajohnporn KittisobhonePosition
Vice chairman of the Board andManaging Director
Executive Director
Executive Director
Executive Director
Executive Director
Executive Director
SEVP
SEVP
SEVP
SEVP
SEVP
SEVP
SEVP
SEVP
SEVP
EVP
EVP
VP

Role and Responsibility
1. Provide direction and consultation for Kaizen activities.
2. Encourage and support Kaizen activities.
3. Evaluate Kaizen suggestions and decision for implementation.
4. Monitor the progress of Kaizen implementation.
5. Evaluate Kaizen suggestions for selection and give awards.
Note: The meeting of Kaizen Committee shall be held by monthly basis or upon call as needed.
6. IT steering committee (ITSC)
Definition and the importance of ITSC
ITSC was established to enhance, supervise and manage the use of Information Technology
Systems for conducting business operations or providing business services in accordance with theincreasing volume of transactions, complexity of Information Technology and all related risks of the useof Information Technology Including the provision of supervising and managing the Information
Technology Projects with efficiency and conciseness in order to achieve the success as planned.
Role and responsibility1) ITSC shall supervise and ensure the operations of Information Technology Systems including
the Project Management Processes.
2) ITSC shall ensure the readiness of Information Technology Systems are in accordance withthe strategy of business services or business operations and future changes.
3) ITSC shall ensure the IT Security Policy and IT Project Management Policy.
4) ITSC shall ensure the knowledge and awareness of IT Security for Directors, Executives andemployees in the organization continuously and effectively.
5) ITSC shall ensure the appropriateness and competence of employees, who conduct IT Risk
Management, monitoring compliance in accordance with laws and regulation, IT Auditing,including IT Daily Operation.
6) ITSC shall promote IT Risk Awareness throughout organization.

126
Committee consisting of
The Committee members comprise of all top managements of the company according tocompany organization chart and/or reference to the IT Steering Committee of company detail as follow:
a. Managing Directors of the Company
b. Executive Directors of the Company
c. Head of the department for relevant
The meeting held a monthly basis, related staff present the agenda to the meeting for
acknowledgement or approval together with staff of IT Operation Support division engage in proceedingwith duties at the Meeting repectively.
Committee members comprise of the following persons;
Name

Position
Vice Chairman of the Board and Managing
Director
Executive Director
Executive Director
Executive Director
Executive Director
Executive Director
SEVP
SEVP
SEVP
SEVP
SEVP
SEVP
SEVP
SEVP
SEVP
EVP
EVP
EVP
VP
VP

1. Mr. Tsutomu Omodera
2. Mrs. Suporn Wattanavekin
3. Mr. Nuntawat Chotvijit
4. Ms. Suriporn Thammawatid
5. Mr. Kazumasa Oshima
6. Mr. Junichi Iwakami
7. Ms. Supannee Asawasuwan
8. Mr. Manavudhi Mingvanich
9. Mr. Tawatchai Peechapat
10. Ms. Chittiporn Inoue
11. Ms. Nadanong Chompong
12. Mr. Amorn Jirachaiprasitti
13. Mr. Virach Sithivaraporn
14. Mr. Sitthipong Kanaraksunti
15. Mr. Alongkorn Sattabusaya
16. Ms. Gritsla Kommongkol
17. Mr. Kosei Yahiro
18. Mr. Jakkapan Kittananun
19. Ms. Kajohnporn Kittisobhone20. Mr. Peeravich Pasuthip

1st line
IT Department (ITS)
R&R: perform IT operation
Persons in charge:
1. Mr. Junichi Iwakami
2. Mr. Manavudhi Mingvanich
3. Mr. Tawatchai Peechapat
4. Mr. Jakkapan Kittananun

2nd line
Compliance Department andRisk Management
Department
R&R: Supervision on IT
operation process incompliance with regulations
Person in charge:
Mr. Alongkorn Sattabusaya

3rd line
Internal Audit Department
R&R: audit IT operation
process to be comply withregulations
Person in charge:
Ms. Kajohnporn Kittisobhone127
7.4 Information of Executive
Management Executive
As of February 28, 2023, the Company has totaling 15 executive officers, whose names are listed
below. Details of management shown in attachment 1:
Name

Position

1. Mr. Tsutomu Omodera

Vice Chairman of the Board and Managing Director*

2.
3.
4.
5.

Director*
Director*
Director*
Director and Chief of Financial Officer*

Mrs. Suporn Wattanavekin
Mr. Nuntawat Chotvijit
Ms. Suriporn Thammavatid
Mr. Kazumasa Oshima

6. Mr. Junichi Iwakami
7. Ms. Supannee Asawasuwan
8. Mr. Witchasorn Suwannakindra
9. Mr. Manavudhi Mingvanich
10. Mr. Somsak Hempiam
11. Mr. Tawatchai Peechapat
12. Mrs. Chittiporn Inoue
13. Ms. Nadanong Chompong
14. Mr. Alongkorn Sattabusaya
15. Mr. Amorn Jirachaiprasitti

Director*
Company Secretary and SEVP - Corporate Planning Office
SEVP - Business Control Management
SEVP - System Development
SEVP Collection-Project Management
SEVP - I.T.
SEVP Customer Service Departmeent
SEVP – Legal Office
SEVP – Corporate Governance and Control
SEVP – Collection

Note: *Directors who involve in day-to-day operation of the Company

Remuneration of the Board of Directors and Management
The determination of remuneration of the Company’s directors is not performed by Remuneration
Committee as the Company has not yet appointed Remuneration Committee. However, the Board of
Directors’ Meeting had made an annual review of the directors’ remuneration to ensure that
remuneration is commensurate with their duties and responsibilities and then proposed to theshareholders’ meeting to consider and approve.
Monetary Remuneration
At the end of FY2022, the Company has totaling 12 directors and 15 executive officers, of which
6 executive officers are the Company’s directors. Monetary remuneration of the Board of directors at
the end of FY2022 from March 1, 2022 to February 28, 2023 as below.
Types of Remuneration
Number of the Board of Directors
Number of Executives1
Salary and other incentives for executive officers
Directors Remuneration 2
Contribution added into provident fundLong-term management remuneration 3
Employee Joint Investment Program (EJIP)
Total

Remuneration of Directors and Executive
Officers (Million Baht)
FY2022
FY2021
12
13
174
15
85.27
74.08
5.51
21.98
4.77
4.40
4.16
3.60
4.72
0.00
104.43104.06Note:
1Management under SEC definition is ranking from the position of SEVP upward.
2
Directors Remuneration of 5.51 million baht is recognised accrual expenses (Included payment adjustment) which is inaccordance with the Note 34 to the financial statements which has been audited by the auditor. Actual payment was 24.21
million baht in FY2022.
3
Long-term Management Remuneration for executive officers means estimation of benefits for each executive by evaluating thepresent value of cash flow expected to be paid in the future in accordance with Thai Accounting Standards No.19 Re: Employee
Benefits. The Company recognized costs for employee benefits as employee related costs in the Profit and Loss Statements.
4.
Inclusive of 2 executive who resigned during the year.

128
Other remuneration-

None -

7.5 Information of Employees
Employees
As of February 28, 2023, the Company had 4,030 employees in total, consisting of female 3,138
employees and male 892 employees and disable person 23 employees. All those employees can bedivided based on the Company’s branch offices as follows:

Company’s branches
Head Offices
Branches in Bangkok
Branches in upcountry
Service Counter-Bangkok
Service Counter in upcountry
Total

Number of Employees(person)
2,589
152
1,193
15
81
4,030

The employees on duty at the head office of the Company can be divided according to the working field as follows:
Number of Employees(person)Types of Working field

1

2

Marketing, Credit Control, Collection,
Customer Service Department

3,571

Finance and Accounting SSC, Information and Technology Service, HR
and Admin Shared Service Center, Customer Behavior Analysis, Internal
Audit, Corporate Governance and Control, Legal, Corporate Strategy,
Corporate Planning, Risk Management and Business Development andTransformation
Total

459

4,030

As of February 28, 2023 the employees of a subsidiaries company as follow;
Subsidiary Company

Number of Employees (person)

ACSI (Thailand) Co.,LtdACS Servicing (Thailand) Co.,Ltd
AEON Specialized Bank (Cambodia) PLC
AEON Microfinance (Myanmar) Co.,Ltd
AEON Leasing Service (Lao) Co.,Ltd
AEON Asset Management (Thailand) Co.,Ltd
Total

1
863
982
68
131
0
2,045

Note: data as of December 31, 2022

1) Changing in Number of Employee
The number of the Company’ s employee in the fiscal year 2022 decreased 4.48% comparing
with the previous year.
During the past three years, the Company has had no material labor dispute. The total
remuneration for all employees in fiscal year 2022 includes salary, overtime, bonus, incentive, andwelfare, which included provident fund contributions for employees.

1292) Accidents at work statistics and Work Absence Rates
Policy on Safety Occupational Health and Environmental in Workplace Aeon Thana Sinsap(Thailand) Public Company Limited firmly hold the philosophy and morality in conduction business. So
confidence in the value of employees, to maintain the quality of life, safety and health condition including
holding social and environmental responsibility regarding Safety Occupational Health andEnvironmental in Workplace are key factors for business success. The company thus regulates thepolicy details as follow:
1. The Company will support the employees for healthy, awareness of safety occupational health andenvironmental in workplace at all level.
2. The Company will improve and prevent the accident, incident, illness that might be arisen from workand concerned body.
3. The Company will hold and abide to the law and a regulation concerning Safety Occupational Healthand Environment in workplace as company is standard.
4. The Company will set up the workplace clean and proper.
5. The Company will allocate the resources enough and appropriate for following up work to maintain
Safety Occupational Health and Environment in Workplace policy.
6. The Company will revise the policy follow up, inspection, system management intermittently, toensure that the policy is appropriate for company.
Accidents at work statistics and work bbsence rates in FY2022 were record as follows:• Crucial Accidents at work statistics:
Found 1 case reported (Slipped).

• Work Absence Rates:
Type of leaving

Total Employees(persons)

Total leaves(days)

Sick Leave

3,870

26,022

Personal Leave

3,461

9,352

Vacation Leave

3,947

41,200Birthday Leave

3,259

3,259

Maternity Leave

136

10,035

3) Compensation and Benefits Employee
AEON provides the welfare and benefits which are consistent with the Company’s performancesince present and future time.
-

Short-term employee benefit plans such as determining the annual salaries increases andbonuses for employee, both benefits plans are considered by the Company’s results and KPI.
(Key Performance Indicator) and market rate.

-Long-term employee benefit plans such as the contribution made by The Company for securing
staff’s finance after their resignation or retirement. The Provident Fund consists of thecontributions from the Company and staff, which the Company makes as percentage of 3 -15 ofmonthly basic salary of staff as well as of the staff’s contribution. The provident fund has themain objective of enhancing the security of the employees' livelihoods and as a security for
employees’ retirements. The company has registered a provident fund under the name Aeon
Thana Sinsap Group which has a total of 4,030 employees, with 2,653 employees applying tojoin the fund, representing 66 percent of the total number of employees.

-

Employee Joint Investment Program (EJIP)The Company established an Employee Joint Investment Program (EJIP) with the objective toretain employees in the long term by managing employee benefits through the joint stock
accumulation program with the Company as well as to promote the idea and participation of
employees in joint ownership with other shareholders of the Company. However, this project

130
does not allow directors or executives to interfere with investment. In 2022, the Company’scontribution is 5.17 million baht.
The project details are as follows;
Issue
Participated Company
Program Period
Eligibilities

Program Format

Number of Participants-

Progaram Detail
AEON Thana Sinsap Public Company Limited (“AEONTS) and its
affliliates in Thailand
5 Years (1 September 2022-31 August 2027)• Full-time employees from the level of assistant manager up andhave more than 3 years of service, which is voluntary for those
who are eligible to participate in the program, except for theOverseas Expatriates• Be qualified employees and competency (Talent Employee)
according to the conditions set by the company.
The Personnel Management Committee (“PMC”) may, at its
discretion, dispute the provision of employees to participate in the
program according to the qualifications that the PMC deems
appropriate and the decision is final.
• Employees or executive employees who participate in the EJIP
program must pay a cumulative contribution to co-invest with
the Company's contributions on a monthly basis for a specified
period of time and under specified conditions at a rate of not
more than 9 percent of the monthly salary.
• The company will contribute at the rate of 1 0 0 percent of themoney deducted from the project participants monthly andadding to employees with qualifications and competency (Talent
Employee) according to the terms and conditions of thecompany and to employees at the executive level of thecompany 3 percent from the base salary of employees (Basic
Salary).
245 employees

Other welfares
Apart from Short-term and Long-term plans, the Company also provides the various fringe
benefits to support some parts of expenses such as Medical Treatment, Dental and others.
Furthermore, the Company has improved the working areas room in whole centers, renovatedbranches, and completed providing the Relaxing room and Lactation room for Female staff tofeed milk.

The total remuneration for all employees
In 2022, a total remuneration for 4,030 employees of the Company was 1,909.18 million baht
which composing of Salaries, Bonuses, Overtime, Operating Expense, and etc. as followed;-

Type of Remuneration

FY2020(MB)

FY2021(MB)

FY2022(MB)

Salaries

1,240.26

1,206.94

1,241.08

Bonuses183.78263.18265.78

9.33

3.03

2.19

407.47454.68400.13

1,840.84

1,927.83

1,909.18

Overtime
Operating Expenses
Total remuneration1

Noted - 1Operating Expenses are composing of Subvention, Cost of living, Mileage claims, Diligence Allowance,
Telephone cost, Transportation fringe benefits etc.

1314) Promotion of employee engagement and retention
In order to promote employee engagement with the Company, each year, the Company organizes
activities within the organization such as• Annual Party is an activity to thank employees who have worked together throughout the year. The
event will be held at the end of the year. or early next year
• Songkran festival activities in order to continue Thai culture• Company merit-making activities on the occasion of the anniversary of the establishment of thecompany, etc.
From an employee satisfaction survey, the Company received a satisfaction rating of 94.4%. Various
activities were organized in order to create engagement and retain employees to work with the company
for a longer period. The company has arranged welfare benefits to help employees in normal cases
and added extraordinary welfare in special cases, such as welfare for event of flooding, explosion
incident in 3 southern border provinces, incident of fire, etc. Moreover, the Company has established ajoint investment project between employers and employees (EJIP Program) with a duration of the
project: 5 years from September 1, 2022 until 31 August 2027.
According to the Company’s resignation data, the employee resignation rate was 21% of the total
number of employees. From the employee satisfaction survey, 19% of the total number of resigned
employees, their satisfaction servey for the year 2022-2023 reported below;
Operation Center
OfficeTotol
Employees
Number of
Employee
Resigned
Number of
Employee
Resigneddue tounsatisfacti
onNumber of
Employee
Resigneddue toother
neccessity

BranchHQ

BKK
CenterChiangmai
CenterHadyaiCenterKhonkaenCenter

SrirachaCenterBKK
BranchCentralEast&
West

NorthenLower&
Upper

Northeast
Lower&
Upper

Southern
Lower &
Upper

Grand
Total

566

890

489

591

451

93

454

508

349

414

333

5,138

106

114

84

41

47

93

149

173

90

125

67

1,089

3

3

-

4

1

90

4

11

1

1

3

121

103

111

84

37

46

3

145

Employee Resigned Due to Unsatisfaction Rate

2%

162

968

89

124

64

Total Employee Turnover Rate

*Data as of February 21, 2022 until February 20, 2023

21%

132
5) Policy for Employee Development
Human Resource Development
The Company’s training programs are determined to “To develop the potential of employees Bothcreating new skills that align with the organization's strategy and enhancing existing skills, so that
employees can initiate innovation through the customer's perspective”.
In Fiscal Year 2022, company provided various trainings to our employees. The courses provided
are as follow;
1. Leadership and Managerial Course
The course focused on Leadership and Managerial skills including skills required to well complete
job in each function via job specific course, Company provided 23 courses, online and offline, totaled
11,504 participants and totaled 37,406 training hours.
2. Business Operation and Sustainability Courses
The course aims to create awareness, educate and prepare employees to confidently operate
work and handle cases in any relevant situation by focusing on corporate compliance and company’ssustainability. The Company arranges for employees in all position to regularly review relevant
knowledge on a regular basis via virtual Learning and E-Learning, with 13,913 participants, totaling
more than 17,175 hours of training, which includes the following courses:• AEON Code of Conduct FY2022• AEON Code Of Conduct Seminar 2022 for Management By AFS• Personal Data Protection Act B.E. 2562 (PDPA)• Anti-Money Laundering and Counter Financial Terrorism and Weapon Mass Destruction• AEON People Training• Annual Training (Corporate Compliance)• Handling Workplace Harassment for Management level Training• Workplace Harassment for Supervisor level• Sustainability Training Course FY2022 By AFS• Anti-Harassment Eradication Course By AFS• Risk Management By AFS• Internal Control Seminar FY2022 By AFS• Legal Training FY2022 by Legal Dept.
3. Specific courses related to operations
The aim of this course is to give executives and employees the opportunity to gain new andspecialized skills and knowledge in addition to the training and development plans set by the company.
The company will send personnel of the company to join external training institutions for specificpurposes. In 2022, the company has organized 22 training courses for 46 participants, totaling 324
training hours.
4. Training Programs for Company Directors
This course focuses on training for Company Director level to increase skills and knowledge for
Directors. From the AEON group of companies and from external institutions that provide training for
those who hold positions as directors of the company in the fiscal year 2022, there are 6 training courses
as follows:

•
•
•
•
•
•

FY2022 ASEAN “Compliance Training for Executives
Directors Certification Program (DCP)
Directors Accreditation Program (DAP)
CFO's Refresher 2022 (Foreigner)“ESG" Issues Related to Financial Reporting Strategies.
Executive Coaching133
5. AEON Learning Management System (AEON LMS)The company has implemented the LMS system to increase the efficiency of employee learning.
This system will allow employees to learn at all times and facilitate access to learning on many devices
such as PC Smart phone etc. In 2022, the program has been extended to various departments. The
course contents in the form of E-learning and E-Test, contents and quizzes have been brought into the
LMS system for a total of 84 contents/quizzes, an average of 7 contents/quizzes per month.
6. Management systems according to International Standards ISO9001, ISO14001 andISO27001
The company keeps important focus to personnel and organizational knowledge by recruiting
and selecting the personnel with appropriate knowledge and capability in their operations. As well as
the promoting training to develop knowledge, abilities and create awareness of employees on the
management system according to the International standards by 3 systems, namely the Quality
Management System (ISO9001), Environmental Management System (ISO14001) and Information
Security Management System (ISO27001) by training to existing and new employees. The employees
will able to apply the knowledge and concept to relevant work base on the International Standardization
System as well as the evaluation process of employee’s knowledge to confirm their understanding ofwhat has been trained. The training will be conducted as an in-house organization by Corporate Quality
Secretariat (CQS) department and an external trainer which is certified in an International Standard
System.
In addition, the company has set up activities to raise awareness up regarding the International
Standard System concept through various activities such as “Weekly Self-Monitoring Activities”,“Monthly Internal training by ISO / BISO person”, “Monthly Inventory of Asset Activities Updating” andalso "ISO Knowledge Test Activities” for all 3 ISO standards, quarterly, for all employees.
The objective of ISO course training:
ISO9001:
1. Develop the Company's employees to have knowledge, skills, attitudes that they can work to achieve
the Company's plans or goals.
2. To motivate employees to participate in the process of working effectively in accordance with the set
quality standards.
3. To develop the ability of employees to be able to work at the job level or higher position withknowledge and skills required.
ISO14001:
1. To cultivate knowledge to employees about systematic environmental management.
2. To raise awareness among employees in order to efficient use of company resources.
3. To build knowledge and understanding for employees to be able to comply with laws, regulations,
regulations and various environmental requirements correctly.
ISO27001:
Nowadays, in the changing of digitalization era, the Company has developed and implemented
various information systems to support internal business operations such as RPA (Robot Process
Automation), Cloud computing system as well as the AEON Thai Mobile Application in order to facilitateand speed up in using company’s services for customers. This is to raise the level of security up in termof the information system and moreover, the Company has plan to be upgraded the ISO27001 systemfrom ISO27001:2103 to be new version ISO27001:2022 (Information Security, cyber security andprivacy protection – Information security management system) within year 2023 which already officiallyannounced in October 2022. The ISO27001:2022 has been developed to provide the modern risk
control measures against cyber treats including to protect personal information. The scope of
ISO27001:2022 certification will cover all operational areas including the Head office, Regional centers
and all Branches by coving of retail finance business comprising 6 mains businesses as Credit card,loan, Hire-purchase motorcycle, Web business service, Used-car hire purchase and Insurance broker.
The Company has considered its significants and proceed as follows;134
1. To raise the awareness of employees about importance of complying with ISO27001
requirements which is focus on data protection, confidentiality, integrity, and availability.
2. The employees realize the benefits of security management in the Company's information
system.
3. The employees able to apply the ISO27001 standard in their work correctly and appropriately.
7. Employee Assessment Program
The Company has continuously to collaborating with Chulalongkorn University Academic Testing
Center to redesign Company Test for assessing knowledge, skills and potential of employees, for
Learning and Development Plan and Promotion in particular. In Fiscal Year 2022, the total number of
employees who joined the online assessment is 359 persons.
And to be related to learning vision company has therefore established a long-term training anddevelopment plan with the implementation of a measurement system. To ensure that the employee ofthe company will develop and enhance the skills necessary for the job. Along with the sustainablegrowth of the organization.
8. Kaizen System Process Improvement
The Company has a policy of AEON to support Kaizen activities to enhance the potential of all
staffs in the organization by using “Kaizen” as a tool in the administration. The word kaizen means“Continuous improvement” which presents the concept in continuous improvement by pulling abilitiesof all staffs to improve their job responsibilities. The achievement of Kaizen depend on individual person
can present their creativeness. The techniques of Kaizen aim to improve working methods andimplement it to achieve the goals. Therefore, creative working environment has been built to facilitate
the effective and efficient operations.
6) Fair treatment of workers/employees
The Company has complied with the AEON code of conduct “we respect human rights and do
not discriminate for any reason, from nationality or race to gender, educational background, religion, or
mental or physical disability, and all employees must listen to their colleagues and give the most value
on human”.
Regarding human resource management, the Company treats employees equally in matters
including salary and benefits, training, performance evaluation, promotion, penalty as well as
termination and retirement regardless of nationality, race, gender, religion or disabilities. In addition, we
also treat our staffs with respect and hornor under a workplace environment free from harassment andother improper behaviors. More details for fair treatment of employee are as follows.
• Support and encourage employees to learn and constantly improve themselves in order to increase
career opportunities and drive the Company forward. More details in Human Resource Development• Respecting to human rights and for the individual are important in create a livable workplace.
As Company understands and recognizes the impact of HR processes on hiring women,
disabilities or those who have difficulties reentering the job market, during the past year, the Company
provided employment opportunities in all regions in Thailand. The Company employed 23 disabilities
staff in all regions which are 0.6% of all employees 4,030 person and contributed to the Fund for the
Promotion and Development of the Quality of Life of Persons with Disabilities in the amount of
2,035,240.00 baht.
7) Employees and Stakeholders with Corporate Transparency
The Company provides hotline number, website and email for employees to report corporate
non-transparency issue with undisclosed name, position, age, gender, etc. for their safety.

1358) Occupational Safety, Health and Work Place Environment (Pandemic)
The policy of the Company firmly holds the philosophy and morality in conduction business withconfidence in the employees’ value by maintaining the quality of life, safety and health condition
including holding social environmental responsibility. The safety occupational health and environmental
in workplace is considered as key factors for business success. The Company thus regulates the policy
details as follow:
1. The Company will support the employees for healthy, awareness of safety occupational health andenvironmental in workplace at all level.
2. The Company will improve and prevent the accident, incident, illness that might be arisen form workand concerned body.
3. The Company will hold and abide to the law and regulations concerning Safety Occupational Healthand Environmental in workplace as company is standard.
4. The Company will set up the workplace clean and proper.
5. The Company will allocate the resources enough and appropriate for following up work to maintain
Safety Occupational Health and Environmental policy.
6. The Company will revise the policy follow up, inspection, system management intermittently, toensure that the policy is appropriate for company.

7.6 Others significant Information
The person who is assigned the highest responsibility in the accounting and financial field
A person who is assigned the highest responsibility in the accounting and financial field is
Mr. Kazumasa Oshima, Director and Chief Financial Officer (See more details in Attachment#1)
The person who is assigned direct responsibility for overseeing bookkeeping duties
A person who is assigned direct responsibility for overseeing bookkeeping duties is
Mr. Sitthipong Kanaraksanti, Senior Executive Vice President-Chief of Accountant. ( See more details
in Attachment#1)
The Head of the Compliance
The Head of the compliance unit is Mr. Alongkorn Sattabusaya, Senior Executive Vice President,
who has appropriate knowledge and capability to support and control the Company’ s Operational
Compliance System to be accordance with the rules and related regulation. ( See more details in
Attachment#3)
Corporate Secretary
The Company has appointed Miss Supannee Asawasuwan, Senior Executive Vice President Corporate Planning Office who has appropriate knowledge and capability to be the Corporate Secretary
since September 1, 2008 ( Details of Corporate Secretary shown in attachment#1) to serve the Boardof Directors in the areas of providing legal advice, taking care of the Board’ s activities, and monitoring
compliance to the Board’ s resolution. The Corporate Secretary must have qualifications andexperience, and has main duties and responsibilities, as follows:

Qualifications of the Corporate Secretary:
1. Having basic knowledge of accounting, laws and regulations related to the Company.
2. Having knowledge and understanding of corporate governance principles and best practices.
3. Having attended training courses concerning corporate secretarial practices.
Scope of duties and responsibilities of the Company Secretary:
1. Giving preliminary advices and suggestions to Board members on legal issues, and rules,
regulations and practices of the Company in a manner of good corporate governance.
2. Undertaking arrangements for meetings of the Board and the Shareholders. Ensuring that themeetings conform to relevant laws and regulations, the Company’s articles of associations and bestpractices.
3. Ensuring that corporate information disclosure and related regulatory filings are in accordance withlaws and regulations and the Company’s Disclosure Policy.

136
4. Prepare and maintain the following documents:
a. Directors' Registryb. Notices for the Board of Directors' Meetings, Minutes of the Board of Directors’ Meetings andAnnual Report of the Board of Directors
c. Notices for the Shareholders' Meetings and Minutes of the Shareholders’ Meetings
5. Ensuring that the directors and executives have filed report on their interest and related persons'interest, as required by laws.
6. Maintain the Report on Stake Holding of Directors and Management.
7. Carry out other tasks as assigned by the Board of Directors.
The Auditors
For the Fiscal Year 2022 ended February 28, 2023, the Company appointed three auditors from
Deloitte Touche Tohmatsu Jaiyos Audit Company Limited. The three auditors do not have any relations
or any interest with the Company, executives, major shareholders, or related persons, in the way that
potentially impact their independency in task performing. Moreover, Deloitte Touche Tohmatsu Jaiyos
Audit Company Limited is the auditor of, the subsidiaries of the Company in Thailand, AEON Insurance
Service (Thailand) Co.,Ltd, ACS Servicing (Thailand) Co.,Ltd., ATS Rabbit Special Purpose Vehicle
Co., Ltd.,and AEON Asset Management (Thailand) Co., Ltd. the auditors of the Company andsubsidiaries are as follows:
1.
2.
3.

Mrs. Nisakorn Songmanee
Mr. Chavala Tienpasertkij
Mr. Yongyuth Lertsurapibul

CPA Registration
CPA Registration
CPA Registration

No. 5035
No. 4301
No. 6770

The Auditors’ Remunerations
The auditors’ remunerations for the Fiscal Year 2022 ended February 28, 2023 are as follows:
1. Audit fee
In Fiscal Year 2022, the Company paid 6,190,000 Baht for its audit fee and 1,400,000 Baht for
its subsidiaries’ audit fee.
2. Non-Audit Fee
In the Fiscal Year 2022 ended February 28, 2023, the Company and subsidiaries had non-audit services
fee paid to Deloitte Touche Tohmatsu Jaiyos Audit Company Limited totaling 1,900,000 Baht,
comprising 1,850,000 Baht for J- SOX ( Japanese version of Sarbanes- Oxley) and 50,000 Baht for
subsidiaries’ package.

137

8
Report on key operating results on corporate
governance138
8. Report on key operating results on corporate governance.
8.1 Summary of duty perfomamce of the Board of Directors in the past year.
In 2022, the Board of Director Meeting were held 13 meetings, which was in accordance with theCompany’s good corporate governance policy. The Board of Directors defined business directions,policies, business plan, including the reports on past performance of the Company as planned in orderto evaluate the Company’s performance for every meeting and find a common way to drive theCompany’s business to be able to continue to have good results in the future.
8.2 Development for the Directors
Directors regularly pursue self-development by attending in both domestic and overseas
seminars and courses, which organized by the Institute of Directors of Thailand (IOD), SET, and SEC.
The Company has a policy of encouraging the directors training courses/seminars for developing
their knowledge, to enhance the director’ s efficiency in performing their duties. In 2022, directors
attended training courses/seminars are as follows:
Name
1. Mr. Mitsugu Tamai

2. Mr. Tsutomu Omodera

3. Mrs. Suporn Wattanavekin

4. Mr. Nuntawat Chotvijit

5. Ms. Suriporn Thammawatid

Training course/Seminar/Acttivities- AFS Group Director and Management Training Programme 2022
- Corporate Governance Training- Corporate Governance and Duties and Responsibilities of Directors
Training- Group Governance Training- Sustainability Management Training- FY2022 ASEAN “Compliance Training for Executives”- Digitalization Seminar for Director & Management # 3/2022 5 year digitaltransformation road map by Mastercard- AEON Code Of Conduct Training FY2022- Annual Training 2022 [Corporate Compliance]- AFS Training : Risk Management Training 2022
- AFS Training : Anti-Harassment Training 2022
- Executive Coaching- FY2022 ASEAN “Compliance Training for Executives”- AEON Code Of Conduct Training FY2022- Annual Training 2022 [Corporate Compliance]- AFS Training : Risk Management Training 2022
- AFS Training : Anti-Harassment Training 2022
- Handling Workplace Harassment for Management level Training- FY2022 ASEAN “Compliance Training for Executives”- Digitalization Seminar for Director & Management # 3/2022 5 year digitaltransformation road map by Mastercard- Sustainability Training Course FY2022 By AFS- PDPA Awareness Training FY2022- KPMG PDPA Training- AEON Code Of Conduct Training FY2022- Annual Training 2022 [Corporate Compliance]- AFS Training : Risk Management Training 2022
- AFS Training : Anti-Harassment Training 2022
- Handling Workplace Harassment for Management level Training- FY2022 ASEAN “Compliance Training for Executives”- Digitalization Seminar for Director & Management # 3/2022 5 year digitaltransformation road map by Mastercard- Sustainability Training Course FY2022 By AFS- PDPA Awareness Training FY2022- KPMG PDPA Training- AEON Code Of Conduct Training FY2022- Annual Training 2022 [Corporate Compliance]- AFS Training : Risk Management Training 2022
- AFS Training : Anti-Harassment Training 2022
- Handling Workplace Harassment for Management level Training- The 2nd Sustainability Training Course FY2022 by AFS- Directors Certification Program (DCP)

139

Name
6. Mr. Kazumasa Oshima

7. Mr. Junichi Iwakami

8. Dr. Sucharit Koontanakoolavong

9. Dr. Mongkon Laoworapong
10. Mr. Ittinant Suwanjutha

Training course/Seminar/Acttivities- FY2022 ASEAN “Compliance Training for Executives”- Digitalization Seminar for Director & Management # 3/2022 5 year digitaltransformation road map by Mastercard- Sustainability Training Course FY2022 By AFS- PDPA Awareness Training FY2022- KPMG PDPA Training- AEON Code Of Conduct Training FY2022- Annual Training 2022 [Corporate Compliance]- AFS Training : Risk Management Training 2022
- AFS Training : Anti-Harassment Training 2022
- The 2nd Sustainability Training Course FY2022 by AFS- E-Learning CFO’s Refresher course- CFO Refresher 3/2565 : “ESG" Issues Related to Financial Reporting
Strategies.
- FY2022 ASEAN “Compliance Training for Executives”- Digitalization Seminar for Director & Management # 3/2022 5 year digitaltransformation road map by Mastercard- Sustainability Training Course FY2022 By AFS- PDPA Awareness Training FY2022- AEON Code Of Conduct Training FY2022- Annual Training 2022 [Corporate Compliance]- AFS Training : Risk Management Training 2022
- AFS Training : Anti-Harassment Training 2022
- The 2nd Sustainability Training Course FY2022 by AFS- FY2022 ASEAN “Compliance Training for Executives”- The Study on Value of Audit with recommendations to improve audit quality
and improve Thai financial report organized by SEC and TFEC organized
December 2, 2022.
- FY2022 ASEAN “Compliance Training for Executives”- Directors Accreditation Program (DAP)

8.3 The Board of Directors’ Self Assessment
The Company has annual assessment for the Board of Directors in order to evaluate theperformance of the Board of Directors by reviewing performance as well as obstacles facing eachdirector and also defining the guidelines to improve and increase operational effectiveness of the Board.
Furthermore, the parent company in Japan also arranged the assessment of the managing director andexecutive directors’ performance which evaluate each individual and overall performance.
The self-assessment findings were as follows:
Assessment of Individual Directors (Self-assessment): The assessment form comprises five
topics: (1) The role and composition of BOD (2) The operation of BOD Meeting (3) The Process ofdecision making (4) The relationship with audit institutions (5) Other (Relationship with shareholders,etc.).
In addition, the other main duties and roles of the directors are responsibility for overall policies
and goals of the Company and responsibility for direct supervising units. Therefore, to reflectefficiency/effectiveness in accordance with the responsibilities of the assigned role, individual director
will conduct a self-assessment. The assessment form including topics and assessment instructions are
determined by Aeon Financial Service Company Limited (AFS), its parent company in Japan, in which
the director will determine the work plan and goals of each department under his or her supervisionfrom the beginning of the year to be used for assessment. KPI will be used to measure the effectivenessto be used as a framework for determination of the director’s performance. Each year's assessment
will measure the actual achievements in regards to the Company's goals as a whole as well as
achievements in accordance with the goals set by the departments under each director’s supervision.
After that, the Managing Director will assess the Company's directors and submit the assessments to
the Overseas Business Management Committee to finalize the assessments of the year in order todetermine the remuneration of each director. Moreover, the assessment enables each director to

140
acknowledge his/her own assessment results and compare them with those of the Managing Director
as a line supervisor and governace body to continuously enhance and develop their potential.
For senior executives, the Personnel Management Committee which consisting of the Managing
Director and the Company's executive directors is the responsible body to conduct the assessments.
8.4 Remuneration for the Board of Directors and the Committee
The Board of Directors Meeting shall be established for an annual review of the directors’
remuneration in order to ensure that the remuneration is commensurate with their duties andresponsibilities. The Board of Directors, therefore, recommends the shareholders to approve thedirectors’ remuneration.
Remuneration of each director paid in the FY2022
As of February 28, 2023, directors’ remuneration can be summarized as follows:
Name

Position

Retainer Fee

Bonus 3

Total
Remuneration

1.

Mr. Mitsugu Tamai1

Chairman of the Board of Directors

-

-

-

2.

Mr. Tsutomu Omodera2

Vice Chairman of the Board
and Managing Director-

3,790,000

3,790,000

3.

Mrs. Suporn Wattanavekin2

Director-

2,610,000

2,610,000

Director-

2,220,000

2,220,000

Director-

1,930,000

1,930,000

4.
5.

Mr. Nuntawat Chotvijit

2
2

Ms. Suriporn Thammavatid
2

6.

Mr. Kazumasa Oshima

Director-

2,040,000

2,040,000

7.

Mr. Junichi Iwakami2

Director

-

-

-

8.

Mr. Chatchaval Jiaravanon

Director

1,806,000

790,000

2,596,000

9.

Dr. Sucharit Koontanakulvong

Independent Director andChairman of Audit Committee

1,986,000

677,000

2,663,000

10. Dr. Mongkon Laoworapong

Independent Director andChairman of Audit Committee

1,521,000

677,000

2,198,000

11. Mr. Ittinant Suwanjutha

Independent Director and
Audit Committee Member

1,365,000

600,000

1,965,000

12. Mr. Ryuichi Hasuo

Independent Director and
Audit Committee Member

1,521,000

677,000

2,198,000

8,199,000

16,011,000

24,210,000

Total

Note: 1Directors from AEON Financial Service do not have any remuneration from the Company
2
Executive directors
3
Bonus is calculated based on Company’s performance in 2021.

141
8.5 The selection and nomination of the directors and key executives of the Company
Nomination of the Independent Director
The process of nominating the independent director is not performed by the Nomination
Committee, due to the Company has not yet appointed Nomination Committee. However, thequalifications of “ Independent Director” have been defined by the Company in accordance with therules stipulated by the Capital Market Supervisory Board as follows:
1. Hold no more than 1 percent of the total number of shares with voting rights of the Company, theparent company, a subsidiary company, an associated company, a major shareholder or acontrolling person of the Company. This is including of the shares held by any related person ofsuch independent director.
2. Neither being nor used to be an executive director, employee, staff, advisor with regular salary, or
controlling person of the Company, the parent company, a subsidiary company, an associatedcompany, a subsidiary company in the same level, a major shareholder or a controlling person of
the Company unless the foregoing status has ended no less than 2 years prior to the date of his/her
appointment. Such status excludes where the independent director used to be a governmental
officer or an advisor of the government authority, which is a major shareholder or controlling personof the Company.
3. Not being a person related by blood or legal registration as a father, mother, spouse, sibling andchild, including spouse of a child, other director, executive, major shareholder, controlling person or
person to be nominated as director, executive or controlling person of the Company or a subsidiarycompany.
4. Neither having or used to have business relationship with the Company, the parent company, asubsidiary company, an associated company, a major shareholder or a controlling person of theCompany which may impede his/ her independent judgment, and neither being nor used to be asignificant shareholder or controlling person of any person having a business relationship with theCompany, the parent company, a subsidiary company, an associated company, a major shareholder
or a controlling person of the Company unless the foregoing relationship has ended no less than 2
years prior to the date of his/her appointment.
The term “ business relationship” mentioned above includes any normal business transaction,
rental or lease of immovable property, transaction relating to assets or services or granting or receipt
of financial assistance through receiving or extending loans, guarantees, providing assets as
collateral, and any other similar actions which result in the Company or the counterparty being
obligated to pay to the other party no less than 3 percent of the net tangible assets of the Company
or Baht 20 million, whichever is lower. The value of the business relationship shall be determinedusing the calculation method for determining the value of connected transactions under theNotification of the Capital Market Supervisory Board governing rules on connected transactions
mutatis mutandis.
The value of obligation shall include any obligations occurred during the period of 1 year
preceding the date of the business relationship with the same entity or person.
5. Neither being nor used to be an auditor of the Company, the parent company, a subsidiary company,an associated company, a major shareholder or a controlling person of the Company, and not beinga significant shareholder, controlling person, or partner of an audit firm which employs auditors of
the Company, the parent company, a subsidiary company, an associated company, a major
shareholder or a controlling person of the Company unless the foregoing status has ended no lessthan 2 years prior to the date of his/her appointment.
6. Neither being nor used to be a professional service provider, including legal advisor or financial
advisor who receives service fee exceeding Baht 2 million from the Company, the parent company,a subsidiary company, an associated company, a major shareholder or a controlling person of theCompany, and not being a significant shareholder, controlling person or partner of the said
professional service provider unless the foregoing status has ended no less than 2 years prior to thedate of his/her appointment.
7. Not being a director appointed as a representative of the Company’s director, major shareholder, or
shareholder related to major shareholder.
8. Not undertaking a business of the same nature and in competition with the Company or a subsidiarycompany, or not being a significant partner of a partnership, or executive director, employee, staff,
advisor with regular salary, or hold shares exceeding 1 percent of the total number of shares with

142
voting rights of any other companies operating the business of the same nature and in competition
with the Company or a subsidiary company.
9. Have no other characteristics that prohibit the expression of independent opinion towards theCompany’s business operation.
The Company requires the audit committee members and independent directors to have meetingat least fourth a year to give them the opportunity to meet among themselves to propose guidelines for
quality improvement and corporate governance in accordance with the principles of good corporate
governance for listed companies of the Stock Exchange of Thailand.
Nomination of the Directors
The process of nominating director is not performed by the Nomination Committee, due to theCompany has not yet appointed Nomination Committee. However, the Board of Directors of the parent
company in Japan will recruit and presented the person's name to Board of Directors jointly considered
the properties and suitability as follows:
1) Has complete qualifications and does not have prohibited characteristics according to relevant
rules and laws.
2) Be a person with knowledge, ability, expertise, professional skills, suitability in terms of
qualifications and experience that are beneficial to the Company's business operations.
The Board of Directors shall propose to the general meeting of shareholders for approval, in
accordance to the articles of association of the Company. The procedure for the appointment of directors
can be summarized as follows:
1. One shareholder has one vote per one share
2. In choosing the directors, the voting method used may be to vote on candidate by candidate orseveral candidates together, whichever the shareholders’ meeting finds appropriate, but in voting topass the resolution the shareholders shall vote using all the votes under Clause 1 which cannot be
divided for any person or group to any extent at all.
3. In the election of the directors, the vote shall be on the majority basis. In case of equality of votes,
the chairman of the meeting shall be entitled to a casting vote.
The Chairman of the Board is the representative of the AEON Financial Service, Japan, which
held the Company’ s shares of 54. 32% and he is not the Managing Director of the Company. Both ofthem are the representatives from the same major shareholders. In order to balance the power ofmanagement, the Company’ s board structure also consists of 4 independent directors which are notless than one - third of total board members
Nomination of Key Executives
The responsibilities for recruiting and selecting executives operated by Human Resource
department. The Company’ s executive recruitment and selection is considered from qualification andexperiences of that person. However, the process of executive selection will be under the executive’ s
direction afterwards.

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8.6 Summary of the Board of Directors’ and Sub-Committees’ Meeting Attendance in FY2022
Each year the Board of Directors shall convene at least 12 times on a regular basis. Throughout
the year, directors are required to attend at least 75% of all board meetings. The Company has informed
the whole year meeting schedules of the board and sub-committees in advance throughout the year.
However, a special meeting may be arranged when deemed appropriate. Generally, main meeting
agenda items include quarterly review of financial statement, review of key policies, and monitoring
operating performance of the Company. In addition, according to the Company's Articles of Association,
at a meeting of the board of directors, at least one half (1/2) of the total number of directors present
shall form a quorum. The company, however, in practiced the meeting of the board of directors
resolution determines the quorum of the Board of Directors while voting in the meeting there must be
at least two-thirds of the directors attending the meeting. The meeting invitation will be distributed alongwith meeting agendas and ancillary documents to the Board members no later than 7 days prior to themeeting via email and/or in hard copies for convenience and paper saving, allowing the directors toconsider the meeting’s agenda and its document beforehand.
Each the Board of Directors meeting was recorded and taken the minutes as well as presented
to the Board of Directors to consider the minutes before approval in the next meeting. However, theminutes of the Board of Directors will be kept for ready to review from committee and related agencies.
In FY2022, the Company held the Board of Directors meeting a monthly basis in totaled 13
meetings. The summarized of the Board of Directors’ average attendance was more than 75 % at theend of Fiscal Year 2022, which was in accordance with good corporate governance.
Number of Meetings Attended / Total Number of Meetings Held
Members of
The Board of Directors
1. Mr. Mitsugu Tamai
2. Mr.Tsutomu Omodera
3. Mrs. Suporn Wattanavekin
4. Mr. Nuntawat Chotvijit
5. Ms. Suriporn Thammawatid
6. Mr. Kazumasa Oshima
7. Mr. Junichi Iwakami
8. Mr. Chatchaval Jiaravanon
9. Dr. Sucharit Koontanakulvong
10. Dr. Mongkon Laoworapong
11. Mr. Ittinant Suwanjutha
12. Mr. Ryuichi Hasuo

Board of Directors
Ordinary
Meeting
12/12
12/12
11/12
12/12
12/12
12/12
12/12
11/12
12/12
12/12
12/12
12/12

SpecialMeeting
1/1
1/1
1/1
1/1
1/1
1/1
1/1
1/1
1/1
1/1
1/1
-

Audit
Committee

Executive
Committee

10/10
10/10
10/10
-

23/23
23/23
23/23
21/23
22/23
22/23
-

The summarized of the Board of Directors’ average attendance was 98% at the end of Fiscal Year 2022.

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8.7 Summary of the Annual General Meeting and Extraordinary General Meeting of Board of
Directors and Sub-Committees’ Meeting Attendance in 2022
The Meeting was held on June 24, 2022 at 10:00 a.m. at Meeting Room, 388 Exchange Tower,
Sukhumvit Road, Klongtoey, Klongtoey, Bangkok.
There were 12 directors attending the Annual General Meeting of Shareholders for the Year 2022
accounting for 100 percent of the total number of directors as follows:
1
2
3
4
5
6
7
8
9
10
11
12

Mr. Mitsugu Tamai
Mr.Tsutomu Omodera
Mrs. Suporn Wattanavekin
Mr. Nuntawat Chotvijit
Ms. Suriporn Thammawatid
Mr. Kazumasa Oshima
Mr. Junichi Iwakami
Mr. Chatchaval Jiaravanon
Dr. Sucharit Koontanakulvong
Dr. Mongkon Laoworapong
Mr. Ittinant Suwanjutha
Mr. Ryuichi Hasuo

Chairman of the Board
Vice Chairman of the Board and Managing Director
Director
Director
Director
Director and Chief Financial Officer
Director
Director
Independent Director and Chairman of Audit Committee
Independent Director and Audit Committee Member
Independent Director and Audit Committee Member
Independent Director

Due to the situation of the Coronavirus 2019 (COVID-19) pandemic, the Meeting was conductedin form of electronic meeting (E-AGM) by using e-Meeting system of Quidlab Co., Ltd., 3 directors of
the Company namely Mr. Mitsugu Tamai, Mr. Chatchaval Jiaravanon and Mr. Ryuichi Hasuo attended
the Meeting through the e-Meeting system.and there is an extraordinary meeting was not convened inthis fiscal year.
8.8 Supervision of subsidiaries and associated companies
The Company has developed corporate governance for its subsidiaries and affiliates to control
their management and operation along with the protection for the Company’s interests. To achieve theshared vision, the Company has appointed representative of the Company as directors of its
subsidiaries and affiliates. Also, set up the mechanisms for financial information and connectedtransaction disclosure, under the related rules and regulations. Therefore, the Company held the
Executive Committee meeting to report on the operating results and the Corporate Governance of theCompany’s subsidiaries and affiliates.
8.9 Monitoring of compliance with the corporate governance policy and guidelines
The Company has monitored on compliance with corporate governance policies and practices.
The details are as follows.
1. Use of inside information to seek benefits
The Company has measures to prevent directors and executive directors from using theCompany’s internal information for their own benefits. The details of the measures were specified in“Equitable Treatment of Shareholders” No. 2.6.
In 2022, it was not found that the Board of Directors, executives or relevant employees tradedsecurities during the period that the company determined to suspend trading. No case of internal
information leakage was found and no case of whistleblowing on the use of internal information within
the organization was found.
2. Prevention of conflicts of interest
The Company gives importance to practice of information disclosure to prevent conflicts ofinterest, illegal and improper activities specified in section 2.7 Topic Equitable treatment ofshareholders.
In 2022, there was no action that violated the conflict of interest policy.

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3. Whistle Blowing
The Company has more focus on the Good Corporate Governance by defining theWhistleblowing and whistleblower protection policy. In 2022, the Company has complied to the policy
as follows;• The Company provides channels and encourages employees, including the stakeholders, to reportany suspicious matters or behavior relating to misconduct as soon as possibles, or when theemployees and stakeholders witness or suspect that an action is in conflict with the Company’s
policy, or could lead to an offense in the future.
• The Company shall conduct an investigation without disclosing the whistle blower’s identity toprevent any potential adverse impact on the whistle blower. The company shall proceed with theinvestigation process in accordance with the regulations prescribed by the Company and record theinvestigation in writing. The whistles blower’s identity shall be kept confidential and shall beaccessible by related persons only.
4. Anti-corruption action
The Company places great importance on good governance and has established anti-corruption
policies for all levels of employees. Details are disclosed in the Anti-Corruption and Anti-Corruption
Policy section, including the determination of measures, rules and regulations of the Company toachieve transparent operations. In addition, the Company provides training and continuously develops
knowledge for employees.
In 2022, the Company did not find any cases of corruption within the organization in which
affecting customers, stakeholders and the performance of the company significantly.

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5. Report on Changing Securities holdings of Board of Directors and Management
Directors and Executives have strictly complied with the principles of reporting changes in the Company’s securities holdings. The details are as follows.
No. of Common Share held (shares)
Name - Surname

Position

1. Mr. Mitsugu Tamai
Spouse and minor children

Chairman of the Board-

2. Mr. Tsutomu Omodera
Spouse and minor children
3. Mrs. Suporn Wattanavekin
Spouse and minor children
4. Mr. Nuntawat Chotvijit
Spouse and minor children
5. Ms. Suriporn Thammawatid
Spouse and minor children
6. Mr. Kazumasa Oshima
Spouse and minor children
7. Mr. Junichi Iwakami
Spouse and minor children
8. Mr. Chatchaval Jiaravanon
Spouse and minor children
9. Dr. Sucharit Koontanakulvong
Spouse and minor children

Vice Chairman of the Board and Managing Director
Director
Director
Director
Director
Director
Director
Independent Director and Chairman of Audit Committee
Independent Director and Audit Committee Member

10. Dr. Mongkon Laoworapong
Spouse and minor children
11. Mr. Ittinant Suwanjutha
Spouse and minor children

Independent Director and Audit Committee Member-

12. Mr. Ryuichi Hasuo
Spouse and minor children

Independent Director-

Note - The information according to the report of interest of directors and management as of February 28, 2023
- This report is excluding EJIP program.

February 28, 2022

+ / (-)

February 28, 2023

200,000--

14,700,000
-

-

-

-

200,000
14,700,000
-

-

-

-

-

-

-

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Report on Changing Securities holdings of Board of Directors and Management (Continued)
At the end of Fiscal Year 2022, directors and management’s shareholding in the Company are as follows;
No. of Common Share held (shares)
Name - Surname
1. Ms. Supannee Asawasuwan
Spouse and minor children
2. Mr. Witchasorn Suwannakindra
Spouse and minor children
3. Mr. Manavudhi Mingvanich
Spouse and minor children
4. Mr. Somsak Hempiam
Spouse and minor children
5. Mr. Tawatchai Peechapat
Spouse and minor children
6. Mr. Sitthipong KanaraksantiSpouse and minor children
7. Mrs. Chittiporn Inoue
Spouse and minor children
8. Ms. Nadanong Chompong
Spouse and minor children
9. Mr. Alongkorn Sattabusaya
Spouse and minor children
10. Mr. Amorn Jirachaiprasitti3
Spouse and minor children

Position
Company Secretary and SEVP - Corporate Planning Office
SEVP - Business Control Management
SEVP - System Development
SEVP - Auto Finance
SEVP - I.T.
Chief of Accountant
SEVP Customer service department
SEVP Legal Office
SEVP Corporate Governance and Control
SEVP Collection Department-

Note - Based on the information according to the report of interest of directors and management as of February 28, 2023
- This report is excluding EJIP Program.

February 28, 2022

+ / (-)

February 28, 2023

6,200
200
-

-

6,200
200
-

100
-

-

100
-

-

-

-

-

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8.10 Report on the results of duty performance of the Audit Committee in the past year
The Board of Directors appointed the Audit Committee to be responsible for audit and corporate
governance. For more information on this sub-committee, please see section 2 Corporate Governance
Structure under the Information regarding to the Sub-Committees and the report of the Audit Committee
which were disclosed in attachment 5
The details of the Board of Directors’ and Sub-committees’ meeting attendance in 2022, please see
section 2 Corporate Governance Structure under the Summary of the Board of Directors’ and SubCommittees’ Meeting Attendance in 2022.
The Audit Committee’s main duty is to support the Board of Directors to transparently perform theirroles and responsibilities in accordance with the policy of the Board of Directors. The supporting would beconsisted of 1) Ensuring the Accuracy of Financial Report 2) Ensuring the Sufficient and effectiveness of
Risk Assessment and Internal Control are implemented 3) Monitoring on the compliance with laws andrelevant regulations 4) To consider External Auditors’ qualification and Independency 5) To consider
reasonable of Related Transactions, which are in accordance with the Audit Committee Charter or Policyof the Audit Committee.
Furthermore, the Audit Committee’s roles and responsibilities also focus to monitor the Company’s
Internal Audit Tasks by considering internal audit results on either the Company’s and affiliate companies’
operations, which aim at operation processes in accordance with good governance, relevant laws andregulations including adequacy and appropriateness on internal control. This would respond on thesustainability and value – added to the Company as well as maximize the benefit of all stakeholders.
Summary of the results of duty performance of the Audit Committee
1.

To review Financial Report
In order to ensure that the Company’s Financial Reports have been performed in accordance with
relevant laws and Thai Accounting Standard, the Audit Committee would review Quarterly and year
ended financial reports together with External Auditors, Internal Auditors and relevant Management(if required). Moreover, the Audit Committee considered to appoint the external auditors with focusedon the independency of external auditors regarding to audit tasks, Besides, the Audit Committee has
also discussed with the external auditors in the matter of the accuracy of Financial Reports, significant
accounting adjustment, accounting records as well as completeness and correctness on accounting
disclosure.

2.

To review the effectiveness of Internal Control System
The Audit Committee has reviewed internal control system together with Internal Audit Department
on a regular basis. Internal audit tasks would related to the appropriateness of internal control within
the Company’s operation and the compliance to the laws and regulation in regarding to theCompany’s activities. In accordance to perform and review the internal control, the internal auditors
would perform, which is based upon risk-based approach. Regarding to perform the evaluation on
sufficiency of internal control in year 2022 in accordance with SEC’s guideline, there was no
significant deficiency being found.

3.

To review monitoring process
In order to ensure that the company has reasonably operated, the Audit Committee has utilized theinternal audit tasks as one of monitoring tool, which not only concerning on internal control in each
operation process but also concerning on compliance in various related laws and regulation.
Moreover, the related transactions or any transactions with possibility of conflict of interest within
Aeon Group have also been focused as a monitoring purpose.

4.

To monitor Internal Audit Performance
The Audit Committee has also reviewed Internal Audit Plan either in short term (1 year) or long term
(3 years), as well as reviewing the internal audit tasks and following up the internal audit progress inaccordance to Internal Audit Plan on a regular basis. In addition, the Audit Committee has reviewed
the internal audit results and audit recommendations, which are performed by Internal Audit
Department, including corrective and preventive actions provided by relevant parties. Furthermore,
the Audit Committee has performed evaluation on adequacy and appropriateness of internal audit
resources, and evaluated Head of Internal Audit Department’s performance on a regular basis.

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5.

To consider on assigning External Auditor for the Year 2023
The Audit Committee has agreed to appoint the external auditors from Deloitte Touche Tohmatsu
Jaiyos as the Company’s external auditor for year 2023, regarding to their professional
competency, business knowledge and independent status. Moreover, the Audit Committee would
propose the appointment of aforementioned external auditors in the Shareholder Meeting for theirapproval.

8.11 Summary of the results of duty performance of sub committee
The details of the Board of Directors’ and Sub-committees’ meeting attendance in 2022, can be foundin section 2 Corporate Governance Structure under the Summary of the Board of Directors’ and SubCommittees’ Meeting Attendance in 2022.

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9Internal control and related party transactions

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9. Internal control and related party transactions
9.1 Internal Control
The Company continuously improve the internal control systems to achieve the Company’s goal
and the objective of internal control in area of Operation, Reporting, and Compliance to the relevantlaws and regulation. Internal Control also assist the Company to comply with relevant laws andregulations, with a system to protect the company’s assets from being wrongfully used by directors or
executives or without authority.
Furthermore, “Three Lines Model” has been implements throughout the Company, which
represent an approach to providing structure around risk management and internal controls within an
organization. The first line of defense is formed by managers and staff who are responsible for
identifying and managing risk as part of their accountability for achieving objectives. The second lineof defense is the functions that oversee or who specialize in compliance with relevant laws andregulations as well as the management of risk. The third line of defense is a function that provide
independent assurance.
Furthermore, the Internal Audit Department assessed the adequacy of internal control according
to The Securities of Exchange Commission, Thailand’s (SEC) guidance. The assessment result would
be proposed to the Audit Committee and the Audit Committee agreed that the Company’s internal
controls are sufficient and appropriate, including being continuously performed by each unit. Theinternal control system would be summarized according to by adopting the international standard of theCommittee of Sponsoring Organizations of the Treadway Commission (COSO) as follows;
1. Control Environment
The Company has arranged good control environment” and adhere with the honesty and ethics,
which shall cover daily operations to business partners, customers and external parties. Moreover, theCompany has had “Code of Conduct in writing that all employee is required to test their recognition of
Code of Conduct on a regular basis.
Furthermore, the Company has communicated business plan either short term or long term
throughout the Company, which are also in-lined with the Company’s mission and vision. Besides, Key
Performance Index (KPI) was determined for all department’s consideration for improvement inaccordance with the aforementioned plan.
The Company has Directors and independent directors, who obtain experience, knowledge andability in order to provide efficient management to the Company. With 3 Audit Committee Members,
which obtain qualification according to the criteria, which has been determined by The Stock Exchangeof Thailand and The Securities and Exchange Commission, Thailand. The Company has clearly
determined roles and responsibilities of each committee, including Policy of the Audit Committee (or“Audit Committee Charter”) and Internal Audit Department (or “Internal Audit Charter”) in writing.
According to Company’s structure, Three Lines Model or Three Lines of Defense is theconceptual of management. The second line of defense has roles and responsibilities to perform risk
assessment and management, including monitor the compliance of the first line operation to the laws,
regulation, policy and operation manual. The third line of defense has roles and responsibilities toperform the internal audit tasks in order to assurance the appropriate of internal control and complianceto the laws, regulation, policy and operation manual are in place. Moreover, the Company also set thethird line of defense (Internal Audit Department) as independent unit and directly report to the Audit
Committee.

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2. Risk Assessment
The Company has performed risk assessment and management in order to mitigate the impactof risk to the acceptance level. There are 2 main types of risk being assessed, which are external andinternal risk. The Company has implemented Key Risk Indicators (KRIs) as a tool to identify the risk,
which might impact to each operation process. Risk evaluation process would be co-consideredbetween risk owners and Risk Management Committee in order to ensure that the Company could
achieve the determined objectives and goals. In addition, the Company would review and revise
business plan and strategy of managing risk on a regular basis in order to respond to the incident on atimely manner.
3. Control Activities
Policy, Operation Manual and Work Flow were implemented as internal control tools. The
different groups within organizations play a distinct role within the three lines of defense model, frombusiness units to compliance with relevant laws and regulations, risk management, including internal
audit.
Furthermore, Internal Audit Department has monitored the significant operation processes ofeach affiliate company by considering on risks-based approach and significant impact to the Company’sbusiness. The Company also assigns the Company’s top management to participant in affiliatecompanies’ Board of Director Meeting in order to ensure that employee, management and Board of
Directors operate in accordance with appropriateness of internal control system.
4. Information Technology and Communication
The Company also focus on Information Technology and Communication, which are significant
tools to support business operation in current world. The Company has also realized how significant of
information security quality by determining on two authentications for accessing to the Company system
and network. The access right of each employee would be considered, which are based upon type ofroles and responsibilities. Moreover, the Company arranges firewall for either hardware or software,
as well as vulnerability test on a regular basis.
In order to ensure that the Company is able to continuously operate and provide the service tocustomers under emergency circumstance, the Company has organized the test regarding to “BusinessContinuity Management” on an annually basis.
In the part of communication, the Company has provided communication channels for both withinorganization and external parties, which would consist of top at the top, which will indicate theCompany’s vision and mission to drive the Company in the same direction, including provide opportunity
to employee to communicate with the top management.
There are several channels for communicating with external parties, which are Website,
Facebook, Company’s Line Official and AEON Thai Mobile Application with the purpose of providing
the products’ information, promotion campaign, and company’s performance and so on. Customers
and partners also have an opportunity to propose their comments in Website, Facebook, Company’sLine Official regarding to products and services for further development.
5. Monitoring and Evaluation Activities
The Company has set the monitoring ongoing monitoring, which were embedded in all
operations, e.g. reconciliation process, segregation of duties, reporting identified internal control
deficiencies, and so on. The audit process is also one tools of monitoring regarding to internal control
deficiencies. Internal Audit Department as the independent party also evaluate the sufficient of internal
control system, as well as propose the evaluation results to the Audit Committee for consideration. In
the case that the Audit Committee do not agree with Internal Auditor’s and management’s opinion, theAudit Committee can also inquiry for their explanation.
In the case that any audit observations being found, Internal Auditors will discuss with the auditee
regarding to root cause and corrective actions. Additionally, Internal Auditors will follow up whether
corrective actions are implemented on a regular basis.

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9.2 The Head of the Internal Audit
Roles and Responsibilities of Internal Audit
The Company established an Internal Audit Department as an independent function which
directly reports to the Audit Committee. The Committee was appointed Miss Kajohnporn Kittisobhone,
Vice President-Internal Audit Department; the duties and responsibilities of the Internal Audit
Department include reviewing, assessment of efficiency and effectiveness of internal control systems
at the corporate level and the level of business-processes, evaluate relevant risks and corporate
governance of the Company, its subsidiaries and affiliated companies in the Company’s group.
Moreover, the Internal Audit Department also provides consultations and advices with the aim of value
added to the Company and improving on operational efficiency and control. According to this, theCompany schedules meetings for reports of audit results and rectification approaches to Executive
Management on a monthly basis and to Audit Committee at least once every three months. The
appointment, transfer and termination of employment of the Chief of Internal Audit department shall be
subject to the Audit Committee’s approval.
In 2022, the Internal Audit Department performed reviewing and assessing the internal control
by reviewing operational and business processes of various departments at the Head Office, Branches
and Operation centers in each region as well as its subsidiaries and affiliated companies. Furthermore,
compliance audits pertaining to relevant laws and regulations which may relate to the Company, its
subsidiaries and affiliated companies were also conducted.
The opinion of the audit committee on the internal control system
The Audit Committee Meeting has evaluated the sufficiency of internal control systems by asking
and reviewing the information from the Company’s management, related departments and Internal
Audit Department. The evaluation concluded that the Company has appropriate and sufficient internal
control systems. Management control was in place to enable the Company to safeguard assets of theCompany and its subsidiaries from authorized uses, ensure the accuracy and reliability of financial
reporting, and ensure that business transactions are conducted in accordance with proper approved
level of authority. It was also independently reviewed by Internal Audit Department. The Internal Audit
Department and Deloitte Touche Tohmatsu Jaiyos Audit Company Limited, the official auditor of theCompany’s financial reporting, did not find any material non-conformance of the Company’s internal
control system in 2022.
In addition, the Audit Committee agree that Head of Internal Audit Department is properly
qualified and trained regarding to internal audit matter. She also has well knowledge regarding to theCompany’s business, which is consisted of finance, accounting and auditing. Thus she is appropriate
to perform roles as assigned.

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9.3 Related Party Transaction
Details of Related Party Transaction
The Fiscal Year ended on February 28, 2023, the Company had related party transactions with persons with a possibility of conflict of interest, as follows:
Person with possibility
to cause conflict
ACS Capital Corporation
Ltd. (“ACS”)
A holding company toinvest in relatedcompanies and operate
car leasing business.

AEON (Thailand) Co., Ltd.
(“AEON”)
Retail commerce business

Relationship- A shareholder of AEONTS,
holding 19.20% of shares- One common directors:
Mr. Kazumasa Oshima- 3.82% of shares held by theCompany- Common ultimate holding
company

Nature/ Size of Transaction
1.

The Company provides management services
to ACS with the fee charged as follows:•
Computer service fee at the rate of 200,000
Baht per month, Finance and Accounting
operation services fee charged at the rate of
50,000 Baht per month.
•Collection service fee and legal service fee
Service fee as agreed at market priceIn FY2022, the Company has total revenue fromservice of 6,123,931 Baht, consist of Computer
service 2,400,000 Baht, Finance and Accounting
services 600,000 Baht, Outsource collection
280,506 Baht, Legal service 2,843,425 Baht Asof 28 February 2023, the Company has otherreceivable of 421,081 Baht.

2. In FY2022, the Company had paid the interim
dividend and final dividend to ACS totally
249,600,000 Baht.
1. In 2022, the Company had expense with AEON of
12,592,475 Baht, consist of office rental of 1,725,192
Baht, advertising & promotion of 10,384,471 Baht
and other expense of 482,812 Baht. As of February
28, 2023, the Company had other payable of 960,257
Baht.

Necessity and Reasonableness of Transactions
The Company provides service such as computer systemservices, and marketing support services. This is thenormal business supporting transaction among theaffiliated companies. The pricing policy is considered fromcost of operation such as human resource cost, systemdeveloping cost, servicing time, promotion service through
AEONTS networks as well as marketing research whichbased on the cost plus basis.
(Approved by the Board of Director’s meeting on March 10,2020 and September 9, 2020)

The Company rents the space for ATM machine with
AEON, which the rental fee is in the normal course ofbusiness and based on general market price.

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Person with possibility
to cause conflict
AEON Financial Service
Co., Ltd.
(“AEON Financial
Service”)

Relationship

Nature/ Size of Transaction

Necessity and Reasonableness of Transactions- A major shareholder of
AEONTS, holding 35.12% ofshares

1. In 2022, the Company has the expense with AEON
Finance Service of 166,870,811 Baht, consist oftechnical assistant fee of 111,041,471 Baht,
personnel expense of 6,345,715 Baht, Other
administrative expenses of 49,483,625 Baht andfinancial cost of 12,525,567 Baht. As of February 28,
2023, the Company has other receivable of
3,071,591 Baht, and other payable of 60,797,013
Baht.

AEON Financial Service provides the technical assistantto the Company as AEON Financial Service needs tosupport other AEON Financial Service companies’ group
under the same direction. Therefore, they provide
management support, staff, technical, marketingstrategies and computer system for cost efficiency.

Retail Finance

2. In 2022, the Company has paid the interim
dividend and final dividend to AEON Financial
Service totally 456,560,000 Baht.

AEON Financial Service has charged the technicalassistance fee for all oversea listed subsidiaries of AEON
Financial Service.
The technical assistance fee is paid to AEON Financial
Service as stated in the agreement. However, the value oftransaction is unable to declare with any market price, thevalue of transaction is then determined on time consume
basis among the oversea listed companies in AEON
Financial Service companies’ group and based on the costplus basis.
(Approved by the Board of Director’s meeting on July 7,
2020)

AEON Credit Service
Co., Ltd.
(“AEON Credit Service”)
Retail Finance- Commoncompany

ultimateholding

1. In FY2022 the Company paid personnel expense
to AEON Credit Service of 23,801,608 Baht.
2. As of February 28, 2023, the Company has otherreceivable of 540,323 Baht, and other payable of
2,559,344 Baht.

AEON Credit Service provides the personnel support to
the Company as AEON Financial Service needs tosupport other AEON Financial Service companies’ group
under the same direction. Therefore, they encourage
AEON Credit Service to provide skilled personnel support
to other AEON Financial Service companies’ group.
The value of transaction is determined on the actual cost
occurred.

156
Person with possibility
to cause conflict
AEON Bank Ltd.
(“AEON Bank”)
Banking Business

Relationship- Common ultimate holding
company

Nature/ Size of Transaction

Necessity and Reasonableness of Transactions

1. In FY2022, the Company paid personnel expense
to AEON Bank of 9,603,789 Baht. As of February 28,
2023, the Company had other payables of 935,953
Baht.

AEON Bank provides the personnel support to theCompany as AEON Financial Service needs to support
other AEON Financial Service companies’ group under
the same direction. Therefore, they encourage AEON
Bank to provide skilled personnel support to other AEON
Financial Service companies’ group.

2. The Company had long term loan from AEON
Bank. In FY2022, the Company had interest expenseof 7,645,897 Baht.

The value of transaction is determined on the actual cost
occurred.
The Company has long term loan from AEON Bank, which
the Condition is based on general market interest rate andin the normal course of business.

Note: - Revenues relating to securitization transactions are determined by the Company and the related company in accordance with securitization project (see Notes toFinancial Statements No.33 and 38)- The Related Party Transaction in the past 3 years. Shareholders/Investors can view historical information from annual report which was released on IR website.

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Opinion of the Audit Committee on the Connected Transaction
The audit committee has an opinion that these transactions are reasonable with the priceand condition being fair as well as maximize the benefit to the Company. These are supporting normal
business transactions in accordance to the business nature and practice and not intended to bebeneficial to anyone or any group of person. Pricing and fee are able to declare with the market price(if any), otherwise to be determined by the Company and contracted parties based on cost plus basis.

Measures and Procedures for the Approval of Related Parties Transactions
The Company has a measure not allowing its management or persons who have direct orindirect interest to involve in the approval of the related transaction between the Company andpersons with possibility to cause conflicts. The Company also arranges the audit committee toconsider and provide the opinion on such related transactions.

Policy and Tendency of Related Party Transactions in the Future
The Company has policy to continue to enter into the present related party transactions in
the future. Such transactions include the lease of areas, loans, and credit card business with Aeon
and Jay Mart, Management service to ACS Capital, AEON Insurance Service, and ACS Servicing,Technical assistant service provided by Aeon Financial Service, and System development service
provided by AEON Credit Service Systems (Philippines) Inc. In doing such transactions, theCompany will set forth conditions in accordance with general terms and conditions as well as themarket value, the Company shall arrange the audit committee, auditor or independent specialist to
examine and provide opinion about the reasonableness of the transactions and the fairness of thevalue.
The Board of Directors shall execute the related party transactions to be made in the future
in compliance with the securities and exchange act, the regulations of the Stock Exchange ofThailand and the regulation regarding information disclosure of connected transaction and acquisitionand disposition of the assets of the Company.
If the Company makes any transactions with persons with possibility of causing a conflict ofinterest in the future, the Company shall have the audit committee to provide an opinion on thereasonableness of the transactions. If the audit committee has no skill in considering the related
party transaction, the Company shall then arrange the specialist, such as the auditor or appraiser orlaw firm, who is independent from the Company and the persons with possibility of causing a conflictof interest to provide an opinion on the related party transaction. The opinion of the audit committeeor the specialist will be used by the Board of Directors or the shareholders, as the case may be, inmaking a decision upon the matter.

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10
Financial Statements

159

10. Financial Statements
REPORT OF THE INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
TO THE SHAREHOLDERS AND BOARD OF DIRECTORSAEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED

OpinionWe have audited the consolidated financial statements of AEON Thana Sinsap (Thailand) PublicCompany Limited and its subsidiaries (the “Group”) and the separate financial statements of AEON
Thana Sinsap (Thailand) Public Company Limited (the “Company”), which comprise the consolidated
and separate statements of financial position as at February 28, 2023, and the related consolidated
and separate statements of profit or loss, profit or loss and other comprehensive income, changes inshareholders’ equity and cash flows for the year then ended, and notes to the financial statements,
including a summary of significant accounting policies.
In our opinion, the accompanying consolidated and separate financial statements present fairly, in allmaterial respects, the financial position of AEON Thana Sinsap (Thailand) Public Company Limited
and its subsidiaries and of AEON Thana Sinsap (Thailand) Public Company Limited as at February
28, 2023, and its financial performance and its cash flows for the year then ended in accordance withThai Financial Reporting Standards (“TFRSs”).
Basis for Opinion
We conducted our audit in accordance with Thai Standards on Auditing (“TSAs”). Our responsibilities
under those standards are further described in the Auditor’s Responsibilities for the Audit of theConsolidated and Separate Financial Statements section of our report. We are independent of theGroup in accordance with Code of Ethics for Professional Accountants including IndependenceStandards issued by the Federation of Accounting Professions (Code of Ethics for Professional
Accountants) that are relevant to our audit of the consolidated and separate financial statements,
and we have fulfilled our other ethical responsibilities in accordance with the Code of Ethics forProfessional Accountants. We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our opinion.

160
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significancein our audit of the consolidated and separate financial statements of the current period. These
matters were addressed in the context of our audit of the consolidated and separate financial
statements as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters.
Key Audit Matters

Audit Responses

Allowance for expected credit loss
The allowance for expected credit loss of tradereceivables is considered to be a key audit
matter as there are management’s judgment
and assumptions applied to the calculation
including forward economic looking and postmodel adjustments.
The Group and the Company have applied Thai
Financial Reporting Standard No.9 - Financial
Instruments (“TFRS9”). This standard requires
the Group and the Company to recognize
impairment loss based on expected credit loss.
The Group and the Company calculated
allowance for expected credit loss on tradereceivables based on forward-looking informationbasis by calculating on a probability‑weighted
credit losses with respective risk of expected cash
shortfalls either based on credit events arising in
the 12 months from the reporting date or based on
credit events arising over the lifetime of thefinancial instrument; depending on the significant
increase in credit risk (“SICR”) since initialrecognition.

Key audit procedures included• Reviewed management written policies,
which were collaborated from the Groupand the Company management’s experts,
and procedures to derive the allowance for
expected credit loss estimate. Determined
whether the policies and procedures for theestimation are incorporate with the requirementsof TFRS 9 and properly approved by theappropriate level of management• Obtained an understanding of the Group’sand Company’s design of internal controls
over significant input data used in thecalculation of allowance for expected credit
loss, and calculation of allowance for expectedcredit loss•

Evaluated the design and implementationand performed operating effectivenesstesting of key internal controls oversignificant input data used in thecalculation of allowance for expected credit
loss, and calculation of allowance for
expected credit loss

161
Key Audit Matters

Audit Responses

Allowance for expected credit loss (continued)
The post model adjustment may also berecorded by the Group and the Company using
credit expert assumptions and judgment where
the inputs, assumptions and/or modelling
techniques do not capture all relevant risk
factors in respect to the current economic
conditions and market circumstances.
Accounting policy for the allowance for expectedcredit loss and detail of allowance for expectedcredit loss were disclosed in Note 3.2.2 and Note 5
to the financial statements, respectively.

• Evaluated the design and implementationand performed operating effectiveness testingof key General Computer Controls over the
IT processing environment for retail financesystem with the involvement of IT specialists• Involved our internal specialists to assess
the model documentation. This included
assessing the appropriateness of model
design, assumptions, inputs, formulas usedand post model adjustments. We tested thedata used in the ECL calculation byreconciling to source systems• Evaluated relevant inputs and assumptions
used by management in each stage of the
expected credit loss calculation by considering
whether the inputs and assumption appear
reasonable, considering the historical loss
experience and adjust this for current
observable data and considering therelationship between those assumptions andforecast of reasonable and supportable future
economic conditions• Tested calculation of allowance for
expected credit loss for a sample of models• Performed analysis of the Group’s and theCompany’s allowance for expected credit
loss by comparing to historical data andconsidering related macroeconomic factors.

162
Other Information
Management is responsible for the other information. The other information comprises informationin the annual report, but does not include the consolidated and separate financial statements andour auditor’s report thereon, which is expected to be made available to us after the date of thisauditor’s report.
Our opinion on the consolidated and separate financial statements does not cover the otherinformation and we do not express any form of assurance conclusion thereon.
In connection with our audit of the consolidated and separate financial statements, our
responsibility is to read the other information identified above when it becomes available and, in
doing so, consider whether the other information is materially inconsistent with the financial
statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
When we read the annual report, if we conclude that there is a material misstatement therein, weare required to communicate the matter to management and those charged with governance forcorrection of the misstatement.
Responsibilities of Management and Those Charged with Governance for the Consolidated
and Separate Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated andseparate financial statements in accordance with TFRSs, and for such internal control as
management determines is necessary to enable the preparation of consolidated and separate
financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated and separate financial statements, management is responsible forassessing the Group’s and the Company’s ability to continue as a going concern, disclosing, asapplicable, matters related to going concern and using the going concern basis of accounting
unless management either intends to liquidate the Group and the Company or to cease operations,or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Group’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Consolidated and Separate Financial
Statements
Our objectives are to obtain reasonable assurance about whether the consolidated and separate
financial statements as a whole are free from material misstatement, whether due to fraud or error,
and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level ofassurance, but is not a guarantee that an audit conducted in accordance with TSAs will always
detect a material misstatement when it exists. Misstatements can arise from fraud or error and areconsidered material if, individually or in the aggregate, they could reasonably be expected toinfluence the economic decisions of users taken on the basis of these consolidated and separate
financial statements.

163
As part of an audit in accordance with TSAs, we exercise professional judgment and maintainprofessional skepticism throughout the audit. We also:•

Identify and assess the risks of material misstatement of the consolidated and separate financial
statements, whether due to fraud or error, design and perform audit procedures responsive tothose risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our
opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion, forgery, intentional omissions,misrepresentations, or the override of internal control.

•

Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing
an opinion on the effectiveness of the Group’s and the Company’s internal control.

•

Evaluate the appropriateness of accounting policies used and the reasonableness ofaccounting estimates and related disclosures made by management.

•

Conclude on the appropriateness of management’s use of the going concern basis ofaccounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Group’s and theCompany’s ability to continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor’s report to the related disclosures in thefinancial statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s report.
However, future events or conditions may cause the Group and the Company to cease tocontinue as a going concern.

•

Evaluate the overall presentation, structure and content of the consolidated and separate
financial statements, including the disclosures, and whether the consolidated and separate
financial statements represent the underlying transactions and events in a manner that
achieves fair presentation.

•

Obtain sufficient appropriate audit evidence regarding the financial information of the entities
or business activities within the Group to express an opinion on the consolidated financial
statements. We are responsible for the direction, supervision and performance of the groupaudit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, theplanned scope and timing of the audit and significant audit findings, including any significant
deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we 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 our independence, andwhere applicable, related safeguards.

164
From the matters communicated with those charged with governance, we determine those mattersthat were of most significance in the audit of the consolidated and separate financial statementsof the current period and are therefore the key audit matters. We describe these matters in our
auditor’s report unless law or regulation precludes public disclosure about the matter or when, in
extremely rare circumstances, we determine that a matter should not be communicated in ourreport because the adverse consequences of doing so would reasonably be expected to outweighthe public interest benefits of such communication.

BANGKOK

April 11, 2023

Nisakorn Songmanee
Certified Public Accountant (Thailand)
Registration No. 5035
DELOITTE TOUCHE TOHMATSU JAIYOS AUDIT CO., LTD.

165

AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESSTATEMENT OF FINANCIAL POSITION
AS AT FEBRUARY 28, 2023
UNIT : THOUSAND BAHT

Notes

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

As at

As at

As at

As at

February 28,

February 28,

February 28,

February 28,

2023

2022

2023

2022

4.1

3,816,356

4,235,603

2,159,810

2,639,136

Trade receivables

5

80,667,069

76,839,427

77,833,587

73,982,280

Other receivables

6

518,404

518,100

414,708

412,773

7

-

-

-

Current portion of long-term loan to a subsidiary8-

Current portion of loans from purchase of accounts receivable

9

Seller loan in Special Purpose Vehicle for securitization

13-

Current portion of derivative assets

26

1,047,431

ASSETS
CURRENT ASSETS

Cash and cash equivalents
Trade and other current receivables

Fixed deposits at banks under obligations

3,000

490

-

27,990----287,621275,773

1,047,431

82,38082,380Current tax assets

-

-

-

Other current assets

102,645

101,352

42,95543,071

86,152,395

81,787,667

81,814,102

77,435,413

Total Current Assets

7,805

NON-CURRENT ASSETS

Trade and other non-current receivables
Trade receivables

5

3,144,652

3,236,973

1,496,409

1,512,440

Other receivables

6

74,041-

74,041-

Fixed deposits at banks under obligations

7

144,216

41,333--Long-term loan to a subsidiary

8

-

-

83,970130,244

Loans from purchase of accounts receivable

9

12,133---

Investments in subsidiaries

10

-

-

1,235,409

1,210,909

Investment in equity securities designated at fair value
through profit or loss

11

5,062

5,062

5,062

5,062

Investment in equity securities designated at fair value
12

144,000

144,000

144,000

144,000

Subordinated lendings

through other comprehensive income

14.1

-

-

84,074

84,074

Leasehold improvement and equipment

15523,145622,934

447,217

528,845

Right-of-use assets

16

892,559

611,069

776,685

538,356

Intangible assets other than goodwill

17923,406

920,386

783,252

777,857

Derivative assets

26

684,654

293,795

684,654

293,795

Deferred tax assets

18

2,340,922

2,624,482

2,268,848

2,524,973

Other non-current assets

19

165,501

181,687

146,184

167,847

Total Non-current Assets
TOTAL ASSETS

Notes to the financial statements form an integral part of these statements

9,054,291

8,681,721

8,229,805

7,918,402

95,206,686

90,469,388

90,043,907

85,353,815

166

AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESSTATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT FEBRUARY 28, 2023
UNIT : THOUSAND BAHT

Notes

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

As at

As at

As at

As at

February 28,

February 28,

February 28,

February 28,

2023

2022

2023

2022

4,485,424

9,171,904

3,440,000

7,941,240

220,728

269,599

200,448248,20721

1,629,459

1,628,020

1,532,329

1,550,316

Long-term borrowings

23

12,836,551

17,090,217

11,273,543

16,317,580

Long-term debentures25-

3,798,878-

3,798,878

Derivative liabilities

26

562,743654,801

562,743654,801

Lease liabilities

22444,127

356,328

389,924

312,304

Current income tax payable

643,416

379,519608,272

348,000

Other current liabilities

341,614387,092

345,103394,973

21,164,062

33,736,358

18,352,362

31,566,299

LIABILITIES AND SHAREHOLDERS’ EQUITYCURRENT LIABILITIESBank overdrafts and short-term borrowings
from financial institutions

20

Trade and other current payables
Trade payables
Other payables
Current portion of long-term liabilities

Total Current Liabilities

NON-CURRENT LIABILITIESLong-term borrowings

23

39,152,934

30,896,445

37,867,795

28,578,535

Long-term borrowings under securitization project

24

-

-

1,260,991

1,401,709

Long-term debentures

25

9,580,142

4,460,676

8,107,060

2,987,594

Derivative liabilities

26

876,160

212,925

876,160

212,925

Lease liabilities

22473,541

268,650

412,280

240,121Subordinated borrowings

14.2

84,074

84,074--

Provisions for employee benefit

27

444,377

463,335

405,630

419,132

Other non-current liabilities
Total Non-current Liabilities
TOTAL LIABILITIES

83,31682,962

71,186

68,102

50,694,544

36,469,067

49,001,102

33,908,118

71,858,606

70,205,425

67,353,464

65,474,417

167

AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESSTATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT FEBRUARY 28, 2023
UNIT : THOUSAND BAHT

Notes

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

As at

As at

As at

As at

February 28,

February 28,

February 28,

February 28,

2023

2022

2023

2022

LIABILITIES AND SHAREHOLDERS’ EQUITY (CONTINUED)SHAREHOLDERS’ EQUITY

29

SHARE CAPITAL

Authorized share capital
250,000,000 ordinary shares of Baht 1 each

250,000

250,000

250,000

250,000

250,000

250,000

250,000

250,000

478,000

478,000

478,000

478,000

Issued and paid-up share capital
250,000,000 ordinary shares of Baht 1 each,fully paid

SHARE PREMIUM ON ORDINARY SHARESSURPLUS ON SHARE-BASED PAYMENT TRANSACTION

28

9,265

-

9,265

-

RETAINED EARNINGS

AppropriatedLegal reserve

30

Reserve for business expansion
Unappropriated
OTHER COMPONENTS OF SHAREHOLDERS’ EQUITY

25,00025,00025,00025,0004,850,000

4,850,000

4,850,000

4,850,000

17,382,220

14,808,860

17,167,729

14,703,739(83,454)(95,808)--32

Exchange differences on translating
financial statements of foreign operations
Cumulative loss on cash flow hedges
TOTAL EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENTNON-CONTROLLING INTERESTSTOTAL SHAREHOLDERS’ EQUITYTOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

Notes to the financial statements form an integral part of these statements(89,551)(427,341)(89,551)(427,341)

22,821,480

19,888,711

22,690,443

19,879,398

526,600

375,252--

23,348,080

20,263,963

22,690,443

19,879,398

95,206,686

90,469,388

90,043,907

85,353,815

168

AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESSTATEMENT OF PROFIT OR LOSSFOR THE YEAR ENDED FEBRUARY 28, 2023
UNIT : THOUSAND BAHT

Notes

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended

For the years ended

February 28,

February 28,

February 28,

February 28,

2023

2022

2023

2022

REVENUES

Credit card income

7,641,755

6,462,205

7,488,114

6,370,437

10,384,552

10,367,574

10,273,844

10,208,931

1,028,530

1,073,176

246,053

308,562

1,696,186

1,423,426

1,638,278

1,423,426

404,572

319,764

404,572

319,764

Collection service income

225,753

209,682-

Insurance broker business income

688,884

682,021688,884

627,331

Loan income

33

Hire-purchase income
Other income
Bad debt recovery
Gain on sale of written-off receivables

43

29

Dividend income--

203,000

334,400

Others261,433

253,574

173,363

123,759

Total Other income
Total Revenues

3,276,828

2,888,467

3,108,097

2,828,709

22,331,665

20,791,422

21,116,108

19,716,639

7,962,449

7,671,368

7,282,911

6,924,615

EXPENSES

Operating and administrative expenses
Directors and managements’ remuneration

34

154,560

161,119

104,425

104,064

Loss on impairment of assets

17

95,497-

95,497-

2,627

11,099

1,041

9,710

8,215,133

7,843,586

7,483,874

7,038,389

Finance costs

1,903,841

1,744,665

1,970,310

1,826,482

Expected credit loss

7,262,728

6,629,397

7,070,470

5,771,184

4,949,963

4,573,774

4,591,454

5,080,584

995,818

999,880

880,727

947,3933,954,145

3,573,894

3,710,727

4,133,191

3,815,145

3,553,041

3,710,727

4,133,191

Loss on sale and write-off of leasehold improvement
and equipment and intangible assets other than goodwill
Total Expenses

36

PROFIT BEFORE INCOME TAX
INCOME TAX EXPENSES

37

PROFIT FOR THE YEARPROFIT ATTRIBUTABLE TO :Owners of the parent
Non-controlling interests

BASIC EARNINGS PER SHAREWEIGHTED AVERAGE NUMBER OF ORDINARY SHARES

Notes to the financial statements form an integral part of these statements

139,000

20,853--

3,954,145

3,573,894

3,710,727

4,133,191

BAHT

15.26

14.21

14.84

16.53

SHARES

250,000,000

250,000,000

250,000,000

250,000,000

169

AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESSTATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED FEBRUARY 28, 2023
UNIT : THOUSAND BAHT

Notes

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended

For the years ended

February 28,

February 28,

February 28,

February 28,

2023

2022

2023

2022

3,954,145

3,573,894

3,710,727

4,133,191

32

12,35425,417--

14,84449,914--32

337,790468,234

337,790468,234

Profit for the year
Other comprehensive income, net of tax
Components of other comprehensive income thatwill be reclassified to profit or loss
Exchange differences on translating
financial statements of foreign operations- Owners of the parent- Non-controlling interests
Gain on cash flow hedges
Components of other comprehensive income thatwill not be reclassified to profit or loss
Gain on remeasurements of defined benefit plans

58,20871,72253,256

67,046

Other comprehensive income for the year, net of tax

423,196615,287

391,046535,280

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

4,377,341

4,189,181

4,101,773

4,668,471

4,223,497

4,118,414

4,101,773

4,668,471

TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO :Owners of the parent
Non-controlling interests

Notes to the financial statements form an integral part of these statements

153,844

70,767--

4,377,341

4,189,181

4,101,773

4,668,471

170

AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESSTATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY
FOR THE YEAR ENDED FEBRUARY 28, 2023
UNIT : THOUSAND BAHT
Notes

CONSOLIDATED FINANCIAL STATEMENTS

Owners of the parent
Issued andShare premium

Surplus on

paid-upon ordinary

share-based payment

share capitalsharestransaction

Retained earnings
AppropriatedLegal reserve

Other components of
Unappropriatedshareholders’ equity
Exchange differences

Cumulative loss

businesson translatingon cash flow hedges

expansion

financial statements

Reserve for

Non-

Total

Total

controllingshareholders’owners ofinterests

equitythe parentof foreign operations

Beginning balance as at March 1, 2021

250,000

478,000-

25,0004,850,000

12,471,581(121,225)(895,575)

17,057,781

321,883

17,379,664

Changes during the year
Dividend paid

29.1

-

-

-

-

-

(662,488)--(662,488)(17,398)(679,886)Interim dividend paid

29.2

-

-

-

-

-

(624,996)--(624,996)-(624,996)

Profit for the year

-

-

-

-

-

3,553,041-

3,553,041

20,853

3,573,894

Other comprehensive income

-

-

-

-

-

71,722

25,417468,234

565,373

49,914615,287

Ending balance as at February 28, 2022

250,000

478,000-

25,0004,850,000

14,808,860(95,808)(427,341)

19,888,711

375,252

20,263,963

Beginning balance as at March 1, 2022

250,000

478,000-

25,0004,850,000

14,808,860(95,808)(427,341)

19,888,711

375,252

20,263,963

-

-

-

-

-

-

-

-

-

-

-

9,265

-

Changes during the year
Increase in non-controlling interests arising--

Surplus on share-based payment transaction

from new investment in a subsidiary
28

-

-

Dividend paid

29.3

-

-

-

-

-

(662,496)--(662,496)(2,746)

Interim dividend paid

29.4

-

-

-

-

-

(637,497)--(637,497)-(637,497)

-

-

-

-

-

3,815,145--

3,815,145

139,000

3,954,145---

250,000

478,000

Profit for the year
Other comprehensive income
Ending balance as at February 28, 2023

See condensed notes to the financial statements

9,265

9,265

-

-

25,0004,850,000

-

250
-

250
9,265
(665,242)

58,20812,354

337,790

408,352

14,844423,196

17,382,220(83,454)(89,551)

22,821,480

526,600

23,348,080

171

AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESSTATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY (CONTINUED)
FOR THE YEAR ENDED FEBRUARY 28, 2023
UNIT : THOUSAND BAHT
Notes

SEPARATE FINANCIAL STATEMENTS
Issued andShare premium

Surplus on

paid-upon ordinary

share-based payment

share capitalsharestransaction

Retained earnings
AppropriatedLegal reserve

Unappropriated

Other components of

Total

shareholders’ equity

shareholders’

Reserve for

Cumulative loss

equitybusinesson cash flow hedges

expansion

Beginning balance as at March 1, 2021

250,000

478,000-

25,0004,850,000

11,790,986(895,575)

16,498,411

Changes during the year
Dividend paid

29.1

-

-

-

-

-

Interim dividend paid

29.2

(662,488)-(662,488)

-

-

-

-

-

(624,996)-(624,996)

Profit for the year

-

-

-

-

-

4,133,191-

4,133,191

Other comprehensive income

-

-

-

-

67,046468,234

535,280

Ending balance as at February 28, 2022

250,000

478,000-

25,0004,850,000-

14,703,739(427,341)

19,879,398

Beginning balance as at March 1, 2022

250,000

478,000-

25,0004,850,000

14,703,739(427,341)

19,879,398--

Changes during the year
Surplus on share-based payment transaction

28

Dividend paid

29.3

-

-

-

-

-

(662,496)-(662,496)

29.4

-

-

-

-

-

(637,497)-(637,497)-

Interim dividend paid

9,265

-

-

-

-

9,265

Profit for the year

-

-

-

-

-

3,710,727

Other comprehensive income

-

-

-

-

-

53,256

337,790

391,046

250,000

478,000

17,167,729(89,551)

22,690,443

Ending balance as at February 28, 2023

See condensed notes to the financial statements

9,265

25,0004,850,000

3,710,727

172

AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESSTATEMENT OF CASH FLOWSFOR THE YEAR ENDED FEBRUARY 28, 2023

UNIT : THOUSAND BAHT

Notes

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended

For the years ended

February 28,

February 28,

February 28,

February 28,

2023

2022

2023

2022

3,954,145

3,573,894

3,710,727

4,133,191

CASH FLOWS FROM OPERATING ACTIVITIESProfit for the year
Adjustments for:
Income tax expense

995,818

999,880

880,727

947,393

Expected credit loss

7,262,728

6,629,397

7,070,470

5,771,184

95,497-

95,497-810,097

896,111

697,005

755,706

241,503

202,899

197,074

160,671
8,269

Loss on impairment of assets
Depreciation of leasehold improvement and equipment
and right-of-use assets
Amortization of intangible assets other than goodwill(Gain) loss on sale of leasehold improvement and equipment

(768)

7,594

(51)

Loss on write-off of leasehold improvement and equipment

and intangible assets other than goodwill

3,395

3,505

1,092

1,441

Employee benefit expense

76,515

111,832

70,337

98,239

Employee joint investment program expense

14,426-

14,426

Gain on sales of written-off receivables(404,572)

Unrealized gain on exchange rate--

Gain on discount received from lease agreements-(11,833)

Gain on cancellation of lease agreements
Interest income
Dividend income-(404,572)(319,764)(5,837)(10,750)-(11,833)(334)(1,399)

(330)

(724)

(13,841,603)(13,286,167)(12,493,503)(11,802,682)-

Finance costs(319,764)-(203,000)(334,400)

1,903,841

1,744,665

1,970,310

1,826,482

1,110,688

550,6141,600,372

1,222,423(10,962,742)(9,988,237)(11,012,202)(10,086,966)

-

-

-

Operating assets (increase) decrease
Trade and other current receivables
Loans from purchase of accounts receivable(12,623)

Other current assets(2,037)

2,206

118

2,027

Other non-current assets

15,867

10,736

21,6655,432

Trade and other current payables(86,085)(202,520)(112,919)(29,646)

Other current liabilities(39,872)

58,566(49,870)

35,573

Other non-current liabilities

647

639

3,671

(678)

Cash paid for operations(9,976,157)(9,567,996)(9,549,165)(8,851,835)

Proceeds from interest income

13,928,127

12,962,299

12,544,148

11,476,511--

203,000

334,400(1,906,754)(1,719,684)(1,980,343)(1,816,105)

Operating liabilities increase (decrease)

Dividend received
Finance costs paid
Income tax paid

(544,660)(881,461)(462,091)(793,737)

Employee benefits paid

27

(22,713)(37,256)(13,916)(28,578)

Cash received (paid) from transfer of employees

27

-

-

(3,353)

1,673

within the Group
Cash paid for employee joint investment program
Net cash flows provided by operating activities28(5,161)
1,472,682-(5,161)-

755,902733,119

322,329

173

AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESSTATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED FEBRUARY 28, 2023

UNIT : THOUSAND BAHT

Notes

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended

For the years ended

February 28,

February 28,

February 28,

February 28,

2023

2022

2023

2022

CASH FLOWS FROM INVESTING ACTIVITIESCash received from fixed deposits at banks under obligations

3,050

Cash paid for fixed deposits at banks under obligations
Cash paid for purchase of leasehold improvement and equipment

4.2

-

-

-

(105,200)(2,325)--(211,777)(198,248)(173,463)

2,169

18,211

1,457

1,689

(442,328)(291,549)(397,442)(275,782)

Cash received from sale of leasehold improvements and equipment
Cash paid for purchase of intangible assets other than goodwill

4.2

Cash received from sale of intangible assets other than goodwill
Cash paid for investment in a subsidiary

10

1,642

-

-

(163,775)--(24,500)(4,264)

Cash paid for investment in equity securities designatedat fair value through other comprehensive income

12

Cash received from repayment of long-term loan to a subsidiary-(144,000)-

Net cash flows used in investing activities-

24,121(144,000)-(754,086)(616,269)(569,827)(586,132)

4.4

116,228,272

92,796,090

113,233,224

87,359,879(87,278,639)

CASH FLOWS FROM FINANCING ACTIVITIESCash received from bank overdrafts and short-termborrowings from financial institutions
Cash repayments for bank overdrafts and
4.4(120,792,355)(93,968,202)(117,734,464)

Cash received from long-term borrowings

short-term borrowings from financial institutions

4.4

22,210,298

7,194,654

20,351,762

6,554,661

Cash repayments for long-term borrowings

4.4(18,590,828)(4,191,220)(16,381,625)(4,191,220)

4.4

-

-

564,624

491,631

Cash received from long-term borrowings under
securitization project
Cash repayments for long-term borrowings under-(564,624)(491,631)

Cash received from long-term debentures

securitization project

4.4

4.4

5,245,000

2,063,600

5,245,000

2,063,600

Cash repayments for long-term debentures

4.4(3,800,000)(3,403,200)(3,800,000)(3,403,200)

Cash paid for lease liabilities

4.4(558,097)(564,337)(488,331)(488,719)

231,809416,869

231,809416,869

Cash received from sales of written-off receivables-

Proceeds from increase in non-controlling interest arisingfrom investment in a subsidiary

250

Cash paid for dividend
Cash paid for interim dividend
Net cash flows used in financing activities

-

-

-

(666,592)(681,842)(662,496)(662,488)(637,497)(624,996)(637,497)(624,996)(1,129,740)(962,584)(642,618)(254,253)(411,144)(822,951)(479,326)(518,056)(8,103)(46,614)-4,235,603

5,105,168

2,639,136

3,157,192

3,816,356

4,235,603

2,159,810

2,639,136

Net decrease in cash and cash equivalents
before effect of exchange rate
Effect of exchange rate changes on cash and cash equivalents
Cash and cash equivalents at the beginning of the year
Cash and cash equivalents at the ending of the year
Notes to the financial statements form an integral part of these statements

4.1

-

174
AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESNOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED FEBRUARY 28, 2023
NOTE

1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
15.
16.
17.
18.
19.
20.
21.
22.
23.
24.
25.
26.
27.
28.
29.
30.
31.
32.
33.
34.
35.
36.
37.
38.
39.
40.
41.
42.
43.
44.

CONTENTS

Operations of the company
Basis for preparation and presentation of the financial statements
Significant accounting policies
Supplementary disclosures of cash flow information
Trade receivables
Other receivables
Fixed deposits at banks under obligations
Long-term loan to a subsidiary
Loans from purchase of accounts receivable
Investments in subsidiaries
Investments in equity securities designated at fair value through profit or loss
Investment in equity securities designated at fair value through othercomprehensive income
Seller loan in special purpose vehicle for securitization
Subordinated lendings and subordinated borrowing
Leasehold improvement and equipment
Right-of-use assets
Intangible assets other than goodwill
Deferred tax assets
Other non-current assets
Bank overdrafts and short-term borrowings from financial institutions
Other payables
Lease liabilitites
Long-term borrowings
Long-term borrowings under securitization projectLong-term debentures
Derivative financial instuments
Provisions for employee benefits
Employee joint investment program
Shareholders’ equity
Legal reserve
Capital management
Other components of shareholders’ equity
Revenues relating to securitization transaction
Directors and managements’ remuneration
Provident fundExpense by nature
Corporate income tax
Transactions with related parties
Operating Segments
Disclosure of information relating to financial instruments
Credit facilities and letters of guarantee
Significant agreements relating to securitization transaction
Sale of written-off receivables
Approval of financial statements

175

AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESNOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED FEBRUARY 28, 2023

1.

OPERATIONS OF THE COMPANY

The Company was registered as a limited company under the Civil and Commercial Codeon September 18, 1992 and registered to be Public Company Limited with the Ministry ofCommerce on August 7, 2001. The Company was listed on The Stock Exchange ofThailand on December 11, 2001. The Company’s head office is located at 388, 27th Floor,
Exchange Tower, Sukhumvit Road, Klongtoey, Bangkok. The Company’s main objective
is to do the retail finance services which consist of credit card, hire-purchase and personalloans, and others. Subsequently, on October 6, 2020, the Company has registered anotherobjective which is to conduct life and non-life insurance brokerage business.
As at February 28, 2023 and 2022, the Company has head office and branches totaling 104
locations and 101 locations, respectively.
AEON Financial Service Co., Ltd., incorporated in Japan, and ACS Capital Corporation
Limited, incorporated in Thailand, are major shareholders with 35.12% and 19.20%
shareholdings, respectively. AEON Co., Ltd., incorporated in Japan, is the ultimate parent
company.
The Company has subsidiaries which are under its control in finance and operations asmentioned in Note 2.4 and Note 10.
Coronavirus Disease 2019 Pandemic
A novel coronavirus (“COVID-19”) pandemic started in early 2020 in Thailand andcountries the Group operate. It clearly affects overall Thailand and global economy,
including the Company and the Group’s employees, customers, business partners andbusiness operations.
In order to mitigate the impacts, the Company provides supports to customers as the relief
measurement for loan to affected customer from the impact of COVID-19, following to the
Bank of Thailand’s the relief measurement to help debtors from the Thai economic
situation, by providing debt restructuring program and reducing minimum payment rates
for credit card and personal loan.
Moreover, AEON Microfinance (Myanmar) Co., Ltd. (the “subsidiary”) has temporarilysuspended new loans to customers due to the impact of the political turmoil in Myanmar
since February 1, 2021. However, the subsidiary has resumed providing new loans toexisting customers starting January 22, 2022. The subsidiary has continuously reduced
operation costs and continued pursuing debt collection
Nevertheless, the Group’s and Company’s management will continue to monitor theongoing development and regularly assess the financial impact in respect of valuation ofassets, provisions and contingent liabilities.

176

2.

BASIS FOR PREPARATION AND PRESENTATION OF FINANCIAL STATEMENTS

2.1

The Group and the Company maintain its accounting records in Thai Baht and prepare
their statutory financial statements in the Thai language in conformity with Thai
Financial Reporting Standards and accounting practices generally accepted in
Thailand.
The English version of the consolidated and separate financial statements have been
prepared from the Thai version of the consolidated and separate financial statements
prepared by law. In the event of any conflict or different interpretation of the two different
languages, the Thai version consolidated and separate financial statements in accordancewith the Thai law is superseded.

2.2

The Group’s and the Company’s financial statements have been prepared inaccordance with the Thai Accounting Standard (TAS) No. 1 “Presentation of
Financial Statements” the Regulation of The Stock Exchange of Thailand (SET)
dated October 2, 2017, regarding the preparation and submission of financial
statements and reports for the financial position and results of operations of the listedcompanies B.E. 2560 and the Notification of the Department of Business
Development regarding “The Brief Particulars in the Financial Statement (No. 3)
B.E. 2562” dated December 26, 2019.

2.3

The consolidated financial statements for the years ended February 28, 2023 and 2022
included the accounts of the Company and its subsidiaries. Significant transactions andbalances between the Company and its subsidiaries have been eliminated.
Subsidiaries are entities controlled by the Company. Control exists when the Company
has the power, directly or indirectly, to govern the financial and operating policies of anentity so as to obtain benefits from its activities. The financial statements of subsidiaries
are included in the consolidated financial statements from the date that control
commences until the date that control ceases. The accounting policies of subsidiaries
have been changed where necessary to align them with the policies adopted by theGroup.
Loss in a subsidiary are allocated to non-controlling interests even if doing so causes
the non-controlling interests to have a deficit balance.
If the Company losses control in a subsidiary, it will derecognize the assets andliabilities, any non-controlling interests and the other components of shareholders’equity related to the subsidiary. Any surplus or deficit arising from the loss of control
is recognized in profit or loss. If the Company retains any interest in the previous
subsidiary, then such interest is measured at fair value at the date that control is lost.
Subsequently, it is accounted for as an equity-accounted investee or as an investment inequity securities depending on the level of influence retained.

177

2.4

For the years ended February 28, 2023 and 2022, the subsidiaries included in the
consolidated financial statements are as follows:

ACS Servicing (Thailand)Company Limited
ACSI (Thailand) Co., Ltd.
AEON Specialized Bank
(Cambodia) Plc.(4)AEON Microfinance (Myanmar)
Company Limited
AEON Leasing Service (Lao)Company Limited(1)ATS Rabbit Special Purpose
Vehicle Company Limited(3)AEON Asset Management(Thailand) Co., Ltd.(2)Business typeCountry ofregistration

Registration date

Percentage of direct andindirect holdings (%)
2023
2022

Collection servicer

ThailandMarch 13, 2007

100.00100.00Non-life insurance broker
and life insurance broker
Retail finance business

ThailandJuly 1, 2013100.00100.00

Cambodia

October 5, 2011

50.00

50.00

Retail finance business

MyanmarNovember 2, 2012

100.00100.00Retail finance business

Laos

January 11, 2013100.00100.00Special purpose juristic
person in securitization projects
Non-performing assets
management

ThailandMarch 20, 2015

48.75

48.75

ThailandAugust 2, 2022

99.00

-

(1)

The Company indirectly holds shares of AEON Leasing Service (Lao) Company Limited through ACS Servicing (Thailand) Company
Limited with 3.71% shareholding.

(2)

The Company indirectly holds shares of AEON Asset Management (Thailand) Co., Ltd through ACS Servicing (Thailand) Co., Ltd. with
1.00% shareholding.

(3)

The Company has the power to control over ATS Rabbit Special Purpose Vehicle Company Limited because the Company has power toappoint the board of directors and rights to provide certain service which is significantly impacted by the performance of underlying
assets and has rights to get variable return from such company under securitization project.

(4)

The Company has the power to control over AEON Specialized Bank (Cambodia) Pcl. in accordance with the requirement of
TFRS No.10 “Consolidated Financial Statements”.

The significant accounting policies used for the financial statements of the subsidiaries
are adjusted to be the same as those of the Company.
2.5

The financial statements of the subsidiaries used in the preparation of consolidated
financial statements are as of a date or for a period that is different from that of theconsolidated financial statements. However, the Company consolidated thefinancial information of the subsidiaries using the most recent financial statementsof the subsidiaries adjusted for the effects of significant transactions or events that
occur between the date of those financial statements and the date of the consolidated
financial statements. The dates of the end of the reporting period of the financial
statements of the aforementioned subsidiaries are as follows:
The date of the end of the reporting period
in preparation of
the consolidated financial statements
For the years ended
February 28,
February 28,
2023
2022
Subsidiaries
ACS Servicing (Thailand) Company Limited
ACSI (Thailand) Co., Ltd.,AEON Specialized Bank (Cambodia) Plc.
AEON Microfinance (Myanmar) Company Limited
AEON Leasing Service (Lao) Company Limited
AEON Asset Management (Thailand) Co., Ltd.

December 31, 2022
December 31, 2022
December 31, 2022
December 31, 2022
December 31, 2022
December 31, 2022

December 31, 2021
December 31, 2021
December 31, 2021
December 31, 2021
December 31, 2021
-

178

2.6

Thai Financial Reporting Standards affecting the presentation and disclosure in thecurrent year financial statements
During the year, the Group and the Company have adopted the revised financial
reporting standards issued by the Federation of Accounting Professions which are
effective for fiscal years beginning on or after January 1, 2022. These financial
reporting standards were aimed at alignment with the corresponding International
Financial Reporting Standards, with most of the changes directed towards revisionof wording and terminology and accounting requirements for interest rate reform Phase 2. The adoption of these financial reporting standards does not have any
significant impact on the Group’s and the Company’s interim financial statements.
Accounting Treatment Guidance on “Guidelines for supporting debtors affected by
COVID-19”
The objective of this accounting treatment guidance is to grant the temporary relief
measures for entities helping their debtors affected from COVID-19 with thesupporting period during January 1, 2022 to December 31, 2023 or until there are
any changes from the Bank of Thailand, which requires the compliance for suchchanges. The entities who support their debtors and elect to apply the temporary
relief measures according to this accounting treatment guidance should disclose
information as specified in this accounting treatment guidance.
For the year ended February 28, 2023, the Group and the Company have adhered tosuch Accounting Treatment Guidance regarding staging of receivables. For
receivables that are credit impaired but still have the potential for repayment, theGroup and the Company will classify the receivables as low credit risk (Stage 1) if
the debtor has been repaying for 3 consecutive months or 3 payment periods,
whichever is longer.
In the case where debt restructuring results in the original effective interest rate notreflecting the projected cash flows from such debts, the Group and the Company
will adhere to such Accounting Treatment Guidance by using the new effective
interest rate to calculate the present value of the restructured debts under theguidelines in the relief measurement to help debtors following the Bank ofThailand’s circular letter.

2.7

Thai Financial Reporting Standards announced in the Royal Gazette but not yet
effective
On August 19, 2022, Thai Financial Reporting Standard No.17 “Insurance
Contracts” has been announced in the Royal Gazette and will be effective for thefinancial statements for the period beginning on or after January 1, 2025 onwards.
On September 26, 2022, the revised Thai Accounting Standards and Thai Financial
Reporting Standards have been announced in the Royal Gazette and will be effective
for the financial statements for the period beginning on or after January 1, 2023
onwards. Standards relevant to the Group and the Company are as follows:

179

Thai Accounting Standard No.37 “Provisions, Contingent Liabilities and Contingent Assets”
The amendments specify that the “cost of fulfilling a contract” comprises the “costs
that relate directly to the contract”. Costs that relate directly to a contract consist ofboth the incremental costs of fulfilling that contract (examples would be direct laboror materials) and an allocation of other costs that relate directly to fulfilling contracts(an example would be the allocation of the depreciation charge for an item ofproperty, plant and equipment used in fulfilling the contract). The amendments
apply to contracts for which the entity has not yet fulfilled all its obligations at the
beginning of the annual reporting period in which the entity first applies theamendments. Comparatives are not restated. Instead, the entity shall recognize thecumulative effect of initially applying the amendments as an adjustment to the
opening balance of retained earnings or other component of equity, as appropriate.
Thai Financial Reporting Standard No.9 “Financial Instruments”
The amendment clarifies that in applying the “10 per cent” test to assess whether toderecognize a financial liability, an entity includes only fees paid or received
between the entity (the borrower) and the lender, including fees paid or received byeither the entity or the lender on the other’s behalf. The amendment is applied
prospectively to modifications and exchanges that occur on or after the date theentity first applies the amendment.
The Group’s and the Company’s management will adopt such TFRSs in the
preparation of the Group’s and the Company’s financial statements when it becomes
effective. The Group’s and the Company’s management is in the process to assess
the impact of these TFRSs on the financial statements of the Group and theCompany in the period of initial application.
3.

SIGNIFICANT ACCOUNTING POLICIESThe financial statements have been prepared on the historical cost basis except as disclosed
in the following:
3.1

Cash and cash equivalents
Cash and cash equivalents comprise cash on hands, all deposits at financial
institutions with the original maturities of three months or less and highly liquid
short-term investments, excluding cash at banks used as collateral.

3.2

Financial instruments
Financial assets and financial liabilities are recognized in the Group’s consolidated
statement of financial position and the Company’s separate statement of financial
position when the Group and the Company become a party to the contractual
provisions of the instrument.

180

3.2.1 Classification and Measurement
3.2.1.1

Classification
Financial Assets
The Group and Company classify financial assets, depending on thebusiness model of the Group and Company on financial assets andtype of contractual cash flow of financial assets. The Group andCompany classify financial assets as subsequently measured byamortized cost and fair value through profit or loss.
Financial Liabilities
The Group and Company classify all financial liabilities as
subsequently measured by amortized cost.

3.2.1.2

Initial measurement
Financial assets and financial liabilities are initially measured at fairvalue. Transaction costs that are directly attributable to the acquisition
or issue of financial assets and financial liabilities (other than financial
assets and financial liabilities at fair value through profit or loss) areadded to or deducted from the fair value of the financial assets orfinancial liabilities, as appropriate, on initial recognition. Transaction
costs directly attributable to the acquisition of financial assets orfinancial liabilities at fair value through profit or loss are recognized
immediately in profit or loss.

3.2.1.3

Subsequent measurement
Financial Assets
The Group and Company are subsequently measure financial assets as
below;(1)

Subsequent measurement by Amortized cost
Financial assets are measured subsequently at amortized cost.
The Group and Company using the effective interest method.
The effective interest method is a method of calculating theamortized cost of a financial asset and of allocating interest
income over the relevant period. The effective interest rate is
the rate that exactly discounts estimated future cash inflow(including all fees and points paid or received that form an
integral part of the effective interest rate, transaction costs andother premiums or discounts) through the expected life of thefinancial asset, or (where appropriate) a shorter period, to theamortized cost of a financial asset.

181

(2)

Subsequent measurement by Fair value through profit or loss(“FVTPL”)
Financial assets that do not meet the criteria for being measured
at amortized cost are measured at FVTPL.
Financial assets at FVTPL are measured at fair value at the endof each reporting period, with any fair value gains or losses
recognized in profit or loss to the extent they are not part of adesignated hedging relationship (see Note 3.2.3 Hedge
accounting). The net gain or loss recognized in profit or loss
includes any dividend or interest earned on the financial asset.
Financial Liabilities
All financial liabilities are measured subsequently at amortizedcost using the effective interest method. The effective interest
method is a method of calculating the amortized cost of afinancial liability and of allocating interest expense over the
relevant period. The effective interest rate is the rate thatexactly discounts estimated future cash payments (including all
fees and points paid or received that form an integral part ofthe effective interest rate, transaction costs and other premiums
or discounts) through the expected life of the financial liability,or (where appropriate) a shorter period, to the amortized costof a financial liability.

3.2.1.4

Derecognition of Financial instruments
Financial Assets
The Group and the Company derecognize a financial asset only when
the contractual rights to the cash flows from the asset expire, or whenit transfers the financial asset and substantially all the risks andrewards of ownership of the asset to another entity. If the Group andthe Company neither transfer nor retains substantially all the risks
and rewards of ownership and continues to control the transferredasset, the Group and the Company recognize its retained interest in
the asset and an associated liability for amounts it may have to pay.
If the Group and the Company retain substantially all the risks andrewards of ownership of a transferred financial asset, the Group andthe Company continue to recognize the financial asset and also
recognizes a collateralized borrowing for the proceeds received.
On derecognition of a financial asset measured at amortized cost, thedifference between the asset’s carrying amount and the sum of theconsideration received and receivable is recognized in profit or loss.

182

Financial liabilities
The Group and the Company derecognize financial liabilities when,and only when, the obligation of the Group and the Company aredischarged, cancelled or have expired. The difference between the
carrying amount of the financial liability derecognized and theconsideration paid and payable is recognized in profit or loss.
3.2.2 Impairment of financial assets
The Group and the Company recognize allowance for expected credit loss on
trade receivables using ECL model. The amount of expect credit losses is
updated at each reporting period date to reflect changes in credit risk sinceinitial recognition of the respective financial instrument.
The Group and the Company recognize lifetime ECL when there has beena significant increase in credit risk since initial recognition. However,if the credit risk on the financial instrument has not increased significantly
since initial recognition, the Group and the Company measure the loss
allowance for that financial instrument at an amount equal to 12-month ECL.
Lifetime ECL represents the expected credit loss that will result from all
possible default events over the expected life of a financial instrument. In
contrast, 12-month ECL represents the portion of lifetime ECL that is
expected to result from default events on a financial instrument that are
possible within 12 months after the reporting date.
(i)

Significant increase in credit risk
The Group and the Company compare the risk of a default occurring on thefinancial instrument at the reporting date based on the remaining maturity of
the instrument with the risk of a default occurring that was anticipated for theremaining maturity at the current reporting date when the financial instrument
was first recognized. In assessing whether the credit risk on a financial
instrument has increased significantly since initial recognition, the Group andthe Company consider both quantitative and qualitative information that isreasonable and supportable, including historical experience and forwardlooking information that is available without undue cost or effort.
Despite the foregoing, the Group and the Company assume that the credit risk
on a financial instrument has not increased significantly since initialrecognition if the financial instrument is determined to have low credit risk at
the reporting date. A financial instrument is determined to have low credit
risk if;- The financial instrument has a low risk of default;- The debtor has a strong capacity to meet its contractual cash flow
obligations in the near term; and- Adverse changes in economic and business conditions in the longer term
may, but will not necessarily, reduce the ability of the borrower to fulfil
its contractual cash flow obligations.

183

The Group and the Company regularly monitor the effectiveness ofthe criteria used to identify whether there has been a significant increasein credit risk and revises them as appropriate to ensure that the criteria arecapable of identifying significant increase in credit risk before
the amount becomes past due.
(ii)

Definition of default
The Group and the Company consider constituting an event of default forinternal credit risk management policies and historical experience
indicates that financial assets are defaulted by considering information
developed internally or obtained from external sources indicates thatthe debtor is unlikely to pay its creditors, in full.
Irrespective of the above analysis, the Group and the Company consider
that default has occurred when the past due is more than 90 days unlessthe Group and the Company have supportable information to demonstratethat a more lagging default criterion is reasonable.

(iii) Credit-impaired financial assets
A financial asset is credit-impaired when one or more events that havea detrimental impact on the estimated future cash flows of that financial
asset have occurred. Evidence that a financial asset is credit-impaired
includes the consideration of following events;- Significant financial difficulty of the issuer or the borrower;- A breach of contract, such as a default or past due event;- The lender(s) of the borrower, for economic or contractual reasons
relating to the borrower’s financial difficulty, having granted to theborrower a concession(s) that the lender(s) would not otherwise
consider; and- It is becoming probable that the borrower will enter bankruptcy or otherfinancial reorganization.
(iv)

Write-off policy
The Group and the Company write off trade receivables when there isinformation indicating that the debtor is in financial difficulty and there is
no realistic prospect of recovery, e.g. when the debtor has been placed
under liquidation or has entered into bankruptcy proceedings, or in the caseof loans to customers, when the days past due are over the period that theManagement determined, whichever occurs sooner. Loans to customers
written off may still be subject to enforcement activities under the Group’s
and the Company’s recovery procedures, taking into account legal advice
where appropriate. Any recoveries made are recognized in profit or loss.

(v)

Measurement and recognition of expected credit loss
The measurement of expected credit loss is a function of the probability ofdefault, loss given default and the exposure at default. The assessment of
the probability of default and loss given default is based on historical data
adjusted by forward-looking information as described above.

184

For financial assets, exposure at default is represented by the asset’s grosscarrying amount at the reporting date.
For loan commitments, the exposure includes the amount drawn down asat the reporting date, together with any additional amounts expected to be
drawn down in the future by default date determined based on historical
trend, the Group’s and the Company’s understanding of the specific futurefinancing needs of the debtors, and other relevant forward-looking
information.
If the Group and the Company have measured the loss allowance fora financial instrument at an amount equal to lifetime ECL in the previous
reporting period, but determines at the current reporting date thatthe conditions for lifetime ECL are no longer met, the Group and theCompany measure the loss allowance at an amount equal to 12-month
ECL at the current reporting date.
3.2.3 Hedge accounting
The Group and the Company designate certain derivatives as hedging instruments
in respect of foreign currency risk and interest rate risk in cash flow hedges.
At the inception of the hedge relationship, the Group and the Company
document the relationship between the hedging instrument and the hedged
item, along with its risk management objectives and its strategy forundertaking various hedge transactions. Furthermore, at the inception of thehedge and on an ongoing basis, the Group and the Company document
whether the hedging instrument is effective in offsetting changes infair values or cash flows of the hedged item attributable to the hedged risk,
which is when the hedging relationships meet all of the following hedge
effectiveness requirements;-

There is an economic relationship between the hedged item andthe hedging instrument;-

The effect of credit risk does not dominate the value changes that result
from that economic relationships; and-The hedged ratio of the hedging relationship is the same as that resulting
from the quantity of the hedged item that the Group and the Company
actually hedge and the quantity of the hedging instrument that the Groupand the Company actually use to hedge that quantity of hedged item.

Cash flow hedges
The effective portion of changes in the fair value of derivatives and otherqualifying hedging instruments that are designated and qualify as cash flow
hedges is recognized in other comprehensive income and accumulated under
the heading of cash flow hedging reserve, limited to the cumulative change infair value of the hedged item from inception of the hedge. The gain or loss
relating to the ineffective portion is recognized immediately in profit or loss,
and is included in the “Finance costs” line item.

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Amounts previously recognized in other comprehensive income andaccumulated in equity are reclassified to profit or loss in the periods when thehedged item affects profit or loss, in the same line as the recognized hedged
item. However, when the hedged forecast transaction results in the recognitionof a non-financial asset or a non-financial liability, the gains and losses
previously recognized in other comprehensive income and accumulated inequity are removed from equity and included in the initial measurement of thecost of the non-financial asset or non-financial liability.
This transfer does not affect other comprehensive income. Furthermore, if theGroup and the Company expect that some or all of the loss accumulated in the
cash flow hedging reserve will not be recovered in the future, that amount isimmediately reclassified to profit or loss.
3.3

Investment in subsidiaries
Investments in subsidiaries in the separate financial statements are accounted forusing the cost method, less allowances for impairment (if any).
In case impairment in value of investment has occurred, the loss result of investment
is recognized in the statement of profit or loss.
Cost of securities sold is determined by the weighted-average method.

3.4

Leasehold improvement and equipment
Leasehold improvement and equipment are stated at cost less accumulated
depreciation and allowance for impairment (if any).
Depreciation of leasehold improvement and equipment is calculated by the straightline method, based on the estimated useful life of the assets of 3 years and 5 years.

3.5

Intangible assets
Intangible assets are stated at cost less accumulated amortization and allowance for
impairment (if any).
Intangible assets are computer software which are amortized by the straight-line
method over the estimated useful lives of 5 years and 10 years.

3.6

Loans from purchase of accounts receivable and accrued interest
The loans from purchase of accounts receivable represent non-performing
receivables which a subsidiary has purchased from financial institutions and credit
service companies by bidding for debts management and collection. Under thepurchase contracts of non - performing receivables, the subsidiary takes all the risks
in the collection without recourse. The loans from purchase of accounts receivable
are recognized as purchased or originated credit-impaired financial assets. The
subsidiary initially recognizes purchased or originated credit-impaired financial
assets at cost, which comprise purchased amount (fair value as at transaction dateequals or approximates to purchased price) plus direct expense of loans frompurchase of accounts receivable, and presents at amortized cost plus accrued interest
income, net of allowance for expected credit losses.

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3.7

Allowance for expected credit losses of loans from purchase of accounts receivable
The loans from purchase of accounts receivable are purchased or originated creditimpaired financial assets. The subsidiary recognizes allowance for expected credit
losses from loans from purchase of accounts receivable as the cumulative changes
in lifetime expected credit losses since initial recognition.
The subsidiary estimates the amount of expected credit losses of loans frompurchase of accounts receivable by calculating the difference between the carrying
amount of loans from purchase of accounts receivable and the present value of
estimated future cash flow, and by discounting the unbiased forecast cash flows
based on reasonable and supportable information that is relevant and available
without undue cost or effort.
The subsidiary uses judgment in estimating the amount and period of expected net
cash inflows in calculating allowance for expected credit losses and credit-adjusted
effective interest rate since initial recognition of loans from purchase of accounts
receivable for recognition of interest income. In estimating cash flows, thesubsidiary considers loss experience and adjusts on the basis of current observable
data. In addition, the subsidiary uses reasonable and supportive forecasts of future
economic conditions that are proven to be statistically correlated, and uses
appropriate judgment to estimate the amount of expected credit losses. The
subsidiary uses judgement in assessing financial situation of debtor, net collateralvalue and future information and uses forward-looking information model tocalculate allowance for expected credit losses.
The subsidiary recognizes the amount of the change in lifetime expected credit
losses of the financial assets as gain or loss from expected credit losses in profit orloss. The subsidiary recognizes favorable changes in lifetime expected credit losses
as a reversal of expected credit losses, even if the lifetime expected credit losses areless than the amount of expected credit losses that were included in the estimatedcash flows on initial recognition.

3.8

LeasesThe Group and the Company as lessee
The Group and the Company assess whether a contract is or contains a lease,at inception of the contract. The Group and the Company recognize a right-of-use asset andcorresponding lease liability with respect to all lease arrangements in which it is the lease.
The lease liability is initially measured at the present value of the lease payments thatare not paid at the commencement date, discounted by using the rate implicit in thelease. If this rate cannot be readily determined, the Group uses its incremental
borrowing rate.

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Lease payments included in the measurement of the lease liability comprise:• Fixed lease payments (including in-substance fixed payments), less any lease
incentives receivable;• Variable lease payments that depend on an index or rate, initially measured using
the index or rate at the commencement date;• The amount expected to be payable by the lease under residual value guarantees;• The exercise price of purchase options, if the lease is reasonably certain to exercise
the options; and• Payments of penalties for terminating the lease, if the lease term reflects
the exercise of an option to terminate the lease.
The lease liability is presented as a separate line in the consolidated and separate
statements of financial position.
The lease liability is subsequently measured by increasing the carrying amount to reflect
interest on the lease liability (using the effective interest method) and by reducing thecarrying amount to reflect the lease payments made.
The Group and the Company remeasure the lease liability (and makes a corresponding
adjustment to the related right-of-use asset) whenever:• The lease term has changed or there is a significant event or change in circumstances
resulting in a change in the assessment of exercise of a purchase option, in whichcase the lease liability is remeasured by discounting the revised lease payments
using a revised discount rate.

• The lease payments change due to changes in an index or rate or a change in
expected payment under a guaranteed residual value, in which cases the leaseliability is remeasured by discounting the revised lease payments using
an unchanged discount rate (unless the lease payments change is due to a change ina floating interest rate, in which case a revised discount rate is used).

• A lease contract is modified and the lease modification is not accounted for as aseparate lease, in which case the lease liability is remeasured based on the lease termof the modified lease by discounting the revised lease payments using a revised
discount rate at the effective date of the modification.
The right-of-use assets comprise the initial measurement of the corresponding leaseliability, lease payments made at or before the commencement day, less any lease
incentives received and any initial direct costs. They are subsequently measured atcost less accumulated depreciation and impairment losses.

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Right-of-use assets are depreciated over the shorter period of lease term and useful life of
the underlying asset. If a lease transfers ownership of the underlying asset or the cost of
the right-of-use asset reflects that the Group and the Company expect to exercise apurchase option, the related right-of-use is depreciated over the useful life of theunderlying asset. The depreciation starts at the commencement date of the lease.
The right-of-use assets are presented as a separate line in the consolidated andseparate statements of financial position.
The Group and the Company apply TAS 36 to determine whether a right-of-use asset
is impaired and accounts for any identified impairment loss as described in
the “Leasehold improvement and equipment” policy.
Variable rents that do not depend on an index or rate are not included in
the measurement the lease liability and the right-of-use asset. The related payments
are recognized as an expense in the period in which the event or condition that triggers
those payments occurs and are included in the line “Operating and Administrative
expenses” in profit or loss.
As a practical expedient, TFRS 16 permits a lessee not to separate non-lease
components, and instead account for any lease and associated non-lease components asa single arrangement. The Group and the Company have used this practical expedient.
3.9

Assets and liabilities in foreign currencies
3.9.1

Functional currency and presentation currency
The consolidated and the separate financial statements are presented in
Baht as the presentation currency.
Items in the financial statements of foreign operations are recorded at theirfunctional currency.

3.9.2

Translation of foreign currency transaction
Transactions in foreign currencies are translated to Thai Baht at the foreignexchange rates ruling at the dates of the transactions.
Monetary assets and liabilities denominated in foreign currencies at thereporting date are translated to Thai Baht at the foreign exchange rates
ruling at that date. Foreign exchange differences arising on translation arerecognized as profit or loss in statement of profit or loss and othercomprehensive income.
Non-monetary assets and liabilities measured at cost in foreign currencies
are translated to Thai Baht using the foreign exchange rates ruling at thedates of the transactions.

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Monetary assets and liabilities for which settlement is neither planned nor
likely to occur in a foreseeable future is treated as part of net investmentin the foreign operation of the Group. Exchange differences arising on amonetary item that forms part of a reporting entity’s net investment in aforeign operation shall be recognized in profit or loss in the separate
financial statements of the reporting entity or the individual financial
statements of the foreign operation, as appropriate. In the financial
statements that include the foreign operation and the reporting entity (e.g.
consolidated financial statements when the foreign operation is a
subsidiary), such exchange differences shall be recognized initially inother comprehensive income and reclassified from equity to profit or loss
on a disposal of the net investment.
3.9.3

Translation of financial statements of foreign operations
The assets and liabilities of foreign entities are translated to Thai Baht at
the foreign exchange rates ruling at the reporting date.
The revenues and expenses of foreign entities are translated to Thai Baht
at rates approximating the foreign exchange rates ruling at the dates of thetransactions.
Foreign exchange differences arising on translation are recognized as othercomprehensive income in the statement of other comprehensive income
and presented as the foreign currency translation reserve in equity until adisposal of the investment.

3.10

Share-based payment
Equity-settled share-based payments to management and employees are measured at
the fair value of the equity instruments at the grant date, and is recognized as employee
expense in the statement of profit or loss along with the recognition of theshareholders’ equity throughout the period that employee is able to access the rights
without restriction. The expense recognized is to be adjusted to reflect the value ofshares under the term of service that is not the term of equity market.

3.11

Recognition of revenues and expenses
Interest income and fee income from purposed loan, hire-purchase receivable, credit
card receivable and personal loan are recognized on an accrual basis using theeffective interest method.
Commission income is recognized on the issue date of the policy.
Collection service income is recognized on an accrual basis when service has been
provided or upon satisfaction of performance obligations.
Bad debt recovery is recorded as income in the statement of profit or loss when received.
Dividend income is recognized on the date the Company’s rights to receive
payments is established.
Other income and expenses are recognized on an accrual basis.

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3.12

Provisions for employee benefits
3.12.1

Provident FundThe contribution for employee provident fund is recorded as an expense
when incurred.

3.12.2

Post-employment benefits
The Group and the Company operate post-employment benefits plans under
the Labor Protection Act. Such employee benefits are calculated by anindependent actuary at the end of reporting period using the Projected Unit
Credit Method, which is estimated based on the present value of expected cash
flows of benefits to be paid in the future taken into account the actuarial
assumptions including salaries, turnover rate, mortality rate, years of service
and other factors. Discount rate used in the calculation of provision isreferenced to the yield curve of Thai government bond.
Gain or loss on remeasurements of defined benefit plans are recognized in
the statement of profit or loss and other comprehensive income.

3.13

Deferred revenue from customer loyalty programs
Customer loyalty programs are to grant the points whereby customers are awarded
credits (Points) entitling customers to the rights to redeem within a determined period
under the condition of customer loyalty programs. Obligations from granting the points
to purchase products or get free service in the future are recognized and measured at thefair value of consideration received or receivable which is derived from points expected
to redeemed , multiplied by the estimated fair value per point, referring to the fair valueof the rewards. Such obligations are allocated from consideration received or receivable
and recorded through “Deferred revenue from customer loyalty programs” in thestatement of financial position under “Other payables” and recognized in the statement of
profit or loss as “Credit card income” when the points are redeemed by customers.

3.14

Income tax expense
Income tax expense represents the sum of the tax currently payable and deferred tax.
3.14.1

Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit
differs from profit as reported in the statement of profit or loss because it
excludes items of income or expense that are taxable or deductible in otheryears and further excludes items that are never taxable or deductible.
The Company’s current tax is calculated using tax rates that have beenenacted or substantively enacted at the financial statement date.

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3.14.2

Deferred tax
Deferred tax is recognized on temporary differences between the carrying
amounts of assets and liabilities in the financial statements andthe corresponding tax bases used in the computation of taxable profit(tax base). Deferred tax liabilities are generally recognized for all taxable
temporary differences, and deferred tax assets are generally recognized for
temporary differences to the extent that it is probable that taxable profits
will be available against which those temporary differences can be utilized.
The carrying amount of deferred tax assets is reviewed by the end of eachreporting period. Deferred tax assets shall be reduced to the extent thatutilized taxable profits decrease. Such reduction shall be reversed to theextent that it becomes probable that sufficient taxable profit will beavailable to allow total or part of the asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are
expected to be applied to the period when the asset is realized or theliability is settled, based on tax rates that have been enacted or
substantively enacted by the end of the reporting period.
Current tax assets and liabilities, and deferred tax assets and liabilities, areoffset when there is a legally enforceable right to set off the recognizedamounts and the Company intends to settle on a net basis or to realize theasset and settle the liability simultaneously and when they relate to income
taxes levied by the same taxation authority.
Income tax expense or income related to profit or loss are presented in the statementof profit or loss and net presented with items recognized directly in shareholders’equity in the statement of profit or loss and other comprehensive income.

3.15

Basic earnings per share
Basic earnings per share are calculated by dividing the net income for the year by the
number of weighted average ordinary shares outstanding during the year. In the case ofa capital increase, the number of shares is weighted according to time of registration of
the paid-up share capital increase. The Company did not have any common shareequivalents outstanding which would have dilutive effects on earnings per share.

3.16

Fair value measurements
In estimating the fair value of an asset or a liability, the Group and the Company take into
account the characteristics of the asset or liability if a producer or supplier of marketable
goods would take those characteristics into the consideration the price that would bereceived to sell an asset or paid to transfer a liability at the measurement date, regardless ofwhether that price is directly observable or estimated using another valuation technique.
Fair values for disclosure in the financial statements are categorized into Level 1, 2 or 3
based on the degree to which the inputs to the fair value measurements are on as follows:
Level 1 Inputs are quoted prices (unadjusted) in active markets for identical assets
or liabilities that the entity can access at the measurement date.
Level 2 Inputs are inputs, other than quoted prices included within Level 1, which
are observable for the asset or liability, either directly or indirectly.
Level 3 Inputs are unobservable inputs for the asset or liability.

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3.17

Critical accounting judgments and key sources of estimation uncertainty
3.17.1

Use of management’s judgments in applying accounting policies
The preparation of financial statements in conformity with Thai Financial
Reporting Standards (TFRSs) requires the Group and the Company’s
management to exercise various judgments in order to determine theaccounting policies, estimates and assumptions that affect the reported
amounts of assets and liabilities, the disclosure of contingent assets andliabilities at the date of the financial statements and the reported amountsof revenues and expenses during the year. Although these estimates are
based on management’s reasonable consideration of current events, actual
results may differ from these estimates.
Critical judgments in applying the Group’s and the Company’s accounting
policies are as follows:(1) Allowance for expected credit loss
Management is required to use judgment in estimation in determining
the allowance for expected credit loss of loans to customers andaccrued interest receivables, together with loan commitments. The
calculation of allowance for expected credit loss of the Group and theCompany are based on the criteria of assessing if there has been an
increase in credit risk, the development of complex expected credit loss
model with a series of underlying assumptions, including the choice of
inputs the forecasted macroeconomic variables in the model. Thisestimation has various relevant factors; therefore, the actual results
may differ from estimates.
(2) Deferred revenue from customer loyalty programs
The deferred revenue from customer loyalty programs granted to theCompany’s customers is calculated based on the estimates of redemption
rate of the reward points earned by the customers and fair value of reward
prices, and is presented in the statement of financial position under “Other
payables”.
(3) Provisions for employee benefits
The present value of the provisions for employee benefits depends ona number of factors that are determined on an actuarial basis using
a number of assumptions, including the discount rate. Any changes inthese assumptions will have an impact on the carrying amount of suchprovisions.

193

The Group and the Company determine the appropriate discount rate
at the end of each year. This is the interest rate that should be used todetermine the present value of estimated future cash outflows expected
to be required to settle the provisions for employee benefits. In
determining the appropriate discount rate, the Group and the Company
consider the market yield of government bonds that are denominatedin the currency in which the benefits will be paid, and that have terms
to maturity approximating the terms of the related provisions.
Additional information is disclosed in Note 27.
Past service cost related to plan amendment is recognized as an expensein the statement of profit or loss when the plan amendment is occurred.
The management of the Group and the Company judgmentally consider
that an obligation arises only when the legislation is virtually certain to
be enacted.
(4) Business model assessment
Classification and measurement of financial assets depends on
the results of the SPPI and the business model test (please see financial
assets sections of Note 3.2). The Group and the Company determine
the business model at a level that reflects how groups of financial assets
are managed together to achieve a particular business objective. This
assessment includes judgment reflecting all relevant evidence
including how the performance of the assets is evaluated and theirperformance measured, the risks that affect the performance of theassets and how these are managed and how the managers of the assets
are compensated.
The Group and the Company monitor financial assets measured atamortized cost or fair value through other comprehensive income thatare derecognized prior to their maturity to understand the reason for
their disposal and whether the reasons are consistent with the objectiveof the business for which the asset was held. Monitoring is part of theGroup’s and the Company’s continuous assessment of whether thebusiness model for which the remaining financial assets are held
continues to be appropriate and if it is not appropriate whether there has
been a change in business model and so a prospective change to theclassification of those assets. However, no such changes were required
during the periods presented.
(5) Significant increase in credit risk
As explained in Note 3.2.2, expected credit losses are measured as anallowance equal to 12-month ECL for Stage 1 assets, or equal to lifetime
ECL for Stage 2 or Stage 3 assets. An asset moves to Stage 2 when its credit
risk has increased significantly since initial recognition. TFRS 9 does notdefine what constitutes a significant increase in credit risk. In assessing
whether the credit risk of an asset has significantly increased, the Group andthe Company take into account qualitative and quantitative reasonable andsupportable forward-looking information.

194

3.17.2Key sources of estimation uncertainty
The Group and the Company have estimates with the assumptions
concerning the future. Although these estimates are based on management’s
reasonable consideration of current events, actual results may differ fromthese estimates. The estimates and assumptions that have a significant riskof causing a material adjustment to the carrying amounts of assets andliabilities within the next financial year are outlined below.
Fair value measurements and valuation processes
In estimating the fair value of an asset or liability, the Group and theCompany use market-observable data to the extent it is available. Where
Level 1 inputs are not available, the Group and Company engage thirdparty qualified valuers to perform the valuation.
Information about valuation techniques and inputs used in determining thefair value of various assets and liabilities are disclosed in Note 40.6.

4.

SUPPLEMENTARY DISCLOSURES OF CASH FLOW INFORMATION

4.1

Cash and cash equivalents as at February 28, 2023 and 2022, are as follows:

Cash
Deposits at bank - call deposits
Total cash and cash equivalents

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

452,796
3,363,560
3,816,356

666,891
3,568,712
4,235,603

422,844
1,736,966
2,159,810

627,565
2,011,571
2,639,136

195

4.2

Cash paid for purchase of leasehold improvement and equipment and intangible assets
other than goodwill for the years ended February 28, 2023 and 2022, are as follows:
CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended
For the years ended
February 28, February 28, February 28, February 28,
2023
2022
2023
2022
Baht ’000
Baht ’000
Baht ’000
Baht ’000
Leasehold improvement and equipment
Liabilities recorded - brought forward
Purchase of leasehold improvement andequipmentLess Cash paid for purchase ofleasehold improvement and equipment

34,47025,83934,21823,896

185,962
220,432

206,879
232,718

147,703
181,921174,097
197,993(211,777)(198,248)(173,463)(163,775)

8,655

34,4708,458

34,218146,101

13,521

145,886

13,520342,888488,989

424,129437,650

297,966
443,852

408,148
421,668(442,328)
46,661(291,549)
146,101(397,442)
46,410(275,782)
145,886

Liabilities recorded - carried forward
Intangible assets other than goodwill
Liabilities recorded - brought forward
Purchase of intangible assets other than
goodwill
Less Cash paid for purchase of intangible
assets other than goodwill
Liabilities recorded - carried forward

4.3

The Company had non-cash items relating to sale of the rights on loans receivable to
ATS Rabbit Special Purpose Vehicle Company Limited, a subsidiary, which
the Company had sold loans receivable to. During the years ended February 28, 2023
and 2022 such sale was settled by increasing the Seller loan Account of Baht 11.85
million and Baht 56.15 million, respectively, instead of cash receipt.

4.4

Changes in liabilities arising from financing activities for the years ended February 28,
2023 and 2022 are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

Beginning

Financing cash flows

Non-cash changes
OthersEndingbalance

Cash

Cash

Differences

as atreceivedpaid

on translatingbalance
as atMarch 1,

foreignFebruary 28,2022

currencies

2023

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Baht ’000

9,171,904

116,228,272(120,792,355)(122,397)-

4,485,424

Long-term borrowings

47,986,662

22,210,298(18,590,828)

408,801(25,448)

51,989,485

Long-term debentures

8,259,554

5,245,000(3,800,000)(108,319)(16,093)

9,580,142(558,097)

1,675

849,112*917,668

Bank overdrafts and short-termborrowings from financial
institutions

Lease liabilities

624,978-

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CONSOLIDATED FINANCIAL STATEMENTS

Beginning

Financing cash flows

Non-cash changes

balance

Cash

Cash

Differences

as atreceivedpaid

on translating

as atMarch 1,

foreignFebruary 28,

2021

currencies

2022

Baht ’000

Baht ’000

Baht ’000

Baht ’000

10,379,071

92,796,090(93,968,202)(35,055)

OthersEndingBaht ’000

balance

Baht ’000

Bank overdrafts and short-termborrowings from financial
institutions-

9,171,904

Long-term borrowings

42,821,621

7,194,654(4,191,220)

2,152,012

9,595

47,986,662

Long-term debentures

9,425,401

2,063,600(3,403,200)

189,811(16,058)

8,259,554(564,337)

6,705

492,981*624,978

Lease liabilities

689,629-*The amount comprises addition of lease agreements and extensions of existing lease agreements.

SEPARATE FINANCIAL STATEMENTS

Beginning

Financing cash flows

balance

Cash

Cash

Differences

Non-cash changes

as atreceivedpaid

on translating

as atforeignFebruary 28,

March 1,
2022

Otherscurrencies

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Endingbalance

2023
Baht ’000

Baht ’000

Bank overdrafts and short-termborrowings from financial
institutions
Long-term borrowings

7,941,240

113,233,224(117,734,464)--

3,440,000

44,896,115

20,351,762(16,381,625)

300,533(25,447)

49,141,338

1,401,709

564,624(564,624)-(140,718)

1,260,991

6,786,472

5,245,000(3,800,000)(108,319)(16,093)

8,107,060-

738,110*802,204

Long-term borrowings under
securitization projectLong-term debentures
Lease liabilities

552,425-(488,331)

SEPARATE FINANCIAL STATEMENTS

Beginning

Financing cash flows

balance

Cash

Cash

Differences

Non-cash changes

as atreceivedpaid

on translating

as atforeignFebruary 28,

March 1,
2021

Otherscurrencies

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Endingbalance

2022
Baht ’000

Baht ’000

Bank overdrafts and short-termborrowings from financial
institutions
Long-term borrowings

7,860,000

87,359,879(87,278,639)

40,646,732

6,554,661(4,191,220)

1,489,622

491,631(491,631)

7,952,319

2,063,600(3,403,200)

1,876,347-

7,941,240
9,595

44,896,115

Long-term borrowings under
securitization projectLong-term debentures
Lease liabilities

558,595-(488,719)*The amount comprises addition of lease agreements and extensions of existing lease agreements.

-(87,913)1,401,709

189,811(16,058)

6,786,472-

482,549*

552,425

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5.

TRADE RECEIVABLES

5.1 Trade receivables as at February 28, 2023 and 2022, consist of the following:
CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

As at

As at

February 28, February 28,

Trade receivables

As at

As at

February 28,

February 28,

2023

2022

2023

2022

Baht ’000

Baht ’000

Baht ’000

Baht ’000

92,675,988

89,626,146

87,599,547

84,065,981

1,260,991

1,401,709

1,260,991

1,401,709

Trade receivables under securitization project- ATS Rabbit Special Purpose Vehicle
Company Limited

93,936,979

91,027,855

88,860,538

85,467,690

Less Allowance for expected credit loss

Total

(10,125,258)(10,951,455)(9,530,542)(9,972,970)

Total trade receivables

83,811,721

80,076,400

79,329,996

75,494,720

As the securitization transaction under the Receivables Sale and Purchase Agreement
for transferred rights on loans receivable with ATS Rabbit Special Purpose Vehicle
Company Limited does not qualify for derecognition of financial assets according to
TFRS 9, the Company continues to recognize the full carrying amount of thesereceivables and uses them as collateral for long-term borrowings under the
securitization project (see Note 5.5).

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As at February 28, 2023 and 2022, details of trade receivables are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

As at February 28, 2023
Due within

Due after

1 year

1 yearBaht ’000

Baht ’000

2,483,958

3,625,375

As at February 28, 2022

Total

Due within

Due after

1 year

1 yearBaht ’000

Baht ’000

Baht ’000

6,109,333

2,562,979

3,972,671

Total
Baht ’000

Hire-purchase receivable
Hire-purchase and accrued
interest receivable
Less Unearned financing income

6,535,650(251,126)(347,096)(598,222)(277,545)(366,710)(644,255)

2,232,832

3,278,279

5,511,111

2,285,434

3,605,961

5,891,395(185,051)(314,840)(499,891)(283,862)(508,248)(792,110)

2,047,781

2,963,439

5,011,220

2,001,572

3,097,713

5,099,285

44,669,914

208,350

44,878,264

45,513,782

181,622

45,695,404(5,973,197)(27,137)(6,000,334)(6,236,426)(42,362)(6,278,788)

38,696,717

181,21338,877,930

39,277,356

139,260

39,416,616

43,474,347-

43,474,347

39,323,715-

39,323,715(3,624,750)-(3,624,750)(3,880,166)-(3,880,166)

39,849,597-

39,849,597

35,443,549-

35,443,549

4,634

-

4,634

15,593-

15,593

(283)

-

(283)

(391)

-

(391)

4,351

-

4,351

15,202-

15,202Less Allowance for expectedcredit loss
Hire-purchase and accrued
interest receivable - net
Loans receivable
Loans and accrued interest
receivable
Less Allowance for expectedcredit loss
Loans and accrued interest
receivable - net
Credit card receivable
Credit card and accrued
interest receivable
Less Allowance for expectedcredit loss
Credit card and accrued
interest receivable - net
Receivable from rendering
the collection service
Receivable from rendering
the collection service
Less Allowance for expectedcredit loss
Receivable from rendering
the collection service - net
Receivable from insurance
broker businessTotal trade receivables

68,62380,667,069

3,144,652

68,623

101,748-

101,748

83,811,721

76,839,427

3,236,973

80,076,400

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SEPARATE FINANCIAL STATEMENTS

As at February 28, 2023
Due within

Due after

As at February 28, 2022

Total

Due within

Due after

1 year

1 yearBaht ’000

Baht ’000

Total

1 year

1 yearBaht ’000

Baht ’000

Baht ’000

interest receivable

904,756

2,033,501

2,938,257

914,643

2,192,369

3,107,012

Less Unearned financing income(251,126)(347,096)(598,222)(277,545)(366,709)(644,254)

653,630

1,686,405

2,340,035

637,098

1,825,660

2,462,758(73,640)(189,996)(263,636)(109,304)(313,220)(422,524)

579,990

1,496,409

2,076,399

527,794

1,512,440

2,040,234

43,882,307-

43,882,307

44,363,688-

44,363,688(5,697,631)-(5,697,631)(5,733,592)-(5,733,592)

38,184,676-

38,184,676

38,630,096-

38,630,096

42,569,573-

42,569,573

38,539,555-

38,539,555(3,569,275)-(3,569,275)(3,816,854)-(3,816,854)

39,000,298-

39,000,298

34,722,701-

34,722,701

68,623-

68,623

101,689-

101,689

79,329,996

73,982,280

1,512,440

75,494,720

Baht ’000

Hire-purchase receivable
Hire-purchase and accrued

Less Allowance for expectedcredit loss
Hire-purchase and accrued
interest receivable - net

Loans receivable
Loans and accrued interest
receivable
Less Allowance for expectedcredit loss
Loans and accrued interest
receivable - net

Credit card receivable
Credit card and accrued
interest receivable
Less Allowance for expectedcredit loss
Credit card and accrued
interest receivable - net

Receivable from insurance
broker businessTotal trade receivables

77,833,587

1,496,409

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5.2 Quality of assets
Staging analysis for trade receivables as at February 28, 2023 and 2022 are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

As at February 28, 2023
Allowance for
expected credit loss
Baht ’000

Total tradereceivables
Baht ’000

85,031,652(4,397,716)

80,633,936

3,564,992(1,658,080)

1,906,912

5,340,335
93,936,979(4,069,462)(10,125,258)

1,270,873
83,811,721

Trade receivables
Baht ’000
Low credit risk receivables (Stage 1)
Significant increase in credit risk receivables(Stage 2)
Default receivables in credit risk
(Stage 3)
Total

CONSOLIDATED FINANCIAL STATEMENTS

As at February 28, 2022
Allowance for
expected credit loss
Baht ’000

Total tradereceivables
Baht ’000

82,898,746(5,563,984)

77,334,762

3,701,623(1,917,326)

1,784,297

4,427,486
91,027,855(3,470,145)(10,951,455)

957,341
80,076,400

Trade receivables
Baht ’000
Low credit risk receivables (Stage 1)
Significant increase in credit risk receivables(Stage 2)
Default receivables in credit risk
(Stage 3)
Total

SEPARATE FINANCIAL STATEMENTS

As at February 28, 2023
Allowance for
expected credit loss
Baht ’000

Total tradereceivables
Baht ’000

80,649,277(4,291,875)

76,357,402

3,379,367(1,590,702)

1,788,665

4,831,894
88,860,538(3,647,965)(9,530,542)

1,183,929
79,329,996

Trade receivables
Baht ’000
Low credit risk receivables (Stage 1)
Significant increase in credit risk receivables(Stage 2)
Default receivables in credit risk
(Stage 3)
Total

SEPARATE FINANCIAL STATEMENTS

As at February 28, 2022
Allowance for
expected credit loss
Baht ’000

Total tradereceivables
Baht ’000

78,540,851(5,440,033)

73,100,818

3,348,067(1,768,513)

1,579,554

3,578,772
85,467,690(2,764,424)(9,972,970)

814,348
75,494,720

Trade receivables
Baht ’000
Low credit risk receivables (Stage 1)
Significant increase in credit risk receivables(Stage 2)
Default receivables in credit risk
(Stage 3)
Total

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Trade receivables as at February 28, 2023 and 2022 classified by aging are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

As at
February 28,
2023
Baht ’000
Less than 3 months
3 months up
Total
Less Allowance for expected credit loss
Total trade receivables

As atFebruary 28,
2022
Baht ’000

88,798,527
5,138,452
93,936,979(10,125,258)
83,811,721

86,925,982
4,101,873
91,027,855(10,951,455)
80,076,400

SEPARATE FINANCIAL STATEMENTS

As at
February 28,
2023
Baht ’000
Less than 3 months
3 months up
Total
Less Allowance for expected credit loss
Total trade receivables

As atFebruary 28,
2022
Baht ’000

84,230,528
4,630,010
88,860,538(9,530,542)
79,329,996

82,214,531
3,253,159
85,467,690(9,972,970)
75,494,720

5.3 Troubled debt restructuring
For the years ended February 28, 2023 and 2022, the Company had recognized interest
income on restructured debts totaling Baht 68.59 million and Baht 120.74 million,
respectively.
The Group and the Company had outstanding balances of credit card receivable,
hire-purchase receivable and loans receivable as at February 28, 2023 and 2022,
as follows:
CONSOLIDATED FINANCIAL STATEMENTS

As at February 28, 2023
Number ofAmountdebtors
Baht ’000
Restructured trade receivables
Non-restructured trade receivables
Total

As at February 28, 2022
Number ofAmountdebtors
Baht ’000

14,696
3,631,664

557,681
93,306,041

21,1603,697,818

801,805
90,108,709

3,646,360

93,863,722

3,718,97890,910,514

SEPARATE FINANCIAL STATEMENTS

As at February 28, 2023
Number ofAmountdebtors
Baht ’000
Restructured trade receivables
Non-restructured trade receivables
Total

As at February 28, 2022
Number ofAmountdebtors
Baht ’000

14,6292,549,101

556,753
88,235,162

21,142
2,622,002

801,30984,564,692

2,563,730

88,791,915

2,643,144

85,366,001

As at February 28, 2023 and 2022, the Company had no commitment to provide
additional loans to its restructured debtors after debt restructuring.

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5.4 Allowance for expected credit loss
Allowance for expected credit loss as at February 28, 2023 and 2022, are as follows:

Low credit risk
receivables(Stage 1)
Balance as at March 1, 2022
Changes in staging*
Changes in risk parameters
New financial assets originated or purchased
Financial assets derecognized
Written-off bad debts
Foreign exchange rate differences
Balance as at February 28, 2023

Balance as at February 28, 2022

Total

Baht ’000
5,563,984
2,175,679(3,496,897)
340,102(159,470)(25,682)

Baht ’000
1,917,326(6,674,830)
6,555,176
8,452(149,973)
1,929

Baht ’000
3,470,145
4,499,151
4,464,121
401,377(201,418)(8,582,931)
19,017

Baht ’000
10,951,455
7,522,400
749,931(510,861)(8,582,931)(4,736)

4,397,716

1,658,080

4,069,462

10,125,258

Low credit risk
receivables(Stage 1)
Balance as at March 1, 2021
Changes in staging*
Changes in risk parameters
New financial assets originated or purchased
Financial assets derecognized
Written-off bad debts
Foreign exchange rate differences

CONSOLIDATED FINANCIAL STATEMENTS
Allowance for expected credit loss
Significant increase in
Default receivables incredit risk receivables
credit risk
(Stage 2)(Stage 3)

CONSOLIDATED FINANCIAL STATEMENTS
Allowance for expected credit loss
Significant increase in
Default receivables incredit risk receivables
credit risk
(Stage 2)(Stage 3)

Total

Baht ’000
5,969,416
1,864,836(2,415,347)
395,135(255,682)
5,626

Baht ’000
1,578,830(4,848,856)
5,150,009
35,497(4,575)
6,421

Baht ’000
4,044,973
2,984,020
3,312,959
517,737
257,097(7,648,916)
2,275

Baht ’000
11,593,219
6,047,621
948,369(3,160)(7,648,916)
14,3225,563,984

1,917,326

3,470,145

10,951,455* The Group and the Company have adhered to the Accounting Treatment Guidance on “Guidelines for supporting debtors affected by COVID-19” in staging (see Note 2.6).

203

SEPARATE FINANCIAL STATEMENTS
Allowance for expected credit loss
Low credit risk
receivables(Stage 1)

Significant increase incredit risk receivables(Stage 2)

Default receivables incredit risk
(Stage 3)

Baht ’000

Baht ’000

Baht ’000

Total

Baht ’000

Balance as at March 1, 2022
Changes in staging*
Changes in risk parameters
New financial assets originated or purchased
Financial assets derecognized
Written-off bad debts

5,440,033
2,167,632(3,496,896)
346,273(165,167)-

1,768,513(6,628,316)
6,555,176(104,671)-

2,764,424
4,460,684
4,464,121
275,297(143,601)(8,172,960)

9,972,970
7,522,401
621,570(413,439)(8,172,960)

Balance as at February 28, 2023

4,291,875

1,590,702

3,647,965

9,530,542

SEPARATE FINANCIAL STATEMENTS
Allowance for expected credit loss
Low credit risk
receivables(Stage 1)

Significant increase incredit risk receivables(Stage 2)

Default receivables incredit risk
(Stage 3)

Baht ’000

Baht ’000

Baht ’000

Total

Baht ’000

Balance as at March 1, 2021
Changes in staging*
Changes in risk parameters
New financial assets originated or purchased
Financial assets derecognized
Written-off bad debts

5,813,007
1,870,437(2,354,321)
359,716(248,806)-

1,489,812(4,791,585)
5,126,038(55,752)-

3,588,984
2,921,148
3,118,297
326,194
56,848(7,247,047)

10,891,803
5,890,014
685,910(247,710)(7,247,047)

Balance as at February 28, 2022

5,440,033

1,768,513

2,764,424

9,972,970* The Group and the Company have adhered to the Accounting Treatment Guidance on “Guidelines for supporting debtors affected by COVID-19” in staging (see Note 2.6).

204

5.5 Transfers of financial assets
The Company entered into the Receivables Sale and Purchase Agreement with Special
Purposes Vehicle Company, which was incorporated under the Civil and Commercial
Code of Thailand to be special purpose vehicle (SPV) under the Royal Enactment on
Special Purpose Juristic Persons for Securitization B.E. 2540 (1997). Under
the securitization plan which was approved by the Securities and Exchange
Commission (the “SEC”), the Company sold an amount of revolving receivables andthe SPV also appointed the Company to act as the servicer responsible for collecting
payments from its obligor under the Receivables Sale and Purchase Agreement andServicing Agreement.
Details of aforementioned sales of receivables are summarized as follows:
ATS Rabbit*
Approved date of the securitization project by the SEC

October 2, 2015

Initial selling date

October 29, 2015

Type of transferred receivables

Loans receivable

Revolving period

October 2015 - October 2025
(approximately)

Initial sale of receivables
Net book value of initial receivables

Baht

456,076,200

Proceeds from transfer of the rights in receivables

Baht

433,272,390

Subordinated lendings

Baht

Minimum seller loans - pari passu with debentures

Baht

50,081,313
None

Number of contracts
Average principal amount outstanding
Interest rate
* ATS Rabbit Special Purpose Vehicle Company Limited (Subsidiary)

49,225Baht

9,265
25% p.a.

The Company does not recognize other assets obtained in the transfer of financial assets
including retained interests on the financial statements because it is not practical to estimate
their reliable fair values.
On October 22, 2015, the Company entered into the Receivables Sale and Purchase
Agreement with ATS Rabbit Special Purpose Vehicle Company Limited which was
registered as a special purpose vehicle company under the Civil and Commercial Code ofThailand for the purpose of implementing or facilitating the securitization in accordancewith the securitization projects approved by the Office of the SEC on October 2, 2015 fortransferred rights, title, interest and benefits in respect of the Initial Receivables, the Future
Receivables and the Additional Receivables on the term of the Agreement.
During the life of the securitization projects, the Company may repurchase the rights on
the Purchased Receivables with ATS Rabbit in the following circumstances:
1. When the Company has breached its representations and warrantees with respect to
the Purchased Receivables which are ineligible. The Company is obliged to repurchasesuch ineligible receivables on the next Monthly Purchase Date.

205

2. The Company, as the collection agent, may exercise the Clean up Call Option for
repurchase of remaining Purchased Receivables whenever the continued servicing of
the Purchase Receivables is deemed to be burdensome.
3. The Company may exercise the Tax Redemption Option for repurchase of remaining
Purchased Receivables, where there is incurred taxes other than corporate income tax
and special business tax.
The key financial information of Special Purpose Vehicle Company is as follows:
ATS Rabbit*
As at
As at
February 28, February 28,
2023
2022
Baht ’000
Baht ’000
Statements of financial position
Total assets
Total liabilities
Total shareholders’ equity

2,020,410
2,020,366
44

2,011,344
2,011,300
44

For the years ended
February 28, February 28,
2023
2022
Baht ’000
Baht ’000
Statements of profit or loss
Total revenues
Bad debts and doubtful accounts
Other operating expenses
Interest expenses
Income tax expense
Net profit

348,025
152,567
92,634
95,9591,373
5,492

368,573
144,060
98,94982,0408,729
34,795* ATS Rabbit Special Purpose Vehicle Company Limited (ATS Rabbit) is the Company’s subsidiary (see Note 2.4 and Note 10).

For the years ended February 28, 2023 and 2022, transactions relating to the transfers offinancial assets under the securitization projects are summarized as follows:
For the years ended
February 28, February 28,
2023
2022
MillionMillion
Baht
Baht
Transfers of future receivables and additional receivables (at book value)- Loans receivable (ATS Rabbit)
Cash collection on behalf of Special Purpose Vehicles- Loans receivable (ATS Rabbit)
Servicing income on cash collection from Special Purpose Vehicles- Loans receivable (ATS Rabbit)

576
576

548
548

923
923

857
857

73
73

78
78

206

6.

OTHER RECEIVABLES

Other receivables as at February 28, 2023 and 2022 consist of the following:
CONSOLIDATED FINANCIAL STATEMENTS
As at February 28, 2023
As at February 28, 2022
Due within
More thanTotal
Due within
More thanTotal
the year
1 yearthe year
1 yearBaht ’000
Baht ’000
Baht ’000
Baht ’000
Baht ’000
Baht ’000
Other receivables - related companies(see Note 38.2.1)
Other receivables - other companies
Prepaid expenses
Advance payment
Accrued income
Refundable corporate income tax

4,367
262,544
167,446
49,074
19,22815,74574,041-

4,367
336,585
167,446
49,074
19,22815,745

6,022
174,869
252,290
47,923
21,251
15,745-

6,022
174,869
252,290
47,923
21,251
15,745

Total

518,404

74,041

592,445

518,100-

518,100

SEPERATE FINANCIAL STATEMENTS
As at February 28, 2023
As at February 28, 2022
More thanTotal
Due within
More thanTotal
Due within
the year
1 yearthe year
1 yearBaht ’000
Baht ’000
Baht ’000
Baht ’000
Baht ’000
Baht ’000

7.

Other receivables - related companies(see Note 38.2.1)
Other receivables - other companies
Prepaid expenses
Advance payment
Accrued income
Refundable corporate income tax

72,766
204,022
137,240680-

74,041-

72,766
278,063
137,240
680-

59,236
145,767
207,357
413--

59,236
145,767
207,357
413
-

Total

414,708

74,041

488,749

412,773-

412,773

FIXED DEPOSITS AT BANKS UNDER OBLIGATIONS

As at February 28, 2023 and 2022, 3 subsidiaries have fixed deposits at banks underobligations as follows:
CONSOLIDATEDFINANCIAL STATEMENTS

As at
February 28,
2023
Baht ’000
Due within 1 year
Reserve in accordance with insurance regulations
Due after 1 year
Pledge as collateral for bank’s letters of guarantee issued
for debt collection service
Legal reserve of the foreign subsidiaries
Total fixed deposits at banks under obligations

As at
February 28,
2022
Baht ’000

-

3,000

3,875
140,341
144,216

3,925
37,40841,333

207

8.

LONG-TERM LOAN TO A SUBSIDIARY

As at February 28, 2023 and 2022, the Company has long-term loan to a subsidiary(see Note 38.2.1) in the separate financial statements as follows:

Due within
the yearInterest rate
p.a. (%)

Foreign currency
MillionLoans in USD currency
2022 - 2026
8.50
Less Long-term loan to a subsidiary due within 1 year
Total long-term loan to a subsidiary

3.20

SEPARATE FINANCIAL STATEMENTS“Unaudited”
As at February 28,
As at February 28,
2023
2022
Baht equivalent
Baht equivalent
Baht ’000
Baht ’000
111,960(27,990)
83,970130,244130,244

Such long-term loan to a subsidiary is unsecured.
9.

LOANS FROM PURCHASE OF ACCOUNTS RECEIVABLE

As at February 28, 2023, loans from purchase of accounts are as follows:
CONSOLIDATEDFINANCIAL STATEMENTS

As at February 28, 2023
Baht ’000
Hire-purchase receivables
Add Accrued Interest
Less Loans receivable due within 1 year frompurchase of accounts receivable
Loans receivable from purchase ofaccounts receivable - net of current portion

11,293
1,330
12,623(490)
12,133On May 24, 2022, ACS Servicing (Thailand) Co., Ltd. (“the Subsidiary”) bought written-off
receivables under hire-purchase agreements by a bidding process from an unrelated local
company (“the seller”) with the selling price of Baht 11.41 million. On the same date, theSubsidiary entered into the Asset Sale and Purchase Agreement with the seller and already paid
the payment in full to the seller. The agreement set out the conditions and terms in respect of thesales, assignment and conveyance of the subsidiary’s rights, title, claim, obligation, liability andinterest in the written-off receivables under hire-purchase agreements.

208

10.

INVESTMENTS IN SUBSIDIARIESAs at February 28, 2023 and 2022, the Company had investments in subsidiaries (see Note 38.1)
which are accounted for using the cost method in the separate financial statements asfollows:
SEPARATE FINANCIAL STATEMENTS

As at February 28, 2023
Ownership
Cost%
Baht ’000
ACS Servicing (Thailand) Co., Ltd.
ACSI (Thailand) Co., Ltd.
AEON Specialized Bank (Cambodia) Plc.
AEON Microfinance (Myanmar) Company Limited
AEON Leasing Service (Lao) Company Limited
ATS Rabbit Special Purpose Vehicle Company Limited
AEON Asset Management (Thailand) Company Limited
Total

100.00100.0050.00
100.00
96.29
48.75
98.00

175,349.1
149,224.3
323,580.0
455,403.3
107,333.1
19.5
24,499.7
1,235,409.0

As at February 28, 2022
Ownership
Cost%
Baht ’000
100.00100.0050.00
100.00
96.29
48.75
-

175,349.1
149,224.3
323,580.0
455,403.3
107,333.1
19.5
1,210,909.3

On April 11, 2022, the Board of Directors’ Meeting of ACSI (Thailand) Co., Ltd.
(the “Subsidiary”) had a special resolution to approve the Subsidiary’s dissolution.
Subsequently, on April 28, 2022, the Annual General Meeting of Shareholders of the Subsidiary
had the resolutions to approve the Subsidiary’s dissolution. The Subsidiary has registered thedissolution with the Department of Business Development, Ministry of Commerce onJune 30, 2022. As at February 28, 2023, the Subsidiary is in process of liquidation.
On August 2, 2022, the Company has established a new subsidiary under the name “AEON AssetManagement (Thailand) Company Limited” (the “Subsidiary”), whereas the Company holds
98% of the shares. The initial registered capital is Baht 25 million, which were fully paid. The
objective of the Subsidiary is to purchase and manage non-performing assets.
11.

INVESTMENTS IN EQUITY SECURITIES DESIGNATED AT FAIR VALUE THROUGH PROFIT
OR LOSS

Investments in equity securities designated at fair value through profit or loss as at
February 28, 2023 and 2022 consist of the following:
CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS

As at February 28, 2023
Ownership
Fair Value%
Baht ’000
AEON (Thailand) Co., Ltd.(1)PT. AEON Credit Service Indonesia (2)ACS Trading Vietnam Company Limited
Total

3.82
2.59
1.59

5,062
5,062

As at February 28, 2022
Ownership Fair Value%
Baht ’000
3.82
2.59
3.03

5,062
5,062

(1) 340,000 shares of Baht 100 each, Baht 25 called up(2)

173 shares of IDR 30 million each, par value of IDR 30 million, fully paid

The fair values of investments in equity securities designated at fair value through profit or loss
are categorized into level 3.
On December 27, 2022, the Board of Directors’ Meeting of ACS Trading Vietnam Co.,
Ltd. (“ACS Trading Vietnam”) had a resolution to approve the increase of authorized sharecapital from VND 330,000 million to VND 630,000 million. ACS Trading Vietnam
registered its increased share capital on March 3, 2023. However, the Company waived therights to purchase the increased share capital. As a result, the Company’s proportion ofshareholding in ACS Trading Vietnam decreased from 3.03% to 1.59%.

209

12.

INVESTMENT IN EQUITY SECURITIES DESIGNATED AT FAIR VALUE THROUGH OTHERCOMPREHENSIVE INCOME

Investment in equity securities designated at fair value through other comprehensive
income as at February 28, 2023 and 2022 consist of the following:
CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS

As at February 28, 2023
Ownership
Fair Value%
Baht ’000
Rabbit Cash Co., Ltd. (1)
Total
(1)

18.00

As at February 28, 2022
Ownership
Fair Value%
Baht ’000

144,000
144,000

18.00

144,000
144,000

1,440,000 shares of Baht 100 each, fully paid

On March 29, 2021, the Company has entered into a Joint Venture Agreement with BSS
Holdings Company Limited (“BSS Holdings”) and Humanica Public Company Limited(“HUMAN”) to incorporate a Joint Venture Company under the name of “Rabbit CashCompany Limited”, whereas BSS Holdings, the Company and HUMAN holds 77%, 18% and5%, respectively, of the shares. The initial registered capital is Baht 800 million.
The fair values of investment in equity securities designated at fair value through othercomprehensive income are categorized into level 3.
13.

SELLER LOAN IN SPECIAL PURPOSE VEHICLE FOR SECURITIZATION

Seller loan in Special Purpose Vehicle for securitization as at February 28, 2023 and 2022,
are as follows:
SEPARATE
FINANCIAL STATEMENTS

Seller loan in Special Purpose Vehicle for securitization (see Note 38.2.1)
ATS Rabbit Special Purpose Vehicle Company Limited (ATS Rabbit)
Total Seller loan in Special Purpose Vehicle for securitization

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

287,621287,621275,773
275,773

Subsequent to the sale of the rights in initial loans receivable under securitization project, theCompany received partial payments from ATS Rabbit with Seller Loan Account under
securitization project for sales of the rights in loans receivable to ATS Rabbit during the sales
period of the rights in additional receivables or repurchase period of the rights in loans receivable.
Such Seller Loan Account will decrease from cash repayment when the outstanding amountreaches or exceeds determined level or the duration after the closing date reaches or exceed thedetermined level, or every 3-month period after the payment date as agreed in the agreement,
whichever is earlier.

210

14.

SUBORDINATED LENDINGS AND SUBORDINATED BORROWINGS

14.1 Subordinated lendings to Special Purpose Vehicle as at February 28, 2023 and 2022,
are as follows:
SEPARATE
FINANCIAL STATEMENTS

Subordinated lendings (see Note 38.2.1)
ATS Rabbit Special Purpose Vehicle Company Limited(ATS Rabbit)
Total subordinated lendings

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

84,074
84,074

84,074
84,074On October 22, 2015, the Company entered into the subordinated term loan
agreement with ATS Rabbit amounting to 5% of transferred rights in initialreceivables (see Note 5.5) and originated transaction cost, and of Future Receivables
and Additional Receivables, which are settled by Seller Loan Account and backed
for each issuance of debentures of ATS Rabbit, for the purposes of partial payment
for the sales of rights in loans receivables.
The term loan is due within the year 2025 and the interest is payable on a monthly basis
at the rate of 12% per annum.
14.2 Subordinated borrowings of Special Purpose Vehicle as at February 28, 2023 and2022, are as follows:
CONSOLIDATEDFINANCIAL STATEMENTS

Subordinated borrowings
ATS Rabbit Special Purpose Vehicle Company Limited(ATS Rabbit)
Total subordinated borrowings

As atFebruary 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

84,074
84,074

84,074
84,074On October 22, 2015, ATS Rabbit, a subsidiary, entered into the subordinated term
borrowings agreement with BSS Holdings Co., Ltd. amounting to 5% of transferred rights
in initial receivables (see Note 5.5) and originated transaction cost and of Future
Receivables and Additional Receivables which are settled by Seller Loan Account andbacked for each issuance of debentures of ATS Rabbit, for the purposes of partial payment
for the purchase of rights in loans receivable.
The term borrowings are due within the year 2025 and the interest is payable on a monthly
basis at the rate of 12% per annum.

211

15.

LEASEHOLD IMPROVEMENT AND EQUIPMENT

Leasehold improvement and equipment as at February 28, 2023 and 2022 consist of the following:

Cost
Less Accumulated depreciation
Total leasehold improvement and equipment

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

3,851,583(3,328,438)
523,1453,969,403(3,346,469)
622,934

3,146,352(2,699,135)
447,2173,253,824(2,724,979)
528,845

The movements of leasehold improvement and equipment during the years are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

Beginningbalance
as atMarch 1,
2022

Additions

Disposals/Write-off

Transferin (out)

Exchangedifferenceson translating
financialstatements

Endingbalance
as atFebruary 28,
2023

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Baht ’000

1,109,546
2,845,680
14,177
3,969,403

14,81559,99565
111,087
185,962(113,318)(102,007)(215,325)

59,948(55,880)(85,469)(81,401)(1,131)(5,832)(14)(79)(7,056)

1,069,860
2,741,956
51
39,716
3,851,583(962,868)(2,383,601)(3,346,469)(71,491)(204,621)(4)(276,116)

110,725
100,972
211,697(4,971)
83,48378,512

(236)
4,173
1
3,938

(928,841)(2,399,594)(3)(3,328,438)

Cost
Leasehold improvement
Furniture and office equipment
VehicleAssets under installation
Total
Accumulated depreciation
Leasehold improvement
Furniture and office equipment
VehicleTotal
Total leasehold improvement andequipment

622,934

523,145CONSOLIDATED FINANCIAL STATEMENTS

Beginningbalance
as atAdditions

Disposals/Write-off

Transferin (out)

March 1,
2021
Baht ’000

Baht ’000

Baht ’000

Baht ’000

1,209,098
2,718,689
68,183
3,995,970

39,914
127,885
39,362
207,161(157,007)(83,571)(161)(240,739)

14,781
78,426(93,207)-(977,254)(2,225,261)(3,202,515)(118,659)(229,057)(347,716)

134,996
74,249209,245-

Exchangedifferencesontranslating
financialstatements

Endingbalance
as atFebruary 28,
2022

Baht ’000

Baht ’000

2,760
4,251
7,011

1,109,546
2,845,680
14,177
3,969,403(1,951)(3,532)(5,483)(962,868)(2,383,601)(3,346,469)

Cost
Leasehold improvement
Furniture and office equipment
Assets under installation
Total
Accumulated depreciation
Leasehold improvement
Furniture and office equipment
Total
Total leasehold improvement andequipment

793,455-

622,934

212

SEPARATE FINANCIAL STATEMENTS

Beginningbalance
as atMarch 1,
2022
Baht ’000

Additions

Disposals/Write-off

Transferin (out)

Baht ’000

Baht ’000

Baht ’000

Endingbalance
as atFebruary 28,
2023
Baht ’000

Cost
Leasehold improvement
Furniture and office equipment
Assets under installation
Total
Accumulated depreciation
Leasehold improvement
Furniture and office equipment
Total
Total leasehold improvement andequipment

913,875
2,325,772
14,1773,253,824

1,505
36,411
109,788
147,704(90,345)(87,258)(177,603)

59,686(52,042)(85,217)(77,573)884,721
2,222,883
38,7483,146,352(795,374)(1,929,605)(2,724,979)(58,861)(167,972)(226,833)

88,59886,506
175,104(4,959)82,532
77,573(770,596)(1,928,539)(2,699,135)

528,845447,217

SEPARATE FINANCIAL STATEMENTS

Beginningbalance
as atMarch 1,
2021
Baht ’000

Additions

Disposals/Write-off

Transferin (out)

Baht ’000

Baht ’000

Baht ’000

Endingbalance
as atFebruary 28,
2022
Baht ’000

Cost
Leasehold improvement
Furniture and office equipment
Assets under installation
Total
Accumulated depreciation
Leasehold improvement
Furniture and office equipment
Total
Total leasehold improvement andequipment

989,237
2,170,300
68,182
3,227,719

30,925
103,892
39,279174,096(120,984)(26,846)(161)(147,991)

14,69778,426(93,123)-

913,875
2,325,772
14,1773,253,824(812,476)(1,771,460)(2,583,936)(94,110)(183,526)(277,636)

111,21225,381
136,593-(795,374)(1,929,605)(2,724,979)

643,783

528,845CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended
For the years ended
February 28, February 28, February 28, February 28,
2023
2022
2023
2022
Baht ’000
Baht ’000
Baht ’000
Baht ’000
Depreciation

276,116

347,716

226,833

277,636

As at February 28, 2023 and 2022, costs of fully depreciated leasehold improvement andequipment still in use are as follows:

Consolidated financial statements
Separate financial statements

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

2,365,274
2,159,858

2,331,598
2,125,054

213

16.

RIGHT-OF-USE ASSETS

Right-of-use assets as at February 28, 2023 and 2022 consist of the following:

Cost
Less Accumulated depreciation
Total right-of-use assets

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

1,511,379(618,820)
892,559

1,370,284(759,215)
611,069

1,233,224(456,539)
776,685

1,123,434(585,078)
538,356

The movements of right-of-use assets during the years are as follows:
Beginningbalance
as atMarch 1,
2022
Baht ’000

CONSOLIDATED FINANCIAL STATEMENTS
Additions
DisposalExchangedifference ontranslating
financialstatements
Baht ’000
Baht ’000
Baht ’000

Endingbalance
as atFebruary 28,
2023
Baht ’000

Cost
Buildings
Office equipment
VehiclesTotal

1,175,105
116,42278,7571,370,284

761,663
70,394
5,702
837,759(642,671)(44,423)(13,973)(701,067)

4,403
4,403

1,298,500
142,393
70,486
1,511,379

Accumulated depreciation
Buildings
Office equipment
Vehicles
Total
Total right-of-use assets(671,120)(57,236)(30,859)(759,215)
611,069(450,268)(57,754)(25,959)(533,981)

620,61142,595
13,973
677,179(2,803)(2,803)(503,580)(72,395)(42,845)(618,820)
892,559

Beginningbalance
as atMarch 1,
2021
Baht ’000
Cost
Buildings
Office equipment
Vehicles
Total
Accumulated depreciation
Buildings
Office equipment
Vehicles
Total
Total right-of-use assets

CONSOLIDATED FINANCIAL STATEMENTS
Additions
DisposalExchangedifference ontranslating
financialstatements
Baht ’000
Baht ’000
Baht ’000

Endingbalance
as atFebruary 28,
2022
Baht ’000

1,322,808
166,657
61,735
1,551,200

439,698
49,19949,994
538,891(602,879)(99,434)(32,972)(735,285)

15,47815,4781,175,105
116,42278,7571,370,284(749,818)(102,027)(33,607)(885,452)
665,748(467,526)(53,391)(28,448)(549,365)

554,573
98,182
31,196
683,951(8,349)(8,349)(671,120)(57,236)(30,859)(759,215)
611,069

214

Beginningbalance
as atMarch 1,
2022
Baht ’000

SEPARATE FINANCIAL STATEMENTS
Additions
Disposal

Baht ’000

Baht ’000

Endingbalance
as atFebruary 28,
2023
Baht ’000

Cost
Buildings
Office equipment
Vehicles

940,455
107,628
75,351

657,579
68,786
5,702(567,787)(41,911)(12,579)

1,030,247
134,503
68,474

Total

1,123,434

732,067(622,277)

1,233,224(502,495)(54,064)(28,519)(390,453)(54,455)(25,264)545,728
40,404
12,579(347,220)(68,115)(41,204)(585,078)(470,172)598,711(456,539)

Accumulated depreciation
Buildings
Office equipment
Vehicles
Total
Total right-of-use assets

538,356

Beginningbalance
as atMarch 1,
2021
Baht ’000

776,685

SEPARATE FINANCIAL STATEMENTS
Additions
Disposal

Baht ’000

Baht ’000

Endingbalance
as atFebruary 28,
2022
Baht ’000

Cost
Buildings
Office equipment
Vehicles

1,055,161
156,506
53,081

422,174
42,911
49,952(536,880)(91,789)(27,682)

940,455
107,628
75,351

Total

1,264,748

515,037(656,351)

1,123,434(603,712)(95,544)(29,310)(403,859)(49,679)(26,432)

505,076
91,15927,223(502,495)(54,064)(28,519)(728,566)(479,970)

623,458(585,078)

Accumulated depreciation
Buildings
Office equipment
Vehicles
Total
Total right-of-use assets

536,182

538,356

For consolidated and separate financial statements, the Group and the Company enteredinto several lease agreements, including buildings, office equipment and vehicles, forperiods from less than one year to five years.

215

The maturity analysis of lease liabilities is presented in Note 22.

Amounts recognized in profit or loss
Depreciation on right-of-use assets
Interest expense on lease liabilities
Gain on discount received from lease agreements
Gain on cancellation of lease agreements

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

For the year ended
February 28, February 28,
2022
2023
Baht ’000
Baht ’000

For the year ended
February 28, February 28,
2023
2022
Baht ’000
Baht ’000

533,981

548,395

470,172

35,576

20,48429,94014,861-(11,833)-(11,833)(334)(1,399)478,070

(330)

(724)

For the year ended February 28, 2023, the total cash outflow for leases amount toBaht 558.10 million and Baht 488.33 million in consolidated and separate financial
statements, respectively.
For the year ended February 28, 2022, the total cash outflow for leases amount toBaht 564.34 million and Baht 488.72 million in consolidated and separate financial
statements, respectively.
17.

INTANGIBLE ASSETS OTHER THAN GOODWILL

Intangible assets other than goodwill as at February 28, 2023 and 2022 consist of thefollowing:

Cost
Less Accumulated amortization
Less Allowance for impairment
Total intangible assets other than goodwill

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

5,171,889(4,152,986)(95,497)

4,759,712(3,839,326)-

4,612,451(3,733,702)(95,497)

4,236,912(3,459,055)-

923,406

920,386

783,252

777,857

216

The movements of intangible assets other than goodwill during the years are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

Cost
Computer software
Computer software under
installation
Total
Accumulated amortization
Computer software
Allowance for impairment
Computer software under
installation
Total intangible assets otherthan goodwill

Beginningbalance
as atMarch 1,
2022
Baht ’000

Additions

Disposals/Write-off

Transferin (out)

Baht ’000

Exchangedifferenceson translating
financialstatements
Baht ’000

Endingbalance
as atFebruary 28,
2023
Baht ’000

Baht ’000

Baht ’000

4,509,982

118,431(3,738)

188,685(8,315)4,805,045

249,730
4,759,712

224,457
342,888(3,738)(107,284)
81,401(59)(8,374)

366,844
5,171,889(3,839,326)(241,503)

2,570(78,512)

3,785(4,152,986)-(95,497)---(95,497)920,386

923,406

CONSOLIDATED FINANCIAL STATEMENTS

Cost
Computer software
Computer software under
installation
Total
Accumulated amortization
Computer software
Total intangible assets otherthan goodwill

Beginningbalance
as atMarch 1,
2021
Baht ’000

Additions

Disposals/Write-off

Transferin (out)

Baht ’000

Exchangedifferenceson translating
financialstatements
Baht ’000

Endingbalance
as atFebruary 28,
2022
Baht ’000

Baht ’000

Baht ’000

4,276,039

164,358(38,630)

96,548

11,667

4,509,982

86,506

259,772-(96,548)

4,362,545

424,130(38,630)(3,665,989)(202,899)

37,371-

249,730-

11,667

4,759,712-(7,809)(3,839,326)

696,556

920,386
SEPARATE FINANCIAL STATEMENTS

Cost
Computer software
Computer software under installation
Total
Accumulated amortization
Computer software

Beginningbalance
as atMarch 1,
2022
Baht ’000

Additions

Disposals/Write-off

Transferin (out)

Baht ’000

Baht ’000

Baht ’000

3,988,202
248,710

79,505
218,461-

178,455(100,882)

4,246,162
366,289

4,236,912

297,966-

77,5734,612,451(3,459,055)(197,074)-(77,573)(3,733,702)(95,497)--

Allowance for impairment
Computer software under installation-

Total intangible assets other than goodwill

777,857

Endingbalance
as atFebruary 28,
2023
Baht ’000(95,497)783,252

217

SEPARATE FINANCIAL STATEMENTS

Cost
Computer software
Computer software under installation
Total
Accumulated amortization
Computer software
Total intangible assets other than goodwill

Amortization

Beginningbalance
as atMarch 1,
2021
Baht ’000

Additions

Disposals/Write-off

Transferin (out)

Baht ’000

Baht ’000

Baht ’000

Endingbalance
as atFebruary 28,
2022
Baht ’000

3,741,837
86,927

151,833
256,315-

94,532(94,532)

3,988,202
248,710

3,828,764

408,148--

4,236,912(3,298,384)(160,671)--(3,459,055)

530,380

777,857

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended
February 28, February 28,
2023
2022
Baht ’000
Baht ’000

For the years ended
February 28, February 28,
2023
2022
Baht ’000
Baht ’000

241,503

202,899

197,074

160,671

As at February 28, 2023 and 2022, costs of fully amortized computer software still in use
are as follows:
As at
As at
February 28, February 28,
2023
2022
Baht ’000
Baht ’000
Consolidated financial statements
Separate financial statements

3,436,444
3,224,395

3,246,967
3,038,464

218

18.

DEFERRED TAX ASSETS

Deferred tax assets as at February 28, 2023 and 2022 consist of the following:

Deferred tax assets
Allowance for expected credit loss
Cumulative loss from fair value measurement
investments in equity securities
Allowance for impairment of investment and assets
Provisions for employee benefit
Deferred revenue from customer loyalty programs
Lease agreements
Derivatives
OthersDeferred tax liabilities
Lease agreements
OthersDeferred tax assets

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

1,956,008

2,076,888

1,906,108

1,994,594

4,502
21,30088,052
72,67818,016
147,856
42,075

4,502
8,579
90,24897,89815,255
304,803
26,6197,866
19,09981,866
72,67816,482
147,856
16,8937,866
6,800
83,82697,89813,880304,803
15,3062,350,487

2,624,792

2,268,848

2,524,973

-

-

518
9,047

310
-

9,565

310

2,340,922

2,624,482--

2,268,848

2,524,973

The movements of deferred tax assets and liabilities during the years are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

Beginningbalance
as atMarch 1,
2022
Baht ’000
Deferred tax assets
Allowance for expected credit loss
Cumulative loss from fair value measurement ofinvestments in equity securities
Allowance for impairment of investment and assets
Provisions for employee benefit
Deferred revenue from customer loyalty programs
Lease agreements
Derivatives
OthersDeferred tax liabilities
Lease agreements
OthersDeferred tax assets

Items asrecognized in
profit or loss

Baht ’000

Items asrecognizedin othercomprehensive
incomeBaht ’000

Endingbalance
as atFebruary 28,
2023
Baht ’000
1,956,008

2,076,888(120,880)

-

4,502
8,579
90,24897,89815,255
304,80323,19912,721
12,357(25,220)
2,761(72,500)
18,876(14,553)(84,447)-

4,502
21,30088,052
72,67818,016
147,856
42,0752,621,372(171,885)(99,000)

2,350,487

310(3,420)208
12,467(3,110)12,6752,624,482(184,560)(99,000)

518
9,047
9,565
2,340,922

219

CONSOLIDATED FINANCIAL STATEMENTS

Beginningbalance
as atMarch 1,
2021
Baht ’000
Deferred tax assets
Allowance for expected credit loss
Non-accrual of interest income
Cumulative loss from fair value measurement ofinvestments in equity securities
Allowance for impairment of investment and assets
Provisions for employee benefit
Deferred revenue from customer loyalty programs
Lease agreements
Derivatives
Others

Items asrecognized in
profit or loss

Baht ’000

Items asrecognizedin othercomprehensive
incomeBaht ’000

Endingbalance
as atFebruary 28,
2022
Baht ’000

2,256,201
1,815(179,313)(1,815)-

4,502
12,40095,66981,89911,998629,102
29,109(3,821)
12,443
15,9993,257(413,734)(2,490)(17,864)
89,435
-

4,502
8,579
90,24897,89815,255
304,803
26,61971,571

2,624,792

3,122,695(569,474)

Deferred tax liabilities
Lease agreements

154

156

-

154

156

-

Deferred tax assets

3,122,541(569,630)

2,076,888
-

310
310
71,571

2,624,482

SEPARATE FINANCIAL STATEMENTS

Beginningbalance
as atMarch 1,
2022
Baht ’000
Deferred tax assets
Allowance for expected credit loss
Cumulative loss from fair value measurement ofinvestments in equity securities
Allowance for impairment of investment and assets
Provisions for employee benefit
Deferred revenue from customer loyalty programs
Lease agreements
Derivatives
OthersDeferred tax assets

Items asrecognized in
profit or loss

Baht ’000

Items asrecognizedin othercomprehensive
incomeBaht ’000

Endingbalance
as atFebruary 28,
2023
Baht ’000

1,994,594(88,486)-

1,906,108

7,866
6,800
83,82697,89813,880304,803
15,306

12,29911,354(25,220)
2,602(72,500)
1,587(13,314)(84,447)-

7,866
19,09981,866
72,67816,482
147,856
16,8932,524,973(158,364)(97,761)2,268,848

2,524,973(158,364)(97,761)2,268,848

220

SEPARATE FINANCIAL STATEMENTS

Beginningbalance
as atMarch 1,
2021
Deferred tax assets
Allowance for expected credit loss
Cumulative loss from fair value measurement ofinvestments in equity securities
Allowance for impairment of investment and assets
Provisions for employee benefit
Deferred revenue from customer loyalty programs
Lease agreements
Derivatives
OthersDeferred tax assets

19.

Items asrecognized in
profit or loss

Items asrecognizedin othercomprehensive
incomeEndingbalance
as atFebruary 28,
2022

2,178,361(183,767)-

1,994,594

4,502
15,76486,32081,89911,550629,102
15,7373,364(8,964)
14,26815,9992,330(413,734)
(431)

-

7,866
6,800
83,82697,89813,880304,803
15,306

3,023,235(570,935)

72,6732,524,973

3,023,235(570,935)

72,6732,524,973(16,762)
89,435-OTHER NON-CURRENT ASSETS

Other non-current assets as at February 28, 2023 and 2022 consist of the following:

Deposits
Total

20.

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

As at

As at

As at

As at

February 28,

February 28,

February 28,

February 28,

2023

2022

2023

2022

Baht ’000

Baht ’000

Baht ’000

Baht ’000

165,501

181,687

146,184

167,847

165,501

181,687

146,184

167,847BANK OVERDRAFTS AND SHORT-TERM BORROWINGS FROM FINANCIAL INSTITUTIONSBank overdrafts and short-term borrowings from financial institutions as at February 28,
2023 and 2022, consist of the following:
CONSOLIDATED FINANCIAL STATEMENTS

As at February 28, 2023
Interest rate
p.a. (%)
Baht ’000
Overdrafts in THB currency
Short-term borrowings in THB currency
Short-term borrowings in USD currency
Short-term borrowings in LAK currency
Short-term borrowings in MMK currency
Total

1.85
1.69 - 1.76
5.49 - 6.70
6.62
10.00 - 13.00

3,440,000
627,261
282,076
136,087
4,485,424

As at February 28, 2022
Interest rate
p.a. (%)
Baht ’000
0.75
0.69 - 1.05
0.88 - 6.50
6.13 - 6.60
10.00 - 13.00

1,240
7,940,000
652,016
302,751
275,897
9,171,904

221

SEPARATE FINANCIAL STATEMENTS

Overdrafts in THB currency
Short-term borrowings in THB currency
Total

As at February 28, 2023
Interest rate
p.a. (%)
Baht ’000
1.85
1.69 - 1.76
3,440,000
3,440,000

As at February 28, 2022
Interest rate
p.a. (%)
Baht ’000
0.75
1,240
0.69 - 1.05
7,940,000
7,941,240

Short-term borrowings in THB and foreign currencies from financial institutions areborrowings from various financial institutions in the form of promissory notes and are
unsecured.
21.

OTHER PAYABLES

Other payables as at February 28, 2023 and 2022 are as follows:

Other payable - related companies (see Note 38.2.1)
Other payable - other companies
Deferred revenue from customer loyalty programs
Interest payable
Accrued expenses
Total

22.

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

As at
As at
February 28, February 28,
2023
2022
Baht ’000
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

160,714330,396363,388366,602311,229
1,532,329

158,247
284,424
489,490
194,197
423,958
1,550,316

65,253482,305
369,164
382,622330,115
1,629,459

63,118430,304
494,702
209,175
430,721
1,628,020

LEASE LIABILITIES

Lease liabilities as at February 28, 2023 and 2022 are as follows:
CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

Less Deferred interest
Total

475,687
310,471
121,80764,534
1,419
973,918(56,250)
917,668

369,421268,8314,954
1,035
644,241(19,263)
624,978

416,696
264,685
109,252
59,553
850,186(47,982)
802,204

322,587
245,106
567,693(15,268)
552,425

Classification analysis:
Current
Non-current
Total

444,127
473,541
917,668

356,328
268,650
624,978

389,924
412,280802,204

312,304
240,121552,425

Maturity analysis:
Year 1
Year 2
Year 3
Year 4
Year 5

222

23.

LONG-TERM BORROWINGSAs at February 28, 2023 and 2022, the Company entered into various long-term borrowings
agreements in THB and foreign currencies as follows:

Due within
the year
Borrowings in JPY currency
Borrowings in USD currency
Borrowings in THB currency
Less Borrowings issuance cost

2023 - 2027
2023 - 2027
2023 - 2026

CONSOLIDATED FINANCIAL STATEMENTS
As at February 28, 2023
Interest rate
Foreign currency
p.a. (%)
Million1.90 - 3.33
1.85 - 8.50
2.01 - 3.69

23,145.24
723.1020,500.00

Less Current portion of long-term borrowings
Total long-term borrowings

Due within
the year
Borrowings in JPY currency
Borrowings in USD currency
Borrowings in THB currency
Less Borrowings issuance cost2022 - 2027
2022 - 2027
2022 - 2026

CONSOLIDATED FINANCIAL STATEMENTS
As at February 28, 2022
Interest rate
Foreign currency
p.a. (%)
Million1.90 - 3.33
1.85 - 8.50
1.54 - 3.29

25,645.24
656.3019,000.00

Less Current portion of long-term borrowings
Total long-term borrowings

Due within
the year
Borrowings in JPY currency
Borrowings in USD currency
Borrowings in THB currency
Less Borrowings issuance cost

2023 - 2027
2023 - 2027
2023 - 2026

SEPARATE FINANCIAL STATEMENTS
As at February 28, 2023
Interest rate
Foreign currency
p.a. (%)
Million1.90 - 3.33
1.85 - 3.49
2.01 - 3.69

23,145.24
641.1020,500.00

Less Current portion of long-term borrowings
Total long-term borrowings

Due within
the year
Borrowings in JPY currency
Borrowings in USD currency
Borrowings in THB currency
Less Borrowings issuance cost2022 - 2027
2022 - 2025
2022 - 2026

Less Current portion of long-term borrowings
Total long-term borrowings

SEPARATE FINANCIAL STATEMENTS
As at February 28, 2022
Interest rate
Foreign currency
p.a. (%)
Million1.90 - 3.33
1.85 - 3.38
1.54 - 3.29

25,645.24
564.3019,000.00

Baht equivalent
Baht ’000
6,053,822
25,488,914
20,500,000(53,251)
51,989,485(12,836,551)
39,152,934

Baht equivalent
Baht ’000
7,363,132
21,651,334
19,000,000(27,804)
47,986,662(17,090,217)
30,896,445

Baht equivalent
Baht ’000
6,053,822
22,640,767
20,500,000(53,251)
49,141,338(11,273,543)
37,867,795

Baht equivalent
Baht ’000
7,363,132
18,560,787
19,000,000(27,804)
44,896,115(16,317,580)
28,578,535

As at February 28, 2023 and 2022, the Company can maintain financial ratios and otherrequirements according to the conditions as specified in the agreement.

223

24.

LONG-TERM BORROWINGS UNDER SECURITIZATION PROJECT

As at February 28, 2023 and 2022, the Company recognized the cash received and thesettlement by the Seller Loan Account of ATS Rabbit Special Purpose Vehicle Company
Limited for the transferred rights in loans receivable under securitization (see Note 5.5) as
long-term borrowings under securitization project in the separate financial statements in theamount of Baht 1,260.99 million and Baht 1,401.71 million, respectively.
25.

LONG-TERM DEBENTURES

Long-term debentures, representing unsubordinated and unsecured debentures, as at February
28, 2023 and 2022, are as follows:
Issue date

Maturity

No. ofCurrency Par value

date

units

per unit

AmountInterest rate

Term of

As at

As at

p.a. (%)

interest

February 28,

February 28,

payment

2023

2022

Baht ’000

Baht ’000-

1,000,000

Company
15/12/2017

15/12/2022 1,000,000

THB

1,000

1,000,000,000

2.93

Semi-annual

15/11/2019

15/11/2022 2,800,000

THB

1,000

2,800,000,000

2.27

Semi-annual

15/11/2019

15/11/2024 1,000,000

THB

1,000

1,000,000,000

2.57

Semi-annual

1,000,000

1,000,000
2,009,805-

2,800,000

29/12/2021

29/12/2026

70

JPY

100,000,000

7,000,000,000

0.65

Semi-annual

1,830,906

29/11/2022

28/11/2025

100

JPY

100,000,000 10,000,000,000

0.69

Semi-annual

2,615,580-

24/02/2023

24/02/2025 1,000,000

THB

1,000

1,000,000,000

2.99

Semi-annual

1,000,000-

24/02/2023

24/02/2026 1,700,000

THB

1,000

1,700,000,000

3.18

Semi-annual

1,700,000
8,146,486

Less Debentures issuance costLess Current portion of long-term debentures(39,426)(23,333)

8,107,060

6,786,472-

Total long-term debentures in separate financial statements

6,809,805(3,798,878)

8,107,060

2,987,594

1,473,082

1,473,082

9,580,142

4,460,676

ATS Rabbit Special Purpose Vehicle Company Limited
29/09/2018

28/10/2025 1,473,082

THB

1,000

1,473,082,000

Total long-term debentures in consolidated financial statements

2.84

Monthly(1) On June 17, 2016, the Company’s Annual General Meeting of shareholders of 2016 had
the resolution for the issuance and offering of debentures. An issuing amount of
the debentures is not to exceed Baht 8,000 million. The currency, tenor, interest rate andother conditions will be considered and approved by the Board of Directors’ Meeting later
when the Company is ready for the issuance and offering of debentures.
On August 22, 2016, the Company issued and offered debentures amounting to
USD 15 million to a bank in Japan with interest rate of USD - LIBOR 6 months plus
0.85% per annum, payable on a semi-annual basis, and were due on August 20, 2021.
Such debentures are guaranteed by the same bank.
On August 24, 2016, the Company issued and offered debentures amounting to
Baht 400 million to a non-financial market mutual fund institution investors in
Thailand with interest rate of 2.50% per annum, payable on a quarterly basis, and were
due on July 30, 2019.

224

On December 21, 2016, the Company issued and offered debentures amounting to
Baht 1,000 million to a financial institution and high net worth investors in Thailand withinterest rate of 2.73% per annum, payable on a quarterly basis, and were due on December
21, 2019.
On December 21, 2016, the Company issued and offered debentures amounting to
Baht 1,000 million to public investors in Thailand with interest rate of 3.48% per annum,
payable on a quarterly basis, and were due on December 21, 2021.
On December 30, 2016, the Company issued and offered debentures amounting to
USD 30 million to a bank in Japan with interest rate of USD - LIBOR 6 months plus 0.65%
per annum, payable on a semi-annual basis, and were due on December 30, 2021. Suchdebentures are guaranteed by the same bank.
On August 18, 2017, the Company issued and offered debentures amounting to
Baht 200 million to a mutual fund and a pension fund in Thailand with interest rate of
2.50% per annum, payable on a quarterly basis, and were due on August 18, 2020.
On September 14, 2017, the Company issued and offered debentures amounting to
Baht 300 million to a mutual fund and a pension fund in Thailand with interest rate of 2.50%
per annum, payable on a semi-annual basis, and were due on September 14, 2020.
On September 21, 2017, the Company issued and offered debentures amounting to
Baht 100 million to a mutual fund in Thailand with interest rate of 2.50% per annum, payable
on a semi-annual basis, and were due on September 21, 2020.
On December 15, 2017, the Company issued and offered debentures amounting to Baht
2,000 million to institutional and high net worth investors in Thailand with interest rate of
2.37% per annum, payable on a semi-annual basis, and were due on December 15, 2020.
On December 15, 2017, the Company issued and offered debentures amounting to Baht
1,000 million to institutional and high net worth investors in Thailand with interest rate of
2.93% per annum, payable on a semi-annual basis, and will be due on December 15, 2022.
(2) On June 22, 2018, the Company’s Annual General Meeting of shareholders of 2018 had
the resolution for the issuance and offering of debentures. An issuing amount of
the debentures is not to exceed Baht 10,000 million. The currency, tenor, interest rate andother conditions will be considered and approved by the Board of Directors’ Meeting later
when the Company is ready for the issuance and offering of debentures.
On November 15, 2018, the Company issued and offered debentures amounting to
Baht 2,000 million to institutional and high net worth investors in Thailand withinterest rate of 2.96% per annum, payable on a semi-annual basis, and were due on
November 15, 2020.
On November 15, 2018, the Company issued and offered debentures amounting to
Baht 800 million to institutional in Thailand with interest rate of 3.26% per annum,
payable on a semi-annual basis, and were due on November 15, 2021.

225

On November 15, 2019, the Company issued and offered debentures amounting to
Baht 2,800 million to institutional in Thailand with interest rate of 2.27% per annum,
payable on a semi-annual basis, and were due on November 15, 2022.
On November 15, 2019, the Company issued and offered debentures amounting to
Baht 1,000 million to institutional in Thailand with interest rate of 2.57% per annum,
payable on a semi-annual basis, and will be due on November 15, 2024.
On December 29, 2021, the Company issued and offered debentures amounting to JPY
7,000 million to a bank in Japan with interest rate of 0.65% per annum, payable on asemi-annual basis, and will be due on December 29, 2026. Such debentures areguaranteed by same bank.
(3) On June 24, 2022, the Company’s Annual General Meeting of shareholders of 2022 had theresolution for the issuance and offering of debentures. An issuing amount of the debentures
is not to exceed Baht 10,000 million. The currency, tenor, interest rate and other conditions
will be considered and approved by the Board of Directors’ Meeting later when the
Company is ready for the issuance and offering of debentures.
On November 29, 2022, the Company issued and offered debentures amounting to JPY
10,000 million to a bank in Japan with interest rate of 0.69% per annum, payable on asemi-annual basis, and will be due on November 28, 2025. Such debentures areguaranteed by the same bank.
On February 24, 2023, the Company issued and offered debentures amounting to Baht
1,000 million to institutional and high net worth investors in Thailand with interest rateof 2.99% per annum, payable on a semi-annual basis, and will be due on February 24,
2025.
On February 24, 2023, the Company issued and offered debentures amounting to Baht
1,700 million to institutional and high net worth investors in Thailand with interest rateof 3.18% per annum, payable on a semi-annual basis, and will be due on February 24,
2026.
(4) A subsidiary has offered the debentures to no more than 10 specific investors during
any 4-month period which such offering was approved by the SEC on October 2, 2015.
During the years ended February 28, 2023 and 2022, the subsidiary issued and offered
the long-term refinanced debentures which are unsubordinated and unsecured of Baht
1,473.08 million for partial settlement of the transfer of rights in future receivables andadditional receivables in accordance with conditions in the agreements.
Such debentures are assets-backed debentures under the Securitization Law with fixedinterest rate at 4% per annum for the 3 years period after the first issuance date, andthereafter with a fixed interest rate equal to the corporate bond yield per annum asprescribed in the conditions.

226

Cash flows from a pool of loans receivable will be used to make payments forthe debentures. Interest on the debentures will be payable monthly throughout theirlives commencing on December 18, 2015.
Such debentures will be initially redeemed in 2023 and matured on October 28, 2025with conditions to redeem before the maturity. As at February 28, 2023, the subsidiaryis in the process of considering the redemption plan of debentures. Therefore, theGroup has classified such debentures as non-current liabilities.
As at February 28, 2023 and 2022, the Company can maintain financial ratios and otherrequirements according to the conditions as specified in the agreement.
26.

DERIVATIVE FINANCIAL INSTRUMENTS

The fair values and notional amounts of derivative instruments as at February 28, 2023
and 2022 are as follows:
CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS

As at February 28, 2023
Fair value
Notional
AssetsLiabilites
amount
Baht ’000
Baht ’000
Baht ’000
Derivatives designated as
cash flow hedges
Cross currency swaps
Interest rate swaps
Less Current portion ofderivative assets /liabilities
Total derivative assets /liabilities

27.

As at February 28, 2022
Fair value
Notional
AssetsLiabilites
amount
Baht ’000
Baht ’000
Baht ’000

1,701,619
30,466
1,732,085

1,380,412
58,491
1,438,903

33,141,075
5,000,000
38,141,075

376,175
376,175

685,049
182,677
867,726

27,933,724
9,000,000
36,933,724(1,047,431)(562,743)(10,473,815)(82,380)(654,801)(10,819,198)

684,654876,160

27,667,260

293,795

212,925

26,114,526

PROVISIONS FOR EMPLOYEE BENEFITSThe Company operates post-employment benefit plans under the Labor Protection Act,
which are considered as unfunded defined benefits plans.
For the years ended February 28, 2023 and 2022, amounts recognized in the statements ofprofit or loss in respect of the post-employment benefit plans are as follows:

Past service cost (reversal)- For employees transferred within
the Group
Current service cost
Interest cost
Loss on settlement
Total

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

For the years ended
February 28,
February 28,
2023
2022
Baht ’000
Baht ’000

For the years ended
February 28,
February 28,
2023
2022
Baht ’000
Baht ’000(13,343)
62,878
11,57915,401
76,515

4,810
78,392
7,849
20,781
111,832(5,113)55,491
10,801
9,158
70,337

4,810
71,737
7,216
14,476
98,239227

For the years ended February 28, 2023 and 2022, amounts recognized in other comprehensive
income in respect of the post-employment benefit plans are as follows:(Gain) loss on remeasurements ofdefined benefit plans- From financial assumptions changes- From demographic assumptions changes- From experience adjustments
Total

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

For the years ended
February 28,
February 28,
2023
2022
Baht ’000
Baht ’000

For the years ended
February 28,
February 28,
2023
2022
Baht ’000
Baht ’000(18,373)(27,410)(26,977)(72,760)(66,744)
7,287(30,130)(89,587)(14,426)(27,823)(24,321)(66,570)(62,355)
4,147(25,600)(83,808)

Movements in the present value of the provisions for post-employment benefits for the years
ended February 28, 2023 and 2022 are as follows:

Beginning balance
Past service cost (reversal)- For employees transferred within
the Group
Current service cost
Interest cost
Loss on settlement
Gain on remeasurements of defined
benefit plans
Benefits paid
Increase (decrease) of liabilities fromtransfer of employees within the Group
Ending balance

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

For the years ended
February 28,
February 28,
2023
2022
Baht ’000
Baht ’000

For the years ended
February 28,
February 28,
2023
2022
Baht ’000
Baht ’000

463,335

478,346

419,132

431,606(13,343)
62,878
11,57915,401

4,810
78,392
7,849
20,781(5,113)55,491
10,801
9,158

4,810
71,737
7,216
14,476(72,760)(22,713)(89,587)(37,256)(66,570)(13,916)(83,808)(28,578)--(3,353)

1,673

444,377

463,335

405,630

419,132

The significant actuarial assumptions used to calculate the provisions for post-employment
benefits as at February 28, 2023 and 2022, are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

Financial assumptions
Discount rate
Expected rate of salary increase
Demographic assumptions
Turnover rate
Monthly staff
Daily & Temporary staff

As at February 28, 2023
% per annum

As at February 28, 2022
% per annum

0.84 - 3.15
5.0

0.84 - 2.60
5.0

0.0 - 27.0
Subject to range of age of employees
0.0 - 54.0
Subject to range of age of employees

0.0 - 27.0
Subject to range of age of employees
0.0 - 51.0
Subject to range of age of employees

228

SEPARATE FINANCIAL STATEMENTS

Financial assumptions
Discount rate
Expected rate of salary increase
Demographic assumptions
Turnover rate
Monthly staff
Daily staff

As at February 28, 2023
% per annum

As at February 28, 2022
% per annum

2.85
5.0

2.60
5.0

0.0 - 21.0
Subject to range of age of employees
0.0 - 54.0
Subject to range of age of employees

0.0 - 17.0
Subject to range of age of employees
0.0 - 51.0
Subject to range of age of employees

Sensitivity analysis on significant actuarial assumptions represents impact of change in thesignificant actuarial assumptions on present value of the provisions for post-employment
benefits without discounting to present value as at February 28, 2023 and 2022, as follows:
CONSOLIDATEDFINANCIAL STATEMENTS

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

SEPARATE
FINANCIAL STATEMENTS

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

Financial assumptions
Discount rate
- 1% increase- 1% decrease
Expected rate of salary increase- 1% increase- 1% decrease(56,381)
67,338(61,892)
74,442(51,755)
61,796(56,479)
67,98860,611(51,729)

68,367(57,821)55,718(47,567)

62,586(52,903)

Demographic assumptions
Turnover rate
- 1% increase- 1% decrease(60,107)
29,504(65,605)
35,836(55,082)
25,981(59,784)
31,721

229

28.

EMPLOYEE JOINT INVESTMENT PROGRAM

On August 9, 2022, the Company’s Board of Directors’ meeting had the resolution toapprove the Employee Joint Investment Program (“EJIP”), which has started on September 1,
2022. The details of the program are as follows:
EJIP Period

Program period: 5 years (September 1, 2022 to August 31, 2027)
Program contribution period: 3 years (September 1, 2022 to August 31, 2025)

Eligible employees under EJIP

Permanent employees of the Company at Assistant Manager level or higher
and Executive Director level or higher with at least 3 years of service, on a
voluntary basis

EJIP Arrangement

Money paid by employees to participate in the project:
3 - 5 percent of salary
Money paid by executives to participate in the project:
3 - 9 percent of salaryContributions made by the Company to join the program: Equivalent amount
paid by employees or executives into the program, with 3% additional
contribution of the base salary for Talent Employee according to the terms andconditions set by the Company

EJIP Buying Schedule

Monthly

Conditions for holding the securities Sell of shares during year 1 - 3 is not allowed.
All accumulated shares in the first year of the Program are allowed to be soldafter the end of the third year of the Program
All accumulated shares in the second year of the Program are allowed to be
sold after the end of the fourth year of the Program
All accumulated shares in the third year of the Program are allowed to be soldafter the end of the fifth year of the Program
EJIP Manager

Phillip Securities (Thailand) Public Company Limited

Movement of the employee joint investment program for the year ended February 28, 2023
is as follows:
CONSOLIDATED AND SEPARATEFINANCIAL STATEMENTS
As at February 28, 2023
Baht ’000

Balance as at March 1, 2022
Change during the year
- Employee joint investment program expense- Cash paid for employee joint investment program
Balance as at February 28, 2023

14,426(5,161)9,265

For the year ended February 28, 2023, amounts recognized in the statement of profit or loss
in respect of the employee joint investment program are as follows:
CONSOLIDATED AND SEPARATEFINANCIAL STATEMENTS
For the years ended
February 28, 2023
Baht ’000

Operating and administrative expenses
Directors and managements’ remuneration

9,703
4,723
14,426

230

29.

SHAREHOLDERS’ EQUITY

29.1

On June 24, 2021, the Annual General Meeting of Shareholders had the resolutions toapprove the declaration of final dividends for the year ended February 28, 2021 at the rateof Baht 2.65 per share, totaling Baht 662.50 million. The aforementioned shareholders
included 4,410 shares of foreign shareholders who had no rights to receive dividend inaccordance with regulation of Thailand Securities Depositary, thus the Company paid
dividend to shareholders amounting to Baht 662.50 million on July 20, 2021 in addition to
the interim dividends which had been paid to all shareholders at Baht 1.85 per share,
totaling Baht 462.50 million on November 5, 2020.

29.2

On October 4, 2021, the Company’s Board of Directors’ meeting passed the resolution
to declare interim dividends for the year ended February 28, 2022 at the rate of Baht
2.50 per share to shareholders, totaling Baht 625.00 million. The aforementioned
shareholders included 1,700 shares of foreign shareholders who had no rights to receive
dividend in accordance with regulation of Thailand Securities Depositary, thus theCompany paid dividend to shareholders amounting to Baht 625.00 million on
November 2, 2021.

29.3

On June 24, 2022, the Annual General Meeting of Shareholders had the resolutions toapprove the declaration of final dividends for the year ended February 28, 2022 at therate of Baht 2.65 per share, totaling Baht 662.50 million. The aforementioned
shareholders included 1,300 shares of foreign shareholders who had no rights to receive
dividend in accordance with regulation of Thailand Securities Depositary, thus theCompany paid dividend to shareholders amounting to Baht 662.50 million on July 20,
2022 in addition to the interim dividends which had been paid to all shareholders at Baht
2.50 per share, totaling Baht 625.00 million on November 2, 2021.

29.4

On October 4, 2022, the Company’s Board of Directors’ meeting passed the resolution
to declare interim dividends for the year ended February 28, 2023 at the rate of Baht
2.55 per share to shareholders, totaling Baht 637.50 million. The aforementioned
shareholders included 1,400 shares of foreign shareholders who had no rights to receive
dividend in accordance with regulation of Thailand Securities Depository, thus theCompany paid dividend to shareholders amounting to Baht 637.50 million on
November 2, 2022.

29.5

Under the Securitization project, the subsidiary has to pay dividend to its
shareholders from all remaining amounts after deducting the required accumulated
reserves and payment of all fees and expenses. The subsidiary appropriates interim
dividends after the approval of Board of Directors’ meeting on a monthly basis ateach Monthly Purchase Date as an appropriation of net profit after income tax ofeach month.
ATS Rabbit Special Purpose Vehicle Company Limited’s registered share capitalcomprises 2 groups of ordinary shares and 2 groups of preferred shares. Dividends
from the profits of the subsidiary shall be allocated to the holders of preferred shares
which are non-controlling interests at the rate of 1% of the par value of eachpreferred share. The remaining dividends shall be distributed to the holders ofordinary shares and another group of preferred shares.

231

30.

LEGAL RESERVE

Pursuant to the Public Limited Companies Act. B.E. 2535 (1992), the Company must
allocate to a reserve fund from the annual net profit, not less than 5% of the annual net profit
deducted by the total accumulated loss brought forward (if any), until the reserve fundreaches an amount of not less than 10% of the registered capital.
As at February 28, 2023 and 2022, the Company’s legal reserve equals to 10% of theregistered share capital.
31.

CAPITAL MANAGEMENTThe Company’s objective in managing capital is to safeguard the Company’s ability tocontinue as a going concern in order to provide returns for shareholders and benefits forother stakeholders.
Monitoring the capital level of the Company is conducted in accordance with the covenant
on financial ratio stipulated in loan agreements.
The Company has been granted the license to operate as a non-financial institution thatprovides personal loans from the Minister of Finance, of which the Company must haveauthorized share capital of at least Baht 50 million.
The Company has the policy to pay dividend of at least 30% of net profit. The dividend
payment is subject to the resolution of the shareholders’ meeting after the Board of
Directors’ approval.
32.

OTHER COMPONENTS OF SHAREHOLDERS’ EQUITYOther components of shareholders’ equity as at February 28, 2023 and 2022 are as follows:

Beginning balance
Exchange differences on translating financial
statements of foreign operations
Gain on cash flow hedges
Ending balance

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000(523,149)(1,016,800)(427,341)(895,575)

12,354
337,790(173,005)

25,417468,234(523,149)

337,790(89,551)468,234(427,341)

Differences on exchange rates relating to translation of the financial statements of foreign
operations to be presented in THB currency are recognized directly in other comprehensive
income and accumulated amount is separately presented under shareholders’ equity asother components of equity.
Cumulative loss on cash flow hedges in shareholders’ equity consists of the effective portionof changes in the fair value of derivatives that are designated and qualified as cash flow hedges
against foreign exchange risk.

232

33.

REVENUES RELATING TO SECURITIZATION TRANSACTION

For the years ended February 28, 2023 and 2022, the details of revenues from securitizationtransaction incurred from sales of rights in loans receivable to ATS Rabbit Special Purpose
Vehicle Company Limited are included in Loan income for presentation as follows:
SEPARATE
FINANCIAL STATEMENTS

For the years ended
February 28, February 28,
2023
2022
Baht ’000
Baht ’000
Loan income (see Note 38.2.2)
Interest income from subordinated lendings
Revenue from seller loan in Special Purpose Vehicle
Dividend from investment in Special Purpose Vehicle
Collection servicing income
Total

34.

10,08935,337
2,746
73,410121,582

10,08928,646
17,39878,278134,411

DIRECTORS AND MANAGEMENTS’ REMUNERATION

Directors’ remuneration represents the benefits paid to the Company’s directors inaccordance with Section 90 of the Public Limited Companies Act. Managements’
remuneration represents cash remuneration as salaries and bonus paid to the Company’s
management.
For the years ended February 28, 2023 and 2022, directors and managements’ remuneration are
as follows:

Short-term employee benefits
Directors’ remuneration
Managements’ remuneration
Post-employment benefits
Total

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended
February 28, February 28,
2023
2022
Baht ’000
Baht ’000

For the years ended
February 28, February 28,
2023
2022
Baht ’000
Baht ’000

14,863134,070
5,627
154,560

28,979127,305
4,835
161,119

5,507
94,762
4,156
104,425

21,98578,483
3,596
104,064

For the years ended February 28, 2023 and 2022, directors’ remunerations which were
included in short-term employee benefits were approved by the Annual General Meeting ofshareholders of the Company held on June 24, 2022 and June 24, 2021, respectively.

233

35.

PROVIDENT FUND

The Company has set up a contributory provident fund. The contribution from employees isdeducted from the monthly salaries, with the Company matching the individual’s contribution.
The Company registered its provident fund in accordance with the Provident Fund Act. B.E. 2530
(1987) on June 1, 1999. This provident fund is managed by an authorized fund manager.
For the years ended February 28, 2023 and 2022, the Company contributed to the provident
fund and recorded as expenses, as follows:
CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

For the years ended
February 28, February 28,
2023
2022
Baht ’000
Baht ’000

For the years ended
February 28, February 28,
2023
2022
Baht ’000
Baht ’000

65,415Contributory provident fund36.

65,38457,60856,293

EXPENSES BY NATURE

Total expenses for the years ended February 28, 2023 and 2022 comprised of the following:
CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended

For the years ended

February 28,

February 28,

February 28,

February 28,

2023

2022

2023

2022

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Staff costs

2,602,515

2,589,464

1,909,180

1,927,830

Marketing expenses

1,459,289

1,321,721

1,448,566

1,254,582

Equipment expenses

694,015

619,911554,275

494,489

Depreciation and amortization

1,051,601

1,099,011

894,079

916,377

Communication expenses

211,248

243,283

177,794

205,932

Premises’ expenses

186,851

203,542

156,039

166,619

Outsource collection expenses

634,979

474,344

1,130,187

957,164

Special business tax and duty stamp

563,317519,329548,380

504,034

Printing material expenses

115,772

147,429

106,572

137,065

Transportation expenses

112,401

103,267

67,21264,333

Fees and commissions

188,804

236,804

148,432

208,056

Directors and managements’ remuneration

154,560

161,119

104,425

104,064

Loss on impairment of assets

95,497-

95,497-

Loss on sale and write-off of leasehold
improvement and equipment, and intangible
assets other than goodwill
Other expenses
Total Expenses

2,627

11,099

1,041

9,710

141,657

113,263

142,195

88,1348,215,133

7,843,586

7,483,874

7,038,389

234

37.

CORPORATE INCOME TAXThe Company and its local subsidiaries used tax rate of 20% for corporate income tax anddeferred tax calculations for the years ended February 28, 2023 and 2022.
The foreign subsidiaries used tax rate of 20% - 25% for corporate income tax and deferred
tax calculations for the years ended February 28, 2022. For the years ended February 28,
2023, the foreign subsidiaries used tax rate of 20% - 22% for corporate income tax anddeferred tax calculations.
Income tax expenses of the Company and its subsidiaries are calculated from profit before
tax, added back transactions which are non-deductible expenses and deducted exempted
income under the Revenue Code.
For the years ended February 28, 2023 and 2022, income tax expenses consist of the following:
CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended
For the years ended
February 28, February 28, February 28, February 28,
2023
2022
2023
2022
Baht ’000
Baht ’000
Baht ’000
Baht ’000
Current tax expense for the years
Deferred income tax expense
Income tax expenses per statements of profit or loss

811,258
184,560
995,818

430,250
569,630
999,880

722,363
158,364

376,458
570,935

880,727

947,393

Reconciliations of effective tax rates for the years ended February 28, 2023 and 2022 are as
follows:
CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended
For the years ended
February 28, February 28, February 28, February 28,
2023
2022
2023
2022
Baht ’000
Baht ’000
Baht ’000
Baht ’000
Accounting profit before income tax
Permanent differences
Temporary differences
Income exempt from tax
Taxable profit
Normal income tax rate (%)
Income tax for the year currently payable
Deferred tax from temporary differences
Income tax expenses per statements of profit or loss
Effective tax rate (%)

4,949,963(195,081)(1,054,405)-

4,573,774
64,225(2,683,485)-

4,591,454
17,926(791,817)(205,746)

5,080,584
8,178(2,854,673)(351,798)

3,700,477
20.00 - 22.00
811,258
184,560
995,818

1,954,514
20.00 - 25.00
430,250
569,630
999,880

3,611,817
20.00
722,363
158,364
880,727

1,882,291
20.00
376,458
570,935
947,393

20.12

21.86

19.18

18.65

235

38.

TRANSACTIONS WITH RELATED PARTIESThe consolidated and separate financial statements include certain transactions with thesubsidiaries and related parties. The relationship may be by shareholding or the companies
may have the same group of shareholders or directors. The consolidated and separate
financial statements reflect the effects of these transactions on the basis determined by theCompany, the subsidiaries and the related parties which are as follows:
38.1

Investments in subsidiaries (see Note 10) as at February 28, 2023 and 2022 are as
follows:
SEPARATE FINANCIAL STATEMENTS

As at February 28, 2023
Related parties

Relationship Ownership

Paid-up

As at February 28, 2022

Cost

Ownership

Paid-up

Cost

capitalmethodcapitalmethod%Baht’ 000

Baht ’000%

Baht’ 000

Baht ’000

ACS Servicing (Thailand) Company Limited

Subsidiary

100.00175,349.1

175,349.1

100.00175,349.1

175,349.1

ACSI (Thailand) Co., Ltd.

Subsidiary

100.00149,224.3

149,224.3

100.00149,224.3

149,224.3

AEON Specialized Bank (Cambodia) Plc.

Subsidiary

50.00

643,720.4

323,580.0

50.00

643,720.4

323,580.0

AEON Microfinance (Myanmar) Company

Subsidiary
100.00455,403.3

455,403.3

100.00455,403.3

455,403.3

96.29

111,402.9

107,333.1

96.29

111,402.9

107,333.1

48.75

40.0

19.5

48.75

40.0

19.5

98.00

24.499.7

24,499.7

LimitedAEON Leasing Service (Lao) Company

Subsidiary

LimitedATS Rabbit Special Purpose Vehicle

Subsidiary

Company Limited
AEON Asset Management (Thailand)Company Limited
Total

Subsidiary

1,235,409.0--

1,210,909.3

236

38.2

Business transactions with related parties
38.2.1

Balances with related parties as at February 28, 2023 and 2022, are as
follows:
Related parties

Other receivables (see Note 6)
ACSI (Thailand) Co., Ltd.
ACS Servicing (Thailand) Co., Ltd.
AEON Asset Management (Thailand)Company Limited
AEON Financial Service Co., Ltd.
AEON Credit Service Company
LimitedACS Capital Corporation Limited
ATS Rabbit Special Purpose Vehicle
Company Limited
AEON Specialized Bank (Cambodia) Plc.
AEON (Cambodia) Company Limited
AEON Leasing Service (Lao) Co., Ltd.
AEON Microfinance Myanmar
Company Limited
ACS Trading Vietnam Co., Ltd.
AEON (Thailand) Co., Ltd.

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

Relationship

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

Subsidiary
Subsidiary
Subsidiary

-

-

28
4,412

110
3,069

Major shareholder
Common ultimate
holding company
Shareholder andone common director
Subsidiary
Subsidiary
Common ultimate
holding company
Subsidiary
Subsidiary
Common ultimate
holding company
Common ultimate
holding company

3,072

128

540

646

421

596

Seller loan in Special Purpose Vehicle
for securitization (see Note 13)
ATS Rabbit Special Purpose Vehicle
Company Limited

Subordinated lendings (see Note 14.1)
ATS Rabbit Special Purpose Vehicle
Company Limited
Other payables (see Note 21)
ACSI (Thailand) Co., Ltd.
ACS Servicing (Thailand) Co., Ltd.
AEON (Thailand) Co., Ltd.
AEON Financial Service Co., Ltd.
AEON Credit Service Company
LimitedAEON Bank Ltd.
ATS Rabbit Special Purpose Vehicle
Company Limited

Long-term borrowing under
securitization project (see Note 24)
ATS Rabbit Special Purpose Vehicle
Company Limited
Deposit received
ACS Servicing (Thailand) Co., Ltd.

-

128
-

156

450

51,621
1,812

49,049
1,835

-

-

-

-

2,820

-

-

-

7,807

-

-

334

-

57

334
-

-

4,595
6,022

72,766

4,595
59,236--111,960

130,244--287,621275,773--

84,074

84,074--75,13456
55,814960
60,797

1,076
57,387960
48,871

1,076
51,597

2,560

3,561

866

2,415

936

1,094

884

1,094

65,253

63,11833,999160,714

46,195
158,247--

1,260,991

1,401,709

Subsidiary

-

-

-

Subsidiary
Shareholder andone common director--

81,131

77,928-

5,197
86,32877,928

4,367

Long-term loan to a subsidiary(see Note 8)
AEON Specialized Bank (Cambodia) Plc.

805
2,971

Subsidiary

Subsidiary

Subsidiary

Subsidiary
Subsidiary
Common ultimate
holding company
Major shareholder
Common ultimate
holding company
Common ultimate
holding company
Subsidiary-

Subsidiary

4,163

Deferred revenue
ACS Servicing (Thailand) Co., Ltd.
ACS Capital Corporation Limited

5,197
5,197

237

38.2.2

Transactions with related parties for the years ended February 28, 2023
and 2022, are as follows:

Related parties

Relationship

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended

For the years ended

February 28, February 28, February 28, February 28,
2023

2022

2023

2022

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Subsidiary

-

-

-

731

Subsidiary

-

-

-

28,332--

121,582

134,411--290,000

Sale promotion income
ACSI (Thailand) Co., Ltd.

Credit card income
ACSI (Thailand) Co., Ltd.

Revenues relating to securitizationtransaction(included in loan income) (see Note 33)
ATS Rabbit Special Purpose Vehicle

Subsidiary

Company Limited
Collection income
ACS Capital Corporation Limited

Shareholder andone common director

280

71

Dividend income
ACSI (Thailand) Co., Ltd.

Subsidiary--

55,000ACS Servicing (Thailand) Co., Ltd.

Subsidiary--

148,000

44,400--203,000

334,400

Other income
ACSI (Thailand) Co., Ltd.

Subsidiary

-

-

520

11,620ACS Servicing (Thailand) Co., Ltd.

Subsidiary--

27,23021,092ACS Capital Corporation Limited

Shareholder and
5,843

12,606

2,787

3,621

-

-

19,836

11,247

-

-

811

-

-

-

5,637

-

-

-

7,807

-

one common director
AEON Specialized Bank (Cambodia)

Subsidiary

Plc.
AEON Asset Management (Thailand)

Subsidiary

Company Limited
AEON Leasing Service (Lao) Co.,

Subsidiary

Ltd.
AEON Microfinance Myanmar

Subsidiary

Company Limited
ACS Trading Vietnam Co., Ltd.

Common ultimate
holding company

9,151

-

9,151

-

14,994

12,60673,77947,580--540,557

495,993

Operating and administrative expenses
Collection service fee
ACS Servicing (Thailand) Co., Ltd.

Subsidiary

ATS Rabbit Special Purpose Vehicle

Subsidiary

Company Limited

-

-

3,510

4,502

-

-

544,067

500,495

238

Related parties

OthersAEON Financial Service Co., Ltd.
AEON Credit Service Company
LimitedAEON Bank Ltd.
AEON (Thailand) Company Limited
ATS Rabbit Special Purpose Vehicle
Company Limited
AEON Leasing Service (Lao)Company Limited
ACS Capital Corporation Limited
AEON Insurance Service Company
Limited (JP)ACS Servicing (Thailand) Co., Ltd.
ACSI (Thailand) Co., Ltd.
AEON Credit Service (Malaysia)
BHD.
ACS Credit Management Co., Ltd.

Relationship

Major shareholder
Common ultimate
holding company
Common ultimate
holding company
Common ultimate
holding company
Subsidiary

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended
For the years ended
February 28, February 28, February 28, February 28,
2023
2022
2023
2022
Baht ’000
Baht ’000
Baht ’000
Baht ’000
166,871

187,857

113,132

114,398

23,802

11,522

5,613

4,420

9,604

16,428

7,343

6,367

12,592

16,46012,592

16,460--42,954

32,837

-

-

-

-

-

-

1,375
-

-

439

-

Subsidiary
Shareholder andone common director
Common ultimate
holding company
Subsidiary
Subsidiary
Common ultimate
holding company
Common ultimate
holding company

-

60

-

1,321
461
860

-

-

-

233,648

183,448

174,657--

299,947

330,997

7,646
12,525

7,290
16,101-

2,575-

20,171

23,391

299,947

333,572

249,600
456,560

247,200
452,170249,600
456,560

247,200
452,170

114,400

113,300

114,400

113,300

820,560

812,670

820,560

812,670

214,190
Finance costs
ATS Rabbit Special Purpose Vehicle
Company Limited
AEON Bank Ltd.
AEON Financial Service Co., Ltd.

-

100
75

Subsidiary
Common ultimate
holding company
Major shareholder

Dividend paid
ACS Capital Corporation Limited
AEON Financial Service Co., Ltd.
AEON Holding (Thailand) Limited-

Shareholder andone common director
Major shareholder
Common ultimate
holding company

Other income for the years ended February 28, 2023 and 2022 includes
computer fee and Finance and Accounting operation services fee charged
to ACS Capital Corporation Limited, ACSI (Thailand) Co., Ltd. and ACS
Servicing (Thailand) Company Limited. Details are as follows:(1) Computer fee
The computer fee is charged to ACS Capital Corporation Limited,
ACSI (Thailand) Co., Ltd. and ACS Servicing (Thailand) Co., Ltd. at
the rate of Baht 200,000 per month, Baht 200,000 per month and Baht
707,349 per month, respectively.
The service fees are determined on a cost-plus basis.

239

From January 2022 onwards, there is no charge for computer service
from ACSI (Thailand) Co., Ltd.
From August 2022 onwards, the computer fee is charged to AEON
Asset Management (Thailand) Company Limited at the rate of Baht
40,000 per month.
The service fees are determined on general market price and in thenormal course of business.
(2) Finance and Accounting operation services fee
Finance and Accounting operation services fee is charged to ACS
Capital Corporation Limited, ACSI (Thailand) Co., Ltd. and ACS
Servicing (Thailand) Co., Ltd. at the rate of Baht 50,000 per month,
Baht 330,000 per month and Baht 720,000 per month, respectively.
From January 2022 onwards, Finance and Accounting operation
services fee is charged to ACSI (Thailand) Co., Ltd. and ACS
Servicing (Thailand) Co., Ltd. at the rate of Baht 50,000 per monthand Baht 730,000 per month, respectively.
From July 2022 onwards, Finance and Accounting operation services
fee is charged to ACS Servicing (Thailand) Co., Ltd. at the rate of
Baht 731,000 per month.
From August 2022 onwards, Finance and Accounting operation
services fee is charged to AEON Asset Management (Thailand)Company Limited at the rate of Baht 20,000 per month.
From July 2022 onwards, implementation cost of Finance andAccounting system is charged to ACS Capital Corporation Limitedand ACS Servicing (Thailand) Co., Ltd. at the rate of Baht 50,000 per
month and Baht 46,725 per month, respectively.
From July 2022 onwards, maintenance fee of Finance and Accounting
system is charged to ACS Capital Corporation Limited and ACS
Servicing (Thailand) Co., Ltd. at the rate of Baht 3,500 per month and
Baht 83,000 per month, respectively.
All service fees are determined on a cost-plus basis.
-

Revenues relating to securitization transactions are determined by theCompany and subsidiaries in accordance with securitization projects (seeNote 5.5).

-

Collection service fee paid to ACS Servicing (Thailand) Co., Ltd. is basedon general market price and in the normal course of business.

-

Management assistant fee is paid to AEON Financial Service Co., Ltd. asstated in the agreement.

-

Pricing policy for other operating and administrative expenses are
determined by the Company and related parties based on the cost-plus basis.

-

Purchase price of computer programs paid to AEON Credit Service
Systems (Philippines) Inc. as specified in the agreement.

240

39.

SEGMENT INFORMATIONThe Group presents segment information in respect of the business segments based on
the management and internal reporting structure. The business segments of the Groupconsist of:
Retail finance services
Other business

Consist of credit card, hire-purchase and personal loans and others
Consist of debt collection service and insurance brokerage services

The Group does not have revenues from transactions with a single external customer at 10%
or more of total revenues.
Transactions between segments are recorded on the same basis as the transaction conductedwith the third-party transactions. Transactions between segments are eliminated on
consolidation.
The segment information of the Group was classified by business segment as follows:
39.1 Operating result classified by business for the years ended February 28, 2023 and2022 are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

For the year ended February 28, 2023
Retail finance services

Other businesses

Elimination

Total

Baht ’000

Baht ’000-

22,331,665

Domestic

Foreign

Domestic

Baht ’000

Baht ’000

Baht ’000

19,918,684

1,318,034

1,094,947

388,571

11,967389,349(789,887)

20,307,255

1,330,001

1,484,296(789,887)

22,331,665

7,962,449

Revenues
Revenue from external customers
Inter - segment revenues-

Expenses
Operating and administrative expenses

7,255,670

696,119582,668(572,008)

Directors and managements’ remuneration

104,424

25,967

24,169-154,560

Loss on impairment of asset

95,497-

95,497--

Loss on sale and write-off of leasehold
improvement and equipment and intangible
assets other than goodwill

1,041

1,135

451

7,456,632

723,221607,288

Finance costs

1,720,897

190,251

1,734(9,041)

1,903,841

Expected credit loss

7,223,037

39,798(107)-

7,262,728

Profit before income tax

4,949,963

Total expenses(572,008)

3,906,689

376,731875,381(208,838)

Income tax expenses

882,100

71,751

41,967-

Profit for the year

3,024,589

304,980

833,414(208,838)

2,627
8,215,133

995,818
3,954,145

241

CONSOLIDATED FINANCIAL STATEMENTS

For the year ended February 28, 2022
Retail finance services

Other business

Domestic

Foreign

Domestic

Baht ’000

Baht ’000

Baht ’000

Elimination

Total

Baht ’000

Baht ’000-

20,791,422

Revenues
Revenue from external customers

19,084,390

1,263,720

443,312

498,077

16,879498,129(1,013,085)

19,582,467

1,280,599

941,441(1,013,085)

20,791,422

6,907,947

648,362

772,900(657,841)

7,671,368

104,064

30,986

26,069-161,119

9,710

1,000

389

-

11,099Total expenses

7,021,721

680,348

799,358(657,841)

7,843,586

Finance costs

1,538,790

214,243

1,726(10,094)

1,744,665

Expected credit loss

5,915,244

713,855

298

Profit (loss) before income tax

5,106,712(327,847)

140,059

Inter - segment revenues-

Expenses
Operating and administrative expenses
Directors and managements’ remuneration
Loss on sale and write-off of leasehold
improvement and equipment and intangible
assets other than goodwill-

6,629,397(345,150)

4,573,774

Income tax expenses

956,122

8,904

34,854-

Profit (loss) for the year

4,150,590(336,751)

105,205(345,150)

999,880
3,573,894

39.2 Financial position classified by business as at February 28, 2023 and 2022 are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

As at February 28, 2023
Retail finance services

Trade and other receivables

Other business

Domestic

Foreign

Domestic

Baht ’000

Baht ’000

Baht ’000
299,428

Elimination

Total

Baht ’000

Baht ’000(171,512)

84,404,166
1,446,551

79,698,518

4,577,732

1,230,470

153,60369,420(6,942)

9,348,397

694,129664,385(1,350,942)

9,355,969

Total assets

90,277,385

5,425,464

1,033,233(1,529,396)

95,206,686

Total liabilities

67,655,525

4,313,027

153,765(263,711)

71,858,606

Leasehold improvement and equipment andintangible assets other than goodwill
Other assets

CONSOLIDATED FINANCIAL STATEMENTS

As at February 28, 2022
Retail finance services

Trade and other receivables

Other business

Domestic

Foreign

Domestic

Baht ’000

Baht ’000

Baht ’000

75,858,446

4,660,254

1,306,702

144,856

8,343,195

687,801

Total assets

85,508,343

5,492,911

Total liabilities

65,628,919

4,712,649

233,465

Elimination

Total

Baht ’000

Baht ’000(149,860)

80,602,305

98,705(6,943)

1,543,320

635,593(1,342,826)

8,323,763

967,763(1,499,629)

90,469,388

128,388(264,531)

70,205,425

Leasehold improvement and equipment andintangible assets other than goodwill
Other assets

242

40.

DISCLOSURE OF INFORMATION RELATING TO FINANCIAL INSTRUMENTS

40.1

Financial risk management objectives
The Group’s and the Company’s Treasury function provides services to the Groupand the Company in coordinating access to domestic and international financial
markets, monitoring and managing the financial risks relating to the operations of theGroup and the Company through internal risk reports which analyses exposures bydegree and magnitude of risks. These risks include market risk (including foreign
currency risk and interest rate risk), credit risk and liquidity risk.
The Group and the Company seek to minimize the effects of these risks by using
derivative financial instruments to hedge these risk exposures. The use of financial
derivatives is governed by the Group’s and the Company’s policies approved by
the Board of Directors of the Group and the Company, which provide written
principles on foreign currency risk, interest rate risk, credit risk and the use of financial
derivatives and non-derivative financial instruments. Compliance with policies andexposure limits is reviewed by the internal auditors on a continuous basis. The Groupand the Company do not enter into or trade financial instruments, including derivative
financial instruments, for speculative purposes.
The Group’s and the Company’s Treasury function reports quarterly to the Group’s
and the Company’s risk management committee, an independent body that monitors
risks and policies implemented to mitigate risk exposures.

40.2

Market risk
The Group’s and the Company’s activities expose it primarily to the financial risksof changes in foreign currency exchange rates and interest rates (see below).
The Group and the Company enter into a variety of derivative financial instruments tomanage its exposure to foreign currency and interest rate risk, including:• Cross currency swap to hedge the fluctuation exchange rate arising on translationof the Group’s and the Company’s borrowings and debentures; and• Interest rate swaps to mitigate the risk of rising interest rates.
40.2.1 Foreign currency risk management
The Group and the Company have liabilities in foreign currencies, which are
different from their functional currencies. Foreign exchange rate exposures
are managed within approved policy utilizing cross currency swap contracts.
Foreign currency sensitivity analysis
The Group and the Company enter into cross currency swap contracts for all
borrowings and debentures denominated in different currencies fromfunctional currencies. Consequently, the Group and the Company do not
expose risks from the sensitivity of foreign currency.

243

Cross currency swap contracts
It is the policy of the Group and the Company to enter into cross currency
swap contracts to manage the foreign exchange rate risk associated withborrowings and debentures.
In the current year, the Group and the Company have designated all crosscurrency swap contracts as a hedge of their foreign currency borrowings anddebentures. Regarding the review on the Group’s and the Company’s policy
and due to the increased volatility in foreign exchange rate, it was decided that
100% of foreign currency borrowings and debentures be hedged.
The information of cross currency swap contracts outstanding at the end of
the reporting period, as well as information regarding their related hedged items,
are presented together with the information of interest rate swap contracts(see Note 40.2.2). Cross currency swap contracts assets and liabilities arepresented in “Derivative assets” and “Derivative liabilities” within the statementof financial position (see Note 26 for further details).
40.2.2 Interest rate risk management
The Group and the Company are exposed to interest rate risk because
borrowings and debentures carry floating interest rates. The Group and theCompany, therefore, manage interest rate risk by the use of interest rate swap
contracts to ensure that the Group and the Company do not expose risks fromthe fluctuation of interest rate.
The Group’s and the Company’s exposures to interest rates on financial assets
and financial liabilities are detailed in the liquidity risk management sectionof this Note to the financial statements.
Interest rate sensitivity analysis
The Group and the Company enter into interest rate swap contracts for all
borrowings and debentures carrying floating interest rate, hence, the Groupand the Company do not expose to risks from the sensitivity of interest rate.
Interest rate swap contracts
Under interest rate swap contracts, the Group and the Company agree toexchange the difference between fixed and floating rate interest amounts
calculated on agreed notional principal amounts. Such contracts enable
the Group and the Company to mitigate the risk of changing interest rates.
The fair value of interest rate swaps at the reporting date is determined bydiscounting the future cash flows at the reporting date and the credit risk
inherent in the contract.

244

The following tables are the information regarding cross currency and interest
rate swap contracts and interest rate swap contracts as at February 28, 2023 and2022, and their related hedged items.

Hedge instruments

CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS
As at February 28, 2023
Contract
Notional principal value
Change in fair value Carrying amount ofinterest rateused
the hedging
for calculating
instrument
hedge
assets/(liabilities)
ineffectiveness% per annum

Foreigncurrency
Million

Functional
currency
Baht ’000

Baht ’000

0.40
0.40 - 0.85

11,242.05
28,903.19

2,940,447
7,559,861
10,500,308-(350,209)(514,373)(864,582)

USD currency
Less than 1 year
1 to 5 years

4.74 - 6.32
5.39 - 6.15

185.00456.106,533,367
16,107,400
22,640,767-

488,797
696,991
1,185,788

Interest rate swap contracts
THB currency
Less than 1 year
1 to 5 years

2.17 - 2.23
1.73 - 2.56-

1,000,000
4,000,000
5,000,000
38,141,075-(11,288)(16,737)(28,025)
293,181

Cash flow hedges
Cross currency and interest rate
swap contracts
JPY currency
Less than 1 year
1 to 5 years

Baht ’000

CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS
As at February 28, 2022
Hedge instruments

Contract
interest rate

Notional principal value

Change in fair value Carrying amount ofused
the hedging
for calculating
instrument assets
hedge
ineffectiveness% per annum

Foreigncurrency
Million

Functional
currency
Baht ’000

Baht ’000

JPY currency
Less than 1 year
1 to 5 years

0.40
0.37 - 0.85

2,500.00
30,145.24

717,788
8,655,150
9,372,938-(65,651)(248,790)(314,441)

USD currency
Less than 1 year
1 to 5 years

0.96 - 1.68
0.85 - 1.83

185.50378.806,101,410
12,459,376
18,560,786-(90,481)
96,0475,566Interest rate swap contracts
THB currency
Less than 1 year
1 to 5 years

0.92 - 1.22
0.83 - 1.24-

4,000,000
5,000,000
9,000,000
36,933,724-(49,506)(133,170)(182,676)(491,551)

Baht ’000

Cash flow hedges
Cross currency and interest rate
swap contracts

245

The following table details the effectiveness of the hedging relationships and the amounts reclassified from hedging reserve to profit or loss:
CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS

For the year ended February 28, 2023
Change in the fair

Hedge

Line item in profit orAmount reclassified

Amount reclassified

Line item

value of hedging

ineffectivenessloss in which hedge

from cash flowfrom cost of

in profit or loss

instrument

recognized inineffectiveness ishedge reserve due tohedging reserve toaffected by therecognized in OCI

profit or loss

includedhedged item affecting

profit or loss

reclassification

Baht ’000

Baht ’000

profit or loss
Baht ’000

Baht ’000

Cash flow hedges
Cross currency and interest rate swap contracts
JPY currency

USD currency(550,141)

1,180,222

-

-

-

-

11,107

13,409Finance costs

642,629-

Other income(137,071)(6,847)

Finance costs(834,844)-

Other income(38,594)-

Finance costs

Interest rate swap contracts
THB currency

154,653-

Total

784,734--(356,773)

6,562

246

CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS

For the year ended February 28, 2022
Change in the fair

Hedge

Line item in profit orAmount reclassified

Amount reclassified

Line item

value of hedging

ineffectivenessloss in which hedge

instrument

recognized inineffectiveness isfrom cash flowfrom cost of

in profit or loss

hedge reserve due tohedging reserve toaffected by therecognized in OCI

profit or loss

includedhedged item affecting

profit or loss

reclassification

profit or loss
Baht ’000

Baht ’000

Baht ’000

Baht ’000

Cash flow hedges
Cross currency and interest rate swap contracts
JPY currency

184,707

-

-

7,387
(97,998)

USD currency

2,287,195--

10,212Finance costs-

Other income(5,393)

2,075

Finance costs(1,968,160)-

Other income

874-

Finance costs

Interest rate swap contracts
THB currency

182,052-

Total

2,653,954--(2,063,290)

12,287

247

40.3

Credit risk management
Note 5.4 and Note 3.2.2 detail the Group’s and the Company’s maximum exposure
to credit risk and the measurement bases used to determine expected credit loss,
respectively.
Before accepting any new customer, dedicated teams of the Group andthe Company responsible for the determination of credit limits use an external credit
scoring system to assess the potential customer’s credit quality and defines credit
limits by customer. Limits and scoring attributed to customers are reviewed andapproved twice a year by the risk management committee.
Credit approvals and other monitoring procedures are also in place to ensure that
follow-up action is taken to recover overdue debts. Furthermore, the Group andthe Company review the recoverable amount of each trade receivables on
an individual basis at the end of the reporting period to ensure that adequate loss
allowance is made for irrecoverable amounts. In this regard, the directors of theGroup and the Company consider that the Group’s and the Company’s credit risk
are significantly reduced. Trade receivables consist of a large number of customers,
spread across diverse industries and geographical areas. Ongoing credit evaluationis performed on the financial condition of trade receivables.
40.3.1 Overview of the Group’s and the Company’s exposure to credit risk
Credit risk refers to the risk that a counterparty will default on its contractual
obligations resulting in financial loss to the Group and the Company.
As at February 28, 2023 and 2022, the Group’s and the Company’s
maximum exposure to credit risk without taking into account any collateral
held or other credit enhancements, which will cause a financial loss to theGroup and the Company due to failure to discharge an obligation by thecounterparties and financial guarantees provided by the Group andthe Company arise from the carrying amount of the respective recognizedfinancial assets as stated in the consolidated and separate statement offinancial position.
The Group’s and the Company’s current credit risk grading frameworkcomprises the following categories:
Category

Description

Low credit risk
receivables(Stage 1)
Significant increase incredit risk receivables(Stage 2)
Default receivables incredit risk
(Stage 3)
Write-off

The counterparty has a low risk of default
and does not have any past-due amounts

Basis for recognizing
expected credit losses
12-month ECL

Amount is > 30 days past due or there has
been a significant increase in credit risk
since initial recognition

Lifetime ECL not credit-impaired

Amount is > 90 days past due or there isevidence indicating the asset iscredit-impaired

Lifetime ECL credit-impaired

There is evidence indicating that the debtor
is in severe financial difficulty and theGroup has no realistic prospect of recovery

Amount is written-off

248

The tables below detail the credit quality of the Group’s and the Company’s financial assets, as well as the Group’s and the Company’s
maximum exposure to credit risk by credit risk rating grades:
CONSOLIDATED FINANCIAL STATEMENTS

Notes

As at February 28, 2023
External
12-month orcredit rating
lifetime ECL

Trade receivables

5

N/A

Fixed deposits at banks under obligations

7

N/A

12-month ECL
Lifetime ECL
12-month ECL

Gross carrying
amount
Baht ’000

Allowance for
ECL
Baht ’000

Net carrying
amount
Baht ’000

85,031,652
8,905,327
144,216
94,081,195(4,397,716)(5,727,542)(10,125,258)

80,633,936
3,177,785
144,216
83,955,937

Gross carrying
amount
Baht ’000

Allowance for
ECL
Baht ’000

Net carrying
amount
Baht ’000

82,898,746
8,129,109
44,33391,072,188(5,563,984)(5,387,471)-

77,334,762
2,741,638
44,33380,120,733

CONSOLIDATED FINANCIAL STATEMENTS

Notes

As at February 28, 2022
External
12-month orcredit rating
lifetime ECL

Trade receivables

5

N/A

Fixed deposits at banks under obligations

7

N/A

12-month ECL
Lifetime ECL
12-month ECL(10,951,455)

249
SEPARATE FINANCIAL STATEMENTS

Notes

As at February 28, 2023
External
12-month orcredit rating
lifetime ECL

Trade receivables

5

N/A

Long-term loan to a subsidiary

8

N/A

12-month ECL
Lifetime ECL
12-month ECL

Gross carrying
amount
Baht ’000

Allowance for
ECL
Baht ’000

Net carrying
amount
Baht ’000

80,649,277
8,211,261
111,960
88,972,498(4,291,875)(5,238,667)(9,530,542)

76,357,402
2,972,594
111,960
79,441,956

Gross carrying
amount
Baht ’000

Allowance for
ECL
Baht ’000

Net carrying
amount
Baht ’000

78,540,851
6,926,839
130,244
85,597,934(5,440,033)(4,532,937)(9,972,970)

73,100,818
2,393,902
130,244
75,624,964

SEPARATE FINANCIAL STATEMENTS

Notes

As at February 28, 2022
External
12-month orcredit rating
lifetime ECL

Trade receivables

5

N/A

Long-term loan to a subsidiary

8

N/A

12-month ECL
Lifetime ECL
12-month ECL

250

40.4

Liquidity risk management
Ultimate responsibility for liquidity risk management rests with the Board of
Directors of the Group and the Company, which have established an appropriate
liquidity risk management framework for management of the short, medium andlong-term funding and liquidity management requirements. The Group and theCompany manage liquidity risk by maintaining adequate reserves, banking facilities
and reserve borrowing facilities, by continuously monitoring forecast and actual
cash flows, and by matching the maturity profiles of financial assets and liabilities.
Details of undrawn facilities that the Group and the Company have to further reduce
liquidity risk are disclosed in Note 41.
40.4.1 Liquidity and interest risk tables
The following tables detail the Group’s and the Company’s remaining
contractual maturity for their non-derivative financial assets and financial
liabilities with agreed repayment periods. The tables have been drawn up
based on the undiscounted cash flows of financial liabilities based on theearliest date on which the Group and the Company can be required to pay.
The table includes both interest and principal cash flows. To the extent thatinterest cash flows are floating rate, the undiscounted amount is derived frominterest rate curves at the reporting date.
The contractual maturity is based on the earliest date on which the Groupand the Company may be required to pay.
As at February 28, 2023 and 2022, financial assets and liabilities of theGroup and the Company are classified based on contractual maturities asfollows:

At call
Baht ’000

CONSOLIDATED FINANCIAL STATEMENTS
As at February 28, 2023
Less than 1
1 - 5 years
More thanNo maturiyyear
5 years
Baht ’000
Baht ’000
Baht ’000
Baht ’000

Total
Baht ’000

Financial assets

Cash and cash equivalents

3,816,356

-

-

-

-

3,816,356

Trade receivables-

80,667,069

3,144,652--

83,811,721

Other recievables-

518,404

74,041--

592,445--

144,216--

144,216

Fixed deposits at banks underobligations
Loans from purchase of accounts
receivable-490

12,133--

12,623

Derivative assets-

1,047,431

684,654--

1,732,085

-

-

-

-

5,062

-

144,000

144,000-

149,062

90,258,508

Investment in equity securities
designated at fair value throughprofit or loss

5,062

Investment in equity securities
designated at fair value throughother comprehensive income
Total financial assets

-

-

-

3,816,356

82,233,394

4,059,696

251

CONSOLIDATED FINANCIAL STATEMENTS

As at February 28, 2023
At callLess than 1

1 - 5 years

year

More thanNo maturiy

Total

5 years

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Baht ’000

4,485,424

Financial liabilities
Bank overdrafts andshort-term borrowings fromfinancial institutions-

4,485,424---

Trade payables-

220,728---

220,728

Other payables-

1,246,837---

1,246,837

Interest payable-

382,622---382,622Long-term borrowings-

12,836,551

39,152,934--

51,989,485

Long-term debentures--

9,580,142--

9,580,142

Derivative liabilities-

562,743876,160--

1,438,903

Lease liabilities-

444,127

473,541--

917,668

Subordinated borrowings--

84,074--

84,074-

20,179,032

50,166,851--

70,345,883

No maturiy

Total

Baht ’000

Total financial liabilities

CONSOLIDATED FINANCIAL STATEMENTS
As at February 28, 2022
At callLess than 1

1 - 5 years

year
Baht ’000

Baht ’000

More than
5 years

Baht ’000

Baht ’000

Baht ’000---

4,235,603--

80,076,400

-

-

-

525,905

Financial assets

Cash and cash equivalents

4,235,603-

Trade receivables-

76,839,427

Other recievables-

525,905-

3,000

41,333--44,333

-

-

-

-

5,062

5,062

-

-

-

-

144,000

144,000

4,235,603

77,368,332

3,278,306-

149,062

85,031,303

9,171,904

3,236,973

Fixed deposits at banks underobligations
Investment in equity securities
designated at fair value throughprofit or loss
Investment in equity securities
designated at fair value throughother comprehensive income
Total financial assets

Financial liabilities
Bank overdrafts andshort-term borrowings fromfinancial institutions-

9,171,904---

Trade payables-

269,599---

269,599

Other payables-

1,418,845---

1,418,845

Interest payable-

209,175---

209,175

Long-term borrowings-

17,090,217

30,762,073

134,372-

47,986,662

Long-term debentures-

3,798,878

4,460,676--

8,259,554

Derivative liabilities-

654,801

212,925--

867,726

Lease liabilities-

356,328

268,650--

624,978

Subordinated borrowings

-

-

-

-

84,074-32,969,747

134,372-

68,892,517

Total financial liabilities

84,07435,788,398

252

SEPARATE FINANCIAL STATEMENTS
As at February 28, 2023
At callLess than 1

1 - 5 years

year
Baht ’000

Baht ’000

More thanNo maturiy

Total

Baht ’000

Baht ’000

5 years
Baht ’000

Baht ’000

Financial assets
Cash and cash equivalents

2,159,810

-

-

-

-

2,159,810-

77,833,587

1,496,409--

79,329,996

Other receivables-

414,708

74,041--

488,749

Long-term loan to a subsidiary-

27,99083,970--111,960

Trade receivables

Seller loan in Special Purpose
Vehicle for securitization-

287,621---287,621

Derivative Assets-

1,047,431

684,654--

1,732,085

-

-

-

-

5,062

5,062

-

-

-

-

144,000

144,000--

84,074--

2,159,810

79,611,337

2,423,148-

149,062

84,343,357

3,440,000

Investment in equity securities
designated at fair value throughprofit or loss
Investment in equity securities
designated at fair value throughother comprehensive income
Subordinated lendings
Total financial assets

84,074

Financial liabilities
Bank overdrafts andshort-term borrowings fromfinancial institutions-

3,440,000---

Trade payables-

200,448---

200,448

Other payables-

1,165,727---

1,165,727

Interest payable-

366,602---366,602

Long-term borrowings-

11,273,543

37,867,795--

49,141,338

Long-term borrowings under
securitization project--

1,260,991--

1,260,991

Long-term debentures--

8,107,060--

8,107,060

Derivative liabilities-

562,743876,160--

1,438,903

Lease liabilities-

389,924

412,280--802,204

Total financial liabilities-

17,398,987

48,524,286--

65,923,273

253

SEPARATE FINANCIAL STATEMENTS
As at February 28, 2022
At callLess than 1

1 - 5 years

year
Baht ’000

Baht ’000

More thanNo maturiy

Total

Baht ’000

Baht ’000

5 years
Baht ’000

Baht ’000

Financial assets
Cash and cash equivalents

2,639,136

-

-

-

-

2,639,136-

73,982,280

1,512,440--

75,494,720

Other receivables-

412,773---

412,773

Long-term loan to a subsidiary--

130,244--130,244

Vehicle for securitization-

275,773---

275,773

Derivative Assets-

82,380293,795--

376,175

-

-

-

-

5,062

5,062

144,000

Trade receivables

Seller loan in Special Purpose

Investment in equity securities
designated at fair value throughprofit or loss
Investment in equity securities
designated at fair value throughother comprehensive income

-

-

-

-

144,000--

84,074--

2,639,136

74,753,206

2,020,553-

149,062

79,561,957

7,941,240

Subordinated lendings
Total financial assets

84,074

Financial liabilities
Bank overdrafts andshort-term borrowings fromfinancial institutions-

7,941,240---

Trade payables-

248,207---248,207

Other payables-

1,356,119---

1,356,119Interest payable-

194,197---

194,197

Long-term borrowings-

16,317,580

28,578,535--

44,896,115

Long-term borrowings under

40.5

securitization project--

1,401,709--

1,401,709

Long-term debentures-

3,798,878

2,987,593--

6,786,471

Derivative liabilities-

654,801

212,925--

867,726

Lease liabilities-

312,304

240,121--552,425

Total financial liabilities-

30,823,326

33,420,883--

64,244,209

Capital risk management
The Group and the Company manage their capital to ensure that the Group andthe Company will be able to continue as going concerns while maximizing the returnto shareholders through the optimization of the debt and equity balance.
The capital structure of the Group and the Company consists of short-term and long-termborrowings in Note 20, Note 23 and Note 24, long-term debentures in Note 25, leaseliabilities in Note 22 and shareholders’ equity of the Group and the Company consistof issued share capital, reserves, unappropriated retained earnings and non-controllinginterests disclosed in Note 29.
The Group’s and the Company’s risk management committee review the capital
structure on a quarterly basis. As part of this review, the committee of the Groupand the Company consider the cost of capital and the risks associated with each classof capital. The Group and the Company are not subject to any externally imposed
capital requirements.

254

Gearing ratio
The gearing ratio as at February 28, 2023 and 2022 is as follows:

Debt
Cash and cash equivalents
Net debt
EquityNet debt to equity ratio

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 28,
2022
Baht ’000

71,858,606(3,816,356)
68,042,250
22,821,480
2.98

70,205,425(4,235,603)
65,969,822
19,888,711
3.32

67,353,464(2,159,810)
65,193,654
22,690,443
2.87

65,474,417(2,639,136)
62,835,281
19,879,398
3.16

Debt consists of short-term and long-term borrowings in Note 20, Note 23 andNote 24, long-term debentures in Note 25 and lease liabilities in Note 22.
Equity includes all capital and reserves of the Group and the Company that aremanaged as capital.
40.6

Fair value measurements
The Group’s and the Company’s accounting policies and disclosures require
the determination of fair value, for both financial assets and liabilities.
The fair value is the amount for which an asset could be exchanged, or a liability
settled, between knowledgeable, willing parties in an arm’s length transaction.
When applicable, further information about the assumptions made in determining
fair values is disclosed in the notes specific to that asset and liability.
Valuation techniques and key inputs used in fair value measurements-

Trade receivables: fair value is subjected to discounted cash flows net ofallowance for expected credit loss.

-

Long-term loan to a subsidiary: fair value is estimated based on the discounted
cash flows using market interest rate.

-

Investment in equity securities designated at fair value through profit or loss:
fair value is calculated based on the discounted cash flows using weighted average
cost of capital.

-

Investment in equity securities designated at fair value through othercomprehensive income: fair value is calculated based on the discounted cash
flows using weighted average cost of capital.

-

Long-term borrowings and debentures: fair value are estimated based on
the discounted cash flows using average current interest rate over the remaining
period to maturity.

1) Fair value
The following tables present the analysis of financial assets and financial
liabilities which are measured at fair value and their fair value hierarchy levelclassification as at February 28, 2023 and 2022:

255

CONSOLIDATED FINANCIAL STATEMENTS

As at February 28, 2023
Carrying amountFVTPL - derivatives

Fair value

FVTOCIFVTPL - designated

Amortized cost

Fair value

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Cash and cash equivalents

-

-

-

3,816,356

3,816,356

Level 2

Trade receivables

-

-

-

83,811,721

83,811,721

Level 3designated in hedge relationships

hierarchy
Baht ’000

Financial assets

Other recievables

-

-

-

592,445592,445

Level 3Fixed deposits at banks under obligations

-

-

-

144,216

144,216

Level 3Loans from purchase of accounts receivable

-

-

-

-

-

Derivative assets
Investment in equity securities designated at fair value through profit or loss

1,732,085--

12,623

5,062

12,623

Level 3-

1,732,085

Level 2-

5,062

Level 3144,000

Level 3

Investment in equity securities designated at fair value through othercomprehensive income-

144,000
1,732,085

Total financial assets-

144,000

5,062

88,377,361

90,258,508

Financial liabilities
Bank overdrafts and short-term
Level 2borrowings from financial institutions

-

-

-

4,485,424

4,485,424

Trade payables

-

-

-

220,728

220,728

Level 3

Other payables

-

-

-

1,246,837

1,246,837

Level 3

Interest payable

-

-

-

382,622382,622

Level 3Long-term borrowings

-

-

-

51,989,485

51,838,176

Level 2Long-term debentures

-

-

-

9,580,142

9,570,608

Level 2---

1,438,903

Level 2--

917,668

Level 3--84,074

84,074

Level 3--

68,906,980

70,185,040

Derivative liabilities

1,438,903

Lease liabilities-

Subordinated borrowings-

Total financial liabilities

1,438,903

917,668

256

CONSOLIDATED FINANCIAL STATEMENTS

As at February 28, 2022
Carrying amountFVTPL - derivatives

Fair value

FVTOCIFVTPL - designated

Amortized cost

Fair value

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Cash and cash equivalents

-

-

-

4,235,603

4,235,603

Level 2

Trade receivables

-

-

-

80,076,400

80,076,400

Level 3designated in hedge relationships

hierarchy
Baht ’000

Financial assets

Other recievables

-

-

-

525,905

525,905

Level 3Fixed deposits at banks under obligations

-

-

-

44,33344,333

Level 3--

Derivative assets
Investment in equity securities designated at fair value through profit or loss

376,175

-

-

5,062

-

376,175

Level 2-

5,062

Level 3-144,000

Level 3

Investment in equity securities designated at fair value through ohter
comprehensive income-

144,000
376,175

Total financial assets-

144,000

5,062

84,882,241

85,407,478

9,171,904

9,171,904

Financial liabilities
Bank overdrafts and short-term
Level 2borrowings from financial institutions

-

-

-

Trade payables

-

-

-

269,599

269,599

Level 3

Other payables

-

-

-

1,628,020

1,628,020

Level 3

Interest payable

-

-

-

209,175

209,175

Level 3Long-term borrowings

-

-

-

47,986,662

47,974,780

Level 2Long-term debentures-

8,301,937

Level 2867,726

Level 2Derivative liabilities

867,726--

8,259,554---

Lease liabilities

-

-

-

624,978

624,978

Level 3

Subordinated borrowings

-

-

-

84,074

84,074

Level 3--

68,233,966

69,132,193

Total financial liabilities

867,726

257

SEPARATE FINANCIAL STATEMENTS

As at February 28, 2023
Carrying amountFVTPL - derivatives

Fair value

FVTOCIFVTPL - designated

Amortized cost

Fair value

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Cash and cash equivalents

-

-

-

2,159,810

2,159,810

Level 2

Trade receivables

-

-

-

79,329,996

79,329,996

Level 3designated in hedge relationships

hierarchy
Baht ’000

Financial assets

Other recievables

-

-

-

488,749

488,749

Level 3Seller loan in Special Purpose Vehicle for securitization

-

-

-

287,621287,621

Level 3Long-term loan to a subsidiary

-

-

-

-

-

Derivative assets
Investment in equity securities designated at fair value through profit or loss

1,732,085--

111,960

5,062

110,357

Level 2-

1,732,085

Level 2-

5,062

Level 3

Investment in equity securities designated at fair value through othercomprehensive income
Subordinated lendings-

144,000-

Total financial assets

1,732,085--

144,000

Level 384,074

84,074

Level 382,462,210

84,341,754

144,000

5,062

Financial liabilities
Bank overdrafts and short-termborrowings from financial institutions

-

-

-

3,440,000

3,440,000

Level 2

Trade payables

-

-

-

200,448

200,448

Level 3
Level 3

Other payables

-

-

-

1,165,727

1,165,727

Interest payable

-

-

-

366,602366,602

Level 3Long-term borrowings

-

-

-

49,141,338

48,990,029

Level 2Long-term borrowings under securitization project

-

-

-

1,260,991

1,260,991

Level 3Long-term debentures

-

-

-

8,107,060

8,097,526

Level 2---

1,438,903

Level 2--802,204

802,204

Level 3--64,484,370

65,762,430

Derivative liabilities
Lease liabilities
Total financial liabilities

1,438,903
1,438,903

258

SEPARATE FINANCIAL STATEMENTS

As at February 28, 2022
Carrying amountFVTPL - derivatives

Fair value

FVTOCIFVTPL - designated

Amortized cost

Fair value

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Cash and cash equivalents

-

-

-

2,639,136

2,639,136

Level 2

Trade receivables

-

-

-

75,494,720

75,494,720

Level 3designated in hedge relationships

hierarchy
Baht ’000

Financial assets

Other recievables

-

-

-

412,773

412,773

Level 3Seller loan in Special Purpose Vehicle for securitization

-

-

-

275,773

275,773

Level 3Long-term loan to a subsidiary

-

-

-

130,244

128,020

Level 2---

376,175

Level 2-

5,062

Level 3

Derivative assets
Investment in equity securities designated at fair value through profit or loss

376,175
-

-

5,062

Investment in equity securities designated at fair value through othercomprehensive income
Subordinated lendings-

144,000-

Total financial assets

376,175--

144,000

Level 384,074

84,074

Level 379,036,720

79,559,733

144,000

5,062

Financial liabilities
Bank overdrafts and short-termborrowings from financial institutions

-

-

-

7,941,240

7,941,240

Level 2

Trade payables

-

-

-

248,207248,207

Level 3
Level 3

Other payables

-

-

-

1,356,119

1,356,119Interest payable

-

-

-

194,197

194,197

Level 3Long-term borrowings

-

-

-

44,896,115

44,884,233

Level 2Long-term borrowings under securitization project

-

-

-

1,401,709

1,401,709

Level 3Long-term debentures

-

-

-

6,786,471

6,828,855

Level 2

-

-

-

-

-

-

-

Derivative liabilities
Lease liabilities
Total financial liabilities

867,726
867,726

867,726

Level 2552,425

552,425

Level 363,376,483

64,274,711

259

41.

42.

CREDIT FACILITIES AND LETTERS OF GUARANTEE

41.1

As at February 28, 2023 and 2022, the Company has unused committed and unsecured
revolving credit facility agreements with various financial institutions totaling Baht
3,000 million.

41.2

As at February 28, 2023 and 2022, the Company has unused overdraft facilities withvarious banks totaling Baht 3,090 million and Baht 3,089 million, respectively. Suchoverdraft facilities are unsecured.

41.3

As at February 28, 2023 and 2022, the Company has a bank’s letter of guarantee issued
to suppliers for guarantee payment of Baht 0.50 million. Such letter of guarantee is
unsecured.

41.4

As at February 28, 2022, a foreign subsidiary has unused overdraft facilities with alocal bank in the amount of Baht 30.03 million. Such overdraft facilities are unsecured.
(As at February 28, 2023 : None.)

41.5

As at February 28, 2023 and 2022, a subsidiary has letters of guarantee issued by banks inthe amounts of Baht 1.78 million and Baht 1.63 million, respectively.

SIGNIFICANT AGREEMENTS RELATING TO SECURITIZATION TRANSACTION

42.1

On February 2, 2015, the Company entered into a memorandum of understanding regarding
the cooperation between the Company and BTS Group Holdings Public Company Limited(“BTSG”) and Bangkok Smartcard System Company Limited (“BSS”) (a subsidiary of
BTSG), for the joint issue of member card under the Co-Branded Rabbit Program and settingupaspecialpurposevehicleforthesecuritization
project,
the purpose of securitization through the establishment of a special purpose vehicle ina form of cooperation framework between the Company and BSS Holdings Company Limited(“BSS Holdings”) (a subsidiary of BTSG), in accordance with the resolution passed at themeeting of the Board of Directors No. 10/2014, held on December 24, 2014.

42.2

The Company entered into the Receivables Sale and Purchase Agreement with ATS RabbitSpecial Purpose Vehicle Company Limited (ATS Rabbit) (the subsidiary), on October 22, 2015.
Such agreement set out the procedures and terms in respect of the sale and purchase of theInitial Receivables on the Closing Date, for Future Receivables on each Purchase Date and for
Additional Receivables on each Monthly Purchase Date including the rights, obligations andresponsibilities of both parties. Moreover, the Receivables Sale and Purchase Agreement also
set out the terms and conditions in respect of the resale and repurchase of the Ineligible
Receivables and Defaulted Receivables.

42.3

The Company entered into the Servicing Agreement with ATS Rabbit (the subsidiary) on
October 22, 2015. Based on such agreement, the subsidiary appointed the Company (as atransferor and servicer) to provide certain administration services (including record keeping
and producing written reports relating to the Collections), to act as the collection agent andother services for loans receivable in relation to the Purchased Receivables. In addition, theServicing Agreement also set out other relevant terms, such as the scope of the services, thepayment of service fees, the termination of the appointment of the Servicer and the Back-up
Servicer appointment of the substitute servicer.

260

43.

SALE OF WRITTEN-OFF RECEIVABLES

43.1

On June 28, 2018, the Company sold written-off receivables under loan agreements
and credit card agreements to ACS Servicing (Thailand) Company Limited (the“buyer”), a subsidiary, with the purchase price of Baht 31.52 million. On the samedate, the Company entered into the “Asset Sale and Purchase Agreement” with thebuyer. The agreement sets out the conditions and terms in respect of the sales,
assignment and conveyance of the Company’s rights, title, claim, obligation, liability
and interest in the written-off receivables under loan agreements and credit card
agreements. On June 28, 2018, which is the closing date as specified in the agreement,
the Company received the payment in full from the buyer. However, the Group hasretained substantially all of the risks and rewards of the assets transferred to the buyer
which is the subsidiary. Consequently, the Company recorded cash received from thebuyer as deferred revenue which will be recognized as revenue when the buyer cancollect from debtors. The Company has already recognized revenue of Baht 0.44
million and Baht 0.97 million as bad debt recovery in the consolidated and separate
statements of profit or loss for the years ended February 28, 2023 and 2022, respectively,
and recorded outstanding deferred revenue of Baht 21.32 million and Baht 21.76
million as other current liabilities in the separate statement of financial position as at
February 28, 2023 and 2022, respectively.
Under the Asset Sale and Purchase Agreement, if the buyer wished to sell or transfer
loans receivable that were intended to be a portfolio sale to a third-party, the Company
was entitled to a right to first negotiate with the buyer with regard to a purchase of theportfolio before any third-party. If the negotiation was not concluded within threemonths or the Company decided not to make a purchase, the buyer might sell suchloans receivable to a third-party.

43.2

On October 28, 2019, the Company sold written-off receivables under loan agreements
and credit card agreements by a bidding process to ACS Servicing (Thailand)Company Limited (the “buyer”), a subsidiary, with the purchase price of Baht 59.11
million. On the same date, the Company entered into the “Asset Sale and Purchase
Agreement” with the buyer. The agreement sets out the conditions and terms in respectof the sales, assignment and conveyance of the Company’s rights, title, claim,
obligation, liability and interest in the written-off receivables under loan agreements
and credit card agreements. On October 28, 2019, which is the closing date as specified
in the agreement, the Company received the payment in full from the buyer. However,the Group has retained substantially all of the risks and rewards of the assets transferredto the buyer which is the subsidiary. Consequently, the Company recorded cash
received from the buyer as deferred revenue which will be recognized as revenue when
the buyer can collect from debtors. The Company has already recognized revenue of
Baht 0.89 million and Baht 1.18 million as bad debt recovery in the consolidated andseparate statements of profit or loss for the year ended February 28, 2023 and 2022,
respectively, and recorded outstanding deferred revenue of Baht 53.88 million and
Baht 54.77 million as other current liabilities in the separate statements of financial
position as at February 28, 2023 and 2022, respectively.

261

Under the Asset Sale and Purchase Agreement, if the buyer wished to sell or transfer
loans receivable that were intended to be a portfolio sale to a third-party, the Company
was entitled to a right to first negotiate with the buyer with regard to a purchase of theportfolio before any third-party. If the negotiation was not concluded within threemonths or the Company decided not to make a purchase, the buyer might sell suchloans receivable to a third-party.
43.3

On August 31, 2021, the Company sold written-off receivables under loan agreements
and credit card agreements by a bidding process to an unrelated local company (the“buyer”) with the purchase price of Baht 319.76 million. On the same date, theCompany entered into the “Asset Sale and Purchase Agreement” with the buyer. The
agreement set out the conditions and terms in respect of the sales, assignment andconveyance of the Company’s rights, title, claim, obligation, liability and interest in
the written-off receivables under loan agreements and credit card agreements. On
August 31, 2021, which is the closing date as specified in the agreement, the Company
received
thepayment
in
full
from
the
buyer.
The Company has already recognized gain on sale of written-off receivables totaling
Baht 319.76 million in the consolidated and separate statements of profit or loss forthe year ended February 28, 2022.

43.4

On March 4, 2022, the Company sold written-off receivables under loan agreements
and credit card agreements by a bidding process to an unrelated local company(the“buyer”) with the purchase price of Baht 104.98 million. On the same date, theCompany entered into the “Asset Sale and Purchase Agreement” with the buyer. The
agreement set out the conditions and terms in respect of the sales, assignment andconveyance of the Company’s rights, title, claim, obligation, liability and interest in
the written-off receivables under loan agreements and credit card agreements. On
March 4, 2022, which is the closing date as specified in the agreement, the Company
received the payment in full from the buyer. The Company has already recognizedgain on sale of written-off receivables totaling Baht 104.98 million in the consolidated
and separate statements of profit or loss for the years ended February 28, 2023.
Under the Asset Sale and Purchase Agreement, the buyer was entitled to claim
damages from the Company from sales of loans receivable within a specific period in
events the buyer did not have lawful title over loans receivable or loan agreements are
not legal as specified in the agreement. However, the Company believed that suchdamage was not significant, therefore, the Company had not recorded such claim in
the financial statements for the years ended February 28, 2023.
In addition, under the Asset Sale and Purchase Agreement, if the buyer wished to sellor transfer loan to a third party, the buyer shall get written approval from the Company.
In addition, a third party shall comply all terms and conditions of the agreement, byentering into the Accession Agreement in form determined by the Company.

262

43.5

On October 31, 2022, the Company sold written-off receivables under loan agreements
and credit card agreements by a bidding process to an unrelated local company (the“buyer”) with the purchase price of Baht 110.39 million. On the same date, theCompany entered into the “Asset Sale and Purchase Agreement” with the buyer. The
agreement set out the conditions and terms in respect of the sales, assignment andconveyance of the Company’s rights, title, claim, obligation, liability and interest in
the written-off receivables under loan agreements and credit card agreements. On
November 29, 2022, which is the closing date as specified in the agreement, theCompany received the initial payment of Baht 11.04 million. The buyer has agreed to
pay the remaining amount of purchase price amounting to Baht 99.36 million in 8
installments of Baht 12.42 million per each and last installment will be on November
29, 2024. The Company has already recognized gain on sale of written-off receivables
totaling Baht 110.40 million in the consolidated and separate statements of profit orloss for the years ended February 28, 2023, and recorded outstanding receivables of
Baht 86.93 million as other receivables in the consolidated and separate statements offinancial positions as at February 28, 2023.
Under the Asset Sale and Purchase Agreement, the buyer was entitled to claim
damages from the Company from sales of loans receivable within a specific period in
events the buyer did not have lawful title over loans receivable or loan agreements are
not legal as specified in the agreement. However, the Company believed that suchdamage was not significant, therefore, the Company had not recorded such claim in
the financial statements for the years ended February 28, 2023.
In addition, under the Asset Sale and Purchase Agreement, if the buyer wished to sellor transfer loan to a third party, the buyer shall get written approval fromthe Company. In addition, a third party shall comply all terms and conditions of
the agreement, by entering into the Accession Agreement in form determined by
the Company.

43.6

On October 31, 2022, the Company sold written-off receivables under loan agreements
and credit card agreements by a bidding process to an unrelated local company (the“buyer”) with the purchase price of Baht 57.23 million. On the same date, the Company
entered into the “Asset Sale and Purchase Agreement” with the buyer. The agreement
set out the conditions and terms in respect of the sales, assignment and conveyance of
the Company’s rights, title, claim, obligation, liability and interest in the written-off
receivables under loan agreements and credit card agreements. On November 29, 2022,
which is the closing date as specified in the agreement, the Company received thepayment in full from the buyer. The Company has already recognized gain on sale ofwritten-off receivables totaling Baht 57.23 million in the consolidated and separate
statements of profit or loss for the years ended February 28, 2023.

263

Under the Asset Sale and Purchase Agreement, the buyer was entitled to claim
damages from the Company from sales of loans receivable within a specific period in
events the buyer did not have lawful title over loans receivable or loan agreements are
not legal as specified in the agreement. However, the Company believed that suchdamage was not significant, therefore, the Company had not recorded such claim in
the financial statements for the years ended February 28, 2023.
In addition, under the Asset Sale and Purchase Agreement, if the buyer wished to sellor transfer loan to a third party, the buyer shall get written approval fromthe Company. In addition, a third party shall comply all terms and conditions of
the agreement, by entering into the Accession Agreement in form determined by
the Company.
43.7

On November 29, 2022, the Company sold written-off receivables under loan
agreements and credit card agreements by a bidding process to an unrelated local
company (the “buyer”) with the purchase price of Baht 108.98 million. On the samedate, the Company entered into the “Asset Sale and Purchase Agreement” with thebuyer. The agreement set out the conditions and terms in respect of the sales,
assignment and conveyance of the Company’s rights, title, claim, obligation, liability
and interest in the written-off receivables under loan agreements and credit card
agreements. On November 29, 2022, which is the closing date as specified in theagreement, the Company received the initial payment of Baht 10.90 million. The buyer
has agreed to pay the remaining amount of purchase price amounting to Baht 98.08
million in 8 installments of Baht 12.26 million per each and last installment will be on
November 29, 2024. The Company has already recognized gain on sale of written-off
receivables totaling Baht 108.98 million in the consolidated and separate statements ofprofit or loss for the years ended February 28, 2023, and recorded outstanding
receivables of Baht 85.83 million as other receivables in the consolidated and separate
statements of financial positions as at February 28, 2023.
Under the Asset Sale and Purchase Agreement, the buyer was entitled to claim
damages from the Company from sales of loans receivable within a specific period in
events the buyer did not have lawful title over loans receivable or loan agreements are
not legal as specified in the agreement. However, the Company believed that suchdamage was not significant, therefore, the Company had not recorded such claim in
the financial statements for the years ended February 28, 2023.
In addition, under the Asset Sale and Purchase Agreement, if the buyer wished to sellor transfer loan to a third party, the buyer shall get written approval fromthe Company. In addition, a third party shall comply all terms and conditions of
the agreement, by entering into the Accession Agreement in form determined by
the Company.

264

43.8

On November 29, 2022, the Company sold written-off receivables under loan
agreements and credit card agreements by a bidding process to an unrelated local
company (the “buyer”) with the purchase price of Baht 22.98 million. On the samedate, the Company entered into the “Asset Sale and Purchase Agreement” with thebuyer. The agreement set out the conditions and terms in respect of the sales,
assignment and conveyance of the Company’s rights, title, claim, obligation, liability
and interest in the written-off receivables under loan agreements and credit card
agreements. On November 29, 2022, which is the closing date as specified in theagreement, the Company received the initial payment of Baht 6.90 million. The buyer
has agreed to pay the remaining amount of purchase price amounting to Baht 16.08
million in 2 installments of Baht 8.04 million per each and last installment will be on
January 31, 2023. The Company has already recognized gain on sale of written-off
receivables totaling Baht 22.98 million in the consolidated and separate statements ofprofit or loss for the years ended February 28, 2023, and as at February 28, 2023, theCompany has received the full amount of payment under the agreement.
Under the Asset Sale and Purchase Agreement, the buyer was entitled to claim
damages from the Company from sales of loans receivable within a specific period in
events the buyer did not have lawful title over loans receivable or loan agreements are
not legal as specified in the agreement. However, the Company believed that suchdamage was not significant, therefore, the Company had not recorded such claim in
the financial statements for the years ended February 28, 2023.
In addition, under the Asset Sale and Purchase Agreement, if the buyer wishedto sell or transfer loan to a third party, the buyer shall get written approval fromthe Company. In addition, a third party shall comply all terms and conditions of
the agreement, by entering into the Accession Agreement in form determined by
the Company.

44.

APPROVAL OF FINANCIAL STATEMENTS

These financial statements were approved for issue by the Company’s Board of Directors on
April 11, 2023.

265

11
Attachments

266
Attachment 1:Details of Directors, Executives, Controlling Person, the person assigned to take the highest responsibility in Accounting and
Finance, the person assigned to take direct responsibility for accounting supervision, the Company’s secretary, and the representative forcontact and coordination in case of a foreign company.

Name – Surname
Position

Age(Years)Mr. Mitsugu Tamai1
Chairman of the Board(Authorized Director)
Appointed effective on 24
June 2021

60

Education Background

Bachelor Degree of Business
Administration, Yokohama
National University, Japan
Training/Seminar- AFS Group Director andManagement Training Programme2022- Corporate Governance Training- Corporate Governance andDuties and Responsibilities of
Directors Training- Group Governance Training- Sustainability Management
Training

Shareholding(%)(28/02/23)

FamilyRelationshipwith
Directors
andExecutives

None

None

Working Experience for the last 5 years

Time Period

Position

Organization/Company/Type of business

Aeon Group
1999
2006-2010
2011
2012
2012

2013
2019

2021 – Present

2021 - Present

Executive Director
Executive Officer
Group Control andAccounting Officer
General Manager
of Administration
Division
Executive Director
Managing Director
and General
Manager of Asean
Division
Director andManaging
Executive Officer
Chairman

Join to AEON Credit Service Co., Ltd.
AEON Credit Service Co., Ltd.
Related Company Management Department of
AEON Credit Service Co., Ltd.
AEON Co., Ltd.
AEON Mall Co.,Ltd

AEON Mall Co.,Ltd
AEON Mall Co.,Ltd

AEON Financial Service Co.,Ltd

AEON Thana Sinsap (Thailand) PLC / Retail
Finance

Other listed company
2021 - Present

Non-Executive
Director

AEON Credit Service(M)Berhad.

Other non-listed company
2022-Present

ChairmanACS Trading Vietnam Co., Ltd.

267

Name – Surname
Position

Age(Years)Mr. Tsutomu Omodera1
Vice Chairman of the Board
and Managing Director(Authorized Director)
Appointed effective on
24 June 2020

59

Education Background

Bachelor Degree of Faculty ofEngineering Kobe University
Japan
Training/Seminar-FY2022 ASEAN “Compliance Training for
Executives”-"Digitalization Seminar for Director &Management # 3/2022 : 5 year digitaltransformation road map by Mastercard"-AEON Code Of Conduct Training FY2022-Annual Training 2022 [Corporate
Compliance]-AFS Training : Risk Management Training
2022-AFS Training : Anti-Harassment Training
2022-Executive Coaching

Shareholding(%)(28/02/23)
None

FamilyRelationshipwith
Directors andExecutives
None

Working Experience for the last 5 years
Time Period

Position

Organization/Company/Type of business

Aeon Group
2006-20132013-2015
2015-2019

Executive Officer
Executive Officer
Director and Executive
Officer
Non-Executive
Director

AEON Bank, Ltd.,AEON Credit Service Co., Ltd.
AEON Credit Service Co., Ltd.

2018-2020
2020-Present

Managing Director
Managing Director

2020-Present

Non-Executive
Director (Chairman)
ChairmanACS Credit Management Co., Ltd (Japan)
AEON Thana Sinsap (Thailand) PLC / Retail
FinanceACS Servicing (Thailand) Co., Ltd.

2019

2020-Present

AEON Credit Service Co., Ltd.

AEON Specialized Bank (Cambodia) PLC

Other listed company
None
Other non-listed company
2021-Present
Non-Executive
Director

Rabbit Cash Company
Limited268

Name – Surname
Position

Age(Years)Ms. Suporn Wattanavekin1
Director(Authorized Director)
Appointed effective on
18 February 2000

59

Education Background

Master Degree in Business
Administration
National Institute ofDevelopment Administration

Shareholding(%)(28/02/23)

FamilyRelationshipwith
Directors andExecutives

0.0800*None

Working Experience for the last 5 years

Time Period

Position

Aeon Group
2000 – Present

Director

2007 - 2018

Vice Chairman

2019 - Present

Chairman of the
Board

Organization/Company/Type of business

AEON Thana Sinsap (Thailand) PLC / Retail
Finance
Aeon Thailand Foundation / Foundation

Training/Seminar- Director Diploma Examination / IOD- Director Certification Program (DCP) /IOD- Capital Market Academy Greater
Mekong Sub region- Ultra Wealth Program- AFS Group Director and Management
Training Programme 2021
- Advanced Master of Management
Program (AMM)- Digitalization Seminar for Directors andManagement- Legal Training for Directors andManagement- New Era of Contact Center" for Directors
and Management seminar- FY2021 ASEN "Compliance Training for
Executives" (Virture Learning)- FY2022 ASEAN “Compliance Training for
Executives”- AEON Code Of Conduct Training
FY2022.
- Annual Training 2022 [Corporate
Compliance]- AFS Training: Risk Management Training
2022.
- AFS Training: Anti-Harassment Training
2022.
- Handling Workplace Harassment forManagement level Training.

* This report excludes Employee Joint Investment Program (EJIP)

Aeon Thailand Foundation / Foundation

Other listed company
2020 - Present

Vice Chairmanof the Board
Other non-listed company
None

Global Consumer PLC/ Packaging Industry

269

Name – Surname
Position
Mr. Nuntawat Chotvijit
Director- Appointed effective on
12 June 2014

Age
(Years)53

Education Background

Master of Business
Administration
Griffith University
Australia

Shareholding(%)(28/02/23)
None

FamilyRelationshipwith
Directors andExecutives
None

Working Experience for the last 5 years
Time Period- AFS Group Director and Management
Training Programme 2021
- Digitalization Seminar for Director andManagement.
- Legal Training for Directors andManagments.
- New Era of Contact Center” for Director
and Management seminar.
- FY2021 ASEAN “Compliance Training for
Executives” (Virtual Learning).
- FY2022 ASEAN “Compliance Training for
Executives”- Digitalization Seminar for Director &Management # 3/2022 5 year digitaltransformation road map by Mastercard- Sustainability Training Course FY2022 By
AFS- PDPA Awareness Training FY2022- KPMG PDPA Training- AEON Code Of Conduct Training FY2022.
- Annual Training 2022 [Corporate
Compliance]- AFS Training: Risk Management Training
2022.
- AFS Training: Anti-Harassment Training
2022.
- Handling Workplace Harassment forManagement level Training.

Organization/Company/Type of business

Aeon Group2009 – 20102011 – 2014

Training/Seminar

Position

2014 –
Present
2015 – 20162016 –
Present
2018 Present
June 2021 –Present
2015 - Present

Senior Vice
President
Senior Vice
President
Director
Director
Chairman of theBoard Director
Chairman of the
Board
Director

AEON Thana Sinsap (Thailand) PLC / Retail
Finance
AEON Thana Sinsap (Thailand) PLC / Retail
Finance
AEON Thana Sinsap (Thailand) PLC / Retail
Finance
AEON Credit Service (M) Berhad / Retail Finance
AEON Leasing Service (Lao) Company Limited /Leasing
ACS Trading Vietnam Co., Ltd / Retail Finance
AEON Microfinance (Myanmar) Company Limited
ATS Rabbit Special Purpose Vehicle Company
Limited

Other listed company
None
Other non-listed company
2010 - 2011Marketing Director

Focus Media Communication Company Limited
/CCTV

270

Name – Surname
Position

Age(Years)Ms. Suriporn Thammawatid
Director- Appointed effective on
22 June 2018

54

Education Background

Master of Management
Srinakharinwirot University- AFS Group Director and Management
Training Programme 2020
- Digitalization Seminar for Directors andManagement- Legal Training for Directors andManagement- "New Era of Contact Center" for Directors
and Management seminar- FY2021 ASEN "Compliance Training for
Executives" (Virture Learning)- FY2022 ASEAN “Compliance Training for
Executives”- Digitalization Seminar for Director &Management # 3/2022 5 year digitaltransformation road map by Mastercard- Sustainability Training Course FY2022 By
AFS- PDPA Awareness Training FY2022- KPMG PDPA Training- AEON Code Of Conduct Training FY2022- Annual Training 2022 [Corporate
Compliance]- AFS Training : Risk Management Training
2022- AFS Training : Anti-Harassment Training
2022- Handling Workplace Harassment forManagement level Training- The 2nd Sustainability Training Course
FY2022 by AFS- Directors Certification Program (DCP)* This report excludes Employee Joint Investment Program (EJIP)

Shareholding(%)(28/02/23)

FamilyRelationshipwith
Directors andExecutives

None*

None

Working Experience for the last 5 years

Time Period

Position

Organization/Company/Type of business

Aeon Group
2007 –
Present

Director

ACS Servicing (Thailand) Co., Ltd. / Collection
Servicer2010 – 2018

Senior Executive
Vice President
Director

AEON Thana Sinsap (Thailand) PLC / Retail
Finance
AEON Thana Sinsap (Thailand) PLC / Retail
Finance2018 –
Present

Other listed company
None
Other non-listed company
None

271

Name – Surname
Position

Age(Years)Mr. Kazumasa Oshima
Director and Chief Financial
Officer (CFO)- Appointed to be CFO
effective on
1 December 2018
- Appointed to be Director
effective on 21 June 201942

Education Background

Master of Business
Administration (Finance)
National Institute ofDevelopment Administration
Bachelor Degree of Sociology
Hosei University, Japan

Training/Seminar- Business Analyst through Financial
Statements /Federation of Accounting
Professions- TLCA CFO Professional Development
Programe 2020 / TLCA.
- TFRS version 2019 & 2020: Practical
Implication / Deloitte Touche Tohmatsu
Jaiyos Co., Ltd.
- E-learning CFO's Refresh Course/ SET.
- AFS Group Director-Management Training
Programmee 2021
- CFO Refresher 2/2021, 3/2022 (ESG)- TLCA CFO Professional Development
Programe (TLCA CFO CPD) No. 5/2021"Fraud & Cyber Risk" / TLCA
- Digitalization Seminar for Directors andManagement 3/2022- Legal Training for Directors andManagement- "New Era of Contact Center" for Directors
and Management seminar- FY2021 and FY2022 ASEAN"Compliance Training for Executives" (Virtual
Learning)- Director Certificate Program (DCP) / IOD- Sustainability Training Course FY2022- PDPA Awareness Training FY2022- KPMG PDPA Training- AEON Code Of Conduct Training FY2022- Annual Training 2022 [Corporate
Compliance]- AFS Training : Risk Management Training
2022- AFS Training : Anti-Harassment Training
2022* This report excludes Employee Joint Investment Program (EJIP)

Shareholding(%)(28/02/23)
None*

FamilyRelationshipwith
Directors andExecutives
None

Working Experience for the last 5 years
Time Period
Aeon Group
2014 - Jun 20182016 – 20192014 – Present
2018 - Jun 2021
2018 – Nov
2021
2018 – Present
Jun 2019 Present
Jun 2020 Present
2015 - Present

Position

Organization/Company/Type of businessDirector
Senior Executive
Vice President
Director
Corporate
Auditor

Aeon Leasing Service (Lao) Company Limited
AEON Thana Sinsap (Thailand) PLC / Retail FinanceDirector

ACS Trading Vietnam Co., Ltd / Retail Finance

Chief Financial
Officer
Director

AEON Thana Sinsap (Thailand) PLC / Retail Finance

Non-Executive
Director
Director

Other listed company
None

Other non-listed company
None

ACS Capital Corporation Limited/ Leasing
Aeon Leasing Service (Lao) Company Limited

AEON Thana Sinsap (Thailand) PLC / Retail Finance
AEON Microfinance (Myanmar) Co., Ltd
ATS Rabbit Special Purpose Vehicle Company Limited(48.75% of ownership)

272

Name – Surname

Mr. Junichi Iwakami
Director
Information Technology andService Department- Appointed effective on
24 June 2021

Age
(Years)63

Education Background

Bachelor of Economics,
Department of Political Scienceand Economics,
Waseda University
Japan

Training/Seminar- AFS Group Director-Management Training
Programme 2021
- Digitalization Seminar for Directors andManagement- Legal Training for Directors and Management- "New Era of Contact Center" for Directors andManagement seminar- FY2021 ASEN "Compliance Training for
Executives" (Virture Learning)- FY2022 ASEAN “Compliance Training for
Executives”- Digitalization Seminar for Director &Management # 3/2022 5 year digitaltransformation road map by Mastercard- Sustainability Training Course FY2022 By
AFS- PDPA Awareness Training FY2022- AEON Code Of Conduct Training FY2022- Annual Training 2022 [Corporate Compliance]- AFS Training : Risk Management Training
2022- AFS Training : Anti-Harassment Training 2022
- The 2nd Sustainability Training Course
FY2022 by AFS

Shareholding(%)(28/02/23)

FamilyRelationshipwith
Directors andExecutives

None

None

Working Experience for the last 5 years

Time Period

Position

Organization/Company/Type of business2016 – Present

Non-Executive
Director

AEON Credit Service Systems (Philippines) Inc.

2016 - 2021

SeniorExecutive Vice
President

AEON Thana Sinsap (Thailand) PLC / Retail
Finance

June 2021 Present

Director

AEON Thana Sinsap (Thailand) PLC / Retail
Finance

Aeon Group

Other listed company
None
Other non-listed company
None

273

Name – Surname

Mr. Chatchaval Jiaravanon
Director- Appointed effective on
18 February 2000

Age
(Years)60

Education Background

Bachelor of Science in Business
Administration
University of Southern California
USA
Training/Seminar- Director Accreditation Program(DAP) 2008 / IOD- Corporate Governance for CapitalMarket Intermediaries (CGI) 2016/
IOD

Shareholding(%)(28/02/23)
5.8800

FamilyRelationshipwith
Directors andExecutives
None

Working Experience for the last 5 years
Time Period

Position

Organization/Company/Type ofbusiness

Aeon Group
2000 – Present

Director

2007 – 20182019 - Present

Director
Vice Chairman of the Board of
Directors and Treasurer

AEON Thana Sinsap (Thailand)
PLC / Retail Finance
Aeon Thailand Foundation /Foundation

Other listed company
1993 – 2023
2004 - Present
2003 – Present
2020 - Present
2002 – Present2013 - Present
2014 – Present2017 - Present2013 – Present2013 – Present
2016 - Present
2021 – Present

Director and Managing
Director
Director
Member of Audit Committee
Member of Compensation and
Nomination Committee
Director
Chairman
Director/Member of Executive
Committee
Chairman of Risk
Management Committee
Director
Independent Director
Member of the Nomination
and Compensation Committee
Director/Chairman of theBoard of Directors

True Corporation PLC /Telecommunication
Frasers Property (Thailand) PublicCompany Limited / Property &Construction
Finansia Syrus Securities PLC /Securities Business
WP Energy PLC / Resources

SVI PLC / Technology

Beryl 8 Plus PLC / Technology

Other non-listed company
2007 – Present

Director/Chairman of theBoard of Directors

Charoen Energy and Water Asia
Co., Ltd. / Renewable energy

1992 – Present
2006 - Present

Director
ChairmanThai Kodama Co.,Ltd. / Energy
management

274

Name – Surname

Dr. Sucharit Koontanakulvong
Independent Director andChairman of Audit Committee- Appointed to be Independent
Director and Audit Committee
effective on 17 June 2010
- Appointed to be Independent
Director and Chairman of Audit
Committee effective on 24 June
2021

Age
(Years)67

Education Background- Doctor in Agricultural Engineering(Civil)- Master in Agricultural Engineering(Civil)- Bachelor Degree in Chemical
Engineering
KYOTO University, Japan
Training/Seminar- Director Certification Program (DCP) / IOD- Independent Director Forum 2017 Updated
COSO Enterprise- Risk Management: Integrating with Strategy
and Performance /Thai Institute of Directors Association- Deloitte’s Intelligent Automation: Reimaging
the organization in the age of with May 27, 2021
- Deloitte Thailand’s Macroeconomic Outlook
2021: “Where does Thailand stand in the postCovid Divergent World?” on Jul 29, 2021in
Bangkok- Deloitte’s AI Ethics and Governance on August19, 2021- Thysse de Lange Limited’s seminar on
Transfer Pricing Methods in Malaysia- Thailand Sustainable Development :Setting theScene/SDG move, Ministry of Health

Shareholding(%)(28/02/23)
None

FamilyRelationshipwith Directors
andExecutives
None

Working Experience for the last 5 years
Time Period

Position

Organization/Company/Type ofbusiness

Aeon Group2010 – May
2017

Independent Director

AEON Thana Sinsap (Thailand) PLC /Retail FinanceMay 2017 –June 2021

Independent Directorand Audit Committee
Member

AEON Thana Sinsap (Thailand) PLC /Retail Finance

June 2021 –Present

Independent Director
and Chairman of Audit
Committee Member

AEON Thana Sinsap (Thailand) PLC /Retail FinanceDirector

Aeon Thailand Foundation / Foundation

2022 Present

Other listed company
2009 Present

Independent Director &Audit Committee
memberSiam Steel Service Center PLC / SteelOther non-listed company
1996 –
Present
2022 Present

Associate Professor,
Faculty of Engineering
Professor

Chulalongkorn University / University
Chulalongkorn University / University

275

Name – Surname

Dr. Mongkon Laoworapong
Independent Director and
Audit Committee member- Appointed effective on
22 June 2018

Age
(Years)53

Education BackgroundPh.D. of Business Administration(Accounting)Thammasat University

Training/Seminar- Director Accreditation Program (DAP) / IOD- Director Certification Program (DCP) / IOD- Audit Committee Program (ACP) / IOD- Monitoring the Internal Audit Function (MIA)/ IOD- Successful Formulation & Execution of Strategy(SFE)/ IOD- How to Measure the Success of Corporate Strategy(HMS)/ IOD- Chartered Director Class (CDC)/ IOD- Boardroom Success through Financing andInvestment (BFI) / IOD- Thai Standard on Auditing- Thai Financial Reporting Standard- Internal Control and Internal Audit- Ethical Leadership Program / IOD- Governance, Stewardship & Sustainability Course /International Corporate Governance Network (ICGN)- Risk assessment to prevent catastrophic accidents
in the chemical industry and management of flood
prevention of industrial plant / The Thai Institute ofChemical Engineering and Applied Chemistry

Shareholding(%)(28/02/23)

FamilyRelationshipwith Directors
andExecutives

None

None

Working Experience for the last 5 years

Time Period

Position

Organization/Company/Type ofbusiness

Aeon GroupJun 2018 Jun 2019
Jun 2019 Present

Independent Director
Independent Directorand Audit Committee
member

AEON Thana Sinsap (Thailand) PLC /Retail Finance
AEON Thana Sinsap (Thailand) PLC /Retail Finance

Other listed company
2011 Present

2015 Present
2016 Present

Independent Directorand Audit Committee
Member and Risk
management
committee
Independent Directorand Audit Committee
MemberIndependent Director,
Chairman of Audit
Committee and Risk
Management
Committee Member

CPL Group Public Company Limited

Sahakol Equipment Public Company
LimitedApplied DB Public Company Limited

Other non-listed company
2015 –
Present

2021 Present
2022 Present

2022 –
Present
2022 –
Present
2022 –
Present
2022 Present

Independent Director,
Audit Committee andRisk Management
Committee Member
Managing Director
Director and Chairmanof Audit Committee &Risk Management
Committee
Director
Director

Charoensin Asset Co., Ltd

Quality Assurance Service Co.,Ltd.
Public Warehouse Organization

Computer Union Co., Ltd.

Director

Union Textile Industries Public Company
LimitedComputer Union Systems Co., Ltd.

Independent Director

PAP Exim Co., Ltd.

276

Name – Surname

Mr. Ittinant Suwanjutha
Independent Director and
Audit Committee- Appointed effective on
24 June 2021

Age
(Years)47

Education Background-Master of Laws, University ofMinesota-Twincities, U.S.A-Master of Comparative Law, Indiana
University-Bloomington, U.S.A-Bachelor of Laws, Thammasat
University, Thailand

Shareholding(%)(28/02/23)
None

FamilyRelationshipwith Directors
andExecutives
None

70

Master Degree of Department of
Physics
Faculty of Science, Kyushu University,
Japan

Time Period
Aeon Group
June 2021 Present

PositionIndependent
Director and Audit
Committee

Organization/Company/Type ofbusiness
AEON Thana Sinsap (Thailand) PLC /Retail Finance

Other listed company

Training/Seminar- Director Accreditation Program Class
193/2022- Top Seminar Aeon
- Value of Audit

Mr. Ryuichi Hasuo
Independent Director- Appointed effective on
24 June 2020

Working Experience for the last 5 years

Jan 2022 –Present

None

None

Independent
Director and Audit
Committee
2022 - Present
Director
Audit Committee
Nomination andRemuneration
Committee
Risk Management
Committee
Other non-listed company
2013-2022
Partner

Global Consumer Public Company Limited/ Food & Beverage2023-Present

Managing Partner

IAS Advisory Co., Ltd.

Independent
Director

AEON Thana Sinsap (Thailand) PLC /Retail Finance

Major Development Pcl

Blumenthal Richter & Sumet Ltd.

Aeon Group
2020 - Present

Other listed company
Training/Seminar- Corporate Governance Training

2012-20142015-2017

Executive Officer
Adviser

Mitsubishi Motors Corporation (Japan)
Mitsubishi Motors Corporation (Japan)

Other non-listed company
2002-2007
2007-20102016-2019

Senior VicePresident
Chief Executive
Officer
Head ofInternational
Relations Officer

Tripetch Isuzu Sales Co.,Ltd. (Thailand)
MC Automobile (Europe) N.V.
National Astronomical Observatory ofJapan, National/ Institutes of Natural
Sciences

277

Name – Surname

Ms. Supannee Asawasuwan
Senior Executive Vice
President(Company Secretary)- Appointed effective on
21 September 2009Age
(Years)55

Education Background- Master of Business Administration
Eastern Michigan University- Bachelor Degree of Accounting
Assumption University- Certified Public Accountant (CPA)

Shareholding(%)(28/02/23)
0.0025*

FamilyRelationshipwith Directors
andExecutives
None

Working Experience for the last 5 years
Time Period

Position

Organization/Company/Type ofbusiness

Aeon Group
2005 – 2009

Vice President

2009 – Present

Senior Executive
Vice President
Director

2020 – April 2022
Training/Seminar

AEON Thana Sinsap (Thailand) PLC /Retail Finance
AEON Thana Sinsap (Thailand) PLC /Retail Finance
ACS Trading Vietnam Co., Ltd / Retail
Finance

Other listed company- Advances for Corporate Secretary
Program

None
Other non-listed company
1997 - 2001

Mr. Witchasorn
Suwannakindra
Senior Executive Vice
President- Business Control
Management Department- Appointed effective on
1 March 201360

Master's Degree of Public
Administration
University of New Haven
USA

0.00008*

None

Senior Analyst

Aeon Group2009 – 2011
2011 – 20132013 – Present
2020 – Present

Assistant Vice
President
Vice President
Senior Executive Vice
President
Director

Other listed company
None
Other non-listed company
None* This report excludes Employee Joint Investment Program (EJIP)The Stock Exchange of Thailand

AEON Thana Sinsap (Thailand) PLC /Retail Finance
AEON Thana Sinsap (Thailand) PLC /Retail Finance
AEON Thana Sinsap (Thailand) PLC /Retail Finance
ACS Servicing (Thailand) PLC / Collection
Servicer278Name – Surname

Mr. Manavudhi Mingvanich
Senior Executive Vice
President- System Development
Department- Appointed effective on
21 August 2013

Age
(Years)55

Education Background

Bachelor Degree of Computer
ScienceRamkhamhaeng University

Shareholding(%)(28/02/23)
None*

FamilyRelationshipwith Directors
andExecutives
None

Working Experience for the last 5 years
Time Period

Position

Organization/Company/Type ofbusiness

Aeon Group
2004 – 20102010 – 2013

Assistant Vice
President
Vice President

2013 Present

Senior Executive Vice
President

AEON Thana Sinsap (Thailand) PLC /Retail Finance
AEON Thana Sinsap (Thailand) PLC /Retail Finance
AEON Thana Sinsap (Thailand) PLC /Retail Finance

Other listed company
None
Other non-listed company
None
Mr. Somsak Hempiam
Senior Executive Vice
President- Auto Finance Department- Appointed effective on
1 October 2015

58

Bachelor's degree in ComputerTokyo Computer, Japan

None

None

Aeon Group2015 Present

Senior Executive Vice
President

AEON Thana Sinsap (Thailand) PLC /Retail Finance

Other listed company
None
Other non-listed company
2010 - 2015

* This report excludes Employee Joint Investment Program (EJIP)

Senior Vice President

Corporate Planning & Support/Summit
Capital Leasing Co., Ltd./Leasing

279

Name – Surname

Mr. Tawatchai Peechapat
Senior Executive Vice President- I.T. Department- Appointed effective on
1 April 2018

Age
(Years)53

Education Background

Bachelor of Science(Applied Statistics)
King Mongkut’s Institute ofTechnology
Chaokhunthaharn Ladkrabang
CampusShareholding(%)(28/02/23)

FamilyRelationshipwith
Directors andExecutives

None*

None

Working Experience for the last 5 years

Time Period

Position

Organization/Company/Type ofbusiness

Aeon Group
2004 – 2006

Vice President

2006 – 2015

Senior Executive Vice
President
Senior Executive Vice
President

2018 - Present

AEON Thana Sinsap (Thailand) PLC /Retail Finance
AEON Thana Sinsap (Thailand) PLC /Retail Finance
AEON Thana Sinsap (Thailand) PLC /Retail Finance

Other listed company
2015 - 2017

Senior Vice President

Bank of Ayudhya / Bank

Other non-listed company
2017 - 2018
Mrs. Chittiporn Inoue
Senior Executive Vice President
Customer Service Department- Appointed effective on
27 August 2020

48

Master of Business Adminisyrative
Management (MBA)Srinakharinwirot University

None*

None

Partner

J Ventures Co., Ltd. / Softwaredevelopment and investment

2016 – 2017

Vice President

2017 – 2018

Vice President

2018 – 2020

Executive Vice
President
Senior Executive Vice
President

System Development Department /AEONTS / Retail Finance
System Planning Section, IT Department /AEONTS / Retail Finance
System Planning Department / AEONTS /Retail Finance
Customer Service Department / AEONTS /Retail Finance

Aeon Group

2020 – Present

Other listed company
None
Other non-listed company
None* This report excludes Employee Joint Investment Program (EJIP)

280

Name – Surname

Ms. Nadanong Chompong
Senior Executive Vice President- Legal Office- Appointed effective on
1 September 2021

Age
(Years)43

Education Background

LL.M. (Master of Laws)
University of Manchester,
UK

Shareholding(%)(28/02/23)
0.00004*

FamilyRelationshipwith
Directors andExecutives
None

Working Experience for the last 5 years
Time Period
Aeon Group
March 2013 - February
2016
March 2016 - August 2021
September 2021 - Present

Position

Vice President
Executive Vice
President
Senior Executive
Vice President

Organization/Company/Type ofbusiness
AEON Thana Sinsap (Thailand) PublicCompany Limited.
AEON Thana Sinsap (Thailand) PublicCompany Limited.
AEON Thana Sinsap (Thailand) PublicCompany Limited.

Other listed company
None
Other non-listed company
None
Mr. Alongkorn Sattabusaya
Senior Executive Vice President- Corporate Governance andControl- Appointed effective on
1 February 2022

53

Master Degree of Finance,
The university of Sydney,
Australia

None*

None

Aeon GroupJan 2015 - present

Director

ACS Servicing (Thailand) Co., Ltd. /Collection and legal services business.

Assistant Vice
President
Vice President

AEON Thana Sinsap (Thailand) PLC /Retail Finance
AEON Thana Sinsap (Thailand) PLC /Retail Finance
AEON Thana Sinsap (Thailand) PLC /Retail Finance
AEON Thana Sinsap (Thailand) PLC /Retail Finance

Other listed company
None
Other non-listed company
None

Mr. Amorn Jirachaiprasiti
Senior Executive Vice President- Collection Department- Appointed effective on
1 September 2022

49

Master Degree of
Economics, Kasetsart
University,
Thailand

None*

None

Aeon Group
2014-20162016-20182018-2022
2022-Present

Executive Vice
President
Senior Executive
Vice President

Other listed company
None
Other non-listed company
None
Note:
1The authorized signatory of the Company is Mr. Mitsugu Tamai or Mr. Tsutomu Omodera with affixing the Company’s seal. There is no family relationship between each director and the management.
* This report excludes Employee Joint Investment Program (EJIP)

281
Head of Accounting

Name-Surname
Position

Age(Years)Mr. Sitthipong Kanaraksunti
Head of Accounting(Chief Accountant)- Appointed effective on
1 October 201851

Education Background

Master Degree in Accounting,Thammasat University
Training/Seminar- Digitalization and challenge toaccountant 4.0- Understanding TFRS for security analytic- Get ready for Robotic Process
Automation(RPA) for digital accountant- Financial statement analysis- Tax accounting for accurate closing ofaccounts- Knowledgeable of Corruption- Accounting review techniques to prepare
financial statements efficiently- Insights into NPAEs in terms of income
and assets Ready to receive rules and tax
benefits- Ethics training project for professional
accountants Only Certified Public
Accountant Class 4* This report excludes Employee Joint Investment Program (EJIP)

Shareholding(%)(28/02/23)
None*

FamilyRelationshipwith
Directors
andExecutives
None

Working Experience for the last 5 years

Time-Period

Position

Organization/Company/Type of business

Aeon Group
June 2016 - Sep
2018

Vice President

AEON Thana Sinsap (Thailand) PLC /Retail FinanceOct 2018 - Feb 2023

Executive Vice
President(Chief Accountant)Senior Executive
Vice President(Chief Accountant)

AEON Thana Sinsap (Thailand) PLC /Retail FinanceMar 2023 - Present

AEON Thana Sinsap (Thailand) PLC /Retail Finance

Other listed company
None
Other non-listed company
2013 – May 2016

Manager

Isuzu Motors International Operation(Thailand) Co.,Ltd.

282
Company Secretary
Name-Surname
Position

Age(Years)Ms. Supannee Asawasuwan
Senior Executive Vice
President(Company Secretary)- Appointed effective on
21 September 200955

Education Background- Master of Business
Administration
Eastern Michigan University- Bachelor Degree of
Accounting
Assumption University- Certified Public Accountant(CPA)

Shareholding(%)(28/02/23)
0.0025*

FamilyRelationshipwith
Directors
andExecutives
None

Working Experience for the last 5 years

Time-Period

Position

Organization/Company/Type of business

Aeon Group
2005 – 2009

Vice President

2009 – Present

Senior Executive Vice
President
Director

2020 April2022

AEON Thana Sinsap (Thailand) PLC /Retail Finance
AEON Thana Sinsap (Thailand) PLC /Retail Finance
ACS Trading Vietnam Co., Ltd / Retail
Finance

Other listed company
Training/Seminar- Advances for Corporate
Secretary Program

None
Other non-listed company
1997 - 2001

* This report excludes Employee Joint Investment Program (EJIP)

Senior Analyst

The Stock Exchange of Thailand

283

AEON Financial Service Co., Ltd. / JapanMr. Sakarabhop
Dhivarakara

Ms. Nadanong
Chompong

Ms. Supannee
Asawasuwan

Mr. Alongkorn
Sattabusaya

Mr.Witchasorn
Suwannakindra

Mr. Ryuichi Hasuo

Mr. Ittinant
Suwanjutha

Dr. Mongkon
Laoworapong

Dr. Sucharit
Koontanakulvong

Mr. Chatchaval
Jiaravanon

Mr. Junichi Iwakami

Mr.Kazumasa Oshima

Ms.Suriporn
Thammawatid

Mr.Nuntawat Chotvijit

Ms.Suporn
Wattanavekin

Mr.Tsutomu Omodera

Mr. Mitsugu Tamai

The position information of Directors, Managements and Managerial Authorities of the company, subsidiaries and affiliated companies as of February 28, 2023//

ACS Capital Corporation Limited / Thailand

X//

AEON Holdings (Thailand) Co., Ltd. / Thailand
Domestic Subsidiaries
ATS Rabbit Special Purpose Vehicle Company
Limited//ACSI (Thailand) Co., Ltd.*ACS Servicing (Thailand) Co., Ltd.

X/

/

/

AEON Asset Management (Thailand) Co., Ltd.

/International Subsidiaries
AEON Specialized Bank (Cambodia) PLC

X/

AEON Microfinance (Myanmar) Company Limited

X/

AEON Leasing Service (Lao) Company Limited

X//

Other Related Companies
AEON (Thailand) Co., Ltd.
PT. AEON Credit Service Indonesia
Rabbit Cash Compcny Limited/

AEON Credit Service (M) Berhad//

ACS Trading Vietnam Co., Ltd.

X

Note: * The company registered the dissolution with the Department of Business Development Ministry of Commerce on June 30, 2022.

/
X
//

=
=
=

Director
Chairman of the Board
Executive Director

//
/

/

284
Attachment 2
Details of the directors of subsidiaries as of February 28, 2023.

X/

X/

X/

AEON Asset Management (Thailand) Co., Ltd.

ACS Servicing (Thailand) Co., Ltd.

ACSI (Thailand) Co., Ltd.*AEON Leasing Service (Lao) Co., Ltd.

Mr. Tsutomu Omodera
Mr. Nuntawat Chotvijit
Ms. Suriporn Thammawatid
Mr. Kazumasa Oshima
Mr. Junji Noda
Mr. Shuji Taniguchi
Mr. Masato Anada
Mr. Om Seng bora
Mrs. Khieu Mealy
Mr. Sakarabhop Dhivarakara
Mr. Alongkorn Sattabusaya
Ms. Pawinee Polpiya
Mr. Witchasorn Suwannakindra
Pol. Maj. Gen. Piboon Noyhoon
Mr. Tetsuro Takano
Mr. Yuta Nakagawa
Ms. Naomi Mikuni
Mr. Kunio Kawamura
Mr. Yoshiaki Takahashi
Ms. Supannee Asawasuwan
Ms. Nadanong Chompong

AEON Microfinance (Myanmar) Co., Ltd.

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21

Directors

AEON Specialized Bank (Cambodia) Plc.

No.

ATS Rabbit Special Purpose Vehicle Company
Limited

Subsidiaries

X/

/
/
/

/
//
//
/
/
/
//
//
//
/
/
/
//
/
/

Note: * The company registered the dissolution with the Department of Business Development Ministry of Commerce on June 30, 2022.
/=
Director
X=
Chairman of the Board//=
Executive Director

/
//
/
/

285
Attachment 3
Details of the Heads of the Internal Audit and Compliance Unit
Details of the Heads of the Internal Audit
Name-Surname
Position

Age(Years)

Education
BackgroundKajohnporn KittisobhoneVice President-Internal Audit Department

49

Master of Business
in Finance

Percentage ofshareholding in
the company(28-2-23)
None*

FamilyRelationship with
Directors andExecutives
None

Working Experience for the last 5 years
Time Period

Position

Organization/Company/Type ofbusiness

AEON Group
2016 – Present

Vice President – Internal
Audit Department

AEON Thana Sinsap (Thailand) PCL/
Retail Finance Service

Other listed company
2014 - 20162013 - 20142009 - 2013

Senior Manager – Internal
Audit Department
Manager – Portfolio
Management Department
Manager – Internal Audit
Department

Siam Makro Plc.
Berli Jucker Plc.
Berli Jucker Plc.

Other non-listed company
None* This report excludes Employee Joint Investment Program (EJIP)

Details of the Head of the Compliance Unit
Name-Surname
Position

Age(Years)Mr. Alongkorn Sattabusaya
Senior Executive Vice
President-Corporate Governace andControl

52

Education
Background
Master Degree of
Finance,
The university ofSydney, Australia

Percentage ofshareholding in
the company(28-2-23)
None*

FamilyRelationship with
Directors andExecutives
None

Working Experience for the last 5 years
Time Period

Position

AEON GroupJan 2015 - present

Director

Other listed company
None
Other non-listed company
None* This report excludes Employee Joint Investment Program (EJIP)

Organization/Company/Type ofbusiness
ACS Servicing (Thailand) Co., Ltd. /Collection and legal services business.

286
Attachment 4
Assets for business undertaking and details of asset appraisal-None-

287
Attachment 5
Unabridged policy and guidelines on corporate governance and unabridged code of businessconduct prepared by the Company in the following matters:(1) Selection and determination of remunerations for directors and executives, independence of
the Board of Directors from the Management, director development and evaluation of duty
performance of directors including supervision of subsidiaries and associated companies
The details shown on report on key operating results on corporate governance topic(see page 137)
(2) Protection of shareholders, fair and equitable treatment of shareholders, promotion of
exercising of the shareholders’ rights, prevention of the use of inside information, prevention of
conflicts of interest, responsibility towards stakeholders, compensation in case of right violation,
anti-corruption actions, and measures imposed on violators of the policy and guidelines;
The details shown on corporate governance policy topic (see page 101)(3) Code of busines conduct (if any)
The details shown on Business Ethics topic (see page 110)

288
Attachment 6
The Audit Committee Report
To Shareholders of AEON Thana Sinsap (Thailand) Public Company Limited
The Audit Committee consists of three independent directors who possess all the required qualifications according
to the Securities and Exchange Commission’s regulations of Thailand. The Audit Committee had completely performed theduties and responsibilities, as assigned by the Board of Directors, including the review of the financial statements, internal
control system, internal auditing, risk management and compliance with applicable laws and regulations which are defined in
the Audit Committee’s Charter and complied with the Securities and Exchange Commission’s regulations and the Notificationof the Stock Exchange of Thailand.
For the fiscal year ended February 28, 2023, ten Audit Committee meetings were held. All three Audit Committee
members attended in ten meetings. In the meetings, the management, executives, external auditors and internal auditors had
attended when appropriate.
The meetings had considered and discussed financial statements presentation as well as reliability, correctness,completeness and disclosure of the Company’s quarterly financial statements, the annual financial statements and theconsolidated financial statements as well as any changes to and new accounting standards. The Audit Committee agreed withthe external auditors that the Company’s financial statements and its consolidated financial statements and subsidiaries werecorrectly and completely presented and disclosed in accordance with Thai Financial Reporting Standards.
In addition, the meetings had considered and recommended the transactions with related parties which may resultin a conflict of interest and their disclosure to comply with the regulations of the Stock Exchange of Thailand (SET) and the
Office of the Securities and Exchange Commission (SEC). The Audit Committee had also reviewed the Company’s operation
with regard to compliance with relevant laws and regulations relating to the Company’s business. The Audit Committee had
also considered and approved the annual plan of the Internal Audit Department as well as reviewed the operation informationand the internal control system, to evaluate the sufficiency, appropriateness and effectiveness of the internal control system toachieve business goal, by reviewing the internal control system together with the internal auditors.
The Audit Committee had considered the appointment of external auditors and their remuneration based on theirprofessional competency, past performance with knowledge, audit fee and their independent status. For the fiscal year ended
February 28, 2024, the Audit Committee selected and proposed Mrs. Nisakorn Songmanee, Certified Public Accountant
Registration No. 5035, Mr. Chavala Tienpasertkij, Certified Public Accountant Registration No.4301, and Mr. Yongyuth
Lertsurapibul, Certified Public Accountant Registration No.6770 as the Company’s external auditors to the Board of Directors
for further approval from the Annual General Meeting of Shareholders.
Audit Committee was of the opinion that for fiscal year ended February 28, 2023, the Company accurately andadequately disclosed financial and operation information, had appropriate and effectiveness internal control and internal audit,
complied with laws and regulations, disclosed the transactions with related parties correctly, and performed duties incompliance with the Good Corporate Governance principles, with adequacy, transparency and reliability.

(Dr. Sucharit Koontanakulvong)
Chairman of the Audit Committee

289
Attachment 7
Report of the Board of Director’s Responsibilities for the Financial Statements
The Board of Director is responsible for the Company’s financial statements and the consolidated
financial statements that are disclosed in the Annual Report. The financial statements for the year ended
February 28, 2023 have been prepared in accordance with Thai Financial Reporting Standards withappropriate accounting policies applied on a conservative and consistent basis. Judgment andestimates were made with reasonable considerations, and adequate disclosures have been made in
the notes to the financial statements. Moreover, these financial statements have been audited by
Deloitte Touche Tohmatsu Jaiyos Co., Ltd, which is independent certified auditor who had given theirunqualified opinions.
The Board of Director has also adopted appropriate and effective systems of risk management. In thisregard, the Board of Directors has appointed an Audit Committee, which comprises three independent
directors who are responsible for reviewing the quality of financial reporting, the internal control systems
as well as complete and appropriate disclosure of connected transactions. The opinion of the Audit
Committee with regard to these matters appears in the Report of the Audit Committee which ispresented in this 56-1 One Report.
The Board of Director has opinion that the overall internal control system of the Company is adequate
and appropriate and can reasonably assure the reliability of the Company’s financial statements andthe consolidated financial statements for the year ended February 28, 2023.

Mr. Tsutomu Omodera
Vice Chairman of the Board and Managing Director

290

Attachment 8
Internal Control Assessment Questionnaire

AEON Thana Sinsap (Thailand) Public Company Limited
28 February 2023

291Internal Control Assessment Questionnaire
Conceptual and Objectives
Proper Internal Control system is vital to listed companies as it shall prevent, manage and mitigate risk and loss
that could impact the companies and their stakeholders. Therefore, Board of Directors is accountable to oversee that thecompany have implemented proper internal control system that is sufficient to govern and direct the company to achieve
its missions and goals while complying with laws and regulations. Besides, the internal control system should also preventthe company from fraud and physical damage and ensure correct accounting and financial reporting.
The Securities Exchange Commission (SEC), coordinated with the Price Waterhouse Cooper (Thailand), had developed
this Internal Control Assessment Questionnaire as a tool for listed companies for their self-assessment.
The questionnaire adopted the internal control concept of the Committee of Sponsoring Organizations of the Treadway
Commission (COSO) which was revised on May 2013 and was adjusted to be applicable to Thai listed company. The
questionnaire is constructed in 5 key areas including Control Environment, Risk Assessment, Control Activities,
Information & Communication, and Monitoring Activities. Besides, aforementioned key areas were extended to 17
principals in order to clearly explain and better understand on each key area.
Use of Questionnaire
The companies should apply this questionnaire as guidance for internal control assessment at least annually andmay reassess in case of unexpected event which may impact its operations significantly. The assessment should be
reviewed by the Audit Committee and the Board in order to lead to discussion about proper improvement of internal control
system.
The assessment should be based on execution of the control. If the assessment reflects insufficient control in some areas,
the company should provide with rationale and improvement method.

292

Control Environment
1.

The organization demonstrates a commitment to integrity and ethical value.
Question
1.1 Board of Directors and senior management articulate and demonstrate the importance ofintegrity and ethical values across the organization. The various forms and mechanisms may
include:1.1.1 Day-to-day actions and decision making at all levels of the organization that areconsistent with the expected standards of conduct.
1.1.2 Interactions with suppliers, customers, and other external parties.
1.2 Practice of integrity and ethics is in place which may include:
1.2.1 Appropriate code of conduct for all employees
1.2.2 Prohibition of conflict of interest and corruption
1.2.3 Penalty when employee action deviates from the standard code of conduct
1.2.4 Communicate the standard code of conducts and penalty when its violated to all levelof employees and external parties for adherence.
1.3 A process of ongoing and separate evaluation of Code of Conduct is in place including;
1.3.1 Ongoing and separated evaluation by Internal Audit Unit or Compliance Unit
1.3.2 Employees self-evaluation
1.3.3 Separate evaluation by independent and external experts
1.4 Deviations of the expected standard code of conduct are identified and remedied in a timely andconsistent manner.
1.4.1 Having a process to investigate deviations of the expected standard code of conduct.
1.4.2 Having a process to penalize and conduct an appropriate action taken in timely basis.
1.4.3 The corrective action should be taken in consistent and timely basis.

Yes

No

293

2.

The Board of Directors is independent from the management and is accountable for an oversight of thedevelopment and performance of internal control.
Question
Yes
No
2.1 The board of directors demonstrate independence from management by their roles andresponsibilities. The board must therefore retain objectivity in relation to management.
2.2 The board of directors oversee the business objectives to ensure that they are clearly definedand measurable to be a guidance for management and other employees.
2.3 The board of directors oversee the clear line of roles and responsibilities of the board
committees and senior management and compliance with law and regulations. This includes theroles and responsibilities of audit committee, external auditors, internal auditors and the personwith responsibility for financial reporting.
2.4 The director is competent and has expertise in business or ability to request for the experts whenneeded.
2.5 The board of directors consists of sufficient number of independent directors who areknowledgeable and independent.
2.6 The board of directors oversee the development and execution of internal control system
including control environment, risk assessment, control activities, information and communication,and monitoring activities

3.

With the board oversight, Management establishes structures, reporting lines, and appropriate authorities
and responsibilities in the pursuit of objectives.
Question
Yes
No
3.1 Management establish organization structure which support the organization s goal, which
taking into account business, regulation, and effective internal control system e.g. Segregation ofduties, the direct reporting line of internal audit to the Audit Committee, clear reporting line etc.
3.2 Senior management define reporting line which considered appropriate accountabilities,
responsibilities and communication channel.
3.3 Clear and appropriate authority delegation of authority among the board of directors, senior
management, management and staff is in place.

294

4.

The organization demonstrates a commitment to attract, develop, and retain competent individuals.
Question
Yes
4.1 Policies and practice to attract, develop, and retain competent individuals is in place and isreviewed regularly.

No

4.2 The organization has processes of performance evaluation, incentive, reward and penalty. The
processes are communicated to all level of management and employees.
4.3 The organization has a procedure to handle insufficiency of competent staff properly
4.4 The organization has a human resource management process of recruiting, development,
mentoring, coaching, retaining for all level of management and employees
4.5 The organization has the appropriate succession plan5.

The organization assigns roles and responsibility of internal control in the pursuit of objectives.
QuestionYes
5.1 The board of directors and management establish the mechanisms to communicate and enforce
accountability for performance of internal control responsibilities across organization andimplement corrective action as necessary.
5.2 The board of directors and management establish proper performance evaluation, incentives,
and rewarding system taking into account code of conduct, short-term and long-term businessobjectives.
5.3 The board of directors and management align incentives and rewards with the fulfillment ofinternal control responsibilities in the achievement of objectives.
5.4 The board of directors and management evaluate and adjust pressures associated with theachievement of objectives as they assign responsibilities.

No

295

Risk Assessment
6.

Organization specifies objectives with sufficient clarify to enable the identification and assessment ofrisks relating to objectives.
QuestionYes
6.1 The organization complies with the Generally Accepted Accounting Principles (GAAP) thatare appropriate for its business and ensures the existence, completeness, rights and obligation, andvaluation.
6.2 The organization defines financial materiality by assessing factors such as stakeholders,No

transaction size, and business trends
6.3 The organization s financial statements reflect actual operational activities.
6.4 The board of directors or the Risk Management Committee approves and communicates risk
management policies to management and employees as part of the organization culture.
7.

The organization identifies risks to the achievement of its objectives across the entity and analyzes
risks as basis for determining how the risks should be managed.
Question

7.1 The organization identifies comprehensive risk that may affect the operational activities atcorporate level, entity level, unit level, and functional level.
7.2 The organization assess comprehensive risk that may result from internal and external factors,
including strategic risk, operational risk, reporting risk, compliance risk, and IT risk.
7.3 Management of all level participates in risk management
7.4 The organization prioritize risk through frequency and impact assessment
7.5 The organization has measures and plans to manage risk through risk acceptance, risk
reduction, risk avoidance, or risk sharing.

Yes

No

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8.

The organization considers the potential for fraud in assessment risks to the achievement of objectives.
Question

Yes

No

8.1 The organization assess fraud risk resulting from falsify reporting, financial loss, corruption,
management override of internal controls, misrepresentation of material reports, or embezzlement.

8.2 The organization reviews its performance measurements through achievement likelihood
assessment and reviews incentive program to ensure that it does not encourage misconduct such as
unrealistic target to encourage misrepresentation.
8.3 Audit Committee reviews and inquires management regarding fraud likelihood and fraud
preventive and corrective measures.
8.4 The organization communicates to its employees to ensure that they understand and comply
with policies and guidelines.
9.

The organization identifies and assesses changes that could significantly impact the system of internal
control.
Question

9.1 The organization assess external changes that may affect its operation, internal control, andfinancial reporting; and defines sufficient measures to respond to those changes.
9.2 The organization assess changes in business operation that may affect its operation, internal
control, and financial reporting; and defines sufficient measures to respond to those changes.
9.3 The organization assess changes in organization leaders that may affect its operation, internal
control, and financial reporting; and defines sufficient measures to respond to those changes.

Yes

No

297

Control Activities
10. The organization selects and develops control activities that contribute to the mitigation of risks to theachievement of objectives to acceptable levels.
Question

Yes

No

10.1 The organization s control measures are appropriate with its organization specific risks suchas environmental, operational complexity, functional, operational boundary, and other specifics.
10.2 The organization has written internal control measures that appropriately covers its activities
such as policies and procedures relating to the financial transactions, procurement process and otheradministrations which includes roles and responsibilities, and clearly indicate level of authority toprevent fraud such as the determination of authority level of the management in each level, capital
expenditures approval process, procurement and vendor selection process, transactional recording,approval process, requisition and disbursement process etc. by arranging the processes for thefollowing cases
10.2.1 Collect and regularly update information on major shareholders, Directors,
Management, and their related parties to assist in monitoring and reviewing related party
transactions or conflict of interest transactions.
10.2.2 In case the organization approves or enters into long-term contract with related party,
the organization monitors to ensure compliance throughout the contract duration.
10.3 Control activities include a range and variety of controls and may include a balance ofapproaches to mitigate risk, considering both manual and automated controls, and preventive anddetective controls.
10.4 Management considers control activities at various levels in the entity.
10.5 The organization segregates the following duties:(1) approval(2) data entry(3) custodial
11. The organization selects and develops general control activities over technology to support the achievementof objectives.
Question
Yes
No
11.1 The organization should determines the dependency and linkage between business processes andtechnology general controls.

298

Question

Yes

No

11.2 The organization should have a proper control on IT infrastructure.
11.3 The organization should have a proper IT security system.
11.4 The organization should have a proper control on acquisition, development and maintenance of IT
system.
12. The organization deploys control activities through policies that establish what is expected and in procedurethat put policies into action.
Question
Yes
No
12.1 The organization has a policy that prevents major shareholders, directors, management fromtrading based on inside information by using approval process guided by regulators.
12.2 The organization has a policy indicated that transaction approval process has to be executed byan independent without conflict of interest.
12.3 The organization has a policy indicated that transaction approval processes are based on arm s
length principle.
12.4 The organization has a process to monitor performance and provide directions to its
subsidiaries.
12.5 The organization defines roles and responsibilities for its management and employees to carryout policies and processes.
12.6 The policies and processes are implemented within the proper time frame by the competentpersonnel including the comprehensiveness of the incident management process
12.7 The organization reviews the appropriateness of its policies and processes regularly.

299

Information & Communication
13. The organization obtains or generates and users relevant, quality information to support the functioning ofother components of internal control.
Question
Yes
No
13.1 A process is in place to identify quality and relevance internal and external information
required to achieve the objectives.
13.2 Information usage costs and benefits are considered. The consideration should include
quantity and correctness of information.
13.3 The board of directors has material information sufficiently to make decision. The information
may include detail of the agenda, reason, impact to the organization and optional solution.
13.4 The organization has processes to schedule the board meeting and provide necessary andsufficient supporting information before a specific time as the requirement by laws or regulation.
13.5 The organization should document sufficient information in the board of directors minutes ofmeeting to ensure appropriateness of directors duties, for examples, memo probing the question to
management, comments and reason of disagreement
13.6 The organization has proper
13.6.1 Document retention process to ensure completeness and filing of all important
document.
13.6.2 Control decencies and corrective action report from both external and internal
auditors.
14. The organization internally communicates information, including objectives and responsibilities for internal
control, necessary to support the functioning of other components internal control.
Question
Yes
No
14.1 The organization effectively communicates relevant and timely information regarding internal
control and provides appropriate communications channels.
14.2 The organization reports material information to the board of directors consistently.
Otherwise, the board of directors is enabled to access necessary information regards of their duties
or reviews transaction i.e. the directors allows to request information from assigned a contact person,
external auditors, internal auditors and they can request for the board meeting and other meeting
between directors and senior managements.

300

14.3 The organization provides separate communication channels, such as whistle-blower hotlines,
are in place and serve as fail-safe mechanisms to enable anonymous or confidential communicationfrom internal parties.
15. The organization communicates with external parties regarding matters affecting the functioning of othercomponents of internal control.
Question
Yes
No
15.1 The organization effectively communicates relevant and timely information regarding internal
control to external parties and provides appropriate communications channels i.e. investor relationand customer complain hotline.
15.2 The organization provides separate communication channels, such as whistle-blower hotlines,
are in place and serve as fail-safe mechanisms to enable anonymous or confidential communicationfrom external parties.

Monitoring Activities
16. The organization selects, develops, and performs ongoing and/ or separate evaluations to ascertain whether
the components of internal control are present and functioning.
Question
Yes
No
16.1 The organization develop the code of ethics and establish conflict of interests ongoingevaluation process i.e. employees perform self-evaluation and report to their supervisor and theinternal auditors performs auditing and report to audit committee.
16.2 Has internal evaluation this may perform by employees self-evaluation or using internal audit
to conduct separate evaluation.
16.3 Management varies frequency of evaluation depending on changing condition.
16.4 Evaluators who perform ongoing and separate evaluations have sufficient knowledge tounderstand what is being evaluated.
16.5 Internal audit department has direct reporting line to audit committee
16.6 The organization supports the internal audit activities to comply with International Standards
for the Professional Practice of Internal Auditing, IIA.

301

17. The organization evaluates and communicates internal control deficiencies in a timely manner to thoseparties responsible for taking corrective action, including senior management and the board of directors, as
appropriate.
Question
Yes
No
17.1 The organization evaluates and communicates material internal control deficiencies in atimely manner to those parties responsible for taking corrective action
17.2 The organization develop policies for reporting the control deficiency including:
17.2.1 Management report the facts and circumstances of significant fraudulent act, illegal
acts and the other circumstance that impact over reputation and financial reporting to Boardof Directors in a timely basis.
17.2.2 Report significant control deficiency and propose its corrective action to the board of
directors/ audit committee.
17.2.3 Report status of remediation plan or corrective action to board of directors/ audit
committee.